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As Of Filer Filing For·On·As Docs:Size Issuer Agent 4/30/12 Airmedia Group Inc. 20-F 12/31/11 12:1.7M Newsfile Cor… Toronto/FA |
Document/Exhibit Description Pages Size 1: 20-F Annual Report of a Foreign Private Issuer -- HTML 1.47M form20f 2: EX-4.47 Instrument Defining the Rights of Security Holders HTML 16K -- exhibit4-47 3: EX-4.48 Instrument Defining the Rights of Security Holders HTML 13K -- exhibit4-48 4: EX-4.49 Instrument Defining the Rights of Security Holders HTML 77K -- exhibit4-49 5: EX-8.1 Opinion re: Tax Matters -- exhibit8-1 HTML 11K 6: EX-12.1 Statement re: Computation of Ratios -- exhibit12-1 HTML 13K 7: EX-12.2 Statement re: Computation of Ratios -- exhibit12-2 HTML 13K 8: EX-13.1 Annual or Quarterly Report to Security Holders -- HTML 9K exhibit13-1 9: EX-13.2 Annual or Quarterly Report to Security Holders -- HTML 9K exhibit13-2 10: EX-15.1 Letter re: Unaudited Interim Financial Information HTML 8K -- exhibit15-1 11: EX-15.2 Letter re: Unaudited Interim Financial Information HTML 10K -- exhibit15-2 12: EX-15.3 Letter re: Unaudited Interim Financial Information HTML 8K -- exhibit15-3
AirMedia Group Inc.: Exhibit 4.48 - Filed by newsfilecorp.com |
Exhibit 4.48
Summary of Supplemental Agreement to Framework Cooperation Agreement
Party A: AirMedia Group Co., Ltd.
Address: 15/F, Sky Plaza, No.46 of Dongzhimenwai Avenue, Dongcheng District, Beijing, the PRC
Legal Representative: Guo Man
Party B: Beijing Super TV Co., Ltd
Address: Jingmeng High-Tech Building B, 4th Floor, No. 5 Shangdi East Road, Haidian District, Beijing, the PRC
Legal Representative: Zhu Jianhua
Party C: Beijing N-S Digital TV Co., Ltd.
Address: Jingmeng High-Tech Building B, 4th Floor, No. 5 Shangdi East Road, Haidian District, Beijing, the PRC
Legal Representative: Zhu Jianhua
I. |
Whereas : | |
1. |
Party A and Party B has executed the Framework Cooperation Agreement in June, 2011 (hereunder as “Framework Agreement”). | |
2. |
Party A and Party B acknowledge that Party B will transfer and assign its rights and obligations under the Framework Agreement to Party C, and agree that Party C and Party A will jointly incorporate the new companies as contemplated in the Framework Agreement. | |
3. |
The Parties unanimously agree to amend and modify relevant provisions of the Framework Agreement hereunder. |
II. |
Establishment of New Companies | |
1. |
Party A and Party C will respectively contribute RMB10,000,000 to incorporate two new limited liability companies (hereunder as “Company A” and “Company B”). | |
2. |
The shareholders and shareholding of Company A and Company B are the same and as below: |
Shareholders | Registered Capital (in RMB) | Shareholding |
Party A | 5,000,000 | 50.00% |
Party C | 5,000,000 | 50.00% |
Total | 10,000,000 | 100.00% |
3. |
Party A and Party C will subscribe and contribute the registered capital in cash. | |
III. |
Management of the New Companies and Operation of Business | |
1. |
The boards of directors of Company A and Company B will be established, delegated and appointed in accordance with the Framework Agreement. | |
2. |
Company A will be responsible for obtaining copyright licenses and will bear relevant fees and expenses; Company B will be responsible for cooperating with broadcasting and TV operators. The revenue generated by Company B, after deducting the revenue shared by the broadcasting and TV operators, will be equally split between Company A and Company B. Party A and Party C may otherwise negotiate a different proportion. |
IV. |
Confidentiality | |
1. |
Without prior written consent of another Party, any Party shall not disclose to any third party other than the affiliates thereof any clauses and terms of this Supplemental Agreement, or the business secrets of the other party and its affiliates as disclosed for the purpose of concluding and performing this Supplemental Agreement. | |
2. |
This article will survive even if this Supplemental Agreement is amended, modified, or terminated. |
V. |
Miscellaneous | |
1. |
Any dispute arising from the execution and performance of this Supplemental Agreement, or related to this Supplemental Agreement shall be resolved through mutual consultation of the Parties. | |
2. |
For any conflicts between the Framework Agreement and this Supplemental Agreement, this Supplemental Agreement will prevail, and other provisions of the Framework Agreement will continue to be valid. |
This Supplemental Agreement will become into effect upon the execution by the authorized representatives and the approval (if necessary) of the board of directors of all the Parties.
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