exv10w39



 






Exhibit 10.39




Loan Agreement




This
agreement is signed and entered in by and between the following
parties on dd (Day) mm (Month) yy (Year) in Haidian District, Beijing.



Party A: Employee (hereinafter referred to as “the borrower”)
ID No:



Party B: Beijing Sina Information Technology Co., Ltd (hereinafter referred to
as “Sina Company”)


Address: #A1, Wanquanzhuang, Haidian District, Beijing



Whereas:




	(1)	 	The borrower intends to purchase z% of shares of AAA Co., Ltd (hereinafter
referred to as “AAA”) and for that purpose wishes to borrow RMB x Yuan from
Sina Company;
	 
	(2)	 	Sina Company agrees to provide the said loan to the borrower in accordance
with and subject to the terms and conditions under the agreement.
	 
	 	 	The following agreements have been reached by and between both parties based on
the principles of equality and mutual benefits via friendly negotiation:
	 
	1.	 	Amount of Loan
	 
	1.1	 	Sina Company agrees to provide a long-term loan in the amount of RMB x
Yuan to the borrower subject to the terms and conditions under the
agreement (hereinafter referred to as “long-term loan”).
	 
	2.	 	Life of Loan
	 
	2.1	 	The life of the long-term loan prescribed under the agreement shall be 5
years from the date when this agreement is signed.
	 
	2.2	 	The borrower agrees that Sina Company shall have the right to, at its own
discretion, shorten or extend the life of loan with reference to the real
situation.
	 
	3.	 	Use of Loan
	 
	3.1	 	The borrower shall use the long-term loan for purchasing z% of shares of
AAA and any other application of this long-term loan shall obtain earlier
written consent from Sina Company.




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	3.2	 	During the life of loan, the borrower shall neither transfer partial or
all its shares of AAA to any third party nor set any security against such
shares without prior approval given by Sina Company in written form.
	 
	4.	 	Interest of Loan
	 
	4.1	 	The long-term loan under this agreement is interest-free loan and Sina
Company shall not collect any other fees or charges from the borrower.
	 
	5.	 	Satisfaction with Loan
	 
	5.1	 	Sina Company shall have the right to require from time to time the
borrower to compensate for the long-term loan under this agreement without
violating the laws and regulations of PR China in the method as Sina
Company directs, including but not limited to, transfer of all or partial
shares of AAA held by the borrower to Sina Company or any subject
appointed by Sina Company.
	 
	6.	 	Liability for Tax
	 
	6.1	 	Both parties shall on their own pay taxes and costs by laws respectively.
	 
	6.2	 	Save for taxes and costs of the borrower or Sina Company on their own
expressly reserved by laws, Sina Company shall be liable for all other
taxes and reasonable costs in connection with this long-term loan under
this agreement.
	 
	7.	 	Breach and Compensation
	 
	7.1	 	Any breach of any article of the agreement directly or indirectly or no
commitment or commitment out of time insufficiently to the obligations of
the agreement shall constitute breach of the contract. The party that
observes the contract shall have the right to request the breaching party
by written notice to make corrections to its breaching actions and avoid
the bad result with sufficient, effective and timely measures taken, and
to compensate for the losses of the non-breaching party due to its
breaching actions.
	 
	7.2	 	After any breaching occurs, the non-breaching party, if holding that the
breaching has resulted in impossibility or unfairness for the
non-breaching party to perform the relevant obligations under this
agreement with reasonable and objective discretion applied, shall have the
power to discontinue its relevant obligations of this agreement with
written notice sent to the non-breaching party until the breaching party
stops its breach of the contact, take sufficient, effective and timely
measures to avoid the bad results, and compensate for the losses of the




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	 	 	non-breaching party due to its breaching actions.
	 
	7.3	 	The indemnification that the breaching party makes to the non-breaching
party shall include any direct economic losses and any predictable
indirect losses or excess expenses that occur to the non-breaching party
due to violation of the contract by the breaching party, including but not
limited to attorney fees, legal costs, arbitration fees, financial
expenses, travel expenses and etc.
	 
	8.	 	Effectiveness, Modification and Termination
	 
	8.1	 	This agreement shall be effective since it is signed by authorized
representatives of the parties.
	 
	8.2	 	The parties may via negotiation modify or terminate this agreement in
advance in written form at any time.
	 
	8.3	 	Any party shall have the right to terminate this agreement unilaterally
in advance with written notice given if any of the following situations
occurs to the other party:






	 	8.3.1	 	Within 30 days since the written notice sent out by the
non-breaching party, the breaching party still not modifies its breach
of the contact, or takes sufficient, effective
and timely measures to avoid the bad results, and compensate for the
losses of the non-breaching party due to its breaching actions.
	 
	 	8.3.2	 	Such party is unable to continue to perform this agreement due to
force majesture.






	8.4	 	Earlier termination of this agreement shall not affect the generated
rights and obligations by this agreement before such termination date.
	 
	9.	 	Settlement of Disputes and Governing Laws
	 
	9.1	 	Parties shall settle any disputes over contents of this agreement or its
execution via friendly negotiation; which if fails, they shall submit the
disputes to China International Economic and Trade Arbitration Commission
(CIETAC) for settlement. The arbitrament awarded shall be final and
binding on both parties.
	 
	9.2	 	Laws and regulations of PRC shall be applied for conclusion, execution,
interpretation and settlement of disputes concerning this agreement.
	 
	10.	 	Miscellaneous
	 
	10.1	 	Either party’s failure to perform its rights in time under this agreement
shall neither be




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	 	 	deemed as waiver of such rights nor affect its execution
of such rights in future.
	 
	10.2	 	If any article or clause of this agreement becomes invalid or
unexecutable entirely or partially no matter what reasons, the remaining
portions of this agreement shall be still effective and binding.
	 
	10.3	 	This agreement is made into one original with two copies, one for each
party, both with equally legal effectiveness.
	 
	10.4	 	Matters not included in this agreement shall be determined by both parties via negotiation.




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	Employee

	 	Beijing Sina Information Technology Co., Ltd
	 
	 	 
	Signature:_________________

	 	Authorized Representative:
________________







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