exv10w18




Exhibit 10.18




Loan Contract




Loan Agreement




This Loan Agreement (hereinafter referred to as this “Agreement”) is entered into on this
1st day of July, 2008 in Pudong New Area, Shanghai by and between:



Shengqu Information Technology (Shanghai) Co., Ltd. (hereinafter referred to as “Shengqu”), a
limited liability company incorporated and existing in accordance with the laws of the People’s
Republic of China (hereinafter referred to as the “PRC”) with its principal business address at
No. 208 Juli Road, Pudong New Area, Shanghai; and



Zhang Ying-feng (hereinafter referred to as the “Holding Employee”), a Chinese citizen with the ID
Card No.: [***] , whose residence locates at [***] ;



Shengqu and the Holding Employee may collectively be referred to as the “Parties” and,
individually, as the “Party”.



Whereas,





	1.	 	Shanghai Shanda Networking Co., Ltd. (hereinafter referred to as “Shanda”) has entered into
this Loan Agreement with Holding Employee on August 10, 2004, according to which the Holding
Employee has borrowed RMB 4,644,000 (Say: RMB four million and six hundred and forty-four
thousand) from Shanda for paying the transferred Share of Shanghai Shulong Technology
Development Co., Ltd. (hereinafter referred to as “Shanghai Shulong”) and the increase
capital, and then the Holding Employee holds 51.4% Share of Shanghai Shulong.
	 
	2.	 	The Holding Employee does not have enough capitals to repay all loans given by Shanda, so he
has applied to Shengqu for loan, and Shengqu has agreed to loan money to him.
	 
	3.	 	Subject to the Share Disposition Agreement (hereinafter referred to as “Share Disposition
Agreement”) dated on July 01, 2008 by and between Shengqu and the Holding Employee, Shengqu or
a third party designated by it has an exclusive option to obtain all Share held by the Holding
Employee in Shanghai Shulong at any time.





NOW THEREFORE, the Parties have reached the following terms and conditions in respect of the Loan
through friendly negotiation, on the principles of sincere cooperation, equal footing, mutual
benefits and development, in accordance with the Company Law of the PRC and other laws and
regulations.




	1.	 	Type of Loan: Cash




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Loan Contract





	2.	 	Purpose of Loan: Personal Borrowing
	 
	3.	 	Loan Amount: RMB 4,644,000 (Say: RMB four million and six hundred and forty-four
thousand)
	 
	 	 	The Parties have confirmed that Shengqu has given, and the Holding Employee has received the
said Loan.
	 
	4.	 	Loan Interest: Zero Interest
	 
	5.	 	Loan Term
	 
	 	 	From July 01, 2008
	 
	6.	 	Purpose of Loan
	 
	 	 	The Holding Employee shall not use the Loan for any other purpose rather than for paying the
transferred Share.
	 
	7.	 	Repayment of Loan
	 
	 	 	The Holding Employee can only be released from the repayment of the Loan after the Parties
perform the Share Disposition Agreement in full. Without the prior written consents of
Shengqu, the Holding Employee shall not repay the Loan in whole or part to Shengqu prior to
the maturity day.
	 
	8.	 	Statements and Warranties
	 
	 	 	The Holding Employee shall warrant that he is not the director or executive officer of Shanda
Interactive Entertainment Limited, an affiliate of Shengqu.
	 
	9.	 	Liability for Breach of Agreement
	 
	 	 	In case the Holding Employee fails to use the Loan subject to the agreed purpose, Shengqu is
entitled to withdraw the Loan in whole or part.
	 
	10.	 	Dispute Resolution






	 	10.1	 	Any dispute arising out of the performance of this Agreement shall be settled
through friendly negotiation by the Parties; if not reached, such dispute may be
submitted for arbitration.
	 
	 	10.2	 	Any such dispute shall be referred to the China International Economic





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Loan Contract





	 	 	 	and Trade Arbitration Commission Shanghai Commission (“CIETACSC”) according to the Rules
of CIETACSC in force for the time being. Such arbitration shall be carried out in
Shanghai.
	 
	 	10.3	 	The awards given by CIETACSC are final and binding upon the Parties. The
arbitration costs (including but not limited to arbitration charges and attorney’s fees)
shall be borne by the losing Party, unless otherwise specified in the given awards.






	11.	 	Miscellaneous






	 	11.1	 	Any Party shall not amend or terminate this Agreement at its own discretions,
unless otherwise any amendment or termination of this Agreement is allowed by the laws
and regulations. When any Party demands amending or terminating this Agreement in
accordance with the laws and regulations, it shall inform the other Party of its demand
in writing in time, and the Parties shall negotiate on and agree on any such amendment
or termination in writing.
	 
	 	11.2	 	Anything not covered herein shall be made in a supplementary agreement upon the
negotiation of the Parties. Such supplementary agreement shall have the same force and
effect with this Agreement.
	 
	 	11.3	 	This Agreement is made in two (2) counterparts with Shengqu and the Holding
Employee holding one (1) counterpart.




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Loan Contract




[Signature Page Follow]




IN WITNESS WHEREOF, the Parties have duly caused their authorized representatives to enter into
this Agreement as of the day and year first above written.



Shengqu




Shengqu Information Technology (Shanghai) Co., Ltd. (Seal)




Authorized Representative:                     




Name:                                                             




Holding Employee




Signed by:




Name: Zhang Ying-feng




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