Exhibit 10.23
SHARE PURCHASE AGREEMENT
THIS SHARE PURCHASE AGREEMENT (this “Agreement”) is made this 29th day of May,
2009 by and between Shanda Interactive Entertainment Limited, a Cayman Islands corporation having its
principal place of business at No. 1 Intelligent Office Building, No. 690 Bibo Road, Pudong New Area,
Shanghai, China (the “Seller”), and Shanda Games Korean Investment Limited, a British Virgin Islands
corporation having its principal place of business at No. 1 Intelligent Office Building, No. 690 Bibo Road,
Pudong New Area, Shanghai, China (the “Purchaser”). The Purchaser and the Seller may collectively be
referred to as the “Parties” and, individually, as a “Party.”
RECITALS:
WHEREAS, the Seller is the record holder of Four Million Seven Hundred Ninety Five Thousand Nine
Hundred Fifty Four (4,795,954) shares of common stock of Actoz Soft Co., Ltd., which is listed on Korean
Securities Dealers Automated Quotations Stock Exchange (the “Company”), par value 500 Won per share (the
“Purchased Shares”); and
WHEREAS, the Seller desires to sell to the Purchaser, and the Purchaser desires to purchase from the
Seller, the Purchased Shares in accordance with the terms and conditions of this Agreement.
NOW, THEREFORE, in consideration of the mutual promises and covenants stated below, the Parties
hereto agree as follows:
Article 1. Definitions . Capitalized terms used in this Agreement and not otherwise defined herein shall have the
meanings set forth below:
“Affiliate” shall mean, with respect to any Person, (i) any Person directly or indirectly controlling,
controlled by or under common control with, such PersonÍž (ii) any Person owning five percent (5%) or more of
the outstanding stock of such PersonÍž and (iii) any Person who is a director, officer or key employee of such
Person or of any Person described in clause (i) above. As used herein, “control” means the possession, direct or
indirect, of the power to direct or c