to the Amended and Restated Technology Development Agreement
Party A: AirMedia Technology (Beijing) Co., Ltd.
Party B: Beijing AirMedia UC Advertising Co., Ltd.
Whereas Party A and Party B have entered into an “Amended and Restated Technology Development Agreement” (hereinafter
referred to as the “Original Agreement”) on June 14, 2007 in relation to the engagement of Party A by Party B to provide
technology development service, the two parties hereby agree to amend and supplement the Original Agreement by entering
into this supplementary agreement (hereinafter referred to as “this Agreement”), with the following specific terms:
1. All the risks in connection with the technology development and after-sales technology service under the Original
Agreement shall be solely borne by Party A. Party A shall be entitled to the portion of advertising profits that is
related to technology.
Party A shall settle the accounts with Party B every quarter, and a yearly account settlement shall be done within
three months after each year end. Party B shall settle all the fees due to Party A within one week after receipt of the
payment invoice from Party A. All fees shall be integrated and settled at the end of a year.
Party A undertakes that all the technology development achievements related to deploying advertising business and
that are purchased by Party B from Party A according to the Original Agreement shall enable Party B to make a certain
profit. The technology development and technology service fee chargeable by Party A on Party B shall guarantee
that Party B can achieve, after deducting the fees payable to Party A, a net cost-plus rate of no less than 0.5% (of
which the technology service fee shall not be less than 4%), which final rate should be determined by Party A, and
such fee should be rounded to the nearest RMB1,000;
Net cost-plus rate = Operating profit / Total cost and expense