"Affiliate" means any Person who is an "affiliate" as defined in Rule 12 b-2 of the General Rules and Regulations under the Exchange Act.

"DCM Shareholders" means DCM III, L. P., DCM III-A, L. P., DCM Affiliates Fund III, L. P. and any Affiliate thereof that owns or acquires any Equity Securities.

"Exchange Act" means the Securities Exchange Act of 1934, as amended, and the rules and regulations of the SEC thereunder.

"Equity Securities" means any securities having voting rights in the election of the Board of Directors of the Company not contingent upon default, any securities evidencing an ownership interest in the Company, any Ordinary Share Equivalents and any agreement or commitment to issue any of the foregoing.

"GAP LP" means General Atlantic Partners (Bermuda), L. P., a Bermuda limited partnership.

"GAP-W" means GAP-W International, LLC, a Delaware limited liability company.

"GAP Coinvestment III" means GAP Coinvestments III, LLC, a Delaware limited liability company.

"GAP Coinvestment IV" means GAP Coinvestments IV, LLC, a Delaware limited liability company.

"GAP Coinvestments CDA" means GAP Coinvestments CDA, L. P. a Delaware limited partnership.

"GapStar" means GapStar, LLC, a Delaware limited liability company.

"GmbH Coinvestment" means GAPCO GmbH& Co. KG, a German limited partnership.

"General Atlantic Shareholders" means GAP LP, GAP Coinvestment III, GAP Coinvestment IV, GAP Coinvestments CDA, GAP-W, GapStar, GmbH Coinvestment, their Permitted Transferees and any Affiliate thereof that owns or acquires any Equity Securities, and the term "General Atlantic Shareholder" shall mean any such Person.

"Governmental Authority" means the government of any nation, state, city, locality or other political subdivision thereof, any entity exercising executive, legislative, judicial, regulatory or administrative functions of or pertaining to government, and any corporation or other entity owned or controlled, through stock or capital ownership or otherwise, by any of the foregoing.

"Holders" means the Founders, the Investors and their respective Permitted Transferees, and any Person who acquires Equity Securities from the Company or from any such Persons or their transferees or assignees in accordance with the provisions of this Agreement.

"Investors" means the Junior Preferred Investors, the UU Holders, the Series C Investors, and the New Investors, and the term

"Investor" shall mean any such Person.

"Investors' Rights Agreement" means the Amended and Restated Investors' Rights Agreement among the Company and certain of the Founders and the Investors dated as of the date hereof.

"Major Investor" has the meaning as set forth in the Company's Amended and Restated Memorandum and Articles of Association, as amended.

"Ordinary Shares" means ordinary shares of the Company, par value US$0.01.

"Ordinary Share Equivalents" means any security or obligation which is by its terms, directly or indirectly, convertible into or exchangeable or exercisable for Ordinary Shares, including, without limitation the Preferred Shares, and any option, warrant or other subscription or purchase right with respect to Ordinary Shares or any Ordinary Share Equivalent.

"Person" means any individual, firm, corporation, partnership, trust, incorporated or unincorporated association, joint venture, joint stock company, limited liability company, Governmental Authority or other entity of any kind, and shall include any successor (by merger or otherwise) of such entity.

"PRC" means the People's Republic of China, which for the purposes of this Agreement shall exclude the Special Administrative Regions of Hong Kong and Macau and Taiwan.

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