iSoftStone undertakes that, for each Fiscal Year starting from 2015, the Total Business Volume generated by Non-Huawei Group Business to the JVCO (including all businesses organically generated by the JVCO, all businesses acquired by the JVCO through merger and acquisition, and all businesses contributed by iSoftStone Group to the JVCO without a consideration upon its acquisition of such businesses)(in terms of the contract value of the Business Volume or Total Business Volume) will exceed 50% of the Total Business Volume of the JVCO of such year (“Percentage of Non-Huawei Group Business Volume”).
Huawei agrees to purchase services from the JV totaling at least RMB 650 million in 2013, RMB 950 million in 2014, and RMB 1.2 billion in 2015, with good-faith discussions about additional business volumes for the years thereafter. If the JV fails to meet Huawei’s requirements in terms of service quality, delivery schedule or comprehensive costs, Huawei may adjust the business volumes granted by it to the JV. Huawei also agrees to provide the JV with certain supportive policies with respect to annual billing rate increase, gross margin, and shortening of payment cycle.
For the first three years of the JV, the JV is not expected to pay dividends. iSoftStone WFOE is entitled to 100% of the JV’s profit in 2013 and 75% of the JV’s profit thereafter, except that iSoftStone WFOE’s profit sharing in 2014 may be adjusted upward if Huawei’s actual service purchases from the JV in 2013 is less than 90% of its minimum business commitment to the JV in the same year.