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EXHIBIT 2.9
ACER ACCESSION TO COMPANY LOCK-UP AGREEMENT
Accession
to Company Lock-up Agreement, dated as of August 30, 2004
(the
"Accession Agreement"), to
the Company Lock-up Agreement, dated as of January
30, 2004 and attached to this
Acer Accession Agreement (the "Company Lock-up
Agreement"), by and among
Linktone Ltd., a Cayman Islands company (the
"Company"), and IP Fund One,
L.P. (the "Party").
The Party, in
consideration of and as a condition to receiving a
distribution of ordinary
shares of the Company from Intrinsic Technology
(Holdings) Ltd. ("Intrinsic
Technology"), and in accordance with the resolutions
of the shareholders of
Intrinsic Technology at an extraordinary general meeting
held on July 2, 2004,
hereby:
(a)
confirms and
agrees to be a party to and to be bound by the Company
Lock-up Agreement as the same may be amended in accordance with
its
terms from time to time as a "Founder and 10% Shareholder" (as
such
term is defined in the Company Lock-up Agreement), with effect
from
the Party's first receipt of a distribution of ordinary shares
of
the Company from Intrinsic Technology,
(b)
acknowledges and
agrees with the Company that the references to
"2,500,000" in Section 1(b) of the Company Lock-up Agreement
are
hereby revised to "ONE THIRD OF THE NUMBER OF ORDINARY SHARES OF
THE
COMPANY HELD BY THE PARTY PRIOR TO MARCH 1, 2004 PLUS 10% OF
THE
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