Common use of Selection of Auditors Clause in Contracts

Selection of Auditors. (i) Until the first NetEase fiscal year end occurring after the Control Ending Date, Youdao shall use its reasonable efforts to engage the independent registered public accounting firm used by NetEase (“NetEase’s Auditors” and, for the avoidance of doubt, should NetEase at any time change the independent registered public accounting firm serving as its auditors, “NetEase’s Auditors” shall thereafter mean the new firm serving as NetEase’s auditors) to serve as its auditors (“Youdao’s Auditors”) for purposes of providing an opinion on its consolidated financial statements; provided, however, that Youdao’s Auditors may be different from NetEase’s Auditors if necessary to comply with applicable laws and stock exchange rules regarding auditor independence and qualifications and audit committee responsibilities (provided, however, that Youdao shall not take any actions, and shall use its reasonable best efforts to cause its directors, officers and employees not to take any actions, that could reasonably be expected to require Youdao to engage auditors other than NetEase’s Auditors). After the Public Filing Date, the foregoing shall not be construed so as to unlawfully limit any responsibility of the audit committee of Youdao’s board of directors, pursuant to SEC Rule 10A-3(b)(2) and rules of the Nasdaq Global Market or the New York Stock Exchange, as applicable, to appoint, compensate, retain and oversee the work of the registered public accounting firm Youdao engages.

Selection of Auditors. (i) Until the first NetEase E-House fiscal year end occurring after the Control Ending Date, Youdao Leju shall use its reasonable best efforts to engage select the independent registered public accounting firm used by NetEase E-House (“NetEaseE-House’s Auditors” and, for the avoidance of doubt, should NetEase E-House at any time change the independent registered public accounting firm serving as its auditors, “NetEaseE-House’s Auditors” shall thereafter mean the new firm serving as NetEaseE-House’s auditors) to serve as its auditors (“YoudaoLeju’s Auditors”) for purposes of providing an opinion on its consolidated financial statements; provided, however, that YoudaoLeju’s Auditors may be different from NetEaseE-House’s Auditors if necessary to comply with applicable laws and stock exchange rules regarding auditor independence and qualifications and audit committee responsibilities (provided, however, that Youdao Leju shall not take any actions, and shall use its reasonable best efforts to cause its directors, officers and employees not to take any actions, that could reasonably be expected to require Youdao Leju to engage auditors other than NetEaseE-House’s Auditors). After the Public Live Filing Date, the foregoing shall not be construed so as to unlawfully limit any responsibility of the audit committee of YoudaoLeju’s board of directors, pursuant to SEC Rule 10A-3(b)(2) and rules of the Nasdaq NASDAQ Global Market or the New York Stock Exchange, as applicable, to appoint, compensate, retain and oversee the work of the registered public accounting firm Youdao Leju engages. (ii) Until the first E-House fiscal year end occurring after the Control Ending Date, Leju shall provide to E-House as much prior notice as reasonably practical of any change in Leju’s Auditors for purposes of providing an opinion on its consolidated financial statements.

Selection of Auditors. (i) Until the first NetEase E-House fiscal year end occurring after the Control Ending Date, Youdao CRIC shall use its reasonable best efforts to engage select the independent registered public accounting firm used by NetEase E-House (“NetEaseE-House’s Auditors” and, for the avoidance of doubt, should NetEase E-House at any time change the independent registered public accounting firm serving as its auditors, “NetEaseE-House’s Auditors” shall thereafter mean the new firm serving as NetEaseE-House’s auditors) to serve as its auditors (“YoudaoCRIC’s Auditors”) for purposes of providing an opinion on its consolidated financial statements; provided, however, that YoudaoCRIC’s Auditors may be different from NetEaseE-House’s Auditors if necessary to comply with applicable laws and stock exchange rules regarding auditor independence and qualifications and audit committee responsibilities (provided, however, that Youdao CRIC shall not take any actions, and shall use its reasonable best efforts to cause its directors, officers and employees not to take any actions, that could reasonably be expected to require Youdao CRIC to engage auditors other than NetEaseE-House’s Auditors). After the Public Live Filing Date, the foregoing shall not be construed so as to unlawfully limit any responsibility of the audit committee of YoudaoCRIC’s board of directors, pursuant to SEC Rule 10A-3(b)(2) and rules of the Nasdaq NASDAQ Global Market or the New York Stock Exchange, as applicable, to appoint, compensate, retain and oversee the work of the registered public accounting firm Youdao CRIC engages. (ii) Until the first E-House fiscal year end occurring after the Control Ending Date, CRIC shall provide to E-House as much prior notice as reasonably practical of any change in CRIC’s Auditors for purposes of providing an opinion on its consolidated financial statements.

Selection of Auditors. (i) Until the first NetEase CreditEase fiscal year end occurring after the Control Ending Date, Youdao Yirendai shall use its reasonable best efforts to engage the independent registered public accounting firm used by NetEase CreditEase (“NetEaseCreditEase’s Auditors” and, for the avoidance of doubt, should NetEase CreditEase at any time change the independent registered public accounting firm serving as its auditors, “NetEaseCreditEase’s Auditors” shall thereafter mean the new firm serving as NetEaseCreditEase’s auditors) to serve as its auditors (“YoudaoYirendai’s Auditors”) for purposes of providing an opinion on its consolidated financial statements; provided, however, that YoudaoYirendai’s Auditors may be different from NetEaseCreditEase’s Auditors if necessary to comply with applicable laws and stock exchange rules regarding auditor independence and qualifications and audit committee responsibilities (provided, however, that Youdao Yirendai shall not take any actions, and shall use its reasonable best efforts to cause its directors, officers and employees not to take any actions, that could reasonably be expected to require Youdao Yirendai to engage auditors other than NetEaseCreditEase’s Auditors). After the Public Filing Date, the foregoing shall not be construed so as to unlawfully limit any responsibility of the audit committee of YoudaoYirendai’s board of directors, pursuant to SEC Rule 10A-3(b)(2) and rules of the Nasdaq Global Market NASDAQ or the New York Stock Exchange, as applicable, to appoint, compensate, retain and oversee the work of the registered public accounting firm Youdao Yirendai engages.