0001104659-16-128501 Sample Contracts

SUBSCRIPTION AGREEMENT dated as of June 6, 2016 among BITAUTO HOLDINGS LIMITED JD.COM GLOBAL INVESTMENT LIMITED MORESPARK LIMITED and BAIDU HOLDINGS LIMITED
Subscription Agreement • June 21st, 2016 • JD.com, Inc. • Retail-retail stores, nec • New York

WHEREAS, the Purchasers, desire to purchase, severally and not jointly, and the Company desires to sell certain ordinary shares (“Ordinary Shares”) of the Company to the Purchasers pursuant to the terms and conditions set forth in this Agreement.

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AMENDED AND RESTATED INVESTOR RIGHTS AGREEMENT dated as of June 17, 2016 among BITAUTO HOLDINGS LIMITED JD.COM GLOBAL INVESTMENT LIMITED DONGTING LAKE INVESTMENT LIMITED MORESPARK LIMITED and BAIDU HOLDINGS LIMITED
Investor Rights Agreement • June 21st, 2016 • JD.com, Inc. • Retail-retail stores, nec • New York

THIS AMENDED AND RESTATED INVESTOR RIGHTS AGREEMENT (this “Agreement”), dated as of June 17, 2016 (the “Effective Date”), by and among Bitauto Holdings Limited, a company incorporated under the laws of the Cayman Islands (the “Company”), JD.com Global Investment Limited, a company incorporated under the laws of the British Virgin Islands (“JD”), Dongting Lake Investment Limited, a company incorporated under the laws of the British Virgin Islands (“Dongting”), Morespark Limited, a company incorporated under the laws of the British Virgin Islands (“Morespark,” together with Dongting, “Tencent”), Baidu Holdings Limited, a company incorporated under the laws of the British Virgin Islands (“Baidu”).

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