0001104659-18-026859 Sample Contracts

January 20, 2018
Loan Agreement • April 26th, 2018 • Phoenix New Media LTD • Television broadcasting stations • Hong Kong

WHEREAS the Borrower, the HK Subsidiary, the PRC Subsidiary, the PRC VIE and the Original Lender entered into that certain Loan Agreement (the “Original Loan Agreement”) dated as of August 10, 2016, pursuant to which the Original Lender granted an unsecured term loan (the “Loan”) to the Original Lender on August 10, 2016 with a principal amount of US$14,800,000.

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Exclusive Technical Consulting and Service Agreement by and between Qieyiyou(Beijing) Information Technology Co., Ltd. and Beijing Chenhuan Technology Co., Ltd. January 13, 2014
Exclusive Technical Consulting and Service Agreement • April 26th, 2018 • Phoenix New Media LTD • Television broadcasting stations

This Exclusive Technical Consulting and Service Agreement (the “Agreement”) is entered into by the following two Parties on January 13, 2014 in Beijing, the People’s Republic of China (“China”):

Voting Right Entrustment Agreement of Beijing Chenhuan Technology Co., Ltd. by and among Qieyiyou (Beijing) Information Technology Co., Ltd. Beijing Chenhuan Technology Co., Ltd. Wu Haipeng and He Yansheng January 13, 2014
Voting Right Entrustment Agreement • April 26th, 2018 • Phoenix New Media LTD • Television broadcasting stations

This Voting Right Entrustment Agreement (the “Agreement”) is entered into by the following parties on January 13, 2014 in Beijing, the People’s Republic of China (“China”):

Business Management Agreement
Business Management Agreement • April 26th, 2018 • Phoenix New Media LTD • Television broadcasting stations

This Business Management Agreement (the “Agreement”) is entered into by and between the following parites in Beijing, the People’s Republic of China (“China”, for the purpose of this Agreement, excluding Hong Kong Special Administrative Region, Macau Special Administrative Region and Taiwan) on January 13, 2014.

Loan Agreement by and among Wu Haipeng He Yansheng and Qieyiyou (Beijing) Information Technology Co., Ltd. January 13, 2015
Loan Agreement • April 26th, 2018 • Phoenix New Media LTD • Television broadcasting stations
Equity Pledge Agreement Of
Equity Pledge Agreement • April 26th, 2018 • Phoenix New Media LTD • Television broadcasting stations

This Equity Pledge Agreement (the “Agreement”) is entered into by the following parties on January 13, 2014 in Beijing, the People’s Republic of China (“PRC” or “China”):

January 20, 2018
Loan Agreement • April 26th, 2018 • Phoenix New Media LTD • Television broadcasting stations • Hong Kong

WHEREAS the Borrower, the Cayman Company, the HK Subsidiary, the PRC VIE and the Original Lender entered into that certain Loan Agreement (the “Loan Agreement”) dated as of January 20, 2017, pursuant to which the Original Lender granted an unsecured term loan (the “Loan”) to the Original Lender on January 20, 2017 with a principal amount of RMB74,000,000.

Exclusive Equity Option Agreement of Beijing Chenhuan Technology Co., Ltd. by and among Wu Haipeng He Yansheng Beijing Chenhuan Technology Co., Ltd. and Qieyiyou (Beijing) Information Technology Co., Ltd. January 13, 2014
Exclusive Equity Option Agreement • April 26th, 2018 • Phoenix New Media LTD • Television broadcasting stations

This Exclusive Equity Option Agreement (the “Agreement”) is entered into by the following parties on January 13, 2014 in Beijing, the People’s Republic of China (“PRC” or “China”):

Assignment Agreement Dated April 2, 2018 Among
Assignment Agreement • April 26th, 2018 • Phoenix New Media LTD • Television broadcasting stations • Hong Kong

Reference is made to the Loan Agreement dated August 10, 2016, among Particle Inc., as borrower, HK Subsidiary, PRC Subsidiary and PRC VIE, together as covenantors, Phoenix New Media Limited, as lender, as amended by Amendment No. 1 dated January 20, 2017, Amendment No. 2 dated August 9, 2017, and Amendment No. 3 dated January 22, 2018 (the “Agreement”).

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