0001193125-08-143446 Sample Contracts

Fourth Amended and Restated Exclusive Purchase Right Agreement
Exclusive Purchase Right Agreement • June 30th, 2008 • eLong, Inc. • Transportation services
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Third Amended and Restated Equity Interests Pledge Agreement
Equity Interests Pledge Agreement • June 30th, 2008 • eLong, Inc. • Transportation services

This Amended and Restated Equity Interests Pledge Agreement (the “Agreement”) is entered into on the day of July 30, 2007 by and between the following parties:

Fourth Amended and Restated Loan Agreement
Loan Agreement • June 30th, 2008 • eLong, Inc. • Transportation services
Third Amended and Restated Business Operation Agreement
Business Operation Agreement • June 30th, 2008 • eLong, Inc. • Transportation services

This Amended and Restated Business Operation Agreement (hereinafter the “Agreement”) is entered into on the day of July 30,2007 (hereinafter the “Effective Date”) among the following parties:

EMPLOYMENT AGREEMENT
Employment Agreement • June 30th, 2008 • eLong, Inc. • Transportation services • New York

EMPLOYMENT AGREEMENT, by and between ELONG, INC. (the “Company”), a Cayman Islands corporation, and Christopher Chan, an individual (the “Employee”) entered into to take effect as of February 26, 2007 (the “Start Date”).

RENEWAL OF EMPLOYMENT AGREEMENT
Employment Agreement • June 30th, 2008 • eLong, Inc. • Transportation services • New York

This letter agreement for renewal of employment (the “Renewal Agreement”) confirms the terms and conditions for renewal of your employment agreement with eLong, Inc. (“eLong” or the “Company”), and InterActive Corp (“IAC”, to which Exepdia, Inc. (“Expedia”) is the successor-in-interest), which agreement was signed as of July 25, 2004 and which expires on August 4, 2007 (the “Employment Agreement”).

Strategic Agreement for Cooperation in the PRC Corporate Travel Market eLong, Inc. Expedia Corporate Travel, LLC
eLong, Inc. • June 30th, 2008 • Transportation services • New York

Set forth below are the terms of the Strategic Agreement for Cooperation in the PRC Corporate Travel Market (the “Agreement”) between eLong, Inc, a limited liability company established under the laws of the Cayman Islands (together with its subsidiaries, “eLong”) and Expedia Corporate Travel, LLC, a limited liability company established under the laws of Nevada, (“ECT”):

TERMINATION AND SETTLEMENT AGREEMENT
Termination and Settlement Agreement • June 30th, 2008 • eLong, Inc. • Transportation services • New York

On April 12, 2007 (the “Notice Date”) you delivered to the Board of Directors of eLong, Inc. (“eLong” or the “Company”) your voluntarily resignation from your positions as the Company’s Chief Executive Officer and as a member of the Board of Directors of the Company. The Board of Directors has accepted the resignation, effective as of April 16, 2007 (the “Resignation Date”). You have agreed that you will be a non-executive employee of the Company until the end of the 90-day notice period, namely through July 12, 2007 (the “Termination Date”). This letter (“Letter Agreement”) confirms the Company’s agreement as to your resignation from employment and the terms and conditions thereof. For good and valuable consideration, we have agreed as follows:

WAIVER
Waiver • June 30th, 2008 • eLong, Inc. • Transportation services

This WAIVER (“Waiver”) is entered into as of November 13, 2007 (the “Effective Date”) by and among eLong, Inc., an exempted limited liability company under the laws of the Cayman Islands (the “Company”), eLongNet Information Technology (Beijing) Co., Ltd., a company organized under the laws of the People’s Republic of China (the “Subsidiary”), and Expedia, Inc., a company organized under the laws of the State of Washington, USA (“Expedia”) as successor-in-interest to Expedia Asia Pacific-Alpha Limited, an exempted limited liability company organized under the laws of the Cayman Islands, as successor-in-interest to IACT Asia Pacific Limited, an exempted limited liability company organized under the laws of the Cayman Islands, and InterActiveCorp, a Delaware, USA corporation. Collectively, the Company, the Subsidiary, the New Subsidiary, and Expedia shall be referred to as the “Parties”.

RENEWAL OF EMPLOYMENT AGREEMENT
Employment Agreement • June 30th, 2008 • eLong, Inc. • Transportation services • New York

This letter agreement for renewal of employment (the “Renewal Agreement”) confirms the terms and conditions for renewal of your employment agreement with eLong, Inc. ( the “Company”), and InterActive Corp (“IAC”, to which Expedia, Inc. (“Expedia”) is the successor-in-interest), which agreement was signed as of July 25, 2004 and which expires on August 4, 2007 (the “Employment Agreement”).

SERVICE AGREEMENT
Service Agreement • June 30th, 2008 • eLong, Inc. • Transportation services • Hong Kong

This Service Agreement (this “Agreement”) is made and entered into between the following parties on the date of the last signature date stated below:

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