0001193125-12-119665 Sample Contracts

VOTING AGREEMENT By and among YOUKU INC. And THE SHAREHOLDERS PARTY HERETO Dated as of March 11, 2012
Voting Agreement • March 16th, 2012 • Youku Inc. • Radio & tv broadcasting & communications equipment • New York

VOTING AGREEMENT, dated as of March 11, 2012 (this “Agreement”), by and among Youku Inc., an exempted company with limited liability incorporated under the laws of the Cayman Islands (“Company Y”), and each of the Persons listed on Schedule 1 hereto (each, a “Company T Shareholder”).

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VOTING AGREEMENT By and among YOUKU INC. And THE SHAREHOLDER PARTY HERETO Dated as of March 11, 2012
Voting Agreement • March 16th, 2012 • Youku Inc. • Radio & tv broadcasting & communications equipment • New York

VOTING AGREEMENT, dated as of March 11, 2012 (this “Agreement”), by and among Youku Inc., an exempted company with limited liability incorporated under the laws of the Cayman Islands (“Company Y”), and the Person listed on Schedule 1 hereto (the “Company T Shareholder”).

AGREEMENT AND PLAN OF MERGER dated as of March 11, 2012 among Youku Inc., Tudou Holdings Limited and Two Merger Sub Inc.
Agreement and Plan of Merger • March 16th, 2012 • Youku Inc. • Radio & tv broadcasting & communications equipment • New York

THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated March 11, 2012 is by and among Youku Inc., an exempted company with limited liability incorporated under the laws of the Cayman Islands (“Company Y”), Two Merger Sub Inc., an exempted company with limited liability incorporated under the laws of the Cayman Islands and a direct wholly owned Subsidiary of Company Y (“Merger Sub”), and Tudou Holdings Limited, an exempted company with limited liability incorporated under the laws of the Cayman Islands (“Company T” and, together with Company Y and Merger Sub, the “Parties”). Certain capitalized terms used in this Agreement are used as defined in Section 9.12.

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