0001193125-12-143077 Sample Contracts

Zhou Yu and Ye Yuan and Reshuffle Technology (Shanghai) Co., Ltd. Equity Interest Pledge Agreement in respect of Beijing Tixian Digital Technology Co., Ltd. February 15, 2012
Equity Interest Pledge Agreement • March 30th, 2012 • Tudou Holdings LTD • Services-computer processing & data preparation

THIS EQUITY INTEREST PLEDGE AGREEMENT (hereinafter, this “Agreement”) is made and entered into in Shanghai, the People’s Republic of China (hereinafter, the “PRC”) as of February 15, 2012 by and among the following parties:

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Zhou Yu And Ye Yuan and Beijing Tixian Digital Technology Co., Ltd. and Reshuffle Technology (Shanghai) Co., Ltd. Exclusive Call Option Agreement in respect of Beijing Tixian Digital Technology Co., Ltd. February 15, 2012
Equity Transfer Agreement • March 30th, 2012 • Tudou Holdings LTD • Services-computer processing & data preparation

THIS EXCLUSIVE CALL OPTION AGREEMENT (“this Agreement”) is made and entered into in Shanghai, the People’s Republic of China (the “PRC”) as of February 15, 2012 by and among the following Parties:

Reshuffle Technology (Shanghai) Co., Ltd. And Beijing Tixian Digital Technology Co., Ltd. And Zhou Yu And Ye Yuan Proxy Agreement in respect of Beijing Tixian Digital Technology Co., Ltd. February 15, 2012
Proxy Agreement • March 30th, 2012 • Tudou Holdings LTD • Services-computer processing & data preparation

THIS PROXY AGREEMENT (“this Agreement”) is made and entered into in Shanghai, the People’s Republic of China (“PRC”) as of February 15, 2012 by and among the following Parties:

Leasing Contract
Fire Safety Agreement • March 30th, 2012 • Tudou Holdings LTD • Services-computer processing & data preparation

In accordance with the provisions of the Contract Law of the People’s Republic of China as well as relevant administrative regulations, rules and policies of Beijing Municipality, on the basis of equality and free will, Party A and Party B hereby enter into this Leasing Contract through consensus with respect to the lease of certain houses located at Courtyard No. 1, Zhonghuan Nanlu, North Huajiadi Street, Chaoyang District, with a view to setting forth their respective rights and obligations.

EXCLUSIVE CONSULTANCY AND SERVICE AGREEMENT
Exclusive Consultancy and Service • March 30th, 2012 • Tudou Holdings LTD • Services-computer processing & data preparation

THIS AMENDED EXCLUSIVE CONSULTANCY AND SERVICE AGREEMENT (“this Agreement”) is made and entered into by the following two parties in Shanghai, the People’s Republic of China (“PRC”) on February 15, 2012.

House Lease Contract (For Office)
House Lease • March 30th, 2012 • Tudou Holdings LTD • Services-computer processing & data preparation

In accordance with the stipulations of the Contract Law of the People’s Republic of China and the Regulations of Shanghai Municipality on Housing Lease (hereafter the “Regulations”), Party A and Party B, on the basis of free will, equality, fairness, honesty and credibility and after negotiations, hereby enter into this Contract with respect to Party B leasing from Party A the Premises (as defined below) over which Party A has the full right of operation and that can be leased out in accordance with law, on the terms and subject to the provisions as set forth below.

Contract No.: C-16F-002 House Lease Contract
Tudou Holdings LTD • March 30th, 2012 • Services-computer processing & data preparation

In accordance with the Contract Law of the People’s Republic of China and relevant laws and regulations, Party A and Party B, on the basis of equality and free will, hereby enter into this Contract with respect to the matters regarding the lease of the Premises (as defined below), on the terms and subject to the conditions as set forth below:

House Lease Contract (For Office)
Tudou Holdings LTD • March 30th, 2012 • Services-computer processing & data preparation

In accordance with the stipulations of the Contract Law of the People’s Republic of China and the Regulations of Shanghai Municipality on Housing Lease (hereafter the “Regulations”), Party A and Party B, on the basis of free will, equality, fairness, honesty and credibility and after negotiations, hereby enter into this Contract with respect to Party B leasing from Party A the Premises (as defined below) over which Party A has the full right of operation and that can be leased out in accordance with law, on the terms and subject to the provisions as set forth below.

Zhou Yu and Ye Yuan and Reshuffle Technology (Shanghai) Co., Ltd. Loan Agreement December 1, 2011
Loan Agreement • March 30th, 2012 • Tudou Holdings LTD • Services-computer processing & data preparation

THIS LOAN AGREEMENT (hereinafter, “this Agreement”) is entered into in Shanghai as of February 15, 2011 by and among the following Parties:

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