0001193125-14-128218 Sample Contracts

INDEMNIFICATION AGREEMENT
Indemnification Agreement • April 2nd, 2014 • Cheetah Mobile Inc. • Services-prepackaged software • New York

THIS INDEMNIFICATION AGREEMENT (this “Agreement”) is made as of , 2014 by and between Cheetah Mobile Inc., an exempted company incorporated and existing under the laws of the Cayman Islands (the “Company”), and ([Passport/ID] Number ) (the “Indemnitee”).

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EMPLOYMENT AGREEMENT
Employment Agreement • April 2nd, 2014 • Cheetah Mobile Inc. • Services-prepackaged software • New York

This EMPLOYMENT AGREEMENT (the “Agreement”) is entered into as of , 201 by and between Cheetah Mobile Inc., a company incorporated and existing under the laws of the Cayman Islands (the “Company”) and , an individual (the “Executive”). The term “Company” as used herein with respect to all obligations of the Executive hereunder shall be deemed to include the Company and all of its direct or indirect subsidiaries and affiliates (collectively, the “Group”).

Exclusive Technology Development, Support and Consultancy Agreement
Cheetah Mobile Inc. • April 2nd, 2014 • Services-prepackaged software

The Exclusive Technology Development, Support and Consultancy Agreement (the “Agreement”) is concluded and signed by and between the following parties on June 14, 2013:

Jan 1, 2011 Each Person Listed in Annex I And Beijing Kingsoft Internet Security Software Co., Ltd. Loan Agreement
Loan Agreement • April 2nd, 2014 • Cheetah Mobile Inc. • Services-prepackaged software

The Loan Agreement (hereinafter referred to as the “Agreement”) is made and entered into by and among the following Parties in the People’s Republic of China (hereinafter referred to as “PRC”) on Jan 1, 2011:

Business Operation Agreement
Cheetah Mobile Inc. • April 2nd, 2014 • Services-prepackaged software

The Business Operation Agreement (hereinafter referred to as the “Agreement”) is concluded and signed by and among the following parties (each hereinafter referred to as a “Party” and collectively, the “Parties”) on January 1, 2011:

Share Transfer Agreement
Share Transfer Agreement • April 2nd, 2014 • Cheetah Mobile Inc. • Services-prepackaged software

This Share Transfer Agreement is entered into by and between Kingsoft Corporation Limited, hereinafter referred to as “Party A”) and Cheetah Technology Corporation Limited (hereinafter referred to as “Party B”) on the 18th day of March, 2014 (hereinafter referred to the “Agreement”).

SECOND AMENDED AND RESTATED SHAREHOLDERS’ AGREEMENT by and among KINGSOFT CORPORATION LIMITED FAX VISION CORPORATION FU SHENG XU MING MATRIX PARTNERS CHINA I, L.P. MATRIX PARTNERS CHINA I-A, L.P. TCH COPPER LIMITED KINGSOFT INTERNET SECURITY SOFTWARE...
Shareholders’ Agreement • April 2nd, 2014 • Cheetah Mobile Inc. • Services-prepackaged software • Hong Kong

The Company, the HK Co, the BVI Co, the US Co, the WFOEs, the WFOE Sub, the DomCos, any other direct or indirect Subsidiary of any Group Company and any other entity controlled by any of the foregoing shall be referred to individually as a “Group Company” and collectively as the “Group Companies”.

Cooperation Framework Agreement
Cheetah Mobile Inc. • April 2nd, 2014 • Services-prepackaged software

The cooperation framework agreement (“the Agreement”) is concluded and signed on the date of Dec. 27th, 2013 in Chaoyang District, Beijing.

Strategic Cooperation Agreement
Cheetah Mobile Inc. • April 2nd, 2014 • Services-prepackaged software

The strategic cooperation agreement (“the Agreement”) is concluded and signed on the date of December 27, 2013 in Chaoyang District, Beijing.

Authorization and Licensing Agreement
Cheetah Mobile Inc. • April 2nd, 2014 • Services-prepackaged software

Party A will be referred to as the “Licensor”, and Party B the “Licensee”. Through friendly negotiation, the Licenser and Licensee have reached the following agreement in Haidian, Beijing, with respect to the authorization of use of products by the Licensor to the Licensee.

Date: July 18, 2012 Each Party Listed in Annex I Conew Network Technology (Beijing) Co., Ltd. And Beijing Kingsoft Network Technology Co., Ltd. Exclusive Equity Option Agreement With respect to Beijing Kingsoft Network Technology Co., Ltd.
Equity Option Agreement • April 2nd, 2014 • Cheetah Mobile Inc. • Services-prepackaged software

The Exclusive Equity Option Agreement (hereinafter referred to as the “Agreement”) is made and entered into by and among the following Parties on the date of July 18, 2012 in Beijing, the People’s Republic of China (“PRC”):

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