0001193125-14-182615 Sample Contracts

FORM OF INDEMNIFICATION AGREEMENT
Form of Indemnification Agreement • May 5th, 2014 • Zhaopin LTD • Services-help supply services • New York

THIS INDEMNIFICATION AGREEMENT (this “Agreement”) dated as of , 20 , by and between Zhaopin Limited, a Cayman Islands company (the “Company”) and (the “Indemnitee”).

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Exclusive Equity Option Agreement By and between Hao Liu Xin WANG Zhilian Wangpin (Beijing) Technology Co., Ltd And Shenyang Zhilian Wangpin Advertising Co., Ltd. On Shenyang Zhilian Wangpin Advertising Co., Ltd. May 2, 2014
Exclusive Equity Option Agreement • May 5th, 2014 • Zhaopin LTD • Services-help supply services

This Exclusive Equity Option Agreement (this “Agreement”) is entered into as of May 2, 2014 in Beijing, People’s Republic of China (“PRC”) by and among:

Loan Agreement By and between Hao Liu Xin WANG And Zhilian Wangpin (Beijing) Technology Co., Ltd May 2, 2014
Loan Agreement • May 5th, 2014 • Zhaopin LTD • Services-help supply services

Party C: Zhilian Wangpin (Beijing) Technology Co., Ltd (hereinafter called as the “Lender”) Address: Room 573, Shenchang Building, No. 51 Zhichun Road, Haidian District, Beijing; Legal representative: Sheng Guo

Equity Interest Pledge Agreement By and between Hao Liu Xin WANG Zhilian Wangpin (Beijing) Technology Co., Ltd And Shenyang Zhilian Wangpin Advertising Co., Ltd. May 2, 2014
Equity Interest Pledge Agreement • May 5th, 2014 • Zhaopin LTD • Services-help supply services

This Equity Interest Pledge Agreement (this “Agreement”) is entered into as of May 2, 2014 in Beijing, People’s Republic of China (“PRC”) by and among:

Exclusive Technology Consulting and Service Agreement By and between Zhilian Wangpin (Beijing) Technology Co., Ltd And Beijing Zhilian Sanke Human Resources Service Co., Ltd July 7, 2011
Consulting and Service Agreement • May 5th, 2014 • Zhaopin LTD • Services-help supply services

This Exclusive Technology Consulting and Service Agreement (this “Agreement”) is entered into as of July 7, 2011 in Beijing by and among:

Business Operations Agreement By and between Yuanwei Xie Xin WANG Zhilian Wangpin (Beijing) Technology Co., Ltd And Beijing Zhilian Sanke Human Resources Service Co., Ltd May 2, 2014
Business Operations Agreement • May 5th, 2014 • Zhaopin LTD • Services-help supply services

This Business Operations Agreement (this “Agreement”) is entered into as of May 2, 2014 in Beijing, People’s Republic of China (“PRC”) by and among:

Business Operations Agreement
Business Operations Agreement • May 5th, 2014 • Zhaopin LTD • Services-help supply services

This Business Operations Agreement (this “Agreement”) is entered into as of in Beijing, People’s Republic of China (“PRC”) by and among:

Exclusive Equity Option Agreement
Exclusive Equity Option Agreement • May 5th, 2014 • Zhaopin LTD • Services-help supply services

This Exclusive Equity Option Agreement (this “Agreement”) is entered into as of in Beijing, People’s Republic of China (“PRC”)by and among:

Equity Interest Pledge Agreement
Equity Interest Pledge Agreement • May 5th, 2014 • Zhaopin LTD • Services-help supply services

This Equity Interest Pledge Agreement (this “Agreement”) is entered into as of in Beijing, People’s Republic of China (“PRC”) by and among:

Business Operations Agreement By and between Hao LIU Xin WANG Zhilian Wangpin (Beijing) Technology Co., Ltd And Shenyang Zhilian Wangpin Advertising Co., Ltd. May 2, 2014
Business Operations Agreement • May 5th, 2014 • Zhaopin LTD • Services-help supply services

This Business Operations Agreement (this “Agreement”) is entered into as of May 2, 2014 in Beijing, People’s Republic of China (“PRC”) by and among:

Exclusive Equity Option Agreement
Exclusive Equity Option Agreement • May 5th, 2014 • Zhaopin LTD • Services-help supply services

This Exclusive Equity Option Agreement (this “Agreement”) is entered into as of in Beijing, People’s Republic of China (“PRC”) by and among:

SEVENTH AMENDED AND RESTATED SHAREHOLDERS AGREEMENT
Shareholders Agreement • May 5th, 2014 • Zhaopin LTD • Services-help supply services • New York

This SEVENTH AMENDED AND RESTATED SHAREHOLDERS AGREEMENT OF ZHAOPIN LIMITED (the “Shareholders Agreement”) is effective as of this day of 2013 by and among Zhaopin Limited, a Cayman Islands exempted company (“Zhaopin” or the “Company”), the persons listed on Schedule 1 hereto (the “Existing Shareholders”), the persons listed on Schedule 2 (collectively the “Investors”), and amends and restates in its entirety the Sixth Amended and Restated Shareholders Agreement dated as of July 9, 2008 by and among the Company and the parties identified therein (the “Existing Agreement”).

Loan Agreement By and between Hao LIU Guanzhu WANG And Zhilian Wangpin (Beijing) Technology Co., Ltd
Loan Agreement • May 5th, 2014 • Zhaopin LTD • Services-help supply services
Exclusive Consulting and Service Agreement
Consulting and Service Agreement • May 5th, 2014 • Zhaopin LTD • Services-help supply services

(In this Agreement, the companies listed in Appendix 1 are each individually referred to as “Party B”; both the above parties are called collectively as the “Parties” and respectively as a “Party”)

Equity Interest Pledge Agreement By and between Yuanwei Xie Xin WANG Zhilian Wangpin (Beijing) Technology Co., Ltd And Beijing Zhilian Sanke Human Resources Service Co., Ltd May 2, 2014
Equity Interest Pledge Agreement • May 5th, 2014 • Zhaopin LTD • Services-help supply services

This Equity Interest Pledge Agreement (this “Agreement”) is entered into as of May 2, 2014 in Beijing, People’s Republic of China (“PRC”) by and among:

Equity Interest Pledge Agreement
Equity Interest Pledge Agreement • May 5th, 2014 • Zhaopin LTD • Services-help supply services

This Equity Interest Pledge Agreement (this “Agreement”) is entered into as of in Beijing, People’s Republic of China (“PRC”) by and among:

ZHAOPIN LIMITED EMPLOYMENT AGREEMENT
Employment Agreement • May 5th, 2014 • Zhaopin LTD • Services-help supply services • Hong Kong

This Employment Agreement (the “Agreement”) is dated as of , 20 , by and between (“Executive”) and Zhaopin Limited, a Cayman Islands exempted company (the “Company”).

Business Operations Agreement
Business Operations Agreement • May 5th, 2014 • Zhaopin LTD • Services-help supply services

This Business Operations Agreement (this “Agreement”) is entered into as of November 1, 2011 in Beijing, People’s Republic of China (“PRC”) by and among:

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