0001193805-14-001990 Sample Contracts

AMENDMENT TO DEPOSIT AGREEMENT
Deposit Agreement • October 21st, 2014 • Deutsche Bank Trust Co Americas/ ADR Group • Retail-catalog & mail-order houses • New York

AMENDMENT dated as of , 2014 (the "Amendment") to the Deposit Agreement dated as of March 22, 2012 (the "Deposit Agreement") among (i) Vipshop Holdings Limited, a company incorporated under the laws of the Cayman Islands, and its successors (the "Company"), (ii) Deutsche Bank Trust Company Americas, an indirect wholly owned subsidiary of Deutsche Bank A.G., acting in its capacity as depositary, and any successor depositary hereunder (the "Depositary"), and (iii) all Holders and Beneficial Owners of American Depositary Shares evidenced by American Depositary Receipts issued thereunder.

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