0001571049-15-009603 Sample Contracts

FORM OF CONTENT LICENSE AGREEMENT
Content License Agreement • November 24th, 2015 • You on Demand Holdings, Inc. • Cable & other pay television services • New York

THIS CONTENT LICENSE AGREEMENT (this “Agreement”), dated as of ___________, 2015 (the “Effective Date”), is entered into between Beijing Sun Seven Stars Culture Development Limited, a P.R.C. company with an address at Eastern Fangzheng Road, Southern Dongying Village, Hancunhe Town, Fangshan District, Beijing City, P.R.C. (“Licensor”), and YOU ON DEMAND HOLDINGS, INC., a Nevada corporation with an address at 375 Greenwich Street, Suite 516, New York, New York 10013 (“Licensee”).

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SHARE PURCHASE AGREEMENT BY AND BETWEEN TIANJIN ENTERNET NETWORK TECHNOLOGY LIMITED AND YOU ON DEMAND HOLDINGS, INC. DATED AS OF NOVEMBER 23, 2015 SHARE PURCHASE AGREEMENT
Share Purchase Agreement • November 24th, 2015 • You on Demand Holdings, Inc. • Cable & other pay television services • Delaware

THIS SHARE PURCHASE AGREEMENT (this “Agreement”), dated as of November 23, 2015, is entered into by and between TIANJIN ENTERNET NETWORK TECHNOLOGY LIMITED, a P.R.C. company (“Seller”), and YOU ON DEMAND HOLDINGS, INC., a Nevada corporation (“Buyer,” and together with Seller, each a “Party” and, collectively, the “Parties”).

SECURITIES PURCHASE AGREEMENT BY AND AMONG YOU ON DEMAND HOLDINGS, INC., BEIJING SUN SEVEN STARS CULTURE DEVELOPMENT LIMITED DATED AS OF NOVEMBER 23, 2015
Securities Purchase Agreement • November 24th, 2015 • You on Demand Holdings, Inc. • Cable & other pay television services • New York

SECURITIES PURCHASE AGREEMENT, dated as of November 23, 2015 (this “Agreement”), by and among YOU On Demand Holdings, Inc., a Nevada corporation (the “Company”), Beijing Sun Seven Stars Culture Development Limited, a PRC company (“SSS” or the “Purchaser”).

VOTING AGREEMENT
Voting Agreement • November 24th, 2015 • You on Demand Holdings, Inc. • Cable & other pay television services • New York

This VOTING AGREEMENT (this “Agreement”), dated as of November 23, 2015, is made by and between YOU On Demand Holdings, Inc., a Nevada corporation (“YOD”), and the undersigned stockholder (the “Stockholder”) of YOD. Capitalized terms used but not otherwise defined herein shall have the respective meanings ascribed to such terms in the Transaction Agreements (as defined herein).

YOU On Demand and Bruno Wu’s Sun Seven Stars Reach Definitive Agreement For Strategic Investment
Investment Agreement • November 24th, 2015 • You on Demand Holdings, Inc. • Cable & other pay television services

(New York, NY, 11/24/2015): YOU On Demand Holdings, Inc. (NASDAQ: YOD) (“YOU On Demand” or “YOD”), a leading Video On Demand (“VOD”) service provider in China, delivering Hollywood movies & premium content to TV and mobile screens, and Bruno Wu’s Sun Seven Stars Media Group Limited (SSS), one of the largest private media and investment conglomerates in China, have reached a definitive agreement on the previously announced investment proposal from SSS.

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