Alibaba Group Holding LTD Sample Contracts

DEPOSIT AGREEMENT by and among ALIBABA GROUP HOLDING LIMITED AND CITIBANK, N.A., as Depositary, AND THE HOLDERS AND BENEFICIAL OWNERS OF AMERICAN DEPOSITARY SHARES ISSUED HEREUNDER Dated as of [DATE], 2014
Deposit Agreement • September 5th, 2014 • Alibaba Group Holding LTD • Retail-catalog & mail-order houses • New York

DEPOSIT AGREEMENT, dated as of [DATE], 2014, by and among (i) Alibaba Group Holding Limited, a company incorporated and existing under the laws of the Cayman Islands, and its successors (the “Company”), (ii) Citibank, N.A., a national banking association organized under the laws of the United States of America acting in its capacity as depositary, and any successor depositary hereunder (the “Depositary”), and (iii) all Holders and Beneficial Owners of American Depositary Shares issued hereunder (all such capitalized terms as hereinafter defined).

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AGREEMENT AND PLAN OF MERGER among ALI YK INVESTMENT HOLDING LIMITED, ALI YK SUBSIDIARY HOLDING LIMITED, YOUKU TUDOU INC., and solely for purposes of Section 9.08, Section 9.09 and Section 9.10 hereof, ALIBABA INVESTMENT LIMITED Dated as of November...
Agreement and Plan of Merger • May 24th, 2016 • Alibaba Group Holding LTD • Services-business services, nec • New York

AGREEMENT AND PLAN OF MERGER, dated as of November 6, 2015 (this “Agreement”), among Ali YK Investment Holding Limited, an exempted company with limited liability incorporated under the laws of the Cayman Islands (“Parent”), Ali YK Subsidiary Holding Limited, an exempted company with limited liability incorporated under the laws of the Cayman Islands and a wholly-owned subsidiary of Parent (“Merger Sub”), Youku Tudou Inc., an exempted company with limited liability incorporated under the laws of the Cayman Islands (the “Company”), and, solely for purposes of Section 9.08, Section 9.09 and Section 9.10 hereof, Alibaba Investment Limited, a business company incorporated under the laws of the British Virgin Islands (“AIL”).

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • August 26th, 2015 • Alibaba Group Holding LTD • Services-business services, nec • New York

This REGISTRATION RIGHTS AGREEMENT dated November 28, 2014 (the “Agreement”) is entered into by and among Alibaba Group Holding Limited, an exempted company incorporated in the Cayman Islands (the “Company”), and Morgan Stanley & Co. International plc, Citigroup Global Markets Inc., Deutsche Bank AG, Singapore Branch and J.P. Morgan Securities LLC as representatives (the “Representatives”) of the initial purchasers listed in Schedule A to the Purchase Agreement (as defined below) (the “Initial Purchasers”).

REGISTRATION RIGHTS AGREEMENT between ZTO EXPRESS (CAYMAN) INC. and NEW RETAIL STRATEGIC OPPORTUNITIES INVESTMENTS 2 LIMITED
Registration Rights Agreement • June 21st, 2018 • Alibaba Group Holding LTD • Services-business services, nec • New York

THIS REGISTRATION RIGHTS AGREEMENT (the “Agreement”) is made as of [date], by and between ZTO Express (Cayman) Inc., an exempted company with limited liability incorporated under the laws of the Cayman Islands (the “Company”), and New Retail Strategic Opportunities Investments 2 Limited, an exempted company with limited liability incorporated under the laws of the Cayman Islands (the “Investor”).

AMENDED AND RESTATED COMMERCIAL AGREEMENT
Commercial Agreement • July 26th, 2022 • Alibaba Group Holding LTD • Services-business services, nec • New York

THIS AMENDED AND RESTATED COMMERCIAL AGREEMENT (the “Agreement”) is entered into on July 25, 2022 and effective from August 13, 2022 (the “2022 Amendment Date”) by and between Alibaba Group Holding Limited (“Recipient”), on the one hand, and 蚂蚁科技集团股份有限公司(Ant Group Co., Ltd.) (formerly known as 浙江蚂蚁小微金融服务集团股份有限公司 (Ant Small and Micro Financial Services Group Co., Ltd.), 浙江阿里巴巴电子商务有限公司 (Zhejiang Alibaba E-Commerce Co., Ltd.) and 浙江蚂蚁小微金融服务集团有限公司 (Zhejiang Ant Small and Micro Financial Services Group Co., Ltd.)) (“HoldCo”) and 支付宝(中国)网络技术有限公司 (Alipay.com Co., Ltd.) (“Provider”), on the other hand (HoldCo, Provider and Recipient are sometimes referred to herein individually as a “Party” and collectively as the “Parties”).

Exclusive Technical Service Agreement Schedule
Exclusive Services Agreement • September 5th, 2014 • Alibaba Group Holding LTD • Retail-catalog & mail-order houses

The material differences in the exclusive technical service agreements by and among the VIEs and the WFOEs in connection with our material contractual arrangements are set forth below. A copy of the English translation of the exclusive technical service agreement entered into by Taobao (China) Software Co., Ltd. and Zhejiang Taobao Network Co., Ltd. is filed as Annex A to the Exhibit 10.14.

SECOND AMENDED AND RESTATED INTELLECTUAL PROPERTY LICENSE AGREEMENT by and among ALIBABA GROUP HOLDING LIMITED, (ANT SMALL AND MICRO FINANCIAL SERVICES GROUP CO., LTD.), and (ALIPAY.COM CO., LTD.), Dated as of September 23, 2019
Intellectual Property License Agreement • November 13th, 2019 • Alibaba Group Holding LTD • Services-business services, nec • New York

This SECOND AMENDED AND RESTATED INTELLECTUAL PROPERTY LICENSE AGREEMENT (this “Amended IPLA”), dated as of September 23, 2019 (the “Amendment Date”), is entered into by and among:

AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT DATED SEPTEMBER 18, 2012 AMONG ALIBABA GROUP HOLDING LIMITED AND THE PERSONS WHOSE NAMES ARE SET OUT IN SCHEDULE 1
Registration Rights Agreement • May 6th, 2014 • Alibaba Group Holding LTD • New York

THIS AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (this “Agreement”), which amends and restates that Registration Rights Agreement, dated October 24, 2005 (the “2005 RRA”), among ALIBABA GROUP HOLDING LIMITED, a company incorporated in the Cayman Islands with its registered office at c/o Trident Trust Company (Cayman) Limited, Fourth Floor, One Capital Place, P.O. Box 847, Grand Cayman, Cayman Islands (the “Company”) of the first part; and THE PERSONS WHOSE NAMES ARE SET OUT IN SCHEDULE 1 THERETO, is adopted on this 18th day of September, 2012.

AMENDED AND RESTATED INVESTMENT AGREEMENT dated as of August 9, 2015 and amended and restated as of May 19, 2016
Investment Agreement • May 24th, 2016 • Alibaba Group Holding LTD • Services-business services, nec • Hong Kong

THIS INVESTMENT AGREEMENT, dated as of August 9, 2015 (the “Original Agreement Date”) and as amended and restated May 19, 2016 (the “Amendment Date”) (this “Agreement”), is made by and between ALIBABA GROUP HOLDING LIMITED, an exempted company with limited liability incorporated under the Laws of the Cayman Islands (the “Company”), and SUNING COMMERCE GROUP CO., LTD., a joint stock company incorporated under the Laws of the People’s Republic of China (the “Purchaser” and, together with the Company, the “Parties” and each a “Party”).

SHARE PURCHASE AGREEMENT BY AND AMONG TAOBAO HOLDING LIMITED HQG, INC.
Share Purchase Agreement • November 13th, 2019 • Alibaba Group Holding LTD • Services-business services, nec • Hong Kong

This SHARE PURCHASE AGREEMENT (this “Agreement”), dated as of September 6, is entered into by and among (i) Taobao Holding Limited, a company incorporated under the Laws of the Cayman Islands (the “Purchaser”), (ii) HQG, Inc., a company incorporated under the Laws of the Cayman Islands (the “Company”), (iii) NetEase E-Commerce, Inc., a company incorporated under the Laws of the Cayman Islands (the “Seller”), and (iv) NetEase, Inc., a company incorporated under the Laws of the Cayman Islands (the “Seller Parent”).

THIRD AMENDMENT TO SHARE REPURCHASE AND PREFERENCE SHARE SALE AGREEMENT
Share Repurchase and Preference Share Sale Agreement • September 5th, 2014 • Alibaba Group Holding LTD • Retail-catalog & mail-order houses

THIS AMENDMENT, dated as of July 14, 2014 (the “Amendment”), to the Share Repurchase and Preference Share Sale Agreement, dated as of May 20, 2012, as amended by the First Amendment to Share Repurchase and Preference Share Sale Agreement, dated as of September 11, 2012, and the Second Amendment to Share Repurchase and Preference Share Sale Agreement, dated as of October 14, 2013 (the “Agreement”), is by and among Alibaba Group Holding Limited, a Cayman Islands company (“AGH”), Yahoo! Inc., a Delaware corporation (“Yahoo!”), and Yahoo! Hong Kong Holdings Limited, a Hong Kong corporation (“YHK”).

INVESTOR RIGHTS AGREEMENT dated as of April 28, 2014 by and among YOUKU TUDOU INC., ALI YK INVESTMENT HOLDING LIMITED, and Solely for purposes of Sections 7.1 and 7.2 and Article VIII hereof, ALIBABA GROUP HOLDING LIMITED and YF VENUS LTD
Investor Rights Agreement • June 16th, 2014 • Alibaba Group Holding LTD • Retail-catalog & mail-order houses • New York

THIS INVESTOR RIGHTS AGREEMENT (this “Agreement”) is made and entered into as of April 28 , 2014 by and among Youku Tudou Inc., an exempted company with limited liability incorporated under the laws of the Cayman Islands (the “Company”), Ali YK Investment Holding Limited, an exempted company with limited liability incorporated under the laws of the Cayman Islands (the “Investor”) and, solely for the purposes of Sections 7.1 and 7.2 and Article VIII, Alibaba Group Holding Limited, an exempted company with limited liability organized under the laws of the Cayman Islands (“AGHL”), and YF Venus Ltd, an exempted company incorporated under the laws of the Cayman Islands (“YF Fund”).

VOTING AGREEMENT
Voting Agreement • May 6th, 2014 • Alibaba Group Holding LTD • New York

THIS VOTING AGREEMENT (this “Agreement”) is entered into as of May 20, 2012 by and among (i) Alibaba Group Holding Limited, a company organized under the laws of the Cayman Islands (the “Company”), (ii) SOFTBANK Corp., SOFTBANK BB Corp., SB China Holdings PTE Ltd., Jack Ma Yun and Joseph C. Tsai (collectively, the “Shareholders”) and (iii) Yahoo! Inc., a Delaware corporation (“Yahoo Inc.”), and Yahoo! Hong Kong Holdings Limited, a Hong Kong corporation (“YHK”, together with Yahoo Inc., “Yahoo”). The Company, the Shareholders and Yahoo are referred to herein individually as a “Party” and collectively as the “Parties.” Capitalized terms used and not otherwise defined herein shall have the respective meanings assigned to them in the Share Repurchase Agreement referred to below. For clarity, “Shareholders” do not include, for purposes of this Agreement, Yahoo.

AMENDED AND RESTATED SHARE PURCHASE AND SHAREHOLDERS AGREEMENT dated as of May 21, 2014 by and among ALI YK INVESTMENT HOLDING LIMITED, YF VENUS LTD, and ALIBABA INVESTMENT LIMITED
Share Purchase and Shareholders Agreement • June 16th, 2014 • Alibaba Group Holding LTD • Retail-catalog & mail-order houses • New York

THIS AMENDED AND RESTATED SHARE PURCHASE AND SHAREHOLDERS AGREEMENT (this “Agreement”) is made and entered into as of May 21, 2014 by and among, Ali YK Investment Holding Limited, an exempted company with limited liability incorporated under the laws of the Cayman Islands (the “Company”), Alibaba Investment Limited, a business company incorporated with limited liability under the laws of the British Virgin Islands (“AIL”) and YF Venus Ltd, an exempted company with limited liability incorporated under the laws of the Cayman Islands (“Yunfeng”).

SHARE PURCHASE AGREEMENT
Share Purchase Agreement • July 27th, 2018 • Alibaba Group Holding LTD • Services-business services, nec • Hong Kong
SHARE AND ASSET PURCHASE AGREEMENT by and among ALIBABA GROUP HOLDING LIMITED, (ZHEJIANG ANT SMALL AND MICRO FINANCIAL SERVICES GROUP CO., LTD.), and THE OTHER PARTIES NAMED HEREIN Dated as of August 12, 2014
Share and Asset Purchase Agreement • August 27th, 2014 • Alibaba Group Holding LTD • Retail-catalog & mail-order houses • New York

WHEREAS, the Parties intend that that certain Framework Agreement, dated as of July 29, 2011, by and among the Framework Agreement Parties (the “Framework Agreement”), be terminated on the date hereof as set forth herein;

FIRST AMENDMENT TO SHARE REPURCHASE AND PREFERENCE SHARE SALE AGREEMENT
Share Repurchase and Preference Share Sale Agreement • May 6th, 2014 • Alibaba Group Holding LTD • Hong Kong

This Amendment, dated as of September 11, 2012 (this “Amendment”), to the Share Repurchase and Preference Share Sale Agreement, dated as of May 20, 2012 (as amended, modified or supplemented from time to time in accordance with its terms, the “Agreement”), is by and among Alibaba Group Holding Limited (“AGH” or “Purchaser”), Yahoo! Inc. (“Yahoo!”) and Yahoo! Hong Kong Holdings Limited (“YHK”, and each of Yahoo! and YHK, a “Seller”, and together, the “Sellers”).

FOURTH AMENDMENT TO SHARE AND ASSET PURCHASE AGREEMENT
Share and Asset Purchase Agreement • July 26th, 2022 • Alibaba Group Holding LTD • Services-business services, nec

THIS SHARE AND ASSET PURCHASE AGREEMENT (this “Agreement”), which is annexed to and forms part of that certain Amendment Agreement entered into on July 25, 2022 (the “2022 Amendment Signing Date”) and effective from August 13, 2022 (the “2022 Amendment Date”) (except for Section 9.9 and Schedule 9.9, which shall be effective from the 2022 Amendment Signing Date), is by and among:

FORM INDEMNIFICATION AGREEMENT
Form Indemnification Agreement • September 5th, 2014 • Alibaba Group Holding LTD • Retail-catalog & mail-order houses

THIS INDEMNIFICATION AGREEMENT (this “Agreement”) is made as of , by and between Alibaba Group Holding Limited, a Cayman Islands company (the “Company”), and (the “Indemnitee”), [a director/an executive officer] of the Company.

SHAREHOLDERS AGREEMENT dated as of April 28, 2014 by and among ALI YK INVESTMENT HOLDING LIMITED and Each of the persons listed on Exhibit A hereto
Shareholders Agreement • June 16th, 2014 • Alibaba Group Holding LTD • Retail-catalog & mail-order houses • New York

THIS SHAREHOLDERS AGREEMENT (this “Agreement”) is made and entered into as of April 28, 2014 by and among, each of the individuals and entities listed on Exhibit A attached hereto (collectively, the “1Verge Group”, and each, a “1Verge Group Member”) and Ali YK Investment Holding Limited (the “Investor”), an exempted limited liability company organized under the laws of the Cayman Islands and wholly owned directly or indirectly by Alibaba Investment Limited (“AIL”) and YF Venus Ltd (“YF Fund”).

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SHARE PURCHASE AGREEMENT
Share Purchase Agreement • June 15th, 2017 • Alibaba Group Holding LTD • Services-business services, nec • New York

This SHARE PURCHASE AGREEMENT, is entered into as of May 31, 2016 (this “Agreement”), by and between Alibaba Group Holding Limited, an exempted company with limited liability incorporated in the Cayman Islands (the “Company”), and SB China Holdings Pte Ltd, a company incorporated in Singapore and having its registered office at 80 Robinson Road #02-00, Singapore 068898, acting through its branch in the United Kingdom named as SB China Holdings Pte Ltd UK (the “Seller”) and shareholder of the Company, for the purchase and sale of ordinary shares, par value US$0.000025 per share, of the Company (“Company Ordinary Shares”).

FRAMEWORK AGREEMENT by and among ALIBABA GROUP HOLDING LIMITED, SOFTBANK CORP., YAHOO! INC., 支付宝(中国)网络技术有限公司 (ALIPAY.COM CO., LTD.), APN LTD., Jack Ma Yun, Joseph Chung Tsai, 浙江阿里巴巴电子商务有限公司 (ZHEJIANG ALIBABA E-COMMERCE CO., LTD.) and the Joinder...
Framework Agreement • May 6th, 2014 • Alibaba Group Holding LTD • New York

This Framework Agreement, dated as of July 29, 2011 (this “Agreement”) is made and entered into by and among Alibaba Group Holding Limited, a company organized under the laws of the Cayman Islands (“Alibaba”), SOFTBANK CORP., a Japanese corporation and shareholder of Alibaba (“Softbank”), Yahoo! Inc., a Delaware corporation and shareholder of Alibaba (“Yahoo!”), 支付宝(中国)网络技术有限公司 (Alipay.com Co., Ltd.), a limited liability company organized under the laws of the People’s Republic of China (“OpCo”), APN Ltd., a company organized under the laws of the Cayman Islands (“IPCo”), 浙江阿里巴巴电子商务有限公司 (Zhejiang Alibaba E-Commerce Co., Ltd.), a limited liability company organized under the laws of the People’s Republic of China (“HoldCo”), the Joinder Parties and, solely with respect to the Sections referred to in Section 10.05, Jack Ma Yun (“JMY”) and Joseph Chung Tsai (“JT”). Alibaba, Softbank, Yahoo!, OpCo, IPCo, HoldCo, the Joinder Parties and, with respect to the referenced Sections, JMY and JT a

ALIBABA GROUP HOLDING LIMITED 320,106,100 American Depositary Shares Representing 320,106,100 Ordinary Shares UNDERWRITING AGREEMENT
Underwriting Agreement • September 15th, 2014 • Alibaba Group Holding LTD • Retail-catalog & mail-order houses • New York
ALIBABA GROUP HOLDING LIMITED as the Company CITICORP INTERNATIONAL LIMITED as Agent THIRD AMENDMENT AND RESTATEMENT AGREEMENT in respect of a US$4,000,000,000 Facility Agreement dated 9 March 2016 as amended by a syndication and amendment agreement...
And Restatement Agreement • July 21st, 2023 • Alibaba Group Holding LTD • Services-business services, nec • England

This Agreement is supplemental to and amends the facility agreement dated 9 March 2016 between, among others, the Company and the Agent, as amended by a syndication and amendment agreement dated 3 May 2016 between, among others, the Company and the Agent, and as further amended and restated by an amendment and restatement agreement dated 29 May 2019 between the Company and the Agent (the Original Facility Agreement).

DATE] [NAME] Present Dear [NAME],
Alibaba Group Holding LTD • June 16th, 2014 • Retail-catalog & mail-order houses • Hong Kong

We are pleased to extend our offer of employment to you. This letter agreement (the “Agreement”) sets forth the terms and conditions of your employment with (the “Company”) and/or any of the affiliates of the Company’s ultimate parent company Alibaba Group Holding Limited (“Alibaba Group”) (together, the Company and other affiliates of Alibaba Group are referred to herein as the “Group”)

SHARE PURCHASE AGREEMENT
Share Purchase Agreement • June 16th, 2014 • Alibaba Group Holding LTD • Retail-catalog & mail-order houses • Hong Kong

NOW, THEREFORE, in consideration of the foregoing recitals, the mutual promises hereinafter set forth, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereby agree as follows:

JOINT FILING AGREEMENT
Joint Filing Agreement • February 14th, 2019 • Alibaba Group Holding LTD • Services-business services, nec

This will confirm the agreement by and between all the undersigned that the Schedule 13G filed on or about this date and any amendments thereto with respect to the beneficial ownership by the undersigned of shares of Class Z Ordinary Shares, par value $0.0001 per share, and American Depositary Shares, each representing one Class Z Ordinary Share, of Bilibili Inc. is being filed on behalf of each of the undersigned in accordance with Rule 13d-1(k)(1). This agreement may be executed in two or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument.

EXHIBIT A Joint Filing Agreement
Joint Filing Agreement • September 29th, 2017 • Alibaba Group Holding LTD • Services-business services, nec

In accordance with Rule 13d-1(k) promulgated under the Securities Exchange Act of 1934, as amended, each of the undersigned hereby agrees to the joint filing with the other Reporting Person (as such term is defined in the Schedule 13D referred to below) on behalf of each of them of a statement on Schedule 13D (including amendments thereto) with respect to the Class A Ordinary Shares, par value US$0.01 per share, of BEST Inc., an exempted company incorporated under the laws of the Cayman Islands, and that this Agreement may be included as an Exhibit to such joint filing. This Agreement may be executed in any number of counterparts, all of which taken together shall constitute one and the same instrument.

SUBSCRIPTION AGREEMENT
Subscription Agreement • July 27th, 2018 • Alibaba Group Holding LTD • Services-business services, nec • Hong Kong

THIS SUBSCRIPTION AGREEMENT (this “Agreement”) is entered into by and between Cainiao Smart Logistics Network Limited, an exempted limited liability company organized under the laws of the Cayman Islands (the “Company”), and the undersigned (“Investor”) as of the date set forth on the signature page of the Company. Capitalized terms used but not defined herein shall have the meaning set forth in that certain Second Amended and Restated Shareholders Agreement, dated as of March 22, 2016 (as amended from time to time, the “Shareholders Agreement”), by and among the Company, Investor and the other parties thereto.

EXHIBIT A Joint Filing Agreement
Joint Filing Agreement • October 19th, 2017 • Alibaba Group Holding LTD • Services-business services, nec

In accordance with Rule 13d-1(k) promulgated under the Securities Exchange Act of 1934, as amended, each of the undersigned hereby agrees to the joint filing with each other Reporting Person (as such term is defined in the Schedule 13D referred to below) on behalf of each of them of a statement on Schedule 13D (including amendments thereto) with respect to the Class A Ordinary Shares, par value US$0.01 per share, of BEST Inc., an exempted company incorporated under the laws of the Cayman Islands, and that this Agreement may be included as an Exhibit to such joint filing. This Agreement may be executed in any number of counterparts, all of which taken together shall constitute one and the same instrument.

Joint Filing Agreement
Joint Filing Agreement • February 13th, 2015 • Alibaba Group Holding LTD • Services-business services, nec

In accordance with Rule 13d-1(k) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing with all other Reporting Persons (as such term is defined in the Schedule 13G referred to below) on behalf of each of them of a statement on Schedule 13G (including amendments thereto) with respect to the Class A Ordinary Shares, par value US$0.0001 per share, of Momo Inc., a Cayman Islands company, and that this Agreement may be included as an Exhibit to such joint filing. This Agreement may be executed in any number of counterparts, all of which taken together shall constitute one and the same instrument.

SHARE SUBSCRIPTION AND PURCHASE AGREEMENT among ALI WB INVESTMENT HOLDING LIMITED, SINA CORPORATION and WEIBO CORPORATION Dated as of April 29, 2013
Share Subscription and Purchase Agreement • May 6th, 2014 • Alibaba Group Holding LTD • New York

SHARE SUBSCRIPTION AND PURCHASE AGREEMENT, dated as of April 29, 2013, among Ali WB Investment Holding Limited, an exempted company incorporated under the laws of the Cayman Islands (“Investor”), SINA Corporation, an exempted company incorporated under the laws of the Cayman Islands (“Parent”), and Weibo Corporation, an exempted company incorporated under the laws of the Cayman Islands (the “Company”).

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