0001047469-18-005629 Sample Contracts

YAO FANG INFORMATION TECHNOLOGY (SHANGHAI) CO., LTD. And GUANGDONG YIHAO PHARMACEUTICAL CHAIN CO., LTD. Regarding SHANGHAI YAOWANG E-COMMERCE CO., LTD. Exclusive Option Agreement September 5, 2013
Exclusive Option Agreement • August 15th, 2018 • 111, Inc. • Retail-drug stores and proprietary stores

This Exclusive Option Agreement (“Agreement”) was made and entered into on September 5, 2013 by and among the following parties in Shanghai, the People’s Republic of China (“China”):

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Equity Pledge Agreement
Equity Pledge Agreement • August 15th, 2018 • 111, Inc. • Retail-drug stores and proprietary stores

This Equity Pledge Agreement (this “Agreement”) is made in Shanghai, the People’s Republic of China (“PRC”) as of September 5, 2013 by and between:

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Exclusive Support Services Agreement Between GUANGDONG YIHAO PHARMACEUTICAL CHAIN CO., LTD. And YAO FANG INFORMATION TECHNOLOGY (SHANGHAI) CO., LTD. September 5, 2013
Exclusive Support Services Agreement • August 15th, 2018 • 111, Inc. • Retail-drug stores and proprietary stores

This Exclusive Support Services Agreement (the “Agreement”) is concluded and signed on September 5, 2013 in Shanghai, the People’s Republic of China (“China”) by and between:

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PROXY AGREEMENT September 5, 2013
Proxy Agreement • August 15th, 2018 • 111, Inc. • Retail-drug stores and proprietary stores

This PROXY AGREEMENT (“Agreement”) is made and entered into on September 5, 2013 by and among the following parties in Shanghai, the People’s Republic of China (“China”):

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TENTH AMENDED AND RESTATED SHAREHOLDERS AGREEMENT by and among 111, INC. GANG YU JUNLING LIU SUNNY BAY GLOBAL LIMITED IVY CAPITAL 2011 HOLDCO LTD. GOLD STAND GOAL LIMITED CLEARVUE YW HOLDINGS, LTD. VERLINVEST ASIA (HK) LIMITED FIRST PHARMACIA...
Shareholders Agreement • August 15th, 2018 • 111, Inc. • Retail-drug stores and proprietary stores • Hong Kong

THIS TENTH AMENDED AND RESTATED SHAREHOLDERS AGREEMENT (this “Agreement”) is made and entered into as of June 19, 2018 by and among 111, Inc., an exempted company incorporated, organized and existing under the laws of the Cayman Islands with limited liability (company registration no. 278041) (the “Company”); Gang Yu, a U.S. citizen (passport number: ********); Junling Liu, an Australian citizen (passport number: ********), the beneficial owner of 100% equity interest of Sunny Bay Global Limited (together with Gang Yu, collectively, the “Founders”, and each a “Founder”); Sunny Bay Global Limited, a company organized and existing under the laws of the British Virgin Islands (company registration no.1758809) (“Sunny Bay”); Ivy Capital 2011 Holdco Ltd., a company organized and existing under the laws of the British Virgin Islands (“Ivy Capital”); Gold Stand Goal Limited, a company organized and existing under the laws of the British Virgin Islands (“Gold Stand”, together with Ivy Capital,

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Exclusive Support Services Agreement Between SHANGHAI YAOWANG E-COMMERCE CO., LTD. And YAO FANG INFORMATION TECHNOLOGY (SHANGHAI) CO., LTD. September 5, 2013
Services Agreement • August 15th, 2018 • 111, Inc. • Retail-drug stores and proprietary stores

This Exclusive Support Services Agreement (the “Agreement”) is concluded and signed on September 5, 2013 in Shanghai, the People’s Republic of China (“China”) by and between:

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Equity Pledge Agreement regarding GUANGDONG YIHAO PHARMACY CO., LTD. by and between YAO FANG INFORMATION TECHNOLOGY (SHANGHAI) CO., LTD. and
Equity Pledge Agreement • August 15th, 2018 • 111, Inc. • Retail-drug stores and proprietary stores

This Equity Pledge Agreement (this “Agreement”) was made in Shanghai, the People’s Republic of China (“PRC”) on July 13, 2017 by and between:

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And GUANGDONG YIHAO PHARMACY CO., LTD. PROXY AGREEMENT
Proxy Agreement • August 15th, 2018 • 111, Inc. • Retail-drug stores and proprietary stores

This PROXY AGREEMENT (“Agreement”) was made and entered into on September 5, 2013 by and among the following parties in Shanghai, the People’s Republic of China (“China”):

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PROPERTY LEASE CONTRACT
Property Lease Contract • August 15th, 2018 • 111, Inc. • Retail-drug stores and proprietary stores

Pursuant to the Contract Law of the People’s Republic of China and other applicable laws and regulations, the lessor and the lessee reached this agreement through friendly consultation:

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Shanghai Zhangjiang Hi-tech Park Property Lease/Pre-lease Contract
Property Lease • August 15th, 2018 • 111, Inc. • Retail-drug stores and proprietary stores

In accordance with the Contract Law of the People’s Republic of China, Shanghai Property Lease Regulations and other applicable laws and regulations, Party A and Party B, on the basis of equality, free will, fairness and good faith, reach a consensus through consultation and make and enter into this Contract as follows on November 28, 2017:

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Equity Transfer Agreement
Equity Transfer Agreement • August 15th, 2018 • 111, Inc. • Retail-drug stores and proprietary stores
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Rights and Obligations Assignment Agreement
Rights and Obligations Assignment Agreement • August 15th, 2018 • 111, Inc. • Retail-drug stores and proprietary stores
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