0001062993-16-008570 Sample Contracts

EMPLOYMENT AGREEMENT
Employment Agreement • March 30th, 2016 • You on Demand Holdings, Inc. • Cable & other pay television services • New York

EMPLOYMENT AGREEMENT, dated January 22, 2016 (this “Agreement”), between YOU ON DEMAND HOLDINGS, INC., a Nevada corporation (the “Company”), and Mr. Mingcheng Tao, an individual having the address specified on the signature page hereto (the “Executive”).

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CONTENT LICENSE AGREEMENT
Content License Agreement • March 30th, 2016 • You on Demand Holdings, Inc. • Cable & other pay television services • New York

THIS CONTENT LICENSE AGREEMENT (this “Agreement”), dated as of December 21, 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”).

AMENDED AND RESTATED SHARE PURCHASE AGREEMENT BY AND BETWEEN TIANJIN ENTERNET NETWORK TECHNOLOGY LIMITED AND YOU ON DEMAND HOLDINGS, INC. DATED AS OF DECEMBER 21, 2015
Share Purchase Agreement • March 30th, 2016 • You on Demand Holdings, Inc. • Cable & other pay television services • Delaware

THIS AMENDED AND RESTATED SHARE PURCHASE AGREEMENT (this “Agreement”), dated as of December 21, 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”).

Technical Services Agreement
Technical Services Agreement • March 30th, 2016 • You on Demand Holdings, Inc. • Cable & other pay television services

This TECHNICAL SERVICES AGREEMENT (“Agreement”) is entered into on this 25 day of January, 2016 in Beijing, People’s Republic of China (“PRC”), by and between:

SEPARATION AGREEMENT
Personal and Confidential • March 30th, 2016 • You on Demand Holdings, Inc. • Cable & other pay television services • New York

Agreement made as of this 22 day of January, 2016 between YOU ON DEMAND HOLDINGS, INC., a Nevada Corporation, and its subsidiary affiliates (the “Company”) and WEICHENG LIU, an individual residing at (“Executive”) (the “Separation Agreement”).

Termination Agreement
Termination Agreement • March 30th, 2016 • You on Demand Holdings, Inc. • Cable & other pay television services

This TERMINATION AGREEMENT (“Agreement”) is made and entered into on this 22 day of January, 2016 (“Signing Date”) in Beijing, the People’s Republic of China (“PRC”) by and between:

Call Option Agreement
Call Option Agreement • March 30th, 2016 • You on Demand Holdings, Inc. • Cable & other pay television services

This CALL OPTION AGREEMENT (“Agreement”) is entered into on this 25 day of January, 2016 in Beijing, People’s Republic of China (“PRC”), by and between:

Equity Pledge Agreement
Equity Pledge Agreement • March 30th, 2016 • You on Demand Holdings, Inc. • Cable & other pay television services

This EQUITY PLEDGE AGREEMENT (“Agreement”) is entered into on this 25 day of January, 2016 (“Signing Date”) in Beijing, People’s Republic of China (“PRC”), by and between:

AMENDED AND RESTATED SECURITIES PURCHASE AGREEMENT BY AND AMONG YOU ON DEMAND HOLDINGS, INC., BEIJING SUN SEVEN STARS CULTURE DEVELOPMENT LIMITED DATED AS OF DECEMBER 21, 2015
Securities Purchase Agreement • March 30th, 2016 • You on Demand Holdings, Inc. • Cable & other pay television services • New York

AMENDED AND RESTATED SECURITIES PURCHASE AGREEMENT, dated as of December 21, 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”).

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