NetEase, Inc. Sample Contracts

CONFORMED COPY -------------- NETEASE.COM, INC. Zero Coupon Convertible Subordinated Notes due July 15, 2023 PURCHASE AGREEMENT ------------------
Purchase Agreement • October 10th, 2003 • Netease Com Inc • Services-business services, nec • New York
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EMPLOYMENT CONTRACT FOR CHIEF FINANCIAL OFFICER
Agreement • June 27th, 2003 • Netease Com Inc • Services-business services, nec • Hong Kong
FOR
Employment Contract • June 27th, 2003 • Netease Com Inc • Services-business services, nec • Hong Kong
EXHIBIT 4.3 NETEASE.COM, INC. Zero Coupon Convertible Subordinated Notes due July 15, 2023 REGISTRATION RIGHTS AGREEMENT -----------------------------
Registration Rights Agreement • October 10th, 2003 • Netease Com Inc • Services-business services, nec • New York
AND
Deposit Agreement • May 26th, 2004 • Netease Com Inc • Services-business services, nec • New York
INDENTURE
Netease Com Inc • October 10th, 2003 • Services-business services, nec • New York
EQUITY PLEDGE AGREEMENT
Equity Pledge Agreement • April 25th, 2024 • NetEase, Inc. • Services-prepackaged software
LOAN AGREEMENT
Loan Agreement • April 20th, 2018 • NetEase, Inc. • Services-business services, nec
EXCLUSIVE PURCHASE OPTION AGREEMENT
Exclusive Purchase Option Agreement • April 21st, 2017 • NetEase, Inc. • Services-business services, nec

This Exclusive Purchase Option Agreement (this “Agreement”) is entered into as of September 26, 2016 among the following parties in Beijing:

OPERATING AGREEMENT
Operating Agreement • April 20th, 2018 • NetEase, Inc. • Services-business services, nec
INDEMNIFICATION AGREEMENT
Indemnification Agreement • April 25th, 2024 • NetEase, Inc. • Services-prepackaged software

This Indemnification Agreement (this “Agreement”) is made as of ________, by and among NetEase, Inc., a company organized under the laws of the Cayman Islands (the “Company”), and the indemnitee executing and delivering this agreement (the “Indemnitee”).

TRANSITIONAL SERVICES AGREEMENT Between NETEASE, INC. And YOUDAO, INC. Dated as of September 27, 2019
Transitional Services Agreement • April 29th, 2020 • NetEase, Inc. • Services-business services, nec • New York

This Transitional Services Agreement (this “Agreement”) is dated as of September 27, 2019, by and between, NetEase, Inc., a company incorporated under the laws of the Cayman Islands (“NetEase”), on behalf of itself and other members of the NetEase Group (as defined below), and Youdao, Inc., a company incorporated under the laws of the Cayman Islands (“Youdao”), on behalf of itself and other members of the Youdao Group (as defined below) (each of NetEase and Youdao a “Party” and, together, the “Parties”).

EXCLUSIVE PURCHASE OPTION AGREEMENT
Exclusive Purchase Option Agreement • April 22nd, 2016 • NetEase, Inc. • Services-business services, nec

This Exclusive Purchase Option Agreement (this “Agreement”) is entered into as of November 30, 3015, among the following parties in Beijing:

EMPLOYMENT AGREEMENT By and Between And NETEASE.COM, INC. Dated as of
Employment Agreement • June 29th, 2010 • NETEASE.COM, Inc. • Services-business services, nec • New York

WHEREAS, the Company and the Employee have entered into that certain employment agreement (as amended or supplemented from time to time, the “Original Employment Agreement”) dated as of ; and

INTELLECTUAL PROPERTY LICENSE AGREEMENT Between NETEASE, INC. And YOUDAO, INC. Dated as of September 27, 2019 INTELLECTUAL PROPERTY LICENSE AGREEMENT
Intellectual Property License Agreement • April 29th, 2020 • NetEase, Inc. • Services-business services, nec • New York

This Intellectual Property License Agreement (this “Agreement”) is dated as of September 27, 2019, by and between NetEase, Inc., a company incorporated under the laws of the Cayman Islands (“NetEase”), on behalf of itself and other members of the NetEase Group (as defined below), and Youdao, Inc., a company incorporated under the laws of the Cayman Islands (“Youdao”), on behalf of itself and other members of the Youdao Group (as defined below), (each of NetEase and Youdao a “Party” and, together, the “Parties”).

DATED September 12, 2023 USD300,000,000 REVOLVING LOAN FACILITY AGREEMENT BETWEEN YOUDAO, INC. and NETEASE, INC.
Facility Agreement • April 25th, 2024 • NetEase, Inc. • Services-prepackaged software • Hong Kong

The Lender has agreed to provide the Borrower an unsecured revolving loan facility on the date of this agreement (the “Agreement”) to provide funds for the Borrower to support its general corporate requirements set forth herein.

COOPERATION FRAMEWORK AGREEMENT Between NETEASE, INC. And YOUDAO, INC. Dated as of September 27, 2019
Cooperation Framework Agreement • April 29th, 2020 • NetEase, Inc. • Services-business services, nec • New York

This Cooperation Framework Agreement (this “Agreement”) is dated as of September 27, 2019, by and between NetEase, Inc., a company incorporated under the laws of the Cayman Islands (“NetEase”), on behalf of itself and other members of the NetEase Group (as defined below), and Youdao, Inc., a company incorporated under the laws of the Cayman Islands (“Youdao”), on behalf of itself and other members of the Youdao Group (as defined below) (each of NetEase and Youdao a “Party” and, together, the “Parties”).

EXCLUSIVE PURCHASE OPTION AGREEMENT
Exclusive Purchase Option Agreement • April 25th, 2024 • NetEase, Inc. • Services-prepackaged software

This Exclusive Purchase Option Agreement (this “Agreement”) is entered into as of November 2, 2023 among the following parties in Hangzhou:

LOAN AGREEMENT
Loan Agreement • April 25th, 2024 • NetEase, Inc. • Services-prepackaged software
NON-COMPETITION AGREEMENT Between NETEASE, INC. And YOUDAO, INC. Dated as of September 27, 2019
Non-Competition Agreement • April 29th, 2020 • NetEase, Inc. • Services-business services, nec • New York

This Non-Competition Agreement (this “Agreement”) is dated as of September 27, 2019, by and between NetEase, Inc., a company incorporated under the laws of the Cayman Islands (“NetEase”), on behalf of itself and other members of the NetEase Group (as defined below), and Youdao, Inc., a company incorporated under the laws of the Cayman Islands (“Youdao”), on behalf of itself and other members of the Youdao Group (as defined below) (each of NetEase and Youdao a “Party” and, together, the “Parties”).

MASTER TRANSACTION AGREEMENT Between NETEASE, INC. And YOUDAO, INC. Dated as of September 27, 2019
Master Transaction Agreement • April 29th, 2020 • NetEase, Inc. • Services-business services, nec • New York

This Master Transaction Agreement (this “Agreement”) is dated as of September 27, 2019, by and between NetEase, Inc., a company incorporated under the laws of the Cayman Islands (“NetEase”), on behalf of itself and other members of the NetEase Group (as defined below), and Youdao, Inc., a company incorporated under the laws of the Cayman Islands (“Youdao”), on behalf of itself and other members of the Youdao Group (as defined below), (each of NetEase and Youdao a “Party” and, together, the “Parties”).

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TENANCY AGREEMENT in respect of
Netease Com Inc • June 27th, 2003 • Services-business services, nec
SHAREHOLDER VOTING RIGHT TRUST AGREEMENT
Shareholder Voting Right Trust Agreement • April 25th, 2024 • NetEase, Inc. • Services-prepackaged software

This Shareholder Voting Right Trust Agreement (this “Agreement”) is entered into as of November 2, 2023 between the following two parties in Hangzhou.

EXCLUSIVE PURCHASE OPTION AGREEMENT
Exclusive Purchase Option Agreement • April 24th, 2015 • NetEase, Inc. • Services-business services, nec

This Exclusive Purchase Option Agreement (this “Agreement”) is entered into as of April 15, 2009 among the following parties in Hangzhou:

Proxy Agreement
Proxy Agreement • April 24th, 2015 • NetEase, Inc. • Services-business services, nec

Party A: NetEase (Hangzhou) Network Co., Ltd., a wholly foreign-owned enterprise registered in Hangzhou, PRC under the laws of the PRC

Cooperation Agreement
Cooperation Agreement • June 26th, 2007 • NETEASE.COM, Inc. • Services-business services, nec

NOW THEREFORE, Party A and Party B (collectively referred to as the “Parties”), upon mutual consultations, reach the following agreement:

Cooperation Agreement
Cooperation Agreement • June 26th, 2007 • NETEASE.COM, Inc. • Services-business services, nec

NOW THEREFORE, Party A and Party B (collectively referred to as the “Both Parties”), upon mutual consultations, reach the following agreement:

SHARE PURCHASE AGREEMENT BY AND AMONG TAOBAO HOLDING LIMITED HQG, INC. NETEASE E-COMMERCE, INC. and NETEASE, INC. Dated as of September 6, 2019
Share Purchase Agreement • April 29th, 2020 • NetEase, Inc. • 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”).

SHAREHOLDER VOTING RIGHT TRUST AGREEMENT
Shareholder Voting Right Trust Agreement • April 22nd, 2016 • NetEase, Inc. • Services-business services, nec

This Shareholder Voting Right Trust Agreement (this “Agreement”) is entered into as of November 30, 2015 between the following two parties in Beijing.

LOAN AGREEMENT
Loan Agreement • April 24th, 2015 • NetEase, Inc. • Services-business services, nec
EQUITY PLEDGE AGREEMENT
Equity Pledge Agreement • April 24th, 2015 • NetEase, Inc. • Services-business services, nec
Cooperative Agreement
Cooperative Agreement • June 26th, 2007 • NETEASE.COM, Inc. • Services-business services, nec

Address: 2nd section, West part of Suite 203, No.25 Jianhua Road, Keyun Road, Zhongshan Avenue, Tianhe District, Guangzhou, Guangdong

Supplemental Agreement on Mobile Data Service
Supplemental Agreement • July 7th, 2004 • Netease Com Inc • Services-business services, nec

Party B: Guangzhou NetEase Computer System Co., Ltd. (hereinafter individually or collectively referred to as the “SP” or “CP/SP”)

SHAREHOLDER VOTING RIGHT TRUST AGREEMENT
Shareholder Voting Right Trust Agreement • April 20th, 2018 • NetEase, Inc. • Services-business services, nec

This Shareholder Voting Right Trust Agreement (this “Agreement”) is entered into as of November 20, 2017 between the following two parties in Beijing.

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