0001193125-20-282237 Sample Contracts

INDEMNIFICATION AGREEMENT
Indemnification Agreement • October 30th, 2020 • Yatsen Holding LTD • Perfumes, cosmetics & other toilet preparations

This INDEMNIFICATION AGREEMENT (this “Agreement”) is made as of , 2020 by and between Yatsen Holding Limited, an exempted company incorporated and existing under the laws of the Cayman Islands (the “Company”), and , an individual, (Passport/PRC ID Card No. ) (the “Indemnitee”).

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EMPLOYMENT AGREEMENT
Employment Agreement • October 30th, 2020 • Yatsen Holding LTD • Perfumes, cosmetics & other toilet preparations • New York

This EMPLOYMENT AGREEMENT (the “Agreement”) is entered into as of , 2020 by and between Yatsen Holding Limited, an exempted company incorporated and existing under the laws of the Cayman Islands (the “Company”) and (Passport/ID Card No. ) (the “Executive”).

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SHARE PURCHASE AGREEMENT by and among YATSEN HOLDING LIMITED VMG PARTNERS IV, L.P. VMG PARTNERS MENTORS CIRCLE IV, L.P. and THE OTHER PARTIES NAMED HEREIN April 27, 2020
Share Purchase Agreement • October 30th, 2020 • Yatsen Holding LTD • Perfumes, cosmetics & other toilet preparations • Hong Kong

NOW, THEREFORE, in consideration of the mutual promises, covenants and conditions hereinafter set forth, the Parties hereto agree as follows:

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WARRANT TO PURCHASE SERIES C PREFERRED SHARES OF YATSEN HOLDING LIMITED
Yatsen Holding LTD • October 30th, 2020 • Perfumes, cosmetics & other toilet preparations

This certifies that Green Earth Company Limited, or its assigns transferred in accordance with Section 6 hereof (collectively, the “Holder”), for value received, is entitled to purchase, at an aggregate purchase price of US$1,249,933 (the “Warrant Exercise Price”), from Yatsen Holding Limited, an exempted company duly incorporated with limited liability and validly existing under the Laws of Cayman Islands (the “Company”), 2,214,432 Series C Preferred Shares of the Company (the “Warrant Shares”) at the per share purchase price of US$0.5644 for each Series C Preferred Share (the “Per-Share Exercise Price”).

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Second Amended and Restated Proxy Agreement and Power of Attorney
Yatsen Holding LTD • October 30th, 2020 • Perfumes, cosmetics & other toilet preparations

This Second Amended and Restated Proxy Agreement and Power of Attorney (this “Agreement”) is executed on October 28, 2020 by and among:

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SHARE PURCHASE AGREEMENT
Share Purchase Agreement • October 30th, 2020 • Yatsen Holding LTD • Perfumes, cosmetics & other toilet preparations • Hong Kong
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NOTE PURCHASE AGREEMENT
Note Purchase Agreement • October 30th, 2020 • Yatsen Holding LTD • Perfumes, cosmetics & other toilet preparations • Hong Kong
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Second Amended and Restated Equity Pledge Agreement
Equity Pledge Agreement • October 30th, 2020 • Yatsen Holding LTD • Perfumes, cosmetics & other toilet preparations

This Second Amended and Restated Equity Pledge Agreement (this “Agreement”) is entered into as of October 28, 2020 by and among the following parties:

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SEVENTH AMENDED AND RESTATED SHAREHOLDERS AGREEMENT
Shareholders Agreement • October 30th, 2020 • Yatsen Holding LTD • Perfumes, cosmetics & other toilet preparations • Hong Kong

THIS SEVENTH AMENDED AND RESTATED SHAREHOLDERS AGREEMENT (this “Agreement”) is made and entered into on September 11, 2020 by and among:

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AMENDMENT AGREEMENT TO THE SHARE PURCHASE AGREEMENT by and between YATSEN HOLDING LIMITED and CGI IX INVESTMENTS September 11, 2020
Agreement • October 30th, 2020 • Yatsen Holding LTD • Perfumes, cosmetics & other toilet preparations • Hong Kong

NOW, THEREFORE, in consideration of the mutual promises, covenants and conditions hereinafter set forth, the Parties hereto agree as follows:

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Exclusive Business Cooperation Agreement
Exclusive Business Cooperation Agreement • October 30th, 2020 • Yatsen Holding LTD • Perfumes, cosmetics & other toilet preparations

This Exclusive Business Cooperation Agreement (this “Agreement”) is entered into on July 26, 2019 by and between the following parties:

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AMENDMENT AGREEMENT TO THE SHARE PURCHASE AGREEMENT
The Share Purchase Agreement • October 30th, 2020 • Yatsen Holding LTD • Perfumes, cosmetics & other toilet preparations • Hong Kong

NOW, THEREFORE, in consideration of the mutual promises, covenants and conditions hereinafter set forth, the Parties hereto agree as follows:

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SERIES B-3 PREFERRED SHARE PURCHASE AGREEMENT by and among MANGROVE BAY ECOMMERCE HOLDING (CAYMAN) and THE OTHER PARTIES NAMED HEREIN September 30, 2018
Preferred Share Purchase Agreement • October 30th, 2020 • Yatsen Holding LTD • Perfumes, cosmetics & other toilet preparations • Hong Kong

NOW, THEREFORE, in consideration of the mutual promises, covenants and conditions hereinafter set forth, the Parties hereto agree as follows:

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Second Amended and Restated Exclusive Call Option Agreement
Exclusive Call Option Agreement • October 30th, 2020 • Yatsen Holding LTD • Perfumes, cosmetics & other toilet preparations

This Second Amended and Restated Exclusive Call Option Agreement (this “Agreement”) is entered into as of October 28, 2020 by and between:

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