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currently conducted or contemplated to be conducted by CRIC or its Subsidiariesanywhere in the world, (the “CRIC Business”); and”     (d) Definitions. Each of the following definitions in Section 1.01of the Agreement is hereby amended and restated in its entirety as follows:     “China Online F-1 Disclosure” shall mean any and all information, statements orother disclosure in the Draft Form F-1 or the Final Form F-1 relating to, describing,derived from or otherwise concerning SINA, any of its Affiliates (including any China OnlineCompany) and any director, officer or employee of any of the foregoing, or any China OnlineAssets, the China Online Financial Statements, China Online Interim Financial Statements andthose elements of the pro forma financial statements of CRIC and China Online based upon thefinancial statements or financial or accounting records of China Online; provided,however, that if any pro forma adjustments are made to derive the pro formafinancial statements or pro forma financial information of CRIC and China Online, such proforma adjustments shall not be “China Online F-1 Disclosure”.     “PRC” means the People’s Republic of China, excluding Hong Kong, Macau and Taiwan.          Section 2. Severability. If any term or other provision of this Amendment isinvalid, illegal or incapable of being enforced by any Law or public policy, all other terms andprovisions of this Amendment shall nevertheless remain in full force and effect for so long as theeconomic or legal substance of the transactions contemplated by this Amendment is not affected inany manner materially adverse to either party hereto. Upon such determination that any term orother provision is invalid, illegal or incapable of being enforced, the parties hereto shallnegotiate in good faith to modify this Amendment so as to effect the original intent of the partiesas closely as possible in an acceptable manner in order that the transactions contemplated by thisAmendment are consummated as originally contemplated to the greatest extent possible.          Section 3. Entire Agreement. This Amendment constitutes the entire agreement ofthe parties hereto with respect to the subject matter hereof and thereof and supersede all prioragreements and undertakings, both written and oral, between SINA and CRIC with respect to thesubject matter hereof and thereof.          Section 4. Assignment. This Amendment may not be assigned by operation of law orotherwise without the express written consent of SINA and CRIC (which consent may be granted orwithheld in the sole discretion of the SINA or CRIC), as the case may be.          Section 5. No Third Party Beneficiaries. This Amendment shall be binding uponand inure solely to the benefit of the parties hereto and their respective successors and permittedassigns and nothing herein, express or implied, is intended to or shall confer upon any otherPerson any legal or equitable right, benefit or remedy of any nature whatsoever, including anyrights of employment for any specified period, under or by reason of this Amendment.          Section 6. Governing Law; Arbitration. This Amendment and any dispute or claimarising out of or in connection with it or its subject matter shall be governed by, and
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construed in accordance with, the laws of the state of New York (without regard to its conflicts oflaws rules that would mandate the application of the laws of another jurisdiction).     (a) Any dispute, controversy or claim arising out of or relating to this Amendment orits subject matter (including a dispute regarding the existence, validity, formation,effect, interpretation, performance or termination of this Amendment) (each a“Dispute”) shall be finally settled by arbitration.     (b) The place of arbitration shall be Hong Kong, and the arbitration shall beadministered by the Hong Kong International Arbitration Centre (the “HKIAC”) inaccordance with the HKIAC Administered Arbitration Rules then in force (the “HKIACRules”).     (c) The arbitration shall be decided by a tribunal of three (3) arbitrators, whoseappointment shall be in accordance with the HKIAC Rules; provided, however, that the thirdpresiding arbitrator must be licensed to practice New York state law and in good standingwith the New York State Bar, as of the date the Notice of Arbitration is received by theHKIAC Secretariat.     (d) Arbitration proceedings (including but not limited to any arbitral award rendered)shall be in English.     (e) Subject to the agreement of the tribunal, any Dispute(s) which arisesubsequent to the commencement of arbitration of any existing Dispute(s), shall beresolved by the tribunal already appointed to hear the existing Dispute(s).     (f) The award of the arbitration tribunal shall be final and conclusive and bindingupon the parties as from the date rendered.     (g) Judgment upon any award may be entered and enforced in any court havingjurisdiction over a party or any of its assets. For the purpose of the enforcement of anaward, the parties irrevocably and unconditionally submit to the jurisdiction of anycompetent court and waive any defenses to such enforcement based on lack of personaljurisdiction or inconvenient forum.          Section 8. Counterparts. This Amendment may be executed and delivered (includingby facsimile transmission) in one or more counterparts, and by the different parties hereto inseparate counterparts, each of which when executed shall be deemed to be an original, but all ofwhich taken together shall constitute one and the same agreement.
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          IN WITNESS WHEREOF, SINA and CRIC have caused this Amendment to be executed as of the datefirst written above by their respective officers thereunto duly authorized.      SINA CORPORATION