By your signature and the signature of the Company’s representative below, you and the Companyagree that this Option is granted under and governed by the terms and conditions of the SINACorporation 2007 Share Incentive Plan and the Share Option Agreement, both of which are attached toand made a part of this document.     In addition, you agree and acknowledge that your rights to any Shares underlying this Optionwill be earned only as you provide Service over time, that this Option is not being granted to youas consideration for services you rendered to the Company (or any Parent, Subsidiary, or Affiliate)prior to your Vesting Commencement Date, and that nothing in this Notice of Share Option Grant orthe attached documents confers upon you any right to continue your employment or servicerelationship with the Company (or any Parent, Subsidiary, or Affiliate) for any period of time, nordoes it interfere in any way with your right or the Company’s (or any Parent’s, Subsidiary’s, orAffiliate’s) right to terminate that relationship at any time, for any reason, with or withoutcause.       **THE COMPANY:**       SINA CORPORATION       By:               (Signature)       Name:         Title:              **OPTIONEE:**       By:           (Signature)       Name:       
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Non-EmployeeDirectors**SINA CORPORATION****2007 SHARE INCENTIVE PLAN****SHARE OPTION AGREEMENT**     1. **Grant of Option****.**SINA Corporation, a Cayman Islands corporation (the“Company”), hereby grants to the Optionee named in the Notice of Share Option Grantattached to this Share Option Agreement (“Optionee”), an option (the “Option”) topurchase the total number of Ordinary Shares (the “Shares”) set forth in the Notice ofShare Option Grant (the “Notice”), at the exercise price per Share set forth in the Notice(the “Exercise Price”) subject to the terms, definitions and provisions of the SINACorporation 2007 Share Incentive Plan (the “Plan”), which is incorporated in this ShareOption Agreement (the “Agreement”) by reference. Unless otherwise defined in this Agreement, theterms used in this Agreement shall have the meanings defined in the Plan.     2. **Exercise of Option****.**This Option shall be exercisable during its term in accordancewith the Vesting Schedule set forth in the Notice and with the applicable provisions of the Plan asfollows:          (a) **Right to Exercise****.**               (i) This Option may not be exercised for a fraction of a share.               (ii) In the event of Optionee’s termination of Service, the exercisability of this Optionshall be governed by Section 4 below, subject to the limitations contained in paragraph (iii)below.               (iii) In no event may this Option be exercised after the Expiration Date set forth in theNotice.               (iv) In no event may this Option be exercised for any Shares except and to the extent that theOptionee obtains all necessary governmental approvals and consents required under Applicable Lawsin connection with the exercise of the Option and the issuance of Shares pursuant to this Option.          (b) **Method of Exercise****.**               (i) This Option shall be exercisable by execution and delivery of the Notice of Exerciseattached hereto as Exhibit A or of any other form of written notice approved for suchpurpose by the Company which shall state Optionee’s election to exercise this Option, the number ofShares in respect of which this Option is being exercised, and such other representations andagreements as to the holder’s investment intent with respect to such Shares as may be required bythe Company pursuant to the provisions of the Plan. Such written notice shall be signed byOptionee and shall be delivered to the Company by such means as are determined by the Committee inits discretion to constitute adequate delivery. The written notice shall be accompanied by paymentof the aggregate Exercise Price for the purchased Shares.
 

 
               (ii) As a condition to the exercise of this Option and as further set forth in Section 13 ofthe Plan, Optionee agrees to make adequate provision (as determined in the Company’s sole andabsolute discretion) for any local, federal, state or other tax withholding obligations, if any,which arise upon the grant, vesting or exercise of this Option, or disposition of Shares, whetherby withholding, direct payment to the Company, or otherwise.               (iii) The Company is not obligated, and will have no liability for failure, to issue ordeliver any Shares upon exercise of this Option unless such exercise, issuance or delivery wouldcomply with Applicable Laws, with such compliance determined by the Company in consultation withits legal counsel. This Option may not be exercised until such time as the Plan has been approvedby the holders of capital stock of the Company, or if the issuance of such Shares upon suchexercise or the method of payment of consideration for such Shares would constitute a violation ofany Applicable Laws, including any applicable U.S. federal or state securities laws or any otherlaw or regulation, including any rule under Part 221 of Title 12 of the Code of Federal Regulationsas promulgated by the Federal Reserve Board. As a condition to the exercise of this Option, theCompany may require Optionee to make any representation and warranty to the Company as may berequired by Applicable Laws. Assuming such compliance, for income tax purposes the Shares shall beconsidered transferred to Optionee on the date on which this Option is exercised with respect tosuch Shares.               (iv) Subject to compliance with Applicable Laws, this Option shall be deemed to be exercisedupon receipt by the Company of the appropriate written notice of exercise accompanied by theExercise Price and the satisfaction of any applicable withholding obligations.     3. **Method of Payment****.**Payment of the Exercise Price shall be by any of the following,or a combination of the following, at the election of Optionee: (a) cash, (b) check, or (c)Cashless Exercise; but only to the extent that the use of any such form of payment would otherwisecomply with all Applicable Law.     4. **Termination of Relationship****.**Following the date of termination of Optionee’sService for any reason (the “Termination Date”), Optionee may exercise this Option only asset forth in the Notice and this Section 4. If Optionee does not exercise this Option within theTermination Period set forth in the Notice or the termination periods set forth below, this Optionshall terminate in its entirety. In no event, may this Option be exercised after the ExpirationDate set forth in the Notice. In the event of termination of Optionee’s Service other than as aresult of Optionee’s Disability, death or for Cause, Optionee may, to the extent Optionee is vestedin the Option Shares, exercise this Option during the Termination Period set forth in the Notice.In the event of any other termination, Optionee may exercise this Option only as described below:          (a) **Termination upon Disability of Optionee****.**In the event of termination ofOptionee’s Service as a result of Optionee’s Disability, Optionee may, but only within 12 monthsfrom the Termination Date, exercise this Option to the extent Optionee is vested in the OptionShares.
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          (b) **Death of Optionee****.**In the event of the death of the Optionee while in Service orwithin 90-days following the termination of Optionee’s Service, this Option may be exercised at anytime within 12 months following the date of death by Optionee’s estate or by a person who acquiredthe right to exercise this Option by bequest, inheritance or effective beneficiary designation, butonly to the extent Optionee is vested in the Option Shares.          (c) **Termination for Cause****.**In the event Optionee’s Service is terminated for “Cause”(as defined below), this Option shall terminate immediately upon such termination for Cause. Inthe event Optionee’s service is suspended pending investigation of whether such relationship shallbe terminated for Cause, all Optionee’s rights under this Option, including the right to exercisethis Option, shall be suspended during the investigation period. For purposes of this Option,Cause means Optionee’s: (i) willful failure to perform his or her duties and responsibilities tothe Company or material violation of a written Company policy; (ii) commission of any act of fraud,embezzlement, dishonesty or any other willful misconduct that has caused or is reasonably expectedto result in material injury to the Company; (iii) unauthorized use or disclosure of anyproprietary information or trade secrets of the Company or any other party to whom the Optioneeowes an obligation of nondisclosure as a result of his or her relationship with the Company; (iv)willful breach of any of his or her obligations under any written agreement or covenant with theCompany; (v) nonpayment of an obligation to the Company; (vi) breach of fiduciary duty ordeliberate disregard of Company rules resulting in loss, damage or injury to the Company; (vii)conduct constituting unfair competition; (viii) conduct which induces any Company customer tobreach a contract with the Company; and (ix) conduct which induces any principal for whom theCompany acts as agent to terminate such agency relationship. The determination as to whether anOptionee is being terminated for Cause shall be made in good faith by the Board (excluding theOptionee). Optionee shall be given an opportunity to appear and present evidence on Optionee’sbehalf at a hearing before the Board or a committee of the Board. The Board’s, or suchcommittee’s, decision shall be conclusive and binding on the Optionee. The foregoing definitiondoes not in any way limit the Company’s ability to terminate an Optionee’s Service at any time asprovided in Section 12(a) of the Plan, and the term “Company” will be interpreted to include anySubsidiary, Parent, Affiliate, or any successor thereto, if appropriate.     5. **Non-Transferability of Option****.**This Option may not be transferred in any mannerotherwise than by will or by the laws of descent or distribution or pursuant to a domesticrelations order. The designation of a beneficiary does not constitute a transfer. This Option maybe exercised during the lifetime of Optionee only by Optionee. The terms of this Option shall bebinding upon the executors, administrators, heirs, successors and assigns of Optionee.     6. **No Employment Rights**. Optionee understands and agrees that the vesting of Sharespursuant to the Vesting Schedule is earned only by continuing Service at the will of the Company(or any Parent, Subsidiary, or Affiliate) and not through the act of being hired, being grantedthis Option or acquiring Shares under this Agreement. Optionee further acknowledges and agreesthat nothing in this Agreement, nor in the Plan which is incorporated in this Agreement byreference, shall confer upon Optionee any right with respect to continuation as an Employee,Consultant or Director with the Company (or any Parent, Subsidiary, or Affiliate), nor shall itinterfere in any way with his or her right or the Company’s (or any Parent’s,
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Subsidiary’s, or Affiliate’s) right to terminate his or her employment, consulting or directorrelationship at any time, with or without cause.     7. **Effect of Agreement****.**Optionee acknowledges receipt of a copy of the Plan andrepresents that he or she is familiar with the terms and provisions thereof (and has had anopportunity to consult counsel regarding the Option terms), and hereby accepts this Option andagrees to be bound by its contractual terms as set forth herein and in the Plan. Optionee herebyagrees to accept as binding, conclusive and final all decisions and interpretations of theCommittee regarding any questions relating to this Option. In the event of a conflict between theterms and provisions of the Plan and the terms and provisions of the Notice and this Agreement, thePlan terms and provisions shall prevail.     8. **Miscellaneous****.**          (a) **Governing Law****.**This Agreement and all acts and transactions pursuant hereto andthe rights and obligations of the parties hereto shall be governed, construed and interpreted inaccordance with the laws of the State of California, without giving effect to principles ofconflicts of law.          (b) **Arbitration****.**Any dispute, controversy or claim arising out of or relating to thisAgreement, or the breach, termination or invalidity thereof, shall be settled by arbitration inaccordance with the UNCITRAL Arbitration Rules as at present in force and as may be amended by therest of this clause. The appointing authority shall be the Hong Kong International ArbitrationCentre (“HKIAC”). The place of arbitration shall be in Hong Kong at the HKIAC. Thereshall be three arbitrators. Any such arbitration shall be administered by the HKIAC in accordancewith the HKIAC Procedures for the Administration of International Arbitration in force at the dateof this contract. The language to be used in the arbitral proceedings shall be English.          (c) **Entire Agreement; Enforcement of Rights****.**This Agreement, together with the Noticeand the Plan, sets forth the entire agreement and understanding of the parties relating to thesubject matter herein and therein and merges all prior discussions between the parties. Except ascontemplated under the Plan, no modification of or amendment to this Agreement, nor any waiver ofany rights under this Agreement, shall be effective unless in writing signed by the parties to thisAgreement. The failure by either party to enforce any rights under this Agreement shall not beconstrued as a waiver of any rights of such party.          (d) **Severability****.**If one or more provisions of this Agreement are held to beunenforceable under Applicable Law, the parties agree to renegotiate such provision in goodfaith. In the event that the parties cannot reach a mutually agreeable and enforceable replacementfor such provision, then (i) such provision shall be excluded from this Agreement, (ii) the balanceof this Agreement shall be interpreted as if such provision were so excluded and (iii) the balanceof this Agreement shall be enforceable in accordance with its terms.          (e) **Notices****.**Any notice required or permitted by this Agreement shall be in writingand shall be deemed sufficient when delivered personally or sent by telegram or fax or 48 hoursafter being deposited in the mail, as certified or registered mail, with postage prepaid, and
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addressed to the Company at its principal corporate offices and to Optionee at the addressmaintained for Optionee in the Company’s records.          (f) **Successors and Assigns****.**The rights and benefits of this Agreement shall inure tothe benefit of, and be enforceable by the Company’s successors and assigns. The rights andobligations of Optionee under this Agreement may not be assigned without the prior written consentof the Company.
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