[SECURITIES PURCHASE AGREEMENT Agreement Company Dongsys Innovation (Beijing) Technology Development Co., Ltd. 东电创新 ( 北京 ) 科技发展股份有限公司 Purchaser This SECURITIES PURCHASE AGREEMENT (this “ ARTICLE I Purchase and Sale of Common Stock Purchase and Sale of Common Stock Shares Section 1.1 Purchase Price and Closing. Purchase Price Closing Closing Date y Section 1.2 ARTICLE II Section 2.1 Organization, Good Standing] [LOCK-UP AGREEMENT Agreement Company Dongsys Innovation (Beijing) Technology Development Co., Ltd. 东电创新 ( 北京 ) 科技发展股份有限公司 Purchaser This LOCK-UP AGREEMENT (this “ 1,000,000 Shares WHEREAS, the Company intends to consummate a private placement transaction with the Purchaser, whereby the Company will issue Purchase Agreement Transaction Documents WHEREAS, in connection with the transaction, the Company entered into a Securities Purchase Agreement,] [ChinaNet Online Receives US$1.25 Million Strategic Investment from Dongsys Innovation In accordance with the Agreement, the Purchaser made a ten percent (10%) non-refundable guarantee payment to the Company in an amount equal to US$125,000 on May 27, 2015. The Purchaser shall pay an additional fifteen percent (15%) of the Purchase Price by June 25, 2015. The Purchaser shall pay the] [1.01 Entry into a Material Definitive Agreement. Item 8.01. Other Events. Description 10.1 Securities Purchase Agreement, dated May 26, 2015]

[] [FORM 8-K CURRENT REPORT Date of Report (Date of earliest event reported): May 19, 2015 ChinaNet Online Holdings, Inc. Nevada 001-34647 20-4672080 (State or Other Jurisdiction of Incorporation) (IRS Employer Identification No.) No. 3 Min Zhuang Road, Building 6, Yu Quan Hui Gu Tuspark, Haidian District, Beijing, PRC 100195 (Former Name or Former Address, if Changed Since Last Report) Item]

[ChinaNet Online Holdings Reports First Quarter 2015 Financial Results Management to Host Earnings Conference Call on Tuesday, May 19th at 8:30 am ET BEIJING, May 18, 2015 (GLOBE NEWSWIRE) -- ChinaNet Online Holdings, Inc. (Nasdaq:CNET) ("ChinaNet" or the "Company"), a leading B2B (business to business) Internet technology company providing online-to-offline (O2O) sales channel expansion services for small and medium-sized enterprises] [Item 2.02. Results of Operations and Financial Condition. On May 18 No. Description 99.1 Press Release dated May 18, 2015.]

[SECURITIES PURCHASE AGREEMENT Agreement Company Beijing Jinrun Fangzhou Science & Technology Co, Ltd. 北京金润方舟科技股份有限公司 Purchaser This SECURITIES PURCHASE AGREEMENT (this “ ARTICLE I Purchase and Sale of Common Stock Purchase and Sale of Common Stock Shares Section 1.1 Purchase Price and Closing. Purchase Price Closing Closing Date y Section 1.2 ARTICLE II Section 2.1 Organization, Good Standing and Power (a)] [LOCK-UP AGREEMENT Agreement 5 Company Beijing Jinrun Fangzhou Science & Technology Co, Ltd. 北京金润方舟科技股份有限公司 Purchaser This LOCK-UP AGREEMENT (this “ 2,800,000 Shares WHEREAS, the Company intends to consummate a private placement transaction with the Purchaser, whereby the Company will issue Purchase Agreement Transaction Documents WHEREAS, in connection with the transaction, the Company entered into a Securities Purchase Agreement, dated as] [ChinaNet Online Receives US$3.5 Million Strategic Investment from Jinrun Technology In accordance with the Agreement, the Purchaser made a ten percent (10%) non-refundable guarantee payment to the Company in an amount equal to US$350,000 on May 7, 2015. The Purchaser shall pay an additional fifteen percent (15%) of the Purchase Price by June 4, 2015. The Purchaser shall pay the] [1.01 Entry into a Material Definitive Agreement. Item 8.01. Other Events. Description 10.1]