THE CORPORATE LIBRARY

Related Party Transactions and Outside Related Director Information

Yahoo! Inc. (YHOO)

4/14/2006 Proxy Information

The Company has entered into indemnification agreements with each of its directors and executive officers. These agreements require the Company to indemnify such individuals, to the fullest extent permitted by Delaware law, for certain liabilities to which they may become subject as a result of their affiliation with the Company.

In April 2002, in connection with his relocation to California as a result of his joining Yahoo!, Mr. Rosensweig, our Chief Operating Officer, entered into a non-interest bearing term loan with us in the principal amount of $1,000,000. The loan to Mr. Rosensweig is secured by his principal place of residence. Payment of the entire principal of $1,000,000 is due on April 30, 2006. The maximum indebtedness of Mr. Rosensweig to us during 2005 was $1,000,000.

Mr. Hippeau serves as a Managing Partner of SOFTBANK Capital Partners, a venture fund and affiliate of SOFTBANK. SOFTBANK owns shares in Yahoo.

4/4/2005 Proxy Information

The Company has entered into indemnification agreements with each of its directors and executive officers. These agreements require the Company to indemnify such individuals, to the fullest extent permitted by Delaware law, for certain liabilities to which they may become subject as a result of their affiliation with the Company.

In April 2002, in connection with his relocation to California as a result of his joining Yahoo!, Mr. Rosensweig, our Chief Operating Officer, entered into a non-interest bearing term loan with us in the principal amount of $1,000,000. The loan to Mr. Rosensweig is secured by his principal place of residence. Payment of the entire principal of $1,000,000 is due on April 30, 2006. The maximum indebtedness of Mr. Rosensweig to us during 2004 was $1,000,000.

Mr. Hippeau serves as a Managing Partner of SOFTBANK Capital Partners, a venture fund and affiliate of SOFTBANK. SOFTBANK owns shares in Yahoo.

LEGAL PROCEEDINGS

On or about February 4, 2004, a shareholder derivative action was filed in the Court of Chancery of the State of Delaware in and for New Castle County, against the Company (as nominal defendant) and certain of its current and former officers and directors, including current directors Jerry Yang, Eric Hippeau, Arthur H. Kern and Edward R. Kozel (the "Derivative Defendants"). Two similar shareholder derivative actions were filed in the California Superior Court for the County of San Mateo on February 13, 2004. The complaints generally allege breaches of fiduciary duties by the Derivative Defendants related to the alleged purchase of shares in initial public offerings or the alleged acquiescence in such conduct. The complaints seek unspecified monetary damages and other relief purportedly on behalf of the Company from the Derivative Defendants. In April 2004, Yahoo! filed a motion to dismiss the Delaware action for failure to plead demand futility. On August 2, 2004, the Delaware Court of Chancery granted the motion to dismiss. On October 18, 2004, the plaintiffs appealed the granting of the motion to dismiss. On January 21, 2005, the Supreme Court of the State of Delaware affirmed the opinion of the Delaware Court of Chancery granting the motion to dismiss. The Company understands the Derivative Defendants deny any impropriety and intend to defend the remaining lawsuits vigorously.

4/9/2004 Proxy Information

Tim Koogle served as Vice Chairman of Yahoo! Inc. from May 2001 to August 2001, and as an advisor from May 2001 to December 2001. Mr. Koogle served as Chief Executive Officer of Yahoo! Inc. from July 1995 to May 2001, President from July 1995 to January 1999 and Chairman from January 1999 to May 2001.

Ronald W. Burkle, one of our directors, is the founder and managing partner of The Yucaipa Companies. The Yucaipa Companies is a stockholder of the Alliance Entertainment Corp., which is affiliated with AEC One Stop Group, Inc. ("AEC"). In November 1999, the Company and AEC entered into a content license agreement, which was amended in May, October and December of 2001 and in March 2003, pursuant to which the Company paid AEC approximately $231,000 in 2003.

Eric Hippeau, one of our directors, is a Managing Partner of SOFTBANK Capital Partners, an affiliate of SOFTBANK. In March 2004, SOFTBANK and the Company entered into an agreement that provided that, so long as SOFTBANK directly or indirectly owns or controls any shares of Company Common Stock, SOFTBANK shall, at the Company's direction, either vote or cause to be voted such shares of Common Stock in accordance with any written voting recommendation of the Company's Board of Directors or grant a proxy to the Company entitling the Company to vote or cause to be voted such shares in proportion to the votes cast by the other stockholders of the Company.

Investment funds affiliated with Sequoia Capital are stockholders of Internet Wire Incorporated ("Internet Wire") and Google Inc. ("Google"). Michael Moritz, a general partner of Sequoia Capital, serves as a director of Google and served as a director of Yahoo! until March 2003. In June 2000, the Company entered into an agreement with Google, which was subsequently extended in June 2002 and amended in July 2002 and April 2003, pursuant to which Google provided web search services and the Company provided branding and promotional services. The Company paid Google approximately $13.2 million in 2003 in connection with this agreement.

In April 2002, in connection with his relocation to California as a result of his joining Yahoo!, Mr. Rosensweig, our Chief Operating Officer, entered into a non-interest bearing term loan with us in the principal amount of $1,000,000. The loan to Mr. Rosensweig is secured by his principal place of residence. Payment of the entire principal of $1,000,000 is due on April 30, 2006. The maximum indebtedness of Mr. Rosensweig to us during 2003 was $1,000,000.

In December 2003, each of Ms. Decker and Messrs. Rosensweig and Nazem entered into agreements with the Company pursuant to which such individuals received 45,000 shares of the Company's Common Stock, subject to the Company's right of repurchase (the "Restricted Stock"). Each agreement provides that the Company's right of repurchase shall lapse (1) with respect to 35,000 shares of the Restricted Stock, on the third anniversary of the grant date and (2) with respect to the remaining 10,000 shares of Restricted Stock, upon the satisfaction of certain performance-based objectives, but in no event prior to the first anniversary of the grant date.

4/15/2003 Proxy Information

Mr. Hippeau is a Managing Partner of SOFTBANK Capital Partners, an affiliate of SOFTBANK America, Inc., which held approximately 4.4% of the Company's Common Stock at December 31, 2002. Mr. Moritz is a general partner of Sequoia Capital and served as a member of our board of directors until March 2003.

In April 2002, in connection with his relocation to California as a result of his joining Yahoo!, Mr. Rosensweig, our Chief Operating Officer, entered into a non-interest bearing term loan with us in the principal amount of $1,000,000. The loan to Mr. Rosensweig is secured by his principal place of residence. Payment of the entire principal of $1,000,000 is due on April 30, 2006. The maximum indebtedness of Mr. Rosensweig to us during 2002 was $1,000,000.