Common use of Covenants of Party B and Party Clause in Contracts

Covenants of Party B and Party. C 2.2.1 Without the prior written consent of Party A, Party B shall not sell, transfer, mortgage or dispose of in any other manner any legal or beneficial interest in the equity interest in Party C held by Party B, or allow the encumbrance thereon of any security interest, except for the pledge placed on these equity interests in accordance with Party B’s Share Pledge Agreement; 2.2.2 Party B shall cause the shareholders’ meeting and/or the executive director of Party C not to approve the sale, transfer, mortgage or disposition in any other manner of any legal or beneficial interest in the equity interests in Party C held by Party B, or allow the encumbrance thereon of any security interest, without the prior written consent of Party A, except for the pledge placed on these equity interests in accordance with Party B’s Share Pledge Agreement; 2.2.3 Party B shall cause the shareholders’ meeting or the executive director of Party C not to approve any merger or consolidation with any person, or any acquisition of or investment in any person, without the prior written consent of Party A; 2.2.4 Party B shall immediately notify Party A of the occurrence or possible occurrence of any litigation, arbitration or administrative proceedings relating to the equity interests in Party C held by Party B; 2.2.5 Party B shall cause the shareholders’ meeting or the executive director of Party C to vote their approval of the transfer of the Optioned Interests as set forth in this Agreement and to take any and all other actions that may be requested by Party A; 2.2.6 To the extent necessary to maintain Party B’s ownership in Party C, Party B shall execute all necessary or appropriate documents, take all necessary or appropriate actions and file all necessary or appropriate complaints or raise necessary and appropriate defenses against all claims; 2.2.7 Party B shall appoint any designee of Party A as the executive director of Party C, at the request of Party A; 2.2.8 At the request of Party A at any time, Party B shall promptly and unconditionally transfer its equity interests in Party C to Party A’s Designee(s) in accordance with the Equity Interest Purchase Option under this Agreement, and Party B hereby waives its right of first refusal to the respective share transfer by the other exiting shareholder of Party C (if any); and 2.2.9 Party B shall strictly abide by the provisions of this Agreement and other contracts jointly or separately executed by and among Party B, Party C and Party A, perform the obligations hereunder and thereunder, and refrain from any action/omission that may affect the effectiveness and enforceability thereof. To the extent that Party B has any remaining rights with respect to the equity interests subject to this Agreement hereunder or under the Share Pledge Agreement among the same parties hereto or under the Power of Attorney granted in favor of Party A, Party B shall not exercise such rights except in accordance with the written instructions of Party A.

Covenants of Party B and Party. C 2.2.1 Without the prior written consent of Party A, Party B shall not sell, transfer, mortgage or dispose of in any other manner any legal or beneficial interest in the equity interest interests in Party C held by Party B, or allow the encumbrance thereon of any security interest, except for the pledge interest placed on these equity interests in accordance with Party B’s Share Equity Interest Pledge AgreementAgreement and Party B’s Power of Attorney; 2.2.2 Party B shall cause the shareholders’ meeting and/or the board of directors/executive director of Party C not to approve the sale, transfer, mortgage or disposition in any other manner of any legal or beneficial interest in the equity interests in Party C held by Party B, or allow the encumbrance thereon of any security interest, without the prior written consent of Party A, except for the pledge interest placed on these equity interests in accordance with Party B’s Share Equity Interest Pledge AgreementAgreement and Party B’s Power of Attorney; 2.2.3 Party B shall cause the shareholders’ meeting or the board of directors/executive director of Party C not to approve any the merger or consolidation with any person, or any the acquisition of or investment in any person, without the prior written consent of Party A; 2.2.4 Party B shall immediately notify Party A of the occurrence or possible occurrence of any litigation, arbitration or administrative proceedings relating to the equity interests in Party C held by Party B; 2.2.5 Party B shall cause the shareholders’ meeting or the board of directors/executive director of Party C to vote their approval of the transfer of the Optioned Interests as set forth in this Agreement and to take any and all other actions that may be requested by Party A; 2.2.6 To the extent necessary to maintain Party B’s ownership in Party C, Party B shall execute all necessary or appropriate documents, take all necessary or appropriate actions and file all necessary or appropriate complaints or raise necessary and appropriate defenses against all claims; 2.2.7 Party B shall appoint any designee of Party A as the executive director of Party C, at the request of Party A; 2.2.8 At the request of Party A at any time, Party B shall promptly and unconditionally transfer its equity interests in Party C to Party A’s Designee(s) in accordance with the Equity Interest Purchase Option under this Agreement, and Party B hereby waives its right of first refusal to the respective share transfer of equity interest by the any other exiting shareholder of Party C to Party A (if any), and gives consent to the execution by each other shareholder of Party C with Party A and Party C the exclusive option agreement, the equity interest pledge agreement and the power of attorney similar to this Agreement, Party B’s Equity Interest Pledge Agreement and Party B’s Power of Attorney, and accepts not to take any action in conflict with such documents executed by the other shareholders; 2.2.9 Party B shall promptly donate any profit, interest, dividend or proceeds of liquidation to Party A or any other person designated by Party A to the extent permitted under the applicable PRC laws; and 2.2.9 2.2.10 Party B shall strictly abide by the provisions of this Agreement and other contracts jointly or separately executed by and among Party B, Party C and Party A, perform the obligations hereunder and thereunder, and refrain from any action/omission that may affect the effectiveness and enforceability thereof. To the extent that Party B has any remaining rights with respect to the equity interests subject to this Agreement hereunder or under the Share Party B’s Equity Interest Pledge Agreement among the same parties hereto or under the Party B’s Power of Attorney granted in favor of Party AAttorney, Party B shall not exercise such rights except in accordance with the written instructions of Party A.

Covenants of Party B and Party. C 2.2.1 Without the prior written consent of Party A, Party B shall not sell, transfer, mortgage or dispose of in any other manner any legal or beneficial interest in the equity interest interests in Party C held by Party B, or allow the encumbrance thereon of any security interest, except for the pledge placed on these equity interests in accordance with Party B’s Share Pledge Agreement; 2.2.2 Party B shall cause the shareholders’ meeting and/or the executive director board of directors of Party C not to approve the sale, transfer, mortgage or disposition in any other manner of any legal or beneficial interest in the equity interests in Party C held by Party B, or allow the encumbrance thereon of any security interest, without the prior written consent of Party A, except for the pledge placed on these equity interests in accordance with Party B’s Share Pledge Agreement; 2.2.3 Party B shall cause the shareholders’ meeting or the executive director board of directors of Party C not to approve any the merger or consolidation with any person, or any the acquisition of or investment in any person, without the prior written consent of Party A; 2.2.4 Party B shall immediately notify Party A of the occurrence or possible occurrence of any litigation, arbitration or administrative proceedings relating to the equity interests in Party C held by Party B; 2.2.5 Party B shall cause the shareholders’ meeting or the executive director board of directors of Party C to vote their approval of the transfer of the Optioned Interests as set forth in this Agreement and to take any and all other actions that may be requested by Party A; 2.2.6 To the extent necessary to maintain Party B’s ownership in Party C, Party B shall execute all necessary or appropriate documents, take all necessary or appropriate actions and file all necessary or appropriate complaints or raise necessary and appropriate defenses against all claims; 2.2.7 Party B shall appoint any designee of Party A as the executive director of Party C, at the request of Party A; 2.2.8 At the request of Party A at any time, Party B shall promptly and unconditionally transfer its equity interests in Party C to Party A’s Designee(s) in accordance with the Equity Interest Purchase Option under this Agreement, and Party B hereby waives its right of first refusal to the respective share transfer by the other exiting existing shareholder of Party C (if any); and 2.2.9 Party B shall strictly abide by the provisions of this Agreement and other contracts jointly or separately executed by and among Party B, Party C and Party A and/or Party A’s PRC subsidiary ChinaCache Network Technology (Beijing) Co., Ltd., perform the obligations hereunder and thereunder, and refrain from any action/omission that may affect the effectiveness and enforceability thereof. To the extent that Party B has any remaining rights with respect to the equity interests subject to this Agreement hereunder or under the Share Pledge Agreement among the same parties hereto or under the Power of Attorney granted in favor of Party A’s PRC subsidiary ChinaCache Network Technology (Beijing) Co., Ltd., Party B shall not exercise such rights except in accordance with the written instructions of Party A.

Covenants of Party B and Party. C 2.2.1 Without the prior written consent of Party A, Party B shall not sell, transfer, mortgage or dispose of in any other manner any legal or beneficial interest in the equity interest interests in Party C held by Party B, or allow the encumbrance thereon of any security interest, except for the pledge placed on these equity interests in accordance with Party B’s Share Pledge Agreement; 2.2.2 Party B shall cause the shareholders’ meeting and/or the executive director board of directors of Party C not to approve the sale, transfer, mortgage or disposition in any other manner of any legal or beneficial interest in the equity interests in Party C held by Party B, or allow the encumbrance thereon of any security interest, without the prior written consent of Party A, except for the pledge placed on these equity interests in accordance with Party B’s Share Pledge Agreement; 2.2.3 Party B shall cause the shareholders’ meeting or the executive director board of directors of Party C not to approve any the merger or consolidation with any person, or any the acquisition of or investment in any person, without the prior written consent of Party A; 2.2.4 Party B shall immediately notify Party A of the occurrence or possible occurrence of any litigation, arbitration or administrative proceedings relating to the equity interests in Party C held by Party B; 2.2.5 Party B shall cause the shareholders’ meeting or the executive director board of directors of Party C to vote their approval of the transfer of the Optioned Interests as set forth in this Agreement and to take any and all other actions that may be requested by Party A; 2.2.6 To the extent necessary to maintain Party B’s ownership in Party C, Party B shall execute all necessary or appropriate documents, take all necessary or appropriate actions and file all necessary or appropriate complaints or raise necessary and appropriate defenses against all claims; 2.2.7 Party B shall appoint any designee of Party A as the executive director of Party C, at the request of Party A; 2.2.8 At the request of Party A at any time, Party B shall promptly and unconditionally transfer its equity interests in Party C to Party A’s Designee(s) in accordance with the Equity Interest Purchase Option under this Agreement, and Party B hereby waives its right of first refusal to the respective share transfer by the other exiting existing shareholder of Party C (if any); and 2.2.9 Party B shall strictly abide by the provisions of this Agreement and other contracts jointly or separately executed by and among Party B, Party C and Party A, perform the obligations hereunder and thereunder, and refrain from any action/omission that may affect the effectiveness and enforceability thereof. To the extent that Party B has any remaining rights with respect to the equity interests subject to this Agreement hereunder or under the Share Pledge Agreement among the same parties hereto of Party B or under the Power of Attorney granted in favor of Party A, Party B shall not exercise such rights except in accordance with the written instructions of Party A.

Covenants of Party B and Party. C 2.2.1 Without the prior written consent of Party A, Party B and Party C shall not sell, transfer, mortgage or dispose of in any other manner any legal or beneficial interest in the equity interest in Party C Equity Interests held by Party BB and Party C, or allow the encumbrance thereon of any security interestthereon, except for the pledge interest placed on these equity interests in accordance with Party B’s Share the Equity Pledge AgreementAgreement and the Power of Attorney; 2.2.2 Without the prior written consent of Party A, Party B and Party C shall cause the shareholders’ meeting shareholders and/or the executive director directors of Party C D not to approve the sale, transfer, mortgage or disposition in any other manner of any legal or beneficial interest in the equity interests in Party C Equity Interests held by Party BB and Party C, or allow the encumbrance thereon of any security interest, without except for the interest placed pursuant to the Equity Pledge Agreement and the Power of Attorney; 2.2.3 Without the prior written consent of Party A, except for the pledge placed on these equity interests in accordance with Party B’s Share Pledge Agreement; 2.2.3 Party B and Party C shall cause the shareholders’ meeting shareholders or the executive director directors of Party C D not to approve any the merger or consolidation with any person, or any the acquisition of or investment in any person, without the prior written consent of Party A; 2.2.4 Party B and Party C shall immediately notify Party A of the occurrence or possible occurrence of any litigation, arbitration or administrative proceedings relating to the equity interests in Party C Equity Interests held by Party BB and Party C; 2.2.5 Party B and Party C shall cause the shareholders’ meeting shareholders or the executive director directors of Party C D to vote their approval of approve the transfer of the Optioned Interests Purchased Equity as set forth in this Agreement and to take any and all other actions that may be requested by Party A; 2.2.6 To the extent necessary to maintain Party BB and Party C’s ownership in Party Cof the Equity Interests, Party B and Party C shall execute all necessary or appropriate documents, take all necessary or appropriate actions and file all necessary or appropriate complaints or raise necessary and appropriate defenses against all claims; 2.2.7 Party B and Party C shall appoint or remove any designee of Party A as the executive director directors, supervisors or other management of Party D which should be appointed or removed by Party B and Party C, at the request of Party A; 2.2.8 At the request of Party A at any time, Party B shall promptly and unconditionally transfer its equity interests in Party C to Party A’s Designee(s) in accordance with the Equity Interest Purchase Option under this Agreement, and Party B hereby waives its right of first of refusal to the respective share transfer of equity interest by the other exiting shareholder existing shareholders of Party C D to Party A (if any); 2.2.9 Party B, Party C or other shareholders of Party D (if any) shall promptly donate any profit, interest, dividend or proceeds of liquidation to Party A and/or the Designee(s) to the extent permitted under applicable PRC laws; and 2.2.9 2.2.10 Party B and Party C shall strictly abide by the provisions of this Agreement and other contracts jointly or separately executed by and among Party B, Party C and Party Athe Parties, perform the obligations hereunder and thereunder, and refrain from any action/omission forbearance that may affect the effectiveness and enforceability thereof. To the extent that Party B and Party C has any remaining rights with respect to the equity interests subject to Equity Interests under this Agreement hereunder or under Agreement, the Share Equity Pledge Agreement among the same parties hereto or under the Power of Attorney granted in favor of Party AAttorney, Party B and Party C shall not exercise such rights except in accordance with the written instructions of Party A.

Covenants of Party B and Party. C 2.2.1 Without the prior written consent of Party A, Party B shall not sell, transfer, mortgage or dispose of in any other manner any legal or beneficial interest in the equity interest interests in Party C held by Party B, or allow the encumbrance thereon of any security interest, except for the pledge placed on these equity interests in accordance with Party B’s Share Pledge Agreement; 2.2.2 Party B shall cause the shareholders’ meeting and/or the executive director board of directors of Party C not to approve the sale, transfer, mortgage or disposition in any other manner of any legal or beneficial interest in the equity interests in Party C held by Party B, or allow the encumbrance thereon of any security interest, without the prior written consent of Party A, except for the pledge placed on these equity interests in accordance with Party B’s Share Pledge Agreement; 2.2.3 Party B shall cause the shareholders’ meeting or the executive director board of directors of Party C not to approve any the merger or consolidation with any person, or any the acquisition of or investment in any person, without the prior written consent of Party A; 2.2.4 Party B shall immediately notify Party A of the occurrence or possible occurrence of any litigation, arbitration or administrative proceedings relating to the equity interests in Party C held by Party B; 2.2.5 Party B shall cause the shareholders’ meeting or the executive director board of directors of Party C to vote their approval of the transfer of the Optioned Interests as set forth in this Agreement and to take any and all other actions that may be requested by Party A; 2.2.6 To the extent necessary to maintain Party B’s ownership in Party C, Party B shall execute all necessary or appropriate documents, take all necessary or appropriate actions and file all necessary or appropriate complaints or raise necessary and appropriate defenses against all claims; 2.2.7 Party B shall appoint any designee of Party A as the executive director of Party C, at the request of Party A; 2.2.8 At the request of Party A at any time, Party B shall promptly and unconditionally transfer its equity interests in Party C to Party A’s Designee(s) in accordance with the Equity Interest Purchase Option under this Agreement, and Party B hereby waives its right of first refusal to the respective share transfer by the other exiting existing shareholder of Party C (if any); and 2.2.9 Party B shall strictly abide by the provisions of this Agreement and other contracts jointly or separately executed by and among Party B, Party C and Party A, perform the obligations hereunder and thereunder, and refrain from any action/omission that may affect the effectiveness and enforceability thereof. To the extent that Party B has any remaining rights with respect to the equity interests subject to this Agreement hereunder or under the Share Pledge Agreement among the same parties hereto or under the Power of Attorney granted in favor of Party A, Party B shall not exercise such rights except in accordance with the written instructions of Party A.

Covenants of Party B and Party. C 2.2.1 Without the prior written consent of Party A, Party B shall not sell, transfer, mortgage or dispose of in any other manner any legal or beneficial interest in the equity interest interests in Party C held by Party B, or allow the encumbrance thereon of any security interest, except for the pledge interest placed on these equity interests in accordance with Party B’s Share Pledge AgreementAgreement and Party B’s Power of Attorney; 2.2.2 Party B shall cause the shareholders’ meeting and/or the board of directors/executive director of Party C not to approve the sale, transfer, mortgage or disposition in any other manner of any legal or beneficial interest in the equity interests in Party C held by Party B, or allow the encumbrance thereon of any security interest, without the prior written consent of Party A, except for the pledge interest placed on these equity interests in accordance with Party B’s Share Equity Interest Pledge AgreementAgreement and Party B’s Power of Attorney; 2.2.3 Party B shall cause the shareholders’ meeting or the board of directors/executive director of Party C not to approve any the merger or consolidation with any person, or any the acquisition of or investment in any person, without the prior written consent of Party A; 2.2.4 Party B shall immediately notify Party A of the occurrence or possible occurrence of any litigation, arbitration or administrative proceedings relating to the equity interests in Party C held by Party B; 2.2.5 Party B shall cause the shareholders’ meeting or the board of directors/executive director of Party C to vote their approval of the transfer of the Optioned Interests as set forth in this Agreement and to take any and all other actions that may be requested by Party A; 2.2.6 To the extent necessary to maintain Party B’s ownership in Party C, Party B shall execute all necessary or appropriate documents, take all necessary or appropriate actions and file all necessary or appropriate complaints or raise necessary and appropriate defenses against all claims; 2.2.7 Party B shall appoint any designee of Party A as the executive director of Party C, at the request of Party A; 2.2.8 At the request of Party A at any time, Party B shall promptly and unconditionally transfer its equity interests in Party C to Party A’s Designee(s) in accordance with the Equity Interest Purchase Option under this Agreement, and Party B hereby waives its right of first refusal to the respective share transfer of equity interest by the any other exiting shareholder of Party C to Party A (if any), and gives consent to the execution by each other shareholder of Party C with Party A and Party C the exclusive option agreement, the equity interest pledge agreement and the power of attorney similar to this Agreement, Party B’s Equity Interest Pledge Agreement and Party B’s Power of Attorney, and accepts not to take any action in conflict with such documents executed by the other shareholders; 2.2.9 Party B shall promptly donate any profit, interest, dividend or proceeds of liquidation to Party A or any other person designated by Party A to the extent permitted under the applicable PRC laws; and 2.2.9 2.2.10 Party B shall strictly abide by the provisions of this Agreement and other contracts jointly or separately executed by and among Party B, Party C and Party A, perform the obligations hereunder and thereunder, and refrain from any action/omission that may affect the effectiveness and enforceability thereof. To the extent that Party B has any remaining rights with respect to the equity interests subject to this Agreement hereunder or under the Share Party B’s Equity Interest Pledge Agreement among the same parties hereto or under the Party B’s Power of Attorney granted in favor of Party AAttorney, Party B shall not exercise such rights except in accordance with the written instructions of Party A.