Common use of Covenants Relating to the Equity Interest Clause in Contracts

Covenants Relating to the Equity Interest. 2.1 Covenants Relating to Party D Party C and Party D hereby covenant, in relation to Party D: 2.1.1 Not to supplement, amend or modify Party D’s articles of association in any way, or to increase or decrease its registered capital, or to change its registered capital structure in any way without Party A’s prior written consent; 2.1.2 To maintain the corporate existence of Party D and operate its business and deal with matters prudently and effectively according to good financial and business rules and practices; 2.1.3 Not to sell, transfer, mortgage or otherwise dispose of, or permit any other security interest to be created on, any of Party D’s assets, business or legal or beneficial interests in its revenue at any time after the signing of this Agreement without Party A’s prior written consent; 2.1.4 Not to incur, succeed to, guarantee or permit the existence of any liability, without Party A’s prior written consent, except (i) liabilities arising from the normal course of business, but not arising from loans; and (ii) liabilities disclosed to Party A and approved by Party A in writing; 2.1.5 To operate persistently all the business in the normal course of business to maintain the value of Party D’s assets, and not to commit any act or omission that would affect its operations and asset value; 2.1.6 Without prior written consent by Party A, not to enter into any material agreement, other than agreements entered into in Party D’s normal course of business (for purpose of this paragraph, an agreement will be deemed material if its value exceeds RMB500,000); 2.1.7 Not to provide loans or credit to any person without Party A’s prior written consent; 2.1.8 To provide all information relating to Party D’s operations and financial conditions upon the request of Party A; 2.1.9 To purchase and maintain insurance from insurance companies accepted by Party A. The amount and category of the insurance shall be the same as those of the insurance normally procured by companies engaged in similar businesses and possessing similar properties or assets in the area where Party D is located; 2.1.10 Not to merge or consolidate with, or acquire or invest in, any person without Party A’s prior written consent; 2.1.11 To promptly notify Party A of any pending or threatened suit, arbitration or administrative proceedings concerning Party D’s assets, business or revenue; 2.1.12 To execute all necessary or appropriate documents, take all necessary or appropriate actions and to bring all necessary or appropriate claims or to make all necessary and appropriate defenses against all claims in order for Party D to maintain the ownership over all its assets; 2.1.13 Not to distribute dividends to Party D’s shareholders in any way without Party A’s prior written consent; provided, however, that Party D shall promptly distribute all or part of its distributable profits to its shareholders upon Party A’s request; and 2.1.14 At the request of Party A, to appoint persons nominated by Party A to be executive directors of Party D. 2.2 Covenants Relating to the Transferor Party C hereby covenants: 2.2.1 Not to sell, transfer, mortgage or otherwise dispose of, or allow any other security interest to be created on, the legal or beneficial interest in the Equity Interest at any time after the signing of this Agreement without Party A’s prior written consent, other than the pledge created on the Transferor’s Equity Interest in accordance with the Equity Pledge Agreement; 2.2.2 Without Party A’s prior written consent, not to vote for or sign any shareholders’ resolution at Party D’s shareholders’ meetings to approve the sale, transfer, mortgage or disposition in any other manner of, or the creation of any other security interest on, any legal or beneficial interest in the Equity Interest, except to or for the benefit of Party A or its designated persons;

Covenants Relating to the Equity Interest. 2.1 Covenants Relating to Party D C Party B and Party C and Party D hereby covenant, in relation to Party DC: 2.1.1 Not to supplement, amend or modify Party DC’s articles of association in any way, or to increase or decrease its registered capital, or to change its registered capital structure in any way without Party A’s prior written consent; 2.1.2 To maintain the corporate existence of Party D C and operate its business and deal with matters prudently and effectively according to good financial and business rules and practices; 2.1.3 Not to sell, transfer, mortgage or otherwise dispose of, or permit any other security interest to be created on, any of Party DC’s assets, business or legal or beneficial interests in its revenue at any time after the signing of this Agreement without Party A’s prior written consent; 2.1.4 Not to incur, succeed to, guarantee or permit the existence of any liability, without Party A’s prior written consent, except (i) liabilities arising from the normal course of business, but not arising from loans; and (ii) liabilities disclosed to Party A and approved by Party A in writing; 2.1.5 To operate persistently all the business in the normal course of business to maintain the value of Party DC’s assets, and not to commit any act or omission that would affect its operations and asset value; 2.1.6 Without prior written consent by Party A, not to enter into any material agreement, other than agreements entered into in Party DC’s normal course of business (for purpose of this paragraph, an agreement will be deemed material if its value exceeds RMB500,000); 2.1.7 Not to provide loans or credit to any person without Party A’s prior written consent; 2.1.8 To provide all information relating to Party DC’s operations and financial conditions upon the request of Party A; 2.1.9 To purchase and maintain insurance from insurance companies accepted by Party A. The amount and category of the insurance shall be the same as those of the insurance normally procured by companies engaged in similar businesses and possessing similar properties or assets in the area where Party D C is located; 2.1.10 Not to merge or consolidate with, or acquire or invest in, any person without Party A’s prior written consent; 2.1.11 To promptly notify Party A of any pending or threatened suit, arbitration or administrative proceedings concerning Party DC’s assets, business or revenue; 2.1.12 To execute all necessary or appropriate documents, take all necessary or appropriate actions and to bring all necessary or appropriate claims or to make all necessary and appropriate defenses against all claims in order for Party D C to maintain the ownership over all its assets; 2.1.13 Not to distribute dividends to Party DC’s shareholders in any way without Party A’s prior written consent; provided. However, however, that Party D C shall promptly distribute all or part of its distributable profits to its shareholders upon Party A’s request; and; 2.1.14 At the request of Party A, to appoint persons nominated by Party A to be executive directors of Party D.C; 2.2 Covenants Relating to the Transferor Party C B hereby covenants: 2.2.1 Not to sell, transfer, mortgage or otherwise dispose of, or allow any other security interest to be created on, the legal or beneficial interest in the Equity Interest at any time after the signing of this Agreement without Party A’s prior written consent, other than the pledge created on the Transferor’s Equity Interest in accordance with the Equity Pledge Agreement; 2.2.2 Without Party A’s prior written consent, not to vote for or sign any shareholders’ resolution at Party D’s shareholders’ meetings to approve the sale, transfer, mortgage or disposition in any other manner of, or the creation of any other security interest on, any legal or beneficial interest in the Equity Interest, except to or for the benefit of Party A or its designated persons;

Covenants Relating to the Equity Interest. 2.1 Covenants Relating to Party D C Party B and Party C and Party D hereby covenant, in relation to Party DC: 2.1.1 Not to supplement, amend or modify Party DC’s articles of association in any way, or to increase or decrease its registered capital, or to change its registered capital structure in any way without Party A’s prior written consent; 2.1.2 To maintain the corporate existence of Party D C and operate its business and deal with matters prudently and effectively according to good financial and business rules and practices; 2.1.3 Not to sell, transfer, mortgage or otherwise dispose of, or permit any other security interest to be created on, any of Party DC’s assets, business or legal or beneficial interests in its revenue at any time after the signing of this Agreement without Party A’s prior written consent; 2.1.4 Not to incurcreate, succeed to, guarantee or permit the existence of any liability, without Party A’s prior written consent, except (i) liabilities arising from the normal course of business, but not arising from loans; and (ii) liabilities disclosed to Party A and approved by Party A in writing; 2.1.5 To operate persistently all the business in the normal course of business to maintain the value of Party DC’s assets, and not to commit any act or omission that would affect its operations and asset value; 2.1.6 Without prior written consent by Party A, not to enter into any material agreement, other than agreements entered into in Party DC’s normal course of business (for purpose of this paragraph, an agreement will be deemed material if its value exceeds RMB500,000); 2.1.7 Not to provide loans or credit to any person without Party A’s prior written consent; 2.1.8 To provide all information relating to Party DC’s operations and financial conditions upon the request of Party A; 2.1.9 To purchase and maintain insurance from insurance companies accepted by Party A. The amount and category of the insurance shall be the same as those of the insurance normally procured by companies engaged in similar businesses and possessing similar properties or assets in the area where Party D C is located; 2.1.10 Not to merge or consolidate with, or acquire or invest in, any person without Party A’s prior written consent; 2.1.11 To promptly notify Party A of any pending or threatened suit, arbitration or administrative proceedings concerning Party DC’s assets, business or revenue; 2.1.12 To execute all necessary or appropriate documents, to take all necessary or appropriate actions and to bring all necessary or appropriate claims or to make all necessary and appropriate defenses against all claims in order for Party D C to maintain the ownership over all its assets; 2.1.13 Not to distribute dividends to Party DC’s shareholders in any way without Party A’s prior written consent; provided. However, however, that Party D C shall promptly distribute all or part of its distributable profits to its shareholders upon Party A’s request; and; 2.1.14 At the request of Party A, to appoint persons nominated by Party A to be executive the directors of Party D.C; 2.2 Covenants Relating to the Transferor Party C B hereby covenants: 2.2.1 Not to sell, transfer, mortgage or otherwise dispose of, or allow any other security interest to be created on, the legal or beneficial interest in the Equity Interest at any time after the signing of this Agreement without Party A’s prior written consent, other than the pledge created on the TransferorParty B’s Equity Interest in accordance with the Equity Pledge Agreement; 2.2.2 Without Party A’s prior written consent, not to vote for or sign any shareholders’ resolution at Party DC’s shareholders’ meetings to approve the sale, transfer, mortgage or disposition in any other manner of, or the creation of any other security interest on, any legal or beneficial interest in the Equity Interest, except to or for the benefit of Party A or its designated persons;

Covenants Relating to the Equity Interest. 2.1 Covenants Relating relating to Party D Party C and Party D hereby covenantC (a) not to, in relation to Party D: 2.1.1 Not to any form whatsoever, supplement, modify or amend or modify Party D’s the articles of association in any wayor organizational documents of Party C, or to increase or decrease its the registered capitalcapital of Party C, or to change its registered capital shareholding structure in any way without prior written consent from Party A’s prior written consent; 2.1.2 To (b) to maintain the corporate due existence of Party D C, and prudently and efficiently operate and handle its business and deal in line with matters prudently and effectively according to good financial fair finance and business rules standards and practicescustoms; 2.1.3 Not (c) not to make any act and/or omission that may adversely affect Party C’s assets, business and liabilities without prior written consent from Party A; at any time as of the date hereof, not to sell, transfer, mortgage pledge or otherwise dispose of, or permit of any other security interest to be created on, any of Party D’s assets, business or legal or beneficial interests in its revenue at any time after the signing of this Agreement Party C’s assets, businesses or revenues, nor allow creation of other Encumbrances thereupon, including any security interests without prior written consent from Party A’s prior written consent; 2.1.4 Not (d) not to incur, succeed toinherit, guarantee or permit allow the existence of any liability, debt without prior written consent from Party A’s prior written consent, except for (i) liabilities any debt arising from the normal course of business, but not arising ordinary or day-to-day business rather than from loansborrowing; and (ii) liabilities any debt which has been disclosed to and has obtained the written consent from Party A and approved by Party A in writingA; 2.1.5 To operate persistently (e) to always carry out all the business activities in the normal ordinary course of business to maintain the value of Party DC’s assets, and not to commit make any act or and/or omission that would may adversely affect its operations Party C’s results and asset value; 2.1.6 Without prior written consent by Party A, (f) not to enter into any material agreementcontract without prior written consent from Party A, other than agreements entered into those executed in Party D’s normal the ordinary course of business (for purpose of this paragraph, an agreement will any contract with a contact value exceeding RMB fifty thousand (50,000) shall be deemed as a material if its value exceeds RMB500,000contract); 2.1.7 Not (g) not to provide loans any loan or credit guarantee to any person without prior written consent from Party A’s prior written consent; 2.1.8 To (h) to provide all Party A with information relating to about Party DC’s operations and financial conditions upon at the request of from Party A; 2.1.9 To (i) to purchase and always maintain requisite insurance policies from insurance companies accepted by an insurer acceptable to Party A. The A, the amount and category type of the insurance which shall be the same as or equivalent to those of maintained by the insurance normally procured by companies engaged in having similar businesses and possessing similar operations, properties or assets in the area where same region as Party D is locatedC; 2.1.10 Not (j) not to combine, merge or consolidate with, or be acquired by, acquire or invest in, in any person without prior written consent from Party A’s prior written consent; 2.1.11 To promptly (k) to immediately notify Party A of any pending actual or threatened suitpotential occurrence of any litigation, arbitration or administrative proceedings concerning proceeding related to Party DC’s assets, business or and revenue; 2.1.12 To (l) to execute all documents, conduct all actions, and make all claims or defenses necessary or appropriate documents, take all necessary or appropriate actions and to bring all necessary or appropriate claims or to make all necessary and appropriate defenses against all claims in order for Party D to maintain the Party C’s ownership over of all its assets;; and 2.1.13 Not (m) not to distribute any form of dividends to any shareholder of Party D’s shareholders in any way C without prior written consent from Party A’s prior written consent; provided, however, that Party D shall promptly but to immediately distribute all or part of its distributable profits to its the shareholders of Party C upon Party A’s request; and 2.1.14 At the request of Party A, to appoint persons nominated by Party A to be executive directors of Party D. 2.2 Covenants Relating to the Transferor Party C hereby covenants: 2.2.1 Not to sell, transfer, mortgage or otherwise dispose of, or allow any other security interest to be created on, the legal or beneficial interest in the Equity Interest at any time after the signing of this Agreement without Party A’s prior written consent, other than the pledge created on the Transferor’s Equity Interest in accordance with the Equity Pledge Agreement; 2.2.2 Without Party A’s prior written consent, not to vote for or sign any shareholders’ resolution at Party D’s shareholders’ meetings to approve the sale, transfer, mortgage or disposition in any other manner of, or the creation of any other security interest on, any legal or beneficial interest in the Equity Interest, except to or for the benefit of Party A or its designated persons;.

Covenants Relating to the Equity Interest. 2.1 Covenants Relating to of Party D C 2.1.1 Without the written consent of Party A, Party C and Party D hereby covenant, in relation to Party D: 2.1.1 Not to will not supplement, amend or modify any provisions of the constitutional documents of Party D’s articles of association C and will not otherwise increase or reduce its registered capital or change its equity structure in any way, or to increase or decrease its registered capital, or to change its registered capital structure in any way without Party A’s prior written consent;. 2.1.2 To maintain the corporate existence of Party D C shall remain in good standing, and prudently and efficiently operate its business and deal corporate affairs in accordance with matters prudently commercial standards and effectively according to good financial and business rules and practices;practice. 2.1.3 Not to Without the prior written consent of Party A, Party C shall not sell, transfer, mortgage or otherwise dispose of, or permit any other security interest to be created on, of any of Party D’s its assets, business or legal beneficial rights, or beneficial interests in allow the creation of any Security Interest or other encumbrance upon its revenue at any time after assets. 2.1.4 Without the signing prior written consent of this Agreement without Party A’s prior written consent; 2.1.4 Not to incur, succeed toParty C shall not incur or guaranty any debt, guarantee or permit the existence of any liabilitydebt, without Party A’s prior written consent, except other than (i) liabilities arising from debt that is incurred during the normal course of business, but not arising from normal business operations (excluding business loans; ) and (ii) liabilities debt that has been previously disclosed to Party A and approved by to which Party A in writing;has provided prior written consent. 2.1.5 To Party C shall operate persistently all the business in the normal course of business to maintain the value of Party D’s its assets and shall not take any action which shall materially adversely influence its business operations or the value of its assets, and not to commit any act or omission that would affect its operations and asset value;. 2.1.6 Without the prior written consent by of Party A, Party C shall not to enter into any material agreement, other than agreements entered into in Party D’s agreement outside the normal course of business (for purpose business. For the purposes of this paragraphAgreement, an agreement will involving an amount in excess of RMB100,000 shall be deemed a material if its value exceeds RMB500,000);agreement. 2.1.7 Not to Without the prior written consent of Party A, Party C shall not provide any loans or credit to any person without Party A’s prior written consent;third party. 2.1.8 To provide all information relating to Party D’s operations and financial conditions upon the request of Party A; 2.1.9 To purchase and maintain insurance from insurance companies accepted by Party A. The amount and category of the insurance shall be the same as those of the insurance normally procured by companies engaged in similar businesses and possessing similar properties or assets in the area where Party D is located; 2.1.10 Not to merge or consolidate with, or acquire or invest in, any person without Party A’s prior written consent; 2.1.11 To promptly notify Party A of any pending or threatened suit, arbitration or administrative proceedings concerning Party D’s assets, business or revenue; 2.1.12 To execute all necessary or appropriate documents, take all necessary or appropriate actions and to bring all necessary or appropriate claims or to make all necessary and appropriate defenses against all claims in order for Party D to maintain the ownership over all its assets; 2.1.13 Not to distribute dividends to Party D’s shareholders in any way without Party A’s prior written consent; provided, however, that Party D shall promptly distribute all or part of its distributable profits to its shareholders upon Party A’s request; and 2.1.14 At the request of Party A, to appoint persons nominated by Party C shall provide Party A with any and all materials relating to be executive directors the business operation and financial status of Party D.C. 2.2 Covenants Relating to the Transferor 2.1.9 Party C hereby covenants: 2.2.1 Not shall purchase business insurance from an insurance company acceptable to sell, transfer, mortgage or otherwise dispose of, or allow any Party A and shall maintain such insurance. The amount and kind of such insurance shall be similar to insurance carried by other security interest to be created on, the legal or beneficial interest companies which operate similar businesses and possess similar assets in the Equity Interest at any time after same geographic area. 2.1.10 Without the signing prior written consent of this Agreement without Party A’s prior written consent, other than Party C shall not merge with, make an investment in, combine with or purchase the pledge created on equity or substantially all the Transferor’s Equity Interest in accordance with the Equity Pledge Agreement; 2.2.2 Without Party A’s prior written consent, not to vote for or sign any shareholders’ resolution at Party D’s shareholders’ meetings to approve the sale, transfer, mortgage or disposition in any other manner of, or the creation assets of any other security interest onentity. 2.1.11 Party C shall inform Party A of any actual or threatened litigation, any legal arbitration, or administrative procedures relating to the assets, business and beneficial interest in the Equity Interest, except to or for the benefit rights of Party A C. 2.1.12 In order to maintain Party C’s ownership of all its assets, Party C shall execute all necessary or proper documents, take all necessary or proper actions, substitute all necessary or proper claims, and make all necessary or proper answer to all compensation claims. 2.1.13 Without the prior written consent of Party A, Party C shall not grant any dividend to its designated persons;shareholders. However, once requested by Party A, Party C shall immediately distribute all distributable profits to its shareholders.

Covenants Relating to the Equity Interest. 2.1 Covenants Relating to Party D C Party B and Party C and Party D hereby covenant, in relation to Party D: 2.1.1 Not to supplement, amend or modify Party DC’s articles of association in any way, or to increase or decrease its registered capital, or to change its registered capital structure in any way without Party A’s prior written consent; 2.1.2 To maintain the corporate existence of Party D C and operate its business and deal with matters prudently and effectively according to good financial and business rules and practices; 2.1.3 Not to sell, transfer, mortgage or otherwise dispose of, or permit any other security interest to be created on, any of Party DC’s assets, business or legal or beneficial interests in its revenue at any time after the signing of this Agreement without Party A’s prior written consent; 2.1.4 Not to incurcreate, succeed to, guarantee or permit the existence of any liability, without Party A’s prior written consent, except (i) liabilities arising from the normal course of business, but not arising from loans; and (ii) liabilities disclosed to Party A and approved by Party A in writing;; 2 2.1.5 To operate persistently all the business in the normal course of business to maintain the value of Party DC’s assets, and not to commit any act or omission that would affect its operations and asset value; 2.1.6 Without prior written consent by Party A, not to enter into any material agreement, other than agreements entered into in Party DC’s normal course of business (for purpose of this paragraph, an agreement will be deemed material if its value exceeds RMB500,000RMB[100,000]); 2.1.7 Not to provide loans or credit to any person without Party A’s prior written consent; 2.1.8 To provide all information relating to Party DC’s operations and financial conditions upon the request of Party A; 2.1.9 To purchase and maintain insurance from insurance companies accepted by Party A. The amount and category of the insurance shall be the same as those of the insurance normally procured by companies engaged in similar businesses and possessing similar properties or assets in the area where Party D C is located; 2.1.10 Not to merge or consolidate with, or acquire or invest in, any person without Party A’s prior written consent; 2.1.11 To promptly notify Party A of any pending or threatened suit, arbitration or administrative proceedings concerning Party DC’s assets, business or revenue; 2.1.12 To execute all necessary or appropriate documents, to take all necessary or appropriate actions and to bring all necessary or appropriate claims or to make all necessary and appropriate defenses against all claims in order for Party D C to maintain the ownership over all its assets; 2.1.13 Not to distribute dividends to Party DC’s shareholders in any way without Party A’s prior written consent; provided. However, however, that Party D C shall promptly distribute all or part of its distributable profits to its shareholders upon Party A’s request; and; 2.1.14 At the request of Party A, to appoint persons nominated by Party A to be executive the directors of Party D.C; 2.1.15 Dividends distributed by Party C and profits assigned by any other form shall be converged to Party A. 2.2 Covenants Relating to the Transferor Party C B hereby covenants: 2.2.1 Not to sell, transfer, mortgage or otherwise dispose of, or allow any other security interest to be created on, the legal or beneficial interest in the Equity Interest at any time after the signing of this Agreement without Party A’s prior written consent, other than the pledge created on the TransferorParty B’s Equity Interest in accordance with the Equity Pledge Agreement; 2.2.2 Without Party A’s prior written consent, not to vote for or sign any shareholders’ resolution at Party D’s shareholders’ meetings to approve the sale, transfer, mortgage or disposition in any other manner of, or the creation of any other security interest on, any legal or beneficial interest in the Equity Interest, except to or for the benefit of Party A or its designated persons;

Covenants Relating to the Equity Interest. 2.1 Covenants Relating to Party D Party C and Party D hereby covenant, in relation to Party D: 2.1.1 Not to supplement, amend or modify Party D’s articles of association in any way, or to increase or decrease its registered capital, or to change its registered capital structure in any way without Party A’s prior written consent; 2.1.2 To maintain the corporate existence of Party D and operate its business and deal with matters prudently and effectively according to good financial and business rules and practices; 2.1.3 Not to sell, transfer, mortgage or otherwise dispose of, or permit any other security interest to be created on, any of Party D’s assets, business or legal or beneficial interests in its revenue at any time after the signing of this Agreement without Party A’s prior written consent; 2.1.4 Not to incur, succeed to, guarantee or permit the existence of any liability, without Party A’s prior written consent, except (i) liabilities arising from the normal course of business, but not arising from loans; and (ii) liabilities disclosed to Party A and approved by Party A in writing; 2.1.5 To operate persistently all the business in the normal course of business to maintain the value of Party D’s assets, and not to commit any act or omission that would affect its operations and asset value; 2.1.6 Without prior written consent by Party A, not to enter into any material agreement, other than agreements entered into in Party D’s normal course of business (for purpose of this paragraph, an agreement will be deemed material if its value exceeds RMB500,000); 2.1.7 Not to provide loans or credit to any person without Party A’s prior written consent; 2.1.8 To provide all information relating to Party D’s operations and financial conditions upon the request of Party A; 2.1.9 To purchase and maintain insurance from insurance companies accepted by Party A. The amount and category of the insurance shall be the same as those of the insurance normally procured by companies engaged in similar businesses and possessing similar properties or assets in the area where Party D is located; 2.1.10 Not to merge or consolidate with, or acquire or invest in, any person without Party A’s prior written consent; 2.1.11 To promptly notify Party A of any pending or threatened suit, arbitration or administrative proceedings concerning Party D’s assets, business or revenue; 2.1.12 To execute all necessary or appropriate documents, take all necessary or appropriate actions and to bring all necessary or appropriate claims or to make all necessary and appropriate defenses against all claims in order for Party D to maintain the ownership over all its assets; 2.1.13 Not to distribute dividends to Party D’s shareholders in any way without Party A’s prior written consent; provided, however, that Party D shall promptly distribute all or part of its distributable profits to its shareholders upon Party A’s request; and 2.1.14 At the request of Party A, to appoint persons nominated by Party A to be executive directors of Party D. 2.2 Covenants Relating to the Transferor Party C hereby covenants: 2.2.1 Not to sell, transfer, mortgage or otherwise dispose of, or allow any other security interest to be created on, the legal or beneficial interest in the Equity Interest at any time after the signing of this Agreement without Party A’s prior written consent, other than the pledge created on the Transferor’s Equity Interest in accordance with the Equity Pledge Agreement; 2.2.2 Without Party A’s prior written consent, not to vote for or sign any shareholders’ resolution at Party D’s shareholders’ meetings to approve the sale, transfer, mortgage or disposition in any other manner of, or the creation of any other security interest on, any legal or beneficial interest in the Equity Interest, except to or for the benefit of Party A or its designated persons; 2.2.3 Without Party A’s prior written consent, not to vote for or sign any shareholders’ resolution at Party D’s shareholders’ meetings to approve Party D’s merger or consolidation with, acquisition of or investment in, any person; 2.2.4 To promptly notify Party A of any pending or threatened suit, arbitration or administrative proceedings concerning the Equity Interest owned by it; 2.2.5 To execute all necessary or appropriate documents, to take all necessary or appropriate actions and to bring all necessary or appropriate claims or to make all necessary and appropriate defenses against all claims in order to maintain his ownership over the Equity Interest; 2.2.6 At the request of Party A, to appoint persons nominated by Party A to be executive directors of Party D; 2.2.7 At any time upon the request of Party A, to transfer its Equity Interest immediately and unconditionally to the representative designated by Party A, and waive its preemptive right with respect to the transfer of equity interest by the other shareholder of Party D; 2.2.8 To fully comply with the provisions of this Agreement and the other agreements entered into jointly or respectively by and among the Transferor, Party D and Party A, perform all obligations under these agreements and not commit any act or omission that would affect the validity and enforceability of these agreements; and 2.2.9 To transfer to Party A all dividends and any other form of profit distributed to it by Party D. 2.3 Covenants Relating to Party A Party A hereby covenants: 2.3.1 If Party D needs any loan or other capital support in its business, under acceptable and reasonable scope, Party A shall provide such capital support without imposing any condition or restriction; and 2.3.2 If Party D cannot repay the loan from Party A as loss incurred and has sufficient evidence to prove, Party A agrees that it will unconditionally give up its right to require Party D to repay the loan.

Covenants Relating to the Equity Interest. 2.1 Covenants Relating to Party D C Party B and Party C and Party D hereby covenant, in relation to Party D: 2.1.1 Not to supplement, amend or modify Party DC’s articles of association in any way, or to increase or decrease its registered capital, or to change its registered capital structure in any way without Party A’s prior written consent; 2.1.2 To maintain the corporate existence of Party D C and operate its business and deal with matters prudently and effectively according to good financial and business rules and practices; 2.1.3 Not to sell, transfer, mortgage or otherwise dispose of, or permit any other security interest to be created on, any of Party DC’s assets, business or legal or beneficial interests in its revenue at any time after the signing of this Agreement without Party A’s prior written consent;; 2 2.1.4 Not to incurcreate, succeed to, guarantee or permit the existence of any liability, without Party A’s prior written consent, except (i) liabilities arising from the normal course of business, but not arising from loans; and (ii) liabilities disclosed to Party A and approved by Party A in writing; 2.1.5 To operate persistently all the business in the normal course of business to maintain the value of Party DC’s assets, and not to commit any act or omission that would affect its operations and asset value; 2.1.6 Without prior written consent by Party A, not to enter into any material agreement, other than agreements entered into in Party DC’s normal course of business (for purpose of this paragraph, an agreement will be deemed material if its value exceeds RMB500,000RMB[100,000]); 2.1.7 Not to provide loans or credit to any person without Party A’s prior written consent; 2.1.8 To provide all information relating to Party DC’s operations and financial conditions upon the request of Party A; 2.1.9 To purchase and maintain insurance from insurance companies accepted by Party A. The amount and category of the insurance shall be the same as those of the insurance normally procured by companies engaged in similar businesses and possessing similar properties or assets in the area where Party D C is located; 2.1.10 Not to merge or consolidate with, or acquire or invest in, any person without Party A’s prior written consent; 2.1.11 To promptly notify Party A of any pending or threatened suit, arbitration or administrative proceedings concerning Party DC’s assets, business or revenue; 2.1.12 To execute all necessary or appropriate documents, to take all necessary or appropriate actions and to bring all necessary or appropriate claims or to make all necessary and appropriate defenses against all claims in order for Party D C to maintain the ownership over all its assets; 2.1.13 Not to distribute dividends to Party DC’s shareholders in any way without Party A’s prior written consent; provided. However, however, that Party D C shall promptly distribute all or part of its distributable profits to its shareholders upon Party A’s request; and; 2.1.14 At the request of Party A, to appoint persons nominated by Party A to be executive the directors of Party D.C. 2.2 Covenants Relating to the Transferor Party C B hereby covenants: 2.2.1 Not to sell, transfer, mortgage or otherwise dispose of, or allow any other security interest to be created on, the legal or beneficial interest in the Equity Interest at any time after the signing of this Agreement without Party A’s prior written consent, other than the pledge created on the TransferorParty B’s Equity Interest in accordance with the Equity Pledge Agreement; 2.2.2 Without Party A’s prior written consent, not to vote for or sign any shareholders’ resolution at Party D’s shareholders’ meetings to approve the sale, transfer, mortgage or disposition in any other manner of, or the creation of any other security interest on, any legal or beneficial interest in the Equity Interest, except to or for the benefit of Party A or its designated persons;

Covenants Relating to the Equity Interest. Section 2.1 Covenants Relating to Party D of Party C and Party D C hereby covenant, in relation to Party Dcovenants that: 2.1.1 Not to (a) It will not, without prior written consent of Party A, supplement, change or amend or modify Party D’s in any form its articles of association in any wayassociation, or to increase or decrease its registered capital, or to change its registered the capital structure in any way without Party A’s prior written consentother ways; 2.1.2 To maintain the corporate existence of Party D (b) It will follow good finance and business standards and practices and be continuously in existence. It will also prudently and effectively operate its business and deal with matters prudently and effectively according to good financial and business rules and practiceshandle related affairs; 2.1.3 Not to (c) It will not, without prior written consent from Party A, from the execution date of this Agreement, sell, transfer, mortgage or otherwise dispose ofby any other means of any assets, legitimate or beneficial interest in its business or income in the value of more than RMB 2,000,000 (inclusive), or permit to encumber any other security interest to be created on, any of Party D’s assets, business or legal or beneficial interests in its revenue at any time after the signing of this Agreement without on it; (d) Without prior written consent from Party A’s prior written consent; 2.1.4 Not to , it will not incur, succeed toinherit, guarantee or permit allow the existence of any liabilitydebt, without Party A’s prior written consent, except with the exception of: (i) liabilities arising from the normal debt incurred during the ordinary or daily course of business, but business and not arising from loansincurred through the borrowing; and (ii) liabilities the debt having been disclosed to Party A and approved by or for which written consent from Party A in writinghas been obtained; 2.1.5 To (e) It will normally operate persistently all the business in the normal course of business businesses to maintain the asset value of Party D’s assetsB, and it will not to commit take any act action or omission any non-action that would may adversely affect its operations business operation and asset value; 2.1.6 Without (f) It will not, without prior written consent by Party A, not to enter into any material agreementcontract in the value of more than RMB 2,000,000, other than agreements except such contracts that are entered into in Party D’s normal during the ordinary course of business (for purpose of this paragraph, an agreement will be deemed material if its value exceeds RMB500,000)business; 2.1.7 Not to (g) It will not provide loans any loan or credit line to any person anyone without Party A’s prior written consent; 2.1.8 To provide all information relating to Party D’s operations and financial conditions upon the request of consent from Party A; 2.1.9 To purchase and maintain insurance from insurance companies accepted by Party A. The amount and category of the insurance shall be the same as those of the insurance normally procured by companies engaged in similar businesses and possessing similar properties or assets in the area where Party D is located; 2.1.10 Not to merge or consolidate with, or acquire or invest in, any person without Party A’s prior written consent; 2.1.11 To promptly notify Party A of any pending or threatened suit, arbitration or administrative proceedings concerning Party D’s assets, business or revenue; 2.1.12 To execute all necessary or appropriate documents, take all necessary or appropriate actions and to bring all necessary or appropriate claims or to make all necessary and appropriate defenses against all claims in order for Party D to maintain the ownership over all its assets; 2.1.13 Not to distribute dividends to Party D’s shareholders in any way without Party A’s prior written consent; provided, however, that Party D shall promptly distribute all or part of its distributable profits to its shareholders upon Party A’s request; and 2.1.14 (h) At the request of Party A, it will provide all materials related to appoint persons nominated its business and financial conditions to Party A; (i) It will purchase and maintain insurance policies from insurance companies acceptable to Party A. The insured amount and category shall be the same as those held by the companies located in the same geographical area, operating the similar business and owning similar properties and assets; (j) Without prior written consent from Party A, it will not merge or associate with any person, or acquire any person or invest in any person; (k) It will immediately notify Party A of the occurrence or the possible occurrence of litigation, arbitration or administrative proceeding related to be executive directors its assets, business and income; (l) In order to maintain its ownership of all its assets, it will execute all requisite or appropriate documents, carry out all requisite or appropriate actions, initiate all requisite or appropriate allegations, or make requisite or appropriate plea for all claims; (m) It will not distribute dividends to its shareholders in any form without prior written consent of Party D.A. When Party B receives from it any profit, dividend, interest or bonus for any reasons, Party B, to the extent permitted by the PRC law, shall repay Party A the same amount as the above-said profit, dividend, interest, or bonus. Section 2.2 Covenants Relating to the Transferor of Party C hereby covenantsB Party B covenants that: 2.2.1 Not to (a) Without prior written consent of Party A, it will not, from the execution date of this Agreement, sell, transfer, mortgage or otherwise dispose of, or allow by any other security interest to be created onmeans of any assets, the legal legitimate or beneficial interest in any equity interest, or allow the Equity Interest at creation of any time after the signing of this Agreement without Party A’s prior written consentsecurity interest on such equity interest, other than except the pledge created on the Transferor’s Equity Interest equity interest in accordance with the Equity Pledge Agreementfavor of Party A; 2.2.2 (b) Without prior written consent of Party A’s prior written consent, it will not to vote for or sign any shareholders’ resolution at Party D’s shareholders’ meetings to approve the sale, transfer, mortgage or disposition in otherwise disposal by any other manner of, or the creation means of any other security interest onassets, any legal legitimate or beneficial interest in the Equity Interestits equity interest, or any encumbrance created over its equity interest, except the pledge created on the equity interest in favor of Party A; (c) Without prior written consent of Party A, it will not approve Party C to merge or associate with any person, or acquire any person or invest in any person; (d) It will immediately notify Party A of the occurrence or the possible occurrence of litigation, arbitration or administrative proceeding related to any of its equity interest; (e) It will approve the transfer of the Purchased Equity Interest under this Agreement; (f) In order to maintain its ownership of the equity interest, it will execute all requisite or appropriate documents, carry out all requisite or appropriate actions, initiate all requisite or appropriate allegations, or make requisite or appropriate plea for all claims; (g) At the benefit request of Party A at any time, it will immediately and unconditionally transfer its equity interest in Party C to Party A or its designated personsthe Designated Person; (h) It will strictly comply with the terms and conditions of this Agreement and other agreements entered into jointly or severally by Party B, Party C and Party A. It will perform all obligations under these agreements, and will not take actions (or no actions) which will affect the validity and enforceability of these agreements;

Covenants Relating to the Equity Interest. 2.1 Covenants Relating to Party D C Party B and Party C and Party D hereby covenant, in relation to Party D: 2.1.1 Not to supplement, amend or modify Party DC’s articles of association in any way, or to increase or decrease its registered capital, or to change its registered capital structure in any way without Party A’s prior written consent; 2.1.2 To maintain the corporate existence of Party D C and operate its business and deal with matters prudently and effectively according to good financial and business rules and practices; 2.1.3 Not to sell, transfer, mortgage or otherwise dispose of, or permit any other security interest to be created on, any of Party DC’s assets, business or legal or beneficial interests in its revenue at any time after the signing of this Agreement without Party A’s prior written consent; 2.1.4 Not to incurcreate, succeed to, guarantee or permit the existence of any liability, without Party A’s prior written consent, except (i) liabilities arising from the normal course of business, but not arising from loans; and (ii) liabilities disclosed to Party A and approved by Party A in writing; 2.1.5 To operate persistently all the business in the normal course of business to maintain the value of Party DC’s assets, and not to commit any act or omission that would affect its operations and asset value; 2.1.6 Without prior written consent by Party A, not to enter into any material agreement, other than agreements entered into in Party DC’s normal course of business (for purpose of this paragraph, an agreement will be deemed material if its value exceeds RMB500,000); 2.1.7 Not to provide loans or credit to any person without Party A’s prior written consent; 2.1.8 To provide all information relating to Party DC’s operations and financial conditions upon the request of Party A; 2.1.9 To purchase and maintain insurance from insurance companies accepted by Party A. The amount and category of the insurance shall be the same as those of the insurance normally procured by companies engaged in similar businesses and possessing similar properties or assets in the area where Party D C is located; 2.1.10 Not to merge or consolidate with, or acquire or invest in, any person without Party A’s prior written consent; 2.1.11 To promptly notify Party A of any pending or threatened suit, arbitration or administrative proceedings concerning Party DC’s assets, business or revenue; 2.1.12 To execute all necessary or appropriate documents, to take all necessary or appropriate actions and to bring all necessary or appropriate claims or to make all necessary and appropriate defenses against all claims in order for Party D C to maintain the ownership over all its assets; 2.1.13 Not to distribute dividends to Party DC’s shareholders in any way without Party A’s prior written consent; provided. However, however, that Party D C shall promptly distribute all or part of its distributable profits to its shareholders upon Party A’s request; and; 2.1.14 At the request of Party A, to appoint persons nominated by Party A to be executive the directors of Party D.C; 2.2 Covenants Relating to the Transferor Party C B hereby covenants: 2.2.1 Not to sell, transfer, mortgage or otherwise dispose of, or allow any other security interest to be created on, the legal or beneficial interest in the Equity Interest at any time after the signing of this Agreement without Party A’s prior written consent, other than the pledge created on the TransferorParty B’s Equity Interest in accordance with the Equity Pledge Agreement; 2.2.2 Without Party A’s prior written consent, not to vote for or sign any shareholders’ resolution at Party D’s shareholders’ meetings to approve the sale, transfer, mortgage or disposition in any other manner of, or the creation of any other security interest on, any legal or beneficial interest in the Equity Interest, except to or for the benefit of Party A or its designated persons;

Covenants Relating to the Equity Interest. 2.1 Covenants Relating to Party D C Party B and Party C and Party D hereby covenant, in relation to for the issues involving Party DC: 2.1.1 Not to supplement, amend or modify Party DC’s articles of association in any way, or to increase or decrease its registered capital, or to change its registered capital structure in any way without Party A’s prior written consent; 2.1.2 To maintain the corporate existence of Party D C and operate its business and deal with matters prudently and effectively according to good financial and business rules and practices; 2.1.3 Not to sell, transfer, mortgage or otherwise dispose of, or permit any other security interest to be created on, any of Party DC’s assets, business or legal or beneficial interests in its revenue at any time after the signing of this Agreement without Party A’s prior written consent; 2.1.4 Not to incurcreate, succeed to, guarantee or permit the existence of any liability, without Party A’s prior written consent, except (i) liabilities arising from the normal course of business, but not arising from loans; and (ii) liabilities disclosed to Party A and approved by Party A in writing;; 2 2.1.5 To operate persistently all the business in the normal course of business to maintain the value of Party DC’s assets, and not to commit any act or omission that would affect its operations and asset value; 2.1.6 Without prior written consent by Party A, not to enter into any material agreement, other than agreements entered into in Party DC’s normal course of business (for purpose of this paragraph, an agreement will be deemed material if its value exceeds RMB500,000RMB[100,000]); 2.1.7 Not to provide loans or credit to any person without Party A’s prior written consent; 2.1.8 To provide all information relating to Party DC’s operations and financial conditions upon the request of Party A; 2.1.9 To purchase and maintain insurance from insurance companies accepted by Party A. The amount and category of the insurance shall be the same as those of the insurance normally procured by companies engaged in similar businesses and possessing similar properties or assets in the area where Party D C is located; 2.1.10 Not to merge or consolidate with, or acquire or invest in, any person without Party A’s prior written consent; 2.1.11 To promptly notify Party A of any pending or threatened suit, arbitration or administrative proceedings concerning Party DC’s assets, business or revenue; 2.1.12 To execute all necessary or appropriate documents, to take all necessary or appropriate actions and to bring all necessary or appropriate claims or to make all necessary and appropriate defenses against all claims in order for Party D C to maintain the ownership over all its assets; 2.1.13 Not to distribute dividends to Party DC’s shareholders in any way without Party A’s prior written consent; provided. However, however, that Party D C shall promptly distribute all or part of its distributable profits to its shareholders upon Party A’s request; and; 2.1.14 At the request of Party A, to appoint persons nominated by Party A to be the executive directors of Party D.C. 2.2 Covenants Relating to the Transferor Party C B hereby covenants: 2.2.1 Not to sell, transfer, mortgage or otherwise dispose of, or allow any other security interest to be created on, the legal or beneficial interest in the Equity Interest at any time after the signing of this Agreement without Party A’s prior written consent, other than the pledge created on the TransferorParty B’s Equity Interest in accordance with the Equity Pledge Agreement; 2.2.2 Without Party A’s prior written consent, not to vote for or sign any shareholders’ resolution at Party D’s shareholders’ meetings to approve the sale, transfer, mortgage or disposition in any other manner of, or the creation of any other security interest on, any legal or beneficial interest in the Equity Interest, except to or for the benefit of Party A or its designated persons;

Covenants Relating to the Equity Interest. 2.1 Covenants Relating to Party D C Party B and Party C and Party D hereby covenant, in relation to Party DC: 2.1.1 Not to supplement, amend or modify Party DC’s articles of association in any way, or to increase or decrease its registered capital, or to change its registered capital structure in any way without Party A’s prior written consent; 2.1.2 To maintain the corporate existence of Party D C and operate its business and deal with matters prudently and effectively according to good financial and business rules and practices; 2.1.3 Not to sell, transfer, mortgage or otherwise dispose of, or permit any other security interest to be created on, any of Party DC’s assets, business or legal or beneficial interests in its revenue at any time after the signing of this Agreement without Party A’s prior written consent; 2.1.4 Not to incur, succeed to, guarantee or permit the existence of any liability, without Party A’s prior written consent, except (i) liabilities arising from the normal course of business, but not arising from loans; and (ii) liabilities disclosed to Party A and approved by Party A in writing; 2.1.5 To operate persistently all the business in the normal course of business to maintain the value of Party DC’s assets, and not to commit any act or omission that would affect its operations and asset value; 2.1.6 Without prior written consent by Party A, not to enter into any material agreement, other than agreements entered into in Party DC’s normal course of business (for purpose of this paragraph, an agreement will be deemed material if its value exceeds RMB500,000); 2.1.7 Not to provide loans or credit to any person without Party A’s prior written consent; 2.1.8 To provide all information relating to Party DC’s operations and financial conditions upon the request of Party A; 2.1.9 To purchase and maintain insurance from insurance companies accepted by Party A. The amount and category of the insurance shall be the same as those of the insurance normally procured by companies engaged in similar businesses and possessing similar properties or assets in the area where Party D C is located; 2.1.10 Not to merge or consolidate with, or acquire or invest in, any person without Party A’s prior written consent; 2.1.11 To promptly notify Party A of any pending or threatened suit, arbitration or administrative proceedings concerning Party DC’s assets, business or revenue; 2.1.12 To execute all necessary or appropriate documents, take all necessary or appropriate actions and to bring all necessary or appropriate claims or to make all necessary and appropriate defenses against all claims in order for Party D C to maintain the ownership over all its assets; 2.1.13 Not to distribute dividends to Party DC’s shareholders in any way without Party A’s prior written consent; provided. However, however, that Party D C shall promptly distribute all or part of its distributable profits to its shareholders upon Party A’s request; and; 2.1.14 At the request of Party A, to appoint persons nominated by Party A to be executive directors of Party D.C; 2.2 Covenants Relating to the Transferor Party C B hereby covenants: 2.2.1 Not to sell, transfer, mortgage or otherwise dispose of, or allow any other security interest to be created on, the legal or beneficial interest in the Equity Interest at any time after the signing of this Agreement without Party A’s prior written consent, other than the pledge created on the Transferor’s Equity Interest in accordance with the Equity Pledge Agreement; 2.2.2 Without Party A’s prior written consent, not to vote for or sign any shareholders’ resolution at Party DC’s shareholders’ meetings to approve the sale, transfer, mortgage or disposition in any other manner of, or the creation of any other security interest on, any legal or beneficial interest in the Equity Interest, except to or for the benefit of Party A or its designated persons;

Covenants Relating to the Equity Interest. 2.1 Covenants Relating to Party D C Party B and Party C and Party D hereby covenant, in relation to Party DC: 2.1.1 Not to supplement, amend or modify Party DC’s articles of association in any way, or to increase or decrease its registered capital, or to change its registered capital structure in any way without Party A’s prior written consent; 2.1.2 To maintain the corporate existence of Party D C and operate its business and deal with matters prudently and effectively according to good financial and business rules and practices; 2.1.3 Not to sell, transfer, mortgage or otherwise dispose of, or permit any other security interest to be created on, any of Party DC’s assets, business or legal or beneficial interests in its revenue at any time after the signing of this Agreement without Party A’s prior written consent; 2.1.4 Not to incurcreate, succeed to, guarantee or permit the existence of any liability, without Party A’s prior written consent, except (i) liabilities arising from the normal course of business, but not arising from loans; and (ii) liabilities disclosed to Party A and approved by Party A in writing; 2.1.5 To operate persistently all the business in the normal course of business to maintain the value of Party DC’s assets, and not to commit any act or omission that would affect its operations and asset value; 2.1.6 Without prior written consent by Party A, not to enter into any material agreement, other than agreements entered into in Party DC’s normal course of business (for purpose of this paragraph, an agreement will be deemed material if its value exceeds RMB500,000); 2.1.7 Not to provide loans or credit to any person without Party A’s prior written consent; 2.1.8 To provide all information relating to Party DC’s operations and financial conditions upon the request of Party A; 2.1.9 To purchase and maintain insurance from insurance companies accepted by Party A. The amount and category of the insurance shall be the same as those of the insurance normally procured by companies engaged in similar businesses and possessing similar properties or assets in the area where Party D C is located; 2.1.10 Not to merge or consolidate with, or acquire or invest in, any person without Party A’s prior written consent; 2.1.11 To promptly notify Party A of any pending or threatened suit, arbitration or administrative proceedings concerning Party DC’s assets, business or revenue; 2.1.12 To execute all necessary or appropriate documents, to take all necessary or appropriate actions and to bring all necessary or appropriate claims or to make all necessary and appropriate defenses against all claims in order for Party D C to maintain the ownership over all its assets; 2.1.13 Not to distribute dividends to Party DC’s shareholders in any way without Party A’s prior written consent; provided. However, however, that Party D C shall promptly distribute all or part of its distributable profits to its shareholders upon Party A’s request; and; 2.1.14 At the request of Party A, to appoint persons nominated by Party A to be executive the directors of Party D.C; 2.2 Covenants Relating to the Transferor Party C B hereby covenants: 2.2.1 Not to sell, transfer, mortgage or otherwise dispose of, or allow any other security interest to be created on, the legal or beneficial interest in the Equity Interest at any time after the signing of this Agreement without Party A’s prior written consent, other than the pledge created on the TransferorParty B’s Equity Interest in accordance with the Equity Pledge Agreement; 2.2.2 Without Party A’s prior written consent, not to vote for or sign any shareholders’ resolution at Party D’s shareholders’ meetings to approve the sale, transfer, mortgage or disposition in any other manner of, or the creation of any other security interest on, any legal or beneficial interest in the Equity Interest, except to or for the benefit of Party A or its designated persons;

Covenants Relating to the Equity Interest. 2.1 Covenants Relating to Party D C Party B and Party C and Party D hereby covenant, in relation to Party D: 2.1.1 Not to supplement, amend or modify Party DC’s articles of association in any way, or to increase or decrease its registered capital, or to change its registered capital structure in any way without Party A’s prior written consent; 2.1.2 To maintain the corporate existence of Party D C and operate its business and deal with matters prudently and effectively according to good financial and business rules and practices; 2.1.3 Not to sell, transfer, mortgage or otherwise dispose of, or permit any other security interest to be created on, any of Party DC’s assets, business or legal or beneficial interests in its revenue at any time after the signing of this Agreement without Party A’s prior written consent;; 2 2.1.4 Not to incurcreate, succeed to, guarantee or permit the existence of any liability, without Party A’s prior written consent, except (i) liabilities arising from the normal course of business, but not arising from loans; and (ii) liabilities disclosed to Party A and approved by Party A in writing; 2.1.5 To operate persistently all the business in the normal course of business to maintain the value of Party DC’s assets, and not to commit any act or omission that would affect its operations and asset value; 2.1.6 Without prior written consent by Party A, not to enter into any material agreement, other than agreements entered into in Party DC’s normal course of business (for purpose of this paragraph, an agreement will be deemed material if its value exceeds RMB500,000RMB 100,000); 2.1.7 Not to provide loans or credit to any person without Party A’s prior written consent; 2.1.8 To provide all information relating to Party DC’s operations and financial conditions upon the request of Party A; 2.1.9 To purchase and maintain insurance from insurance companies accepted by Party A. The amount and category of the insurance shall be the same as those of the insurance normally procured by companies engaged in similar businesses and possessing similar properties or assets in the area where Party D C is located; 2.1.10 Not to merge or consolidate with, or acquire or invest in, any person without Party A’s prior written consent; 2.1.11 To promptly notify Party A of any pending or threatened suit, arbitration or administrative proceedings concerning Party DC’s assets, business or revenue; 2.1.12 To execute all necessary or appropriate documents, to take all necessary or appropriate actions and to bring all necessary or appropriate claims or to make all necessary and appropriate defenses against all claims in order for Party D C to maintain the ownership over all its assets; 2.1.13 Not to distribute dividends to Party DC’s shareholders in any way without Party A’s prior written consent; provided. However, however, that Party D C shall promptly distribute all or part of its distributable profits to its shareholders upon Party A’s request; and; 2.1.14 At the request of Party A, to appoint persons nominated by Party A to be executive the directors of Party D.C. 2.2 Covenants Relating to the Transferor Party C B hereby covenants: 2.2.1 Not to sell, transfer, mortgage or otherwise dispose of, or allow any other security interest to be created on, the legal or beneficial interest in the Equity Interest at any time after the signing of this Agreement without Party A’s prior written consent, other than the pledge created on the TransferorParty B’s Equity Interest in accordance with the Equity Pledge Agreement; 2.2.2 Without Party A’s prior written consent, not to vote for or sign any shareholders’ resolution at Party D’s shareholders’ meetings to approve the sale, transfer, mortgage or disposition in any other manner of, or the creation of any other security interest on, any legal or beneficial interest in the Equity Interest, except to or for the benefit of Party A or its designated persons;

Covenants Relating to the Equity Interest. 2.1 Covenants Relating to Party D C Party B and Party C and Party D hereby covenant, in relation to Party D: 2.1.1 Not to supplement, amend or modify Party DC’s articles of association in any way, or to increase or decrease its registered capital, or to change its registered capital structure in any way without Party A’s prior written consent; 2.1.2 To maintain the corporate existence of Party D C and operate its business and deal with matters prudently and effectively according to good financial and business rules and practices; 2.1.3 Not to sell, transfer, mortgage or otherwise dispose of, or permit any other security interest to be created on, any of Party DC’s assets, business or legal or beneficial interests in its revenue at any time after the signing of this Agreement without Party A’s prior written consent; 2.1.4 Not to incurcreate, succeed to, guarantee or permit the existence of any liability, without Party A’s prior written consent, except (i) liabilities arising from the normal course of business, but not arising from loans; and (ii) liabilities disclosed to Party A and approved by Party A in writing; 2.1.5 To operate persistently all the business in the normal course of business to maintain the value of Party DC’s assets, and not to commit any act or omission that would affect its operations and asset value; 2.1.6 Without prior written consent by Party A, not to enter into any material agreement, other than agreements entered into in Party DC’s normal course of business (for purpose of this paragraph, an agreement will be deemed material if its value exceeds RMB500,000RMB[100,000]); 2.1.7 Not to provide loans or credit to any person without Party A’s prior written consent; 2.1.8 To provide all information relating to Party DC’s operations and financial conditions upon the request of Party A; 2.1.9 To purchase and maintain insurance from insurance companies accepted by Party A. The amount and category of the insurance shall be the same as those of the insurance normally procured by companies engaged in similar businesses and possessing similar properties or assets in the area where Party D C is located; 2.1.10 Not to merge or consolidate with, or acquire or invest in, any person without Party A’s prior written consent; 2.1.11 To promptly notify Party A of any pending or threatened suit, arbitration or administrative proceedings concerning Party DC’s assets, business or revenue; 2.1.12 To execute all necessary or appropriate documents, to take all necessary or appropriate actions and to bring all necessary or appropriate claims or to make all necessary and appropriate defenses against all claims in order for Party D C to maintain the ownership over all its assets; 2.1.13 Not to distribute dividends to Party DC’s shareholders in any way without Party A’s prior written consent; provided. However, however, that Party D C shall promptly distribute all or part of its distributable profits to its shareholders upon Party A’s request; and; 2.1.14 At the request of Party A, to appoint persons nominated by Party A to be executive the directors of Party D.C. 2.2 Covenants Relating to the Transferor Party C B hereby covenants: 2.2.1 Not to sell, transfer, mortgage or otherwise dispose of, or allow any other security interest to be created on, the legal or beneficial interest in the Equity Interest at any time after the signing of this Agreement without Party A’s prior written consent, other than the pledge created on the TransferorParty B’s Equity Interest in accordance with the Equity Pledge Agreement; 2.2.2 Without Party A’s prior written consent, not to vote for or sign any shareholders’ resolution at Party D’s shareholders’ meetings to approve the sale, transfer, mortgage or disposition in any other manner of, or the creation of any other security interest on, any legal or beneficial interest in the Equity Interest, except to or for the benefit of Party A or its designated persons;