Common use of Default Liability Clause in Contracts

Default Liability. 11.1 The Parties agree and confirm that, if any Party (the “Defaulting Party”) breaches substantially any of the agreements made under this Agreement, or fails substantially to perform any of the obligations under this Agreement, such a breach shall constitute a default under this Agreement (a “Default”), then the non-defaulting Party whose interest is damaged thereby shall have the right to require the Defaulting Party to rectify such Default or take remedial measures within a reasonable period. If the Defaulting Party fails to rectify such Default or take remedial measures within such reasonable period or within ten (10) days of the non-defaulting Party notifying the Defaulting Party in writing and requiring it to rectify the Default, then the non-defaulting Party shall have the right, at its own discretion, to (1) terminate this Agreement and require the Defaulting Party to indemnify it fully for the damage; or (2) demand the enforcement of the Defaulting Party’s obligations hereunder and require the Defaulting Party to indemnify it fully for the damage. 11.2 The Parties agree and confirm that under no circumstances shall Party A be able to demand termination of this Agreement for whatever reason. 11.3 The rights and remedy under this Agreement is cumulative, and shall not repel other rights or remedy rendered by laws. 11.4 Notwithstanding any other provisions herein, the validity of this Article 11 shall not be affected by the suspension or termination of this Agreement.

Default Liability. 11.1 10.1 The Parties agree and confirm that, if any Party (the “Defaulting PartyDEFAULTING PARTY”) breaches substantially any of the agreements made under this Agreement, or fails substantially to perform any of the obligations under this Agreement, such a breach shall constitute a default under this Agreement (a “DefaultDEFAULT”), then the non-defaulting Party whose interest is damaged thereby shall have the right to require the Defaulting Party to rectify such Default or take remedial measures within a reasonable period. If the Defaulting Party fails to rectify such Default or take remedial measures within such reasonable period or within ten (10) days of the non-defaulting Party notifying the Defaulting Party in writing and requiring it to rectify the Default, then the non-defaulting Party shall have the right, at its own discretion, to to: (1) terminate this Agreement and require the Defaulting Party to indemnify it fully for the damage; or or (2) demand the enforcement of the Defaulting Party’s obligations hereunder and require the Defaulting Party to indemnify it fully for the damage. 11.2 The Parties agree and confirm that under no circumstances shall Party A be able to demand termination of this Agreement for whatever reason. 11.3 The rights and remedy under this Agreement is cumulative, and shall not repel other rights or remedy rendered by laws. 11.4 10.2 Notwithstanding any other provisions herein, the validity of this Article 11 10 shall not be affected by the suspension or termination of this Agreement.

Default Liability. 11.1 9.1 The Parties agree and confirm that, if any Party of the Parties (the “Defaulting PartyDEFAULTING PARTY”) breaches substantially any of the agreements made under this Agreement, provisions herein or fails substantially to perform any of the obligations under this Agreementhereunder, such a breach or failure shall constitute a default under this Agreement (a “DefaultDEFAULT”), then . In such event any of the nonother Parties without default (a “NON-defaulting Party whose interest is damaged thereby DEFAULTING PARTY”) who incurs losses arising from such a Default shall have the right to require the Defaulting Party to rectify such Default or take remedial measures within a reasonable period. If the Defaulting Party fails to rectify such Default or take remedial measures within such reasonable period or within ten (10) days of the nona Non-defaulting Party Party’s notifying the Defaulting Party in writing and requiring it to rectify the Default, then the nonrelevant Non-defaulting Party shall have the right, be entitled to choose at its own discretion, to discretion to: (1) terminate this Agreement and require the Defaulting Party to indemnify it fully for the damage; or all damages, or (2) demand the enforcement of the Defaulting Party’s obligations hereunder and require specific performance by the Defaulting Party to indemnify it fully for the damage. 11.2 The Parties agree and confirm that under no circumstances shall Party A be able to demand termination of this Agreement for whatever reasonand indemnification against all damages. 11.3 The rights and remedy under this Agreement is cumulative, and shall not repel other rights or remedy rendered by laws. 11.4 9.2 Notwithstanding any other provisions herein, the validity of this Article 11 shall not be affected by the suspension or termination of this Agreement.

Default Liability. 11.1 8.1 The Parties agree and confirm that, if any Party of the Parties (the “Defaulting PartyDEFAULTING PARTY”) breaches substantially any of the agreements made under this Agreement, provisions herein or fails substantially to perform any of the obligations under this Agreementhereunder, such a breach or failure shall constitute a default under this Agreement (a “DefaultDEFAULT”), then . In such event any of the nonother Party without default (a “NON-defaulting Party whose interest is damaged thereby DEFAULTING PARTY”) who incurs losses arising from such a Default shall have the right to require the Defaulting Party to rectify such Default or take remedial measures within a reasonable period. If the Defaulting Party fails to rectify such Default or take remedial measures within such reasonable period or within ten (10) days of the nona Non-defaulting Party Party’s notifying the Defaulting Party in writing and requiring it to rectify the Default, then the nonrelevant Non-defaulting Party shall have the right, be entitled to choose at its own discretion, to discretion to: (1) terminate this Agreement and require the Defaulting Party to indemnify it fully for the damage; or all damages, or (2) demand the enforcement of the Defaulting Party’s obligations hereunder and require specific performance by the Defaulting Party to indemnify it fully for the damage. 11.2 The Parties agree and confirm that under no circumstances shall Party A be able to demand termination of this Agreement for whatever reasonand indemnification against all damages. 11.3 The rights and remedy under 8.2 Without limiting the generality of Article 8.1 above, any breach by Operator of the Exclusive Service Agreement, Call Option Agreement or Pledge Agreement shall be deemed as having constituted the breach by such Operator of this Agreement is cumulative, and shall not repel other rights or remedy rendered by lawsAgreement. 11.4 8.3 Notwithstanding any other provisions herein, the validity of this Article 11 shall not be affected by the suspension or termination of this Agreement.

Default Liability. 11.1 8.1 The Parties agree and confirm that, if any Party of the Parties (the “Defaulting Party”) breaches substantially any of the agreements made under this Agreement, provisions herein or fails substantially to perform any of the obligations under this Agreementhereunder, such a breach or failure shall constitute a default under this Agreement (a “Default”), then . In such event any of the nonother Parties without default (a “Non-defaulting Party whose interest is damaged thereby Party”) who incurs losses arising from such a Default shall have the right to require the Defaulting Party to rectify such Default or take remedial measures within a reasonable period. If the Defaulting Party fails to rectify such Default or take remedial measures within such reasonable period or within ten (10) days of the nona Non-defaulting Party Party’s notifying the Defaulting Party in writing and requiring it to rectify the Default, then the non-defaulting Party (1)the Company shall have the right, at its own discretion, right to (1) terminate this Agreement and require the Defaulting Party to indemnify it fully for all damages if the damage; Shareholder or SH Quanshi is the Defaulting Party, or (2) demand the enforcement of Non-defaulting Party shall have the Defaulting Party’s obligations hereunder and right to require the Defaulting Party to indemnify it fully for the damagedamages, otherwise the Non-defaulting Party hasn’t any right to termination or release this Agreement or the entrustment under this Agreement under any circumstances. 11.2 The Parties agree and confirm that under no circumstances shall Party A be able to demand termination of this Agreement for whatever reason. 11.3 8.2 The rights and remedy under relieves prescribed in this Agreement is cumulative, are accumulative and shall not repel don’t exclude any other rights or remedy rendered relieves ruled by the laws. 11.4 8.3 Notwithstanding any other provisions herein, the validity of this Article 11 shall not be affected by the suspension or termination of this Agreement.

Default Liability. 11.1 8.1 The Parties agree and confirm that, if any Party of the Parties (the “Defaulting Party”) breaches substantially any of the agreements made under this Agreement, provisions herein or fails substantially to perform any of the obligations under this Agreementhereunder, such a breach or failure shall constitute a default under this Agreement (a “Default”), then . In such event any of the nonother Parties without default (a “Non-defaulting Party whose interest is damaged thereby Party”) who incurs losses arising from such a Default shall have the right to require the Defaulting Party to rectify such Default or take remedial measures within a reasonable period. If the Defaulting Party fails to rectify such Default or take remedial measures within such reasonable period or within ten (10) days of the nona Non-defaulting Party Party’s notifying the Defaulting Party in writing and requiring it to rectify the Default, then the non-defaulting Party (1)the Company shall have the right, at its own discretion, right to (1) terminate this Agreement and require the Defaulting Party to indemnify it fully for all damages if the damage; Shareholder or Baifen Creation is the Defaulting Party, or (2) demand the enforcement of Non-defaulting Party shall have the Defaulting Party’s obligations hereunder and right to require the Defaulting Party to indemnify it fully for the damagedamages, otherwise the Non-defaulting Party hasn’t any right to termination or release this Agreement or the entrustment under this Agreement under any circumstances. 11.2 The Parties agree and confirm that under no circumstances shall Party A be able to demand termination of this Agreement for whatever reason. 11.3 8.2 The rights and remedy under relieves prescribed in this Agreement is cumulative, are accumulative and shall not repel don’t exclude any other rights or remedy rendered relieves ruled by the laws. 11.4 8.3 Notwithstanding any other provisions herein, the validity of this Article 11 shall not be affected by the suspension or termination of this Agreement.

Default Liability. 11.1 9.1 The Parties agree and confirm that, if any Party of the Parties (the “Defaulting PartyDEFAULTING PARTY”) breaches substantially any of the agreements made under this Agreement, provisions herein or fails substantially to perform any of the obligations under this Agreementhereunder, such a breach or failure shall constitute a default under this Agreement (a “DefaultDEFAULT”), then . In such event any of the nonother Parties without default (a “NON-defaulting Party whose interest is damaged thereby DEFAULTING PARTY”) who incurs losses arising from such a Default shall have the right to require the Defaulting Party to rectify such Default or take remedial measures within a reasonable period. If the Defaulting Party fails to rectify such Default or take remedial measures within such reasonable period or within ten (10) days of the nona Non-defaulting Party Party’s notifying the Defaulting Party in writing and requiring it to rectify the Default, then the nonrelevant Non-defaulting Party shall have the right, be entitled to choose at its own discretion, to discretion to: (1) terminate this Agreement and require the Defaulting Party to indemnify it fully for the damage; or all damages, or (2) demand the enforcement of the Defaulting Party’s obligations hereunder and require specific performance by the Defaulting Party to indemnify it fully for the damage. 11.2 The Parties agree and confirm that under no circumstances shall Party A be able to demand termination of this Agreement for whatever reasonand indemnification against all damages. 11.3 The rights and remedy under 9.2 Without limiting the generality of Article 8.1 above, any breach by any Shareholder of the Call Option Agreement or Equity Pledge Agreement shall be deemed as having constituted the breach by such Shareholder of this Agreement; any breach by Target Company of the Exclusive Service Agreement is cumulative, and or Call Option Agreement shall not repel other rights or remedy rendered be deemed as having constituted the breach by lawsTarget Company of this Agreement. 11.4 9.3 Notwithstanding any other provisions herein, the validity of this Article 11 shall not be affected by the suspension or termination of this Agreement.

Default Liability. 11.1 8.1 The Parties agree and confirm that, if any Party of the Parties (the “Defaulting PartyDEFAULTING PARTY”) breaches substantially any of the agreements made under this Agreement, provisions herein or fails substantially to perform any of the obligations under this Agreementhereunder, such a breach or failure shall constitute a default under this Agreement (a “DefaultDEFAULT”), then . In such event any of the nonother Parties without default (a “NON-defaulting Party whose interest is damaged thereby DEFAULTING PARTY”) who incurs losses arising from such a Default shall have the right to require the Defaulting Party to rectify such Default or take remedial measures within a reasonable period. If the Defaulting Party fails to rectify such Default or take remedial measures within such reasonable period or within ten (10) days of the nona Non-defaulting Party Party’s notifying the Defaulting Party in writing and requiring it to rectify the Default, then the nonrelevant Non-defaulting Party shall have the right, be entitled to choose at its own discretion, discretion to (1) terminate this Agreement and require the Defaulting Party to indemnify it fully for the damage; all damages, or (2) demand the enforcement of the Defaulting Party’s obligations hereunder and require specific performance by the Defaulting Party to indemnify it fully for the damageof this Agreement and indemnification against all damages. 11.2 8.2 Without limiting the generality of Article 8.1 above, any breach by any Shareholder of the Call Option Agreement or Equity Pledge Agreement shall be deemed as having constituted the breach by such Shareholder of this Agreement; any breach by Target Company of the Exclusive Service Agreement or Call Option Agreement shall be deemed as having constituted the breach by Target Company of this Agreement. 8.3 The Parties agree and confirm that under no circumstances confirm, the Shareholders or Target Company shall Party A be able to demand not request the termination of this Agreement for whatever reasonwhatsoever reason and under whatsoever circumstance, except otherwise stipulated by laws or this Agreement. 11.3 The rights and remedy under this Agreement is cumulative, and shall not repel other rights or remedy rendered by laws. 11.4 8.4 Notwithstanding any other provisions herein, the validity of this Article 11 shall not be affected by the suspension or termination of this Agreement.

Default Liability. 11.1 8.1 The Parties agree and confirm that, if any Party of the Parties (the “Defaulting Party”) breaches substantially any of the agreements made under this Agreement, provisions herein or fails substantially to perform any of the obligations under this Agreementhereunder, such a breach or failure shall constitute a default under this Agreement (a “Default”), then . In such event any of the nonother Parties without default (a “Non-defaulting Party whose interest is damaged thereby Party”) who incurs losses arising from such a Default shall have the right to require the Defaulting Party to rectify such Default or take remedial measures within a reasonable period. If the Defaulting Party fails to rectify such Default or take remedial measures within such reasonable period or within ten (10) days of the nona Non-defaulting Party Party’s notifying the Defaulting Party in writing and requiring it to rectify the Default, then the non-defaulting Party (1)the Company shall have the right, at its own discretion, right to (1) terminate this Agreement and require the Defaulting Party to indemnify it fully for all damages if the damage; Shareholder or SH Allyes is the Defaulting Party, or (2) demand the enforcement of Non-defaulting Party shall have the Defaulting Party’s obligations hereunder and right to require the Defaulting Party to indemnify it fully for the damagedamages, otherwise the Non-defaulting Party hasn’t any right to termination or release this Agreement or the entrustment under this Agreement under any circumstances. 11.2 The Parties agree and confirm that under no circumstances shall Party A be able to demand termination of this Agreement for whatever reason. 11.3 8.2 The rights and remedy under relieves prescribed in this Agreement is cumulative, are accumulative and shall not repel don’t exclude any other rights or remedy rendered relieves ruled by the laws. 11.4 8.3 Notwithstanding any other provisions herein, the validity of this Article 11 shall not be affected by the suspension or termination of this Agreement.

Default Liability. 11.1 8.1 The Parties agree and confirm that, if any Party of the Parties (the “Defaulting PartyDEFAULTING PARTY”) breaches substantially any of the agreements made under this Agreement, provisions herein or fails substantially to perform any of the obligations under this Agreementhereunder, such a breach or failure shall constitute a default under this Agreement (a “DefaultDEFAULT”), then . In such event any of the nonother Parties without default (a “NON-defaulting Party whose interest is damaged thereby DEFAULTING PARTY”) who incurs losses arising from such a Default shall have the right to require the Defaulting Party to rectify such Default or take remedial measures within a reasonable period. If the Defaulting Party fails to rectify such Default or take remedial measures within such reasonable period or within ten (10) days of the nona Non-defaulting Party Party’s notifying the Defaulting Party in writing and requiring it to rectify the Default, then the nonrelevant Non-defaulting Party shall have the right, be entitled to choose at its own discretion, to discretion to: (1) terminate this Agreement and require the Defaulting Party to indemnify it fully for the damage; or all damages, or (2) demand the enforcement of the Defaulting Party’s obligations hereunder and require specific performance by the Defaulting Party to indemnify it fully for the damage. 11.2 The Parties agree and confirm that under no circumstances shall Party A be able to demand termination of this Agreement for whatever reasonand indemnification against all damages. 11.3 The rights and remedy under 8.2 Without limiting the generality of Article 8.1 above, any breach by any Shareholder of the Call Option Agreement or Equity Pledge Agreement shall be deemed as having constituted the breach by such Shareholder of this Agreement; any breach by Target Company of the Exclusive Service Agreement is cumulative, and or Call Option Agreement shall not repel other rights or remedy rendered be deemed as having constituted the breach by lawsTarget Company of this Agreement. 11.4 8.3 Notwithstanding any other provisions herein, the validity of this Article 11 shall not be affected by the suspension or termination of this Agreement.

Default Liability. 11.1 8.1 The Parties agree and confirm that, if any Party of the Parties (the “Defaulting Party”) breaches substantially any of the agreements made under this Agreement, provisions herein or fails substantially to perform any of the obligations under this Agreementhereunder, such a breach or failure shall constitute a default under this Agreement (a “Default”), then . In such event any of the nonother Parties without default (a “Non-defaulting Party whose interest is damaged thereby Party”) who incurs losses arising from such a Default shall have the right to require the Defaulting Party to rectify such Default or take remedial measures within a reasonable period. If the Defaulting Party fails to rectify such Default or take remedial measures within such reasonable period or within ten (10) days of the nona Non-defaulting Party Party’s notifying the Defaulting Party in writing and requiring it to rectify the Default, then the non-defaulting Party (1)the Company shall have the right, at its own discretion, right to (1) terminate this Agreement and require the Defaulting Party to indemnify it fully for all damages if the damage; Shareholder or SH MSN is the Defaulting Party, or (2) demand the enforcement of Non-defaulting Party shall have the Defaulting Party’s obligations hereunder and right to require the Defaulting Party to indemnify it fully for the damagedamages, otherwise the Non-defaulting Party hasn’t any right to termination or release this Agreement or the entrustment under this Agreement under any circumstances. 11.2 The Parties agree and confirm that under no circumstances shall Party A be able to demand termination of this Agreement for whatever reason. 11.3 8.2 The rights and remedy under relieves prescribed in this Agreement is cumulative, are accumulative and shall not repel don’t exclude any other rights or remedy rendered relieves ruled by the laws. 11.4 8.3 Notwithstanding any other provisions herein, the validity of this Article 11 shall not be affected by the suspension or termination of this Agreement.

Default Liability. 11.1 8.1 The Parties agree and confirm that, if any Party of the Parties (the “Defaulting Party”) breaches substantially any of the agreements made under this Agreement, provisions herein or fails substantially to perform any of the obligations under this Agreementhereunder, such a breach or failure shall constitute a default under this Agreement (a “Default”), then . In such event any of the nonother Parties without default (a “Non-defaulting Party whose interest is damaged thereby Party”) who incurs losses arising from such a Default shall have the right to require the Defaulting Party to rectify such Default or take remedial measures within a reasonable period. If the Defaulting Party fails to rectify such Default or take remedial measures within such reasonable period or within ten (10) days of the nona Non-defaulting Party Party’s notifying the Defaulting Party in writing and requiring it to rectify the Default, then the non-defaulting Party (1)the Company shall have the right, at its own discretion, right to (1) terminate this Agreement and require the Defaulting Party to indemnify it fully for all damages if the damage; Shareholder or SH Kuantong is the Defaulting Party, or (2) demand the enforcement of Non-defaulting Party shall have the Defaulting Party’s obligations hereunder and right to require the Defaulting Party to indemnify it fully for the damagedamages, otherwise the Non-defaulting Party hasn’t any right to termination or release this Agreement or the entrustment under this Agreement under any circumstances. 11.2 The Parties agree and confirm that under no circumstances shall Party A be able to demand termination of this Agreement for whatever reason. 11.3 8.2 The rights and remedy under relieves prescribed in this Agreement is cumulative, are accumulative and shall not repel don’t exclude any other rights or remedy rendered relieves ruled by the laws. 11.4 8.3 Notwithstanding any other provisions herein, the validity of this Article 11 shall not be affected by the suspension or termination of this Agreement.

Default Liability. 11.1 8.1 The Parties agree and confirm that, if any Party of the Parties (the “Defaulting Party”"DEFAULTING PARTY") breaches substantially any of the agreements made under this Agreement, provisions herein or fails substantially to perform any of the obligations under this Agreementhereunder, such a breach or failure shall constitute a default under this Agreement (a “Default”"DEFAULT"), then . In such event any of the nonother Parties without default (a "NON-defaulting Party whose interest is damaged thereby DEFAULTING PARTY") who incurs losses arising from such a Default shall have the right to require the Defaulting Party to rectify such Default or take remedial measures within a reasonable period. If the Defaulting Party fails to rectify such Default or take remedial measures within such reasonable period or within ten (10) days of the nona Non-defaulting Party Party's notifying the Defaulting Party in writing and requiring it to rectify the Default, then the nonrelevant Non-defaulting Party shall have the right, be entitled to choose at its own discretion, discretion to (1) terminate this Agreement and require the Defaulting Party to indemnify it fully for the damage; all damages, or (2) demand the enforcement of the Defaulting Party’s obligations hereunder and require specific performance by the Defaulting Party to indemnify it fully for the damageof this Agreement and indemnifation against all damages. 11.2 8.2 The Parties agree and confirm that under no circumstances confirm, the Shareholders or Focus Media Wireless shall Party A be able to demand not request the termination of this Agreement for whatever reasonwhatsoever reason and under whatsoever circumstance, except otherwise stipulated by laws or this Agreement. 11.3 The rights and remedy under this Agreement is cumulative, and shall not repel other rights or remedy rendered by laws. 11.4 8.3 Notwithstanding any other provisions herein, the validity of this Article 11 shall not be affected by the suspension or termination of this Agreement.

Default Liability. 11.1 9.1 The Parties agree and confirm that, if any Party (the “Defaulting Party”"DEFAULTING PARTY") breaches substantially any of the agreements made under this Agreement, or fails substantially to perform any of the obligations under this Agreement, such a breach shall constitute a default under this Agreement (a “Default”"DEFAULT"), then the non-defaulting Party whose interest is damaged thereby (the "NON-DEFAULTING PARTY") shall have the right to require the Defaulting Party to rectify such Default or take remedial measures within a reasonable period. If the Defaulting Party fails to rectify such Default or take remedial measures within such reasonable period or within ten (10) days of the non-defaulting Defaulting Party notifying the Defaulting Party in writing and requiring it to rectify the Default, then the non-defaulting Defaulting Party shall have the right, at its own discretion, to (1) terminate this Agreement and require the Defaulting Party to indemnify it fully for the damage; or (2) demand the enforcement of the Defaulting Party’s 's obligations hereunder and require the Defaulting Party to indemnify it fully for the damage. 11.2 The Parties agree and confirm that under no circumstances shall Party A be able to demand termination of this Agreement for whatever reason. 11.3 The rights and remedy under this Agreement is cumulative, and shall not repel other rights or remedy rendered by laws. 11.4 9.2 Notwithstanding any other provisions herein, the validity of this Article 11 9 shall not be affected by the suspension or termination of this Agreement.

Default Liability. 11.1 10.1 The Parties agree and confirm that, if any Party of the Parties (hereinafter referred to as the “Defaulting Party”) breaches substantially violates any provision of the agreements made under this Agreement, agreement or substantially fails substantially to perform or delays performance of any of the obligations under this Agreementhereunder, such a breach violation, failure or delay shall constitute a default under this the Agreement (a hereinafter referred to as “Default”), then the . The non-defaulting Party whose interest is damaged thereby shall have the right to require request the Defaulting Party to rectify such Default or take remedial measures actions within a reasonable period. If the Defaulting Party fails to rectify such Default or take remedial measures actions within such the reasonable period or within ten (10) days of after the non-defaulting Party notifying notifies the Defaulting Party in writing and requiring it requesting the Default to rectify the Defaultbe rectified, then the non-defaulting Party shall have the right, is entitled to decide at its own discretion, to discretion that: (1) if any of Parties A is the Defaulting Party, Party B shall be entitled to terminate this the Agreement and require the Defaulting Party to indemnify it fully compensate for the damage; or damages; (2) demand the enforcement of if Party B is the Defaulting Party’s obligations hereunder and , the non-defaulting Party shall be entitled to require the Defaulting Party to indemnify it fully compensate for the damagedamages, but unless otherwise stipulated by laws or agreed among all Parties, the non-defaulting Party has no right to terminate or cancel the Agreement in any circumstances. 11.2 The Parties agree and confirm that under no circumstances shall Party A be able to demand termination of this Agreement for whatever reason. 11.3 The rights and remedy under this Agreement is cumulative, and shall not repel other rights or remedy rendered by laws. 11.4 10.2 Notwithstanding any other provisions herein, the validity effect of this Article 11 article shall not be affected by the suspension or termination of this the Agreement.

Default Liability. 11.1 8.1 The Parties agree and confirm that, if any Party of the Parties (the “Defaulting Party”"DEFAULTING PARTY") breaches substantially any of the agreements made under this Agreement, provisions herein or fails substantially to perform any of the obligations under this Agreementhereunder, such a breach or failure shall constitute a default under this Agreement (a “Default”"DEFAULT"), then . In such event any of the nonother Parties without default (a "NON-defaulting Party whose interest is damaged thereby DEFAULTING PARTY") who incurs losses arising from such a Default shall have the right to require the Defaulting Party to rectify such Default or take remedial measures within a reasonable period. If the Defaulting Party fails to rectify such Default or take remedial measures within such reasonable period or within ten (10) days of the nona Non-defaulting Party Party's notifying the Defaulting Party in writing and requiring it to rectify the Default, then the nonrelevant Non-defaulting Party shall have the right, be entitled to choose at its own discretion, discretion to (1) terminate this Agreement and require the Defaulting Party to indemnify it fully for the damage; all damages, or (2) demand the enforcement of the Defaulting Party’s obligations hereunder and require specific performance by the Defaulting Party to indemnify it fully for the damageof this Agreement and indemnifation against all damages. 11.2 8.2 The Parties agree and confirm that under no circumstances confirm, the Shareholders or Target Company shall Party A be able to demand not request the termination of this Agreement for whatever reasonwhatsoever reason and under whatsoever circumstance, except otherwise stipulated by laws or this Agreement. 11.3 The rights and remedy under this Agreement is cumulative, and shall not repel other rights or remedy rendered by laws. 11.4 8.3 Notwithstanding any other provisions herein, the validity of this Article 11 shall not be affected by the suspension or termination of this Agreement.

Default Liability. 11.1 9.1 The Parties agree and confirm that, if any Party (the “Defaulting Party”"DEFAULTING PARTY") breaches substantially any of the agreements made under this AgreementAgreement materially, or fails substantially to perform any of the obligations under this AgreementAgreement materially, such a breach shall constitute a default under this Agreement (a “Default”"DEFAULT"), then the non-defaulting Party whose interest is damaged thereby shall have the right to require the Defaulting Party to rectify such Default or take remedial measures within a reasonable period. If the Defaulting Party fails to rectify such Default or take remedial measures within such reasonable period or within ten (10) days of the non-defaulting Party notifying the Defaulting Party in writing and requiring it to rectify the Default, then the non-defaulting Party shall have the right, at its own discretion, to (1) terminate this Agreement and require the Defaulting Party to indemnify it fully for the damage; or (2) demand the enforcement of the Defaulting Party’s 's obligations hereunder and require the Defaulting Party to indemnify it fully for the damage. 11.2 The Parties agree and confirm that 9.2 Without the agreement or common confirmation of both Parties, Focus Media Advertising Agency, under no circumstances shall Party A be able to demand termination of circumstance, could terminate this Agreement for whatever any reason, except that is required by Laws or provisions herein. 11.3 The rights and remedy under this Agreement is cumulative, and shall not repel other rights or remedy rendered by laws. 11.4 9.3 Notwithstanding any other provisions herein, the validity of this Article 11 article shall not be affected by stand disregarding the suspension or termination of this Agreement.

Default Liability. 11.1 9.1 The Parties agree and confirm that, if any Party of the Existing Shareholders (hereinafter the “Defaulting Party”) breaches substantially any of the agreements made under this Agreementprovisions herein or omits substantially to perform any of the obligations hereunder, or fails substantially to perform any of the obligations under this Agreement, such a breach or omission shall constitute a default under this Agreement (hereinafter a “Default”), then the non-defaulting Party whose interest is damaged thereby The9 Computer shall have the right to require the Defaulting Party to rectify such Default or take remedial measures within a reasonable period. If the Defaulting Party fails to rectify such Default or take remedial measures within such reasonable period or within ten (10) days of the non-defaulting Party The9 Computer notifying the Defaulting Party in writing and requiring it to rectify the Default, then the non-defaulting Party The9 Computer shall have the right, right at its own discretiondiscretion to select any of the following remedial measures, to either (1) to terminate this Agreement and require the Defaulting Party to indemnify it fully for all the damage; , or (2) demand to require mandatory performance of the enforcement obligations of the Defaulting Party’s obligations Party hereunder and require the Defaulting Party to indemnify it fully for all the damage. 11.2 9.2 The Parties agree and confirm that under in no circumstances shall Party A be able the Existing Shareholders require to demand termination of terminate this Agreement for whatever any reason. 11.3 9.3 The rights and remedy under this Agreement is remedies set out herein shall be cumulative, and shall not repel preclude any other rights or remedy rendered remedies provided by lawslaw. 11.4 9.4 Notwithstanding any other provisions herein, the validity of this Article 11 shall not be affected by stand disregarding the suspension or termination of this Agreement.

Default Liability. 11.1 7.1 The Parties agree and confirm that, if any Party party (hereinafter the “Defaulting Party”"DEFAULTING PARTY") breaches substantially any of the agreements made under this Agreementprovisions herein or omits substantially to perform any of the obligations hereunder, or fails substantially to perform any of the obligations under this Agreement, such a breach or omission shall constitute a default under this Agreement (hereinafter a “Default”"DEFAULT"), then the nonother party of the Non-defaulting Defaulting Party whose interest is damaged thereby ("NON-DEFAULTING PARTY") shall have the right to require the Defaulting Party to rectify such Default or take remedial measures within a reasonable period. If the Defaulting Party fails to rectify such Default or take remedial measures within such reasonable period or within ten (10) days of the non-defaulting Party other Party's notifying the Defaulting Party in writing and requiring it to rectify the Default, then the nonNon-defaulting Defaulting Party shall have the right, right at its own discretion, discretion to (1) terminate this Agreement and require the Defaulting Party to indemnify it fully for all the damage; or (2) demand request mandatory performance of the enforcement obligations of the Defaulting Party’s obligations Party hereunder and require the Defaulting Party to indemnify it fully for all the damage. 11.2 The Parties agree and confirm that under no circumstances shall Party A be able to demand termination of this Agreement for whatever reason. 11.3 The rights and remedy under this Agreement is cumulative, and shall not repel other rights or remedy rendered by laws. 11.4 7.2 Notwithstanding any other provisions herein, the validity of this Article 11 7 shall not be affected by stand disregarding the suspension or termination of this Agreement.

Default Liability. 11.1 9.1 The Parties agree and confirm that, that if any Party (hereinafter referred to as “the “Defaulting Party”) breaches substantially materially violates any of the agreements made under this Agreement, provisions of the Agreement or substantially fails substantially or delays to perform any of the obligations under this the Agreement, such a breach it shall constitute a default the breach of contract under this the Agreement (a “Default”), then the ) and other non-defaulting Party whose interest is damaged thereby Parties (hereinafter referred to as “the Non-defaulting Parties”) shall have the right to require the Defaulting Party to rectify such Default correct or take remedial measures within a reasonable periodperiod of time. If the Defaulting Party fails to rectify such Default correct or take remedial measures within such a reasonable period of time or within ten (10) days of after the non-defaulting other Party notifying has notified the Defaulting Party in writing and requiring it to rectify of correction request: (1) If any of Parties A or the DefaultCompany is the Defaulting Party, then the non-defaulting Party B shall have the right, at its own discretion, right to (1) terminate this the Agreement and require request the Defaulting Party to indemnify it fully pay for the damage; or damages; (2) demand the enforcement of If Party B is the Defaulting Party’s obligations hereunder and require , the Defaulting Non-defaulting Parties shall have the right to request Party B to indemnify pay for damages; unless otherwise stipulated by law or agreed by the Parties, it fully for shall have no right to terminate or cancel the damageAgreement in any circumstances. 11.2 The Parties agree and confirm that under no circumstances shall Party A be able to demand termination of this Agreement for whatever reason. 11.3 The rights and remedy under this Agreement is cumulative, and shall not repel other rights or remedy rendered by laws. 11.4 9.2 Notwithstanding any other provisions hereinof the Agreement, the validity of this Article 11 shall not be affected by the suspension or termination of this the Agreement.

Default Liability. 11.1 9.1 The Parties parties agree and confirm that, that if any Party party (hereinafter referred to as “the “Defaulting Party”) breaches substantially materially violates any of the agreements made under this Agreement, provisions of the Agreement or substantially fails substantially or delays to perform any of the obligations under this the Agreement, such a breach it shall constitute a default the breach of contract under this the Agreement (a “Default”), then the ) and other non-defaulting Party whose interest is damaged thereby parties (hereinafter referred to as “the Non-defaulting Parties”) shall have the right to require the Defaulting Party to rectify such Default correct or take remedial measures within a reasonable periodperiod of time. If the Defaulting Party fails to rectify such Default correct or take remedial measures within such a reasonable period of time or within ten (10) days of after the non-defaulting Party notifying other party has notified the Defaulting Party in writing and requiring it to rectify of correction request: (1) If any shareholder or company is the DefaultDefaulting Party, then the non-defaulting Party WFOE shall have the right, at its own discretion, right to (1) terminate this the Agreement and require request the Defaulting Party to indemnify it fully pay for the damage; or damages; (2) demand If the enforcement of WFOE is the Defaulting Party’s obligations hereunder and require , the Defaulting Party Non-defaulting Parties shall have the right to indemnify request the WFOE to pay for damages; unless otherwise stipulated by law or agreed by the parties, it fully for shall have no right to terminate or cancel the damageAgreement in any circumstances. 11.2 The Parties agree and confirm that under no circumstances shall Party A be able to demand termination of this Agreement for whatever reason. 11.3 The rights and remedy under this Agreement is cumulative, and shall not repel other rights or remedy rendered by laws. 11.4 9.2 Notwithstanding any other provisions hereinof the Agreement, the validity of this Article 11 shall not be affected by the suspension or termination of this the Agreement.

Default Liability. 11.1 The Parties agree and confirm that, acknowledge that if any Party (the “Defaulting Party”) substantially breaches substantially any of the agreements made under this Agreement, or substantially fails substantially to perform any of the obligations under this Agreement, such a breach shall constitute a default under this Agreement (a the “Default”), then and the non-defaulting Party whose interest is damaged thereby party (the “Non-defaulting Party”) shall have the right to require the Defaulting Party to rectify such Default or take remedial measures within a reasonable period. If the Defaulting Party fails to rectify such Default or take remedial measures within such reasonable period or within ten (10) days of after the nonNon-defaulting Party notifying notifies the Defaulting Party in writing and requiring writing, requesting it to rectify the Default, then the nonNon-defaulting Party shall have the rightshall, at its own sole discretion, have the right to (1) terminate this Agreement and require the Defaulting Party to indemnify it fully for all the damage; or (2) demand the enforcement of require specific performance by the Defaulting Party’s Party of its obligations hereunder and require the Defaulting Party to indemnify it fully for all the damage. 11.2 The Parties agree and confirm that under no circumstances shall Party A be able to demand termination of this Agreement for whatever reason. 11.3 The rights and remedy under this Agreement is cumulative, and shall not repel other rights or remedy rendered by laws. 11.4 Notwithstanding any other provisions herein, the validity effectiveness of this Article 11 shall not be affected by survive the suspension or termination of this Agreement.

Default Liability. 11.1 8.1 The Parties agree and confirm that, if any Party of the Parties (the “Defaulting Party”"DEFAULTING PARTY") breaches substantially any of the agreements made under this Agreement, provisions herein or fails substantially to perform any of the obligations under this Agreementhereunder, such a breach or failure shall constitute a default under this Agreement (a “Default”"DEFAULT"), then . In such event any of the nonother Parties without default (a "NON-defaulting Party whose interest is damaged thereby DEFAULTING PARTY") who incurs losses arising from such a Default shall have the right to require the Defaulting Party to rectify such Default or take remedial measures within a reasonable period. If the Defaulting Party fails to rectify such Default or take remedial measures within such reasonable period or within ten (10) days of the nona Non-defaulting Party Party's notifying the Defaulting Party in writing and requiring it to rectify the Default, then the nonrelevant Non-defaulting Party shall have the right, be entitled to choose at its own discretion, discretion to (1) terminate this Agreement and require the Defaulting Party to indemnify it fully for the damage; all damages, or (2) demand the enforcement of the Defaulting Party’s obligations hereunder and require specific performance by the Defaulting Party to indemnify it fully for the damageof this Agreement and indemnifation against all damages. 11.2 8.2 The Parties agree and confirm that under no circumstances confirm, the Shareholders or Shiji Shenghuo shall Party A be able to demand not request the termination of this Agreement for whatever reasonwhatsoever reason and under whatsoever circumstance, except otherwise stipulated by laws or this Agreement. 11.3 The rights and remedy under this Agreement is cumulative, and shall not repel other rights or remedy rendered by laws. 11.4 8.3 Notwithstanding any other provisions herein, the validity of this Article 11 shall not be affected by the suspension or termination of this Agreement.

Default Liability. 11.1 9.1 The Parties agree and confirm that, if any Party party (hereinafter referred to as the “Defaulting Party”) materially breaches substantially any of the agreements made provision hereof or materially fails to perform any obligation under this Agreement, or fails substantially to perform any of the obligations under this Agreement, such it constitutes a breach shall constitute a default of contract under this Agreement (hereinafter referred to as a “Default”), then the and any other non-defaulting Defaulting Party whose interest is damaged thereby shall have has the right to require the Defaulting Party to rectify such Default make corrections or take remedial measures within a reasonable periodperiod of time. If the Defaulting Party fails to rectify such Default make corrections or take remedial measures within such a reasonable period of time or within ten 15 days after the written notice provided by other non-Defaulting Party requesting for correction, then (101) days of In case the Defaulting Party is a Shareholder, the WFOE shall be entitled to terminate this Agreement and claim damages from the Defaulting Party. (2) If the WFOE is the Defaulting Party, the non-defaulting Party notifying the Defaulting Party in writing and requiring it to rectify the Default, then the non-defaulting Party shall have the right, at its own discretion, right to (1) terminate this Agreement and require the Defaulting Party to indemnify it fully for the damage; or (2) demand the enforcement of claim damages from the Defaulting Party’s obligations hereunder and require the Defaulting Party to indemnify it fully for the damage. 11.2 The Parties agree and confirm that , but under no circumstances shall Party A be able it have any right to demand termination terminate or suspend this Agreement unless otherwise provided by law. 9.2 Notwithstanding other provisions of this Agreement for whatever reason. 11.3 The rights and remedy under this Agreement is cumulative, and shall not repel other rights or remedy rendered by laws. 11.4 Notwithstanding any other provisions hereinAgreement, the validity of this Article 11 article shall not be affected by the any termination or suspension or termination of this Agreement.

Default Liability. 11.1 The Parties agree and confirm that, if any Party (hereinafter the “Defaulting Party”) breaches substantially commits material breach of any of the agreements made under this Agreementprovision hereof, or materially fails substantially to perform any of the obligations under this Agreementobligation hereunder, such a breach or failure shall constitute a default under this Agreement (hereinafter a “Default”), then the non-defaulting Party whose interest is damaged thereby shall have the right be entitled to require demand the Defaulting Party to rectify such Default or take remedial measures within a reasonable period. If the Defaulting Party fails to rectify such Default or take remedial measures within such reasonable period or within ten (10) 15 days of following the written notice issued by the non-defaulting Party notifying and the Defaulting Party in writing and requiring it to rectify the Defaultrectification requirement, then the non-defaulting Party shall have the rightbe entitled to decide to, at its own discretion, to : (1) terminate this Agreement and require the Defaulting Party to indemnify it fully for all the damagedamages; or (2) demand require the enforcement performance of the Defaulting Party’s obligations hereunder and require the Defaulting Party to indemnify it fully for all the damagedamages. 11.2 The Notwithstanding Section 11.1 above, the Parties agree and confirm acknowledge that under no circumstances shall Party A Shanghai Xxxx Xxxx be able entitled to demand termination of terminate this Agreement for whatever reason, unless otherwise provided by law or this Agreement. 11.3 The rights and remedy under this Agreement is cumulative, and shall not repel other rights or remedy rendered by laws. 11.4 Notwithstanding any other provisions herein, the validity of this Article 11 shall not be affected by survive the suspension or termination of this Agreement.

Default Liability. 11.1 8.1 The Parties agree and confirm that, if any Party of the Parties (the “Defaulting Party”) breaches substantially any of the agreements made under this Agreement, provisions herein or fails substantially to perform any of the obligations under this Agreementhereunder, such a breach or failure shall constitute a default under this Agreement (a “Default”), then . In such event any of the nonother Parties without default (a “Non-defaulting Party whose interest is damaged thereby Party”) who incurs losses arising from such a Default shall have the right to require the Defaulting Party to rectify such Default or take remedial measures within a reasonable period. If the Defaulting Party fails to rectify such Default or take remedial measures within such reasonable period or within ten (10) days of the nona Non-defaulting Party Party’s notifying the Defaulting Party in writing and requiring it to rectify the Default, then the nonrelevant Non-defaulting Party shall have the right, be entitled to choose at its own discretion, discretion to (1) terminate this Agreement and require the Defaulting Party to indemnify it fully for the damage; all damages, or (2) demand the enforcement of the Defaulting Party’s obligations hereunder and require specific performance by the Defaulting Party to indemnify it fully for the damageof this Agreement and indemnifation against all damages. 11.2 8.2 The Parties agree and confirm that under no circumstances confirm, the Shareholders or CGEN Culture shall Party A be able to demand not request the termination of this Agreement for whatever reasonwhatsoever reason and under whatsoever circumstance, except otherwise stipulated by laws or this Agreement. 11.3 The rights and remedy under this Agreement is cumulative, and shall not repel other rights or remedy rendered by laws. 11.4 8.3 Notwithstanding any other provisions herein, the validity of this Article 11 shall not be affected by the suspension or termination of this Agreement.

Default Liability. 11.1 10.1 The Parties agree and confirm that, if any Party (the “Defaulting PartyDEFAULTING PARTY”) breaches substantially any of the agreements made under this Agreement, or fails substantially to perform any of the obligations under this Agreement, such a breach shall constitute a default under this Agreement (a “DefaultDEFAULT”), then the non-defaulting Party whose interest is damaged thereby shall have the right to require the Defaulting Party to rectify such Default or take remedial measures within a reasonable period. If the Defaulting Party fails to rectify such Default or take remedial measures within such reasonable period or within ten (10) days of the non-defaulting Party notifying the Defaulting Party in writing and requiring it to rectify the Default, then the non-non- defaulting Party shall have the right, at its own discretion, to to: (1) terminate this Agreement and require the Defaulting Party to indemnify it fully for the damage; or (2) demand the enforcement of the Defaulting Party’s obligations hereunder and require the Defaulting Party to indemnify it fully for the damage. 11.2 The Parties agree and confirm that under no circumstances shall Party A be able to demand termination of this Agreement for whatever reason. 11.3 The rights and remedy under this Agreement is cumulative, and shall not repel other rights or remedy rendered by laws. 11.4 10.2 Notwithstanding any other provisions herein, the validity of this Article 11 10 shall not be affected by the suspension or termination of this Agreement.

Default Liability. 11.1 16.1 The Parties agree and confirm that, if any Party (hereinafter the “Defaulting Party”) breaches substantially any of the agreements warranties or undertakings made under this Agreement, or fails substantially to perform any of the obligations under this Agreement, such a breach shall constitute a default under this Agreement (hereinafter a “Default”), then any of the remaining non-defaulting Party whose interest is damaged thereby Parties (hereinafter the “Non-defaulting Party”) shall have the right to require the Defaulting Party to rectify such Default or take remedial measures within a reasonable period. If the Defaulting Party fails to rectify such Default or take remedial measures within such reasonable period or within ten thirty (1030) days of the non-defaulting other Party notifying the Defaulting Party in writing and requiring it to rectify the Default, then any of the nonNon-defaulting Party Parties shall have the right, at its own discretion, right to (1) terminate this Agreement and require the Defaulting Party to indemnify it fully for the damage; or (2) demand the enforcement of the Defaulting Party’s obligations hereunder and require the Defaulting Party to indemnify it fully for the damage. 11.2 The Parties agree and confirm that under no circumstances shall Party A be able to demand termination of this Agreement for whatever reason. 11.3 The rights and remedy under this Agreement is cumulative, and shall not repel other rights or remedy rendered by laws. 11.4 16.2 Notwithstanding any other provisions herein, the validity of this Article 11 shall not be affected by stand disregarding the suspension or termination of this Agreement.

Default Liability. 11.1 The Parties agree and confirm that, if any Party (hereinafter the “Defaulting Party”) breaches substantially any of the agreements made under this Agreement, provisions herein or fails substantially to perform any of the obligations under this Agreement, such a breach or failure shall constitute a default under this Agreement (hereinafter a “Default”), then the non-defaulting Party whose interest (hereinafter the “Non-defaulting Party”) is damaged thereby shall have the right entitled to require the Defaulting Party to rectify such Default or take remedial measures within a reasonable period. If the Defaulting Party fails to rectify such Default or take remedial measures within such reasonable period or within ten (10) days of receiving the nonwritten notice of the Non-defaulting Party notifying thereof, the Defaulting Party in writing and requiring it to rectify the Default, then the nonNon-defaulting Party shall have the rightbe entitled to decide, at its own discretion: 11.1.1 Provided that the Defaulting Party is the Existing Shareholder or the Company, Tianjin Xxxxx has the right to (1) terminate this Agreement and require the Defaulting Party to indemnify it fully for all the damage; or (2) demand the enforcement of the Defaulting Party’s obligations hereunder and require damages. 11.1.2 Provided that the Defaulting Party is Tianjin Xxxxx, the Non-defaulting Party is entitled to demand the Defaulting Party indemnify it fully for all the damage. 11.2 The Parties agree and confirm that under damages. Unless otherwise specified by laws, in no circumstances shall the Non-defaulting Party A be able to demand demands for termination of this Agreement for whatever reason. 11.3 The rights and remedy under this Agreement is cumulative, and shall not repel other rights or remedy rendered by laws. 11.4 11.2 Notwithstanding any other provisions herein, the validity of this Article 11 shall not be affected by survive the suspension or termination of this Agreement.

Default Liability. 11.1 10.1 The Parties agree and confirm that, if any either Party (hereinafter the “Defaulting Party”) breaches substantially any of the agreements warranties or undertakings made under this Agreement, or fails substantially to perform any of the obligations under this Agreement, such a breach shall constitute a default under this Agreement (hereinafter a “Default”), then the other non-defaulting Party whose interest is damaged thereby (hereinafter the “Non-defaulting Party”) shall have the right to require the Defaulting Party to rectify such Default or take remedial measures within a reasonable period. If the Defaulting Party fails to rectify such Default or take remedial measures within such reasonable period or within ten thirty (1030) days of the nonNon-defaulting Party notifying the Defaulting Party in writing and requiring it to rectify the Default, then the nonNon-defaulting Party shall have the right, at its own discretion, right to (1) terminate this Agreement and and/or require the Defaulting Party to indemnify it fully for the damage; or (2) demand the enforcement of the Defaulting Party’s obligations hereunder and require the Defaulting Party to indemnify it fully for the damage. 11.2 The Parties agree and confirm that under no circumstances shall Party A be able to demand termination of this Agreement for whatever reason. 11.3 10.2 The rights and remedy under this Agreement is cumulativeremedies hereunder are accumulative, and shall not repel exclude any other rights or remedy rendered and remedies provided by the laws. 11.4 Notwithstanding any other provisions herein, the validity of this Article 11 shall not be affected by the suspension or termination of this Agreement.

Default Liability. 11.1 10.1 The Parties agree and confirm that, if any Party of the Parties (hereinafter referred to as the “Defaulting Party”) breaches substantially violates any provision of the agreements made under this Agreement, Agreement or substantially fails substantially to perform or delays performance of any of the obligations under this Agreementhereunder, such a breach violation, failure or delay shall constitute a default under this the Agreement (a hereinafter referred to as “Default”), then the . The non-defaulting Party whose interest is damaged thereby shall have the right to require request the Defaulting Party to rectify such Default or take remedial measures actions within a reasonable period. If the Defaulting Party fails to rectify such Default or take remedial measures actions within such the reasonable period or within ten (10) days of after the non-defaulting Party notifying notifies the Defaulting Party in writing and requiring it requesting the Default to rectify the Defaultbe rectified, then the non-defaulting Party shall have the right, is entitled to decide at its own discretion, to discretion that: (1) if any Existing Shareholder is the Defaulting Party, the WFOE shall be entitled to terminate this the Agreement and require the Defaulting Party to indemnify it fully compensate for the damage; or damages; (2) demand if the enforcement of WFOE is the Defaulting Party’s obligations hereunder and , the non-defaulting Party shall be entitled to require the Defaulting Party to indemnify it fully compensate for the damagedamages, but unless otherwise stipulated by laws or agreed among all Parties, the non-defaulting Party has no right to terminate or cancel the Agreement in any circumstances. 11.2 The Parties agree and confirm that under no circumstances shall Party A be able to demand termination of this Agreement for whatever reason. 11.3 The rights and remedy under this Agreement is cumulative, and shall not repel other rights or remedy rendered by laws. 11.4 10.2 Notwithstanding any other provisions herein, the validity effect of this Article 11 article shall not be affected by the suspension or termination of this the Agreement.

Default Liability. 11.1 The Parties agree and confirm acknowledge that, if any Party (the “"Defaulting Party”") substantially breaches substantially any of the agreements made under this Agreement, provisions herein or fails substantially to perform any of the obligations under this Agreement, such a breach or failure shall constitute a default under this Agreement (a “the "Default”"), then the non-defaulting Party whose interest (the “Non-defaulting Party”) is damaged thereby shall have the right entitled to require the Defaulting Party to rectify such Default or take remedial measures within a reasonable period. If the Defaulting Party fails to rectify such Default or take remedial measures within such reasonable period or within ten (10) days of receiving the nonwritten notice of the Non-defaulting Party notifying thereof requesting rectification, the Defaulting Party in writing and requiring it to rectify the Default, then the nonNon-defaulting Party shall have the rightbe entitled to decide, at its own discretion, to : (1) to terminate this Agreement and require the Defaulting Party to indemnify it fully for all the damage; damages, or (2) to demand the enforcement Defaulting Party to continue the performance of the Defaulting Party’s its obligations hereunder and require the Defaulting Party to indemnify it fully for all the damagedamages. 11.2 The Parties agree and confirm that under no circumstances shall Party A be able to demand termination of this Agreement for whatever reason. 11.3 The rights and remedy under this Agreement is remedies set out herein shall be cumulative, and shall not repel preclude any other rights or remedy rendered remedies provided by lawsthe law (including but not limited to relevant indemnification, compensation and other remedial measures admitted by law). 11.4 11.3 Notwithstanding any other provisions herein, the validity effectiveness of this Article 11 shall not be affected by survive the suspension or termination of this Agreement.