Common use of Default Liability Clause in Contracts

Default Liability. 9.1 The Parties agree and acknowledge that if any Party (the “Defaulting Party”) breaches any provision hereunder, or fails to perform or delays in performing any obligations hereunder, such breach, failure or delay shall constitute a default hereunder (the “Default”) and that in such event, the non-defaulting Party/Parties (the “Non-Defaulting Party”) shall have the right to demand the Defaulting Party to cure such Default or take remedial measures within a reasonable time. If the Defaulting Party fails to cure such Default or take remedial measures with such reasonable time or within ten (10) days of the Non-Defaulting Party notifying the Defaulting Party in writing and requesting it to cure such Default, the Non-Defaulting Party may elect, in its (their) discretion, to do the following: 9.1.1 If the Defaulting Party is any of Each of Shareholders or the Company, the WFOE shall have the right to terminate this Agreement and claim the Defaulting Party to indemnify the damages. In order to avoid doubt, the responsibility of shareholders or the responsibility between the shareholders and the Company is independent, and the shareholders do not bear any joint liability for any obligation or responsibility of the other existing shareholders or the Company. 9.1.2 If the Defaulting Party is the WFOE, the Non-defaulting Party has right to claim the Defaulting Party to indemnify the damages, provided that in no event shall the Non-defaulting Party have the right to terminate or rescind this Agreement, except that the contrary is provided by the law. 9.2 Notwithstanding any other provisions herein, the effectiveness of this Article shall survive the suspension or termination of this Agreement.

Default Liability. 9.1 The Parties agree and acknowledge that if any Party (the “Defaulting Party”) breaches any provision hereunder, or fails to perform or delays in performing any obligations hereunder, such breach, failure or delay shall constitute a default hereunder (the “Default”) and that in such event, the non-defaulting Party/Parties (the “Non-Defaulting Party”) shall have the right to demand the Defaulting Party to cure such Default or take remedial measures within a reasonable time. If the Defaulting Party fails to cure such Default or take remedial measures with such reasonable time or within ten (10) days of the Non-Defaulting Party notifying the Defaulting Party in writing and requesting it to cure such Default, the Non-Defaulting Party may elect, in its (their) discretion, to do the following: 9.1.1 If if the Defaulting Party is any of Each of Shareholders or the Company, the WFOE shall have the right to terminate this Agreement and claim the Defaulting Party to indemnify the damages. In order to avoid doubt, the responsibility of shareholders or the responsibility between the shareholders and the Company is independent, and the shareholders do not bear any joint liability for any obligation or responsibility of the other existing shareholders or the Company. 9.1.2 If if the Defaulting Party is the WFOE, the Non-defaulting Party has right to claim the Defaulting Party to indemnify the damages, provided that in no event shall the Non-defaulting Party have the right to terminate or rescind this Agreement, except that the contrary is provided by the law. 9.2 Notwithstanding any other provisions herein, the effectiveness of this Article shall survive the suspension or termination of this Agreement.

Default Liability. 9.1 8.1 The Parties agree and acknowledge that confirm that, if any Party of the Parties (the “Defaulting Party”) breaches substantially any provision hereunder, of the provisions herein or fails substantially to perform or delays in performing any of the obligations hereunder, such breach, a breach or failure or delay shall constitute a default hereunder under this Agreement (the a “Default”) and that in ). In such event, event any of the nonother Parties without default (a “Non-defaulting Party/Parties (the “Non-Defaulting Party”) who incurs losses arising from such a Default shall have the right to demand require the Defaulting Party to cure rectify such Default or take remedial measures within a reasonable timeperiod. If the Defaulting Party fails to cure rectify such Default or take remedial measures with within such reasonable time period or within ten (10) days of the a Non-Defaulting Party defaulting Party’s notifying the Defaulting Party in writing and requesting requiring it to cure such rectify the Default, the Non-Defaulting Party may elect, in its then (their) discretion, to do the following: 9.1.1 If the Defaulting Party is any of Each of Shareholders or the Company, the WFOE 1)the Company shall have the right to terminate this Agreement and claim require the Defaulting Party to indemnify all damages if the damages. In order to avoid doubt, the responsibility of shareholders Shareholder or the responsibility between the shareholders and the Company SH Huxin is independent, and the shareholders do not bear any joint liability for any obligation or responsibility of the other existing shareholders or the Company. 9.1.2 If the Defaulting Party is the WFOEParty, or (2) the Non-defaulting Party has shall have the right to claim require the Defaulting Party to indemnify the damages, provided that in no event shall otherwise the Non-defaulting Party have the hasn’t any right to terminate termination or rescind release this Agreement, except that Agreement or the contrary is provided entrustment under this Agreement under any circumstances. 8.2 The rights and relieves prescribed in this Agreement are accumulative and don’t exclude any other rights or relieves ruled by the lawlaws. 9.2 8.3 Notwithstanding any other provisions herein, the effectiveness validity of this Article shall survive not be affected by the suspension or termination of this Agreement.

Default Liability. 9.1 12.1 The Parties agree and acknowledge that confirm that, if any Party (hereinafter the “Defaulting Party”) breaches substantially any provision hereunderof the agreements made under this Agreement, or fails substantially to perform or delays in performing any of the obligations hereunderunder this Agreement, such breach, failure or delay a breach shall constitute a default hereunder under this Agreement (the hereinafter a “Default”) and that in such event), then the non-defaulting Party/Parties Party (hereinafter the “Non-Defaulting defaulting Party”) shall have the right to demand require the Defaulting Party to cure rectify such Default or take remedial measures within a reasonable timeperiod. If the Defaulting Party fails to cure rectify such Default or take remedial measures with within such reasonable time period or within ten (10) days of the Non-Defaulting other Party notifying the Defaulting Party in writing and requesting requiring it to cure such rectify the Default, the Non-Defaulting then (1) in case of Party may elect, in its (their) discretion, to do the following: 9.1.1 If A being the Defaulting Party, Party is any of Each of Shareholders or the Company, the WFOE B shall have the right to terminate this Agreement and claim require the Defaulting Party to indemnify it for the damages. In order to avoid doubt, the responsibility damage; (2) in case of shareholders or the responsibility between the shareholders and the Company is independent, and the shareholders do not bear any joint liability for any obligation or responsibility of the other existing shareholders or the Company. 9.1.2 If Party B being the Defaulting Party is the WFOEParty, the Non-defaulting Party has shall have the right to claim terminate this Agreement and require the Defaulting Party to indemnify it for the damagesdamage, provided that in and under no event circumstances shall the Non-defaulting Party have the right to terminate or rescind dissolve this Agreement or the authorization under this Agreement, except that the contrary is provided by the law. 9.2 12.2 Notwithstanding any other provisions herein, the effectiveness validity of this Article shall survive stand disregarding the suspension or termination of this Agreement.

Default Liability. 9.1 The Parties agree and acknowledge that confirm that, if any Party of the Existing Shareholders (hereinafter the “Defaulting Party”, and other non-defaulting party, the "Non-Defaulting Party") breaches substantially any provision of the provisions herein or omits substantially to perform any of the obligations hereunder, or fails substantially to perform or delays in performing any of the obligations hereunderunder this Agreement, such breach, failure a breach or delay omission shall constitute a default hereunder under this Agreement (the hereinafter a “Default”) and that in such event), the non-defaulting Party/Parties (the “then Non-Defaulting Party”) Party shall have the right to demand require the Defaulting Party to cure rectify such Default or take remedial measures within a reasonable timeperiod. If the Defaulting Party fails to cure rectify such Default or take remedial measures with within such reasonable time period or within ten (10) days of after the Defaulting Party notified in writing and required to rectify the Default, then Non-Defaulting Party notifying shall have the Defaulting Party in writing and requesting it right at its own discretion to cure such Default, select any of the Non-Defaulting Party may elect, in its (their) discretion, to do the followingfollowing remedial measures: 9.1.1 If the 9.9.1 if Defaulting Party is any of Each of Shareholders or the CompanyExisting Shareholders, the WFOE shall have the Hxx Xxxx has a right to terminate this Agreement and claim require the Defaulting Party to indemnify it for all the damages. In order to avoid doubt, the responsibility of shareholders or the responsibility between the shareholders and the Company is independent, and the shareholders do not bear any joint liability for any obligation or responsibility of the other existing shareholders or the Company.; 9.1.2 If the 9.9.2 if Defaulting Party is the WFOEHxx Xxxx, the Non-defaulting Defaulting Party has a right to claim require the Defaulting Party to indemnify it for all the damages, however, unless otherwise provided that in by law, it has no event shall the Non-defaulting Party have the right to terminate or rescind this AgreementAgreement in any case. 9.2 The rights and remedies set out herein shall be cumulative, except that the contrary is and shall not preclude any other rights or remedies provided by the law. 9.2 9.3 Notwithstanding any other provisions herein, the effectiveness validity of this Article shall survive stand disregarding the suspension or termination of this Agreement.

Default Liability. 9.1 8.1 The Parties agree and acknowledge that confirm that, if any Party of the Parties (hereinafter the “Defaulting Party”) breaches substantially any provision hereunder, of the provisions herein or fails substantially to perform or delays in performing any of the obligations hereunder, such breach, a breach or failure or delay shall constitute a default hereunder under this Agreement (the hereinafter a “Default”) and that in ). In such event, event any of the non-defaulting Party/other Parties without default (the a “Non-Defaulting defaulting Party”) shall have the right to demand require the Defaulting Party to cure rectify such Default or take remedial measures within a reasonable timeperiod. If the Defaulting Party fails to cure rectify such Default or take remedial measures with within such reasonable time period or within ten (10) days of the a Non-Defaulting Party defaulting Party’s notifying the Defaulting Party in writing and requesting requiring it to cure such rectify the Default, the Non-Defaulting Party may elect, in its then (their1) discretion, to do the following: 9.1.1 If the Defaulting Party is any of Each of Shareholders or the Company, the WFOE Hxx Xxxx shall have the right be entitled to terminate this Agreement and claim require the Defaulting Party to indemnify the damages. In order to avoid doubt, the responsibility of shareholders or the responsibility between the shareholders and the Company is independent, and the shareholders do not bear any joint liability for any obligation or responsibility of the other existing shareholders or the Company. 9.1.2 If damages in case the Defaulting Party is either a Shareholder or the WFOECompany, or (2) the Non-defaulting Party has right is entitled to claim require the Defaulting Party to indemnify the damagesdamages in case such Defaulting Party is Hxx Xxxx, provided that in no event shall the Non-defaulting Party have the right shall in no circumstance be entitled to terminate or rescind cancel this AgreementAgreement or the trust hereunder. 8.2 The rights and remedies set out herein shall be cumulative, except that the contrary is and shall not preclude any other rights or remedies provided by the law. 9.2 8.3 Notwithstanding any other provisions herein, the effectiveness validity of this Article shall survive the suspension or termination of this Agreement.

Default Liability. 9.1 The Parties agree and acknowledge that if any Party (the “Defaulting Party”) substantially breaches any provision hereunder, or substantially fails to perform or substantially delays in performing any obligations hereunder, such breach, failure or delay shall constitute a default hereunder (the “Default”) and that in such event, the non-defaulting Party/Parties Party(ies) (the “Non-Defaulting Party”) shall have the right to demand the Defaulting Party to cure such Default or take remedial measures within a reasonable time. If the Defaulting Party fails to cure such Default or take remedial measures with such reasonable time or within ten (10) days of the Non-Defaulting Party notifying the Defaulting Party in writing and requesting it to cure such Default, the Non-Defaulting Party Party(ies) may elect, in its (theirits(their) discretion, to do the following: 9.1.1 If any Existing Shareholder or the Company is the Defaulting Party is any of Each of Shareholders or the CompanyParty, the WFOE shall have the right be entitled to terminate this Agreement and claim demand the Defaulting Party to indemnify the damages. In order to avoid doubt, the responsibility of shareholders or the responsibility between the shareholders and the Company is independent, and the shareholders do not bear any joint liability for any obligation or responsibility of the other existing shareholders or the Company.damage; 9.1.2 If the Defaulting Party WFOE is the WFOEDefaulting Party, the Non-defaulting Party has right Defaulting Parties shall be entitled to claim demand the Defaulting Party to indemnify the damagesfor damage, provided that unless otherwise stipulated by law, the Non-Defaulting Parties shall in no event shall the Non-defaulting Party have the right be entitled to terminate or rescind revoke this Agreement, except that the contrary is provided by the law. 9.2 Notwithstanding any other provisions hereinhereof, the effectiveness validity of this Article section shall survive the suspension or termination of this Agreement.

Default Liability. 9.1 12.1 The Parties agree and acknowledge that that, if any Party (hereinafter the “Defaulting Party”) breaches substantially any provision hereunderof the agreements made under this Agreement, or fails substantially to perform or delays in performing any of the obligations hereunderunder this Agreement, such breach, failure or delay a breach shall constitute a default hereunder under this Agreement (the hereinafter a “Default”) and that in such event), then the non-defaulting Party/Parties Party (hereinafter the “Non-Defaulting defaulting Party”) shall have the right to demand require the Defaulting Party to cure rectify such Default or take remedial measures within a reasonable timeperiod. If the Defaulting Party fails to cure rectify such Default or take remedial measures with within such reasonable time period or within ten (10) days of the Non-Defaulting other Party notifying the Defaulting Party in writing and requesting requiring it to cure such rectify the Default, the Non-Defaulting then (1) in case of Party may elect, in its (their) discretion, to do the following: 9.1.1 If A being the Defaulting Party, Party is any of Each of Shareholders or the Company, the WFOE B shall have the right to terminate this Agreement and claim require the Defaulting Party to indemnify it for the damages. In order to avoid doubt, the responsibility damage; (2) in case of shareholders or the responsibility between the shareholders and the Company is independent, and the shareholders do not bear any joint liability for any obligation or responsibility of the other existing shareholders or the Company. 9.1.2 If Party B being the Defaulting Party is the WFOEParty, the Non-defaulting Party has shall have the right to claim terminate this Agreement and require the Defaulting Party to indemnify it for the damagesdamage, provided that in and under no event circumstances shall the Non-defaulting Party have the right to terminate or rescind dissolve this Agreement or the authorization under this Agreement, except that the contrary is provided by the law. 9.2 12.2 Notwithstanding any other provisions herein, the effectiveness validity of this Article shall survive stand disregarding the suspension or termination of this Agreement.

Default Liability. 9.1 8.1 The Parties agree and acknowledge that confirm that, if any Party of the Parties (the “Defaulting PartyDEFAULTING PARTY”) breaches materially any provision hereunder, of the provisions herein or fails to perform or delays in performing any of the material obligations hereunder, such breach, a breach or failure or delay shall constitute a default hereunder under this Agreement (a “DEFAULT”). In such event any of the other Parties without default (a “Default”) and that in such event, the nonNON-defaulting Party/Parties (the “Non-Defaulting PartyDEFAULTING PARTY”) shall have the right to demand require the Defaulting Party to cure rectify such Default or take remedial measures within a reasonable timeperiod. If the Defaulting Party fails to cure rectify such Default or take remedial measures with within such reasonable time period or within ten (10) days of the a Non-Defaulting Party defaulting Party’s notifying the Defaulting Party in writing and requesting requiring it to cure such rectify the Default, then (1) if the Non-Defaulting Party may elect, in its (their) discretion, to do the following: 9.1.1 If Shareholders or HONGCHENG EDUCATION is the Defaulting Party Party, HONGCHENG TECHNOLOGY is any of Each of Shareholders or the Company, the WFOE shall have the right entitled to terminate this Agreement and claim require the Defaulting Party to indemnify the all damages. In order to avoid doubt, the responsibility of shareholders or the responsibility between the shareholders and the Company ; (2) if HONGCHENG TECHNOLOGY is independent, and the shareholders do not bear any joint liability for any obligation or responsibility of the other existing shareholders or the Company. 9.1.2 If the Defaulting Party is the WFOEParty, the Non-defaulting Party has right is entitled to claim require the Defaulting Party to indemnify the all damages, provided that but in no event shall the Non-defaulting Party it have the right to terminate or rescind dissolve this Agreement or the entrustment under this Agreement. 8.2 The rights and remedies provided in this Agreement are accumulative, except that the contrary is without precluding other rights or remedies provided by the lawlaws. 9.2 8.3 Notwithstanding any other provisions provision herein, the effectiveness validity of this Article shall survive not be affected by the suspension or termination of this Agreement.

Default Liability. 9.1 8.1 The Parties agree and acknowledge that confirm that, if any Party of the Parties (the “Defaulting Party”) breaches substantially any provision hereunder, of the provisions herein or fails substantially to perform or delays in performing any of the obligations hereunder, such breach, a breach or failure or delay shall constitute a default hereunder under this Agreement (the a “Default”) and that in ). In such event, event any of the non-defaulting Party/other Parties without default (the a “Non-Defaulting Party”) who incurs losses arising from such Default shall have the right to demand require the Defaulting Party to cure rectify such Default or take remedial measures within a reasonable timeperiod. If the Defaulting Party fails to cure rectify such Default or take remedial measures with within such reasonable time period or within ten (10) days of the a Non-Defaulting Party Party’s notifying the Defaulting Party in writing and requesting requiring it to cure such rectify the Default, then the relevant Non-Defaulting Party may elect, in shall be entitled to choose at its discretion to (theiri) discretion, to do the following: 9.1.1 If the Defaulting Party is any of Each of Shareholders or the Company, the WFOE shall have the right to terminate this Agreement and claim require the Defaulting Party to indemnify the all damages. In order to avoid doubt, the responsibility of shareholders or the responsibility between the shareholders and the Company is independent, and the shareholders do not bear any joint liability for any obligation or responsibility of the other existing shareholders or the Company. 9.1.2 If (ii) require specific performance by the Defaulting Party is the WFOEof this Agreement and indemnification against all damages suffered. 8.2 The Parties agree and confirm, the Non-defaulting Party has right to claim Shareholder or Gridsum Holdco shall not request the Defaulting Party to indemnify the damagestermination of this Agreement for whatsoever reason and under whatsoever circumstance, provided that in no event shall the Non-defaulting Party have the right to terminate except otherwise stipulated by laws or rescind this Agreement, except that the contrary is provided by the law. 9.2 8.3 Notwithstanding any other provisions herein, the effectiveness validity of this Article shall survive not be affected by the suspension or termination of this Agreement.

Default Liability. 9.1 The Parties agree and acknowledge that if any Party (8.1 If either party breaches this Contract, which causes the “Defaulting Party”) breaches any provision hereunder, or fails to perform or delays in performing any obligations hereunder, such breach, failure or delay shall constitute a default hereunder (the “Default”) and that in such eventof performance of this Contract, the non-defaulting Party/Parties (the “Non-Defaulting Party”) shall have the right to demand the Defaulting Party to cure such Default or take remedial measures within a reasonable time. If the Defaulting Party fails to cure such Default or take remedial measures with such reasonable time or within ten (10) days of the Non-Defaulting Party notifying the Defaulting Party in writing and requesting it to cure such Default, the Non-Defaulting Party may elect, in its (their) discretion, to do the following: 9.1.1 If the Defaulting Party is any of Each of Shareholders or the Company, the WFOE party shall have the right to terminate this Agreement Contract and claim request the Defaulting defaulting party to assume the default liability and pay the relevant financial compensation. Party A shall timely pay the service fees that have been incurred during the term of this Contract. 8.2 If either party violates this Contract, which causes adverse social impacts or financial losses to indemnify the damages. In order to avoid doubtnon-defaulting party, the responsibility of shareholders or the responsibility between the shareholders and the Company is independent, and the shareholders do not bear any joint liability for any obligation or responsibility of the other existing shareholders or the Company. 9.1.2 If the Defaulting Party is the WFOE, the Nonnon-defaulting Party has right to claim the Defaulting Party to indemnify the damages, provided that in no event party shall the Non-defaulting Party have the right to terminate or rescind this Agreement, except that request the contrary is provided by defaulting party to assume the lawdefault liability. 9.2 Notwithstanding 8.3 Party A shall not commit the following acts: stealing, divulging or destroying any information or damaging legitimate rights and interests of any other provisions hereinperson through telephone marketing and by any other means; stealing, divulging or infringing upon any privacy information of any other person; carrying out any activities unrelated to this cooperation; intentionally making, copying or spreading computer viruses or otherwise attacking telecommunication networks and other relevant telecommunication facilities of any other person; other illegal acts, etc. If Party A violates the above provisions, Party B shall have the right to take necessary measures and close the relevant interfaces. If the case is serious, Party B may terminate this Contract and request Party A to compensate Party B for all losses arising therefrom. 8.4 During the period of cooperation, if new management rules are issued by government authorities, the effectiveness safety authority, China Unicom and other management authorities, and if the service model agreed herein contradicts with or violates such new rules, Party B shall have the right to suspend the performance of this Article Contract, Party A shall survive pay Party B the suspension or business incomes generated prior to termination of this AgreementContract, and Party B shall refund Party A the advance deposit corresponding to the service not used by Party A. The Parties may terminate this Contract through written consultation. 8.5 Any notice or other communications hereunder shall be made in writing, may be sent by either party to the other party by any of the following means and shall be deemed to have been served upon receipt by the other party: (1) by personal delivery; (2) by fax; (3) by express mail; (4) by registered mail; or (5) by e-mail. The Parties agree that after Party A’s notice is served, Party B shall confirm to Party A by personal delivery, fax, express mail, registered letter or e-mail; and that after Party B’s notice is served, Party A shall confirm to Party B by personal delivery, fax, express mail, registered letter or e-mail. If either party fails to make confirmation upon receipt of a notice from the other party, it shall be deemed that such party has violated this Contract.

Default Liability. 9.1 8.1 The Parties agree and acknowledge that confirm that, if any Party (the “Defaulting PartyDEFAULTING PARTY”) breaches substantially any provision hereunderhereof, or fails substantially to perform or delays in performing any of the obligations hereunder, such breach, breach or failure or delay shall constitute a default hereunder (the ( “DefaultDEFAULT”) and that in such event), then the non-defaulting Party/Parties (the “Non-Defaulting Party”) Party shall have the right to demand require the Defaulting Party to cure such Default or take remedial measures make remedy within a reasonable timereasonably specified period. If the Defaulting Party fails to cure such Default or take remedial measures with make remedy within such reasonable time period or within ten (10) days of after the Nonnon-Defaulting defaulting Party notifying the Defaulting Party in writing and requesting requiring it to cure such Defaultmake remedy, then the Nonnon-Defaulting defaulting Party may electshall have the right, in at its (their) sole discretion, to do the following: 9.1.1 If the Defaulting Party is any of Each of Shareholders or the Company, the WFOE shall have the right to (1) terminate this Agreement and claim require the Defaulting Party to indemnify the damages. In order keep it fully indemnified; or (2) to avoid doubt, the responsibility of shareholders or the responsibility between the shareholders and the Company is independent, and the shareholders do not bear any joint liability for any obligation or responsibility of the other existing shareholders or the Company. 9.1.2 If require specific performance by the Defaulting Party is of this Agreement and to keep it fully indemnified. 8.2 Without limiting the WFOEgenerality 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, the Non-defaulting Party has right to claim Shareholders or Target Company shall not request the Defaulting Party to indemnify the damagestermination of this Agreement for whatsoever reason and under whatsoever circumstance, provided that in no event shall the Non-defaulting Party have the right to terminate except otherwise stipulated by laws or rescind this Agreement, except that the contrary is provided by the law. 9.2 8.4 Notwithstanding any other provisions herein, the effectiveness validity of this Article shall survive not be affected by the suspension or termination of this Agreement.

Default Liability. 9.1 8.1 The Parties agree and acknowledge that ackowledge that, if any Party of the Parties (hereinafter the “Defaulting Party”) breaches commits material breach of any provision hereunderhereof, or materially fails to perform or delays in performing any obligations obligation hereunder, such breach, breach or failure or delay shall constitute a default hereunder under this Agreement (the hereinafter a “Default”) and that in ). In such event, any of the non-defaulting Party/other Parties without default (the a “Non-Defaulting defaulting Party”) shall have the right be entitled to demand require the Defaulting Party to cure rectify such Default or take remedial measures within a reasonable timeperiod. If the Defaulting Party fails to cure rectify such Default or take remedial measures with within such reasonable time period or within ten (10) days of receiving the written notice of the Non-Defaulting defaulting Party notifying and the Defaulting Party rectification requirement, and in writing and requesting it to cure such Default, the Non-Defaulting Party may elect, in its (their) discretion, to do the following: 9.1.1 If case the Defaulting Party is any of Each of Shareholders the Shareholder or the Company, the WFOE Non-defaulting Party shall have the right be entitiled to decide, at its own discretion: (1) terminate this Agreement and claim require the Defaulting Party to indemnify all the damages. In order , or (2) to avoid doubt, demand the responsibility of shareholders or Defaulting Party to continue the responsibility between the shareholders and the Company is independent, and the shareholders do not bear any joint liability for any obligation or responsibility performance of the other existing shareholders or obligations hereunder and require the Company. 9.1.2 If Defaulting Party to indemnify all the damages; in case such Defaulting Party is the WFOE, the Non-defaulting Party has right shall be entitiled to claim demand the Defaulting Party to continue the performance of the obligations hereunder and require the Defaulting Party to indemnify all the damages, provided . 8.2 The Parties agree and acknowledge that the Shareholder or the Company shall in no event shall the Non-defaulting Party have the right circumstance be entitled to terminate demand for termination of this Agreement in advance unless otherwise provided herein or rescind this Agreement, except that the contrary is provided by the pursuant to law. 9.2 8.3 Notwithstanding any other provisions herein, the effectiveness validity of this Article shall survive the suspension or termination of this Agreement.

Default Liability. 9.1 11.1 The Parties agree and acknowledge that confirm that, if any Party (hereinafter the “Defaulting Party”) breaches commits material breach of any provision hereunderhereof, or materially fails to perform or delays in performing any obligations obligation hereunder, such breach, breach or failure or delay shall constitute a default hereunder under this Agreement (the hereinafter a “Default”) and that in such event), any of the non-defaulting Party/other Parties without default (hereinafter the “Non-Defaulting defaulting Party”) shall have the right is entitled to demand require the Defaulting Party to cure rectify such Default or take remedial measures within a reasonable timeperiod. If the Defaulting Party fails to cure rectify such Default or take remedial measures with within such reasonable time period or within ten (10) days of following the written notice issued by the Non-Defaulting defaulting Party notifying and the Defaulting Party rectification requirement, and in writing and requesting it to cure such Default, the Non-Defaulting Party may elect, in its (their) discretion, to do the following: 9.1.1 If case the Defaulting Party is any of Each of Shareholders the Existing Shareholder or the Company, the WFOE Non-defaulting Party shall have the right be entitled to decide, at its own discretion: (1) to terminate this Agreement and claim require the Defaulting Party to indemnify all the damages. In order , or (2) to avoid doubt, request the responsibility Defaulting Party to continue the performance of shareholders or its obligations hereunder and require the responsibility between Defaulting Party to indemnify all the shareholders and the Company is independent, and the shareholders do not bear any joint liability for any obligation or responsibility of the other existing shareholders or the Company. 9.1.2 If damages; in case the Defaulting Party is the WFOE, the Non-defaulting Party has right is entitled to claim request the Defaulting Party to continue the performance of its obligations hereunder, and require the Defaulting Party to indemnify all the damages, provided . 11.2 The Parties agree and confirm that in no event circumstances shall the Non-defaulting Party have Existing Shareholder and the right to terminate Company demand for termination of this Agreement with any cause. 11.3 The rights and remedies set out herein shall be cumulative, and shall not preclude any other rights or rescind this Agreement, except that the contrary is remedies provided by the law. 9.2 11.4 Notwithstanding any other provisions herein, the effectiveness validity of this Article shall survive the suspension or termination of this Agreement.

Default Liability. 9.1 8.1 The Parties agree and acknowledge that confirm that, if any Party of the Parties (hereinafter the “"Defaulting Party”") breaches substantially any provision hereunder, of the provisions herein or fails substantially to perform or delays in performing any of the obligations hereunder, such breach, a breach or failure or delay shall constitute a default hereunder under this Agreement (hereinafter a "Default"). In such event any of the “Default”) and that in such event, the nonother Parties without default (a "Non-defaulting Party/Parties (the “Non-Defaulting Party”") shall have the right to demand require the Defaulting Party to cure rectify such Default or take remedial measures within a reasonable timeperiod. If the Defaulting Party fails to cure rectify such Default or take remedial measures with within such reasonable time period or within ten (10) days of the a Non-Defaulting Party defaulting Party's notifying the Defaulting Party in writing and requesting requiring it to cure such rectify the Default, the Nonthen (1) Wholly-Defaulting Party may elect, in its (their) discretion, to do the following: 9.1.1 If the Defaulting Party is any of Each of Shareholders or the Company, the WFOE Owned Company shall have the right be entitled to terminate this Agreement and claim require the Defaulting Party to indemnify the damages. In order to avoid doubt, the responsibility of shareholders or the responsibility between the shareholders and the Company is independent, and the shareholders do not bear any joint liability for any obligation or responsibility of the other existing shareholders or the Company. 9.1.2 If damages in case the Defaulting Party is the WFOEa Shareholder or T2 Entertainment, or (2) the Non-defaulting Party has right is entitled to claim require the Defaulting Party to indemnify the damages, provided that damages in case such Defaulting Party is Wholly-Owned Company. The Shareholders or T2 Entertainment shall in no event shall the Non-defaulting Party have the right circumstance be entitled to terminate or rescind cancel this AgreementAgreement or the trust hereunder. 8.2 The rights and remedies set out herein shall be cumulative, except that the contrary is and shall not preclude any other rights or remedies provided by the law. 9.2 8.3 Notwithstanding any other provisions herein, the effectiveness validity of this Article shall survive stand disregarding the suspension or termination of this Agreement.

Default Liability. 9.1 The Parties agree and acknowledge that confirm that, if any Party of the Parties (hereinafter the “Defaulting Party”) breaches substantially any provision hereunder, of the provisions herein or fails substantially to perform or delays in performing any of the obligations hereunder, such breach, a breach or failure or delay shall constitute a default hereunder under this Agreement (the hereinafter a “Default”) and that in ). In such event, event any of the non-defaulting Party/other Parties without default (the a “Non-Defaulting defaulting Party”) shall have the right be entitled to demand require the Defaulting Party to cure reveise such Default or take remedial measures within a reasonable timeperiod. If the Defaulting Party fails to cure rectify such Default or take remedial measures with within such reasonable time period or within ten (10) days of receiving the written notice of the Non-Defaulting defaulting Party notifying the Defaulting Party in writing and requesting it to cure such Default, the Non-Defaulting Party may elect, in its (their) discretion, to do the followingthereof: 9.1.1 If the Defaulting Party is any of Each of Shareholders or the Company, the The WFOE shall have has the right to terminate this Agreement and claim require the Defaulting Party to indemnify all the damages. In order to avoid doubt, provided that the responsibility Default Party is either of shareholders Shareholder or the responsibility between the shareholders and the Company is independent, and the shareholders do not bear any joint liability for any obligation or responsibility of the other existing shareholders or the Company.; 9.1.2 If the Defaulting Party is the WFOEUnless otherwise provided by law, the Non-defaulting Party has the right to claim require the Defaulting Default Party to indemnify all the damages, provided that in no event shall the Default Party is WFOE. And Non-defaulting Party shall not have the any right at any time to terminate or rescind dissolve this Agreement, except that the contrary is provided by the law. 9.2 Notwithstanding any other provisions herein, the effectiveness validity of this Article shall survive the suspension or termination of this Agreement.

Default Liability. 9.1 8.1 The Parties agree and acknowledge that confirm that, if any Party of the Parties (the “Defaulting PartyDEFAULTING PARTY”) breaches materially any provision hereunder, of the provisions herein or fails to perform or delays in performing any of the material obligations hereunder, such breach, a breach or failure or delay shall constitute a default hereunder under this Agreement (a “DEFAULT”). In such event any of the other Parties without default (a “Default”) and that in such event, the nonNON-defaulting Party/Parties (the “Non-Defaulting PartyDEFAULTING PARTY”) shall have the right to demand require the Defaulting Party to cure rectify such Default or take remedial measures within a reasonable timeperiod. If the Defaulting Party fails to cure rectify such Default or take remedial measures with within such reasonable time period or within ten (10) days of the a Non-Defaulting Party defaulting Party’s notifying the Defaulting Party in writing and requesting requiring it to cure such rectify the Default, then (1) if the Non-Defaulting Party may elect, in its (their) discretion, to do the following: 9.1.1 If Shareholders or XIANDAI XINGYE is the Defaulting Party Party, HONGCHENG TECHNOLOGY is any of Each of Shareholders or the Company, the WFOE shall have the right entitled to terminate this Agreement and claim require the Defaulting Party to indemnify the all damages. In order to avoid doubt, the responsibility of shareholders or the responsibility between the shareholders and the Company ; (2) if HONGCHENG TECHNOLOGY is independent, and the shareholders do not bear any joint liability for any obligation or responsibility of the other existing shareholders or the Company. 9.1.2 If the Defaulting Party is the WFOEParty, the Non-defaulting Party has right is entitled to claim require the Defaulting Party to indemnify the all damages, provided that but in no event shall the Non-defaulting Party it have the right to terminate or rescind dissolve this Agreement or the entrustment under this Agreement. 8.2 The rights and remedies provided in this Agreement are accumulative, except that the contrary is without precluding other rights or remedies provided by the lawlaws. 9.2 8.3 Notwithstanding any other provisions provision herein, the effectiveness validity of this Article shall survive not be affected by the suspension or termination of this Agreement.

Default Liability. 9.1 The 1. Parties agree and acknowledge that confirm that, if any either Party (the “Defaulting Party”) breaches is in breach of any provision hereunder, provisions herein or fails to perform or delays in performing any its obligations hereunder, such breach, breach or failure or delay shall constitute a default hereunder under this Agreement (the “Default”) and that in such event), which shall entitle the non-defaulting Party/Parties (the “Non-Defaulting Party”) shall have the right Party to demand request the Defaulting Party to cure rectify or remedy such Default or take remedial measures within with a reasonable period of time. If the Defaulting Party fails to cure rectify or remedy such Default or take remedial measures with such within the reasonable period of time or within ten (10) 30 days of non-defaulting Party’s written notice requesting for such rectification or remedy, then the Nonnon-Defaulting defaulting Party notifying shall be entitled to elect any one of the Defaulting Party in writing and requesting it to cure such Default, the Non-Defaulting Party may elect, in its following remedial actions: (theira) discretion, to do the following: 9.1.1 If the Defaulting Party is any of Each of Shareholders or the Company, the WFOE shall have the right to terminate this Agreement and claim request the Defaulting Party to indemnify fully compensate its losses and damages; (b) to request the damages. In order to avoid doubt, the responsibility of shareholders or the responsibility between the shareholders and the Company is independent, and the shareholders do not bear any joint liability for any obligation or responsibility of the other existing shareholders or the Company. 9.1.2 If specific performance by the Defaulting Party is the WFOE, the Non-defaulting Party has right to claim of its obligations hereunder and request the Defaulting Party to indemnify the damages, provided that in no event shall the Nonfully compensate non-defaulting Party’s losses and damages. 2. No waiver of rights in respect of any default hereunder shall be valid unless it was made in writing. Any failure to exercise or delay in exercising any rights or remedy by any Party have under this Agreement shall not be deemed as a waiver of such Party. Any partial exercise of any right or remedy shall not affect the right exercise of any other rights and remedies. 3. Party B shall fully compensate Party A for its losses that are caused by or may be caused by Party A’s act of supplying service, including but not limited to terminate any losses caused by legal suits, recovery, arbitration, claims and administrative investigation and penalties with the exceptions of the losses caused by Party A’s intentional misconduct or rescind gross negligence. 4. The validity of this Agreement, except that the contrary is provided Section shall not be affect by the law. 9.2 Notwithstanding any other provisions herein, the effectiveness of this Article shall survive the suspension termination or termination rescission of this Agreement.