Common use of ENTRUSTMENT OF VOTING RIGHTS Clause in Contracts

ENTRUSTMENT OF VOTING RIGHTS. 1.1 Parties A hereby irrevocably undertake that they shall execute a power of attorney with the same content and format as set forth in Annex II upon signing the Agreement and authorize the designee of Party B (hereinafter referred to as the “Trustee”) to exercise, on their behalf, all rights of Parties A entitled as the Shareholders of the Company based on the trustee’s own will and discretion under the then-effective articles of association of the Company as follows (hereinafter referred to as the “Entrusted Rights”): (1) to act as the proxy of Parties A to propose to convene and attend the shareholders’ meeting according to the articles of association of the Company; (2) to act as the proxy of Parties A to exercise voting rights on all matters requiring discussion and resolution at the shareholders’ meeting, including but not limited to the appointment and election of directors of the Company and other senior management to be appointed or removed by the Shareholders; (3) other shareholders’ voting rights under the articles of association of the Company (including any other shareholders’ voting rights stipulated in the articles of association as amended); (4) Other voting rights entitled to Shareholders stipulated by the PRC laws and regulations (including amendments, changes, additions and re-enactment, regardless of their effective date before or after the conclusion of the Agreement). The above authorization and entrustment are based on the premise that the Trustee is a Chinese citizen and Party B agrees to the above authorization and entrustment. If and only if Party B informs Parties A in writing of the replacement of the Trustee, Parties A shall immediately designate the other Chinese citizen designated by Party B at the time to exercise the above Entrusted Rights; the new authorization and entrustment replacing the original one once made, each of Parties A shall separately sign a power of attorney with the newly designated personnel of Party B with the same content and format as set forth in Annex II of the Agreement; and Parties A may not revoke their entrustment and authorization to the Trustee. 1.2 Party B shall procure the Trustee to perform the fiduciary obligations legally and diligently within the authorized scope specified in the Agreement; Parties A shall acknowledge and assume responsibilities for any legal consequences arising from the Trustee’s exercise of the Entrusted Rights. 1.3 Parties A hereby agree that the Trustee is not required to seek opinion from Parties A prior to the exercise of the Entrusted Rights. However, the Trustee shall notify Parties A immediately of any resolution or proposal on convening an extraordinary shareholders’ meeting after such resolution or proposal is made. The Trustee shall provide the relevant minutes of the meeting and the text of the resolution to the Shareholders after the relevant shareholders’ meeting is held or the relevant shareholders’ resolution is made.

ENTRUSTMENT OF VOTING RIGHTS. 1.1 Parties A The Existing Shareholders hereby irrevocably undertake that they shall execute shall, after the date hereof, sign a power Power of attorney Attorney in form and content consistent with the same content and format as set forth those provided in Annex II upon signing the Agreement Appendix I and authorize the designee of Party B person then designated by the WFOE (hereinafter referred to as the “Trustee”) to exercise, on their behalf, all exercise the following rights (the “Entrusted Rights”) enjoyed by the Existing Shareholders as shareholders of Parties A entitled as Qingke E-commerce in accordance with the Shareholders of the Company based on the trustee’s own will and discretion under the then-then effective articles of association of the Company as follows (hereinafter referred to as the “Entrusted Rights”):Qingke E-commerce. (1) to act propose, as the proxy agent of Parties A to propose shareholders, to convene and attend the shareholders’ shareholders meeting according to of Qingke E-commerce in accordance with the articles of association of the Companycompany; (2) to act as vote, on behalf of the proxy of Parties A Existing Shareholders, on the matters to exercise voting rights on all matters requiring discussion be discussed and resolution decided at the shareholders’ meeting, shareholders meeting (including but not limited to appoint, elect and remove the appointment directors and election supervisors of directors Qingke E-commerce; to employ or dismiss the general manager, deputy general manager, financial administrator and other officers; to dispose of the Company assets of the company, to dissolve or liquidate the company and other senior management form a liquidation group on behalf of the Existing Shareholders to be appointed exercise the powers during the liquidation period in accordance with law), to sell or removed by transfer all or part of the Shareholdersequity of the Existing Shareholders in Qingke E-commerce; (3) other shareholders’ to propose to convene an extraordinary shareholders meeting; (4) to exercise any voting rights of shareholders prescribed by law; (5) to exercise other voting rights of shareholders under the articles of association of the Company Qingke E-commerce (including any other shareholders’ voting rights stipulated in of shareholders after the amendment of the articles of association as amendedassociation); (46) Other voting rights entitled to Shareholders stipulated execute relevant equity transfer agreement and other relevant documents, and go through the procedures of government examination and approval, registration and filing on behalf of the Existing Shareholders, upon the transfer of the equity in Qingke E-commerce by the PRC laws Existing Shareholders in accordance with the Exclusive Option Agreement as executed by the Parties separately. To embody the above authorization, the Existing Shareholders shall, as directed by the WFOE from time to time, sign a power of attorney in form and regulations (including amendments, changes, additions and re-enactment, regardless content broadly consistent with the power of their effective date before or after the conclusion attorney in Appendix I hereto. 1.2 The premise of the Agreement). The above authorization and entrustment are based on the premise is that the Trustee is a Chinese citizen and Party B agrees WFOE has agreed to the above authorization and entrustment. If and only if Party B informs Parties A in writing of the replacement entrustment of the Trustee. Only when the WFOE gives the Existing Shareholders written notice to remove the Trustee, Parties A the Existing Shareholders shall immediately designate cancel the entrustment of the Trustee hereunder and entrust other Chinese citizen person then designated by Party B at the time WFOE to exercise the above Entrusted Rights; the rights of Trustee. The new authorization and entrustment replacing will replace the original one once as soon as it is made; in addition, each of Parties A shall separately sign a power of attorney with the newly designated personnel of Party B with the same content and format as set forth in Annex II of the Agreement; and Parties A Existing Shareholders may not revoke their the entrustment and authorization made to the Trustee. 1.2 Party B 1.3 The Trustee shall procure the Trustee to perform the fiduciary obligations legally in accordance with the law in a prudent and diligently diligent manner within the authorized scope specified in of authorization provided herein; the Agreement; Parties A Existing Shareholders shall acknowledge recognize and assume the corresponding responsibilities for any legal consequences arising from the Trustee’s exercise of Trustee of the above mentioned Entrusted Rights. 1.3 Parties A 1.4 The Existing Shareholders hereby agree confirm that the Trustee is not required to seek opinion from Parties A may exercise the above Entrusted Rights without the prior to the exercise consent of the Entrusted RightsExisting Shareholders, except as otherwise provided by Chinese laws. However, the Trustee shall notify Parties A immediately of any resolution or proposal on convening an extraordinary shareholders’ meeting after such resolution or proposal is made. The Trustee shall provide promptly inform the relevant minutes of the meeting and the text of the resolution to the Existing Shareholders after the relevant shareholders’ meeting is held resolution or the relevant shareholders’ resolution proposal to convene an Extraordinary shareholders meeting is made. 1.5 The Existing Shareholders hereby confirm that the Trustee is entitled to designate any entity or individual to exercise its Entrusted Rights under Article 1.1 hereof without the consent of the Existing Shareholders.

ENTRUSTMENT OF VOTING RIGHTS. 1.1 Parties A The Shareholders hereby irrevocably undertake that they shall execute a power of attorney with the same content and format as set forth in Annex II upon signing the Agreement and authorize the designee of Party B the WFOE (hereinafter referred to as the “Trustee”) to exercise, on their behalf, all their rights of Parties A entitled as the Shareholders of the Company based on the trustee’s own will and discretion under the then-effective articles of association of the Company as follows (hereinafter referred to as the “Entrusted Rights”): (1) to act as the proxy of Parties A the Shareholders to propose to convene and attend the shareholders’ meeting according to the articles of association of the Company; (2) to act as the proxy of Parties A the Shareholders to exercise voting rights on all matters requiring discussion and resolution at the shareholders’ meeting, including but not limited to the appointment and election of directors of the Company and other senior management to be appointed or removed by the Shareholders; (3) other shareholders’ voting rights under the articles of association of the Company (including any other shareholders’ voting rights stipulated in the articles of association as amended); (4) Other voting rights entitled to Shareholders stipulated by the PRC laws and regulations (including amendments, changes, additions and re-enactment, regardless of their effective date before or after the conclusion of the Agreement). The above authorization and entrustment are based on the premise that the Trustee is a Chinese citizen and Party B the WFOE agrees to the above authorization and entrustment. If and only if Party B the WFOE informs Parties A the Shareholders in writing of the replacement of the Trustee, Parties A the Shareholders shall immediately designate the other Chinese citizen designated by Party B the WFOE at the time to exercise the above Entrusted Rights; the new authorization and entrustment replacing the original one once made, each of Parties A shareholder shall separately sign a power of attorney with the newly designated personnel of Party B the WFOE with the same content and format as set forth in Annex II of the Agreement; and Parties A the Shareholders may not revoke their entrustment and authorization to the Trustee. 1.2 Party B WFOE shall procure the Trustee to perform the fiduciary obligations legally and diligently within the authorized scope specified in the Agreement; Parties A the Shareholders shall acknowledge and assume responsibilities for any legal consequences arising from the Trustee’s exercise of the Entrusted Rights. 1.3 Parties A The Shareholders hereby agree that the Trustee is not required to seek opinion from Parties A the Shareholders prior to the exercise of the Entrusted Rights. However, the Trustee shall notify Parties A the Shareholders immediately of any resolution or proposal on convening an extraordinary shareholders’ meeting after such resolution or proposal is made. The Trustee shall provide the relevant minutes of the meeting and the text of the resolution to the Shareholders after the relevant shareholders’ meeting is held or the relevant shareholders’ resolution is made.

ENTRUSTMENT OF VOTING RIGHTS. 1.1 Parties A The Existing Shareholders hereby irrevocably undertake that warrant that, after the execution of this Agreement, they shall will execute a power of attorney with the same content and format as set forth in Annex II upon signing the Agreement and to authorize the designee of Party B individual designated by the WFOE (hereinafter referred to as the “TrusteeAuthorized Person”) to exercise, on their behalf, all exercise the following rights of Parties A entitled enjoyed by the Existing Shareholders as the Shareholders shareholders of the Domestic Company based on as granted by the trustee’s own will and discretion under the then-effective articles of association of the Domestic Company as follows then in effect (hereinafter referred to as collectively the “Entrusted Authorized Rights”): (1) to act as the proxy of Parties A to propose to convene and attend attending the shareholders’ meeting according to the articles of association of the CompanyDomestic Company as the representative of the Existing Shareholders; (2) representing the Existing Shareholders to act as vote for all the proxy of Parties A to exercise voting rights on all matters requiring discussion that shall be discussed and resolution at resolved by the shareholders’ meeting, including but not limited to the appointment and election of directors of the Company and other senior management to be appointed or removed by the Shareholders; (3) proposing the convention of the extraordinary shareholders’ meeting; (4) any shareholders’ rights as specified by laws; and (5) other shareholders’ voting rights under the articles of association of the Domestic Company (including any other shareholders’ voting rights stipulated as provided in the such amended articles of association as amendedassociation);. (4) Other voting rights entitled to Shareholders stipulated by 1.2 The precondition for the PRC laws and regulations (including amendments, changes, additions and re-enactment, regardless of their effective date before or after the conclusion of the Agreement). The above authorization and entrustment are based on the premise is that the Trustee is Authorized Person shall be a Chinese citizen and Party B agrees that the WFOE consents to the above authorization and entrustment. If and only if Party B informs Parties A in writing of Only when the WFOE delivers written notice to the Existing Shareholders requiring replacement of the TrusteeAuthorized Person, Parties A shall immediately designate the other Existing Shareholders promptly revoke the authorization to the existing Authorized Person hereunder and authorize the Chinese citizen otherwise designated by Party B at the time WFOE to exercise the above Entrusted Rights; Authorized Rights according to this Agreement, and the new authorization and entrustment replacing the original one entrustment, once made, each of Parties A shall separately sign a power of attorney with supersede the newly designated personnel of Party B with original authorization and entrustment; except for the same content above circumstance, the Existing Shareholders shall not revoke the authorization and format as set forth in Annex II entrustment granted to the Authorized Person. 1.3 The Authorized Person shall perform the entrusted obligations within the scope of the Agreement; authorization under this Agreement in a prudent and Parties A may not revoke their entrustment and authorization to the Trustee. 1.2 Party B shall procure the Trustee to perform the fiduciary obligations legally and diligently within the authorized scope specified in the Agreement; Parties A diligent manner. The Existing Shareholders shall acknowledge and assume responsibilities be liable for any legal consequences arising from the Trustee’s exercise of any of the Entrusted RightsAuthorized Rights by the Authorized Person. 1.3 Parties A 1.4 The Existing Shareholders hereby agree confirm that the Trustee is Authorized Person does not required need to seek the opinion from Parties A prior to the exercise of Existing Shareholders before exercising the Entrusted above Authorized Rights, unless otherwise provided by PRC Laws. However, after each resolution is adopted or the Trustee shall notify Parties A immediately proposal for convention of any resolution or proposal on convening an extraordinary shareholders’ meeting after such resolution or proposal is made. , the Authorized Person shall notify the Existing Shareholders regarding such promptly. 1.5 The Trustee shall provide Existing Shareholders hereby confirm that the relevant minutes Authorized Person has the right to designate any entity or individual to exercise the Authorized Rights under Article 1.1 of this Agreement without consent of the meeting and Existing Shareholders. 1.6 The Existing Shareholders hereby confirm that after the text execution of this Agreement, they will authorize the Authorized Person to exercise the entire shareholder’s rights which they have, no matter what kind of changes take place in their shareholding percentages of the resolution to the Shareholders after the relevant shareholders’ meeting is held or the relevant shareholders’ resolution is madeDomestic Company.

ENTRUSTMENT OF VOTING RIGHTS. 1.1 Parties A The Shareholders hereby irrevocably undertake warrant that they shall execute a power of attorney with the same content and format as set forth in Annex II upon signing the Agreement and will authorize the designee of Party B Xxxxxx Xxxx (hereinafter referred to as the “TrusteeAuthorized Person”) to exercise, on their behalf, all exercise the following rights enjoyed by each of Parties A entitled the Shareholders as the Shareholders shareholders of Beijing Huaqianshu as granted by the Company based on the trustee’s own will and discretion under the then-effective articles of association of the Company as follows Beijing Huaqianshu then in effect (hereinafter referred to as collectively the “Entrusted Authorized Rights”): (1) to act as the proxy of Parties A to propose to convene and attend attending the shareholders’ meeting according to of Beijing Huaqianshu as the articles representative of association of the Companyeach Shareholder; (2) representing each Shareholder to act as vote for all the proxy of Parties A to exercise voting rights on all matters requiring discussion that shall be discussed and resolution at resolved by the shareholders’ meeting, meeting (including but not limited to the appointment and election of directors of the Company and other senior management to be appointed or removed by the Shareholdersof Beijing Huaqianshu such as directors, general manager and so on); (3) proposing the convention of the extraordinary shareholders’ meeting; (4) any shareholders’ rights as specified by laws; and (5) other shareholders’ voting rights under the articles of association of the Company Beijing Huaqianshu (including any other shareholders’ voting rights stipulated as provided in the such amended articles of association as amendedassociation);. (4) Other voting rights entitled to Shareholders stipulated by 1.2 The precondition for the PRC laws and regulations (including amendments, changes, additions and re-enactment, regardless of their effective date before or after the conclusion of the Agreement). The above authorization and entrustment are based on the premise is that the Trustee is Authorized Person shall be a Chinese citizen and Party B agrees that Beijing Miyuan consents to the above authorization and entrustment. If and only if Party B informs Parties A in writing of Only when Beijing Miyuan delivers written notice to the Shareholders requiring replacement of the TrusteeAuthorized Person, Parties A shall immediately designate the other Shareholders promptly revoke the authorization to the existing Authorized Person hereunder and authorize the Chinese citizen otherwise designated by Party B at the time Beijing Miyuan to exercise the above Entrusted Rights; Authorized Rights according to this Agreement, and the new authorization and entrustment replacing the original one entrustment, once made, each of Parties A shall separately sign a power of attorney with supersede the newly designated personnel of Party B with original authorization and entrustment; except for the same content above circumstance, the Shareholders shall not revoke the authorization and format as set forth in Annex II entrustment granted to the Authorized Person. 1.3 The Authorized Person shall perform the entrusted obligations within the scope of the Agreement; authorization under this Agreement in a prudent and Parties A may not revoke their entrustment and authorization to the Trustee. 1.2 Party B shall procure the Trustee to perform the fiduciary obligations legally and diligently within the authorized scope specified in the Agreement; Parties A diligent manner. The Shareholders shall acknowledge and assume responsibilities be liable for any legal consequences arising from the Trustee’s exercise of any of the Entrusted RightsAuthorized Rights by the Authorized Person. 1.3 Parties A 1.4 The Shareholders hereby agree confirm that the Trustee is Authorized Person does not required need to seek the opinion from Parties A prior to the exercise of Shareholders before exercising the Entrusted above Authorized Rights. However, after each resolution is adopted or the Trustee shall notify Parties A immediately proposal for convention of any resolution or proposal on convening an extraordinary shareholders’ meeting after such resolution or proposal is made. The Trustee , the Authorized Person shall provide the relevant minutes of the meeting and the text of the resolution to notify the Shareholders after the relevant shareholders’ meeting is held or the relevant shareholders’ resolution is maderegarding such promptly.

ENTRUSTMENT OF VOTING RIGHTS. 1.1 Parties A The Shareholders hereby irrevocably undertake that they shall warrant that, after the execution of this Agreement, he/she will execute a power of attorney with the same content and format as set forth in Annex II upon signing the Agreement and respectively to authorize the designee of Party B Xxxxxx Xxxx (hereinafter referred to as ID No. 430725197602071920, the “TrusteeAuthorized Person”) to exercise, on their behalf, all exercise the following rights enjoyed by each of Parties A entitled the Shareholders as the Shareholders shareholders of Beijing Aizhenxin as granted by the Company based on the trustee’s own will and discretion under the then-effective articles of association of the Company as follows Beijing Aizhenxin then in effect (hereinafter referred to as collectively the “Entrusted Authorized Rights”): (1) to act as the proxy of Parties A to propose to convene and attend attending the shareholders’ meeting according to of Beijing Aizhenxin as the articles representative of association of the Companyeach Shareholder; (2) representing each Shareholder to act as vote for all the proxy of Parties A to exercise voting rights on all matters requiring discussion that shall be discussed and resolution at resolved by the shareholders’ meeting, meeting (including but not limited to the appointment and election of directors of the Company and other senior management to be appointed or removed by the Shareholdersof Beijing Aizhenxin such as directors, general manager and so on); (3) proposing the convention of the extraordinary shareholders’ meeting; (4) any shareholders’ voting rights as specified by laws; and (5) other shareholders’ voting rights under the articles of association of the Company Beijing Aizhenxin (including any other shareholders’ voting rights stipulated as provided in the such amended articles of association as amendedassociation);. (4) Other voting rights entitled to Shareholders stipulated by 1.2 The precondition for the PRC laws and regulations (including amendments, changes, additions and re-enactment, regardless of their effective date before or after the conclusion of the Agreement). The above authorization and entrustment are based on the premise is that the Trustee is Authorized Person shall be a Chinese citizen and Party B agrees that Beijing Miyuan consents to the above authorization and entrustment. If and only if Party B informs Parties A in writing of Only when Beijing Miyuan delivers written notice to the Shareholders requiring replacement of the TrusteeAuthorized Person, Parties A shall immediately designate the other Shareholders promptly revoke the authorization to the existing Authorized Person hereunder and authorize the Chinese citizen otherwise designated by Party B at the time Beijing Miyuan to exercise the above Entrusted Rights; Authorized Rights according to this Agreement, and the new authorization and entrustment replacing the original one entrustment, once made, each of Parties A shall separately sign a power of attorney with supersede the newly designated personnel of Party B with original authorization and entrustment; except for the same content above circumstance, the Shareholders shall not revoke the authorization and format as set forth in Annex II entrustment granted to the Authorized Person. 1.3 The Authorized Person shall perform the entrusted obligations within the scope of the Agreement; authorization under this Agreement in a prudent and Parties A may not revoke their entrustment and authorization to the Trustee. 1.2 Party B shall procure the Trustee to perform the fiduciary obligations legally and diligently within the authorized scope specified in the Agreement; Parties A diligent manner. The Shareholders shall acknowledge and assume responsibilities be liable for any legal consequences arising from the Trustee’s exercise of any of the Entrusted RightsAuthorized Rights by the Authorized Person. 1.3 Parties A 1.4 The Shareholders hereby agree confirm that the Trustee is Authorized Person does not required need to seek the opinion from Parties A prior to the exercise of Shareholders before exercising the Entrusted above Authorized Rights. However, after each resolution is adopted or the Trustee shall notify Parties A immediately proposal for convention of any resolution or proposal on convening an extraordinary shareholders’ meeting after such resolution or proposal is made. The Trustee , the Authorized Person shall provide the relevant minutes of the meeting and the text of the resolution to notify the Shareholders after the relevant shareholders’ meeting is held or the relevant shareholders’ resolution is maderegarding such promptly.

ENTRUSTMENT OF VOTING RIGHTS. 1.1 Parties A The Shareholders hereby irrevocably undertake warrant that they shall execute after the execution of this Agreement, he or she will sign a power of attorney with the same content and format as set forth in Annex II upon signing the Agreement and to authorize the designee of Party B Xxxxxx Xxxx (hereinafter referred to as the “TrusteeAuthorized Person”) to exercise, on their behalf, all exercise the following rights enjoyed by each of Parties A entitled the Shareholders as the Shareholders shareholders of Xxxxx Xxxxx as granted by the Company based on the trustee’s own will and discretion under the then-effective articles of association of the Company as follows Xxxxx Xxxxx then in effect (hereinafter referred to as collectively the “Entrusted Authorized Rights”): (1) to act as the proxy of Parties A to propose to convene and attend attending the shareholders’ meeting according to of Xxxxx Xxxxx as the articles representative of association of the Companyeach Shareholder; (2) representing each Shareholder to act as vote for all the proxy of Parties A to exercise voting rights on all matters requiring discussion that shall be discussed and resolution at resolved by the shareholders’ meeting, meeting (including but not limited to the appointment and election of directors of the Company and other senior management to be appointed or removed by the Shareholdersof Xxxxx Xxxxx such as directors, general manager and so on); (3) proposing the convention of the extraordinary shareholders’ meeting; (4) any shareholders’ rights as specified by laws; and (5) other shareholders’ voting rights under the articles of association of the Company Xxxxx Xxxxx (including any other shareholders’ voting rights stipulated as provided in the such amended articles of association as amendedassociation);. (4) Other voting rights entitled to Shareholders stipulated by 1.2 The precondition for the PRC laws and regulations (including amendments, changes, additions and re-enactment, regardless of their effective date before or after the conclusion of the Agreement). The above authorization and entrustment are based on the premise is that the Trustee is Authorized Person shall be a Chinese citizen and Party B agrees that Beijing Miyuan consents to the above authorization and entrustment. If and only if Party B informs Parties A in writing of Only when Beijing Miyuan delivers written notice to the Shareholders requiring replacement of the TrusteeAuthorized Person, Parties A shall immediately designate the other Shareholders promptly revoke the authorization to the existing Authorized Person hereunder and authorize the Chinese citizen otherwise designated by Party B at the time Beijing Miyuan to exercise the above Entrusted Rights; Authorized Rights according to this Agreement, and the new authorization and entrustment replacing the original one entrustment, once made, each of Parties A shall separately sign a power of attorney with supersede the newly designated personnel of Party B with original authorization and entrustment; except for the same content above circumstance, the Shareholders shall not revoke the authorization and format as set forth in Annex II entrustment granted to the Authorized Person. 1.3 The Authorized Person shall perform the entrusted obligations within the scope of the Agreement; authorization under this Agreement in a prudent and Parties A may not revoke their entrustment and authorization to the Trustee. 1.2 Party B shall procure the Trustee to perform the fiduciary obligations legally and diligently within the authorized scope specified in the Agreement; Parties A diligent manner. The Shareholders shall acknowledge and assume responsibilities be liable for any legal consequences arising from the Trustee’s exercise of any of the Entrusted RightsAuthorized Rights by the Authorized Person. 1.3 Parties A 1.4 The Shareholders hereby agree confirm that the Trustee is Authorized Person does not required need to seek the opinion from Parties A prior to the exercise of Shareholders before exercising the Entrusted above Authorized Rights. However, after each resolution is adopted or the Trustee shall notify Parties A immediately proposal for convention of any resolution or proposal on convening an extraordinary shareholders’ meeting after such resolution or proposal is made. The Trustee , the Authorized Person shall provide the relevant minutes of the meeting and the text of the resolution to notify the Shareholders after the relevant shareholders’ meeting is held or the relevant shareholders’ resolution is maderegarding such promptly.

ENTRUSTMENT OF VOTING RIGHTS. 1.1 Parties A The Shareholders hereby irrevocably undertake that they shall warrant that, after the execution of this Agreement, he/she will execute a power of attorney with the same content and format as set forth in Annex II upon signing the Agreement and respectively to authorize the designee of Party B Xxxxxx Xxxx (hereinafter referred to as the “TrusteeAuthorized Person”) to exercise, on their behalf, all exercise the following rights enjoyed by each of Parties A entitled the Shareholders as the Shareholders shareholders of Shanghai Huaqianshu as granted by the Company based on the trustee’s own will and discretion under the then-effective articles of association of the Company as follows Shanghai Huaqianshu then in effect (hereinafter referred to as collectively the “Entrusted Authorized Rights”): (1) to act as the proxy of Parties A to propose to convene and attend attending the shareholders’ meeting according to of Shanghai Huaqianshu as the articles representative of association of the Companyeach Shareholder; (2) representing each Shareholder to act as vote for all the proxy of Parties A to exercise voting rights on all matters requiring discussion that shall be discussed and resolution at resolved by the shareholders’ meeting, meeting (including but not limited to the appointment and election of directors of the Company and other senior management to be appointed or removed by the Shareholdersof Shanghai Huaqianshu such as directors, general manager and so on); (3) proposing the convention of the extraordinary shareholders’ meeting; (4) any shareholders’ rights as specified by laws; and (5) other shareholders’ voting rights under the articles of association of the Company Shanghai Huaqianshu (including any other shareholders’ voting rights stipulated as provided in the such amended articles of association as amendedassociation);. (4) Other voting rights entitled to Shareholders stipulated by 1.2 The precondition for the PRC laws and regulations (including amendments, changes, additions and re-enactment, regardless of their effective date before or after the conclusion of the Agreement). The above authorization and entrustment are based on the premise is that the Trustee is Authorized Person shall be a Chinese citizen and Party B agrees that Beijing Miyuan consents to the above authorization and entrustment. If and only if Party B informs Parties A in writing of Only when Beijing Miyuan delivers written notice to the Shareholders requiring replacement of the TrusteeAuthorized Person, Parties A shall immediately designate the other Shareholders promptly revoke the authorization to the existing Authorized Person hereunder and authorize the Chinese citizen otherwise designated by Party B at the time Beijing Miyuan to exercise the above Entrusted Rights; Authorized Rights according to this Agreement, and the new authorization and entrustment replacing the original one entrustment, once made, each of Parties A shall separately sign a power of attorney with supersede the newly designated personnel of Party B with original authorization and entrustment; except for the same content above circumstance, the Shareholders shall not revoke the authorization and format as set forth in Annex II entrustment granted to the Authorized Person. 1.3 The Authorized Person shall perform the entrusted obligations within the scope of the Agreement; authorization under this Agreement in a prudent and Parties A may not revoke their entrustment and authorization to the Trustee. 1.2 Party B shall procure the Trustee to perform the fiduciary obligations legally and diligently within the authorized scope specified in the Agreement; Parties A diligent manner. The Shareholders shall acknowledge and assume responsibilities be liable for any legal consequences arising from the Trustee’s exercise of any of the Entrusted RightsAuthorized Rights by the Authorized Person. 1.3 Parties A 1.4 The Shareholders hereby agree confirm that the Trustee is Authorized Person does not required need to seek the opinion from Parties A prior to the exercise of Shareholders before exercising the Entrusted above Authorized Rights. However, after each resolution is adopted or the Trustee shall notify Parties A immediately proposal for convention of any resolution or proposal on convening an extraordinary shareholders’ meeting after such resolution or proposal is made. The Trustee , the Authorized Person shall provide the relevant minutes of the meeting and the text of the resolution to notify the Shareholders after the relevant shareholders’ meeting is held or the relevant shareholders’ resolution is maderegarding such promptly.

ENTRUSTMENT OF VOTING RIGHTS. 1.1 Parties A The Shareholders hereby irrevocably undertake that they shall warrant that, after the execution of this Agreement, he/she will execute a power of attorney with the same content and format as set forth in Annex II upon signing the Agreement and respectively to authorize the designee of Party B Xxxxxx XXXX (hereinafter referred to as ID No. [*****************]*, the “TrusteeAuthorized Person”) to exercise, on their behalf, all exercise the following rights enjoyed by each of Parties A entitled the Shareholders as the Shareholders shareholders of Century Xxxxx as granted by the Company based on the trustee’s own will and discretion under the then-effective articles of association of the Company as follows Century Xxxxx then in effect (hereinafter referred to as collectively the “Entrusted Authorized Rights”): (1) to act as the proxy of Parties A to propose to convene and attend attending the shareholders’ meeting according to of Century Xxxxx as the articles representative of association of the Companyeach Shareholder; (2) representing each Shareholder to act as vote for all the proxy of Parties A to exercise voting rights on all matters requiring discussion that shall be discussed and resolution at resolved by the shareholders’ meeting, meeting (including but not limited to the appointment and election of directors of the Company and other senior management to be appointed or removed by the Shareholdersof Century Xxxxx such as directors, general manager and so on); (3) proposing the convention of the extraordinary shareholders’ meeting; (4) any shareholders’ rights as specified by laws; and (5) other shareholders’ voting rights under the articles of association of the Company Century Xxxxx (including any other shareholders’ voting rights stipulated as provided in the such amended articles of association as amendedassociation);. (4) Other voting rights entitled to Shareholders stipulated by 1.2 The precondition for the PRC laws and regulations (including amendments, changes, additions and re-enactment, regardless of their effective date before or after the conclusion of the Agreement). The above authorization and entrustment are based on the premise is that the Trustee is Authorized Person shall be a Chinese citizen and Party B agrees that Beijing Miyuan consents to the above authorization and entrustment. If and only if Party B informs Parties A in writing of Only when Beijing Miyuan delivers written notice to the Shareholders requiring replacement of the TrusteeAuthorized Person, Parties A shall immediately designate the other Shareholders promptly revoke the authorization to the existing Authorized Person hereunder and authorize the Chinese citizen otherwise designated by Party B at the time Beijing Miyuan to exercise the above Entrusted Rights; Authorized Rights according to this Agreement, and the new authorization and entrustment replacing the original one entrustment, once made, each of Parties A shall separately sign a power of attorney with supersede the newly designated personnel of Party B with original authorization and entrustment; except for the same content above circumstance, the Shareholders shall not revoke the authorization and format as set forth in Annex II entrustment granted to the Authorized Person. 1.3 The Authorized Person shall perform the entrusted obligations within the scope of the Agreement; authorization under this Agreement in a prudent and Parties A may not revoke their entrustment and authorization to the Trustee. 1.2 Party B shall procure the Trustee to perform the fiduciary obligations legally and diligently within the authorized scope specified in the Agreement; Parties A diligent manner. The Shareholders shall acknowledge and assume responsibilities be liable for any legal consequences arising from the Trustee’s exercise of any of the Entrusted RightsAuthorized Rights by the Authorized Person. 1.3 Parties A 1.4 The Shareholders hereby agree confirm that the Trustee is Authorized Person does not required need to seek the opinion from Parties A prior to the exercise of Shareholders before exercising the Entrusted above Authorized Rights. However, after each resolution is adopted or the Trustee shall notify Parties A immediately proposal for convention of any resolution or proposal on convening an extraordinary shareholders’ meeting after such resolution or proposal is made. The Trustee , the Authorized Person shall provide the relevant minutes of the meeting and the text of the resolution to notify the Shareholders after the relevant shareholders’ meeting is held or the relevant shareholders’ resolution is maderegarding such promptly.

ENTRUSTMENT OF VOTING RIGHTS. 1.1 Parties A The Existing Shareholder hereby irrevocably undertake that they shall execute a undertakes to sign the power of attorney with the same content in a form and format as substance set forth in Annex II upon signing the 1 of this Agreement and to authorize the designee of Party B person designated by Tianjin Xxxxx (hereinafter referred to as the “TrusteeProxy”) to exercise, exercise on their behalf, all his behalf the following rights of Parties A entitled (hereinafter collectively referred to as the Shareholders of “Voting Rights”) entitled by the Company based on the trustee’s own will and discretion under Existing Shareholder in accordance with the then-effective articles of association of the Company as follows (hereinafter referred to as the “Entrusted Rights”):Company: (1) to act as represent the proxy of Parties A Existing Shareholder to propose exercise his voting right, make and execute resolutions with respect to convene all matters requiring the Existing Shareholder’s resolution, including but not limited to: designating and attend electing directors, general manager and other senior management personnel whose appointment or dismissal should be decided by the shareholders’ meeting according to the articles of association Existing Shareholder; disposing of the Company’s assets; dissolving or liquidating the Company, and forming the liquidation group on behalf of the Existing Shareholder and exercising the powers entitled by the liquidation group during the liquidation; (2) to act as the proxy of Parties A to exercise other voting rights on all matters requiring discussion and resolution at the shareholders’ meeting, including but not limited to the appointment and election of directors of the Company and other senior management to be appointed or removed entitled by the ShareholdersExisting Shareholder under the PRC Laws and regulations (including amendments, alterations, additions and re-enactments thereto, regardless whether they took effect before or after the conclusion of this Agreement); (3) to exercise other shareholders’ shareholder’s voting rights under the articles of association of the Company (including any other shareholders’ shareholder’s voting rights stipulated in entitled after the amendment to the articles of association as amendedof the Company);; and (4) Other voting rights entitled to Shareholders stipulated when the Company’s equity interest held by the PRC laws Existing Shareholder is transferred according to the exclusive purchase option agreement separately entered into by the Parties, to sign relevant equity transfer agreement and regulations (including amendments, changes, additions and re-enactment, regardless of their effective date before or after the conclusion other relevant documents on behalf of the Agreement)Existing Shareholder and go through the government approvals, registration, filings and such other procedures necessary for such transfer. The above authorization and entrustment are based is premised on the premise condition that the Trustee is Proxy shall be a Chinese citizen and Party B that Tianjin Xxxxx agrees to the above authorization and entrustment. If When and only if Party B informs Parties A in writing of when Tianjin Xxxxx issues a written notice to the replacement of Existing Shareholder to replace the TrusteeProxy, Parties A the Existing Shareholder shall immediately designate the other another Chinese citizen then designated by Party B at the time Tianjin Xxxxx to exercise the above Entrusted Voting Rights; the . The new authorization and entrustment replacing power of attorney shall supersede the original one once upon made. Other than the foregoing, each of Parties A The Existing Shareholder shall separately sign a power of attorney with the newly designated personnel of Party B with the same content and format as set forth in Annex II of the Agreement; and Parties A may not revoke their the entrustment and authorization made to the TrusteeProxy. 1.2 Party B The Proxy shall procure exercise diligence and caution to exercise the Trustee entrusted obligations in accordance with the law to perform the fiduciary obligations legally extent authorized hereunder; the Existing Shareholder acknowledges and diligently within the authorized scope specified in the Agreement; Parties A shall acknowledge and assume responsibilities assumes relevant liabilities for any legal consequences arising from the Trustee’s exercise of the Entrusted RightsVoting Rights by the Proxy. 1.3 Parties A The Existing Shareholder hereby agree confirms that the Trustee is Proxy will not required need to seek the opinion from Parties A of the Existing Shareholder prior to the exercise of the Entrusted above Voting Rights. However, but shall promptly inform the Trustee shall notify Parties A immediately of any resolution or proposal on convening an extraordinary shareholders’ meeting after such resolution or proposal is made. The Trustee shall provide the relevant minutes of the meeting and the text of the resolution to the Shareholders Existing Shareholder after the relevant shareholders’ meeting is held or the relevant shareholders’ resolution is resolutions have been made.

ENTRUSTMENT OF VOTING RIGHTS. 1.1 Parties A Each Shareholder hereby irrevocably undertake that they shall execute a undertakes to sign the power of attorney with the same content in a form and format as substance set forth in Annex II upon signing the 1 of this Agreement and to authorize the designee of Party B person designated by the WFOE (hereinafter referred to as the “TrusteeProxy”) to exercise, exercise on their behalf, all his/her behalf the following rights of Parties A entitled (hereinafter collectively referred to as the Shareholders of “Voting Rights”) entitled by the Company based on the trustee’s own will and discretion under Shareholder in accordance with the then-effective articles of association of the Company as follows (hereinafter referred to as the “Entrusted Rights”):Company: (1) to act as the proxy of Parties A to propose to convene and attend the shareholders’ meeting according to of the Company in accordance with the articles of association of the CompanyCompany as an agent of the Shareholder; (2) to act as represent the proxy of Parties A Shareholder to exercise his/her voting rights on right, make and execute resolutions with respect to all matters requiring the Shareholders’ discussion and resolution at the shareholders’ meetingresultion, including but not limited to the appointment to: designating and election of directors of the Company electing directors, general manager and other senior management to personnel whose appointment or dismissal should be appointed or removed decided by the Shareholders; disposing of the Company’s assets; dissolving or liquidating the Company, and forming the liquidation group on behalf of the Shareholders and exercising the powers entitled by the liquidation group during the liquidation; (3) to exercise other voting rights entitled by the Shareholders under the PRC Laws and regulations (including amendments, alterations, additions and re-enactments thereto, regardless whether they took effect before or after the conclusion of this Agreement); (4) to exercise other shareholders’ voting rights under the articles of association of the Company (including any other shareholders’ voting rights stipulated in entitled after the amendment to the articles of association as amendedof the Company);; and (45) Other voting rights entitled when the Company’s equity interest held by each Shareholder is transferred according to Shareholders stipulated the exclusive purchase option agreement separately entered into by the PRC laws Parties, to sign relevant equity transfer agreement and regulations (including amendments, changes, additions and re-enactment, regardless of their effective date before or after the conclusion other relevant documents on behalf of the Agreement)Shareholders and go through the government approvals, registration, filings and such other procedures necessary for such transfer. The above authorization and entrustment are based is premised on the premise condition that the Trustee is Proxy shall be a Chinese citizen and Party B that the WFOE agrees to the above authorization and entrustment. If When and only if Party B informs Parties A in writing of when the replacement of WFOE issues a written notice to the TrusteeShareholders to replace the Proxy, Parties A each Shareholder shall immediately designate the other another Chinese citizen then designated by Party B at the time WFOE to exercise the above Entrusted Voting Rights; the . The new authorization and entrustment replacing power of attorney shall supersede the original one once upon made. Other than the foregoing, each of Parties A No Shareholders shall separately sign a power of attorney with revoke the newly designated personnel of Party B with the same content and format as set forth in Annex II of the Agreement; and Parties A may not revoke their entrustment and authorization made to the TrusteeProxy. 1.2 Party B The Proxy shall procure exercise diligence and caution to exercise the Trustee entrusted obligations in accordance with the law to perform the fiduciary obligations legally and diligently within extent authorized hereunder; the authorized scope specified in the Agreement; Parties A shall Shareholders acknowledge and assume responsibilities relevant liabilities for any legal consequences arising from the Trustee’s exercise of the Entrusted RightsVoting Rights by the Proxy. 1.3 Parties A Each Shareholder hereby agree confirms that the Trustee is Proxy will not required need to seek the opinion from Parties A of the Shareholders prior to the exercise of the Entrusted above Voting Rights. However, but shall promptly inform the Trustee shall notify Parties A immediately of any resolution Shareholders after the resolutions or the proposal on convening an to convene extraordinary shareholders’ meeting after such resolution or proposal is made. The Trustee shall provide the relevant minutes of the meeting and the text of the resolution to the Shareholders after the relevant shareholders’ meeting is held or the relevant shareholders’ resolution is have been made.

ENTRUSTMENT OF VOTING RIGHTS. 1.1 Parties A The Shareholders hereby irrevocably undertake that they shall warrant that, after the execution of this Agreement, he/she will execute a power of attorney with the same content and format as set forth in Annex II upon signing the Agreement and respectively to authorize the designee of Party B Xxxxxx Xxxx (hereinafter referred to as ID No. [*****************]* the “TrusteeAuthorized Person”) to exercise, on their behalf, all exercise the following rights enjoyed by each of Parties A entitled the Shareholders as the Shareholders shareholders of Beijing Huaqianshu as granted by the Company based on the trustee’s own will and discretion under the then-effective articles of association of the Company as follows Beijing Huaqianshu then in effect (hereinafter referred to as collectively the “Entrusted Authorized Rights”): (1) to act as the proxy of Parties A to propose to convene and attend attending the shareholders’ meeting according to of Beijing Huaqianshu as the articles representative of association of the Companyeach Shareholder; (2) representing each Shareholder to act as vote for all the proxy of Parties A to exercise voting rights on all matters requiring discussion that shall be discussed and resolution at resolved by the shareholders’ meeting, meeting (including but not limited to the appointment and election of directors of the Company and other senior management to be appointed or removed by the Shareholdersof Beijing Huaqianshu such as directors, general manager and so on); (3) proposing the convention of the extraordinary shareholders’ meeting; (4) any shareholders’ rights as specified by laws; and (5) other shareholders’ voting rights under the articles of association of the Company Beijing Huaqianshu (including any other shareholders’ voting rights stipulated as provided in the such amended articles of association as amendedassociation);. (4) Other voting rights entitled to Shareholders stipulated by 1.2 The precondition for the PRC laws and regulations (including amendments, changes, additions and re-enactment, regardless of their effective date before or after the conclusion of the Agreement). The above authorization and entrustment are based on the premise is that the Trustee is Authorized Person shall be a Chinese citizen and Party B agrees that Beijing Miyuan consents to the above authorization and entrustment. If and only if Party B informs Parties A in writing of Only when Beijing Miyuan delivers written notice to the Shareholders requiring replacement of the TrusteeAuthorized Person, Parties A shall immediately designate the other Shareholders promptly revoke the authorization to the existing Authorized Person hereunder and authorize the Chinese citizen otherwise designated by Party B at the time Beijing Miyuan to exercise the above Entrusted Rights; Authorized Rights according to this Agreement, and the new authorization and entrustment replacing the original one entrustment, once made, each of Parties A shall separately sign a power of attorney with supersede the newly designated personnel of Party B with original authorization and entrustment; except for the same content above circumstance, the Shareholders shall not revoke the authorization and format as set forth in Annex II entrustment granted to the Authorized Person. 1.3 The Authorized Person shall perform the entrusted obligations within the scope of the Agreement; authorization under this Agreement in a prudent and Parties A may not revoke their entrustment and authorization to the Trustee. 1.2 Party B shall procure the Trustee to perform the fiduciary obligations legally and diligently within the authorized scope specified in the Agreement; Parties A diligent manner. The Shareholders shall acknowledge and assume responsibilities be liable for any legal consequences arising from the Trustee’s exercise of any of the Entrusted RightsAuthorized Rights by the Authorized Person. 1.3 Parties A 1.4 The Shareholders hereby agree confirm that the Trustee is Authorized Person does not required need to seek the opinion from Parties A prior to the exercise of Shareholders before exercising the Entrusted above Authorized Rights. However, after each resolution is adopted or the Trustee shall notify Parties A immediately proposal for convention of any resolution or proposal on convening an extraordinary shareholders’ meeting after such resolution or proposal is made. The Trustee , the Authorized Person shall provide the relevant minutes of the meeting and the text of the resolution to notify the Shareholders after the relevant shareholders’ meeting is held or the relevant shareholders’ resolution is maderegarding such promptly.

ENTRUSTMENT OF VOTING RIGHTS. 1.1 Parties A The Shareholders hereby irrevocably undertake that they shall warrant that, after the execution of this Agreement, he/she will execute a power of attorney with the same content and format as set forth in Annex II upon signing the Agreement and respectively to authorize the designee of Party B Xxxxxx Xxxx (hereinafter referred to as ID No. [*****************]*, the “TrusteeAuthorized Person”) to exercise, on their behalf, all exercise the following rights enjoyed by each of Parties A entitled the Shareholders as the Shareholders shareholders of Shanghai Huaqianshu as granted by the Company based on the trustee’s own will and discretion under the then-effective articles of association of the Company as follows Shanghai Huaqianshu then in effect (hereinafter referred to as collectively the “Entrusted Authorized Rights”): (1) to act as the proxy of Parties A to propose to convene and attend attending the shareholders’ meeting according to of Shanghai Huaqianshu as the articles representative of association of the Companyeach Shareholder; (2) representing each Shareholder to act as vote for all the proxy of Parties A to exercise voting rights on all matters requiring discussion that shall be discussed and resolution at resolved by the shareholders’ meeting, meeting (including but not limited to the appointment and election of directors of the Company and other senior management to be appointed or removed by the Shareholderssuch as directors, general manager and so on of Shanghai Huaqianshu); (3) proposing the convention of the extraordinary shareholders’ meeting; (4) any shareholders’ rights as specified by laws; and (5) other shareholders’ voting rights under the articles of association of the Company Shanghai Huaqianshu (including any other shareholders’ voting rights stipulated as provided in the such amended articles of association as amendedassociation);. (4) Other voting rights entitled to Shareholders stipulated by 1.2 The precondition for the PRC laws and regulations (including amendments, changes, additions and re-enactment, regardless of their effective date before or after the conclusion of the Agreement). The above authorization and entrustment are based on the premise is that the Trustee is Authorized Person shall be a Chinese citizen and Party B agrees to that Shanghai Miyuan consents with the above authorization and entrustment. If and only if Party B informs Parties A in writing of Only when Shanghai Miyuan delivers written notice to the Shareholders requiring replacement of the TrusteeAuthorized Person, Parties A shall immediately designate the other Shareholders promptly revoke the authorization to the existing Authorized Person hereunder and authorize the Chinese citizen otherwise designated by Party B at the time Shanghai Miyuan to exercise the above Entrusted Rights; Authorized Rights according to this Agreement, and the new authorization and entrustment replacing the original one entrustment, once made, each of Parties A shall separately sign a power of attorney with supersede the newly designated personnel of Party B with original authorization and entrustment; except for the same content above circumstance, the Shareholders shall not revoke the authorization and format as set forth in Annex II entrustment granted to the Authorized Person. 1.3 The Authorized Person shall perform the entrusted obligations within the scope of the Agreement; authorization under this Agreement in a prudent and Parties A may not revoke their entrustment and authorization to the Trustee. 1.2 Party B shall procure the Trustee to perform the fiduciary obligations legally and diligently within the authorized scope specified in the Agreement; Parties A diligent manner. The Shareholders shall acknowledge and assume responsibilities be liable for any legal consequences arising from the Trustee’s exercise of any of the Entrusted RightsAuthorized Rights by the Authorized Person. 1.3 Parties A 1.4 The Shareholders hereby agree confirm that the Trustee is Authorized Person does not required need to seek the opinion from Parties A prior to the exercise of Shareholders before exercising the Entrusted above Authorized Rights. However, after each resolution is adopted or the Trustee shall notify Parties A immediately proposal for convention of any resolution or proposal on convening an extraordinary shareholders’ meeting after such resolution or proposal is made. The Trustee , the Authorized Person shall provide the relevant minutes of the meeting and the text of the resolution to notify the Shareholders after the relevant shareholders’ meeting is held or the relevant shareholders’ resolution is maderegarding such promptly.