Common use of Liabilities for Breach of Agreement Clause in Contracts

Liabilities for Breach of Agreement. 14.1 If any of the following circumstances occurs, Party B will be regarded as having seriously defaulted and, in such a case, Party A has the right to immediately rescind this Agreement and request Party B to bear all the liabilities resulting from such default and compensate Party A for all the economic losses caused to Party A as a result, including but not limited to the litigation or arbitration expenses (including lawyers’ expenses) incurred as a result of lawsuits relating to such defaults or arbitration procedures. (1) Party B hides from Party A any information on the Purchased Assets specified in Article 2 herein. Such information includes but is not limited to the scope, categories, quantities, value, registration, true statuses, etc. of Purchased Assets. (2) All or part of the Purchased Assets delivered by Party B fails to conform to the provisions herein; (3) Party B refuses to perform or fails to fully perform the delivery obligations specified in Article 6 herein. (4) Party B breaches any of the provisions in Article 7.3 herein and does not agree to transfer or refuses to cooperate with Party A in transferring all or any part of the rights and obligations hereunder to third parties or change or changing the other party hereto to a third party, or sign or signing supplementary agreements or re-sign agreements with third parties. 14.2 Except as agreed above, after the signing of this Agreement, if either party directly or indirectly breaches, refuses to perform or incompletely performs any provision herein, or breaches any of its representations, warranties and undertakings herein, it shall be regarded as a default. In such a case, the non-breaching party may grant the breaching party a certain reasonable period during which the non-breaching party may request the breaching party to make remedies. If the breaching party fails to take any remedial actions within the above-said reasonable period of time, the non-breaching party shall have the right to rescind this Agreement and request the breaching party to bear all the resulting liabilities and to be responsible for all the economic losses caused by its default to the non-breaching party. Such economic losses include the litigation or arbitration expenses (including lawyers’ expenses) incurred as a result of lawsuits relating to such defaults or arbitration procedures relating to such defaults. The total amount of such economic losses shall not exceed the losses that the breaching party foresees or should foresee that may be caused to the non-breaching party as a result of breaching this Agreement.

Liabilities for Breach of Agreement. 14.1 10.1 Both Parties shall strictly comply with the terms of this Agreement; a Party’s failure to perform any of its own obligations, undertakings or covenants, or its violation of any of its statements hereunder, which brings damage to the interests of the other Party or renders the cooperation business impossible to be continued, shall be operated as a breach, and the breaching Party shall assume the liabilities for breach by indemnifying the other Party for any loss thus incurred and paying the penalty provided by relevant term hereof. In case of any damage to the other Party’s reputation, the breaching Party shall also undertake such liabilities as stopping damage, making apologies and restoring reputation. 10.2 In case this Agreement and its appendices is unable to be performed or fully performed due to a breach by a Party, the breaching Party shall assume the breaching liabilities and the non-breaching Party may terminate the cooperation business, and may further claim legal and economic responsibility from the breaching party if the breaching Party causes adverse social impact or economic losses to the non-breaching Party. In case of breach by both Parties, the Parties shall assume their respective due responsibilities according to the actual situation. 10.3 If Party B unilaterally terminates this Agreement, or is penalized with termination of cooperation according to Management Measures for Game Partner Credit Points, or if Party A terminates this Agreement pursuant to the terms hereof, Party B agrees: (1) to offer one-month exit grace period during which Party B shall continue to provide services for customers and publish announcement in respect of the cease of its services at its website; (2) to pay off penalty fines and performance bond to Party A in full amount; and (3) that Party A shall have the right not to settle the outstanding and unsettled payments. 10.4 Neither Party shall assume any breaching liability if this Agreement is terminated due to the industry regulation by government (a written document shall be provided) or other event of force majeure. 10.5 Party A will not be responsible to compensate Party A for any loss arising from the malfunction caused by Party A’s equipment, system or network and such other non-human caused reasons, but shall be obliged to fix the malfunction as soon as possible. 10.6 Party A will not take any responsibility if the conduct of business agreed herein is impacted when Party A is carrying out necessary construction or network building. 10.7 If Party A discovers that Party B has violated the Integrity Agreement attached hereto by bribing Party A’s working personnel, Party A may elect to impose a penalty of RMB10,000 to 100,000, suspend cooperation for 1-3 years or terminate the cooperation depending on the seriousness of the violation and the consequences thus brought about, and any loss thus incurred to Party A shall be borne by Party B. 10.8 Any of the following circumstances occurs, acts by Party B will be regarded as having seriously defaulted andshall constitute its breach hereunder, in such a case, which case Party A has shall have the right to immediately rescind this Agreement stop the interface of Party B’s system, suspend settlement, and request require Party B to bear all penalty at an amount equivalent to 100% of the liabilities resulting from such default and compensate total amount of its receivable information fee of the then-current month or RMB3,000, whichever is higher. Any loss thus incurred to party A shall be fully borne by Party B. If Party B manages to complete the remedy to the satisfaction of Party A for all the economic losses caused to within 10 working days, Party A as a resultwill resume the interface of Party B’s system and resume the settlement; if Party B fails to complete the remedy within such 10 working days, including but not limited or the completed remedy still fails to the litigation reach Party A’s requirements, or arbitration expenses (including lawyers’ expenses) incurred as a result of lawsuits relating Party B has committed three breaches accumulatively, Party A may notify Party B to such defaults or arbitration procedures.terminate this Agreement: (1) Party B hides from Party A B’s service has any information on content that is illegal, in violation of rules, reactionary or against the Purchased Assets specified in Article 2 herein. Such information includes but is not limited to the scope, categories, quantities, value, registration, true statuses, etc. principle of Purchased Assets.public order and good social customs; (2) All Party A has received from different users over 15 (included) justified complaints within one day, or part of over 50 (included) justified complaints within 30 days about the Purchased Assets delivered by Party B fails to conform to the provisions hereinsame subject; (3) The user complaints incurred due to reasons attributable to Party B refuses have caused adverse social impact, or have been reported to perform news media, administration of telecommunication, AIC or fails to fully perform the delivery obligations specified in Article 6 herein.other relevant government agency; (4) Party B breaches any is accused, or causes Party A to be accused of infringement, or Party or Party B is sued by others, penalized or reported by media for reasons attributable to Party B; (5) Party B violates laws, rules or regulations of the provisions sector, or any documents, management measures or policies of telecommunication or relevant industry authority; (6) Any hardware, software, business or game provided by Party B in Article 7.3 herein this business is held by Party A to fail to satisfy the business requirements upon its testing, or is withdrawn by Party B earlier than agreed; (7) Party B fails to have the relevant qualification, or provide its services beyond the permitted scope of its qualification; (8) Party B discretionally discloses Party A’s trade secrets, technical files, marketing plan, customer files, cooperation agreement and does not agree other key secrets to transfer any third party; (9) Party B unilaterally amends, terminates or refuses to cooperate perform, this Agreement without justified reason and without first reaching an agreement with Party A in transferring all A; (10) Party B fails to obey the business supervision or any part management of the rights and obligations hereunder to third parties or change or changing the other party hereto to a third partyParty A, or sign or signing supplementary agreements or re-sign agreements with third parties. 14.2 Except as agreed above, after the signing of this Agreement, if either party directly or indirectly breaches, refuses to perform or incompletely performs any provision herein, or breaches any of its representations, warranties and undertakings herein, it shall be regarded as a default. In such a case, the non-breaching party may grant the breaching party a certain reasonable period during which the non-breaching party may request the breaching party to make remedies. If the breaching party fails to take any remedial actions within remediate as required by Party A; (11) Party B infringes on the above-said reasonable period communication secrets or personal privacy of time, the non-breaching party shall have the right users or other persons; (12) Party B delays or fails to rescind this Agreement fully perform its obligations and request the breaching party to bear all the resulting liabilities and to be responsible for all the economic losses caused by its default to the non-breaching party. Such economic losses include the litigation or arbitration expenses (including lawyers’ expenses) incurred as a result of lawsuits relating to such defaults or arbitration procedures relating to such defaults. The total amount of such economic losses shall not exceed the losses that the breaching party foresees or should foresee that may be caused to the non-breaching party as a result of breaching this Agreement.duties hereunder;

Liabilities for Breach of Agreement. 14.1 8.1 Either party failing to perform this Agreement or failing to fully perform this Agreement shall be deemed as in breach of contract, and shall assume the relevant breaching liability. The breaching party shall compensate the non-breaching party for the losses thus incurred. 8.2 If any third party launches a legal or administrative proceeding (“Infringement Allegation”), alleging that Party A or its affiliate infringes its legal interests (including but not limited to the intellectual property right), or if Party A or its affiliate suffers the risk of administrative risks, Party A shall have the following circumstances occursright to suspend the operation of Party B’s games after giving a notice to Party B, take such measures as removing, taking offline, cutting access, etc. to stop providing the platform service for Party B’s alleged infringement business, and shall have the right to suspend the settlement. During the period of dispute resolution, Party A shall withhold the settlement amount at the standard of at least RMB50,000 for each business. If Party B fails to properly resolve the allegations, litigations, complaints, negative media reports, administrative penalties and other disputes, except for the deduction of relevant settlement amount, Party A shall have the right to terminate this Agreement and decide at its sole discretion if it would make any defense or reach settlement or conciliation with the third party, and ask for compensation against Party B. When Party A asks for compensation from Party B, Party B will may not make a defense by reason of Party A’s defense, settlement or conciliation plan having not be regarded as having seriously defaulted and, in such a case, consented by Party B. With regard to the liability that Party B should assume to the third party and the losses thus suffered and all the fees thus paid by Party A has the right to immediately rescind this Agreement and request Party B to bear all the liabilities resulting from such default and compensate Party A for all the economic losses caused to Party A as a resultits affiliate, including but not limited to all the litigation fees, traveling expenses, attorney fees, notarization fees, settlement fees or arbitration expenses (including lawyers’ expenses) incurred as a result of lawsuits relating to such defaults or arbitration procedures. (1) Party B hides from compensation amount decided in the final judgment, Party A any information on may directly deduct such amount from the Purchased Assets specified amount outstanding under this Agreement or other contracts. The amount in Article 2 herein. Such information includes but is not limited to the scope, categories, quantities, value, registration, true statuses, etc. of Purchased Assets. (2) All or part of the Purchased Assets delivered short shall be paid by Party B fails to conform to within three business days after receiving Party A’s notice. 8.3 Party B shall not have any breaching activities as set out in the provisions herein; (3) Party B refuses to perform or fails to fully perform the delivery obligations specified in Article 6 herein. (4) Party B breaches any of the provisions in Article 7.3 herein and does not agree to transfer or refuses to cooperate with Management Measures for Credit Points of Mobile Game Business of Party A in transferring all or any part of the rights and obligations hereunder to third parties or change or changing the other party hereto to a third partyA, or sign or signing supplementary agreements or re-sign agreements with third parties. 14.2 Except as agreed above, after the signing of this Agreement, if either party directly or indirectly breaches, refuses to perform or incompletely performs any provision herein, or breaches any of its representations, warranties and undertakings herein, failing which it shall be regarded as a default. In such a casedealt with in accordance with the relevant provisions hereof. 8.4 Notwithstanding whether anything herein is provided in contrary, the non-breaching party may grant the breaching party a certain reasonable period during which the non-breaching party may request the breaching party Party A will not be responsible for any loss of expected benefits, goodwill loss, and data damage or loss arising from acts of Party B hereunder. 8.5 If Party B should pay penalty fines and/or assume compensation liability according to make remedies. If the breaching party fails to take any remedial actions within the above-said reasonable period of timethis Agreement or Party A’s relevant management rules, the non-breaching party Party A shall have the right to rescind this Agreement and request deduct the breaching party to bear all the resulting liabilities and to be responsible for all the economic losses caused by its default to the non-breaching party. Such economic losses include the litigation relevant amount directly from any settlement payment or arbitration expenses (including lawyers’ expenses) incurred as a result of lawsuits relating to such defaults or arbitration procedures relating to such defaults. The total amount of such economic losses shall not exceed the losses that the breaching party foresees or should foresee that may be caused to the non-breaching party as a result of breaching this Agreementperformance bond.

Liabilities for Breach of Agreement. 14.1 17.1 If any of the following circumstances occurs, Party B will be regarded as having seriously defaulted and, in such a case, Party A has the right to immediately rescind this Agreement and request Party B to bear all the liabilities resulting from such default and compensate Party A for all the economic losses caused to Party A as a result, including but not limited to the litigation or arbitration expenses (including lawyers’ expenses) incurred as a result of lawsuits relating to such defaults or arbitration procedures. (1) Party B hides from Party A any information on the Purchased Assets specified in Article 2 herein. Such information includes but is not limited to the scope, categories, quantities, value, registration, true statuses, etc. of Purchased Assets. (2) All or part of the Purchased Assets delivered by Party B fails to conform to the provisions herein; (3) Party B refuses to perform or fails to fully perform the delivery obligations specified in Article 6 9 herein. (4) Party B breaches any of the provisions in Article 7.3 10.3 herein and does not agree to transfer or refuses to cooperate with Party A in transferring all or any part of the rights and obligations hereunder to third parties or change or changing the other party hereto to a third party, or sign or signing supplementary agreements or re-sign agreements with third parties. 14.2 (5) Any of Party B’s representations or statements under Article 12 herein is untrue, incomplete, inaccurate or misleading. 17.2 Except as agreed above, after the signing of this Agreement, if either party directly or indirectly breaches, refuses to perform or incompletely performs any provision herein, or breaches any of its representations, warranties and undertakings herein, it shall be regarded as a default. In such a case, the non-breaching party may grant the breaching party a certain reasonable period during which the non-breaching party may request the breaching party to make remedies. If the breaching party fails to take any remedial actions within the above-said reasonable period of time, the non-breaching party shall have the right to rescind this Agreement and request the breaching party to bear all the resulting liabilities and to be responsible for all the economic losses caused by its default to the non-breaching party. Such economic losses include the litigation or arbitration expenses (including lawyers’ expenses) incurred as a result of lawsuits relating to such defaults or arbitration procedures relating to such defaults. The total amount of such economic losses shall not exceed the losses that the breaching party foresees or should foresee that may be caused to the non-breaching party as a result of breaching this Agreement.

Liabilities for Breach of Agreement. 14.1 If any 7.1 The Transferors and the Transferees should ensure the successful completion of the following circumstances occursshare transfers (shareholders can be changed upon the completion of the share transfers). After this agreement has taken effective, in the event that this agreement cannot be enforced due to the reasons other than occurrence of force majeure events or one party expresses or its acts indicate that it will not perform its obligations hereunder, if the non-performing parties are the Transferors, the Transferors should return double of the Deposit to the Transferees, and if the non-performing parties are the Transferees, the Transferees shall lose the right to claim return of the Deposit. 7.2 The Transferees should pay the consideration agreed in this agreement in full and on time in accordance with this agreement. If there is any delay in the payment of consideration, the Transferees should pay an overdue fine in an amount equal to 2‰ of the outstanding amount to the Transferors for each day of delay in payment. If the Transferees have delayed the payment for ten days, they will be deemed to be in breach of this agreement. In such case, apart from continuing to perform this agreement, the Transferees should pay a liquidate damage of RMB200,000 to the Transferors. 7.3 If, due to any reason attributable to the Transferors or attributable to the activities of Boxin before Closing, any person claims for liability and compensation against the Transferees, the Transferors commit to assume joint liability for indemnifying the Transferees from any compensation, loss and expenses. The term of such Transferors’ joint liability shall be effective for two (2) years from the Closing Date. 7.4 If Party A, Party B will be regarded as having seriously defaulted and, in such a caseor Party C made any false representation about Boxin at the time when this agreement was executed, Party A has the right to immediately rescind this Agreement D and request Party B to bear all the liabilities resulting from such default and compensate Party A for all the economic losses caused to Party A as a result, including but not limited to the litigation or arbitration expenses (including lawyers’ expenses) incurred as a result of lawsuits relating to such defaults or arbitration procedures. (1) Party B hides from Party A any information on the Purchased Assets specified in Article 2 herein. Such information includes but is not limited to the scope, categories, quantities, value, registration, true statuses, etc. of Purchased Assets. (2) All or part of the Purchased Assets delivered by Party B fails to conform to the provisions herein; (3) Party B refuses to perform or fails to fully perform the delivery obligations specified in Article 6 herein. (4) Party B breaches any of the provisions in Article 7.3 herein and does not agree to transfer or refuses to cooperate with Party A in transferring all or any part of the rights and obligations hereunder to third parties or change or changing the other party hereto to a third party, or sign or signing supplementary agreements or re-sign agreements with third parties. 14.2 Except as agreed above, after the signing of this Agreement, if either party directly or indirectly breaches, refuses to perform or incompletely performs any provision herein, or breaches any of its representations, warranties and undertakings herein, it shall be regarded as a default. In such a case, the non-breaching party may grant the breaching party a certain reasonable period during which the non-breaching party may request the breaching party to make remedies. If the breaching party fails to take any remedial actions within the above-said reasonable period of time, the non-breaching party E shall have the right to rescind refuse the purchase of the shares, and even terminate this Agreement agreement. In such case, Party A, Party B and request the breaching party to bear all the resulting liabilities and Party C shall be deemed to be responsible for all in breach of this agreement. This agreement shall be terminated after the economic losses caused by its default Transferors have sent out the termination notice to the non-breaching partyTransferees. Such economic losses include Party A, Party B and Party C should, within five days after receiving the litigation or arbitration expenses (including lawyers’ expenses) incurred termination notice from Party D and Party E, pay the Transferees RMB200,000 as a result of lawsuits relating to such defaults or arbitration procedures relating to such defaults. The total amount of such economic losses shall not exceed liquidated damage and return the losses that the breaching party foresees or should foresee that may be caused Deposit to the non-breaching party as a result of breaching this AgreementTransferees.

Liabilities for Breach of Agreement. 14.1 If any 13.1 The nonperformance of the following circumstances occursobligations under this Agreement by each Party shall be deemed as breach of Agreement. The Party in breach shall be liable pursuant to this Agreement and its Appendixes. 13.2 For the overdue payments Party B owes to Party A, Party B will be regarded as having seriously defaulted and, in such shall pay a casepenalty of [**]% of the amount owed per day until the payments are paid off. If the delay exceeds ninety (90) days, Party A has is therefore entitled to unilaterally terminate the right to immediately rescind this Agreement and request Agreement, in which situation, Party B shall continue to pay off the outstanding amount and penalty, as well as any loss Party A may suffer thereof. [**] Certain information has been omitted and filed separately with the Securities and Exchange Commission. Confidential treatment has been requested by Loyalty Alliance Enterprise Corporation. 13.3 Party B shall cooperate with Party A to deal with any complaint made by clients and be liable for the compensation arising out of Party B’s fault or Party A’s breach of Agreement. 13.4 Party B shall unilaterally bear all the liabilities legal liability and consequence resulting from such default and unauthorized usage or delayed return of the Agency Qualification Certificate, or unauthorized agency. Party B shall unconditionally compensate Party A for all the economic losses caused to in full if Party A is subject to any penalty, overdue fee, fine, indemnity or other payment according to the mandatory provisions, judgment, ruling and administrative decision issued by competent authorizations, as a result, well as the losses suffered and the prospective earnings lost thereof (including but not limited to financial loss and reputation damage). Any other provisions concluded by the litigation or arbitration expenses (including lawyers’ expenses) incurred as a result of lawsuits relating Parties with regard to such defaults or arbitration proceduresthe above matters under this Agreement shall also be executed hereto. (1) 13.5 In the event that Party B hides violates the policies and rules with regard to the agency business established by Party A under this Agreement, Party A is entitled to deduct certain amount from Party A any information on the Purchased Assets specified in Article 2 herein. Such information includes but is not limited to the scopeB’s commission fees and deposit as penalty, categories, quantities, value, registration, true statuses, etc. of Purchased Assets. (2) All compensation or part of the Purchased Assets delivered other payments borne by Party B fails to conform pursuant to the provisions herein;relevant policies and rules and the terms of this Agreement and its Appendixes. 13.6 For the overdue deposit Party B is liable to pay or make up, Party B shall pay a penalty of [**]% per day. If the delay exceeds three (3) days, Party A is therefore entitled to unilaterally terminate the Agreement, or suspend Party B’s commission fees. Party A is entitled to deduct the payable amount of deposit from Party B’s commission fees. 13.7 Unless for statutory reasons, in the event that Party B refuses ceases to perform or fails to fully perform the delivery obligations specified in Article 6 herein. (4) Party B breaches any of the provisions in Article 7.3 herein and does not agree to transfer or refuses to cooperate with Party A in transferring all or any part of the rights and obligations hereunder to third parties or change or changing the other party hereto to a third party, or sign or signing supplementary agreements or re-sign agreements with third parties. 14.2 Except as agreed above, after the signing of under this Agreement, if either party directly or indirectly breachesParty B shall pay Party A penalty of the amount equal to its deposit. Meanwhile, refuses Party A is entitled to perform or incompletely performs any provision hereinParty B’s deposit and unpaid commission fees, or breaches any of its representations, warranties and undertakings herein, it shall be regarded as a default. In such a case, the non-breaching party may grant the breaching party a certain reasonable period during which the non-breaching party may request the breaching party ask Party B to make remedies. If the breaching party fails to take any remedial actions within the above-said reasonable period of time, the non-breaching party shall have the right to rescind this Agreement and request the breaching party to bear all the resulting liabilities and to be responsible compensate for all the economic losses caused by its default to the non-breaching party. Such economic losses include the litigation or arbitration expenses (including lawyers’ expenses) incurred as a result of lawsuits relating to such defaults or arbitration procedures relating to such defaults. The total amount of such economic losses shall not exceed the losses that it suffers thereof. 13.8 Others: To be agreed by the breaching party foresees or should foresee that may be caused to the non-breaching party as a result of breaching this Agreement.parties

Liabilities for Breach of Agreement. 14.1 If any 1. Breach of the following circumstances occurs, Party B will be regarded as having seriously defaulted and, in such a case, Party A has the right to immediately rescind this Agreement and request Party B to bear all the liabilities resulting from such default and compensate Party A for all the economic losses caused to Party A as a result, including but not limited to the litigation or arbitration expenses (including lawyers’ expenses) incurred as a result of lawsuits relating to such defaults or arbitration procedures.agreement (1) Breach by Party A (i) Fails to provide true, complete and valid financial information, information of production and operation condition and other relevant information as required by Party B; (ii) Fails to use the loan for the purpose prescribed hereunder; (iii) Fails to repay the principal and interest of the loan on schedule; (iv) Rejects or prevents Party B hides from inspecting and supervising the use of the loan; (v) Transfers assets and withdraws capital to evade the debts; (vi) Operation and financial condition deteriorates, Party A any information fails to discharge the debts due or Party A is or will be involved in material litigation or arbitration proceedings and other legal disputes, where Party B considers it may or has caused to an adverse effect or impair on the Purchased Assets specified rights and interests of Party B hereunder; (vii) Any other debt undertaken by Party A has affected or may affect the performance of Party A of its obligations hereunder; (viii) Fails to perform other due indebtedness owing to Party B; (ix) During the term of this Contract, Party A incurs changes in Article 2 operation method or conversion of operational mechanism us as contracting, leasing, consolidation, merger, establishing a joint venture, division, pooling, shareholding system restructuring, where Party B considers it may or has caused to an adverse effect or impair on the rights and interests of Party B hereunder; (x) Other condition which Party B considers sufficient to affect the exercise of Party B’s rights; (xi) Breaches other obligations as stipulated herein. Such information includes but is not limited to the scope, categories, quantities, value, registration, true statuses, etc. of Purchased Assets. (2) All or part of If the Purchased Assets delivered guarantor is involved in the following circumstances and Party A fails to provide new security as required by Party B fails B, it shall be deemed that Party A has breached this contract: (i) The guarantor is involved in such circumstances as contracting, leasing, consolidation, merger, establishing a joint venture, division, pooling, shareholding system rebuilding, bankruptcy, cancellation which is sufficient to conform to affect the provisions hereinguarantor’s capacity of undertaking the joint and several guarantee liability; (ii) The guarantor provides any third party with security beyond its capacity; (iii) The guarantor loses or may lose its ability of security; (iv) Other breaches by the guarantor as stipulated in the guarantee contract. (3) If the mortgagor is involved in the following circumstances and Party B refuses A fails to perform provide new security as required by Party B, it shall be deemed that Party A has breached this contract: (i) The mortgagor fails to purchase insurance for the mortgaged property as required by Party B, or fails to fully perform dispose of the delivery obligations specified insurance compensation as stipulated in Article 6 hereinthe mortgage contract after the occurrence of the insurance accident; (ii) In the event of damage, loss, devaluation of the collateral caused by the behavior of any third party, the mortgagor fails to dispose of the damages as stipulated in the mortgage contract; (iii) The mortgagor donates, transfers, leases, re-mortgages, moves or otherwise disposes of the collateral without written consent of Party B; (iv) The mortgagor disposes of the collateral with the consent of Party B but fails to dispose of the proceeds therefrom as stipulated in the mortgage contract; (v) In the event of the damage, loss or devaluation of collateral which is sufficient to affect discharging of the debts hereunder, the mortgagor fails to reinstate the value of collateral or provide other security as acceptable by Party B; (vi) Other breaches by the mortgagor as stipulated in the mortgage contract. (4) Party B breaches any of If the provisions pledgor is involved in Article 7.3 herein the following circumstances and does not agree to transfer or refuses to cooperate with Party A in transferring all or any part of the rights and obligations hereunder fails to third parties or change or changing the other party hereto to a third party, or sign or signing supplementary agreements or re-sign agreements with third parties. 14.2 Except provide new security as agreed above, after the signing of this Agreement, if either party directly or indirectly breaches, refuses to perform or incompletely performs any provision herein, or breaches any of its representations, warranties and undertakings hereinrequired by Party B, it shall be regarded deemed that Party A has breached this contract: (i) The pledgor fails to purchase insurance for the pledged property as a default. required by Party B, or fails to dispose of the insurance compensation as stipulated in the pledge contract after the occurrence of the insurance accident; (ii) In such a casethe event of damage, loss, devaluation of pledged property caused by the behavior of any third party, the non-breaching party may grant the breaching party a certain reasonable period during which the non-breaching party may request the breaching party to make remedies. If the breaching party pledgor fails to take any remedial actions within dispose of the above-said reasonable period damages as stipulated in the pledge contract; (iii) The pledgor disposes of timethe pledged property with the consent of Party B but fails to dispose of the proceeds therefrom as stipulated in the pledge contract; (iv) In the event of the damage, loss or devaluation of pledged property which is sufficient to affect the repayment of the principal and interest, the non-breaching party pledgor fails to reinstate the value of pledged property or provide other security acceptable to Party B; (v) Other breaches by the pledgor as stipulated in the pledge contract. (5) In the event the security contract or other security does not take effect, is valid or rescinded, or the guarantor is involved in other circumstances of partially or completely losing the ability of guarantee or rejects to performance the obligations of security, and Party A fails to provide new security as required by Party B, it shall have the right to rescind be deemed that Party A has breached this Agreement and request the breaching party to bear all the resulting liabilities and to be responsible for all the economic losses caused by its default to the non-breaching party. Such economic losses include the litigation or arbitration expenses (including lawyers’ expenses) incurred as a result of lawsuits relating to such defaults or arbitration procedures relating to such defaults. The total amount of such economic losses shall not exceed the losses that the breaching party foresees or should foresee that may be caused to the non-breaching party as a result of breaching this Agreementcontract.

Liabilities for Breach of Agreement. 14.1 If any of the following circumstances occurs, Party B will be regarded as having seriously defaulted and, in such a case, Party A has the right to immediately rescind this Agreement and request Party B to bear all the liabilities resulting from such default and compensate Party A for all the economic losses caused to Party A as a result, including but not limited to the litigation or arbitration expenses (including lawyers’ expenses) incurred as a result of lawsuits relating to such defaults or arbitration procedures. (1) Party B hides from Party A any information on the Purchased Assets specified in Article 2 herein. Such information includes but is not limited to the scope, categories, quantities, value, registration, true statuses, etc. of Purchased Assets. (2) All or part of the Purchased Assets delivered by Party B fails to conform to the provisions herein; (3) Party B refuses to perform or fails to fully perform the delivery obligations specified in Article 6 herein. (4) Party B breaches any of the provisions in Article 7.3 herein and does not agree to transfer or refuses to cooperate with Party A in transferring all or any part of the rights and obligations hereunder to third parties or change or changing the other party hereto to a third party, or sign or signing supplementary agreements or re-sign agreements with third parties. 14.2 7.1 Except as agreed above, after the signing of this Agreementotherwise provided for herein, if either party directly or indirectly breaches, refuses fails to perform or incompletely performs any provision hereinits obligations hereunder in a sufficient and timely manner, or breaches any of its representationssuch party shall bear the breaching liabilities and if such breach causes losses to the other party, warranties such party shall compensate the direct and undertakings herein, it shall be regarded indirect economic losses suffered by the other party arising as a default. In such a caseresult thereof. 7.1.1 When Party A breaches this Agreement, the non-breaching party may grant the breaching party a certain reasonable period during which the non-breaching party may request the breaching party to make remedies. If the breaching party fails to take any remedial actions within the above-said reasonable period of time, the non-breaching party Party B shall have the right to rescind terminate this Agreement at any time. In addition to paying the liquidated damages of RMB20,000 to Party B, Party A shall compensate all the losses suffered by Party B arising therefrom. In the event that Party B terminates this Agreement by reason of Party A’s breach of this Agreement, in order to ensure the continuity of the service provided to Party A’s Customer, Party B shall have the right to directly enter into a cooperation agreement with Party A’s Customer and Party A shall offer reasonable and necessary assistance in this regard. 7.1.2 When Party B breaches this Agreement and request fails to rectify its breach within 20 days after receiving the breaching written notice from Party A in respect thereof, Party A shall have the right to terminate this Agreement and claim against Party B its economic losses arising therefrom. 7.2 Within the valid term of this Agreement and following the termination or discharge of this Agreement, Party A and Party B undertake not to provide any third party to (including, but not limited to, any enterprise, business entity or organization having a business competition with the other party) with all information or materials concerning the business, technology, etc. of the other party, failing which Party A or Party B shall bear the corresponding liability and compensate all the resulting liabilities and to be responsible for all losses incurred by the economic losses caused by its default to the non-breaching party. Such economic losses include the litigation or arbitration expenses (including lawyers’ expenses) incurred as a result of lawsuits relating to such defaults or arbitration procedures relating to such defaults. The total amount of such economic losses shall not exceed the losses that the breaching party foresees or should foresee that may be caused to the non-breaching other party as a result thereof. 7.3 If, without the prior written consent of breaching this Agreement.Party B, Party A causes any company or entity other than Party B to preinstall mobile phone game products in the ROM of the mobile phone terminals of Party A’s Customers, Party B shall have the right to claim the direct and indirect losses arising from customer loss from Party A.