Common use of Obligations of Party B Clause in Contracts

Obligations of Party B. 1. Party B shall perform all the requirements and obligations specified in Monternet SP Cooperation and Management Measures, SSM Section. 2. Party B shall, by making use of the media (including WEB Site, WAP Site, print media, TV etc) under its control, promote MMS. Party B shall, in the case of using the name and business trademark of Party A to promote Monternet MMS business, obtain the prior agreement of Party A. Without written consent of Party A, Party B shall not promote businesses not included herein in the name of “China Mobile” or “Monternet” by media. 3. Party B shall, according to the contents of project, provide necessary equipment, including MMS application server, application software, information source and special line for application data and ensure normal operation of such equipment as required by Party A. 4. Party B shall coordinate Party A for interface testing and ensure that the MMS provided by Party B is in line with the specification for MMS network platform and the technical specification on interface as provided by Party A. 5. With the firewall of Party A’s MMSC system and Party B’s interface as the boundary, Party B shall conduct maintenance to all equipment at its own side and ensure normal operation of such equipment. 6. Party B shall, in case of failures concerning application services cased by Party B, resolve such failure immediately and take practical measures to ensure that the same or similar failures do not recur in the future. In case of economic losses to Party A or Party A’s MMS customers incurred by Party B, Party B shall be liable for compensation therefor. 7. Party B shall be responsible for negotiations and commercial agreements with the direct providers for the contents of application services (e.g., the property right owner of image and music). Party B shall ensure all information and services as provided would not violate relevant policies and regulations of the State, and would not infringe the interests of consumers as well as the intellectual property right and relevant benefits of the third party. Party B shall assume the relevant responsibilities for litigations incurred. 8. Without the written consent of Party A, Party B shall not unilaterally provide the services not recognized by Party A. 9. With respect to the application services provided by Party B for Party A, in whatsoever transmission and carrying ways, Party B shall not provide such services for other communication operators; otherwise, Party A shall have the right to terminate the application services provided by Party B in Party A’s MMS network platform and terminate the settlement with Party B. 10. Party B shall provide all necessary materials for the billing clearly and unambiguously to Party A and shall bear all economic and legal liabilities. 11. Party B shall be obliged to provide Party A with all statistic data concerning the use of Party B’s MMS application services by Party A’s customers.

Obligations of Party B. 3.2.1 Party B will use the media under its control (including Websites, WAP website, press and TV) to help China Mobile to promote the application services on Monternet WAP primary website (xxx.xxxxxxxxx.xxx) and the primary website to attract more users to access the website and consume the services. Party B will promote the Monternet WAP services in the name of Party A or its business names subject to written confirmation of Party A; without the written consent of Party A, Party B shall not promote any services other than Monternet WAP services on the media in the name of China Mobile and Monternet. 3.2.2 Party B shall provide WAP application server, application software, information source, application dedicated data line and other necessary facilities for the cooperation project, and ensure the normal operation of above facilities as required by Party A. 3.2.3 Party B shall actively coordinate with Party A’s interface test, and ensure connection with Monternet WAP primary website according to WAP business specification and interface technical specification of Party A. 3.2.4 With the interface of Party A WAP firewall and Party B as the boundary, Party B shall service all facilities of its side to ensure normal performance and service provision. 3.2.5 Party B must ensure the compliance with the network performance indexes below, Party A shall conduct the test of the indexes and record the test data: (1) On-busy connection success rate not below 98%; (2) Network latency (loop latency from WTBS PING SP server) not over 100ms; (3) SP response latency (latency from WTBS request to WTBS response receipt) not over 500ms. 3.2.6 Party B shall promptly eliminate application service failures attributable to Party B, and take concrete measures to avoid such failures in the future. Party B shall perform all be liable for any economic loss incurred to Party A or Party A’s WAP users due to the requirements fault of Party B. 3.2.7 Party B shall undertake the negotiation and obligations specified in Monternet SP Cooperation and Management Measures, SSM Section. 2business agreement with the direct providers of application service contents. Party B shallshall ensure that the information and service furnished by Party B do not violate application policies, by making use laws and regulations, nor infringe consumer interests and IPR of the media (including WEB Site, WAP Site, print media, TV etc) under its control, promote MMSany third party. Party B shallshall approve and get online any updated information and contents, in and be legally liable therefor. Party B shall be liable for any lawsuit thus incurred. 3.2.8 Party B must ensure that the case users can freely consume its services on Monternet WAP primary website of using Party A, without the name and business trademark consent of Party A, shall not require the users logging on Monternet WAP primary website of Party A to promote undergo registration and authentication, nor require the users to register first in any place other than Monternet MMS business, obtain the prior agreement WAP primary website of Party A. A. 3.2.9 Party B shall ensure to provide the contents valuable to the users, and upgrade the contents regularly. 3.2.10 Without written consent of Party A, Party B shall not promote businesses not included herein in the name provide other services unauthorized by Party A to Party A’s users on WAP website of “China Mobile” or “Monternet” by media. 3. Party B shall, according to the contents of project, provide necessary equipment, including MMS application server, application software, information source and special line for application data and ensure normal operation of such equipment as required by Party A. 4. 3.2.11 Party B shall coordinate not provide the application service contents furnished to Party A for interface testing and ensure that to other communications operators or WAP website, regardless of the MMS provided by transmission/carrying model of the application services. Otherwise, Party B A is in line with the specification for MMS network platform and the technical specification entitled to terminate Party B’s application services on interface as provided by Party A. 5. With the firewall of Party A’s MMSC system WAP primary website, and terminate the settlement with Party B accordingly. 3.2.12 Party B shall not provide the premium services furnished by Party A on the WAP website of Party B or other websites, otherwise, Party A is entitled to terminate Party B’s interface as application services on Party A’s WAP primary website, and terminate the boundarysettlement with Party B accordingly. 3.2.13 In principle, Party B shall conduct maintenance to all equipment at terminate any services existing on its own side WAP website or WAP websites of the provincial branches of Party A prior to the cooperation with Party A, and ensure normal operation of such equipment. 6may also insert the linkage with Monternet at the original service place. Otherwise, Party B shall, in case of failures concerning A is entitled to terminate Party B’s application services cased by Party B, resolve such failure immediately and take practical measures to ensure that the same or similar failures do not recur in the future. In case of economic losses to Party A or on Party A’s MMS customers incurred by WAP primary website, and terminate the settlement with Party B accordingly. 3.2.14 Party B shall provide the linkage with the front page of Party A Monternet WAP primary website (xxxx://xxx.xxxxxxxxx.xxx) on Party B’s WAP website, and recommend the application services on Monternet WAP primary website to the users. 3.2.15 Party B may provide the nationwide services on WAP primary website of Party A, or provide local services on the local WAP websites of Party A; provided that only one website shall contain the services of the same type of contents, that is to say, Party B shall be liable for compensation therefor.not provide the local service contents in the nationwide services repetitively, or vice versa; shall not provide repeated contents to different provinces, nor the nationwide services through linkage with multiple local WAP websites of Party A. Otherwise Party A shall terminate the nationwide services of Party B. 7. Party B shall be responsible for negotiations and commercial agreements with the direct providers for the contents of application services (e.g., the property right owner of image and music). Party B shall ensure all information and services as provided would not violate relevant policies and regulations of the State, and would not infringe the interests of consumers as well as the intellectual property right and relevant benefits of the third party. Party B shall assume the relevant responsibilities for litigations incurred. 8. 3.2.16 Without the written consent of Party A, the application services of Party B on WAP website of Party A shall not be attached with the brands or marks of Party B other than the Monternet marks. 3.2.17 The services of Party B on WAP website of Party A shall not provide any URL address linkage with Party B or any third party, any service must provide the linkage to the front page of Monternet (xxxx://xxx.xxxxxxxxx.xxx). 3.2.18 Party B shall not unilaterally provide the services not recognized by Party A. 9. With respect to the application services provided by Party B for Party A, in whatsoever transmission accurately and carrying ways, Party B shall not provide such services for other communication operators; otherwise, Party A shall have the right to terminate the application services provided by Party B in Party A’s MMS network platform and terminate the settlement with Party B. 10. Party B shall provide all necessary materials for the billing clearly and unambiguously to Party A and shall bear all economic and legal liabilities. 11. Party B shall be obliged to specifically provide Party A with all statistic the data concerning the use of Party B’s MMS application services by Party A’s customersfor billing, and be liable for it economically and legally.

Obligations of Party B. 12.3.1 Party B shall possess a business license for enterprise as a legal person with lawful business scope, operating qualifications for content/application service, and shall provide to Party A the true and authentic operation permit as approved by the Ministry of Industry and Information Technology or local competent telecommunications authorities in order to conduct information value-added business, letter of credit, a perfect after-sale service system, pricing approvals, bank accounts and other documents. 2.3.2 Party B shall promote the MMS services through the various channels of advertising media, including WEB, WAP, plane media, TV, etc. Party B shall perform all obtain the requirements and obligations specified prior consent of Party A in order to publicize the Monternet SP Cooperation and Management Measures, SSM Section. 2. Party B shall, MMS by making use of the media (including WEB Site, WAP Site, print media, TV etc) under its control, promote MMS. Party B shall, in the case of using the enterprise name and business trademark of Party A to promote Monternet MMS business, obtain A. Without the prior agreement of Party A. Without written consent of Party A, Party B shall not promote businesses not included herein publicize in any media any business other than that contemplated hereunder in the name of “China Mobile” or and “Monternet” by media”. 3. 2.3.3 Party B shall, according to is responsible for providing the contents of project, provide necessary equipment, including MMS application serverservers, application software, information source and special line for sources, application data line and other equipments required for the cooperative project hereunder and shall ensure normal operation that such equipments will work under the requirements of Party A. 2.3.4 Party B shall ensure stable quality of the business, especially the information security and business quality at certain crucial stages, and shall ensure the 7×24 hours availability of the network channels with Party A; in addition, Party B is under the obligation to clarify the disclaimer statement when the users open this service. 2.3.5 If Party B desires to add or change one or more businesses, it shall submit to Party A the relevant required application documents before such equipment as required adding or change and such businesses may be opened or implemented only upon verification and approval by Party A. 42.3.6 If Party B intends to conduct system debug, maintenance, upgrade or other foreseeable change operations that may possibly cause service termination, it shall notify Party A of such within seven (7) days before such change, either in the form of SXXX notice or other written forms, detailing the specific reason for termination, time and period, and make declaration to the users. Party B shall coordinate Party A for interface testing and ensure that not provide any charging business via the MMS provided by Party B is in line with the specification for MMS network platform and the technical specification on interface as channels provided by Party A. 52.3.7 Party B must ensure accuracy of the information provided in the SXXX system by it, including but not limited to: company name, legal address, tax account, number of telecommunications value-added service license, information of the contact person. With If Party B changes any above information, it shall make a timely update accordingly in the firewall SXXX system, if Party B fails to make a timely update, it shall be liable for any and all the losses arising therefrom. 2.3.8 Party B shall ensure that it logs on the SXXX system on a daily basis to receive the notice and announcement released by Party A, and then make a timely disposal, failing which, it shall fully assume any and all the losses arising therefrom. 2.3.9 If Party B needs to pay any additional unbalance communications fee and/or other expenses to Party A, it shall pay off all the debts twenty-five (25) days prior to the expiration of that fiscal period. If any amount payable during any one month is not paid off by Party B within three (3) months after the end of that month, Party A shall have the right to terminate this Agreement and claim all payments in arrears against Party B. 2.3.10 Party B shall abide by the Monternet cooperative management rules, appraisal rules, customer service standards as well as the terms & conditions of other relevant documents as formulated by Party A to regulate the Monternet market order, and shall be held liable for any violation thereof. 2.3.11 Party B shall make available a special direct customer service line for users complaints, and shall be liable for the users enquiries, declarations and complaints that are caused not due to the network communications of Party A’s MMSC , in addition, it shall also be in position to receive the users enquiries, fee query and complaints that are caused due to any network communication. problems. First-person liability system shall be established, and if any problem requires the coordination of Party B’s interface as the boundaryA, Party B shall conduct maintenance to all equipment at its own side and ensure normal operation of such equipment. 6. Party B shall, in case of failures concerning application services cased by Party B, resolve such failure immediately and take practical measures to ensure that the same or similar failures do not recur in the future. In case of economic losses transfer it to Party A or Party A’s MMS customers incurred by Party B, Party B shall be liable for compensation therefor. 7. however, Party B shall be responsible for negotiations tracking such disposal progress and commercial agreements with the direct providers for the contents of application services (e.g., the property right owner of image and music). return visits. 2.3.12 The system debug conducted by Party B shall ensure all information and services as provided would not violate relevant policies and regulations affect the normal operation of the Stateexisting network of Party A, and would the speed for sending MMS to the communications network of Party A shall not infringe exceed the interests of consumers as well as interface flow limits allocated by Party A; without the intellectual property right and relevant benefits of the third party. Party B shall assume the relevant responsibilities for litigations incurred. 8. Without the written prior consent of Party A, Party B shall not unilaterally conduct any large flow test, otherwise, Party B shall be liable for any and all the consequences arising from the test. Party B shall actively coordinate the interface test work of Party A, and ensure that it will provide the services not recognized MMS according to the business standards and interface technical specifications of the MMS network platform provided by Party A. 9. With 2.3.13 Party B shall render a strict control over the privilege of network interface and relevant accounts, and ensure network and information security, and shall be wholly liable for the consequences caused as a result of the improper management of Party B. 2.3.14 If Party B is unable to continue its business due to the improper management or other reasons that are attributable to Party B, it shall notify Party A three (3) months in advance, and meanwhile make explanations to users and deal well with the follow-up work. 2.3.15 Party B undertakes that it has legal ownership with respect to all of the application services cooperative products and other relevant contents provided hereunder to Party A during the cooperative period, or has obtained all the necessary authorizations to license the operators to use the same according to this Agreement, and undertakes that the products and other relevant contents provided by Party B for hereunder does not and will not infringe upon the legitimate rights and interests of any third party, including but not limited to any copyright, right of reputation, portraiture right, etc., and that it is free from any copyright disputes and has not violated any laws and regulations, and that Party B has the right to authorize the operator to disseminate them via the information network. 2.3.16 If the third party lodges any administrative complaints, bring any legal proceedings or submit to arbitration against Party B, alleging that Party B has no disposal right to any of the cooperative products or other related contents provided hereunder or the authorization of Party B has legal defects, Party A may as appropriate take any of the following remedies jointly or selectively: (1) stop the sharing with Party B of the distributable earnings under this Agreement, with the amount not exceeding what the third party claimed; (2) require Party B to solve such disputes at its own expenses, and Party B shall, as required by Party A, request to the appropriate dispute resolving authorities to add Party A as a third party in whatsoever transmission and carrying wayssuch proceedings; (3)terminate this Agreement in part or in whole. If the above remedies are insufficient to cover the loss of Party A, as requested by Party A, Party B shall not provide such services for other communication operators; otherwise, Party A shall have the right to terminate the application services provided by Party B in Party A’s MMS network platform timely and terminate the settlement with Party B. 10. Party B shall provide all necessary materials for the billing clearly and unambiguously to fully indemnify Party A and shall bear hold Party A harmless from or against any and all the losses incurred by Party A, including but not limited to the advances already paid by Party A to Party B, and/or the economic loss accrued during the termination of the business hereunder, attorney’s fee, court fee and legal liabilitiesarbitration fee as paid by Party A for the purposes of resolving the disputes. 112.3.17 Party B, if having no qualifications as required for the operation of internet businesses, shall not in any manner whatsoever provide the business access approach to users via the internet, including but not limited to business ordering and on-demand services. Meanwhile, it shall not publicize the cooperative business hereunder on the website that has not procured the Telecommunications and Information Service Business Operation Permit. If in breach of this clause during the cooperative period, Party B shall be obliged to provide Party A with all statistic data concerning the use of Party B’s MMS application services by Party A’s customerssolely and wholly liable therefor.

Obligations of Party B. 12.3.1 Party B shall possess a business license for enterprise as a legal person with lawful business scope, operating qualifications for content/application service, and shall provide to Party A the true and authentic operation permit as approved by the Ministry of Industry and Information Technology or local competent telecommunications authorities in order to conduct information value-added business, letter of credit, a perfect after-sale service system, pricing approvals, bank accounts and other documents. 2.3.2 Party B shall promote the MMS services through the various channels of advertising media, including WEB, WAP, plane media, TV, etc. Party B shall perform all obtain the requirements and obligations specified prior consent of Party A in order to publicize the Monternet SP Cooperation and Management Measures, SSM Section. 2. Party B shall, MMS by making use of the media (including WEB Site, WAP Site, print media, TV etc) under its control, promote MMS. Party B shall, in the case of using the enterprise name and business trademark of Party A to promote Monternet MMS business, obtain A. Without the prior agreement of Party A. Without written consent of Party A, Party B shall not promote businesses not included herein publicize in any media any business other than that contemplated hereunder in the name of “China Mobile” or and “Monternet” by media”. 3. 2.3.3 Party B shall, according to is responsible for providing the contents of project, provide necessary equipment, including MMS application serverservers, application software, information source and special line for sources, application data line and other equipments required for the cooperative project hereunder and shall ensure normal operation that such equipments will work under the requirements of Party A. 2.3.4 Party B shall ensure stable quality of the business, especially the information security and business quality at certain crucial stages, and shall ensure the 7×24 hours availability of the network channels with Party A; in addition, Party B is under the obligation to clarify the disclaimer statement when the users open this service. 2.3.5 If Party B desires to add or change one or more businesses, it shall submit to Party A the relevant required application documents before such equipment as required adding or change and such businesses may be opened or implemented only upon verification and approval by Party A. 42.3.6 If Party B intends to conduct system debug, maintenance, upgrade or other foreseeable change operations that may possibly cause service termination, it shall notify Party A of such within seven (7) days before such change, either in the form of XXXX notice or other written forms, detailing the specific reason for termination, time and period, and make declaration to the users. Party B shall coordinate Party A for interface testing and ensure that not provide any charging business via the MMS provided by Party B is in line with the specification for MMS network platform and the technical specification on interface as channels provided by Party A. 52.3.7 Party B must ensure accuracy of the information provided in the XXXX system by it, including but not limited to: company name, legal address, tax account, number of telecommunications value-added service license, information of the contact person. With If Party B changes any above information, it shall make a timely update accordingly in the firewall XXXX system, if Party B fails to make a timely update, it shall be liable for any and all the losses arising therefrom. 2.3.8 Party B shall ensure that it logs on the XXXX system on a daily basis to receive the notice and announcement released by Party A, and then make a timely disposal, failing which, it shall fully assume any and all the losses arising therefrom. 2.3.9 If Party B needs to pay any additional unbalance communications fee and/or other expenses to Party A, it shall pay off all the debts twenty-five (25) days prior to the expiration of that fiscal period. If any amount payable during any one month is not paid off by Party B within three (3) months after the end of that month, Party A shall have the right to terminate this Agreement and claim all payments in arrears against Party B. 2.3.10 Party B shall abide by the Monternet cooperative management rules, appraisal rules, customer service standards as well as the terms & conditions of other relevant documents as formulated by Party A to regulate the Monternet market order, and shall be held liable for any violation thereof. 2.3.11 Party B shall make available a special direct customer service line for users complaints, and shall be liable for the users enquiries, declarations and complaints that are caused not due to the network communications of Party A’s MMSC , in addition, it shall also be in position to receive the users enquiries, fee query and complaints that are caused due to any network communication. problems. First-person liability system shall be established, and if any problem requires the coordination of Party B’s interface as the boundaryA, Party B shall conduct maintenance to all equipment at its own side and ensure normal operation of such equipment. 6. Party B shall, in case of failures concerning application services cased by Party B, resolve such failure immediately and take practical measures to ensure that the same or similar failures do not recur in the future. In case of economic losses transfer it to Party A or Party A’s MMS customers incurred by Party B, Party B shall be liable for compensation therefor. 7. however, Party B shall be responsible for negotiations tracking such disposal progress and commercial agreements with the direct providers for the contents of application services (e.g., the property right owner of image and music). return visits. 2.3.12 The system debug conducted by Party B shall ensure all information and services as provided would not violate relevant policies and regulations affect the normal operation of the Stateexisting network of Party A, and would the speed for sending MMS to the communications network of Party A shall not infringe exceed the interests of consumers as well as interface flow limits allocated by Party A; without the intellectual property right and relevant benefits of the third party. Party B shall assume the relevant responsibilities for litigations incurred. 8. Without the written prior consent of Party A, Party B shall not unilaterally conduct any large flow test, otherwise, Party B shall be liable for any and all the consequences arising from the test. Party B shall actively coordinate the interface test work of Party A, and ensure that it will provide the services not recognized MMS according to the business standards and interface technical specifications of the MMS network platform provided by Party A. 9. With 2.3.13 Party B shall render a strict control over the privilege of network interface and relevant accounts, and ensure network and information security, and shall be wholly liable for the consequences caused as a result of the improper management of Party B. 2.3.14 If Party B is unable to continue its business due to the improper management or other reasons that are attributable to Party B, it shall notify Party A three (3) months in advance, and meanwhile make explanations to users and deal well with the follow-up work. 2.3.15 Party B undertakes that it has legal ownership with respect to all of the application services cooperative products and other relevant contents provided hereunder to Party A during the cooperative period, or has obtained all the necessary authorizations to license the operators to use the same according to this Agreement, and undertakes that the products and other relevant contents provided by Party B for hereunder does not and will not infringe upon the legitimate rights and interests of any third party, including but not limited to any copyright, right of reputation, portraiture right, etc., and that it is free from any copyright disputes and has not violated any laws and regulations, and that Party B has the right to authorize the operator to disseminate them via the information network. 2.3.16 If the third party lodges any administrative complaints, bring any legal proceedings or submit to arbitration against Party B, alleging that Party B has no disposal right to any of the cooperative products or other related contents provided hereunder or the authorization of Party B has legal defects, Party A may as appropriate take any of the following remedies jointly or selectively: (1) stop the sharing with Party B of the distributable earnings under this Agreement, with the amount not exceeding what the third party claimed; (2) require Party B to solve such disputes at its own expenses, and Party B shall, as required by Party A, request to the appropriate dispute resolving authorities to add Party A as a third party in whatsoever transmission and carrying wayssuch proceedings; (3)terminate this Agreement in part or in whole. If the above remedies are insufficient to cover the loss of Party A, as requested by Party A, Party B shall not provide such services for other communication operators; otherwise, Party A shall have the right to terminate the application services provided by Party B in Party A’s MMS network platform timely and terminate the settlement with Party B. 10. Party B shall provide all necessary materials for the billing clearly and unambiguously to fully indemnify Party A and shall bear hold Party A harmless from or against any and all the losses incurred by Party A, including but not limited to the advances already paid by Party A to Party B, and/or the economic loss accrued during the termination of the business hereunder, attorney’s fee, court fee and legal liabilitiesarbitration fee as paid by Party A for the purposes of resolving the disputes. 112.3.17 Party B, if having no qualifications as required for the operation of internet businesses, shall not in any manner whatsoever provide the business access approach to users via the internet, including but not limited to business ordering and on-demand services. Meanwhile, it shall not publicize the cooperative business hereunder on the website that has not procured the Telecommunications and Information Service Business Operation Permit. If in breach of this clause during the cooperative period, Party B shall be obliged to provide Party A with all statistic data concerning the use of Party B’s MMS application services by Party A’s customerssolely and wholly liable therefor.