Common use of Party B’s Obligations Clause in Contracts

Party B’s Obligations. (1) Within the scope of authorization, to invest and manage the Entrusted Assets carefully, honestly, diligently and dutifully so as to maximize the interest of the Entrusted Assets, and to take responsibility for compliance and control over the investment and management of the Entrusted Assets as well as other management responsibilities as requested by Party A; (2) To have dutiful and experienced professional investment personnel conduct reasonable and careful research, study and analysis of market environment, investment object, investment strategy and transaction strategy, arrange fairly and impartially the investment strategy and transaction strategy, so as to ensure the safety of the Entrusted Assets under this Agreement, and maximize the investment return through portfolio management, diversifying investment, and reasonably and carefully evaluate, predict and control relevant risks and costs; (3) To ensure the safety and independence of the Entrusted Assets in accordance with this Agreement; (4) To strictly observe the Investment Guidelines in accordance with this Agreement; (5) To execute Party A’s instructions and/or notices in accordance with this Agreement; (6) To establish sound internal risk control, supervision and inspection, accounting and personnel management systems, and to notify Party A in a timely manner of any change to Party B’s internal investment decision-making procedures or internal control policy regarding the Entrusted Assets, and submit the amended internal investment decision-making procedures or internal controls to Party A for record; (7) In accordance with applicable laws, regulations, and provisions under this Agreement, and at Party A’s request, to perform the information reporting obligation and submit various information reports to Party A in a timely manner, and complete or assist Party A in accounting, financial information filing and tax declaration with respect to the Entrusted Assets; (8) Not to engage in the following activities when managing the Entrusted Assets under this Agreement: (i) Pursuing interest for itself or any third party by using the Entrusted Assets under this Agreement; (ii) Assigning or re-entrusting the investment management obligations of the Entrusted Assets under this Agreement to a third party, unless permitted by Party A in advance; or (iii) Lending the Entrusted Assets or any investment belonging to Party A or ownership documents or documents evidencing the rights to investments under this Agreement to a third party, unless with prior written authorization of Party A; (9) To provide to Party A the daily transaction data of the Entrusted Assets under this Agreement on each Business Day through the data transmission method agreed upon or acknowledged by both parties; (10) At the request of Party A, to advise Party A on the arrangement and allocation strategy of the Entrusted Assets under this Agreement; (11) To cooperate with Party A in regard to the custody of the Entrusted Assets and accept and cooperate with the supervision of Party A and the Custodian designated by Party A; (12) Not to seek holding and direct management of listed companies by using the Entrusted Assets; (13) To report to Party A significant matters (See Exhibit II for specific contents and form of such report); (14) To preserve complete files and materials relating to the Entrusted Assets in accordance with this Agreement, and not to disclose to any one other than Party A or the third party authorized by Party A, unless otherwise provided by laws, regulations, or required by the exercise of powers by administrative or judicial authorities, and in such case, to notify Party A promptly of such disclosure; (15) Unless approved by Party A in writing, not to create any third party rights on the Entrusted Assets, including, without limitation, the creation of security rights such as pledge, mortgage and lien; (16) To keep confidential information relating to the Entrusted Assets, and unless otherwise provided by laws, regulations or this Agreement, not to disclose or use such information in any manner without Party A’s prior written notice; (17) Within the term hereof, to take necessary actions, including, without limitation, execution of necessary documents, to assist Party A in performing its obligations; (18) To ensure the relative stability of its investment management team for the Entrusted Assets; (19) Such other obligations as provided herein; and (20) Such other obligations as provided by laws, regulations and regulatory authorities.

Party B’s Obligations. (1) Within the scope of authorization6.2.1 Party B shall honestly, to invest carefully and diligently manage the Entrusted Assets carefully, honestly, diligently and dutifully so as to maximize the interest of the Entrusted Assets, and to take responsibility for compliance and control over the investment and management of the Entrusted Assets as well as other management responsibilities as requested by Party A; (2) To have dutiful and experienced professional investment personnel conduct reasonable and careful research6.2.2 Party B shall, study and analysis of market environmentin accordance with laws, investment objectregulations, investment strategy and transaction strategyregulatory requirements, arrange fairly and impartially the investment strategy and transaction strategy, so as to ensure the safety of the Entrusted Assets under this Agreement, Investment Guidelines and maximize the investment return through portfolio managementParty A’s written directives, diversifying investment, conduct Entrusted Investment Management and reasonably respond effectively to Party A Notices and carefully evaluate, predict Party A Reminders in a timely fashion and control relevant risks take necessary actions to implement such notices and costsreminders; (3) To ensure the safety and independence of the Entrusted Assets 6.2.3 Party B shall, in accordance with this Agreement; (4) To strictly observe the , Service Standards Manual and Investment Guidelines in accordance with this Agreement; (5) To execute Party A’s instructions and/or notices in accordance with this Agreement; (6) To establish sound internal Guidelines, perform obligations such as special management, accounting responsibility, report obligation, risk control, supervision file management, system management and inspectionother service obligations; 6.2.4 Party B shall inform Party A in writing of any changes in key personnel including investment manager; 6.2.5 Party B shall be responsible for the custody, liquidation, settlement, accounting and personnel cash management systems, and to notify of Entrusted Assets not under the custody of third party; 6.2.6 In case a connected person of Party A is involved in a timely manner of any change to an underlying asset in which Party B’s internal B invests the entrusted funds, Party B shall promptly report the investment decision-making procedures or internal control policy regarding and provide information on the Entrusted Assets, and submit the amended internal investment decision-making procedures or internal controls to transaction as required by Party A for record; (7) In accordance with applicable laws, regulations, and provisions under this Agreement, and at Party A’s request, so as to perform the information reporting obligation and submit various information reports to Party A in a timely manner, and complete or assist Party A in accounting, financial information filing and tax declaration with respect fulfilling its regulatory obligations in relation to the Entrusted Assetsconnected transactions; (8) Not to engage in 6.2.7 Party B shall actively assist and cooperate with Party A when Party A entrusts the following activities when managing the independent custody of Entrusted Assets under this Agreement: (i) Pursuing interest for itself or any third party by using the Entrusted Assets under this Agreement; (ii) Assigning or re-entrusting the investment management obligations of the Entrusted Assets under this Agreement to a third party, unless permitted by . Both parties shall enter into written agreement additionally to provide for such matters as Party A in advance; or (iii) Lending the Entrusted Assets or any investment belonging to Party A or ownership documents or documents evidencing the rights to investments under this Agreement to a third party, unless with prior written authorization of Party A; (9) To provide to Party A the daily transaction data of the Entrusted Assets under this Agreement on each Business Day through the data transmission method agreed upon or acknowledged by both parties; (10) At the request of Party A, to advise Party A on the arrangement B’s obligations and allocation strategy of the Entrusted Assets under this Agreement; (11) To cooperate with Party A work process in regard to the custody of the Entrusted Assets and accept and assets; 6.2.8 It shall cooperate with outside auditor consented to by Party A in the supervision audit of Entrusted Assets, and communicate in advance with Party A and the Custodian designated auditor with respect to complicated accounting matters; 6.2.9 It shall initiatively assist in the implementation of Party A’s investment management system and financial system, provide relevant data required by such implementation; 6.2.10 It shall cooperate with Party A in the inspection of Entrusted Assets, and within a reasonable period, provide provisional data and material required by regulatory authorities and management of Party A; (12) Not to seek holding and direct management of listed companies by using the Entrusted Assets; (13) To report to Party A significant matters (See Exhibit II for specific contents and form of such report); (14) To preserve complete files and materials relating to the Entrusted Assets in accordance with this Agreement, and not to disclose to any one other than Party A or the third party authorized by Party A, unless otherwise provided by laws, regulations, or required by the exercise of powers by administrative or judicial authorities, and in such case, to 6.2.11 It shall notify Party A promptly of such disclosure; (15) Unless approved by any loss on Entrusted Assets or funds of Party A in writing, not to create any third as a result of operating risk of other party rights on the Entrusted Assets, including, without limitation, the creation of security rights such as pledge, mortgage and lien; (16) To keep confidential information relating to the Entrusted Assetstransaction, and unless otherwise provided by laws, regulations shall have the right of recourse in the name of Party A or this Agreement, not to disclose or use such information in any manner without Party A’s prior written noticeinvestment manager in accordance with Party A’s authorization; (17) Within the term hereof, to take necessary actions, including, without limitation, execution of necessary documents, to assist Party A in performing its obligations; (18) To ensure the relative stability of its investment management team for the Entrusted Assets; (19) Such other obligations as provided herein; and (20) Such other obligations as provided by laws, regulations and regulatory authorities.

Party B’s Obligations. (1) Within the scope of authorization, to invest and manage the Entrusted Assets carefully, honestly, diligently and dutifully so as to maximize the interest of the Entrusted Assets, and to take responsibility for compliance and control over the investment and management of the Entrusted Assets as well as other management responsibilities as requested by Party A; (2) To have dutiful and experienced professional investment personnel conduct reasonable and careful research, study and analysis of market environment, investment object, investment strategy and transaction strategy, arrange fairly and impartially the investment strategy and transaction strategy, so as to ensure the safety of the Entrusted Assets under this Agreement, and maximize the investment return through portfolio management, diversifying investment, and reasonably and carefully evaluate, predict and control relevant risks and costs; (3) To ensure the safety and independence of the Entrusted Assets in accordance with this Agreement; (4) To strictly observe the Investment Guidelines in accordance with this Agreement; (5) To execute Party A’s instructions and/or notices in accordance with this Agreement; (6) To establish sound internal risk control, supervision and inspection, accounting and personnel management systems, and to notify Party A in a timely manner of any change to Party B’s internal investment decision-making procedures or internal control policy regarding the Entrusted Assetscontrols, and submit the amended internal investment decision-making procedures or internal controls to Party A for record; (7) In accordance with applicable laws, regulations, and provisions under this Agreement, and at Party A’s request, to perform the information reporting obligation and submit various information reports to Party A in a timely manner, and complete or assist Party A in accounting, financial information filing and tax declaration with respect to the Entrusted Assets; (8) Not to engage in the following activities when managing the Entrusted Assets under this Agreement: (i) Pursuing interest for itself or any third party by using the Entrusted Assets under this Agreement; (ii) Assigning or re-entrusting the investment management obligations of the Entrusted Assets under this Agreement to a third party, unless permitted by Party A in advance; or (iii) Lending the Entrusted Assets or any investment belonging to Party A or ownership documents or documents evidencing the rights to investments under this Agreement to a third party, unless with prior written authorization of Party A; (9) To provide to Party A the daily transaction data of the Entrusted Assets under this Agreement on each Business Day through the data transmission method agreed upon or acknowledged by both parties; (10) At the request of Party A, to advise Party A on the arrangement and allocation strategy of the Entrusted Assets under this Agreement; (11) To cooperate with Party A in regard to the custody of the Entrusted Assets and accept and cooperate with the supervision of Party A and the Custodian designated by Party A; (12) Not to seek holding and direct management of listed companies by using the Entrusted Assets; (13) To report to Party A significant matters (See Exhibit II for specific contents and form of such report); (14) To preserve complete files and materials relating to the Entrusted Assets in accordance with this Agreement, and not to disclose to any one other than Party A or the third party authorized by Party A, unless otherwise provided by laws, regulations, or required by the exercise of powers by administrative or judicial authorities, and in such case, to notify Party A promptly of such disclosure; (15) Unless approved by Party A in writing, not to create any third party rights on the Entrusted Assets, including, without limitation, the creation of security rights such as pledge, mortgage and lien; (16) To keep confidential information relating to the Entrusted Assets, and unless otherwise provided by laws, regulations or this Agreement, not to disclose or use such information in any manner without Party A’s prior written notice; (17) Within the term hereof, to take necessary actions, including, without limitation, execution of necessary documents, to assist Party A in performing its obligations; (18) To ensure the relative stability of its investment management team for the Entrusted Assets; (19) Such other obligations as provided herein; and (20) Such other obligations as provided by laws, regulations and regulatory authorities.

Party B’s Obligations. (1) Within the scope of authorization6.2.1 Party B shall honestly, to invest carefully and diligently manage the Entrusted Assets; 6.2.2 Party B shall, in accordance with laws, regulations, regulatory requirements, this Agreement, Investment Guidelines and Party A’s written directives, conduct Entrusted Investment Management and respond effectively to Party A Notices and Party A Reminders in a timely fashion and take necessary actions to implement such notices and reminders; 6.2.3 Party B shall, in accordance with this Agreement, Service Standards Manual and Investment Guidelines, perform obligations such as special management, accounting responsibility, report obligation, risk control, file management, system management and other service obligations; 6.2.4 Party B shall be responsible for the custody, liquidation, settlement, accounting and cash management of Entrusted Assets carefullynot under the custody of third party; 6.2.5 Party B shall actively assist and cooperate with Party A when Party A entrusts the independent custody of entrusted assets to third party. Both parties shall enter into written agreement additionally to provide for such matters as Party B’s obligations and work process in regard to the custody of assets; 6.2.6 It shall cooperate with outside auditor consented to by Party A in the audit of Entrusted Assets; 6.2.7 It shall initiatively assist in the implementation of Party A’s investment management system and financial system, honestly, diligently and dutifully so as to maximize provide relevant data required by such implementation; 6.2.8 It shall cooperate with Party A in the interest inspection of the Entrusted Assets, and to take responsibility for compliance within a reasonable period, provide provisional data and control over the investment material required by regulatory authorities and management of the Party A; 6.2.9 It shall notify Party A promptly of any loss on Entrusted Assets or funds of Party A as well a result of operating risk of other party to the transaction, and shall have the right of recourse in the name of Party A or Party A’s investment manager in accordance with Party A’s authorization; 6.2.10 According to Basic Regulations on Corporate Internal Control (and the complementary Implementation Guidelines for Corporate Internal Control), Evaluation Guidelines for Corporate Internal Control and Audit Guidelines for Corporate Internal Control jointly issued by the Ministry of Finance, the China Securities Regulatory Commission (“CSRC”) and other regulatory authorities, and the United States Sarbanes Oxley Act, as other management responsibilities a company controlled by Party A, Party B is obliged to conduct the evaluation of internal control and internal audit accepting external auditors. Party B shall be subject to the quality inspection of the annual internal control self evaluation by Party A, and report the results of such evaluation as requested by Party A; (2) To have dutiful and experienced professional investment personnel conduct reasonable and careful research, study and analysis of market environment, investment object, investment strategy and transaction strategy, arrange fairly and impartially the investment strategy and transaction strategy, so as to ensure the safety of the Entrusted Assets under this Agreement, and maximize the investment return through portfolio management, diversifying investment, and reasonably and carefully evaluate, predict and control relevant risks and costs; (3) To ensure the safety and independence of the Entrusted Assets in accordance 6.2.11 Party B shall share with this Agreement; (4) To strictly observe the Investment Guidelines in accordance with this Agreement; (5) To execute Party A’s instructions and/or notices in accordance with this Agreement; (6) To establish sound internal risk control, supervision and inspection, accounting and personnel management systems, and to notify Party A in a timely manner of any change to Party B’s internal investment decision-making procedures or internal control policy regarding the Entrusted Assets, outside research sources and submit the amended internal investment decision-making procedures or internal controls to Party A for record; (7) In accordance with applicable laws, regulations, and provisions under this Agreement, and at Party A’s request, to perform the information reporting obligation and submit various information reports to Party A in a timely manner, and complete or assist Party A in accounting, financial information filing and tax declaration communication opportunities with respect to the Entrusted Assets; (8) Not to engage in the following activities when managing the Entrusted Assets under this Agreement: (i) Pursuing interest for itself or any third party by using the Entrusted Assets under this Agreement; (ii) Assigning or re-entrusting the investment management obligations of the Entrusted Assets under this Agreement to a third party, unless permitted by Party A in advance; or (iii) Lending the Entrusted Assets or any investment belonging to Party A or ownership documents or documents evidencing the rights to investments under this Agreement to a third party, unless with prior written authorization of Party A; (9) To provide to Party A the daily transaction data of the Entrusted Assets under this Agreement on each Business Day through the data transmission method agreed upon or acknowledged by both parties; (10) At the request of Party A, to advise Party A on the arrangement and allocation strategy of the Entrusted Assets under this Agreement; (11) To cooperate with Party A in regard to the custody of the Entrusted Assets and accept and cooperate with the supervision of Party A and the Custodian designated by Party A; (12) Not to seek holding and direct management of listed companies by using the Entrusted Assets; (13) To report to Party A significant matters (See Exhibit II for specific contents and form of such report); (14) To preserve complete files and materials relating to the Entrusted Assets in accordance with this Agreement, and not to disclose to any one other than Party A or the third party authorized by Party A, unless otherwise provided by laws, regulations, or required by the exercise of powers by administrative or judicial authorities, and in such case, to notify Party A promptly of such disclosure; (15) Unless approved by Party A in writing, not to create any third party rights on the Entrusted Assets, including, without limitation, the creation of security rights such as pledge, mortgage and lien; (16) To keep confidential information relating to the Entrusted Assets, and unless otherwise provided by laws, regulations or this Agreement, not to disclose or use such information in any manner without Party A’s prior written notice; (17) Within the term hereof, to take necessary actions, including, without limitation, execution of necessary documents, to assist Party A in performing its obligations; (18) To ensure the relative stability of its investment management team for the Entrusted Assets; (19) 6.2.12 Such other obligations as provided herein; and (20) 6.2.13 Such other obligations as provided by laws, regulations laws and regulatory authoritiesregulations.

Party B’s Obligations. (1) Within the scope of authorization6.2.1 Party B shall honestly, to invest carefully and diligently manage the Entrusted Assets carefullyAssets; 6.2.2 Party B shall, honestlyin accordance with laws, diligently regulations, regulatory requirements, this Agreement and dutifully so as to maximize the interest of the Investment Guidelines, conduct Entrusted AssetsInvestment Management, and to take responsibility for compliance and control over the investment and management of the Entrusted Assets as well as other management responsibilities as requested by execute Party A’s instructions for transferring out funds and respond effectively to Party A Notices and Party A Reminders in a timely fashion and take necessary actions to implement such notices and reminders; (2) To have dutiful and experienced professional investment personnel conduct reasonable and careful research6.2.3 Party B shall, study and analysis of market environment, investment object, investment strategy and transaction strategy, arrange fairly and impartially the investment strategy and transaction strategy, so as to ensure the safety of the Entrusted Assets under this Agreement, and maximize the investment return through portfolio management, diversifying investment, and reasonably and carefully evaluate, predict and control relevant risks and costs; (3) To ensure the safety and independence of the Entrusted Assets in accordance with this Agreement; (4) To strictly observe the , Service Standards Manual and Investment Guidelines in accordance with this Agreement; (5) To execute Party A’s instructions and/or notices in accordance with this Agreement; (6) To establish sound internal Guidelines, perform obligations such as special management, accounting responsibility, report obligation, risk control, supervision file management, system management and inspection, accounting and personnel management systems, and to notify other service obligations; 6.2.4 Party B shall inform Party A in a timely manner writing of any change to Party B’s internal changes in key personnel including investment decision-making procedures or internal control policy regarding the Entrusted Assets, and submit the amended internal investment decision-making procedures or internal controls to manager; 6.2.5 In case a connected person of Party A for record; (7) In accordance with applicable lawsis involved in an underlying asset in which Party B invests the entrusted funds, regulations, Party B shall promptly report the investment and provisions under this Agreement, and at Party A’s request, to perform provide information on the information reporting obligation and submit various information reports to transaction as required by Party A in a timely manner, and complete or so as to assist Party A in accounting, financial information filing and tax declaration with respect fulfilling its regulatory obligations in relation to the Entrusted Assetsconnected transactions; (8) Not to engage in 6.2.6 Party B shall actively assist and cooperate with Party A when Party A entrusts the following activities when managing the independent custody of Entrusted Assets under this Agreement: (i) Pursuing interest for itself or any third party by using the Entrusted Assets under this Agreement; (ii) Assigning or re-entrusting the investment management obligations of the Entrusted Assets under this Agreement to a third party, unless permitted by . Both parties shall enter into written agreement additionally to provide for such matters as Party A in advance; or (iii) Lending the Entrusted Assets or any investment belonging to Party A or ownership documents or documents evidencing the rights to investments under this Agreement to a third party, unless with prior written authorization of Party A; (9) To provide to Party A the daily transaction data of the Entrusted Assets under this Agreement on each Business Day through the data transmission method agreed upon or acknowledged by both parties; (10) At the request of Party A, to advise Party A on the arrangement B’s obligations and allocation strategy of the Entrusted Assets under this Agreement; (11) To cooperate with Party A work process in regard to the custody of the Entrusted Assets and accept and assets; 6.2.7 It shall cooperate with outside auditor consented to by Party A in the supervision audit of Entrusted Assets, and communicate in advance with Party A and the Custodian designated auditor with respect to complicated accounting matters; 6.2.8 It shall initiatively assist in the implementation of Party A’s investment management system, asset and liability management system and financial system, establish a regular contact mechanism, provide relevant data required by such implementation as requested by Party A in a reasonable time manner; 6.2.9 It shall cooperate with Party A in the inspection of Entrusted Assets, and within a reasonable period, provide provisional data and material required by regulatory authorities and management of Party A; (12) Not to seek holding and direct management of listed companies by using the Entrusted Assets; (13) To report to Party A significant matters (See Exhibit II for specific contents and form of such report); (14) To preserve complete files and materials relating to the Entrusted Assets in accordance with this Agreement, and not to disclose to any one other than Party A or the third party authorized by Party A, unless otherwise provided by laws, regulations, or required by the exercise of powers by administrative or judicial authorities, and in such case, to 6.2.10 It shall notify Party A promptly of such disclosure; (15) Unless approved by any loss on Entrusted Assets or funds of Party A in writing, not to create any third as a result of operating risk of other party rights on the Entrusted Assets, including, without limitation, the creation of security rights such as pledge, mortgage and lien; (16) To keep confidential information relating to the Entrusted Assetstransaction, and unless otherwise provided by laws, regulations shall have the right of recourse in the name of Party A or this Agreement, not to disclose or use such information in any manner without Party A’s prior written noticeinvestment manager in accordance with Party A’s authorization; (17) Within the term hereof, to take necessary actions, including, without limitation, execution of necessary documents, to assist Party A in performing its obligations; (18) To ensure the relative stability of its investment management team for the Entrusted Assets; (19) Such other obligations as provided herein; and (20) Such other obligations as provided by laws, regulations and regulatory authorities.

Party B’s Obligations. (1) Within To, within the scope of authorization, to invest and manage the Entrusted Assets carefully, honestly, diligently and dutifully so as to maximize the interest of the Entrusted Assets, and to take responsibility for compliance and control over the investment and management of the Entrusted Assets as well as other management responsibilities as requested by Party A; (2) To have dutiful and experienced professional investment personnel conduct reasonable and careful research, study and analysis of market environment, investment object, investment strategy and transaction strategy, arrange fairly and impartially the investment strategy and transaction strategy, so as to ensure the safety of the Entrusted Assets under this Agreement, and maximize the investment return through portfolio management, diversifying dispersing investment, and reasonably and carefully evaluate, predict and control relevant risks and costs; (3) To ensure the safety and independence of the Entrusted Assets in accordance with this Agreement; (4) To strictly observe the Investment Guidelines in accordance with this Agreement; (5) To execute implement Party A’s instructions and/or notices in accordance with this Agreement; (6) To establish sound internal risk control, supervision and inspection, accounting and personnel management systems, and to notify Party A in a timely manner fashion of any change to Party B’s internal investment decision-making procedures or internal control policy regarding the Entrusted Assetscontrols, and submit the amended so changed internal investment decision-making procedures or internal controls to Party A for record; (7) In accordance with applicable laws, regulations, and provisions under this Agreement, and at Party A’s request, to To perform the information reporting obligation and submit various information reports to Party A in a timely mannerfashion in accordance with applicable laws, regulations and complete or assist this Agreement as well as Party A in accounting, financial information filing and tax declaration with respect to the Entrusted AssetsA’s request; (8) Not to To not engage in the following activities when managing the Entrusted Assets under this AgreementAssets: (i) Pursuing interest for itself or any third party by using the Entrusted Assets under this Agreement; (ii) Assigning Transferring or re-entrusting the investment management obligations of the Entrusted Assets under this Agreement to a third party, unless permitted by Party A in advance; or (iii) Lending the Entrusted Assets or any investment belonging to Party A or ownership documents or documents evidencing the rights to investments under this Agreement to a third party, unless with prior written authorization of Party A; (9) To provide to Party A the daily transaction data of the Entrusted Assets under this Agreement on each Business Day such business day through the data transmission method agreed upon or acknowledged by both parties; (10) At To, at the request of Party A, to advise Party A on the arrangement and allocation strategy of the Entrusted Assets under this Agreement; (11) To cooperate with Party A in regard to the custody of the Entrusted Assets and accept and cooperate with the supervision of Party A and the Custodian designated by Party A; (12) Not to To no seek holding and direct management of listed companies by using the Entrusted Assets; (13) To report to Party A significant matters (See Exhibit II V for specific contents and form manner of such report); (14) To preserve complete completely the files and materials relating to the Entrusted Assets in accordance with this Agreement, and to not to disclose to any one other than Party A or the third party authorized by Party A, unless otherwise provided by laws, regulations, or required by the exercise of powers by administrative or judicial authorities, and in such case, to notify Party A promptly of such disclosuredisclosure to such third party; (15) Unless approved by To, without Party A in writingA’s written consent, not to create any third party rights right on the Entrusted Assets, including, without limitation, the creation of such security rights such right as pledge, mortgage and lien; (16) To keep confidential information relating to the Entrusted Assets, and unless otherwise provided by laws, regulations or this Agreement, to not to disclose or use in any way such information in any manner without Party A’s prior written notice; (17) Within To, within the term hereof, to take necessary actions, including, without limitation, execution of necessary documents, to assist Party A in B performing its obligations; (18) To ensure the relative stability of its investment management team for the Entrusted Assets; (19) Such other obligations as provided herein; and (20) Such other obligations as provided by laws, regulations and regulatory authorities.

Party B’s Obligations. (1) Within the scope of authorization6.2.1 Party B shall honestly, to invest carefully and diligently manage the Entrusted Assets; 6.2.2 Party B shall, in accordance with laws, regulations, regulatory requirements, this Agreement, Investment Guidelines and Party A’s written directives, conduct Entrusted Investment Management and respond effectively to Party A Notices and Party A Reminders in a timely fashion and take necessary actions to implement such notices and reminders; 6.2.3 Party B shall, in accordance with this Agreement, Service Standards Manual and Investment Guidelines, perform obligations such as special management, accounting responsibility, report obligation, risk control, file management, system management and other service obligations; 6.2.4 Party B shall be responsible for the custody, liquidation, settlement, accounting and cash management of Entrusted Assets carefullynot under the custody of third party; 6.2.5 Party B shall actively assist and cooperate with Party A when Party A entrusts the independent custody of entrusted assets to third party. Both parties shall enter into written agreement additionally to provide for such matters as Party B’s obligations and work process in regard to the custody of assets; 6.2.6 It shall cooperate with outside auditor consented to by Party A in the audit of Entrusted Assets; 6.2.7 It shall initiatively assist in the implementation of Party A’s investment management system and financial system, honestly, diligently and dutifully so as to maximize provide relevant data required by such implementation; 6.2.8 It shall cooperate with Party A in the interest inspection of the Entrusted Assets, and to take responsibility for compliance within a reasonable period, provide provisional data and control over the investment material required by regulatory authorities and management of the Party A; 6.2.9 It shall notify Party A promptly of any loss on Entrusted Assets or funds of Party A as well a result of operating risk of other party to the transaction, and shall have the right of recourse in the name of Party A or Party A’s investment manager in accordance with Party A’s authorization; 6.2.10 According to Sarbanes Oxley Act, as other management responsibilities a company controlled by Party A, Party B is obliged to comply with Section 404, including the evaluation of internal control and internal audit accepting external auditors. Party B shall be subject to the annual quality inspection of Section 404 internal control evaluation, and report the results of such evaluation as requested by Party A; (2) To have dutiful and experienced professional investment personnel conduct reasonable and careful research, study and analysis of market environment, investment object, investment strategy and transaction strategy, arrange fairly and impartially the investment strategy and transaction strategy, so as to ensure the safety of the Entrusted Assets under this Agreement, and maximize the investment return through portfolio management, diversifying investment, and reasonably and carefully evaluate, predict and control relevant risks and costs; (3) To ensure the safety and independence of the Entrusted Assets in accordance 6.2.11 Party B shall share with this Agreement; (4) To strictly observe the Investment Guidelines in accordance with this Agreement; (5) To execute Party A’s instructions and/or notices in accordance with this Agreement; (6) To establish sound internal risk control, supervision and inspection, accounting and personnel management systems, and to notify Party A in a timely manner of any change to Party B’s internal investment decision-making procedures or internal control policy regarding the Entrusted Assets, outside research sources and submit the amended internal investment decision-making procedures or internal controls to Party A for record; (7) In accordance with applicable laws, regulations, and provisions under this Agreement, and at Party A’s request, to perform the information reporting obligation and submit various information reports to Party A in a timely manner, and complete or assist Party A in accounting, financial information filing and tax declaration communication opportunities with respect to the Entrusted Assets; (8) Not to engage in the following activities when managing the Entrusted Assets under this Agreement: (i) Pursuing interest for itself or any third party by using the Entrusted Assets under this Agreement; (ii) Assigning or re-entrusting the investment management obligations of the Entrusted Assets under this Agreement to a third party, unless permitted by Party A in advance; or (iii) Lending the Entrusted Assets or any investment belonging to Party A or ownership documents or documents evidencing the rights to investments under this Agreement to a third party, unless with prior written authorization of Party A; (9) To provide to Party A the daily transaction data of the Entrusted Assets under this Agreement on each Business Day through the data transmission method agreed upon or acknowledged by both parties; (10) At the request of Party A, to advise Party A on the arrangement and allocation strategy of the Entrusted Assets under this Agreement; (11) To cooperate with Party A in regard to the custody of the Entrusted Assets and accept and cooperate with the supervision of Party A and the Custodian designated by Party A; (12) Not to seek holding and direct management of listed companies by using the Entrusted Assets; (13) To report to Party A significant matters (See Exhibit II for specific contents and form of such report); (14) To preserve complete files and materials relating to the Entrusted Assets in accordance with this Agreement, and not to disclose to any one other than Party A or the third party authorized by Party A, unless otherwise provided by laws, regulations, or required by the exercise of powers by administrative or judicial authorities, and in such case, to notify Party A promptly of such disclosure; (15) Unless approved by Party A in writing, not to create any third party rights on the Entrusted Assets, including, without limitation, the creation of security rights such as pledge, mortgage and lien; (16) To keep confidential information relating to the Entrusted Assets, and unless otherwise provided by laws, regulations or this Agreement, not to disclose or use such information in any manner without Party A’s prior written notice; (17) Within the term hereof, to take necessary actions, including, without limitation, execution of necessary documents, to assist Party A in performing its obligations; (18) To ensure the relative stability of its investment management team for the Entrusted Assets; (19) 6.2.12 Such other obligations as provided herein; and (20) 6.2.13 Such other obligations as provided by laws, regulations laws and regulatory authoritiesregulations.

Party B’s Obligations. (1) Within To, within the scope of authorization, to invest and manage the Entrusted Assets carefully, honestly, diligently and dutifully so as to maximize the interest of the Entrusted Assets, and to take responsibility for compliance and control over the investment and management of the Entrusted Assets as well as other management responsibilities as requested by Party A; (2) To have dutiful and experienced professional investment personnel conduct reasonable and careful research, study and analysis of market environment, investment object, investment strategy and transaction strategy, arrange fairly and impartially the investment strategy and transaction strategy, so as to ensure the safety of the Entrusted Assets under this Agreement, and maximize the investment return through portfolio management, diversifying dispersing investment, and reasonably and carefully evaluate, predict and control relevant risks and costs; (3) To ensure the safety and independence of the Entrusted Assets in accordance with this Agreement; (4) To strictly observe the Investment Guidelines in accordance with this Agreement; (5) To execute implement Party A’s instructions and/or notices in accordance with this Agreement; (6) To establish sound internal risk control, supervision and inspection, accounting and personnel management systems, and to notify Party A in a timely manner fashion of any change to Party B’s internal investment decision-making procedures or internal control policy regarding the Entrusted Assetscontrols, and submit the amended so changed internal investment decision-making procedures or internal controls to Party A for record; (7) In accordance with applicable laws, regulations, and provisions under this Agreement, and at Party A’s request, to To perform the information reporting obligation and submit various information reports to Party A in a timely mannerfashion in accordance with applicable laws, regulations and complete or assist this Agreement as well as Party A in accounting, financial information filing and tax declaration with respect to the Entrusted AssetsA’s request; (8) Not to To not engage in the following activities when managing the Entrusted Assets under this AgreementAssets: (i) Pursuing interest for itself or any third party by using the Entrusted Assets under this Agreement; (ii) Assigning Transferring or re-entrusting the investment management obligations of the Entrusted Assets under this Agreement to a third party, unless permitted by Party A in advance; or (iii) Lending the Entrusted Assets or any investment belonging to Party A or ownership documents or documents evidencing the rights to investments under this Agreement to a third party, unless with prior written authorization of Party A; (9) To provide to Party A the daily transaction data of the Entrusted Assets under this Agreement on each Business Day such business day through the data transmission method agreed upon or acknowledged by both parties; (10) At To, at the request of Party A, to advise Party A on the arrangement and allocation strategy of the Entrusted Assets under this Agreement; (11) To cooperate with Party A in regard to the custody of the Entrusted Assets and accept and cooperate with the supervision of Party A and the Custodian designated by Party A; (12) Not to To no seek holding and direct management of listed companies by using the Entrusted Assets; (13) To report to Party A significant matters (See Exhibit II for specific contents and form manner of such report); (14) To preserve complete completely the files and materials relating to the Entrusted Assets in accordance with this Agreement, and to not to disclose to any one other than Party A or the third party authorized by Party A, unless otherwise provided by laws, regulations, or required by the exercise of powers by administrative or judicial authorities, and in such case, to notify Party A promptly of such disclosuredisclosure to such third party; (15) Unless approved by To, without Party A in writingA’s written consent, not to create any third party rights right on the Entrusted Assets, including, without limitation, the creation of such security rights such right as pledge, mortgage and lien; (16) To keep confidential information relating to the Entrusted Assets, and unless otherwise provided by laws, regulations or this Agreement, to not to disclose or use in any way such information in any manner without Party A’s prior written notice; (17) Within To, within the term hereof, to take necessary actions, including, without limitation, execution of necessary documents, to assist Party A in B performing its obligations; (18) To ensure the relative stability of its investment management team for the Entrusted Assets; (19) Such other obligations as provided herein; and (20) Such other obligations as provided by laws, regulations and regulatory authorities.

Party B’s Obligations. (1) Within . Party B undertakes that it has obtained the scope of authorization, approval documents and qualifications required to invest and manage provide the Entrusted Assets carefully, honestly, diligently and dutifully so as to maximize the interest of the Entrusted Assetsservices specified herein, and that its execution and performance of this Agreement does not violate the provisions of applicable laws, regulations and rules. Party B shall assist Party A to take responsibility for compliance and control over the investment and management of the Entrusted Assets as well as other management responsibilities as requested by Party A; (2) To have dutiful and experienced professional investment personnel conduct reasonable and careful research, study and analysis of market environment, investment object, investment strategy and transaction strategy, arrange fairly and impartially the investment strategy and transaction strategy, so as to ensure the safety of the Entrusted Assets under perform this Agreement, and maximize the investment return through portfolio management, diversifying investment, and reasonably and carefully evaluate, predict and control relevant risks and costs; (3) To ensure the safety and independence of the Entrusted Assets Agreement in accordance with this Agreement;the applicable listing rules of the stock exchange where its shares are listed (hereinafter referred to as the Listing Rules). (4) To strictly observe the Investment Guidelines in accordance with this Agreement; (5) To execute 2. Party A’s instructions and/or notices in accordance with this Agreement; (6) To establish sound internal risk control, supervision and inspection, accounting and personnel management systems, and to notify Party A B shall provide services in a timely manner in strict compliance with Party A's annual business plan or written instructions in respect of individual entrustment specifying the service content. Party B shall be solely responsible for any change to liability arising from its act beyond the scope authorized by Party B’s internal investment decision-making procedures or internal control policy regarding A. 3. Party B shall, upon receipt of the Entrusted Assetsentrustment notice from Party A, complete the project plan in accordance with the requirements of Party A within the specified time, and submit the amended internal investment decision-making procedures or internal controls plan to Party A for record;examination and approval before arranging to implement. (7) 4. Party B shall be responsible for the legality of the advertisement produced by it. In accordance with applicable lawscase any third party alleges that Party B’s advertisement infringes their copyright, regulationsportrait right or any other rights and interests, and provisions under any tort liability arising therefrom shall be borne by Party B. 5. Party B shall, pursuant to this Agreement, be responsible for the whole process of the selection of media or media agent, negotiation, procurement, execution and at Party A’s requestsupervision, to perform the information reporting obligation conduct media evaluation and submit various information reports to Party A purchase, and release advertisements in a timely manner. Party B shall develop a supplier procurement management system, setting out detailed rules regarding the media supplier selection, negotiation, procurement and implementation process, defining the qualification standards, asset size and creditworthiness of the supplier, and complete or assist clearly specifying the process of advertising procurement and contract execution and performance. Party B shall comply with the rules and regulations for procurement, carefully select the advertising supplier of appropriate size with extensive experiences. 6. After the release of Party A's advertisement that Party B acted as an agent, Party B shall track and monitor the actual release results of that advertisement, and provide a monitoring report to Party A in accounting, financial information filing and tax declaration with respect according to the Entrusted Assets; (8) Not progress of the project. As part of the settlement basis for both parties, the monitoring report shall include but not limited to engage the summary of advertising, such as the position of advertisement, date and time period of release, form, specifications and quantity of advertising; photos, pictures and other supporting materials; difference between actual and scheduled broadcasting time, and reasons; and population exposed to the advertisement. Both parties may, according to the actual situation, stipulate the specific time, form and content of the monitoring report in the following activities when managing advertising agency agreement. 7. Party B shall keep confidential the Entrusted Assets under this Agreement: (i) Pursuing interest for itself advertising projects entrusted by Party A and must not disclose or release to any third party by without Party A’s permission. In case Party A’s advertising information is leaked in advance due to reasons attributable to Party B, Party B shall assume all legal liabilities or financial losses arising therefrom. 8. Party B shall be responsible for the legality of the advertisements that it releases using the Entrusted Assets under this Agreement; (ii) Assigning or re-entrusting the investment management obligations of the Entrusted Assets under this Agreement to a third party, unless permitted by Party A in advance; or (iii) Lending the Entrusted Assets or any investment belonging to Party A or ownership documents or documents evidencing the rights to investments under this Agreement to a third party, unless with prior written authorization of Party A; (9) To provide to Party A the daily transaction data of the Entrusted Assets under this Agreement on each Business Day through the data transmission method agreed upon or acknowledged by both parties; (10) At the request advertising media of Party A, any legal disputes attributable to advise Party B during the release process shall be resolved by Party B; for any legal disputes not attributable to Party B, Party B shall actively assist Party A to handle them while effectively keep Party A’s image intact. 9. Where Party B uses Party A’s aircraft (including the exterior and interior of the aircraft) as advertising media, on top of guaranteeing the fitness for flight of the aircraft, the content, format and position of its advertisement must satisfy the overall layout and business philosophy of Party A, and without interfering with Party A’s normal operation. 10. Party B shall, in line with the principle of mutual benefit, provide Party A with newspapers and magazines for passengers’ reading in the cabin; as subsidiaries of Party B, the sponsors of those media based on their initial founding concept, has ever since assumed the role of publicizing and promoting China Southern Air Holding Company and its members. As Party A is the key member of China Southern Air Holding Company, the subsidiaries of Party B shall publicize Party A’s airlines and airline developments in their main media. 11. Where Party B places advertisements in Party A’s in-flight TV and movie programmes, facilities or other media, the additional production costs incurred therefrom shall be borne by Party B. Party B agrees to enter into another agreement with Party A to determine the distribution of revenues and expenses derived from public relations services relating to recruitment. 12. Where Party A purchases custom gifts from Party B, Party B shall design and produce the gifts according to Party A’s specifications and print the logo of Party A on the arrangement and allocation strategy of the Entrusted Assets under this Agreement; (11) To cooperate with Party A in regard to the custody of the Entrusted Assets and accept and cooperate with the supervision of Party A and the Custodian designated by Party A; (12) Not to seek holding and direct management of listed companies by using the Entrusted Assets; (13) To report to Party A significant matters (See Exhibit II for specific contents and form of such report); (14) To preserve complete files and materials relating to the Entrusted Assets in accordance with this Agreement, and not to disclose to any one other than Party A or the third party authorized by Party A, unless otherwise provided by laws, regulations, or required by the exercise of powers by administrative or judicial authorities, and in such case, to notify Party A promptly of such disclosure; (15) Unless approved by Party A in writing, not to create any third party rights on the Entrusted Assets, including, without limitation, the creation of security rights such as pledge, mortgage and lien; (16) To keep confidential information relating to the Entrusted Assets, and unless otherwise provided by laws, regulations or this Agreement, not to disclose or use such information in any manner without Party A’s prior written notice; (17) Within the term hereof, to take necessary actions, including, without limitation, execution of necessary documents, to assist Party A in performing its obligations; (18) To ensure the relative stability of its investment management team for the Entrusted Assets; (19) Such other obligations as provided herein; and (20) Such other obligations as provided by laws, regulations and regulatory authoritiesgifts.

Party B’s Obligations. (1) Within the scope of authorization, to invest and manage the Entrusted Assets carefully, honestly, diligently and dutifully so as to maximize the interest of the Entrusted Assets, and to take responsibility for compliance and control over the investment and management of the Entrusted Assets as well as other management responsibilities as requested by Party A; (2) To have dutiful and experienced professional investment personnel conduct reasonable and careful research, study and analysis of market environment, investment object, investment strategy and transaction strategy, arrange fairly and impartially the investment strategy and transaction strategy, so as to ensure the safety of the Entrusted Assets under this Agreement, and maximize the investment return through portfolio management, diversifying investment, and reasonably and carefully evaluate, predict and control relevant risks and costs; (3) To ensure the safety and independence of the Entrusted Assets in accordance with this Agreement; (4) To strictly observe the Investment Guidelines in accordance with this Agreement; (5) To execute Party A’s instructions and/or notices in accordance with this Agreement; (6) To establish sound internal risk control, supervision and inspection, accounting and personnel management systems, and to notify Party A in a timely manner of any change to Party B’s internal investment decision-making procedures or internal control policy regarding the Entrusted Assets, and submit the amended internal investment decision-making procedures or internal controls to Party A for record; (7) In accordance with applicable laws, regulations, and provisions under this Agreement, and at Party A’s request, to perform the information reporting obligation and submit various information reports to Party A in a timely manner, and complete or assist Party A in accounting, financial information filing and tax declaration with respect to the Entrusted Assets; (8) Not to engage in the following activities when managing the Entrusted Assets under this Agreement: (i) Pursuing interest for itself or any third party by using the Entrusted Assets under this Agreement; (ii) Assigning or re-entrusting the investment management obligations of the Entrusted Assets under this Agreement to a third party, unless permitted by Party A in advance; or (iii) Lending the Entrusted Assets or any investment belonging to Party A or ownership documents or documents evidencing the rights to investments under this Agreement to a third party, unless with prior written authorization of Party A; (9) To provide to Party A the daily transaction data of the Entrusted Assets under this Agreement on each Business Day through the data transmission method agreed upon or acknowledged by both parties; (10) At the request of Party A, to advise Party A on the arrangement and allocation strategy of the Entrusted Assets under this Agreement; (11) To cooperate with Party A in regard to the custody of the Entrusted Assets and accept and cooperate with the supervision of Party A and the Custodian designated by Party A; (12) Not to seek holding and direct management of listed companies by using the Entrusted Assets; (13) To report to Party A significant matters (See Exhibit II for specific contents and form of such report)matters; (14) To preserve complete files and materials relating to the Entrusted Assets in accordance with this Agreement, and not to disclose to any one other than Party A or the third party authorized by Party A, unless otherwise provided by laws, regulations, or required by the exercise of powers by administrative or judicial authorities, and in such case, to notify Party A promptly of such disclosure; (15) Unless approved by Party A in writing, not to create any third party rights on the Entrusted Assets, including, without limitation, the creation of security rights such as pledge, mortgage and lien; (16) To keep confidential information relating to the Entrusted Assets, and unless otherwise provided by laws, regulations or this Agreement, not to disclose or use such information in any manner without Party A’s prior written notice; (17) Within the term hereof, to take necessary actions, including, without limitation, execution of necessary documents, to assist Party A in performing its obligations; (18) To ensure the relative stability of its investment management team for the Entrusted Assets; (19) Such other obligations as provided herein; and (20) Such other obligations as provided by laws, regulations and regulatory authorities.

Party B’s Obligations. (1) Within the scope of authorization6.2.1 Party B shall honestly, to invest carefully and diligently manage the Entrusted Assets; 6.2.2 Party B shall, in accordance with laws, regulations, regulatory requirements, this Agreement, Investment Guidelines and Party A’s written directives, conduct Entrusted Investment Management and respond effectively to Party A Notices and Party A Reminders in a timely fashion and take necessary actions to implement such notices and reminders; 6.2.3 Party B shall, in accordance with this Agreement, Service Standards Manual and Investment Guidelines, perform obligations such as special management, accounting responsibility, report obligation, risk control, file management, system management and other service obligations; 6.2.4 Party B shall be responsible for the custody, liquidation, settlement, accounting and cash management of Entrusted Assets carefully, honestly, diligently not under the custody of third party; 6.2.5 Party B shall actively assist and dutifully so cooperate with Party A when Party A entrusts the independent custody of entrusted assets to third party. Both parties shall enter into written agreement additionally to provide for such matters as Party B’s obligations and work process in regard to maximize the interest custody of assets; 6.2.6 It shall cooperate with outside auditor consented to by Party A in the audit of Entrusted Assets, and communicate in advance with Party A and the auditor with respect to take responsibility for compliance complicated accounting matters; 6.2.7 It shall initiatively assist in the implementation of Party A’s investment management system and control over financial system, provide relevant data required by such implementation; 6.2.8 It shall cooperate with Party A in the investment inspection of Entrusted Assets, and within a reasonable period, provide provisional data and material required by regulatory authorities and management of the Party A; 6.2.9 It shall notify Party A promptly of any loss on Entrusted Assets or funds of Party A as well a result of operating risk of other party to the transaction, and shall have the right of recourse in the name of Party A or Party A’s investment manager in accordance with Party A’s authorization; 6.2.10 According to Basic Regulations on Corporate Internal Control (and the complementary Implementation Guidelines for Corporate Internal Control), Evaluation Guidelines for Corporate Internal Control and Audit Guidelines for Corporate Internal Control jointly issued by the Ministry of Finance, the China Securities Regulatory Commission (“CSRC”) and other regulatory authorities, and the United States Sarbanes Oxley Act, as other management responsibilities a company controlled by Party A, Party B is obliged to conduct the evaluation of internal control and internal audit accepting external auditors. Party B shall be subject to the quality inspection of the annual internal control self evaluation by Party A, and report the results of such evaluation as requested by Party A; (2) To have dutiful and experienced professional investment personnel conduct reasonable and careful research, study and analysis of market environment, investment object, investment strategy and transaction strategy, arrange fairly and impartially the investment strategy and transaction strategy, so as to ensure the safety of the Entrusted Assets under this Agreement, and maximize the investment return through portfolio management, diversifying investment, and reasonably and carefully evaluate, predict and control relevant risks and costs; (3) To ensure the safety and independence of the Entrusted Assets in accordance 6.2.11 Party B shall share with this Agreement; (4) To strictly observe the Investment Guidelines in accordance with this Agreement; (5) To execute Party A’s instructions and/or notices in accordance with this Agreement; (6) To establish sound internal risk control, supervision and inspection, accounting and personnel management systems, and to notify Party A in a timely manner of any change to Party B’s internal investment decision-making procedures or internal control policy regarding the Entrusted Assets, outside research sources and submit the amended internal investment decision-making procedures or internal controls to Party A for record; (7) In accordance with applicable laws, regulations, and provisions under this Agreement, and at Party A’s request, to perform the information reporting obligation and submit various information reports to Party A in a timely manner, and complete or assist Party A in accounting, financial information filing and tax declaration communication opportunities with respect to the Entrusted Assets; (8) Not to engage in the following activities when managing the Entrusted Assets under this Agreement: (i) Pursuing interest for itself or any third party by using the Entrusted Assets under this Agreement; (ii) Assigning or re-entrusting the investment management obligations of the Entrusted Assets under this Agreement to a third party, unless permitted by Party A in advance; or (iii) Lending the Entrusted Assets or any investment belonging to Party A or ownership documents or documents evidencing the rights to investments under this Agreement to a third party, unless with prior written authorization of Party A; (9) To provide to Party A the daily transaction data of the Entrusted Assets under this Agreement on each Business Day through the data transmission method agreed upon or acknowledged by both parties; (10) At the request of Party A, to advise Party A on the arrangement and allocation strategy of the Entrusted Assets under this Agreement; (11) To cooperate with Party A in regard to the custody of the Entrusted Assets and accept and cooperate with the supervision of Party A and the Custodian designated by Party A; (12) Not to seek holding and direct management of listed companies by using the Entrusted Assets; (13) To report to Party A significant matters (See Exhibit II for specific contents and form of such report); (14) To preserve complete files and materials relating to the Entrusted Assets in accordance with this Agreement, and not to disclose to any one other than Party A or the third party authorized by Party A, unless otherwise provided by laws, regulations, or required by the exercise of powers by administrative or judicial authorities, and in such case, to notify Party A promptly of such disclosure; (15) Unless approved by Party A in writing, not to create any third party rights on the Entrusted Assets, including, without limitation, the creation of security rights such as pledge, mortgage and lien; (16) To keep confidential information relating to the Entrusted Assets, and unless otherwise provided by laws, regulations or this Agreement, not to disclose or use such information in any manner without Party A’s prior written notice; (17) Within the term hereof, to take necessary actions, including, without limitation, execution of necessary documents, to assist Party A in performing its obligations; (18) To ensure the relative stability of its investment management team for the Entrusted Assets; (19) 6.2.12 Such other obligations as provided herein; and (20) 6.2.13 Such other obligations as provided by laws, regulations laws and regulatory authoritiesregulations.