Common use of Party B’s Obligations Clause in Contracts

Party B’s Obligations. 4.3.1 Upon the effectiveness of this Agreement, Party B shall form a team composed of specialized personnel to carry out for the related work so as to ensure the smooth cooperation between the parties. 4.3.2 Party B shall not publish any contents other than search-related content in the Party A’s website column(s) that are made the subject matter of this cooperation agreement. 4.3.3 Party B will provide to Party A an account which will timely return the visiting traffic data and number of search data for Party A’s easy inquiry. At the same time, Party B ensures the completion, accuracy and truth of the visiting traffic data and number of search data. 4.3.4 Party B warrants the accuracy of the income data of Baidu’s promotion calculated by the statistic interface. In the event of loss of data or other issue on account of Party B, Party B shall compensate Party A in accordance with the actual situation. 4.3.5 Party B has the right to penalize any acts of Party A, in whatever form, carried out in contravention with Party B’s union cooperation policies. The penalties may include – the immediate suspension of Party A’s account, termination of this Agreement, and taking any applicable civil or criminal remedial actions against fraud and any other legal causes. Party B shall have the right to final interpretation of this provision. 4.3.6 Party B retains the right to adjust the public price of the service and the service content, including but not limited to adding or reducing the service items, and raising or lowering the prices. In the event that Party B wishes to carry on such adjustment, it shall notify Party A in writing two weeks in advance. If Party A objects to such adjustment, it has the right to notify Party B to terminate this Agreement in writing within 2 weeks upon receipt of the notification. . Failure to exercise such termination right is deemed that Party A agrees the adjustment of Party B. 4.3.7 Party B warrants that it legally owns or otherwise holds a valid license to the intellectual property relating to the services or products provided pursuant to this agreement. Any disputes resulting from the Party B’s technology or intellectual property shall be handled by Party B; any losses and costs of Party A resulting from the deficiency of Party B’s services or products shall be borne by Party B. 4.3.8 With respect to the cooperation hereof, Party B has the discretion to assign to its affiliates all or part of its obligations hereunder without breaching this agreement. Party B’s affiliates mean Party B’s parent companies at different levels as well as the companies, owned or controlled, directly or indirectly, by the Party B’s parent companies at different levels.

Party B’s Obligations. 4.3.1 Upon 1. Party B shall pay Party A the effectiveness rent on schedule and in full. 2. Party B may decorate the Premises as per usage demands without changing the main structure of this Agreementthe Premises and fire prevention facilities; provided however that the design drawing shall be subject to approval of Party A and delivered to the property management company for record-filing. 3. Party B shall pay the water and electricity charges, property management fees, parking fees and all other taxes and fees relating to the lease hereunder in a timely manner. 4. During the lease term, Party B must do its best efforts to maintain the integrity of the Premises, structure of housings, equipment and facilities within public area in accordance with applicable national laws and regulations as well as relevant rules of the property management company in the sub-district where the Premises locate. If Party B has decorated the Premises at the time of entering the Premises, such decorations may be taken away or discarded when Party B moves out of the Premises. Party B shall be solely responsible for any damage to the Premises, ancillary equipment and facilities and structure of housings (including any damage to the decorations by Party B, but excluding those caused by natural wear and tear as well as force majeure events) caused by human error. 5. Party B shall use the Premises for the purpose as set forth herein during the lease term and, without Party A’s consent, Party B shall form a team composed of specialized personnel to carry out for not alter the related work so as to ensure the smooth cooperation between the parties. 4.3.2 Party B shall not publish any contents other than search-related content in the Party A’s website column(s) that are made the subject matter of this cooperation agreement. 4.3.3 Party B will provide to Party A an account which will timely return the visiting traffic data function and number of search data for Party A’s easy inquiry. At the same time, Party B ensures the completion, accuracy and truth purpose of the visiting traffic data and number of search data.Premises, nor sublet the Premises 4.3.4 Party B warrants 6. During the accuracy of the income data of Baidu’s promotion calculated by the statistic interface. In the event of loss of data or other issue on account of Party Blease term, Party B shall compensate Party A do well in accordance with the actual situation. 4.3.5 Party B has safety and fire protection affairs of the right to penalize Premises. In case of any acts of Party Asafety or fire incident, in whatever form, carried out in contravention with Party B’s union cooperation policies. The penalties may include – the immediate suspension of Party A’s account, termination of this Agreement, and taking any applicable civil or criminal remedial actions against fraud and any other legal causes. Party B shall have solely assume all legal and financial responsibilities arising thereby. Any further decoration or fire protection works contemplated by Party B shall be conducted subject to prior approval and shall be put into use only after passing the right to final interpretation of this provisioninspection for acceptance upon completion. 4.3.6 7. Where Party B retains conducts any illegal activity within the right to adjust the public price of the service and the service content, including but not limited to adding or reducing the service items, and raising or lowering the prices. In the event that Party B wishes to carry on such adjustment, it shall notify Party A in writing two weeks in advance. If Party A objects to such adjustment, it has the right to notify Party B to terminate this Agreement in writing within 2 weeks upon receipt of the notification. . Failure to exercise such termination right is deemed that Party A agrees the adjustment of Party B. 4.3.7 Party B warrants that it legally owns or otherwise holds a valid license to the intellectual property relating to the services or products provided pursuant to this agreement. Any disputes resulting from the Party B’s technology or intellectual property shall be handled by Party B; any losses and costs of Party A resulting from the deficiency of Party B’s services or products shall be borne by Party B. 4.3.8 With respect to the cooperation hereofPremises, Party B has the discretion to assign to its affiliates shall solely assume all or part of its obligations hereunder without breaching this agreement. Party B’s affiliates mean Party B’s parent companies at different levels as well as the companies, owned or controlled, directly or indirectly, by the Party B’s parent companies at different levelslegal and financial responsibilities arising thereby.

Party B’s Obligations. 4.3.1 Upon 6.2.1 Party B shall ensure that its qualification to manage the effectiveness Alternative Investment remains current and valid during the term of this Agreement. It shall honestly, Party B carefully and diligently manage the entrusted assets and shall form a team composed ensure that entrusted assets of specialized personnel to carry out for the related work so as to ensure the smooth cooperation between the parties. 4.3.2 Party B shall not publish any contents other than search-related content in the Party A’s website column(s) that are made the subject matter of this cooperation agreement. 4.3.3 Party B will provide to Party A an account which will timely return the visiting traffic data comply with laws, administrative regulations and number of search data for Party A’s easy inquiry. At the same time, Party B ensures the completion, accuracy and truth of the visiting traffic data and number of search data. 4.3.4 Party B warrants the accuracy of the income data of Baidu’s promotion calculated by the statistic interfacerelevant CBIRC rules. In the event of loss of data or other issue on account of any legal risks with respect to non-compliance with laws, administrative regulations and relevant CBIRC rules due to Party B’s intention or gross negligence, Party B shall take all measures to resolve such issues. If, as a result, there is any adverse effect caused to Party A, including suffering any economic losses or causing any administrative penalties and civil actions, Party B shall be responsible to compensate any direct losses suffered by Party A; 6.2.2 Party B shall, in accordance with laws, regulations, regulatory requirements, this Agreement, Investment Guideline and Party A’s written instructions, 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. Party B shall take full consideration of the effect of tax when making an investment decision and shall fully assess the tax costs and tax risks when operating investment business. According to current tax laws and regulations, tax payment obligations (and withholding obligations) of the two parties arising hereunder shall be borne respectively by each Party; 6.2.3 Party B shall periodically provide to Party A the forecast of needs for fund expenses of entrusted assets and information that may be subject to significant change and shall communicate with Party A in a timely manner. With respect to relatively large-scale needs for fund expenses, Party B shall consult and notify Party A in advance and shall actively cooperate with Party A with respect to fund planning and cash flow management. 6.2.4 Party B shall, in accordance with this Agreement and the actual situation.Investment Guideline, perform obligations such as special management, accounting responsibility, report obligation, risk control, file management, system management and other service obligations; 4.3.5 6.2.5 Party B has shall actively assist and cooperate with Party A when Party A entrusts the right independent custody of entrusted assets to penalize any acts of Party A, in whatever form, carried out in contravention with third party. Both parties shall enter into written agreement additionally to provide for such matters as Party B’s union cooperation policies. The penalties may include – obligations and work process in regard to the immediate suspension 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 accountinvestment management system and financial system, termination provide relevant data required by such implementation; 6.2.8 It shall cooperate with Party A in the inspection of this Agreemententrusted assets, and taking within a reasonable period, provide provisional data and material required by regulatory authorities and management of Party A; 6.2.9 It shall notify Party A promptly of any applicable civil loss on entrusted assets or criminal remedial actions against fraud funds of Party A as a result of operating risk of other party to the transaction, and any 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 legal causesregulatory authorities, and the United States Sarbanes Oxley Act, as 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 have be subject to the right to final interpretation quality inspection of this provision.the annual internal control self evaluation by Party A, and report the results of such evaluation as requested by Party A; 4.3.6 6.2.11 Party B retains shall return the right project investment fund and investment gains to adjust account(s) designated by Party A within two (2) business days following exit from investment projects; 6.2.12 Party B shall share with Party A the public price of the service outside research sources and the service content, including but not limited communication opportunities with respect to adding or reducing the service itemsentrusted assets, and raising regularly provide Party A with training opportunities in relation to Alternative Investments either in China or lowering abroad; 6.2.13 Party B shall be solely responsible for the pricesEntrusted Investment Management hereunder. In the event that Party B wishes to carry on such adjustment, it shall notify Party A case of designation as described in writing two weeks in advance. If Party A objects to such adjustment, it has the right to notify Party B to terminate this Agreement in writing within 2 weeks upon receipt of the notification. . Failure to exercise such termination right is deemed that Party A agrees the adjustment of Party B. 4.3.7 Party B warrants that it legally owns or otherwise holds a valid license to the intellectual property relating to the services or products provided pursuant to this agreement. Any disputes resulting from the Party B’s technology or intellectual property shall be handled by Party B; any losses and costs of Party A resulting from the deficiency of Party B’s services or products shall be borne by Party B. 4.3.8 With respect to the cooperation hereofSection 6.1.5, Party B has shall and hereby warrants it will cause its Subsidiary to perform specific entrustment management matters according to the discretion to assign to its affiliates all or part of its terms and conditions agreed herein; 6.2.14 Such other obligations hereunder without breaching this agreement. Party B’s affiliates mean Party B’s parent companies at different levels as well provided herein; and 6.2.15 Such other obligations as the companies, owned or controlled, directly or indirectly, provided by the Party B’s parent companies at different levelslaws and regulations.

Party B’s Obligations. 4.3.1 Upon 6.2.1 Party B shall ensure that its qualification to manage the effectiveness Alternative Investment remains current and valid during the term of this Agreement. It shall honestly, Party B carefully and diligently manage the Entrusted Assets and shall form a team composed ensure that Entrusted Assets of specialized personnel to carry out for the related work so as to ensure the smooth cooperation between the parties. 4.3.2 Party B shall not publish any contents other than search-related content in the Party A’s website column(s) that are made the subject matter of this cooperation agreement. 4.3.3 Party B will provide to Party A an account which will timely return the visiting traffic data comply with laws, administrative regulations and number of search data for Party A’s easy inquiry. At the same time, Party B ensures the completion, accuracy and truth of the visiting traffic data and number of search data. 4.3.4 Party B warrants the accuracy of the income data of Baidu’s promotion calculated by the statistic interfacerelevant CIRC rules. In the event of loss of data or other issue on account of any legal risks with respect to non-compliance with laws, administrative regulations and relevant CIRC rules due to Party B’s intention or gross negligence, Party B shall take all measures to resolve such issues. If, as a result, there is any adverse affect caused to Party A, including suffering any economic losses or causing any administrative penalties and civil actions, Party B shall be responsible to compensate any direct losses suffered by Party A; 6.2.2 Party B shall, in accordance with laws, regulations, regulatory requirements, this Agreement, Investment Guideline and Party A’s written instructions, 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. Party B shall take full consideration of the effect of tax when making an investment decision and shall fully assess the tax costs and tax risks when operating investment business; 6.2.3 Party B shall periodically provide to Party A the forecast of needs for fund expenses of Entrusted Assets and information that may be subject to significant change and shall communicate with Party A in a timely manner. With respect to relatively large-scale needs for fund expenses, Party B shall consult and notify Party A in advance and shall actively cooperate with Party A with respect to fund planning and cash flow management. 6.2.4 Party B shall, in accordance with this Agreement and the actual situation.Investment Guideline, perform obligations such as special management, accounting responsibility, report obligation, risk control, file management, system management and other service obligations; 4.3.5 6.2.5 Party B has shall actively assist and cooperate with Party A when Party A entrusts the right independent custody of Entrusted Assets to penalize any acts of Party A, in whatever form, carried out in contravention with third party. Both parties shall enter into written agreement additionally to provide for such matters as Party B’s union cooperation policies. The penalties may include – obligations and work process in regard to the immediate suspension 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 accountinvestment management system and financial system, termination provide relevant data required by such implementation; 6.2.8 It shall cooperate with Party A in the inspection of this AgreementEntrusted Assets, and taking within a reasonable period, provide provisional data and material required by regulatory authorities and management of Party A; 6.2.9 It shall notify Party A promptly of any applicable civil loss on Entrusted Assets or criminal remedial actions against fraud funds of Party A as a result of operating risk of other party to the transaction, and any 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 legal causesregulatory authorities, and the United States Sarbanes Oxley Act, as 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 have be subject to the right quality inspection of the annual internal control self evaluation by Party A, and report the results of such evaluation as requested by Party A; 6.2.11 Party B shall return the project investment fund and investment gains to final interpretation of this provisionaccount(s) designated by Party A within two (2) business days following exit from investment projects. 4.3.6 6.2.12 Party B retains the right to adjust the public price of the service and the service content, including but not limited to adding or reducing the service items, and raising or lowering the prices. In the event that Party B wishes to carry on such adjustment, it shall notify share with Party A in writing two weeks in advance. If Party A objects to such adjustment, it has the right to notify Party B to terminate this Agreement in writing within 2 weeks upon receipt of the notification. . Failure to exercise such termination right is deemed that Party A agrees the adjustment of Party B. 4.3.7 Party B warrants that it legally owns or otherwise holds a valid license to the intellectual property relating to the services or products provided pursuant to this agreement. Any disputes resulting from the Party B’s technology or intellectual property shall be handled by Party B; any losses outside research sources and costs of Party A resulting from the deficiency of Party B’s services or products shall be borne by Party B. 4.3.8 With communication opportunities with respect to the cooperation hereof, Party B has the discretion to assign to its affiliates all or part of its Entrusted Assets; 6.2.13 Such other obligations hereunder without breaching this agreement. Party B’s affiliates mean Party B’s parent companies at different levels as well provided herein; and 6.2.14 Such other obligations as the companies, owned or controlled, directly or indirectly, provided by the Party B’s parent companies at different levelslaws and regulations.

Party B’s Obligations. 4.3.1 Upon 6.2.1 Party B shall ensure that its qualification to manage the effectiveness Alternative Investment remains current and valid during the term of this Agreement. It shall honestly, Party B carefully and diligently manage the Entrusted Assets and shall form a team composed ensure that Entrusted Assets of specialized personnel to carry out for the related work so as to ensure the smooth cooperation between the parties. 4.3.2 Party B shall not publish any contents other than search-related content in the Party A’s website column(s) that are made the subject matter of this cooperation agreement. 4.3.3 Party B will provide to Party A an account which will timely return the visiting traffic data comply with laws, administrative regulations and number of search data for Party A’s easy inquiry. At the same time, Party B ensures the completion, accuracy and truth of the visiting traffic data and number of search data. 4.3.4 Party B warrants the accuracy of the income data of Baidu’s promotion calculated by the statistic interfacerelevant CIRC rules. In the event of loss of data or other issue on account of any legal risks with respect to non-compliance with laws, administrative regulations and relevant CIRC rules due to Party B’s intention or gross negligence, Party B shall take all measures to resolve such issues. If, as a result, there is any adverse effect caused to Party A, including suffering any economic losses or causing any administrative penalties and civil actions, Party B shall be responsible to compensate any direct losses suffered by Party A; 6.2.2 Party B shall, in accordance with laws, regulations, regulatory requirements, this Agreement, Investment Guideline and Party A’s written instructions, 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. Party B shall take full consideration of the effect of tax when making an investment decision and shall fully assess the tax costs and tax risks when operating investment business. According to current tax laws and regulations, tax payment obligations (and withholding obligations) of the two parties arising hereunder shall be borne respectively by each party; 6.2.3 Party B shall periodically provide to Party A the forecast of needs for fund expenses of Entrusted Assets and information that may be subject to significant change and shall communicate with Party A in a timely manner. With respect to relatively large-scale needs for fund expenses, Party B shall consult and notify Party A in advance and shall actively cooperate with Party A with respect to fund planning and cash flow management. 6.2.4 Party B shall, in accordance with this Agreement and the actual situation.Investment Guideline, perform obligations such as special management, accounting responsibility, report obligation, risk control, file management, system management and other service obligations; 4.3.5 6.2.5 Party B has shall actively assist and cooperate with Party A when Party A entrusts the right independent custody of Entrusted Assets to penalize any acts of Party A, in whatever form, carried out in contravention with third party. Both parties shall enter into written agreement additionally to provide for such matters as Party B’s union cooperation policies. The penalties may include – obligations and work process in regard to the immediate suspension 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 accountinvestment management system and financial system, termination provide relevant data required by such implementation; 6.2.8 It shall cooperate with Party A in the inspection of this AgreementEntrusted Assets, and taking within a reasonable period, provide provisional data and material required by regulatory authorities and management of Party A; 6.2.9 It shall notify Party A promptly of any applicable civil loss on Entrusted Assets or criminal remedial actions against fraud funds of Party A as a result of operating risk of other party to the transaction, and any 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 legal causesregulatory authorities, and the United States Sarbanes Oxley Act, as 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 have be subject to the right quality inspection of the annual internal control self evaluation by Party A, and report the results of such evaluation as requested by Party A; 6.2.11 Party B shall return the project investment fund and investment gains to final interpretation of this provisionaccount(s) designated by Party A within two (2) business days following exit from investment projects. 4.3.6 6.2.12 Party B retains the right to adjust the public price of the service and the service content, including but not limited to adding or reducing the service items, and raising or lowering the prices. In the event that Party B wishes to carry on such adjustment, it shall notify share with Party A in writing two weeks in advance. If Party A objects to such adjustment, it has the right to notify Party B to terminate this Agreement in writing within 2 weeks upon receipt of the notification. . Failure to exercise such termination right is deemed that Party A agrees the adjustment of Party B. 4.3.7 Party B warrants that it legally owns or otherwise holds a valid license to the intellectual property relating to the services or products provided pursuant to this agreement. Any disputes resulting from the Party B’s technology or intellectual property shall be handled by Party B; any losses outside research sources and costs of Party A resulting from the deficiency of Party B’s services or products shall be borne by Party B. 4.3.8 With communication opportunities with respect to the cooperation hereof, Party B has the discretion to assign to its affiliates all or part of its Entrusted Assets; 6.2.13 Such other obligations hereunder without breaching this agreement. Party B’s affiliates mean Party B’s parent companies at different levels as well provided herein; and 6.2.14 Such other obligations as the companies, owned or controlled, directly or indirectly, provided by the Party B’s parent companies at different levelslaws and regulations.