Common use of TERMINATION OF APPOINTMENT Clause in Contracts

TERMINATION OF APPOINTMENT. 6.1 When any one of the following events occurs to Party B, the appointment relationship between Party A and Party B herein shall be immediately and automatically terminated (unless otherwise decided by the board of directors): (a) Party B is prohibited by any laws, regulations, rules, practice directions or practice rules from taking up the position hereunder or Party B loses the qualifications required by the position hereunder; (b) if due to health reasons, Party B is unable to fully perform his duties hereunder for three months; (c) Party B commits any serious breach and/or repeated and/or continual breach of any of Party B's obligations hereunder; (d) Party B is guilty of any serious misconduct or serious neglect in the discharge of Party B's duties hereunder; (e) Party B's actions or omissions bring the name or reputation of Party A or any member of Party A's Group into serious disrepute or prejudices the business interests of Party A or other members of Party A's Group; (f) Party B is or has become of unsound mind or shall be or become a patient for the purpose of any laws relating to mental health; (g) Party B is sued for criminal liability or convicted of any criminal offence other than an offence which in the reasonable opinion of the board of directors of Party A does not affect Party B's position as appointed herein (bearing in mind the nature of the duties in which Party B is appointed and the capacities in which Party B is appointed); (h) Party B is removed from the office of the position by the board of directors of Party A. (i) Party B leaves the service according to the articles of association of Party A; or (j) Party B fails to attend the board of directors' meeting of Party A in person consecutively for three times. 6.2 In addition to the aforesaid provisions of Article 6.1, Party A may also discharge the appointment relationship between Party A and Party B by giving notice in writing to Party B when any one of the following events occurs: (a) Party B is unable to substantially perform his duties hereunder due to health reasons, within any twelve-month period for a cumulative total of two hundred and sixty-five working days. Then, Party A may at any time discharge Party B from the post by giving Party B a fourteen-day written notice of discharge. (b) Party B is in breach of his obligations or the provisions of this Contract and does not repent after warning has been given by Party A. (c) Damage or loss has been caused to Party A due to Party B's wilful or material default in the performance of his duties hereunder. Any delay by Party A in exercising such right of termination shall not constitute a waiver thereof. 6.3 If the appointment relationship between both parties herein is terminated due to the occurrence of any of the events referred to in Article 6.1 or 6.2 above, such termination shall not affect Party A's rights herein against Party B and the provisions of Articles 4 and 5 hereof shall still be applicable. 6.4 Party B shall not, during the continuance of his appointment or within a period of one year after the termination thereof, either on his own behalf or on behalf of any other person, entice away from any member of Party A's Group any employee, worker, manager or director of any member of Party A's Group, whether or not such person would commit any breach of his contract of appointment with any member of Party A's Group by reason of his leaving service.

TERMINATION OF APPOINTMENT. 6.1 When 7.1 If any one of the following events occurs to Party Boccurs, the appointment relationship between Party A and Party B herein shall be immediately and automatically terminated (terminated, unless otherwise decided by the board of directors):: (a) Party B is prohibited by any laws, regulations, rules, practice directions instructions or practice rules from taking up the position hereunder acting as independent supervisor or Party B loses the qualifications required by the position hereunderis disqualified to do so; (b) if due to health reasons, Party B is unable retires from his office pursuant to fully perform his duties hereunder for three monthsthe Articles of Association; (c) Party B commits any serious breach and/or repeated and/or continual breach is removed from the office of any independent supervisor of Party B's obligations hereunderA or fails to be re-elected as an independent supervisor of Party A; (d) Party B is guilty held liable or convicted for any criminal offense, unless the board of any serious misconduct or serious neglect in the discharge directors of Party A reasonably believes with consideration of the nature of the duties in which Party B is to act in his capacity as appointed hereunder that such offense will not affect Party B's duties hereunder’s capacity as an independent supervisor of Party A; (e) Party B is in material breach, repeated, or continual breach of any of Party B's ’s obligations hereunder; (f) Party B is found with material misconduct or negligence in performing his duties hereunder; (g) Any of Party B’s actions or omissions bring materially impairs the name or reputation of Party A or any member of Party A's Group into serious disrepute or ’s Group, prejudices the interest of any business interests of Party A or other members of Party A's ’s Group; (f) Party B is or has become of unsound mind or shall be or become a patient for the purpose of any laws relating to mental health; (g) Party B is sued for criminal liability or convicted of any criminal offence other than an offence which in the reasonable opinion of the board of directors of Party A does not affect Party B's position as appointed herein (bearing in mind the nature of the duties in which Party B is appointed and the capacities in which Party B is appointed); (h) Party B is removed from the office of the position by the board of directors Death of Party A.B; (i) Party B leaves the service according fails to the articles fully perform his duties hereunder for consecutive twelve months because of association of Party A; orhealth reason; (j) Party B fails to attend is mentally insane or suffers any mental health disease which under PRC laws makes him a person with mental illness; and (k) Any other circumstance provided under laws, regulations or the board Articles of directors' meeting of Party A in person consecutively for three timesAssociation. 6.2 7.2 In addition to the aforesaid provisions of Article 6.17.1, Party A may also discharge terminate the appointment relationship between Party A and Party B by giving notice notifying Party B in writing to Party B when any one of the following events occursif: (a) Party B is unable to substantially perform his duties hereunder due to health reasons, reasons for an aggregate of 265 business days within any twelve-month period for a cumulative total of two hundred and sixty-five working days. Thenperiod; under such circumstance, Party A may at any time discharge remove Party B from the post position of independent supervisor by giving notifying Party B a fourteen-day written notice of discharge.in writing 14 days in advance; (b) Party B is in breach of his obligations as an independent supervisor or the provisions of this Contract Contract, and does not repent fails to correct such breach after warning has been given by from Party A.A; or (c) Damage Party B is found with willful or material misconduct in performing his duties under this Contract which has incurred damage or loss has been caused to upon Party A due to Party B's wilful or material default in the performance of his duties hereunder. A. Any delay to exercise any of the foregoing rights to terminate appointment by Party A in exercising will not operate as its waiver of such right of termination shall not constitute a waiver thereofright. 6.3 7.3 Party B is not entitled to any compensation if his appointment is terminated for any reason provided under Articles 7.1 and 7.2. 7.4 In the event of acquisition of Party A by any third party, Party A may terminate the appointment of Party B with notice to Party B in writing. Subject to prior approval at the shareholders’ general meeting, Party B is entitled to any compensation or other payment receivable by Party B for removal of office or retirement resulting from acquisition of Party A. The acquisition referenced in this Article 7.4 means: (a) Any tender offer proposed to all shareholders of Party A; or (b) Any tender offer which is intended to make the offeror become controlling shareholder of Party A as defined in the Articles of Association. If Party B fails to comply with this Article 7.3 by accepting any payment not approved by shareholders of Party A, the payment received by Party B will be owned by the person who sells his shares upon acceptance of the tender offer. Party B will be liable for any expense incurred in distribution of the payment in corresponding proportion, which expense may not be deducted from the payment. 7.5 If the appointment relationship between both parties herein is terminated due to the occurrence of any of the events referred to in Article 6.1 provided under Articles 7.1, 7.2 or 6.2 above7.4, such termination shall not affect Party A's ’s rights herein against Party B and the provisions of Articles 4 5 and 5 6 hereof shall still be applicable. 6.4 7.6 In the event of the termination of the appointment of Party B for whatever reason, whether by prior notice, or in any other manner whatsoever, Party B agrees that he will not at any time after such termination represent himself as still having any connection with Party A. 7.7 Party B shall not, during the continuance of his appointment or within a period of one year after the termination thereof, either on his own behalf for himself or on behalf of any other person, entice away from solicit any member of Party A's Group director, supervisor, officer, or any employee, worker, manager or director other employee of any member of Party A's ’s Group, regardless of whether or not such person the solicitation would commit any be in breach of his contract any of appointment such person’s engagement with any member of Party A's Group by reason of his leaving service’s Group.

TERMINATION OF APPOINTMENT. 6.1 When any one of the following events occurs to Party B, the appointment relationship between Party A and Party B herein shall be immediately and automatically terminated (unless otherwise decided by the board of directors): (a) Party B is prohibited by any laws, regulations, rules, practice directions or practice rules from taking up the position hereunder or Party B loses the qualifications required by the position hereunder; (b) if If due to health reasons, Party B is unable to fully perform his duties hereunder for three months; (c) Party B commits any serious breach and/or repeated and/or continual breach of any of Party B's obligations hereunder; (d) Party B is guilty of any serious misconduct or serious neglect in the discharge of Party B's duties hereunder; (e) Party B's actions or omissions bring the name or reputation of Party A or any member of Party A's Group into serious disrepute or prejudices the business interests of Party A or other members of Party A's Group; (f) Party B is or has become of unsound mind or shall be or become a patient for the purpose of any laws relating to mental health; (g) Party B is sued for criminal liability or convicted of any criminal offence other than an offence which in the reasonable opinion of the board of directors of Party A does not affect Party B's position as appointed herein (bearing in mind the nature of the duties in to which Party B is appointed and the capacities in which Party B is appointed); (h) Party B is removed from the office of the position by the board Board of directors Directors of Party A.A; or (i) Party B leaves the service according to the articles Articles of association Incorporation of Party A; or (j) Party B fails to attend the board of directors' meeting of Party A in person consecutively for three times.A. 6.2 In addition to the aforesaid provisions of Article 6.1, Party A may also discharge the appointment relationship between Party A and Party B by giving notice in writing to Party B when any one of the following events occurs: (a) Party B is unable to substantially perform his duties hereunder due to health reasons, within any twelvethree-month period for a cumulative total of two three hundred and sixty-five working days. Then, Party A may at any time discharge Party B from the post by giving Party B a fourteen-day written notice of discharge. (b) Party B is in breach of his obligations or the provisions of this Contract and does not repent after warning has been given by Party A. (c) Damage or loss has been caused to Party A due to Party B's wilful willful or material default in the performance of his duties hereunder. Any delay by Party A in exercising such right of termination shall not constitute a waiver thereof. 6.3 If the appointment relationship between both parties herein is terminated due to the occurrence of any of the events referred to in Article 6.1 or 6.2 above, such termination shall not affect Party A's rights herein against Party B and the provisions of Articles 4 and 5 hereof shall still be applicable. 6.4 Party B shall not, during the continuance of his appointment or within a period of one year after the termination thereof, either on his own behalf or on behalf of any other person, entice away from any member of Party A's Group any employee, worker, manager or director of any member of Party A's Group, whether or not such person would commit any breach of his contract of appointment with any member of Party A's Group by reason of his leaving service.

TERMINATION OF APPOINTMENT. 6.1 When any one of the following events occurs to Party B, the appointment relationship between Party A and Party B herein shall be immediately and automatically terminated (unless otherwise decided by the board of directors): (a) Party B is prohibited by any laws, regulations, rules, practice directions or practice rules from taking up the position hereunder or Party B loses the qualifications required by the position hereunder; (b) if If due to health reasons, Party B is unable to fully perform his duties hereunder for three months; (c) Party B commits any serious breach and/or repeated and/or continual breach of any of Party B's obligations hereunder; (d) Party B is guilty of any serious misconduct or serious neglect in the discharge of Party B's duties hereunder; (e) Party B's actions or omissions bring the name or reputation of Party A or any member of Party A's Group into serious disrepute or prejudices the business interests of Party A or other members of Party A's Group; (f) Party B is or has become of unsound mind or shall be or become a patient for the purpose of any laws relating to mental health; (g) Party B is sued for criminal liability or convicted of any criminal offence other than an offence which in the reasonable opinion of the board of directors of Party A does not affect Party B's position as appointed herein (bearing in mind the nature of the duties in to which Party B is appointed and the capacities in which Party B is appointed); (h) Party B is removed from the office of the position by the board Board of directors Directors of Party A.A; or (i) Party B leaves the service according to the articles of association Incorporation of Party A; or (j) Party B fails to attend the board of directors' meeting of Party A in person consecutively for three times.A. 6.2 In addition to the aforesaid provisions of Article 6.1, Party A may also discharge the appointment relationship between Party A and Party B by giving notice in writing to Party B when any one of the following events occurs: (a) Party B is unable to substantially perform his duties hereunder due to health reasons, within any twelvethree-month period for a cumulative total of two three hundred and sixty-five working days. Then, Party A may at any time discharge Party B from the post by giving Party B a fourteen-day written notice of discharge. (b) Party B is in breach of his obligations or the provisions of this Contract and does not repent after warning has been given by Party A. (c) Damage or loss has been caused to Party A due to Party B's wilful or material default in the performance of his duties hereunder. Any delay by Party A in exercising such right of termination shall not constitute a waiver thereof. 6.3 If the appointment relationship between both parties herein is terminated due to the occurrence of any of the events referred to in Article 6.1 or 6.2 above, such termination shall not affect Party A's rights herein against Party B and the provisions of Articles 4 and 5 hereof shall still be applicable. 6.4 Party B shall not, during the continuance of his appointment or within a period of one year after the termination thereof, either on his own behalf or on behalf of any other person, entice away from any member of Party A's Group any employee, worker, manager or director of any member of Party A's Group, whether or not such person would commit any breach of his contract of appointment with any member of Party A's Group by reason of his leaving service.

TERMINATION OF APPOINTMENT. 6.1 When 7.1 If any one of the following events occurs to Party Boccurs, the appointment relationship between Party A and Party B herein shall be immediately and automatically terminated (terminated, unless otherwise decided by the board of directors):: (a) Party B is prohibited by any laws, regulations, rules, practice directions instructions or practice rules from taking up the position hereunder acting as non-executive director or Party B loses the qualifications required by the position hereunderis disqualified to do so; (b) if due to health reasons, Party B is unable retires from his office pursuant to fully perform his duties hereunder for three monthsthe Articles of Association; (c) Party B commits any serious breach and/or repeated and/or continual breach is removed from the office of any non-executive director of Party B's obligations hereunderA or fails to be re-elected as a non-executive director of Party A; (d) Party B is guilty held liable or convicted for any criminal offense, unless the board of any serious misconduct or serious neglect in the discharge directors of Party A reasonably believes with consideration of the nature of the duties in which Party B is to act in his capacity as appointed hereunder that such offense will not affect Party B's duties hereunder’s capacity as a non-executive director of Party A; (e) Party B is in material breach, repeated, or continual breach of any of Party B's ’s obligations hereunder; (f) Party B is found with material misconduct or negligence in performing his duties hereunder; (g) Any of Party B’s actions or omissions bring materially impairs the name or reputation of Party A or any member of Party A's Group into serious disrepute or ’s Group, prejudices the interest of any business interests of Party A or other members of Party A's ’s Group; (f) Party B is or has become of unsound mind or shall be or become a patient for the purpose of any laws relating to mental health; (g) Party B is sued for criminal liability or convicted of any criminal offence other than an offence which in the reasonable opinion of the board of directors of Party A does not affect Party B's position as appointed herein (bearing in mind the nature of the duties in which Party B is appointed and the capacities in which Party B is appointed); (h) Party B is removed from the office of the position by the board of directors Death of Party A.B; (i) Party B leaves the service according fails to the articles fully perform his duties hereunder for consecutive twelve months because of association of Party A; orhealth reason; (j) Party B fails to attend is mentally insane or suffers any mental health disease which under PRC laws makes him a person with mental illness; and (k) Any other circumstance provided under laws, regulations or the board Articles of directors' meeting of Party A in person consecutively for three timesAssociation. 6.2 7.2 In addition to the aforesaid provisions of Article 6.17.1, Party A may also discharge terminate the appointment relationship between Party A and Party B by giving notice notifying Party B in writing to Party B when any one of the following events occursif: (a) Party B is unable to substantially perform his duties hereunder due to health reasons, reasons for an aggregate of 265 business days within any twelve-month period for a cumulative total of two hundred and sixty-five working days. Thenperiod; under such circumstance, Party A may at any time discharge remove Party B from the post position of non-executive director by giving notifying Party B a fourteen-day written notice of discharge.in writing 14 days in advance; (b) Party B is in breach of his obligations as a non-executive director or the provisions of this Contract Contract, and does not repent fails to correct such breach after warning has been given by from Party A.A; or (c) Damage Party B is found with willful or material misconduct in performing his duties under this Contract which has incurred damage or loss has been caused to upon Party A due to Party B's wilful or material default in the performance of his duties hereunder. A. Any delay to exercise any of the foregoing rights to terminate appoitment by Party A in exercising will not operate as its waiver of such right of termination shall not constitute a waiver thereofright. 6.3 7.3 Party B is not entitled to any compensation if his appointment is terminated for any reason provided under Articles 7.1 and 7.2. 7.4 In the event of acquisition of Party A by any third party, Party A may terminate the appointment of Party B with notice to Party B in writing. Subject to prior approval at the shareholders’ general meeting, Party B is entitled to any compensation or other payment receivable by Party B for removal of office or retirement resulting from acquisition of Party A. The acquisition referenced in this Article 7.4 means: (a) Any tender offer proposed to all shareholders of Party A; or (b) Any tender offer which is intended to make the offeror become controlling shareholder of Party A as defined in the Articles of Association. If Party B fails to comply with this Article 7.3 by accepting any payment not approved by shareholders of Party A, the payment received by Party B will be owned by the person who sells his shares upon acceptance of the tender offer. Party B will be liable for any expense incurred in distribution of the payment in corresponding proportion, which expense may not be deducted from the payment. 7.5 If the appointment relationship between both parties herein is terminated due to the occurrence of any of the events referred to in Article 6.1 provided under Articles 7.1, 7.2 or 6.2 above7.4, such termination shall not affect Party A's ’s rights herein against Party B and the provisions of Articles 4 5 and 5 6 hereof shall still be applicable. 6.4 7.6 In the event of the termination of the appointment of Party B for whatever reason and whether by prior notice or in any other manner whatsoever, Party B agrees that he will not at any time after such termination represent himself as still having any connection with Party A. 7.7 Party B shall not, during the continuance of his appointment or within a period of one year after the termination thereof, either on his own behalf for himself or on behalf of any other person, entice away from any member of Party A's Group solicit any employee, worker, manager or director of any member of Party A's ’s Group, regardless of whether or not such person solicitation would commit any be in breach of his contract any of appointment such person’s engagement with any member of Party A's Group by reason of his leaving service’s Group.

TERMINATION OF APPOINTMENT. 6.1 7.1 When any one of the following events occurs to Party B, the appointment relationship between Party A and Party B herein shall be immediately and automatically terminated terminated: (unless otherwise decided by the board of directors):) (a) death of Party B; (b) Party B is prohibited by any laws, regulations, rules, practice directions or practice rules from taking up the position hereunder post of supervisor or Party B loses the qualifications required by the position hereunderto act as supervisor; (bc) if due to health reasons, Party B is unable to fully perform his duties hereunder for three twelve months; (cd) Party B commits any serious breach and/or repeated and/or continual breach of any of Party B's obligations hereunder; (de) Party B is guilty of any serious misconduct or serious neglect in the discharge of Party B's duties hereunder; (ef) Party B's actions or omissions bring the name or reputation of Party A or any member of Party A's Group into serious disrepute or prejudices the business interests of Party A or other members of Party A's Group; (fg) Party B is or has become of unsound mind or shall be or become a patient for the purpose of any laws relating to mental health; (gh) Party B is sued for criminal liability or convicted of any criminal offence other than an offence which in the reasonable opinion of the board of directors of Party A does not affect Party B's position as appointed herein a supervisor of Party A (bearing in mind the nature of the duties in which Party B is appointed engaged and the capacities in which Party B is appointedengaged); (hi) Party B is removed from the office of the position by the board of directors supervisor of Party A.A or fails to be re-elected as a supervisor of Party A; (ij) Party B leaves the service according to the articles of association of Party A; or (jk) Party B fails to attend the board of directorssupervisors' meeting of Party A in person consecutively for three two times. 6.2 7.2 In addition to the aforesaid provisions of Article 6.17.1, Party A may also discharge the appointment relationship between Party A and Party B by giving notice in writing to Party B when any one of the following events occurs: (a) Party B is unable to substantially perform his duties hereunder due to health reasons, within any twelve-month period for a cumulative total of two hundred and sixty-five working days. Then, Party A may at any time discharge Party B from the post of supervisor by giving Party B a fourteen-day written notice of discharge. (b) Party B is in breach of his obligations as a supervisor or the provisions of this Contract and does not repent after warning has been given by Party A. (c) Damage or loss has been caused to Party A due to Party B's wilful willful or material default in the performance of his duties hereunder. Any delay by Party A in exercising such right of termination shall not constitute a waiver thereof. 6.3 7.3 If the appointment relationship between both parties herein is terminated due to the occurrence of any of the events referred to in Article 6.1 7.1 or 6.2 7.2 above, such termination shall not affect Party A's rights herein against Party B and the provisions of Articles 4 5 and 5 6 hereof shall still be applicable. 6.4 7.4 In the event of the termination of the appointment of Party B for whatever reason and whether by prior notice or in any other manner whatsoever, Party B agrees that he will not at any time after such termination represent himself as still having any connection with Party A. 7.5 Party B shall not, during the continuance of his appointment or within a period of one year after the termination thereof, either on his own behalf or on behalf of any other person, entice away from any member of Party A's Group any employee, worker, manager or director of any member of Party A's Group, whether or not such person would commit any breach of his contract of appointment with any member of Party A's Group by reason of his leaving service.

TERMINATION OF APPOINTMENT. 6.1 When 7.1 If any one of the following events occurs to Party Boccurs, the appointment relationship between Party A and Party B herein shall be immediately and automatically terminated (terminated, unless otherwise decided by the board of directors):: (a) Party B is prohibited by any laws, regulations, rules, practice directions instructions or practice rules from taking up the position hereunder acting as independent non-executive director or Party B loses the qualifications required by the position hereunderis disqualified to do so; (b) if due to health reasons, Party B is unable retires from his office pursuant to fully perform his duties hereunder for three monthsthe Articles of Association; (c) Party B commits any serious breach and/or repeated and/or continual breach is removed from the office of any independent non-executive director of Party B's obligations hereunderA or fails to be re-elected as an independent non-executive director of Party A; (d) Party B is guilty held liable or convicted for any criminal offense, unless the board of any serious misconduct or serious neglect in the discharge directors of Party A reasonably believes with consideration of the nature of the duties in which Party B is to act in his capacity as appointed hereunder that such offense will not affect Party B's duties hereunder’s capacity as an independent non-executive director of Party A; (e) Party B is in material breach, repeated, or continual breach of any of Party B's ’s obligations hereunder; (f) Party B is found with material misconduct or negligence in performing his duties hereunder; (g) Any of Party B’s actions or omissions bring materially impairs the name or reputation of Party A or any member of Party A's Group into serious disrepute or ’s Group, prejudices the interest of any business interests of Party A or other members of Party A's ’s Group; (f) Party B is or has become of unsound mind or shall be or become a patient for the purpose of any laws relating to mental health; (g) Party B is sued for criminal liability or convicted of any criminal offence other than an offence which in the reasonable opinion of the board of directors of Party A does not affect Party B's position as appointed herein (bearing in mind the nature of the duties in which Party B is appointed and the capacities in which Party B is appointed); (h) Party B is removed from the office of the position by the board of directors Death of Party A.B; (i) Party B leaves the service according fails to the articles fully perform his duties hereunder for consecutive twelve months because of association of Party A; orhealth reason; (j) Party B fails to attend is mentally insane or suffers any mental health disease which under PRC laws makes him a person with mental illness; and (k) Any other circumstance provided under laws, regulations or the board Articles of directors' meeting of Party A in person consecutively for three timesAssociation. 6.2 7.2 In addition to the aforesaid provisions of Article 6.17.1, Party A may also discharge terminate the appointment relationship between Party A and Party B by giving notice notifying Party B in writing to Party B when any one of the following events occursif: (a) Party B is unable to substantially perform his duties hereunder due to health reasons, reasons for an aggregate of 265 business days within any twelve-month period for a cumulative total of two hundred and sixty-five working days. Thenperiod; under such circumstance, Party A may at any time discharge remove Party B from the post position of independent non-executive director by giving notifying Party B a fourteen-day written notice of discharge.in writing 14 days in advance; (b) Party B is in breach of his obligations as an independent non-executive director or the provisions of this Contract Contract, and does not repent fails to correct such breach after warning has been given by from Party A.A; or (c) Damage Party B is found with willful or material misconduct in performing his duties under this Contract which has incurred damage or loss has been caused to upon Party A due to Party B's wilful or material default in the performance of his duties hereunder. A. Any delay to exercise any of the foregoing rights to terminate appointment by Party A in exercising will not operate as its waiver of such right of termination shall not constitute a waiver thereofright. 6.3 7.3 Party B is not entitled to any compensation if his appointment is terminated for any reason provided under Articles 7.1 and 7.2. 7.4 In the event of acquisition of Party A by any third party, Party A may terminate the appointment of Party B with notice to Party B in writing. Subject to prior approval at the shareholders’ general meeting, Party B is entitled to any compensation or other payment receivable by Party B for removal of office or retirement resulting from acquisition of Party A. The acquisition referenced in this Article 7.4 means: (a) Any tender offer proposed to all shareholders of Party A; or (b) Any tender offer which is intended to make the offeror become controlling shareholder of Party A as defined in the Articles of Association. If Party B fails to comply with this Article 7.3 by accepting any payment not approved by shareholders of Party A, the payment received by Party B will be owned by the person who sells his shares upon acceptance of the tender offer. Party B will be liable for any expense incurred in distribution of the payment in corresponding proportion, which expense may not be deducted from the payment. 7.5 If the appointment relationship between both parties herein is terminated due to the occurrence of any of the events referred to in Article 6.1 provided under Articles 7.1, 7.2 or 6.2 above7.4, such termination shall not affect Party A's ’s rights herein against Party B and the provisions of Articles 4 5 and 5 6 hereof shall still be applicable. 6.4 7.6 In the event of the termination of the appointment of Party B for whatever reason and whether by prior notice or in any other manner whatsoever, Party B agrees that he will not at any time after such termination represent himself as still having any connection with Party A. 7.7 Party B shall not, during the continuance of his appointment or within a period of one year after the termination thereof, either on his own behalf for himself or on behalf of any other person, entice away from any member of Party A's Group solicit any employee, worker, manager or director of any member of Party A's ’s Group, regardless of whether or not such person solicitation would commit any be in breach of his contract any of appointment such person’s engagement with any member of Party A's Group by reason of his leaving service’s Group.

TERMINATION OF APPOINTMENT. [Chinese Translation] 6.1 When any one of the following events occurs to Party B, the appointment relationship between Party A and Party B herein shall be immediately and automatically terminated (unless otherwise decided by the board of directors):): [Chinese Translation] (a) Party B is prohibited by any laws, regulations, rules, practice directions or practice rules from taking up the position hereunder or Party B loses the qualifications required by the position hereunder;; [Chinese Translation] (b) if If due to health reasons, Party B is unable to fully perform his duties hereunder for three months;; [Chinese Translation] (c) Party B commits any serious breach and/or repeated and/or continual breach of any of Party B's obligations hereunder;; [Chinese Translation] (d) Party B is guilty of any serious misconduct or serious neglect in the discharge of Party B's duties hereunder;; [Chinese Translation] (e) Party B's actions or omissions bring the name or reputation of Party A or any member of Party A's Group into serious disrepute or prejudices the business interests of Party A or other members of Party A's Group;; [Chinese Translation] (f) Party B is or has become of unsound mind or shall be or become a patient for the purpose of any laws relating to mental health;; [Chinese Translation] (g) Party B is sued for criminal liability or convicted of any criminal offence other than an offence which in the reasonable opinion of the board of directors of Party A does not affect Party B's position as appointed herein (bearing in mind the nature of the duties in to which Party B is appointed and the capacities in which Party B is appointed);; [Chinese Translation] (h) Party B is removed from the office of the position by the board Board of directors Directors of Party A.A; or[Chinese Translation] (i) Party B leaves the service according to the articles of association Incorporation of Party A; or (j) Party B fails to attend the board of directors' meeting of Party A in person consecutively for three times.A. [Chinese Translation] 6.2 In addition to the aforesaid provisions of Article 6.1, Party A may also discharge the appointment relationship between Party A and Party B by giving notice in writing to Party B when any one of the following events occurs:: [Chinese Translation] (a) Party B is unable to substantially perform his duties hereunder due to health reasons, within any twelvethree-month period for a cumulative total of two three hundred and sixty-five working days. Then, Party A may at any time discharge Party B from the post by giving Party B a fourteen-day written notice of discharge.. [Chinese Translation] (b) Party B is in breach of his obligations or the provisions of this Contract and does not repent after warning has been given by Party A.A. [Chinese Translation] (c) Damage or loss has been caused to Party A due to Party B's wilful willful or material default in the performance of his duties hereunder. [Chinese Translation] Any delay by Party A in exercising such right of termination shall not constitute a waiver thereof.. [Chinese Translation] 6.3 If the appointment relationship between both parties herein is terminated due to the occurrence of any of the events referred to in Article 6.1 or 6.2 above, such termination shall not affect Party A's rights herein against Party B and the provisions of Articles 4 and 5 hereof shall still be applicable.. [Chinese Translation] 6.4 Party B shall not, during the continuance of his appointment or within a period of one year after the termination thereof, either on his own behalf or on behalf of any other person, entice away from any member of Party A's Group any employee, worker, manager or director of any member of Party A's Group, whether or not such person would commit any breach of his contract of appointment with any member of Party A's Group by reason of his leaving service.. [Chinese Translation]

TERMINATION OF APPOINTMENT. 6.1 7.1 When any one of the following events occurs to Party B, the appointment relationship between Party A and Party B herein shall be immediately and automatically terminated terminated: (unless otherwise decided by the board of directors):) (a) Party B is prohibited by any laws, regulations, rules, practice directions or practice rules from taking up the position hereunder post of non-executive director or Party B loses the qualifications required by the position hereunderto act as non-executive director; (b) if due to health reasons, Party B is unable leaves the service according to fully perform his duties hereunder for three monthsthe articles of association of Party A; (c) Party B is removed from the office of non-executive director of Party A or fails to be re-elected as a non-executive director of Party A; (d) Party B is sued for criminal liability or convicted of any criminal offence other than an offence which in the reasonable opinion of the board of directors of Party A does not affect Party B's position as a non-executive director of Party A (bearing in mind the nature of the duties in which Party B is appointed and the capacities in which Party B is appointed); (e) Party B commits any serious breach and/or repeated and/or continual breach of any of Party B's obligations hereunder; (df) Party B is guilty of any serious misconduct or serious neglect in the discharge of Party B's duties hereunder; (eg) Party B's actions or omissions bring the name or reputation of Party A or any member of Party A's Group into serious disrepute or prejudices the business interests of Party A or other members of Party A's Group; (fh) death of Party B; (i) if due to health reasons, Party B is unable to fully perform his duties hereunder for twelve months; (j) Party B is or has become of unsound mind or shall be or become a patient for the purpose of any laws relating to mental health; (g) Party B is sued for criminal liability or convicted of any criminal offence other than an offence which in the reasonable opinion of the board of directors of Party A does not affect Party B's position as appointed herein (bearing in mind the nature of the duties in which Party B is appointed and the capacities in which Party B is appointed); (h) Party B is removed from the office of the position by the board of directors of Party A. (i) Party B leaves the service according to the articles of association of Party A; or (jk) Party B fails to attend the board of directors' meeting of Party A in person consecutively for three times. 6.2 7.2 In addition to the aforesaid provisions of Article 6.17.1, Party A may also discharge the appointment relationship between Party A and Party B by giving notice in writing to Party B when any one of the following events occurs: (a) Party B is unable to substantially perform his duties hereunder due to health reasons, within any twelve-month period for a cumulative total of two hundred and sixty-five working days. Then, Party A may at any time discharge Party B from the post of non-executive director by giving Party B a fourteen-day written notice of discharge. (b) Party B is in breach of his obligations as a non-executive director or the provisions of this Contract and does not repent after warning has been given by Party A. (c) Damage or loss has been caused to Party A due to Party B's wilful willful or material default in the performance of his duties hereunder. Any delay by Party A in exercising such right of termination shall not constitute a waiver thereof. 6.3 7.3 If the appointment relationship between both parties herein is terminated due to the occurrence of any of the events referred to in Article 6.1 7.1 or 6.2 7.2 above, such termination shall not affect Party A's rights herein against Party B and the provisions of Articles 4 5 and 5 6 hereof shall still be applicable. 6.4 7.4 In the event of the termination of the appointment of Party B for whatever reason and whether by prior notice or in any other manner whatsoever, Party B agrees that he will not at any time after such termination represent himself as still having any connection with Party A. 7.5 Party B shall not, during the continuance of his appointment or within a period of one year after the termination thereof, either on his own behalf or on behalf of any other person, entice away from any member of Party A's Group any employee, worker, manager or director of any member of Party A's Group, whether or not such person would commit any breach of his contract of appointment with any member of Party A's Group by reason of his leaving service.

TERMINATION OF APPOINTMENT. 6.1 7.1 When any one of the following events occurs to Party B, the appointment relationship between Party A and Party B herein shall be immediately and automatically terminated terminated: (unless otherwise decided by the board of directors):) (a) death of Party B; (b) Party B is prohibited by any laws, regulations, rules, practice directions or practice rules from taking up the position hereunder post of independent non-executive director or Party B loses the qualifications required by the position hereunderto act as independent non-executive director; (bc) if due to health reasons, Party B is unable to fully perform his duties hereunder for three twelve months; (cd) Party B commits any serious breach and/or repeated and/or continual breach of any of Party B's obligations hereunder; (de) Party B is guilty of any serious misconduct or serious neglect in the discharge of Party B's duties hereunder; (ef) Party B's actions or omissions bring the name or reputation of Party A or any member of Party A's Group into serious disrepute or prejudices the business interests of Party A or other members of Party A's Group; (fg) Party B is or has become of unsound mind or shall be or become a patient for the purpose of any laws relating to mental health; (gh) Party B is sued for criminal liability or convicted of any criminal offence other than an offence which in the reasonable opinion of the board of directors of Party A does not affect Party B's position as appointed herein an independent non-executive director of Party A (bearing in mind the nature of the duties in which Party B is appointed and the capacities in which Party B is appointed); (hi) Party B is removed from the office of the position by the board of directors independent non-executive director of Party A.A or fails to be re-elected as an independent non-executive director of Party A; (ij) Party B leaves the service according to the articles of association of Party A; or (jk) Party B fails to attend the board of directors' meeting of Party A in person consecutively for three times. 6.2 7.2 In addition to the aforesaid provisions of Article 6.17.1, Party A may also discharge the appointment relationship between Party A and Party B by giving notice in writing to Party B when any one of the following events occurs: (a) Party B is unable to substantially perform his duties hereunder due to health reasons, within any twelve-month period for a cumulative total of two hundred and sixty-five working days. Then, Party A may at any time discharge Party B from the post of independent non-executive director by giving Party B a fourteen-day written notice of discharge. (b) Party B is in breach of his obligations as an independent non-executive director or the provisions of this Contract and does not repent after warning has been given by Party A. (c) Damage or loss has been caused to Party A due to Party B's wilful willful or material default in the performance of his duties hereunder. Any delay by Party A in exercising such right of termination shall not constitute a waiver thereof. 6.3 7.3 If the appointment relationship between both parties herein is terminated due to the occurrence of any of the events referred to in Article 6.1 7.1 or 6.2 7.2 above, such termination shall not affect Party A's rights herein against Party B and the provisions of Articles 4 5 and 5 6 hereof shall still be applicable. 6.4 7.4 In the event of the termination of the appointment of Party B for whatever reason and whether by prior notice or in any other manner whatsoever, Party B agrees that he will not at any time after such termination represent himself as still having any connection with Party A. 7.5 Party B shall not, during the continuance of his appointment or within a period of one year after the termination thereof, either on his own behalf or on behalf of any other person, entice away from any member of Party A's Group any employee, worker, manager or director of any member of Party A's Group, whether or not such person would commit any breach of his contract of appointment with any member of Party A's Group by reason of his leaving service.

TERMINATION OF APPOINTMENT. 6.1 When any one of the following events occurs to Party B, the appointment relationship between Party A and Party B herein shall be immediately and automatically terminated (unless otherwise decided by the board of directors): (a) Party B is prohibited by any laws, regulations, rules, practice directions or practice rules from taking up the position hereunder or Party B loses the qualifications required by the position hereunder; (b) if due to health reasons, Party B is unable to fully perform his duties hereunder for three months; (c) Party B commits any serious breach and/or repeated and/or continual breach of any of Party B's obligations hereunder; (d) Party B is guilty of any serious misconduct or serious neglect in the discharge of Party B's duties hereunder; (e) Party B's actions or omissions bring the name or reputation of Party A or any member of Party A's Group into serious disrepute or prejudices the business interests of Party A or other members of Party A's Group; (f) Party B is or has become of unsound mind or shall be or become a patient for the purpose of any laws relating to mental health; (g) Party B is sued for criminal liability or convicted of any criminal offence other than an offence which in the reasonable opinion of the board of directors of Party A does not affect Party B's position as appointed herein (bearing in mind the nature of the duties in which Party B is appointed and the capacities in which Party B is appointed); (h) Party B is removed from the office of the position by the board of directors of Party A. (i) Party B leaves the service according to the articles of association of Party A; or (j) Party B fails to attend the board of directors' meeting of Party A in person consecutively for three times. 6.2 In addition to the aforesaid provisions of Article 6.1, Party A may also discharge the appointment relationship between Party A and Party B by giving notice in writing to Party B when any one of the following events occurs: (a) Party B is unable to substantially perform his duties hereunder due to health reasons, within any twelve-month period for a cumulative total of two hundred and sixty-five working days. Then, Party A may at any time discharge Party B from the post by giving Party B a fourteen-day written notice of discharge. (b) Party B is in breach of his obligations or the provisions of this Contract and does not repent after warning has been given by Party A. (c) Damage or loss has been caused to Party A due to Party B's wilful or material default in the performance of his duties hereunder. Any delay Anydelay by Party A in exercising such right of termination shall not constitute a waiver thereof. Party B reserves the right to terminate this agreement with one-month notice for good cause arising from impossibility of performance and/or conflict of interest. Party A and Party B consent to mediation of any issues under this clause for any matters of disagreement not otherwise contained herein with respect to employment disputes. 6.3 If the appointment relationship between both parties herein is terminated due to the occurrence of any of the events referred to in Article 6.1 or 6.2 above, such termination shall not affect Party A's rights herein against Party B and the provisions of Articles 4 and 5 hereof shall still be applicable. 6.4 Party B shall not, during the continuance of his appointment or within a period of one year after the termination thereof, either on his own behalf or on behalf of any other person, entice away from any member of Party A's Group any employee, worker, manager or director of any member of Party A's Group, whether or not such person would commit any breach of his contract of appointment with any member of Party A's Group by reason of his leaving service. 6.5 Party B shall reserve the right to claim attorney fees arising from any breach of the agreement by Party A.

TERMINATION OF APPOINTMENT. [Chinese Translation] 6.1 When any one of the following events occurs to Party B, the appointment relationship between Party A and Party B herein shall be immediately and automatically terminated (unless otherwise decided by the board of directors):): [Chinese Translation] (a) Party B is prohibited by any laws, regulations, rules, practice directions or practice rules from taking up the position hereunder or Party B loses the qualifications required by the position hereunder;; [Chinese Translation] (b) if due to health reasons, Party B is unable to fully perform his duties hereunder for three months;; [Chinese Translation] (c) Party B commits any serious breach and/or repeated and/or continual breach of any of Party B's obligations hereunder;; [Chinese Translation] (d) Party B is guilty of any serious misconduct or serious neglect in the discharge of Party B's duties hereunder;; [Chinese Translation] (e) Party B's actions or omissions bring the name or reputation of Party A or any member of Party A's Group into serious disrepute or prejudices the business interests of Party A or other members of Party A's Group;; [Chinese Translation] (f) Party B is or has become of unsound mind or shall be or become a patient for the purpose of any laws relating to mental health;; [Chinese Translation] (g) Party B is sued for criminal liability or convicted of any criminal offence other than an offence which in the reasonable opinion of the board of directors of Party A does not affect Party B's position as appointed herein (bearing in mind the nature of the duties in which Party B is appointed and the capacities in which Party B is appointed);; [Chinese Translation] (h) Party B is removed from the office of the position by the board of directors of Party A.A. [Chinese Translation] (i) Party B leaves the service according to the articles of association of Party A; oror [Chinese Translation] (j) Party B fails to attend the board of directors' meeting of Party A in person consecutively for three times.. [Chinese Translation] 6.2 In addition to the aforesaid provisions of Article 6.1, Party A may also discharge the appointment relationship between Party A and Party B by giving notice in writing to Party B when any one of the following events occurs:: [Chinese Translation] (a) Party B is unable to substantially perform his duties hereunder due to health reasons, within any twelve-month period for a cumulative total of two hundred and sixty-five working days. Then, Party A may at any time discharge Party B from the post by giving Party B a fourteen-day written notice of discharge.. [Chinese Translation] (b) Party B is in breach of his obligations or the provisions of this Contract and does not repent after warning has been given by Party A.A. [Chinese Translation] (c) Damage or loss has been caused to Party A due to Party B's wilful or material default in the performance of his duties hereunder. [Chinese Translation] Any delay by Party A in exercising such right of termination shall not constitute a waiver thereof.. [Chinese Translation] 6.3 If the appointment relationship between both parties herein is terminated due to the occurrence of any of the events referred to in Article 6.1 or 6.2 above, such termination shall not affect Party A's rights herein against Party B and the provisions of Articles 4 and 5 hereof shall still be applicable.. [Chinese Translation] 6.4 Party B shall not, during the continuance of his appointment or within a period of one year after the termination thereof, either on his own behalf or on behalf of any other person, entice away from any member of Party A's Group any employee, worker, manager or director of any member of Party A's Group, whether or not such person would commit any breach of his contract of appointment with any member of Party A's Group by reason of his leaving service.. [Chinese Translation]