This Capital Increase. 3.1.1 The parties agree that, subject to the fulfillment of the terms and conditions of this Agreement and other Capital Increase Transaction Documents, Tianhong Lvyan shall invest RMB Fifty-six Million (RMB56,000,000) in the Company to subscribe for the newly registered capital of the Company of RMB Four Hundred Sixty Six Thousand Six Hundred and Sixty-six (RMB466,666); Wentou Huyu shall invest RMB Fourteen Million (RMB14,000,000) in the Company to subscribe for the newly registered capital of the Company of RMB One Hundred and Sixteen Thousand Six Hundred and Sixty-six (RMB116,666). The subscription price for each RMB1 of the newly registered capital shall be RMB One Hundred and Twenty (RMB120) (hereinafter referred to as “Capital Increase Subscription Price”) and the premium portion of the Proceeds from Capital Increase Subscriptions paid by Tianhong Lvyan and Wentou Huyu shall be included in the capital reserve of the Company.

This Capital Increase. 3.1.1 The parties agree that, subject to the fulfilment of terms and conditions of this Agreement and other Capital Increase Transaction Documents, Guohong No.2 shall invest RMB90,000,000 in the Company to subscribe for the newly registered capital of the Company of RMB749,997; Fenzhong Chuangxiang shall invest RMB30,000,000 in the Company to subscribe for the newly registered capital of the Company of RMB249,999. The total newly registered capital of the Company invested by Guohong No.2 and Fenzhong Chuangxiang shall amount to a total of RMB999,996 at the subscription price of RMB120 for each RMB1 of the newly registered capital (hereinafter referred to as “Capital Increase Subscription Price”), and the premium portion of the Proceeds from Capital Increase Subscriptions paid by Guohong No.2 and Fenzhong Chuangxiang shall be included in the capital reserve of the Company.

This Capital Increase. 1.1 The pre-investment valuation of the target company for this investment is RMB 300 million, and its registered capital will be increased from RMB 50 million to RMB 51.1 million, with an additional registered capital of RMB 1.1 million (hereinafter referred to as "new capital contribution"). The subscriber contributed RMB 6.6 million (hereinafter referred to as the "investment fund") to subscribe for the above-mentioned new capital contribution, of which RMB 1.1 million was included in the registered capital of the target company, and the premium amount of RMB 5.5 million was included in the capital surplus of the target company. 1.2 After the completion of this capital increase, the shareholding ratio of the subscriber in the target company is 2.15%.

This Capital Increase. 1.1 Subject to all the conditions precedent set out in Article 3 hereof (hereinafter referred to as the “Closing Conditions”) being fulfilled or waived, the Company shall increase its registered capital from CNY 31,826,676 to CNY 35,680,583, of which, CNY 1,331,048 shall be subscribed by the Fund in accordance with Article 2.1 hereof (hereinafter referred to as the “capital increase by the Fund”), CNY 1,064,838 shall be subscribed by Cheetah Technology in accordance with Article 2.1 hereof (hereinafter referred to as the “capital increase by Cheetah Technology”), and CNY 1,458,021 shall be subscribed by Kingsoft Security in accordance with Article 2.2 hereof (hereinafter referred to as the “capital increase by Kingsoft Security”, and, together with capital increase by the Fund and capital increase by Cheetah Technology, “this capital increase”). 1.2 The Parties acknowledge that in respect of the capital increase by the Fund and capital increase by Cheetah Technology, this capital increase is conducted based on the Company’s pre-investment valuation of USD 500 million, with per share of registered capital corresponding to USD 15.71 (equivalent to CNY 112.69); and in respect of the capital increase by Kingsoft Security, the conversion rate is that per share of registered capital corresponds to CNY 81.46, as agreed in the Loan Agreement. Upon completion of this capital increase, the Company’s registered capital shall be CNY 35,680,583. The capital contribution by each shareholder of the Company and the proportion of equity held in the Company are as follows: Shareholder Name Subscribed Capital ContributionUnit: CNY Paid-in CapitalUnit: CNY Proportion of Equity Beijing Kingsoft Internet Security Software Co., Ltd. 22,765,315 22,765,315 63.8031% Cheetah Technology Corporation Limited 2,961,384 2,961,384 8.2997% Beijing Orion Growth Technology Center (Limited Partnership) 7,810,231 2,000,000 21.8893% Xxxxxxxx Xxxxx Xxxxxxxx Venture Capital Center (Limited Partnership) 152,363 152,363 0.4270% Xxxx Xxxxxx 660,242 660,242 1.8504% Gongqingcheng Orion Industrial Investment Center (Limited Partnership) 1,331,048 1,331,048 3.7305%

This Capital Increase. 1.1 All parties agree that pre-investment valuation of Party B’s company is RMB 500 million, and the investment amount of this investment is RMB 100 million (hereinafter referred to as “investment fund”). After the completion of this investment, Party A holds 20% equity of Party B. 1.2 The parties agree that the purpose of the investment fund referred to in Article 1.1 is: Party B’s capital needs in the process of restructuring, including the transfer consideration for the proposed listed company’s acquisition of Jiangxi Yibo Electronic Technology Co., Ltd.. Party B agrees that Party B shall not use the investment funds for external guarantee and debt repayment before this listing.

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Net Capital You represent that you, and we represent that we, are in compliance with the capital requirements of Rule 15c-3-1 promulgated by the Commission under the Securities and Exchange Act of 1934, and we may, in accordance with and pursuant to such Rule 15c-3-1, agree to purchase the amount of Units to be purchased by you and us, respectively, under the Agreement.
Merit Increases (a) Subject to documented assessment and performance review undertaken pursuant to the Performance Management System, an employee on anniversary date may be granted an increase of up to five pay increments in the pay scale, not to exceed the control point maximum. (b) The Employer shall notify the employee in writing when an annual increment(s) is not granted or when an annual increment of less than two (2) increments is granted. Such notice shall contain the Employer’s reason(s) as to why the employee’s work performance was not satisfactory. (c) An employee who has not been granted a merit increase shall have the right to refer their performance evaluation to the Director of Human Resources or designate for review by the Review Committee that has been established in the employing department. The employee shall have the right to make written submission to the Review Committee. (d) At the discretion of the Deputy Head, anniversary date merit increases, or portions thereof may be delayed and granted at a subsequent date, without change to the employee’s anniversary date. (e) Where an employee is not granted a pay increment(s) due to an omission or error, the employee shall be granted the increase on a subsequent date, retroactive to their anniversary date for such increment(s). (f) The number of merit increase pay increments granted for part-time or seasonal employees should be pro-rated or delayed in relation to length or work periods. Merit increase pay increments for part-time employees shall be determined in accordance with Article 33.03. (g) Employees paid at or above the control point maximum of the pay range are ineligible for merit increases. (h) It is understood by the parties that clause 14.11 does not apply to scheduled work planning and review or performance appraisal meetings.
Investment Commitment The undersigned's overall commitment to investments which are not readily marketable is not disproportionate to the undersigned's net worth, and an investment in the Shares will not cause such overall commitment to become excessive.
Partnership Capital (a) Except as may be otherwise specifically provided in this Agreement, no Partner shall be paid interest on any Capital Contribution to the Partnership. (b) No Partner shall have the right to withdraw all or any part of its Capital Contribution or to receive any return on any portion of its Capital Contribution, except as may be otherwise specifically provided in this Agreement. (c) Under circumstances involving a return of any Capital Contribution, no Partner shall have the right to receive property other than cash.
Additional Capital The Member shall not be obligated to make any Capital Contributions other than the initial Capital Contributions specified in Section 3.2.
Equity Commitment (a) This letter agreement confirms the commitment of each Sponsor, severally and not jointly, subject to the terms and conditions set forth herein, simultaneous with the closing of the Merger (the “Closing”), to purchase, or to cause the purchase of, at or immediately prior to the Effective Time, equity interests of Parent (or one or more affiliates of Parent organized to consummate the Merger) at a purchase price equal to the Per Share Merger Consideration and to pay, or cause to be paid, to Parent in immediately available funds at or prior to the Closing an aggregate cash purchase price for such purchase equal to the amount set forth opposite such Sponsor’s name on Schedule A hereto (such amount with respect to each Sponsor, subject to adjustment pursuant to Section 1(b) below, is referred to as such Sponsor’s “Equity Commitment”), which will be used by Parent solely for the purpose of funding the aggregate Merger consideration required to be paid by Parent to consummate the Merger, and all other amounts constituting the Exchange Fund pursuant to, and in accordance with, the Merger Agreement, together with related fees and expenses; provided that (i) no Sponsor shall, under any circumstances, be obligated to contribute more than its Equity Commitment to Parent, and the Sponsors, collectively, shall not, under any circumstances, be obligated to contribute more than US$79,500,000 (the “Aggregate Commitment”) to Parent; and (ii) the liability of each Sponsor hereunder shall not exceed its Equity Commitment, and the liability of the Sponsors, collectively, shall not exceed the Aggregate Commitment. (b) Each Sponsor may effect the funding of its Equity Commitment directly or indirectly through one or more Affiliates of such Sponsor or any other investment fund advised, managed and/or appointed by an Affiliate of such Sponsor or any other private equity fund who is a limited partner of such Sponsor or of an Affiliate of such Sponsor. No Sponsor will be under any obligation under any circumstances to contribute more than the amount of its Equity Commitment to Parent, Merger Sub or any other Person. In the event Parent does not require an amount equal to the Aggregate Commitment in order to consummate the Merger, the amount of each Sponsor’s Equity Commitment to be funded under this letter agreement shall be reduced by Parent on a pro rata basis, to the level sufficient for, in combination with any other financing arrangements that may be contemplated by the Merger Agreement, Parent and Merger Sub to consummate the transactions contemplated by the Merger Agreement and pay all related fees and expenses incurred or required to be paid by Parent or Merger Sub under the Merger Agreement.
Initial Capital The initial capital of the Company shall be the sum of cash contributed to the Company by the Member (the “Capital Contribution”) in the amount set out opposite the name of the Member on Schedule A hereto, as amended from time to time and incorporated herein by this reference.
Equity Capitalization As of the date hereof, the authorized capital stock of the Company consists of (x) 30,000,000 shares of Common Stock, of which as of the date hereof, 10,964,602 shares are issued and outstanding, 2,529,378 shares are reserved for issuance pursuant to the Company’s employee incentive plan and other options and warrants outstanding and no shares are reserved for issuance pursuant to securities (other than the Warrants) exercisable or exchangeable for, or convertible into, shares of Common Stock, and (y) 10,000,000 shares of preferred stock, of which as of the date hereof, none are issued and outstanding. All of such outstanding shares have been, or upon issuance will be, validly issued and are fully paid and nonassessable. Except as set forth above in this Section 3(p): (i) none of the Company’s capital stock is subject to preemptive rights or any other similar rights or any liens or encumbrances suffered or permitted by the Company; and (ii) there are no outstanding options, warrants, scrip, rights to subscribe to, calls or commitments of any character whatsoever relating to, or securities or rights convertible into, or exercisable or exchangeable for, any capital stock of the Company, or contracts, commitments, understandings or arrangements by which the Company is or may become bound to issue additional capital stock of the Company or options, warrants, scrip, rights to subscribe to, calls or commitments of any character whatsoever relating to, or securities or rights convertible into, or exercisable or exchangeable for, any capital stock of the Company; (iii) there are no outstanding debt securities, notes, credit agreements, credit facilities or other agreements, documents or instruments evidencing Indebtedness of the Company or by which the Company is or may become bound; (iv) there are no financing statements securing obligations in any material amounts, either singly or in the aggregate, filed in connection with the Company; (v) there are no agreements or arrangements under which the Company is obligated to register the sale of any of its securities under the 1933 Act (except pursuant to the Registration Rights Agreement); (vi) there are no outstanding securities or instruments of the Company which contain any redemption or similar provisions, and there are no contracts, commitments, understandings or arrangements by which the Company is or may become bound to redeem a security of the Company; (vii) there are no securities or instruments containing anti-dilution or similar provisions that will be triggered by the issuance of the Securities; (viii) the Company does not have any stock appreciation rights or “phantom stock” plans or agreements or any similar plan or agreement; and (ix) the Company has no liabilities or obligations required to be disclosed in the SEC Documents but not so disclosed in the SEC Documents, other than those incurred in the ordinary course of the Company’s business and which, individually or in the aggregate, do not or would not have a Material Adverse Effect. The Company has furnished or made available to the Buyers true, correct and complete copies of the Company’s Certificate of Incorporation, as amended and as in effect on the date hereof (the “Certificate of Incorporation”), and the Company’s Bylaws, as amended and as in effect on the date hereof (the “Bylaws”), and the terms of all securities convertible into, or exercisable or exchangeable for, shares of Common Stock and the material rights of the holders thereof in respect thereto.
Authorized and Outstanding Capital Stock As of the date hereof, the authorized capital stock of the Company consists of (A) 300,000,000 shares of Common Stock, of which, 46,383,143 are issued and outstanding and (B) 50,000,000 shares of Preferred Stock, none of which are issued and outstanding.
Working Capital Warrants Each of the Working Capital Warrants shall be identical to the Private Placement Warrants.

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