Common use of Voting Rights Entrustment Clause in Contracts

Voting Rights Entrustment. 1.1 Each of Shareholders hereby irrevocably undertake to, after execution of this Agreement, respectively sign the power of attorney according to the substance and form set forth in Schedule B hereof, under which the person (the “Trustee”) then designated by the WFOE shall have the power and authority to exercise the following rights respectively granted to Each of Shareholders as the shareholders of the Company according to the Article of Association of the Company (the “Entrusted Rights”): (1) proposing to convene or attending shareholder meetings of the Company as the proxy of the Each of Shareholders, according to the Article of Association; (2) exercising the voting rights on behalf of the Each of Shareholder in respect of all matters subject to discussion and resolution at the shareholder meetings, including but not limited to the appointment and election of directors and other senior management members who should be appointed by the shareholders; (3) other voting rights (including any other voting rights of shareholders conferred after the amendment of the Article of Association) vested in shareholders under the Articles of Association of the Company. The precondition of the above authorization and entrustment is that the Trustee is a PRC citizen and the WFOE consents to such authorization and entrustment. When and only when a written notice is issued by the WFOE to Each of Shareholders with respect to the removal of the Trustee, Each of Shareholders shall immediately revoke the entrustment to the existing Trustee hereunder, and entrust any other PRC citizen then designated by the WFOE to exercise the Entrusted Rights in accordance with this Agreement, and the new power of attorney shall supersede the previous one once it is executed. Except for the above circumstances, Each of Shareholders shall not revoke the authorization and entrustment to the Trustee. 1.2 The Trustee shall perform the entrusted obligation lawfully with diligence and duty of care within the authorization scope provided in this Agreement. Each of Shareholders shall accept and assume relevant liabilities for any legal consequences arising out of the exercise of the aforementioned Entrusted Rights. 1.3 Each of Shareholders hereby acknowledge that the Trustee is not required to solicit the opinions of Each of Shareholders before exercising the Entrusted Rights. Nevertheless, the Trustee shall immediately notify Each of Shareholders after any resolution or proposal for convening an interim shareholder meeting is made.

Voting Rights Entrustment. 1.1 Each of The Shareholders each hereby irrevocably undertake to, after execution of to respectively execute a proxy letter (as set out in Schedule I to this Agreement, respectively sign the power of attorney according hereinafter referred to the substance and form set forth in Schedule B hereof, under which the person (as the “TrusteeProxy Letter”) ), to authorize the individual then designated by the WFOE shall have (hereinafter referred to as the power and authority “Proxy”) to exercise on their behalf the following rights they are respectively granted entitled to Each of Shareholders as the shareholders of the Company according to and in accordance with the Article articles of Association association of the Company effective then (hereinafter collectively referred to as the “Entrusted Proxy Rights”): (1) proposing to convene or attending shareholder the shareholders’ meetings of the Company as the proxy agent of the Each of Shareholders, according to the Article of Associationeach Shareholder; (2) exercising the voting rights on behalf of all issues required to be discussed and resolved by the Each of Shareholder in respect of all matters subject to discussion and resolution at the shareholder meetings, shareholders’ meeting (including but not limited without limitation to the appointment appointment, election and election removal of directors and supervisors, deciding the appointment or dismissal of general manager, deputy general manager, financial manager and other senior management members who should be appointed by management), and the shareholderssale or transfer of the Shareholder’s equity interest in the Company in whole or in part on behalf of each Shareholder; (3) proposing to convene the interim shareholders’ meetings; and (4) other shareholders’ voting rights under the articles of association of the Company (including any other shareholders’ voting rights stipulated after an amendment to such articles of shareholders conferred after association). 1.2 The aforesaid entrustment and authorization are subject to the amendment consent by the WFOE of such entrustment and authorization and that the Proxy is a citizen of the Article People’s Republic of Association) vested in shareholders under the Articles of Association of the Company. The precondition of the above authorization and entrustment is that the Trustee is a PRC citizen and the WFOE consents to such authorization and entrustmentChina. When and only when the WFOE issues a written notice is issued by to each Shareholder to replace the WFOE to Each of Shareholders with respect to the removal of the TrusteeProxy, Each of Shareholders each Shareholder shall immediately revoke authorize the entrustment to the existing Trustee hereunder, and entrust any other PRC citizen then designated appointed by the WFOE to exercise the Entrusted Rights in accordance with this Agreementaforesaid Proxy Rights, and the new power of attorney shall supersede entrustment will replace the previous one once it is executed. Except original entrustment immediately upon being made, except for the above circumstanceswhich, Each of Shareholders each Shareholder shall not revoke the entrustment and authorization and entrustment granted to the TrusteeProxy. 1.2 1.3 The Trustee shall Proxy will carefully and diligently exercise the entrusted rights and perform the entrusted obligation lawfully with diligence and duty of care duties within the scope of authorization scope provided in under this Agreement. Each of ; the Shareholders shall accept each acknowledge and assume relevant corresponding liabilities for any legal consequences arising out of the exercise by the Proxy of the aforementioned Entrusted aforesaid Proxy Rights. 1.3 Each of 1.4 The Shareholders each hereby acknowledge that the Trustee is not required to solicit the opinions of Each of Shareholders before exercising the Entrusted Rights. Neverthelessthat, the Trustee Proxy shall immediately notify Each exercise the aforesaid Proxy Rights with prior notice but without prior consent of the Shareholders. The Proxy shall timely inform the Shareholders after any each resolution or each proposal for on convening an interim shareholder shareholders’ meeting is madeadopted.

Voting Rights Entrustment. 1.1 Each of The Shareholders hereby irrevocably undertake to, after execution of this Agreement, respectively sign that they authorize the power of attorney according to the substance and form set forth in Schedule B hereof, under which WFOE or the person (the “Trustee”) then designated by the WFOE shall have the power and authority to exercise exercise, on their behalf, the following rights respectively granted available to Each of Shareholders them in their capacity as the shareholders a shareholder of the Company according to under the Article then effective articles of Association association of the Company (the collectively, “Entrusted Proxy Rights”):), and they undertake that they will severally execute a power of attorney in the form and substance of Exhibit A attached hereto upon execution of this Agreement; (1) proposing to convene or attending attend the shareholder meetings of the Company as the proxy of the Each of Shareholders, according to the Article of Association; (2) exercising the to exercise voting rights and sell or transfer the shareholder’s whole or part of their equity in the company, on behalf of the Each of Shareholder in respect of Shareholders on all matters subject required to discussion be deliberated and resolution at resolved by the shareholder meetingsmeeting, including but not limited to without limitation the appointment appointment, election and election dismissal of the directors and supervisors, and deciding hire or dismiss the general manager, vice general manager and financial officers and other senior management members who should be appointed by the shareholdersexecutives; (3) to propose the interim shareholder meeting; (4) to exercise other shareholders’ voting rights under the articles of association of the Company (including any other shareholders’ voting rights stipulated upon an amendment to such articles of shareholders conferred after association); and (5) other voting rights extended by the amendment PRC laws and regulations (including the modification, alteration, supplement and rewrite the content, regardless of the Article effect of Association) vested in shareholders under the Articles of Association time on this agreement concluded before and after). 1.2 The premise of the Companyauthorization and entrust above is the Proxy is Chinese citizen and owned the WFOE’s permission of the authorization and entrust above. The precondition of Shareholders shall not revoke the above authorization and entrustment is that accorded to the Trustee is a PRC citizen and Proxy other than in the case where the WFOE consents to such authorization and entrustment. When and only when gives the Shareholders a written notice is issued by requesting the WFOE to Each of Shareholders with respect to the removal replacement of the TrusteeProxy, Each of in which event the Shareholders shall immediately revoke the entrustment to the existing Trustee hereunder, and entrust any appoint such other PRC citizen person as then designated by the WFOE to exercise the Entrusted foregoing Proxy Rights in accordance with this Agreement, and the such new power of attorney shall supersede the previous one once it is executed. Except for the above circumstances, Each of Shareholders shall not revoke the authorization and entrustment to shall supersede, immediately upon its grant, the Trusteeoriginal authorization and entrustment. 1.2 1.3 The Trustee shall perform Proxy shall, acting with care and diligence, lawfully fulfill the entrusted obligation lawfully with diligence rights and duty of care duties within the scope of authorization scope provided in this Agreement. Each of hereunder; the Shareholders shall accept acknowledge, and assume relevant liabilities for liability for, any legal consequences arising out of the exercise by the Proxy of the aforementioned Entrusted Proxy Rights. 1.3 Each of 1.4 The Shareholders hereby acknowledge that the Trustee is Proxy will not be required to solicit the opinions of Each of the Shareholders before when exercising the Entrusted Rights. Neverthelessforegoing Proxy Rights instead of noticing, provided that the Trustee Proxy shall immediately notify Each promptly inform the Shareholders (on an ex-post basis) of Shareholders after all resolutions adopted or any resolution or proposal for convening an interim extraordinary shareholder meeting is mademeeting.

Voting Rights Entrustment. 1.1 Each of The Shareholders hereby irrevocably undertake to, to respectively sign the Entrustment Letter after execution of this Agreement, the Agreement to respectively sign entrust the power of attorney according to the substance and form set forth in Schedule B hereof, under which the person (the “Trustee”) then individual designated by Dotad Technology (hereinafter, the WFOE shall have the power and authority "TRUSTEES") to exercise the following rights respectively granted to Each of Shareholders enjoyed by them as the shareholders of Focus Media Wireless in accordance with the Company according to then effective articles of association of Focus Media Wireless (collectively, the Article of Association of the Company (the “Entrusted Rights”"ENTRUSTED RIGHTS"): (1) proposing Proposing to convene or and attending shareholder shareholders' meetings of the Company Focus Media Wireless as the proxy of the Each of Shareholders, Shareholders according to the Article articles of Associationassociation of Focus Media Wireless; (2) exercising the Exercising voting rights on behalf as proxy of the Each Shareholders, on issues discussed and resolved by the shareholders' meeting of Shareholder in respect of all matters subject to discussion and resolution at the shareholder meetingsFocus Media Wireless, including but not limited to the appointment and election of directors for the directors, supervisors, general manager, vice-general manager, financial officer and other senior management members who should be appointed by the shareholders; (3) other voting rights (including any other voting rights personnel of shareholders conferred after the amendment of the Article of Association) vested in shareholders under the Articles of Association of the CompanyFocus Media Wireless. The precondition of the above authorization and entrustment is that granted subject to the Trustee is a status of Trustees as PRC citizen citizens and the WFOE consents to such authorization and entrustmentapproval by Dotad Technology. When Upon and only when a upon written notice is issued of dismissing and replacing Trustee(s) given by the WFOE to Each of Shareholders with respect Dotad Technology to the removal of Shareholders, the Trustee, Each of Shareholders shall immediately revoke the entrustment to the existing Trustee hereunder, and promptly entrust any other another PRC citizen then designated by the WFOE Dotad Technology to exercise the above Entrusted Rights in accordance with this AgreementRights, and once new entrustment is made, the new power of attorney original entrustment shall supersede be replaced; the previous one once it is executed. Except for the above circumstances, Each of Shareholders shall not revoke cancel the authorization and entrustment to of the TrusteeTrustee(s) otherwise. 1.2 The Trustee Trustees shall perform the entrusted obligation lawfully with diligence and duty of care within the authorization scope provided of entrustment in this Agreement. Each of due care and prudence and in compliance with laws; the Shareholders shall accept acknowledge and assume relevant liabilities for any legal consequences arising out of the Trustees' exercise of the aforementioned foregoing Entrusted Rights. 1.3 Each of The Shareholders hereby acknowledge that the Trustee is Trustees are not required to solicit seek advice from the opinions Shareholders prior to their respective exercise of Each of Shareholders before exercising the foregoing Entrusted Rights. NeverthelessHowever, the Trustee Trustees shall immediately notify Each inform the Shareholders in a timely manner of Shareholders after any resolution or proposal for on convening an interim shareholder shareholders' meeting after such resolution or proposal is made.

Voting Rights Entrustment. 1.1 Each of 1.1. The Existing Shareholders hereby irrevocably undertake to, after that they will severally execute a power of attorney in the form and substance of Appendix 1 hereto upon execution of this Agreement, respectively sign Agreement whereby they authorize the power of attorney according to WFOE or the substance and form set forth in Schedule B hereof, under which the person (the “Trustee”) individual then designated by the WFOE shall have the power and authority (“Attorney”) to exercise exercise, on their behalf, the following rights respectively granted available to Each of Shareholders them in their capacity as the shareholders a shareholder of the Domestic Company according to under the Article then effective articles of Association association of the Domestic Company (the collectively, “Entrusted RightsPowers”): (1a) proposing to convene or attending shareholder propose the convening of, and attend, shareholders’ meetings in accordance with the articles of association of the Domestic Company as the proxy Attorney of the Each of Shareholders, according to the Article of AssociationExisting Shareholder; (2b) exercising the to exercise voting rights on behalf of the Each of Existing Shareholder in respect of on all matters subject required to discussion be deliberated and resolution at resolved by the shareholder meetingsshareholder’s meeting, including but not limited to without limitation the appointment and election of the directors and other senior management members who should executives to be appointed and removed by the shareholdersshareholder, of the Domestic Company, the sale or transfer of all or part of the equity held by shareholders in the Domestic Company; (3c) to exercise other shareholders’ voting rights under the articles of association of the Domestic Company (including any other shareholders’ voting rights stipulated upon an amendment to such articles of association); (d) other voting rights (including any other voting rights of that shareholders conferred shall enjoy under the PRC laws, as amended, revised, supplemented and re-enactd, no matter whether they take effect before or after the amendment conclusion of the Article of Association) vested in shareholders under the Articles of Association of the Companythis Agreement. The precondition of Existing Shareholders shall not revoke the above authorization and entrustment is that accorded to the Trustee is a PRC citizen and Attorney other than in the case where the WFOE consents to such authorization and entrustment. When and only when gives the Existing Shareholders a written notice is issued by requesting the WFOE to Each of Shareholders with respect to the removal replacement of the TrusteeAttorney, Each of in which event the Existing Shareholders shall immediately revoke the entrustment to the existing Trustee hereunder, and entrust any appoint such other PRC citizen person as then designated by the WFOE to exercise the Entrusted Rights in accordance with this Agreement, foregoing Powers and the such new power of attorney shall supersede the previous one once it is executed. Except for the above circumstances, Each of Shareholders shall not revoke the authorization and entrustment to shall supersede, immediately upon its grant, the Trusteeoriginal authorization and entrustment. 1.2 1.2. The Trustee shall perform Attorney shall, acting with care and diligence, lawfully fulfill the entrusted obligation lawfully with diligence and duty of care duties within the scope of authorization scope provided in this Agreement. Each of hereunder; the Existing Shareholders shall accept acknowledge, and assume relevant liabilities for liability for, any legal consequences arising out of the exercise by the Attorney of the aforementioned Entrusted Rightsforegoing Powers. 1.3 Each of 1.3. The Existing Shareholders hereby acknowledge that the Trustee is Attorney will not be required to solicit the opinions of Each of the Existing Shareholders before when exercising the Entrusted Rights. Neverthelessforegoing Powers, provided that the Trustee Attorney shall immediately notify Each promptly inform the Existing Shareholders (on an ex-post basis) of Shareholders after all resolutions adopted or any resolution or proposal for convening an interim extraordinary shareholders’ meeting. 1.4. The Existing Shareholders hereby undertake that, upon execution of this Agreement, irrespective of how their shareholding in the Domestic Company changes, they will authorize the Attorney to exercise all shareholder meeting is maderights they have to the Domestic Company, and shall not exercise any Powers without prior written consent of the WFOE.

Voting Rights Entrustment. 1.1 Each of 1.1. The Existing Shareholders hereby irrevocably undertake to, after that they will severally execute a power of attorney in the form and substance of Appendix 1 hereto upon execution of this Agreement, respectively sign Agreement whereby they authorize the power of attorney according to WFOE or the substance and form set forth in Schedule B hereof, under which the person (the “Trustee”) individual then designated by the WFOE shall have the power and authority (“Attorney”) to exercise exercise, on their behalf, the following rights respectively granted available to Each of Shareholders them in their capacity as the shareholders a shareholder of the Domestic Company according to under the Article then effective articles of Association association of the Domestic Company (the collectively, “Entrusted RightsPowers”): (1a) proposing to convene or attending shareholder propose the convening of, and attend, shareholders’ meetings in accordance with the articles of association of the Domestic Company as the proxy on behalf of the Each of Existing Shareholders, according to the Article of Association; (2b) exercising the to exercise voting rights on behalf of the Each of Shareholder in respect of Existing Shareholders on all matters subject required to discussion be deliberated and resolution at resolved by the shareholder meetingsshareholders’ meeting, including but not limited to without limitation the appointment and election of the directors and other senior management members who should executives to be appointed and removed by the shareholders, of the Domestic Company, the sale or transfer of all or part of the equity held by shareholders in the Domestic Company; (3c) to exercise other shareholders’ voting rights under the articles of association of the Domestic Company (including any other shareholders’ voting rights stipulated upon an amendment to such articles of association); (d) other voting rights (including any other voting rights of that shareholders conferred shall enjoy under the PRC laws, as amended, revised, supplemented and re-enactd, no matter whether they take effect before or after the amendment conclusion of the Article of Association) vested in shareholders under the Articles of Association of the Companythis Agreement. The precondition of Existing Shareholders shall not revoke the above authorization and entrustment is that accorded to the Trustee is a PRC citizen and Attorney other than in the case where the WFOE consents to such authorization and entrustment. When and only when gives the Existing Shareholders a written notice is issued by requesting the WFOE to Each of Shareholders with respect to the removal replacement of the TrusteeAttorney, Each of in which event the Existing Shareholders shall immediately revoke the entrustment to the existing Trustee hereunder, and entrust any appoint such other PRC citizen person as then designated by the WFOE to exercise the Entrusted Rights in accordance with this Agreement, foregoing Powers and the such new power of attorney shall supersede the previous one once it is executed. Except for the above circumstances, Each of Shareholders shall not revoke the authorization and entrustment to shall supersede, immediately upon its grant, the Trusteeoriginal authorization and entrustment. 1.2 1.2. The Trustee shall perform Attorney shall, acting with care and diligence, lawfully fulfill the entrusted obligation lawfully with diligence and duty of care duties within the scope of authorization scope provided in this Agreement. Each of hereunder; the Existing Shareholders shall accept acknowledge, and assume relevant liabilities for liability for, any legal consequences arising out of the exercise by the Attorney of the aforementioned Entrusted Rightsforegoing Powers. 1.3 Each of 1.3. The Existing Shareholders hereby acknowledge that the Trustee is Attorney will not be required to solicit the opinions of Each of the Existing Shareholders before when exercising the Entrusted Rights. Neverthelessforegoing Powers, provided that the Trustee Attorney shall immediately notify Each promptly inform the Existing Shareholders (on an ex-post basis) of Shareholders after all resolutions adopted or any resolution or proposal for convening an interim extraordinary shareholders’ meeting. 1.4. The Existing Shareholders hereby undertake that, upon execution of this Agreement, irrespective of how their shareholding in the Domestic Company changes, they will authorize the Attorney to exercise all shareholder meeting is maderights they have to the Domestic Company, and shall not exercise any Powers without prior written consent of the WFOE.

Voting Rights Entrustment. 1.1 Each of 1.1. The Shareholders hereby irrevocably undertake to, after to respectively execute a proxy letter in the form and substance of Schedule 1 hereto upon execution of this Agreement, respectively sign Agreement whereby they shall each authorize the power of attorney according to the substance and form set forth in Schedule B hereof, under which the person (the “Trustee”) individual then designated by the WFOE shall have the power and authority (“Proxy”) to exercise exercise, on their behalf, the following rights respectively granted available to Each of Shareholders them in their capacity as the shareholders of the Company according to under the Article then effective articles of Association association of the Company (the collectively, “Entrusted Proxy Rights”): (1i) proposing to convene or attending shareholder propose the convening of, and attend, shareholders’ meetings in accordance with the articles of association of the Company as the proxy of the Each of Shareholders, according to the Article of Association; (2ii) exercising the to exercise voting rights on behalf of the Each of Shareholder in respect of Shareholders on all matters subject required to discussion be deliberated and resolution at resolved by the shareholder meetingsshareholders’ meeting, including but not limited to without limitation the appointment and election of the directors and other senior management members who should officers to be appointed and removed by the shareholdersShareholders; (3iii) to exercise other shareholders’ voting rights under the articles of association of the Company (including inclusive of any other shareholders’ voting rights arising after an amendment to such articles of shareholders conferred after the amendment of the Article of Association) vested in shareholders under the Articles of Association of the Companyassociation). The precondition of the above foregoing authorization and entrustment is that conditional upon the Trustee is Proxy being a PRC citizen and the WFOE consents consenting to such authorization and entrustment. When and only when a written notice is issued by the WFOE to Each of Shareholders with respect to the removal of the Trustee, Each of Shareholders shall immediately revoke the entrustment to the existing Trustee hereunder, and entrust any other PRC citizen then designated by the WFOE to exercise the Entrusted Rights in accordance with this Agreement, and the new power of attorney shall supersede the previous one once it is executed. Except for the above circumstances, Each of The Shareholders shall not revoke the authorization and entrustment accorded to the TrusteeProxy other than in the case where WFOE gives the Shareholders a written notice requesting the replacement of the Proxy, in which event the Shareholders shall immediately appoint such other PRC citizen as designated by WFOE to exercise the foregoing Proxy Rights and such new authorization and entrustment shall supersede, immediately upon its grant, the original authorization and entrustment. 1.2 1.2. The Trustee shall perform Proxy shall, acting with care and diligence, lawfully fulfill the entrusted obligation lawfully with diligence and duty of care duties within the scope of authorization scope provided in this Agreement. Each of hereunder; the Shareholders shall accept acknowledge, and assume relevant liabilities for liability for, any legal consequences arising out of the exercise by the Proxy of the aforementioned Entrusted foregoing Proxy Rights. 1.3 Each of 1.3. The Shareholders hereby acknowledge that the Trustee is Proxy will not be required to solicit the opinions of Each of the Shareholders before when exercising the Entrusted foregoing Proxy Rights. Nevertheless, provided that the Trustee Proxy shall immediately notify Each promptly inform the Shareholders (on an ex-post basis) of Shareholders after all resolutions adopted or any resolution or proposal for convening an interim shareholder meeting is madeextraordinary shareholders’ meeting.

Voting Rights Entrustment. 1.1 Each of Shareholders hereby irrevocably undertake toThe Shareholders, after execution signing date of this Agreement, respectively sign through separately executed Power of Attorney substantially in the power of attorney according to the substance and form set forth attached as Annex 1 herein, irrevocably entrust individual appointed in Schedule B hereof, under which the person a due course by Hxx Xxxx (hereinafter the “TrusteeProxy”) then designated by the WFOE shall have the power and authority ), to exercise on behalf of Shareholders the following rights respectively granted to Each of Shareholders enjoyed by them as the shareholders of the Company according to in accordance with the Article then effective articles of Association association of the Company (collectively the “Entrusted Rights”): (1) proposing to convene or Convening and attending shareholder shareholders’ meetings of the Company in accordance with its Article of Association as the proxy representative of the Each of Shareholders, according to the Article of Association; (2) exercising the voting rights Exercising on behalf of the Each of Shareholder in respect of Shareholders voting rights on all matters subject issues required to discussion be discussed and resolution at resolved by the shareholder meetingsshareholders’ meeting, including but not limited to the appointment to, nomination and election of directors Company’s directors, general manager and other senior management members who should be positions appointed by the shareholders; (3) other Exercising all shareholders’ rights prescribed by the relevant laws and regulations of PRC (including amendments, supplements, renewals to the content thereof regardless of their effective date prior or post execution of this Agreement); (4) Other voting rights of Shareholders under the articles of association of the Company (including any such other voting rights of shareholders conferred Shareholders as provided after amendment to the amendment articles of the Article of Association) vested in shareholders under the Articles of Association of the Companyassociation). The precondition premise of the above authorization and entrustment is that Hxx Xxxx’x consent to the Trustee is a PRC citizen and the WFOE consents to such above authorization and entrustment. When and only Only when Hxx Xxxx issues a written notice is issued by the WFOE to Each of Shareholders with respect each Shareholder to the removal of the Trusteereplace Proxy, Each of Shareholders each Shareholder shall immediately revoke the entrustment to the existing Trustee hereunder, and entrust any designate other PRC citizen then Chinese citizens designated by the WFOE Hxx Xxxx to exercise the Entrusted Rights in accordance with this Agreement, and above rights of entrustment. Once the new power of attorney shall supersede entrustment is made, it will replace the previous one once it is executedoriginal entrustment. Except for the above circumstancesOtherwise, Each of Shareholders any Shareholder shall not revoke the entrustment and authorization and entrustment made to the TrusteeProxy. 1.2 The Trustee shall perform Proxy discreetly and diligently fulfills Proxy's obligations in accordance with the entrusted obligation lawfully with diligence and duty of care law within the scope of the authorization scope provided for in this Agreement. Each of Shareholders shall accept acknowledge and assume relevant liabilities for any legal consequences arising out of the Proxy’s exercise of the aforementioned foregoing Entrusted Rights. 1.3 Each of The Shareholders hereby acknowledge that Proxy needs no advice from the Trustee is not required Shareholders prior to solicit its exercise of the opinions of Each of Shareholders before exercising the foregoing Entrusted Rights. NeverthelessHowever, Proxy shall inform the Trustee shall immediately notify Each Shareholders in a timely manner of Shareholders after any resolution or proposal for on convening an interim shareholder shareholders’ meeting after such resolution or proposal is made.

Voting Rights Entrustment. 1.1 Each of Shareholders hereby irrevocably undertake to, after execution of this Agreement, respectively sign the power of attorney according to the substance and form set forth in Schedule B hereof, under which the person (the “Trustee”) then designated by the WFOE shall have the power and authority to exercise the following rights respectively granted to Each of Shareholders as the shareholders of the Company according to the Article of Association of the Company (the “Entrusted Rights”): (1) proposing to convene or attending shareholder meetings of the Company as the proxy of the Each of Shareholders, according to the Article of AssociationAssociation of the Company; (2) exercising the voting rights on behalf of the Each of Shareholder in respect of all matters subject to discussion and resolution at the shareholder meetings, including but not limited to the appointment and election of directors and other senior management members who should be appointed by the shareholders; (3) other voting rights (including any other voting rights of shareholders conferred after the amendment of the Article of AssociationAssociation of the Company) vested in shareholders under the Articles of Association of the Company. The precondition of the above authorization and entrustment is that the Trustee is a PRC citizen and the WFOE consents to such authorization and entrustment. When and only when a written notice is issued by the WFOE to Each of Shareholders with respect to the removal of the Trustee, Each of Shareholders shall immediately revoke the entrustment to the existing Trustee hereunder, and entrust any other PRC citizen then designated by the WFOE to exercise the Entrusted Rights in accordance with this Agreement, and the new power of attorney shall supersede the previous one once it is executed. Except for the above circumstances, Each of Shareholders shall not revoke the authorization and entrustment to the Trustee. 1.2 The Trustee shall perform the entrusted obligation lawfully with diligence and duty of care within the authorization scope provided in this Agreement. Each of Shareholders shall accept and assume relevant liabilities for any legal consequences arising out of the exercise of the aforementioned Entrusted Rights. 1.3 Each of Shareholders hereby acknowledge that the Trustee is not required to solicit the opinions of Each of Shareholders before exercising the Entrusted Rights. Nevertheless, the Trustee shall immediately notify Each of Shareholders after any resolution or proposal for convening an interim shareholder meeting is made.

Voting Rights Entrustment. 1.1 Each of Shareholders Party A hereby irrevocably undertake to, undertakes to respectively sign the Power of Attorney (the content and form of which are set out as Appendix I hereto) after execution of this Agreement, the Agreement to respectively sign entrust Chengdu Qilian Trading or the power personnel designated by it then (including the liquidator taking place of attorney according to the substance and form set forth in Schedule B hereof, under which the person (the “Trusteesuch personnel)(“TRUSTEES”) then designated by the WFOE shall have the power and authority to exercise the following rights respectively granted to Each enjoyed by them as Party A of Shareholders as Target Company in accordance with the shareholders then effective articles of the Company according to the Article association of Association of the Target Company (collectively, the “Entrusted RightsENTRUSTED RIGHTS”): (1) proposing Proposing to convene or and attending shareholder shareholders’ meetings of the Target Company as the proxy of the Each of Shareholders, Shareholders according to the Article articles of Associationassociation of Target Company; (2) exercising the Exercising voting rights on behalf as proxy of the Each Shareholders, on issues discussed and resolved by the shareholders’ meeting of Shareholder in respect of all matters subject to discussion and resolution at the shareholder meetingsTarget Company, including but not limited to the appointment and election of directors for the directors, general manager and other senior management members who should be appointed by the shareholderspersonnel of Target Company; (3) Getting access to financial information of Target Company as proxy of the Shareholders; (4) Making resolutions about disposing of Target Company’s assets as proxy of the Shareholders; (5) Approving annual budgets of Target Company or announcing dividends as proxy of the Shareholders; (6) Making resolutions about dissolution and liquidation of Target Company, forming the liquidating committee and exercising the authorities in the course of liquidation as proxy of the Shareholders, including but not limited to making resolutions about disposing of Target Company’s assets; (7) Filing any required document to the company registration agency or any other relevant agency as proxy of the Shareholders; (8) Signing any resolution as proxy of the Shareholders; and (9) all the voting rights (including any and other voting rights of shareholders conferred after stipulated by the amendment articles of association of Target Company and PRC laws. 1.2 Chengdu Qilian Trading shall have the Article of Associationright to dismiss and replace Trustee(s) vested in shareholders under by written notice to the Articles of Association of Shareholders, while the Company. The precondition of the above authorization and new entrustment is that granted subject to the Trustee is a status of trustees as PRC citizen citizens and the WFOE consents to such authorization and entrustmentapproval by Chengdu Qilian Trading. When and only when a written notice Once new entrustment is issued by made, the WFOE to Each of Shareholders with respect to original entrustment shall be replaced; the removal of the Trustee, Each of Shareholders shall immediately revoke the entrustment to the existing Trustee hereunder, and entrust any other PRC citizen then designated by the WFOE to exercise the Entrusted Rights in accordance with this Agreement, and the new power of attorney shall supersede the previous one once it is executed. Except for the above circumstances, Each of Shareholders shall not revoke cancel the authorization and entrustment to of the TrusteeTrustee(s) otherwise. 1.2 1.3 The Trustee Trustees shall perform the entrusted obligation lawfully with diligence and duty of care within the authorization scope provided of entrustment in this Agreement. Each of due care and prudence and in compliance with laws; the Shareholders shall accept acknowledge and assume relevant liabilities for any legal consequences arising out of the Trustees’ exercise of the aforementioned foregoing Entrusted Rights. 1.3 Each of 1.4 The Shareholders hereby acknowledge that the Trustee is Trustees are not required to solicit seek advice from the opinions Shareholders prior to their respective exercise of Each of Shareholders before exercising the foregoing Entrusted Rights. NeverthelessHowever, the Trustee Trustees shall immediately notify Each inform the Shareholders in a timely manner of Shareholders after any resolution or proposal for on convening an interim shareholder shareholders’ meeting after such resolution or proposal is made.

Voting Rights Entrustment. 1.1 Each of Shareholders The Existing Shareholder hereby irrevocably undertake to, after undertakes to execute a proxy letter in the form and substance of Schedule 1 hereto upon execution of this Agreement, respectively sign Agreement whereby it shall authorize the power of attorney according to the substance and form set forth in Schedule B hereof, under which the person (the “Trustee”) individual then designated by the WFOE shall have the power and authority (“Proxy”) to exercise exercise, on its behalf, the following rights respectively granted available to Each of Shareholders it in its capacity as the shareholders shareholder of the Company according to under the Article then effective articles of Association association of the Company (the collectively, “Entrusted Proxy Rights”): (1a) proposing to convene or attending shareholder meetings of the Company as the proxy of the Each of Shareholders, according to the Article of Association; (2) exercising the exercise voting rights and decision-making rights on behalf of the Each of Existing Shareholder in respect of on all matters subject required to discussion and resolution at be resolved by the shareholder meetingsshareholder, including but not limited to including, without limitation, the appointment and election designation of the directors and other senior management members who should officers to be appointed and removed by the shareholdersShareholder; (3b) to exercise other shareholder’s voting rights under the articles of association of the Company (including inclusive of any other shareholder’s voting rights arising after an amendment to such articles of shareholders conferred after association); and (c) when the amendment Existing Shareholder transfers the equity interest held by it in the Company, agrees to an asset transfer by the Company, reduces capital contribution made by it to the Company and accepts the capital increase to the Company by WFOE according to the Exclusive Call Option Agreement executed by it on the same day as the Execution Date, to execute, on behalf of the Article Existing Shareholder, relevant equity transfer agreement, asset transfer agreement (if applicable), capital reduction agreement, capital increase agreement, resolutions of Association) vested in shareholders under shareholder and other relevant documents and complete the Articles of Association of the Companygovernmental approval, registration and filing procedures as required for such transfer, capital reduction and capital increase. The precondition of the above foregoing authorization and entrustment is that conditional upon the Trustee is Proxy being a PRC citizen and the WFOE consents consenting to such authorization and entrustment. When and only when a written notice is issued by the WFOE to Each of Shareholders with respect to the removal of the Trustee, Each of Shareholders shall immediately revoke the entrustment to the existing Trustee hereunder, and entrust any other PRC citizen then designated by the WFOE to exercise the Entrusted Rights in accordance with this Agreement, and the new power of attorney shall supersede the previous one once it is executed. Except for the above circumstances, Each of Shareholders The Existing Shareholder shall not revoke the authorization and entrustment accorded to the TrusteeProxy other than in the case where WFOE gives the Existing Shareholder a written notice requesting the replacement of the Proxy, in which event the Existing Shareholder shall immediately appoint such other PRC citizen as designated by WFOE to exercise the foregoing Proxy Rights and such new authorization and entrustment shall supersede, immediately upon its grant, the original authorization and entrustment. 1.2 The Trustee shall perform Proxy shall, acting with care and diligence, lawfully fulfill the entrusted obligation lawfully with diligence and duty of care duties within the scope of authorization scope provided in this Agreement. Each of Shareholders shall accept hereunder; the Existing Shareholder acknowledges, and assume relevant liabilities for assumes liability for, any legal consequences arising out of the exercise by the Proxy of the aforementioned Entrusted foregoing Proxy Rights. 1.3 Each of Shareholders The Existing Shareholder hereby acknowledge acknowledges that the Trustee is Proxy will not be required to solicit the opinions of Each of Shareholders before the Existing Shareholder when exercising the Entrusted foregoing Proxy Rights. Nevertheless, provided that the Trustee Proxy shall immediately notify Each promptly inform the Existing Shareholder (on an ex-post basis) of Shareholders after any resolution or proposal for convening an interim shareholder meeting is madeall resolutions adopted by the shareholder.

Voting Rights Entrustment. 1.1 Each of The Shareholders hereby irrevocably undertake to, to respectively sign the Entrustment Letter after execution of this Agreement, the Agreement to respectively sign entrust the power of attorney according to the substance and form set forth in Schedule B hereof, under which the person (the “Trustee”) then one designated by the WFOE shall have the power and authority Framedia Investment (collectively, "TRUSTEES") to exercise the following rights respectively granted to Each of Shareholders enjoyed by them as the shareholders of Century Shenghuo in accordance with the Company according to then effective articles of association of Century Shenghuo (collectively, the Article of Association of the Company (the “Entrusted Rights”"ENTRUSTED RIGHTS"): (1) proposing Proposing to convene or and attending shareholder shareholders' meetings of the Company Century Shenghuo as the proxy of the Each of Shareholders, Shareholders according to the Article articles of Associationassociation of Century Shenghuo; (2) exercising the Exercising voting rights on behalf as proxy of the Each Shareholders, on issues discussed and resolved by the shareholders' meeting of Shareholder in respect of all matters subject to discussion and resolution at the shareholder meetingsCentury Shenghuo, including but not limited to the appointment and election of directors for the directors, general manager and other senior management members who should be appointed by the shareholders; (3) other voting rights (including any other voting rights personnel of shareholders conferred after the amendment of the Article of Association) vested in shareholders under the Articles of Association of the CompanyCentury Shenghuo. The precondition of the above authorization and entrustment is that granted subject to the Trustee is a status of trustees as PRC citizen citizens and the WFOE consents to such authorization and entrustmentapproval by Framedia Investment. When Upon and only when a upon written notice is issued of dismissing and replacing Trustee(s) given by the WFOE to Each of Shareholders with respect Framedia Investment to the removal of Shareholders, the Trustee, Each of Shareholders shall immediately revoke the entrustment to the existing Trustee hereunder, and promptly entrust any other another PRC citizen then designated by the WFOE Framedia Investment to exercise the above Entrusted Rights in accordance with this AgreementRights, and once new entrustment is made, the new power of attorney original entrustment shall supersede be replaced; the previous one once it is executed. Except for the above circumstances, Each of Shareholders shall not revoke cancel the authorization and entrustment to of the TrusteeTrustee(s) otherwise. 1.2 1.3 The Trustee Trustees shall perform the entrusted obligation lawfully with diligence and duty of care within the authorization scope provided of entrustment in this Agreement. Each of due care and prudence and in compliance with laws; the Shareholders shall accept acknowledge and assume relevant liabilities for any legal consequences arising out of the Trustees' exercise of the aforementioned foregoing Entrusted Rights. 1.3 Each of 1.4 The Shareholders hereby acknowledge that the Trustee is Trustees are not required to solicit seek advice from the opinions Shareholders prior to their respective exercise of Each of Shareholders before exercising the foregoing Entrusted Rights. NeverthelessHowever, the Trustee Trustees shall immediately notify Each inform the Shareholders in a timely manner of Shareholders after any resolution or proposal for on convening an interim shareholder shareholders' meeting after such resolution or proposal is made.

Voting Rights Entrustment. 1.1 Each of Shareholders The Shareholder hereby irrevocably undertake to, after execution of this Agreement, respectively sign undertakes to irrevocably entrust and/or authorize the power of attorney according WFOE and/or its designated individuals or entities (collectively the “Assignee”) to exercise all rights entitled to the substance Shareholder in accordance with laws, regulations and form set forth in Schedule B hereof, under which the person (the “Trustee”) then designated by the WFOE shall have the power and authority to exercise the following rights respectively granted to Each effective articles of Shareholders as the shareholders of the Company according to the Article of Association association of the Company (collectively the “Entrusted Rights”):), including without limitation: a. To exercise the rights of Shareholder as the Shareholder’s agent; b. To represent the Shareholder on all matters requiring the resolution of the Shareholder (1including without limitation, to designate and elect the Company’s directors, general managers and other senior officers) proposing to convene make such resolutions; c. To sell, transfer, pledge or attending shareholder meetings otherwise dispose of any or all of the equity interest held by the Shareholder in the Company; and d. Other voting rights of the Shareholder under the articles of association of the Company as the proxy of the Each of Shareholders, according to the Article of Association; (2) exercising the voting rights on behalf of the Each of Shareholder in respect of all matters subject to discussion and resolution at the shareholder meetings, including but not limited to the appointment and election of directors and other senior management members who should be appointed by the shareholders; (3) other voting rights (including any other voting rights of shareholders conferred after the amendment Shareholder as provided by the articles of the Article of Association) vested in shareholders under the Articles of Association of the Company. association as amended). 1.2 The precondition of the above entrustment and authorization and entrustment is that the Trustee Assignee is a PRC citizen or an entity established under the PRC Laws, and the WFOE consents to such authorization entrustment and entrustmentauthorization. When and only Only when the WFOE issues a written notice is issued by to the WFOE to Each of Shareholders Shareholder with respect to the removal of the TrusteeAssignee, Each of Shareholders the Shareholder shall immediately revoke the entrustment to the existing Trustee hereunder, and entrust appoint any other individual or entity which is a PRC citizen or established under the PRC Laws then designated by the WFOE to exercise the Entrusted Rights in accordance with this AgreementRights, and the new power of attorney shall supersede the previous one once it is executedmade. Except for Other than the above circumstances, Each of Shareholders the Shareholder shall not revoke the entrustment and authorization and entrustment to of the TrusteeAssignee. 1.2 1.3 The Trustee Assignee shall perform the entrusted obligation obligations lawfully with diligence and duty of care within the authorization scope provided hereunder. The Shareholder shall acknowledge and be liable to all actions made by, documents executed by the Assignee in this Agreement. Each of Shareholders shall accept exercising the Entrusted Rights and assume relevant liabilities for any legal consequences arising out of the exercise of the aforementioned Entrusted Rightscaused thereby. 1.3 Each of Shareholders 1.4 The Shareholder hereby acknowledge acknowledges that when the Trustee is not required to solicit the opinions of Each of Shareholders before exercising Assignee exercises the Entrusted Rights, no prior consultation with the Shareholder is needed. NeverthelessHowever, the Trustee Assignee shall immediately notify Each inform the Shareholder of Shareholders each resolution in a timely manner after any such resolution or proposal for convening an interim shareholder meeting is made.

Voting Rights Entrustment. 1.1 Each of Shareholders 1.1. The Existing Shareholder hereby irrevocably undertake to, after undertakes that it will severally execute a power of attorney in the form and substance of Appendix 1 hereto upon execution of this Agreement, respectively sign Agreement whereby it authorizes the power of attorney according to WFOE or the substance and form set forth in Schedule B hereof, under which the person (the “Trustee”) individual then designated by the WFOE shall have the power and authority (“Attorney”) to exercise exercise, on its behalf, the following rights respectively granted available to Each of Shareholders it in its capacity as the shareholders a shareholder of the Domestic Company according to under the Article then effective articles of Association association of the Domestic Company (the collectively, “Entrusted RightsPowers”): (1a) proposing to convene or attending shareholder propose the convening of, and attend, shareholders’ meetings in accordance with the articles of association of the Domestic Company as the proxy Attorney of the Each of Shareholders, according to the Article of AssociationExisting Shareholder; (2b) exercising the to exercise voting rights on behalf of the Each of Existing Shareholder in respect of on all matters subject required to discussion be deliberated and resolution at resolved by the shareholder meetingsshareholder’s meeting, including but not limited to without limitation the appointment and election of the directors and other senior management members who should executives to be appointed and removed by the shareholdersshareholder, of the Domestic Company, the sale or transfer of all or part of the equity held by shareholders in the Domestic Company; (3c) to exercise other shareholders’ voting rights under the articles of association of the Domestic Company (including any other shareholders’ voting rights stipulated upon an amendment to such articles of association); (d) other voting rights (including any other voting rights of that shareholders conferred shall enjoy under the PRC laws, as amended, revised, supplemented and re-enactd, no matter whether they take effect before or after the amendment conclusion of the Article of Association) vested in shareholders under the Articles of Association of the Companythis Agreement. The precondition of Existing Shareholder shall not revoke the above authorization and entrustment is that accorded to the Trustee is a PRC citizen and Attorney other than in the case where the WFOE consents to such authorization and entrustment. When and only when gives the Existing Shareholder a written notice is issued by requesting the WFOE to Each of Shareholders with respect to the removal replacement of the TrusteeAttorney, Each of Shareholders in which event the Existing Shareholder shall immediately revoke the entrustment to the existing Trustee hereunder, and entrust any appoint such other PRC citizen person as then designated by the WFOE to exercise the Entrusted Rights in accordance with this Agreement, foregoing Powers and the such new power of attorney shall supersede the previous one once it is executed. Except for the above circumstances, Each of Shareholders shall not revoke the authorization and entrustment to shall supersede, immediately upon its grant, the Trusteeoriginal authorization and entrustment. 1.2 1.2. The Trustee shall perform Attorney shall, acting with care and diligence, lawfully fulfill the entrusted obligation lawfully with diligence and duty of care duties within the scope of authorization scope provided in this Agreement. Each of Shareholders shall accept hereunder; the Existing Shareholder acknowledges, and assume relevant liabilities for assumes liability for, any legal consequences arising out of the exercise by the Attorney of the aforementioned Entrusted Rightsforegoing Powers. 1.3 Each of Shareholders 1.3. The Existing Shareholder hereby acknowledge acknowledges that the Trustee is Attorney will not be required to solicit the opinions of Each of Shareholders before the Existing Shareholder when exercising the Entrusted Rights. Neverthelessforegoing Powers, provided that the Trustee Attorney shall immediately notify Each promptly inform the Existing Shareholder (on an ex-post basis) of Shareholders after all resolutions adopted or any resolution or proposal for convening an interim extraordinary shareholders’ meeting. 1.4. The Existing Shareholder hereby undertakes that, upon execution of this Agreement, irrespective of how its shareholding in the Domestic Company changes, it will authorize the Attorney to exercise all shareholder meeting is maderights it has to the Domestic Company, and shall not exercise any Powers without prior written consent of the WFOE.

Voting Rights Entrustment. 1.1 Each of The Shareholders hereby irrevocably undertake to, to respectively sign the Power of Attorney (the content and form of which are set out as Appendix I hereto) after execution of this Agreement, the Agreement to respectively sign entrust Yuezhong Shenyang or the power personnel designated by it then (including the liquidator taking place of attorney according to the substance and form set forth in Schedule B hereof, under which the person (the “Trusteesuch personnel)(“TRUSTEES”) then designated by the WFOE shall have the power and authority to exercise the following rights respectively granted to Each of Shareholders enjoyed by them as the shareholders of Target Company in accordance with the Company according to the Article then effective articles of Association association of the Target Company (collectively, the “Entrusted RightsENTRUSTED RIGHTS”): (1) proposing Proposing to convene or and attending shareholder shareholders’ meetings of the Target Company as the proxy of the Each of Shareholders, Shareholders according to the Article articles of Associationassociation of Target Company; (2) exercising the Exercising voting rights on behalf as proxy of the Each Shareholders, on issues discussed and resolved by the shareholders’ meeting of Shareholder in respect of all matters subject to discussion and resolution at the shareholder meetingsTarget Company, including but not limited to the appointment and election of directors for the directors, general manager and other senior management members who should be appointed by the shareholderspersonnel of Target Company; (3) Getting access to financial information of Target Company as proxy of the Shareholders; (4) Making resolutions about disposing of Target Company’s assets as proxy of the Shareholders; (5) Approving annual budgets of Target Company or announcing dividends as proxy of the Shareholders; (6) Making resolutions about dissolution and liquidation of Target Company, forming the liquidating committee and exercising the authorities in the course of liquidation as proxy of the Shareholders, including but not limited to making resolutions about disposing of Target Company’s assets; (7) Filing any required document to the company registration agency or any other relevant agency as proxy of the Shareholders; (8) Signing any resolution as proxy of the Shareholders; and (9) all the voting rights (including any and other voting rights of shareholders conferred after stipulated by the amendment articles of association of Target Company and PRC laws. 1.2 Yuezhong Shenyang shall have the Article of Associationright to dismiss and replace Trustee(s) vested in shareholders under by written notice to the Articles of Association of Shareholders, while the Company. The precondition of the above authorization and new entrustment is that granted subject to the Trustee is a status of trustees as PRC citizen citizens and the WFOE consents to such authorization and entrustmentapproval by Yuezhong Shenyang. When and only when a written notice Once new entrustment is issued by made, the WFOE to Each of Shareholders with respect to original entrustment shall be replaced; the removal of the Trustee, Each of Shareholders shall immediately revoke the entrustment to the existing Trustee hereunder, and entrust any other PRC citizen then designated by the WFOE to exercise the Entrusted Rights in accordance with this Agreement, and the new power of attorney shall supersede the previous one once it is executed. Except for the above circumstances, Each of Shareholders shall not revoke cancel the authorization and entrustment to of the TrusteeTrustee(s) otherwise. 1.2 1.3 The Trustee Trustees shall perform the entrusted obligation lawfully with diligence and duty of care within the authorization scope provided of entrustment in this Agreement. Each of due care and prudence and in compliance with laws; the Shareholders shall accept acknowledge and assume relevant liabilities for any legal consequences arising out of the Trustees’ exercise of the aforementioned foregoing Entrusted Rights. 1.3 Each of 1.4 The Shareholders hereby acknowledge that the Trustee is Trustees are not required to solicit seek advice from the opinions Shareholders prior to their respective exercise of Each of Shareholders before exercising the foregoing Entrusted Rights. NeverthelessHowever, the Trustee Trustees shall immediately notify Each inform the Shareholders in a timely manner of Shareholders after any resolution or proposal for on convening an interim shareholder shareholders’ meeting after such resolution or proposal is made.

Voting Rights Entrustment. ​ 1.1 Each of The Existing Shareholders hereby irrevocably undertake to, after to execute a irrevocable powers of attorney in the form and substance of Schedule 1 hereto upon execution of this Agreement, respectively sign Agreement whereby it shall authorize the power of attorney according to Wholly-owned Company or the substance and form set forth in Schedule B hereof, under which the person individual designated by it (the “TrusteeProxy”) then designated by the WFOE shall have the power and authority to exercise exercise, on its behalf, the following rights respectively granted available to Each of Shareholders it in its capacity as the shareholders shareholder of the Company according to under the Article then effective articles of Association association of the Company (the collectively, “Entrusted Proxy Rights”):): ​ (1a) proposing to propose to convene or attending shareholder meetings of the Company and attend shareholders’ meeting as the proxy Proxy of the Each of Shareholders, according to the Article of Association; (2) exercising the voting rights on behalf of the Each of Shareholder each Existing Shareholders in respect of all matters subject to discussion and resolution at the shareholder meetings, including but not limited to the appointment and election of directors and other senior management members who should be appointed by the shareholders; (3) other voting rights (including any other voting rights of shareholders conferred after the amendment of the Article of Association) vested in shareholders under accordance with the Articles of Association of the Company. The precondition ; ​ (b) to exercise voting rights and decision-making rights on behalf of the above authorization Existing Shareholders on all matters required to be resolved by the shareholder, including, without limitation, the appointment and entrustment is that designation of the Trustee is a PRC citizen directors and other officers to be appointed and removed by the WFOE consents shareholders; (c) to exercise other shareholder’s voting rights under the articles of association of the Company (inclusive of any other shareholder’s voting rights arising after an amendment to such authorization and entrustment. When and only articles of association); and (d) when a written notice is issued the Existing Shareholders transfer the equity interest held by it in the WFOE to Each of Shareholders with respect Company according to the removal Purchase Option Agreement executed by it on the same day as the Execution Date, to execute, on behalf of the TrusteeExisting Shareholders, Each relevant equity transfer agreement, resolutions of Shareholders shall immediately revoke shareholders and other relevant documents and complete the entrustment to the existing Trustee hereundergovernmental approval, registration and entrust any other PRC citizen then designated by the WFOE to exercise the Entrusted Rights in accordance with this Agreement, and the new power of attorney shall supersede the previous one once it is executedfiling procedures as required for such transfer. Except for the above circumstances, Each of Shareholders shall not revoke the authorization and entrustment to the Trustee.​ 1.2 The Trustee shall perform Proxy shall, acting with care and diligence, lawfully fulfill the entrusted obligation lawfully with diligence and duty of care duties within the scope of authorization scope provided in this Agreement. Each of hereunder; the Existing Shareholders shall accept acknowledge, and assume relevant liabilities for liability for, any legal consequences arising out of the exercise by the Proxy of the aforementioned Entrusted foregoing Proxy Rights.. ​ ​ ​ 1.3 Each of The Existing Shareholders hereby acknowledge that the Trustee is Proxy will not be required to solicit the opinions of Each of the Existing Shareholders before when exercising the Entrusted foregoing Proxy Rights. Nevertheless, provided that the Trustee Proxy shall immediately notify Each promptly inform the Existing Shareholders (on an ex-post basis) of Shareholders after any resolution or all resolutions adopted by the shareholder and the proposal for convening an interim shareholder meeting is made.shareholders' meeting. ​

Voting Rights Entrustment. 1.1 Each of The Existing Shareholders hereby irrevocably undertake to, after that they will severally execute a proxy letter in the form and substance as of Appendix 2 hereto upon execution of this Agreement, respectively sign Agreement whereby severally authorize the power of attorney according to the substance and form set forth in Schedule B hereof, under which the person WFOE (hereinafter as the “TrusteeProxy”) then designated by the WFOE shall have the power and authority to exercise exercise, on their behalf, the following rights respectively granted available to Each of Shareholders them in their capacity as the shareholders Existing Shareholders of the Domestic Company according to under the Article articles of Association association of the Domestic Company (collectively as the “Entrusted Proxy Rights”): (1a) proposing to convene or attending shareholder meetings propose the convening of and to attend the Company shareholders’ meeting as the proxy of the Each Existing Shareholders in accordance with the articles of Shareholders, according to association of the Article of AssociationDomestic Company; (2b) exercising the to exercise voting rights rights, on behalf of the Each of Shareholder in respect of Existing Shareholders on all matters subject required to discussion be deliberated and resolution at resolved by the shareholder meetingsshareholders’ meeting, including but not limited to without limitation the appointment and election of directors the directors, and the appointment and removal of other senior management members who should be appointed executives by the shareholders, of the Domestic Company; (3c) to exercise other shareholders’ voting rights under the articles of association of the Domestic Company (including any other shareholders’ voting rights stipulated upon an amendment to such articles of shareholders conferred after the amendment association). The premise of the Article of Association) vested in shareholders under the Articles of Association of the Company. The precondition of the above authorization and entrustment above is that the Trustee is a PRC citizen WFOE’s permission of the authorization and entrustment above. Other than in the case where the WFOE consents to such authorization and entrustment. When and only when gives the Existing Shareholders a written notice is issued by requesting the WFOE to Each of Shareholders with respect to the removal replacement of the TrusteeProxy, Each of in which event the Existing Shareholders shall immediately revoke the entrustment to the existing Trustee hereunder, and entrust any appoint such other PRC citizen Proxy as then designated by the WFOE to exercise the Entrusted foregoing Proxy Rights in accordance with this Agreementand such new authorization and entrustment shall supersede, immediately upon its grant, the original authorization and entrustment, the new power of attorney shall supersede the previous one once it is executed. Except for the above circumstances, Each of Existing Shareholders shall not revoke or release the authorization and entrustment accorded to the TrusteeProxy otherwise. 1.2 The Trustee shall perform Proxy shall, acting with care and diligence, lawfully fulfill the entrusted obligation lawfully with diligence rights and duty of care duties within the scope of authorization scope provided in this Agreement. Each of hereunder; the Existing Shareholders shall accept acknowledge, and assume relevant liabilities for liability for, any legal consequences arising out of the exercise by the Proxy of the aforementioned Entrusted Proxy Rights. 1.3 Each of The Existing Shareholders hereby acknowledge that the Trustee is Proxy will not be required to solicit the opinions of Each of the Existing Shareholders before when exercising the Entrusted foregoing Proxy Rights. Nevertheless, provided that the Trustee Proxy shall immediately notify Each promptly inform the Existing Shareholders on an ex-post basis of Shareholders after all resolutions adopted or any resolution or proposal for convening an interim shareholder extraordinary shareholders’ meeting is made.

Voting Rights Entrustment. ​ 1.1 Each of The Shareholders each hereby irrevocably undertake to, after execution of to respectively execute a proxy letter (as set out in Schedule I to this Agreement, respectively sign the power of attorney according hereinafter referred to the substance and form set forth in Schedule B hereof, under which the person (as the “TrusteeProxy Letter”) ), to authorize the individual then designated by the WFOE shall have (hereinafter referred to as the power and authority “Proxy”) to exercise on their behalf the following rights they are respectively granted entitled to Each of Shareholders as the shareholders of the Company according to and in accordance with the Article articles of Association association of the Company effective then (hereinafter collectively referred to as the “Entrusted Proxy Rights”):): ​ (1) proposing to convene or attending shareholder the shareholders’ meetings of the Company as the proxy agent of the Each of Shareholders, according to the Article of Association;each Shareholder; ​ (2) exercising the voting rights on behalf of all issues required to be discussed and resolved by the Each of Shareholder in respect of all matters subject to discussion and resolution at the shareholder meetings, shareholders’ meeting (including but not limited without limitation to the appointment appointment, election and election removal of directors and supervisors, deciding the appointment or dismissal of general manager, deputy general manager, financial manager and other senior management members who should be appointed by management), and the shareholderssale or transfer of the Shareholder’s equity interest in the Company in whole or in part on behalf of each Shareholder; (3) proposing to convene the interim shareholders’ meetings; and (4) other shareholders’ voting rights under the articles of association of the Company (including any other shareholders’ voting rights stipulated after an amendment to such articles of shareholders conferred after association). ​ 1.2 The aforesaid entrustment and authorization are subject to the amendment consent by the WFOE of such entrustment and authorization and that the Proxy is a citizen of the Article People’s Republic of Association) vested in shareholders under the Articles of Association of the Company. The precondition of the above authorization and entrustment is that the Trustee is a PRC citizen and the WFOE consents to such authorization and entrustmentChina. When and only when the WFOE issues a written notice is issued by to each Shareholder to replace the WFOE to Each of Shareholders with respect to the removal of the TrusteeProxy, Each of Shareholders each Shareholder shall immediately revoke authorize the entrustment to the existing Trustee hereunder, and entrust any other PRC citizen then designated appointed by the WFOE to exercise the Entrusted Rights in accordance with this Agreementaforesaid Proxy Rights, and the new power of attorney shall supersede entrustment will replace the previous one once it is executed. Except original entrustment immediately upon being made, except for the above circumstanceswhich, Each of Shareholders each Shareholder shall not revoke the entrustment and authorization and entrustment granted to the Trustee.Proxy. ​ 1.2 1.3 The Trustee shall Proxy will carefully and diligently exercise the entrusted rights and perform the entrusted obligation lawfully with diligence and duty of care duties within the scope of authorization scope provided in under this Agreement. Each of ; the Shareholders shall accept each acknowledge and assume relevant corresponding liabilities for any legal consequences arising out of the exercise by the Proxy of the aforementioned Entrusted aforesaid Proxy Rights.. ​ 1.3 Each of 1.4 The Shareholders each hereby acknowledge that the Trustee is not required to solicit the opinions of Each of Shareholders before exercising the Entrusted Rights. Neverthelessthat, the Trustee Proxy shall immediately notify Each exercise the aforesaid Proxy Rights with prior notice but without prior consent of the Shareholders. The Proxy shall timely inform the Shareholders after any each resolution or each proposal for on convening an interim shareholder shareholders’ meeting is made.adopted. ​

Voting Rights Entrustment. 1.1 Each of The Shareholders hereby irrevocably undertake to, after execution of this Agreement, respectively sign the power of attorney according to the substance and form set forth in Schedule B hereof, under which the person (the “Trustee”) then designated by the WFOE shall have the power and authority entrust HONGCHENG TECHNOLOGY to exercise the following rights respectively granted to Each enjoyed by them as Shareholders of Shareholders as XIANDAI XINGYE in accordance with the shareholders then effective articles of the Company according to the Article association of Association of the Company XIANDAI XINGYE (collectively, the “Entrusted RightsENTRUSTED RIGHTS”): (1) proposing to convene or attending shareholder Attending shareholders’ meetings of the Company XIANDAI XINGYE as the proxy of the Each of Shareholders, according to the Article of Association; (2) exercising the Exercising voting rights on issues discussed and resolved by the shareholders’ meeting on behalf of the Each of Shareholder in respect of all matters subject to discussion and resolution at the shareholder meetings, including but not limited to the appointment and election of directors and other senior management members who should be appointed by the shareholdersShareholders; (3) other Proposing to convene interim shareholders’ meeting; (4) Other shareholder’s voting rights provided in the articles of association of XIANDAI XINGYE (including any other shareholder’s voting rights right stipulated in the amended articles of shareholders conferred after the amendment of the Article of Association) vested in shareholders under the Articles of Association of the Company. The precondition of the above authorization and entrustment is that the Trustee is a PRC citizen and the WFOE consents to such authorization and entrustment. When and only when a written notice is issued by the WFOE to Each of Shareholders with respect to the removal of the Trustee, Each of Shareholders shall immediately revoke the entrustment to the existing Trustee hereunder, and entrust any other PRC citizen then designated by the WFOE to exercise the Entrusted Rights in accordance with this Agreement, and the new power of attorney shall supersede the previous one once it is executed. Except for the above circumstances, Each of Shareholders shall not revoke the authorization and entrustment to the Trusteeassociation). 1.2 The Trustee shall perform the entrusted obligation lawfully with diligence and duty of care within the authorization scope provided in this Agreement. Each of Shareholders shall accept acknowledge and assume relevant liabilities for any legal consequences arising out of the HONGCHENG TECHNOLOGY’ exercise of the aforementioned foregoing Entrusted Rights. 1.3 Each of The Shareholders hereby acknowledge that the Trustee HONGCHENG TECHNOLOGY is not required to solicit seek advice from the opinions Shareholders prior to its exercise of Each of Shareholders before exercising the foregoing Entrusted Rights. NeverthelessHowever, HONGCHENG TECHNOLOGY shall inform the Trustee shall immediately notify Each Shareholders in a timely manner of Shareholders after any resolution or proposal for on convening an interim shareholder Shareholders’ meeting after such resolution or proposal is made. 1.4 The Shareholders hereby undertake and promise not to exercise the Entrusted Rights entrusted to HONGCHENG TECHNOLOGY according to Article 1.1 of this Agreement in any manner in any other situation, unless under the instructions of HONGCHENG TECHNOLOGY.

Voting Rights Entrustment. 1.1 Each of Shareholders The Shareholder hereby irrevocably undertake to, to sign the Entrustment Letter after execution of this Agreement, respectively sign the power of attorney according Agreement to entrust the substance and form set forth in Schedule B hereof, under which the person personnel designated by YXXX (the “Trustee”"TRUSTEES") then designated by the WFOE shall have the power and authority to exercise the following rights respectively granted to Each enjoyed by them as Shareholder of Shareholders as JYBL in accordance with the shareholders then effective articles of association of JYBL (collectively, the Company according to the Article of Association of the Company (the “Entrusted Rights”"ENTRUSTED RIGHTS"): (1) proposing Proposing to convene or and attending shareholder Shareholder' meetings of the Company JYBL as the proxy of the Each of Shareholders, Shareholder according to the Article articles of Associationassociation of YIBL; (2) exercising the Exercising voting rights on behalf as proxy of the Each Shareholder, on issues discussed and resolved by the Shareholder' meeting of Shareholder in respect of all matters subject to discussion and resolution at the shareholder meetingsJYBL, including but not limited to the appointment and election of directors for the directors, general manager and other senior management members who should be appointed by the shareholders; (3) other voting rights (including any other voting rights personnel of shareholders conferred after the amendment of the Article of Association) vested in shareholders under the Articles of Association of the CompanyJYBL. The precondition of the above authorization and entrustment is that granted subject to the Trustee is a PRC citizen status of trustees as Chinese citizens and the WFOE consents to such authorization and entrustmentapproval by YXXX. When Upon and only when a upon written notice is issued of dismissing and replacing Trustee(s) given by the WFOE to Each of Shareholders with respect YIBL to the removal of Shareholder, the Trustee, Each of Shareholders Shareholder shall immediately revoke the entrustment to the existing Trustee hereunder, and promptly entrust any other PRC another Chinese citizen then designated by the WFOE YIBL to exercise the above Entrusted Rights in accordance with this AgreementRights, and once new entrustment is made, the new power of attorney original entrustment shall supersede be replaced; the previous one once it is executed. Except for the above circumstances, Each of Shareholders Shareholder shall not revoke cancel the authorization and entrustment to of the TrusteeTrustee(s) otherwise. 1.2 The Trustee Trustees shall perform the entrusted obligation lawfully with diligence and duty of care within the authorization scope provided of entrustment in this Agreement. Each of Shareholders shall accept due care and prudence and in compliance with laws; the Shareholder acknowledge and assume relevant liabilities for any legal consequences arising out of the Trustees' exercise of the aforementioned foregoing Entrusted Rights. 1.3 Each of Shareholders The Shareholder hereby acknowledge that the Trustee is Trustees are not required to solicit seek advice from the opinions Shareholder prior to their respective exercise of Each of Shareholders before exercising the foregoing Entrusted Rights. NeverthelessHowever, the Trustee Trustees shall immediately notify Each inform the Shareholder in a timely manner of Shareholders after any resolution or proposal for on convening an interim shareholder Shareholder' meeting after such resolution or proposal is made.

Voting Rights Entrustment. 1.1 Each of 1.1. The Shareholders hereby irrevocably undertake to, after to respectively execute a proxy letter in the form and substance of Schedule 1 hereto upon execution of this Agreement, respectively sign Agreement whereby they shall each authorize the power of attorney according to the substance and form set forth in Schedule B hereof, under which the person (the “Trustee”) individual then designated by the WFOE shall have the power and authority (“Proxy”) to exercise exercise, on their behalf, the following rights respectively granted available to Each of Shareholders them in their capacity as the shareholders of the Company according to under the Article then effective articles of Association association of the Company (the collectively, “Entrusted Proxy Rights”): (1i) proposing to convene or attending shareholder propose the convening of, and attend, shareholders’ meetings in accordance with the articles of association of the Company as the proxy of the Each of Shareholders, according to the Article of Association; (2ii) exercising the to exercise voting rights on behalf of the Each of Shareholder in respect of Shareholders on all matters subject required to discussion be deliberated and resolution at resolved by the shareholder meetingsshareholders’ meeting, including but not limited to without limitation the appointment and election of the directors and other senior management members who should officers to be appointed and removed by the shareholdersShareholders; sale or disposal of the equity interest of the Company held by each Shareholder; disposal of the Company’s assets; dissolution or liquidation of the Company, the establishment of liquidation team on behalf of the Shareholders, and the exercise of the rights of liquidation group during the liquidation period; (3iii) as the proxy of each Shareholder, to deliver all necessary documents to relevant company registrar or other relevant authorities; (iv) to exercise other shareholders’ voting rights under the articles of association of the Company (including inclusive of any other shareholders’ voting rights arising after an amendment to such articles of shareholders conferred after the amendment of the Article of Associationassociation); and (v) vested in shareholders under the Articles of Association upon transfer of the Company’s equity interest held by each Shareholder in accordance with Exclusive Call Option Agreement (as amended and restated from time to time), to execute relevant share transfer agreement and other ancillary documents on behalf of each Shareholder, and apply for necessary approvals, registrations and filings. The precondition of the above foregoing authorization and entrustment is that conditional upon the Trustee is Proxy being a PRC citizen and the WFOE consents consenting to such authorization and entrustment. When and only when a written notice is issued by the WFOE to Each of Shareholders with respect to the removal of the Trustee, Each of Shareholders shall immediately revoke the entrustment to the existing Trustee hereunder, and entrust any other PRC citizen then designated by the WFOE to exercise the Entrusted Rights in accordance with this Agreement, and the new power of attorney shall supersede the previous one once it is executed. Except for the above circumstances, Each of The Shareholders shall not revoke the authorization and entrustment accorded to the TrusteeProxy other than in the case where WFOE gives the Shareholders a written notice requesting the replacement of the Proxy, in which event the Shareholders shall immediately appoint such other PRC citizen as designated by WFOE to exercise the foregoing Proxy Rights and such new authorization and entrustment shall supersede, immediately upon its grant, the original authorization and entrustment. 1.2 1.2. The Trustee shall perform Proxy shall, acting with care and diligence, lawfully fulfill the entrusted obligation lawfully with diligence and duty of care duties within the scope of authorization scope provided in this Agreement. Each of hereunder; the Shareholders shall accept acknowledge, and assume relevant liabilities for liability for, any legal consequences arising out of the exercise by the Proxy of the aforementioned Entrusted foregoing Proxy Rights. 1.3 Each of 1.3. The Shareholders hereby acknowledge that the Trustee is Proxy will not be required to solicit the opinions of Each of the Shareholders before when exercising the Entrusted foregoing Proxy Rights, provided that the Proxy shall promptly inform the Shareholders (on an ex-post basis) of all resolutions adopted or any proposal for an extraordinary shareholders’ meeting. 1.4. NeverthelessThe Shareholders hereby acknowledge that the Proxy may designate any other entity or individual to exercise the Proxy Right on its behalf as granted to it in accordance with Section 1.1. hereunder, without obtaining consent from the Shareholders. 1.5. The Shareholders hereby undertake that, after the execution of this Agreement, the Trustee shall immediately notify Each Shareholders will continue to entrust the Proxy to exercise the Proxy Rights, regardless of any change to the percentage of equity interest held by the Shareholders after any resolution or proposal for convening an interim shareholder meeting is madeand/or the registered capital of the Company representing the equity interest held.

Voting Rights Entrustment. 1.1 Each of The Shareholders hereby irrevocably undertake to, after execution of this Agreement, respectively sign to irrevocably entrust and/or authorize the power of attorney according WFOE and/or its designated individuals or entities (collectively the "Assignee") to exercise all rights entitled to the substance Shareholders in accordance with laws, regulations and form set forth in Schedule B hereofthe then effective articles of association of the Company (collectively the "Entrusted Rights"), under which the person (the “Trustee”) then designated by the WFOE shall have the power and authority to including without limitation: a. To exercise the following rights respectively granted to Each of Shareholders as the shareholders Shareholders’ agent; b. To represent the Shareholders on all matters requiring the resolution of the Company according Shareholder (including without limitation, to designate and elect the Article Company’s directors, general managers and other senior officers) to make such resolutions; c. To sell, transfer, pledge or otherwise dispose of Association any or all of the equity interest held by the Shareholders in the Company; and d. Other voting rights of the Shareholders under the articles of association of the Company (the “Entrusted Rights”): (1) proposing to convene or attending shareholder meetings of the Company as the proxy of the Each of Shareholders, according to the Article of Association; (2) exercising the voting rights on behalf of the Each of Shareholder in respect of all matters subject to discussion and resolution at the shareholder meetings, including but not limited to the appointment and election of directors and other senior management members who should be appointed by the shareholders; (3) other voting rights (including any other voting rights of shareholders conferred after the amendment Shareholders as provided by the articles of the Article of Association) vested in shareholders under the Articles of Association of the Company. association as amended). 1.2 The precondition of the above entrustment and authorization and entrustment is that the Trustee Assignee is a PRC citizen or an entity established under the PRC Laws, and the WFOE consents to such authorization entrustment and entrustmentauthorization. When and only Only when the WFOE issues a written notice is issued by to the WFOE to Each of Shareholders with respect to the removal of the TrusteeAssignee, Each of the Shareholders shall immediately revoke the entrustment to the existing Trustee hereunder, and entrust appoint any other individual or entity which is a PRC citizen or established under the PRC Laws then designated by the WFOE to exercise the Entrusted Rights in accordance with this AgreementRights, and the new power of attorney shall supersede the previous one once it is executedmade. Except for Other than the above circumstances, Each of the Shareholders shall not revoke the entrustment and authorization and entrustment to of the TrusteeAssignee. 1.2 1.3 The Trustee Assignee shall perform the entrusted obligation obligations lawfully with diligence and duty of care within the authorization scope provided in this Agreementhereunder. Each of The Shareholders shall accept acknowledge and assume relevant liabilities for be liable to all actions made by, documents executed by the Assignee in exercising the Entrusted Rights and any legal consequences arising out of the exercise of the aforementioned Entrusted Rightscaused thereby. 1.3 Each of 1.4 The Shareholders hereby acknowledge acknowledges that when the Trustee is not required to solicit the opinions of Each of Shareholders before exercising Assignee exercises the Entrusted Rights, no prior consultation with the Shareholders is needed. NeverthelessHowever, the Trustee Assignee shall immediately notify Each inform the Shareholders of Shareholders each resolution in a timely manner after any such resolution or proposal for convening an interim shareholder meeting is made.

Voting Rights Entrustment. 1.1 Each of 1.1. The Shareholders hereby irrevocably undertake to, after to respectively execute a proxy letter in the form and substance of Schedule 1 hereto upon execution of this Agreement, respectively sign Agreement whereby they shall each authorize the power of attorney according to the substance and form set forth in Schedule B hereof, under which the person (the “Trustee”) individual then designated by the WFOE shall have the power and authority (“Proxy”) to exercise exercise, on their behalf, the following rights respectively granted available to Each of Shareholders them in their capacity as the shareholders of the Company according to under the Article then effective articles of Association association of the Company (the collectively, “Entrusted Proxy Rights”): (1i) proposing to convene or attending shareholder propose the convening of, and attend, shareholders’ meetings in accordance with the articles of association of the Company as the proxy of the Each of Shareholders, according to the Article of Association; (2ii) exercising the to exercise voting rights on behalf of the Each of Shareholder in respect of Shareholders on all matters subject required to discussion be deliberated and resolution at resolved by the shareholder meetingsshareholders’ meeting, including but not limited to without limitation the appointment and election of the directors and other senior management members who should officers to be appointed and removed by the shareholdersShareholders; sale or disposal of the equity interest of the Company held by each Shareholder; disposal of the Company’s assets; dissolution or liquidation of the Company, the establishment of liquidation team on behalf of the Shareholders, and the exercise of the rights of liquidation group during the liquidation period; (3iii) as the proxy of each Shareholder, to deliver all necessary documents to relevant company registrar or other relevant authorities; (iv) to exercise other shareholders’ voting rights under the articles of association of the Company (including inclusive of any other shareholders’ voting rights arising after an amendment to such articles of shareholders conferred after the amendment of the Article of Associationassociation); and (v) vested in shareholders under the Articles of Association upon transfer of the Company’s equity interest held by each Shareholder in accordance with Exclusive Call Option Agreement, to execute relevant share transfer agreement and other ancillary documents on behalf of each Shareholder, and apply for necessary approvals, registrations and filings. The precondition of the above foregoing authorization and entrustment is that conditional upon the Trustee is Proxy being a PRC citizen and the WFOE consents consenting to such authorization and entrustment. When and only when a written notice is issued by the WFOE to Each of Shareholders with respect to the removal of the Trustee, Each of Shareholders shall immediately revoke the entrustment to the existing Trustee hereunder, and entrust any other PRC citizen then designated by the WFOE to exercise the Entrusted Rights in accordance with this Agreement, and the new power of attorney shall supersede the previous one once it is executed. Except for the above circumstances, Each of The Shareholders shall not revoke the authorization and entrustment accorded to the TrusteeProxy other than in the case where WFOE gives the Shareholders a written notice requesting the replacement of the Proxy, in which event the Shareholders shall immediately appoint such other PRC citizen as designated by WFOE to exercise the foregoing Proxy Rights and such new authorization and entrustment shall supersede, immediately upon its grant, the original authorization and entrustment. 1.2 1.2. The Trustee shall perform Proxy shall, acting with care and diligence, lawfully fulfill the entrusted obligation lawfully with diligence and duty of care duties within the scope of authorization scope provided in this Agreement. Each of hereunder; the Shareholders shall accept acknowledge, and assume relevant liabilities for liability for, any legal consequences arising out of the exercise by the Proxy of the aforementioned Entrusted foregoing Proxy Rights. 1.3 Each of 1.3. The Shareholders hereby acknowledge that the Trustee is Proxy will not be required to solicit the opinions of Each of the Shareholders before when exercising the Entrusted foregoing Proxy Rights, provided that the Proxy shall promptly inform the Shareholders (on an ex-post basis) of all resolutions adopted or any proposal for an extraordinary shareholders’ meeting. 1.4. NeverthelessThe Shareholders hereby acknowledge that the Proxy may designate any other entity or individual to exercise the Proxy Right on its behalf as granted to it in accordance with Section 1.1. hereunder, without obtaining consent from the Shareholders. 1.5. The Shareholders hereby undertake that, after the execution of this Agreement, the Trustee shall immediately notify Each Shareholders will continue to entrust the Proxy to exercise the Proxy Rights, regardless of Shareholders after any resolution or proposal for convening an interim shareholder meeting is madechange to the percentage of equity interest held by the Shareholders.

Voting Rights Entrustment. 1.1 Each of The Shareholders hereby irrevocably undertake to, to respectively sign an Entrustment Letter after execution of this Agreementthe Agreement to respectively entrust the individual designated by CGEN Digital (hereinafter, respectively sign the power of attorney according to the substance and form set forth in Schedule B hereof, under which the person (the “TrusteeTrustees”) then designated by the WFOE shall have the power and authority to exercise the following rights respectively granted to Each of Shareholders enjoyed by them as the shareholders of the Company according to the Article CGEN Culture in accordance with then effective articles of Association association of the Company CGEN Culture (collectively, the “Entrusted Rights”): (1) proposing Proposing to convene or and attending shareholder shareholders’ meetings of the Company CGEN Culture as the proxy of the Each of Shareholders, Shareholders according to the Article articles of Associationassociation of CGEN Culture; (2) exercising the Exercising voting rights on behalf as proxy of the Each Shareholders on matters discussed and resolved by the shareholders’ meeting of Shareholder in respect of all matters subject to discussion and resolution at the shareholder meetingsCGEN Culture, including but not limited to the appointment and election of directors and other senior management members who should be appointed by the shareholders; (3) other voting rights (including any other voting rights personnel of shareholders conferred after the amendment of the Article of Association) vested in shareholders under the Articles of Association of the CompanyCGEN Culture such as directors, supervisors, general manager, deputy general manager, financial officer. The precondition of the above authorization and entrustment is that granted subject to the Trustee is a status of Trustees to be PRC citizen citizens and the WFOE consents to such authorization and entrustmentapproval by CGEN Digital. When Upon and only when a upon written notice is issued of dismissing and replacing Trustee(s) given by the WFOE to Each of Shareholders with respect CGEN Digital to the removal of Shareholders, the Trustee, Each of Shareholders shall immediately revoke the entrustment to the existing Trustee hereunder, and promptly entrust any other another PRC citizen then designated by the WFOE CGEN Digital to exercise the above Entrusted Rights in accordance with this AgreementRights, and once new entrustment is made, the new power of attorney original entrustment shall supersede be replaced with immediate effect; the previous one once it is executed. Except for the above circumstances, Each of Shareholders shall not revoke withdraw the authorization and entrustment to of the TrusteeTrustee(s) otherwise. 1.2 The Trustee Trustees shall perform the entrusted obligation lawfully with diligence and duty of care within the authorization scope provided of entrustment in this Agreement. Each of due care and prudence and in compliance with laws; the Shareholders shall accept acknowledge and assume relevant liabilities for any legal consequences arising out of the Trustees’ exercise of the aforementioned foregoing Entrusted Rights. 1.3 Each of The Shareholders hereby acknowledge that the Trustee is Trustees are not required to solicit seek advice from the opinions Shareholders prior to their respective exercise of Each of Shareholders before exercising the foregoing Entrusted Rights. NeverthelessHowever, the Trustee Trustees shall immediately notify Each inform the Shareholders in a timely manner of Shareholders after any resolution or proposal for on convening an interim shareholder shareholders’ meeting after such resolution or proposal is made.

Voting Rights Entrustment. 1.1 Each of The Shareholders hereby irrevocably undertake to, to sign the Entrustment Letter after execution of this Agreement, respectively sign the power of attorney according Agreement to entrust the substance and form set forth in Schedule B hereof, under which the person personnel designated by DSHK (the “TrusteeTRUSTEES”) then designated by the WFOE shall have the power and authority to exercise the following rights respectively granted to Each enjoyed by them as Shareholders of Shareholders as DSAC in accordance with the shareholders then effective articles of the Company according to the Article association of Association of the Company DSAC (collectively, the “Entrusted RightsENTRUSTED RIGHTS”): (1) proposing Proposing to convene or and attending shareholder Shareholders’ meetings of the Company DSAC as the proxy of the Each of Shareholders, Shareholders according to the Article articles of Associationassociation of DSAC; (2) exercising the Exercising voting rights on behalf as proxy of the Each Shareholders, on issues discussed and resolved by the Shareholders’ meeting of Shareholder in respect of all matters subject to discussion and resolution at the shareholder meetingsDSAC, including but not limited to the appointment and election of directors for the directors, general manager and other senior management members who should be appointed by the shareholders; (3) other voting rights (including any other voting rights personnel of shareholders conferred after the amendment of the Article of Association) vested in shareholders under the Articles of Association of the CompanyDSAC. The precondition of the above authorization and entrustment is that granted subject to the Trustee is a PRC citizen status of trustees as Thai citizens and the WFOE consents to such authorization and entrustmentapproval by DSHK. When Upon and only when a upon written notice is issued of dismissing and replacing Trustee(s) given by the WFOE to Each of Shareholders with respect DSHK to the removal of Shareholders, the Trustee, Each of Shareholders shall immediately revoke the entrustment to the existing Trustee hereunder, and promptly entrust any other PRC another Thai citizen then designated by the WFOE DSHK to exercise the above Entrusted Rights in accordance with this AgreementRights, and once new entrustment is made, the new power of attorney original entrustment shall supersede be replaced; the previous one once it is executed. Except for the above circumstances, Each of Shareholders shall not revoke cancel the authorization and entrustment to of the TrusteeTrustee(s) otherwise. 1.2 The Trustee Trustees shall perform the entrusted obligation lawfully with diligence and duty of care within the authorization scope provided of entrustment in this Agreement. Each of due care and prudence and in compliance with laws; the Shareholders shall accept acknowledge and assume relevant liabilities for any legal consequences arising out of the Trustees’ exercise of the aforementioned foregoing Entrusted Rights. 1.3 Each of The Shareholders hereby acknowledge that the Trustee is Trustees are not required to solicit seek advice from the opinions Shareholders prior to their respective exercise of Each of Shareholders before exercising the foregoing Entrusted Rights. NeverthelessHowever, the Trustee Trustees shall immediately notify Each inform the Shareholders in a timely manner of Shareholders after any resolution or proposal for on convening an interim shareholder Shareholders’ meeting after such resolution or proposal is made.

Voting Rights Entrustment. 1.1 Each of Shareholders The Shareholder hereby irrevocably undertake to, to sign the Entrustment Letter after execution of this Agreement, respectively sign the power of attorney according Agreement to entrust the substance and form set forth in Schedule B hereof, under which the person personnel designated by DSHK (the “TrusteeTRUSTEES”) then designated by the WFOE shall have the power and authority to exercise the following rights respectively granted to Each enjoyed by them as Shareholder of Shareholders as DSBT in accordance with the shareholders then effective articles of the Company according to the Article association of Association of the Company DSBT (collectively, the “Entrusted RightsENTRUSTED RIGHTS”): (1) proposing Proposing to convene or and attending shareholder Shareholder’ meetings of the Company DSBT as the proxy of the Each of Shareholders, Shareholder according to the Article articles of Associationassociation of DSBT; (2) exercising the Exercising voting rights on behalf as proxy of the Each Shareholder, on issues discussed and resolved by the Shareholder’ meeting of Shareholder in respect of all matters subject to discussion and resolution at the shareholder meetingsDSBT, including but not limited to the appointment and election of directors for the directors, general manager and other senior management members who should be appointed by the shareholders; (3) other voting rights (including any other voting rights personnel of shareholders conferred after the amendment of the Article of Association) vested in shareholders under the Articles of Association of the CompanyDSBT. The precondition of the above authorization and entrustment is that granted subject to the Trustee is a PRC citizen status of trustees as Malaysian citizens and the WFOE consents to such authorization and entrustmentapproval by DSHK. When Upon and only when a upon written notice is issued of dismissing and replacing Trustee(s) given by the WFOE to Each of Shareholders with respect DSHK to the removal of Shareholder, the Trustee, Each of Shareholders Shareholder shall immediately revoke the entrustment to the existing Trustee hereunder, and promptly entrust any other PRC another Malaysian citizen then designated by the WFOE DSHK to exercise the above Entrusted Rights in accordance with this AgreementRights, and once new entrustment is made, the new power of attorney original entrustment shall supersede be replaced; the previous one once it is executed. Except for the above circumstances, Each of Shareholders Shareholder shall not revoke cancel the authorization and entrustment to of the TrusteeTrustee(s) otherwise. 1.2 The Trustee Trustees shall perform the entrusted obligation lawfully with diligence and duty of care within the authorization scope provided of entrustment in this Agreement. Each of Shareholders shall accept due care and prudence and in compliance with laws; the Shareholder acknowledge and assume relevant liabilities for any legal consequences arising out of the Trustees’ exercise of the aforementioned foregoing Entrusted Rights. 1.3 Each of Shareholders The Shareholder hereby acknowledge that the Trustee is Trustees are not required to solicit seek advice from the opinions Shareholder prior to their respective exercise of Each of Shareholders before exercising the foregoing Entrusted Rights. NeverthelessHowever, the Trustee Trustees shall immediately notify Each inform the Shareholder in a timely manner of Shareholders after any resolution or proposal for on convening an interim shareholder Shareholder’ meeting after such resolution or proposal is made.

Voting Rights Entrustment. 1.1 Each of Shareholders The Shareholder hereby irrevocably undertake to, after execution of this Agreement, respectively sign the power of attorney according to the substance and form set forth in Schedule B hereof, under which the person (the “Trustee”) then designated by the WFOE shall have the power and authority entrust HONGCHENG TECHNOLOGY to exercise the following rights respectively granted to Each enjoyed by them as Shareholders of Shareholders as HONGCHENG EDUCATION in accordance with the shareholders then effective articles of the Company according to the Article association of Association of the Company HONGCHENG EDUCATION (collectively, the “Entrusted RightsENTRUSTED RIGHTS”): (1) proposing to convene or attending shareholder Attending shareholders’ meetings of the Company HONGCHENG EDUCATION as the proxy of the Each of Shareholders, according to the Article of Association; (2) exercising the Exercising voting rights on issues discussed and resolved by the shareholders’ meeting on behalf of the Each of Shareholder in respect of all matters subject to discussion and resolution at the shareholder meetings, including but not limited to the appointment and election of directors and other senior management members who should be appointed by the shareholdersShareholders; (3) other Proposing to convene interim shareholders’ meeting; (4) The shareholder’s voting rights provided in the articles of association of HONGCHENG EDUCATION (including any other shareholder’s voting rights right stipulated in the amended articles of shareholders conferred after the amendment of the Article of Association) vested in shareholders under the Articles of Association of the Company. The precondition of the above authorization and entrustment is that the Trustee is a PRC citizen and the WFOE consents to such authorization and entrustment. When and only when a written notice is issued by the WFOE to Each of Shareholders with respect to the removal of the Trustee, Each of Shareholders shall immediately revoke the entrustment to the existing Trustee hereunder, and entrust any other PRC citizen then designated by the WFOE to exercise the Entrusted Rights in accordance with this Agreement, and the new power of attorney shall supersede the previous one once it is executed. Except for the above circumstances, Each of Shareholders shall not revoke the authorization and entrustment to the Trusteeassociation). 1.2 The Trustee shall perform the entrusted obligation lawfully with diligence Shareholder acknowledges and duty of care within the authorization scope provided in this Agreement. Each of Shareholders shall accept and assume assumes relevant liabilities for any legal consequences arising out of the HONGCHENG TECHNOLOGY exercise of the aforementioned foregoing Entrusted Rights. 1.3 Each of Shareholders The Shareholder hereby acknowledge acknowledges that the Trustee HONGCHENG TECHNOLOGY is not required to solicit seek advice from the opinions Shareholders prior to its exercise of Each of Shareholders before exercising the foregoing Entrusted Rights. NeverthelessHowever, HONGCHENG TECHNOLOGY shall inform the Trustee shall immediately notify Each Shareholders in a timely manner of Shareholders after any resolution or proposal for on convening an interim shareholder Shareholders’ meeting after such resolution or proposal is made. 1.4 The Shareholders hereby undertake and promise not to exercise the Entrusted Rights entrusted to HONGCHENG TECHNOLOGY according to Article 1.1 of this Agreement in any manner in any other situation, unless under the instructions of HONGCHENG TECHNOLOGY.

Voting Rights Entrustment. 1.1 Each of The Shareholders hereby irrevocably undertake to, after execution of this Agreement, respectively sign the power of attorney according to the substance and form set forth in Schedule B hereof, under which the person (the “Trustee”) then designated by the WFOE shall have the power and authority entrust HONGCHENG TECHNOLOGY to exercise the following rights respectively granted to Each enjoyed by them as Shareholders of Shareholders as HONGCHENG EDUCATION in accordance with the shareholders then effective articles of the Company according to the Article association of Association of the Company HONGCHENG EDUCATION (collectively, the “Entrusted RightsENTRUSTED RIGHTS”): (1) proposing to convene or attending shareholder Attending shareholders’ meetings of the Company HONGCHENG EDUCATION as the proxy of the Each of Shareholders, according to the Article of Association; (2) exercising the Exercising voting rights on issues discussed and resolved by the shareholders’ meeting on behalf of the Each of Shareholder in respect of all matters subject to discussion and resolution at the shareholder meetings, including but not limited to the appointment and election of directors and other senior management members who should be appointed by the shareholdersShareholders; (3) other Proposing to convene interim shareholders’ meeting; (4) Other shareholder’s voting rights provided in the articles of association of HONGCHENG EDUCATION (including any other shareholder’s voting rights right stipulated in the amended articles of shareholders conferred after the amendment of the Article of Association) vested in shareholders under the Articles of Association of the Company. The precondition of the above authorization and entrustment is that the Trustee is a PRC citizen and the WFOE consents to such authorization and entrustment. When and only when a written notice is issued by the WFOE to Each of Shareholders with respect to the removal of the Trustee, Each of Shareholders shall immediately revoke the entrustment to the existing Trustee hereunder, and entrust any other PRC citizen then designated by the WFOE to exercise the Entrusted Rights in accordance with this Agreement, and the new power of attorney shall supersede the previous one once it is executed. Except for the above circumstances, Each of Shareholders shall not revoke the authorization and entrustment to the Trusteeassociation). 1.2 The Trustee shall perform the entrusted obligation lawfully with diligence and duty of care within the authorization scope provided in this Agreement. Each of Shareholders shall accept acknowledge and assume relevant liabilities for any legal consequences arising out of the HONGCHENG TECHNOLOGY exercise of the aforementioned foregoing Entrusted Rights. 1.3 Each of The Shareholders hereby acknowledge that the Trustee HONGCHENG TECHNOLOGY is not required to solicit seek advice from the opinions Shareholders prior to its exercise of Each of Shareholders before exercising the foregoing Entrusted Rights. NeverthelessHowever, HONGCHENG TECHNOLOGY shall inform the Trustee shall immediately notify Each Shareholders in a timely manner of Shareholders after any resolution or proposal for on convening an interim shareholder Shareholders’ meeting after such resolution or proposal is made. 1.4 The Shareholders hereby undertake and promise not to exercise the Entrusted Rights entrusted to HONGCHENG TECHNOLOGY according to Article 1.1 of this Agreement in any manner in any other situation, unless under the instructions of HONGCHENG TECHNOLOGY.

Voting Rights Entrustment. 1.1 Each of The Shareholders hereby irrevocably undertake to, to respectively sign the Entrustment Letter after execution of this Agreement, the Agreement to respectively sign entrust the power of attorney according to the substance and form set forth in Schedule B hereof, under which the person (the “Trustee”) then individual designated by Framedia Investment (hereinafter, the WFOE shall have the power and authority "TRUSTEES") to exercise the following rights respectively granted to Each of Shareholders enjoyed by them as the shareholders of Shiji Shenghuo in accordance with the Company according to then effective articles of association of Shiji Shenghuo (collectively, the Article of Association of the Company (the “Entrusted Rights”"ENTRUSTED RIGHTS"): (1) proposing Proposing to convene or and attending shareholder shareholders' meetings of the Company Shiji Shenghuo as the proxy of the Each of Shareholders, Shareholders according to the Article articles of Associationassociation of Shiji Shenghuo; (2) exercising the Exercising voting rights on behalf as proxy of the Each Shareholders, on issues discussed and resolved by the shareholders' meeting of Shareholder in respect of all matters subject to discussion and resolution at the shareholder meetingsShiji Shenghuo, including but not limited to the appointment and election of directors for the directors, supervisors, general manager, vice-general manager, financial officer and other senior management members who should be appointed by the shareholders; (3) other voting rights (including any other voting rights personnel of shareholders conferred after the amendment of the Article of Association) vested in shareholders under the Articles of Association of the CompanyShiji Shenghuo. The precondition of the above authorization and entrustment is that granted subject to the Trustee is a status of Trustees as PRC citizen citizens and the WFOE consents to such authorization and entrustmentapproval by Framedia Investment. When Upon and only when a upon written notice is issued of dismissing and replacing Trustee(s) given by the WFOE to Each of Shareholders with respect Framedia Investment to the removal of Shareholders, the Trustee, Each of Shareholders shall immediately revoke the entrustment to the existing Trustee hereunder, and promptly entrust any other another PRC citizen then designated by the WFOE Framedia Investment to exercise the above Entrusted Rights in accordance with this AgreementRights, and once new entrustment is made, the new power of attorney original entrustment shall supersede be replaced; the previous one once it is executed. Except for the above circumstances, Each of Shareholders shall not revoke cancel the authorization and entrustment to of the TrusteeTrustee(s) otherwise. 1.2 The Trustee Trustees shall perform the entrusted obligation lawfully with diligence and duty of care within the authorization scope provided of entrustment in this Agreement. Each of due care and prudence and in compliance with laws; the Shareholders shall accept acknowledge and assume relevant liabilities for any legal consequences arising out of the Trustees' exercise of the aforementioned foregoing Entrusted Rights. 1.3 Each of The Shareholders hereby acknowledge that the Trustee is Trustees are not required to solicit seek advice from the opinions Shareholders prior to their respective exercise of Each of Shareholders before exercising the foregoing Entrusted Rights. NeverthelessHowever, the Trustee Trustees shall immediately notify Each inform the Shareholders in a timely manner of Shareholders after any resolution or proposal for on convening an interim shareholder shareholders' meeting after such resolution or proposal is made.

Voting Rights Entrustment. 1.1 Each of Shareholders The Shareholder hereby irrevocably undertake to, to sign the Entrustment Letter after execution of this Agreement, respectively sign the power of attorney according Agreement to entrust the substance and form set forth in Schedule B hereof, under which the person personnel designated by ZATL (the “Trustee”"TRUSTEES") then designated by the WFOE shall have the power and authority to exercise the following rights respectively granted to Each enjoyed by them as Shareholder of Shareholders as HEZL in accordance with the shareholders then effective articles of association of HEZL (collectively, the Company according to the Article of Association of the Company (the “Entrusted Rights”"ENTRUSTED RIGHTS"): (1) proposing Proposing to convene or and attending shareholder Shareholder' meetings of the Company HEZL as the proxy of the Each of Shareholders, Shareholder according to the Article articles of Associationassociation of ZATL; (2) exercising the Exercising voting rights on behalf as proxy of the Each Shareholder, on issues discussed and resolved by the Shareholder' meeting of Shareholder in respect of all matters subject to discussion and resolution at the shareholder meetingsHEZL, including but not limited to the appointment and election of directors for the directors, general manager and other senior management members who should be appointed by the shareholders; (3) other voting rights (including any other voting rights personnel of shareholders conferred after the amendment of the Article of Association) vested in shareholders under the Articles of Association of the CompanyHEZL. The precondition of the above authorization and entrustment is that granted subject to the Trustee is a PRC citizen status of trustees as Chinese citizens and the WFOE consents to such authorization and entrustmentapproval by ZATL. When Upon and only when a upon written notice is issued of dismissing and replacing Trustee(s) given by the WFOE to Each of Shareholders with respect ZATL to the removal of Shareholder, the Trustee, Each of Shareholders Shareholder shall immediately revoke the entrustment to the existing Trustee hereunder, and promptly entrust any other PRC another Chinese citizen then designated by the WFOE ZATL to exercise the above Entrusted Rights in accordance with this AgreementRights, and once new entrustment is made, the new power of attorney original entrustment shall supersede be replaced; the previous one once it is executed. Except for the above circumstances, Each of Shareholders Shareholder shall not revoke cancel the authorization and entrustment to of the TrusteeTrustee(s) otherwise. 1.2 The Trustee Trustees shall perform the entrusted obligation lawfully with diligence and duty of care within the authorization scope provided of entrustment in this Agreement. Each of Shareholders shall accept due care and prudence and in compliance with laws; the Shareholder acknowledge and assume relevant liabilities for any legal consequences arising out of the Trustees' exercise of the aforementioned foregoing Entrusted Rights. 1.3 Each of Shareholders The Shareholder hereby acknowledge that the Trustee is Trustees are not required to solicit seek advice from the opinions Shareholder prior to their respective exercise of Each of Shareholders before exercising the foregoing Entrusted Rights. NeverthelessHowever, the Trustee Trustees shall immediately notify Each inform the Shareholder in a timely manner of Shareholders after any resolution or proposal for on convening an interim shareholder Shareholder' meeting after such resolution or proposal is made.

Voting Rights Entrustment. 1.1 Each of The Shareholders hereby irrevocably undertake to, after execution of this Agreement, that they shall respectively sign a Power of Attorney which content and structure is in accordance with Appendix I, entrusting the power of attorney according to the substance and form set forth in Schedule B hereof, under which the person (the “Trustee”) then individuals designated by the WFOE shall have (hereinafter, the power and authority “Agent”) to fully exercise the following rights entitled to them respectively granted to Each of Shareholders as the shareholders of the Company according pursuant to the Article effective articles of Association association of the Company (collectively the “Entrusted Rights”): (1) proposing to convene or Proposing and attending shareholder shareholders’ meetings of the Company under the Company’s articles of association as the proxy of the Each of Shareholders, according to the Article of Association; (2) exercising the Exercising voting rights on behalf of the Each of Shareholder in respect of Shareholders on all matters subject to discussion and resolution at the shareholder meetings, issues (including but not limited to the appointment and election of directors the directors, and other senior management members who should management) required to be appointed discussed and resolved by the shareholders’ meeting; (3) other Any voting rights of Shareholders stipulated by law, (including any other voting rights of shareholders conferred Shareholders as provided after the amendment of the Article of Association) vested in shareholders under the Articles of Association of the Company. The precondition of the above authorization and entrustment is that the Trustee is a PRC citizen and the WFOE consents to such authorization and entrustmentarticles of association). When and only when a written notice is issued by the WFOE to Each of the Shareholders with respect to the removal of the TrusteeAgent, Each of the Shareholders shall immediately revoke the entrustment to the existing Trustee hereunder, and entrust any other PRC citizen then Agent designated by the WFOE to exercise the Entrusted Rights in accordance with this Agreement, and the new power Power of attorney Attorney shall supersede substitute the previous one once it is executed. Except for the above circumstances, Each of the Shareholders shall not revoke the trust and authorization and entrustment to the Trustee.Agent 1.2 The Trustee Agent shall perform the entrusted obligation obligations lawfully with diligence and duty of care within the authorization scope provided in this Agreementhereunder. Each of The Shareholders shall accept acknowledge and assume relevant liabilities for be liable to any legal consequences arising out of from the Agent’s exercise of the aforementioned aforesaid Entrusted Rights. 1.3 Each of The Shareholders hereby acknowledge are aware that prior consultation with the Trustee Shareholders by the Agent when exercising the aforesaid Entrusted Rights is not required to solicit the opinions of Each of Shareholders before exercising the Entrusted Rightsnecessary. NeverthelessHowever, the Trustee Agent shall immediately notify Each inform the Shareholders in a timely manner of Shareholders after any resolution or proposal for on convening an interim shareholder shareholders’ meeting after such resolution or proposal is made.

Voting Rights Entrustment. 1.1 Each Party B irrevocably undertakes that they will each execute a power of Shareholders hereby irrevocably undertake to, after attorney in the form and substance of Appendix 1 attached hereto upon execution of this Agreement, respectively sign Agreement whereby he/she/it authorizes Party A or any director or successor to such director (including the power of attorney according liquidator replacing such director) as authorized by Party A upon decision (hereinafter referred to the substance and form set forth in Schedule B hereof, under which the person (as the “TrusteeProxy”) then designated by the WFOE shall have the power and authority to exercise exercise, on his/her/its behalf, the following rights respectively granted available to Each Party B under the then effective articles of Shareholders as the shareholders association of the Company according to the Article of Association of the Target Company (the collectively, “Entrusted Proxy Rights”): (1) proposing to convene or attending shareholder propose the convening of, and attend, shareholders’ meetings in accordance with the articles of association of the Company as the proxy of the Each of Shareholders, according to the Article of Association; (2) exercising the to exercise voting rights on behalf of the Each of Shareholder in respect Shareholders on all matters required to be deliberated and resolved by the shareholders’ meeting, including without limitation the appointment, election and removal of all matters subject directors and other senior executives to discussion be appointed and removed by the shareholders, of the Company; (3) to adopt resolution at on disposal of assets of the shareholder meetingsCompany on behalf of the Shareholders; (4) to adopt resolution on the dissolution or liquidation of the Company on behalf of the Shareholders, form a liquidation group and legally exercise the authority of the liquidation group during liquidation on behalf of the Shareholders, including but not limited to adopting resolution on disposal of assets of the appointment and election of directors and other senior management members who should be appointed by the shareholdersCompany; (35) to sign any resolution as the proxy of the Shareholders; (6) to deliver any required document to relevant registration authority of the Company or other relevant authorities as the proxy of the Shareholders; and (7) other voting rights (including any other voting and all shareholder’s rights of shareholders conferred after the amendment of the Article of Association) vested in shareholders Shareholders under the Articles articles of Association of the Company. The precondition of the above authorization and entrustment is that the Trustee is a PRC citizen association and the WFOE consents to such authorization and entrustment. When and only when a written notice is issued by the WFOE to Each laws of Shareholders with respect to the removal of the Trustee, Each of Shareholders shall immediately revoke the entrustment to the existing Trustee hereunder, and entrust any other PRC citizen then designated by the WFOE to exercise the Entrusted Rights in accordance with this Agreement, and the new power of attorney shall supersede the previous one once it is executed. Except for the above circumstances, Each of Shareholders shall not revoke the authorization and entrustment to the TrusteeChina. 1.2 The Trustee shall perform Proxy shall, acting with care and diligence, lawfully fulfill the entrusted obligation lawfully with diligence and duty of care duties within the scope of authorization scope provided in this Agreement. Each of Shareholders shall accept hereunder; Party B acknowledges, and assume relevant liabilities for any assumes liability for, legal consequences arising out of the exercise by the Proxy of the aforementioned Entrusted foregoing Proxy Rights. 1.3 Each of Shareholders hereby acknowledge Party B confirms that when exercising the Trustee foregoing Proxy Rights, the Proxy is not required to solicit the opinions of Each Party B. Without prior written consent of Shareholders before exercising the Entrusted RightsProxy, Party B will not exercise any right already authorized to the Proxy. NeverthelessHowever, the Trustee Proxy shall immediately notify Each promptly inform Party B of Shareholders after all resolutions adopted or any resolution or proposal for convening an interim shareholder meeting is madeextraordinary shareholders’ meeting.

Voting Rights Entrustment. 1.1 Each of 1.1. The Current Shareholders hereby irrevocably undertake to, after execution of this Agreement, respectively sign the power of attorney according to the substance and form set forth in Schedule B Appendix 1 hereof, under which the Wholly-owned Company or the person (the “TrusteeProxy”) then designated by the WFOE Wholly-owned Company shall have the power and authority to exercise the following rights respectively granted to Each of the Current Shareholders as the shareholders of the Domestic-funded Company according to the Article of Association of the Domestic-funded Company (the “Entrusted Rights”): (1a) proposing to convene or attending shareholder meetings of the Domestic-funded Company as the proxy of the Each of Current Shareholders, according to the Article of Association; (2b) exercising the voting rights on behalf of the Each of Current Shareholder in respect of all matters subject to discussion and resolution at the shareholder meetings, including but not limited to the appointment and election of directors and other senior management members who should be appointed by the shareholders; (3c) other voting rights (including any other voting rights of shareholders conferred after the amendment of the Article of Association) vested in shareholders under the Articles of Association of the Domestic-funded Company. The precondition of the above authorization and entrustment is that the Trustee Proxy is a PRC citizen and the WFOE Wholly-owned Company consents to such authorization and entrustment. When and only when a written notice is issued by the WFOE Wholly-owned Company to Each of the Current Shareholders with respect to the removal of the TrusteeProxy, Each of the Current Shareholders shall immediately revoke the entrustment to the existing Trustee Proxy hereunder, and entrust any other PRC citizen then designated by the WFOE Wholly-owned Company to exercise the Entrusted Rights in accordance with this Agreement, and the new power of attorney shall supersede the previous one once it is executed. Except for the above circumstances, Each of the Current Shareholders shall not revoke the authorization and entrustment to the TrusteeProxy. 1.2 1.2. The Trustee Proxy shall perform the entrusted obligation lawfully with diligence and duty of care within the authorization scope provided in this Agreement. Each of Shareholders shall accept and assume relevant liabilities for any legal consequences arising out of the exercise of the aforementioned Entrusted RightsRights by the Wholly-owned Company. 1.3 Each of 1.3. The Current Shareholders hereby acknowledge that the Trustee Proxy is not required to solicit the opinions of Each of the Current Shareholders before exercising the Entrusted Rights. Nevertheless, the Trustee Proxy shall immediately notify Each of the Current Shareholders after any resolution or proposal for convening an interim shareholder meeting is made.

Voting Rights Entrustment. 1.1 Each of Shareholders 1.1. The Current Shareholder hereby irrevocably undertake undertakes to, after execution of this Agreement, respectively sign the power of attorney according to the substance and form set forth in Schedule B Appendix 1 hereof, under which the Wholly-owned Company or the person (the “TrusteeProxy”) then designated by the WFOE Wholly-owned Company shall have the power and authority to exercise the following rights respectively granted to Each of Shareholders the Current Shareholder as the shareholders shareholder of the Domestic-funded Company according to the Article of Association of the Domestic-funded Company (the “Entrusted Rights”): (1a) proposing to convene or attending shareholder meetings meetings(if applicable) of the Domestic-funded Company as the proxy of the Each of ShareholdersCurrent Shareholder, according to the Article of Association; (2b) exercising the voting rights on behalf of the Each of Current Shareholder in respect of all matters subject to discussion and resolution at decisions by the shareholder meetingsShareholder, including but not limited to the appointment and election of directors and other senior management members who should be appointed by the shareholdersshareholder; (3c) other voting rights (including any other voting rights of shareholders shareholder conferred after the amendment of the Article of Association) vested in shareholders the shareholder under the Articles of Association of the Domestic-funded Company. The precondition of the above authorization and entrustment is that the Trustee Proxy is a PRC citizen and the WFOE Wholly-owned Company consents to such authorization and entrustment. When and only when a written notice is issued by the WFOE Wholly-owned Company to Each of Shareholders the Current Shareholder with respect to the removal of the TrusteeProxy, Each of Shareholders the Current Shareholder shall immediately revoke the entrustment to the existing Trustee Proxy hereunder, and entrust any other PRC citizen then designated by the WFOE Wholly-owned Company to exercise the Entrusted Rights in accordance with this Agreement, and the new power of attorney shall supersede the previous one once it is executed. Except for the above circumstances, Each of Shareholders the Current Shareholder shall not revoke the authorization and entrustment to the TrusteeProxy. 1.2 1.2. The Trustee Proxy shall perform the entrusted obligation lawfully with diligence and duty of care within the authorization scope provided in this Agreement. Each of Shareholders The Current Shareholder shall accept and assume relevant liabilities for any legal consequences arising out of the exercise of the aforementioned Entrusted RightsRights by the Wholly-owned Company. 1.3 Each of Shareholders 1.3. The Current Shareholder hereby acknowledge acknowledges that the Trustee Proxy is not required to solicit the opinions of Each of Shareholders the Current Shareholder before exercising the Entrusted Rights. Nevertheless, the Trustee Proxy shall immediately notify Each of Shareholders the Current Shareholder after any resolution or proposal for convening an interim shareholder meeting decision is made.

Voting Rights Entrustment. 1.1 Each Under this Agreement, “TARGET COMPANY” shall mean, to Xxxxxxx XXXX and Xxxxxx XXXX, HANGZHOU MYL COMMERCIAL; and to HANGZHOU MYL COMMERCIAL, any and all of its Subsidiaries to be established. 1.2 The Shareholders hereby irrevocably undertake to, to respectively sign the Entrustment Letter after execution of this Agreement, the Agreement to respectively sign entrust the power of attorney according to the substance and form set forth in Schedule B hereof, under which the person personnel designated by Hangzhou MYL Consulting then (the “TrusteeTRUSTEES”) then designated by the WFOE shall have the power and authority to exercise the following rights respectively granted to Each of Shareholders enjoyed by them as the shareholders of Target Company in accordance with the Company according to the Article then effective articles of Association association of the Target Company (collectively, the “Entrusted RightsENTRUSTED RIGHTS”): (1) proposing Proposing to convene or and attending shareholder shareholders’ meetings of the Target Company as the proxy of the Each of Shareholders, Shareholders according to the Article articles of Associationassociation of Target Company; (2) exercising the Exercising voting rights on behalf as proxy of the Each Shareholders, on issues discussed and resolved by the shareholders’ meeting of Shareholder in respect of all matters subject to discussion and resolution at the shareholder meetingsTarget Company, including but not limited to the appointment and election of directors for the directors, general manager and other senior management members who should be appointed by the shareholders; (3) other voting rights (including any other voting rights personnel of shareholders conferred after the amendment of the Article of Association) vested in shareholders under the Articles of Association of the Target Company. The precondition of the above authorization and entrustment is that granted subject to the Trustee is a status of trustees as PRC citizen citizens and the WFOE consents to such authorization and entrustmentapproval by Hangzhou MYL Consulting. When Upon and only when a upon written notice is issued of dismissing and replacing Trustee(s) given by the WFOE to Each of Shareholders with respect Hangzhou MYL Consulting to the removal of Shareholders, the Trustee, Each of Shareholders shall immediately revoke the entrustment to the existing Trustee hereunder, and promptly entrust any other another PRC citizen then designated by the WFOE Hangzhou MYL Consulting to exercise the above Entrusted Rights in accordance with this AgreementRights, and once new entrustment is made, the new power of attorney original entrustment shall supersede be replaced; the previous one once it is executed. Except for the above circumstances, Each of Shareholders shall not revoke cancel the authorization and entrustment to of the TrusteeTrustee(s) otherwise. 1.2 1.3 The Trustee Trustees shall perform the entrusted obligation lawfully with diligence and duty of care within the authorization scope provided of entrustment in this Agreement. Each of due care and prudence and in compliance with laws; the Shareholders shall accept acknowledge and assume relevant liabilities for any legal consequences arising out of the Trustees’ exercise of the aforementioned foregoing Entrusted Rights. 1.3 Each of 1.4 The Shareholders hereby acknowledge that the Trustee is Trustees are not required to solicit seek advice from the opinions Shareholders prior to their respective exercise of Each of Shareholders before exercising the foregoing Entrusted Rights. NeverthelessHowever, the Trustee Trustees shall immediately notify Each inform the Shareholders in a timely manner of Shareholders after any resolution or proposal for on convening an interim shareholder shareholders’ meeting after such resolution or proposal is made.

Voting Rights Entrustment. 1.1 Each 1.1. The existing shareholders irrevocably agree that after the signing of Shareholders hereby irrevocably undertake to, after execution of this the Agreement, they will respectively sign the power of attorney in the form and content of Annex I hereto, and respectively authorize one director of Company A designated by Company A (hereinafter referred to as the “trustee”) to exercise their rights (hereinafter referred to as the “entrusted rights”) which they enjoy according to the substance law and form set forth in Schedule articles of association made by Company B hereof, under which the person (the “Trustee”) then designated by the WFOE shall have the power and authority to exercise the following rights respectively granted to Each of Shareholders as the shareholders of Company B. Those rights hereinabove are described as follows: (a) Propose to hold and attend the Company shareholders’ meeting according to the Article articles of Association Company B as the agent of the Company (the “Entrusted Rights”): (1) proposing to convene or attending shareholder meetings of the Company as the proxy of the Each of Shareholders, according to the Article of Associationexisting shareholders; (2b) exercising the Exercise voting rights on behalf of the Each of Shareholder in respect of existing shareholders on all matters subject that need to discussion be discussed and resolution at resolved by the shareholder meetingsshareholders’ meeting, including but not limited to the appointment and election of Company B’s legal representative, directors and other senior management members who should managers to be appointed and removed by the shareholders; (3c) other The voting rights of shareholders under other statutory or domestic company’s articles of association (including any other shareholders’ voting rights of shareholders conferred after the amendment articles of the Article of Association) vested in shareholders under the Articles of Association of the Companyassociation are amended). The precondition of the above authorization and entrustment is are based on the premise that the Trustee trustee is a PRC Chinese citizen and Company A agrees the WFOE consents to such authorization and entrustmententrustment hereinabove. When The existing shareholders shall immediately appoint other Chinese citizens designated by Company A to exercise the above entrusted rights if and only when if Company A issues a written notice is issued by to replace the WFOE to Each of Shareholders with respect to the removal of the Trustee, Each of Shareholders shall immediately revoke the entrustment trustee to the existing Trustee hereunder, and entrust any other PRC citizen then designated by the WFOE to exercise the Entrusted Rights in accordance with this Agreement, and shareholders. Once the new power of attorney shall supersede entrustment is made, the previous one once it is executedentrustment will cease to be effective. Except for the above circumstancescondition hereinabove, Each of Shareholders the existing shareholders shall not revoke the entrustment and authorization and entrustment made to the Trusteetrustee. 1.2 1.2. The Trustee trustee shall carefully and diligently perform the entrusted obligation lawfully obligations in accordance with diligence and duty of care the law within the scope of authorization scope provided in this Agreement. Each of Shareholders specified herein; the existing shareholders shall accept recognize and assume relevant liabilities shoulder corresponding responsibilities for any legal consequences arising out of from the trustee’s exercise of the aforementioned Entrusted Rightsentrusted rights hereinabove. 1.3 Each of Shareholders 1.3. The existing shareholders hereby acknowledge confirm that the Trustee is trustee does not required need to solicit the opinions of Each of Shareholders before existing shareholders in advance when exercising the Entrusted Rightsabove entrusted rights. NeverthelessHowever, the Trustee trustee shall immediately notify Each of Shareholders inform the existing shareholders in a timely manner after any each resolution or proposal for convening to hold an interim shareholder shareholders’ meeting is made.