Common use of Method of Exercise of Option Clause in Contracts

Method of Exercise of Option. 3.1 To the extent permitted by PRC Law, HUAYA shall have the sole discretion to determine the specific time, method and times of its Exercise of Option. 3.2 If the then PRC Law permits HUAYA and/or other entity or individual designated by it to hold all the equity interest of Target Company, then HUAYA shall have the right to elect to exercise all of its Call Option at once, where HUAYA and/or other entity or individual designated by it shall accept all the Option Equity from the Shareholders at once; if the then PRC Law permits HUAYA and/or other entity or individual designated by it to hold only part of the equity in Target Company, HUAYA shall have the right to determine the amount of the Transferred Equity within the extent not exceeding the upper limit of shareholding ratio set out by the then PRC Law (hereinafter the “SHAREHOLDING LIMIT”), where HUAYA and/or other entity or individual designated by it shall accept such amount of the Transferred Equity from the Shareholders. In the latter case, HUAYA shall have the right to exercise its Call Option at multiple times in line with the gradual deregulation of PRC Law on the permitted Shareholding Limit, with a view to ultimately acquiring all the Option Equity. 3.3 At each Exercise of Option by HUAYA, each of the Shareholders shall transfer their respective equity in the Target Company to HUAYA and/or other entity or individual designated by it respectively in accordance with the amount required in the Exercise Notice stipulated in Article 3.5. HUAYA and other entity or individual designated by it shall pay the Transfer Price to each of the Shareholders who has transferred the Transferred Equity for the Transferred Equity accepted in each Exercise of Option. HUAYA shall have the right to elect to pay the purchase price by settlement of certain credits held by it or its affiliates to the shareholders. 3.4 In each Exercise of Option, HUAYA may accept the Transferred Equity by itself or designate any third party to accept all or part of the Transferred Equity. 3.5 On deciding each Exercise of Option, HUAYA shall issue to the Shareholders a notice for exercising the Call Option (hereinafter the “EXERCISE NOTICE”, the form of which is set out as Appendix I hereto). The Shareholders shall, upon receipt of the Exercise Notice, forthwith transfer all the Transferred Equity in accordance with the Exercise Notice to HUAYA and/or other entity or individual designated by HUAYA in such method as described in Article 3.3 herein. 3.6 The Shareholders hereby severally undertake and guarantee that once HUAYA issues the Exercise Notice in respect to the specific Transferred Equity of the Target Company held by it:

Method of Exercise of Option. 3.1 To the extent permitted by PRC Law, HUAYA Yuezhong Shenyang shall have the sole discretion to determine the specific time, method and times of its Exercise of Option. 3.2 If the then PRC Law permits HUAYA Yuezhong Shenyang and/or other entity or individual designated by it to hold all the equity interest of Target Company, then HUAYA Yuezhong Shenyang shall have the right to elect to exercise all of its Equity Call Option at once, where HUAYA Yuezhong Shenyang and/or other entity or individual designated by it shall accept all the Option Equity from the Shareholders at once; if the then PRC Law permits HUAYA Yuezhong Shenyang and/or other entity or individual designated by it to hold only part of the equity in Target Company, HUAYA Yuezhong Shenyang shall have the right to determine the amount of the Transferred Equity within the extent not exceeding the upper limit of shareholding ratio set out by the then PRC Law (hereinafter the “"SHAREHOLDING LIMIT”"), where HUAYA Yuezhong Shenyang and/or other entity or individual designated by it shall accept such amount of the Transferred Option Equity from the Shareholders. In the latter case, HUAYA Yuezhong Shenyang shall have the right to exercise its Call Option at multiple times in line with the gradual deregulation of PRC Law on the permitted Shareholding Limit, with a view to ultimately acquiring all the Option Equity. 3.3 At each Exercise of Option by HUAYA, each of the Shareholders shall transfer their respective equity in the Target Company to HUAYA and/or other entity or individual designated by it respectively in accordance with the amount required in the Exercise Notice stipulated in Article 3.5. HUAYA and other entity or individual designated by it shall pay the Transfer Price to each of the Shareholders who has transferred the Transferred Equity for the Transferred Equity accepted in each Exercise of Option. HUAYA shall have the right to elect to pay the purchase price by settlement of certain credits held by it or its affiliates to the shareholders. 3.4 In each Exercise of Option, HUAYA may accept the Transferred Equity by itself or designate any third party to accept all or part of the Transferred Equity. 3.5 On deciding each Exercise of Option, HUAYA Yuezhong Shenyang shall issue to each of the Personal Shareholders or the Target Company a notice for exercising the Equity Call Option or the Asset Call Option (hereinafter the “"EXERCISE NOTICE”", the form of which is set out as Appendix I hereto). The Shareholders and the Target Company shall, upon receipt of the Exercise Notice, forthwith transfer all the Transferred Equity or the Transferred Asset in accordance with the Exercise Notice to HUAYA Yuezhong Shenyang and/or other entity or individual designated by HUAYA in such method as described in Article 3.3 hereinit. 3.6 The 3.4 Each of the Personal Shareholders hereby severally undertake undertakes and guarantee guarantees that once HUAYA Yuezhong Shenyang issues the Exercise Notice in respect Notice: (1) the Shareholders shall immediately hold or request to the specific Transferred Equity hold a shareholders' meeting of the Target Company held and adopt a resolution through the shareholders' meeting, and take all other necessary actions to agree to the transfer of all the Option Equity or Target Company Assets required by the Exercise Notice to Yuezhong Shenyang and/or other entity or individual designated by it at the Transfer Price and waive the possible preemption; (2) the Shareholders or the Target Company shall immediately enter into an equity transfer agreement or asset transfer agreement with Yuezhong Shenyang and/or other entity or individual designated by it:; (3) the Shareholders and the Target Company shall provide Yuezhong Shenyang with necessary support (including providing and executing all the relevant legal documents, processing all the procedures for government approvals and registrations and bearing all the relevant obligations) in accordance with the requirements of Yuezhong Shenyang and of the laws and regulations, in order that Yuezhong Shenyang and/or other entity or individual designated by it may take all the Transferred Equity or Transferred Asset free from any legal defect.

Method of Exercise of Option. 3.1 To the extent permitted by PRC Law, HUAYA Focus Media Technology shall have the sole discretion to determine the specific time, method and times of its Exercise of Option. 3.2 If the then PRC Law permits HUAYA Focus Media Technology and/or other entity or individual designated by it to hold all the equity interest of Target Company, then HUAYA Focus Media Technology shall have the right to elect to exercise all of its Call Option at once, where HUAYA Focus Media Technology and/or other entity or individual designated by it shall accept all the Option Equity from the Shareholders at once; if the then PRC Law permits HUAYA Focus Media Technology and/or other entity or individual designated by it to hold only part of the equity in Target Company, HUAYA Focus Media Technology shall have the right to determine the amount of the Transferred Equity within the extent not exceeding the upper limit of shareholding ratio set out by the then PRC Law (hereinafter the “"SHAREHOLDING LIMIT”"), where HUAYA Focus Media Technology and/or other entity or individual designated by it shall accept such amount of the Transferred Equity from the Shareholders. In the latter case, HUAYA Focus Media Technology shall have the right to exercise its Call Option at multiple times in line with the gradual deregulation of PRC Law on the permitted Shareholding Limit, with a view to ultimately acquiring all the Option Equity. 3.3 At each Exercise of Option by HUAYAFocus Media Technology, each of the Shareholders shall transfer their respective equity in the Target Company to HUAYA Focus Media Technology and/or other entity or individual designated by it respectively in accordance with the amount required in the Exercise Notice stipulated in Article 3.5. HUAYA Focus Media Technology and other entity or individual designated by it shall pay the Transfer Price to each of the Shareholders who has transferred the Transferred Equity for the Transferred Equity accepted in each Exercise of Option. HUAYA Focus Media Technology shall have the right to elect to pay the purchase price by settlement of certain credits held by it or its affiliates to the shareholders. 3.4 In each Exercise of Option, HUAYA Focus Media Technology may accept the Transferred Equity by itself or designate any third party to accept all or part of the Transferred Equity. 3.5 On deciding each Exercise of Option, HUAYA Focus Media Technology shall issue to the Shareholders a notice for exercising the Call Option (hereinafter the “"EXERCISE NOTICE”", the form of which is set out as Appendix I II hereto). The Shareholders shall, upon receipt of the Exercise Notice, forthwith transfer all the Transferred Equity in accordance with the Exercise Notice to HUAYA and/or other entity or individual designated by HUAYA in such method as described in Article 3.3 herein. 3.6 The Shareholders hereby severally undertake and guarantee that once HUAYA issues the Exercise Notice in respect to the specific Transferred Equity of the Target Company held by it:The

Method of Exercise of Option. 3.1 To the extent permitted by PRC Law, HUAYA Dotad Technology shall have the sole discretion to determine the specific time, method and times of its Exercise of Option. 3.2 If the then PRC Law permits HUAYA Dotad Technology and/or other entity or individual designated by it to hold all the equity interest of Target CompanyFocus Media Wireless, then HUAYA Dotad Technology shall have the right to elect to exercise all of its Call Option at once, where HUAYA Dotad Technology and/or other entity or individual designated by it shall accept all the Option Equity from the Shareholders at once; if the then PRC Law permits HUAYA Dotad Technology and/or other entity or individual designated by it to hold only part of the equity in Target CompanyFocus Media Wireless, HUAYA Dotad Technology shall have the right to determine the amount of the Transferred Equity within the extent not exceeding the upper limit of shareholding ratio set out by the then PRC Law (hereinafter the “"SHAREHOLDING LIMIT”"), where HUAYA Dotad Technology and/or other entity or individual designated by it shall accept such amount of the Transferred Equity from the Shareholders. In the latter case, HUAYA Dotad Technology shall have the right to exercise its Call Option at multiple times in line with the gradual deregulation of PRC Law on the permitted Shareholding Limit, with a view to ultimately acquiring all the Option Equity. 3.3 At each Exercise of Option by HUAYADotad Technology, each of the Shareholders shall transfer their respective equity in the Target Company Focus Media Wireless to HUAYA Dotad Technology and/or other entity or individual designated by it respectively in accordance with the amount required in the Exercise Notice stipulated in Article 3.5. HUAYA Dotad Technology and other entity or individual designated by it shall pay the Transfer Price to each of the Shareholders who has transferred the Transferred Equity for the Transferred Equity accepted in each Exercise of Option. HUAYA If permitted by PRC Law, Dotad Technology shall have the right to elect to pay set-off the purchase price by settlement of certain credits held by it or Transfer Price with it/its affiliates to affiliates' credit rights (if any) against the shareholdersShareholders. 3.4 In each Exercise of Option, HUAYA Dotad Technology may accept the Transferred Equity by itself or designate any third party to accept all or part of the Transferred Equity. 3.5 On deciding each Exercise of Option, HUAYA Dotad Technology shall issue to the Shareholders a notice for exercising the Call Option (hereinafter the “"EXERCISE NOTICE”", the form of which is set out as Appendix I hereto). The Shareholders shall, upon receipt of the Exercise Notice, forthwith transfer all the Transferred Equity in accordance with the Exercise Notice to HUAYA Dotad Technology and/or other entity or individual designated by HUAYA Dotad Technology in such method as described in Article 3.3 herein. 3.6 The Shareholders hereby severally undertake and guarantee that once HUAYA Dotad Technology issues the Exercise Notice in respect to the specific Transferred Equity of the Target Company Focus Media Wireless held by it: (1) it shall immediately hold or request to hold a shareholders' meeting of the Focus Media Wireless and adopt a resolution through the shareholders' meeting, and take all other necessary actions to agree to the transfer of all the Call Option to Dotad Technology and/or other entity or individual designated by it at the Transfer Price and waive the possible preemption; (2) it shall immediately enter into an equity transfer agreement with Dotad Technology and/or other entity or individual designated by it for transfer of all the Transferred Equity to Dotad Technology and/or other entity or individual designated by it at the Transfer Price; and (3) it shall provide Dotad Technology with necessary support (including providing and executing all the relevant legal documents, processing all the procedures for government approvals and registrations and bearing all the relevant obligations) in accordance with the requirements of Dotad Technology and of the laws and regulations, in order that Dotad Technology and/or other entity or individual designated by it may take all the Transferred Equity free from any legal defect. 3.7 At the meantime of this Agreement, the Shareholders shall respectively enter into a power of attorney (hereinafter the "POWER OF ATTORNEY", the form of which is set out as Appendix II hereto), authorizing in writing any person designated by Dotad Technology to, on behalf of such Shareholder, to enter into any and all of the legal documents in accordance with this Agreement so as to ensure that Dotad Technology and/or other entity or individual designated by it take all the Transferred Equity free from any legal defect. Such Power of Attorney shall be delivered for custody by Dotad Technology and Dotad Technology may, at any time if necessary, require the Shareholders to enter into multiple copies of the Power of Attorney respectively and deliver the same to the relevant government department.

Method of Exercise of Option. 3.1 To the extent permitted by PRC Law, HUAYA Chengdu Qilian Trading shall have the sole discretion to determine the specific time, method and times of its Exercise of Option. 3.2 If the then PRC Law permits HUAYA Chengdu Qilian Trading and/or other entity or individual designated by it to hold all the equity interest of Target Company, then HUAYA Chengdu Qilian Trading shall have the right to elect to exercise all of its Equity Call Option at once, where HUAYA Chengdu Qilian Trading and/or other entity or individual designated by it shall accept all the Option Equity from the Shareholders Party A at once; if the then PRC Law permits HUAYA Chengdu Qilian Trading and/or other entity or individual designated by it to hold only part of the equity in Target Company, HUAYA Chengdu Qilian Trading shall have the right to determine the amount of the Transferred Equity within the extent not exceeding the upper limit of shareholding ratio set out by the then PRC Law (hereinafter the “"SHAREHOLDING LIMIT”"), where HUAYA Chengdu Qilian Trading and/or other entity or individual designated by it shall accept such amount of the Transferred Option Equity from the Shareholders. In the latter case, HUAYA Chengdu Qilian Trading shall have the right to exercise its Call Option at multiple times in line with the gradual deregulation of PRC Law on the permitted Shareholding Limit, with a view to ultimately acquiring all the Option Equity. 3.3 At each Exercise of Option by HUAYA, each of the Shareholders shall transfer their respective equity in the Target Company to HUAYA and/or other entity or individual designated by it respectively in accordance with the amount required in the Exercise Notice stipulated in Article 3.5. HUAYA and other entity or individual designated by it shall pay the Transfer Price to each of the Shareholders who has transferred the Transferred Equity for the Transferred Equity accepted in each Exercise of Option. HUAYA shall have the right to elect to pay the purchase price by settlement of certain credits held by it or its affiliates to the shareholders. 3.4 In each Exercise of Option, HUAYA may accept the Transferred Equity by itself or designate any third party to accept all or part of the Transferred Equity. 3.5 On deciding each Exercise of Option, HUAYA Chengdu Qilian Trading shall issue to Party A or the Shareholders Target Company a notice for exercising the Equity Call Option or the Asset Call Option (hereinafter the “"EXERCISE NOTICE”", the form of which is set out as Appendix I AppendixⅠ hereto). The Shareholders Party A and the Target Company shall, upon receipt of the Exercise Notice, forthwith transfer all the Transferred Equity or the Transferred Asset in accordance with the Exercise Notice to HUAYA Chengdu Qilian Trading and/or other entity or individual designated by HUAYA in such method as described in Article 3.3 hereinit. 3.6 The Shareholders 3.4 Party A hereby severally undertake undertakes and guarantee guarantees that once HUAYA Chengdu Qilian Trading issues the Exercise Notice in respect Notice: (1) Party A shall immediately hold or request to the specific Transferred Equity hold a shareholders' meeting of the Target Company held and adopt a resolution through the shareholders' meeting, and take all other necessary actions to agree to the transfer of all the Option Equity or Target Company Assets required by the Exercise Notice to Chengdu Qilian Trading and/or other entity or individual designated by it at the Transfer Price and waive the possible preemption; (2) Party A or the Target Company shall immediately enter into an equity transfer agreement or asset transfer agreement with Chengdu Qilian Trading and/or other entity or individual designated by it:; (3) Party A and the Target Company shall provide Chengdu Qilian Trading with necessary support (including providing and executing all the relevant legal documents, processing all the procedures for government approvals and registrations and bearing all the relevant obligations) in accordance with the requirements of Chengdu Qilian Trading and of the laws and regulations, in order that Chengdu Qilian Trading and/or other entity or individual designated by it may take all the Transferred Equity or Transferred Asset free from any legal defect.

Method of Exercise of Option. 3.1 To the extent permitted by PRC Law, HUAYA The WFOE shall have the absolute sole discretion to determine the specific time, method and times of its Exercise of Option.Option to the extent permitted by the PRC Law. ​ ​ 3.2 If the then PRC Law permits HUAYA WFOE and/or any other entity or individual designated by it is allowed to hold all the equity interest equities of Target Companythe Domestic-funded Company under the then effective PRC Law, then HUAYA the WFOE shall have the right to elect choose to exercise all of its Call Option Equity Transfer Options at onceone time, where HUAYA and the WFOE and/or any other entity or individual designated by it shall accept acquire all the Option Equity Transfer Options from the Existing Shareholders at onceone time; if the then PRC Law permits HUAYA WFOE and/or any other entity or individual designated by it is allowed to hold only part partial equities of the equity in Target CompanyDomestic-funded Company under the then effective PRC Law, HUAYA the WFOE shall have the right to determine the amount of the Transferred Equity within the extent not exceeding the upper limit of shareholding ratio set out (hereinafter referred to as the “Upper Limit of Shareholding”) stipulated by the then effective PRC Law (hereinafter Law, and the “SHAREHOLDING LIMIT”), where HUAYA WFOE and/or any other entity or individual designated by it shall accept such amount of acquire the determined Transferred Equity from the Existing Shareholders. In the latter case, HUAYA the WFOE shall have the right to exercise its Call Equity Transfer Option at multiple times step by step, in line accordance with the gradual deregulation liberalization of the Upper Limit of Shareholding permitted by the PRC Law on the permitted Shareholding LimitLaw, with a view to ultimately acquiring until all the Option Equityoptions are finally obtained. 3.3 At each Exercise of Option by HUAYAOption, each the WFOE shall have the right to arbitrarily determine the amount of the Transferred Equity which shall be transferred by the Existing Shareholders to the WFOE and/or any other entity or individual designated by it. The Existing Shareholders shall transfer their respective equity in the Target Company Transferred Equity to HUAYA the WFOE and/or any other entity or individual designated by it respectively in accordance with the amount required in requested by the Exercise Notice stipulated in Article 3.5WFOE. HUAYA and The WFOE and/or any other entity or individual designated by it shall pay the Transfer Price with respect to each of the Shareholders who has transferred the Transferred Equity for the Transferred Equity accepted in acquired at each Exercise of Option. HUAYA shall have the right to elect to pay the purchase price by settlement of certain credits held by it or its affiliates Option to the shareholdersExisting Shareholders transferring such Transferred Equity. 3.4 In At each Exercise of Option, HUAYA the WFOE may accept acquire the Transferred Equity by itself or designate any third party to accept acquire all or part of the Transferred Equity. 3.5 On deciding Having decided each Exercise of Option, HUAYA the WFOE shall issue to the Existing Shareholders a notice for exercising the Call Equity Transfer Option (hereinafter the referred to as “EXERCISE NOTICEExercise Notice”, the form of which is set out as Appendix I in Annex II hereto). The Existing Shareholders shall, upon receipt of the Exercise Notice, forthwith make a one-time transfer of all the Transferred Equity in accordance with the Exercise Notice to HUAYA the WFOE and/or any other entity or individual designated by HUAYA it in such method as described in Article 3.3 hereinhereof. 3.6 The Existing Shareholders hereby severally undertake promises and guarantee guarantees that once HUAYA the WFOE issues an Exercise Notice: (1) they shall promptly take all necessary actions to transfer all the Exercise Notice in respect Transferred ​ Equity at the Transfer Price to the specific WFOE and/or any other entity or individual designated by it; (2) they shall promptly enter into an equity transfer agreement with the WFOE and/or any other equity or individual designated by it to transfer all the Transferred Equity of at the Target Company held Transfer Price to the WFOE and/or any other entity or individual designated by it:; and

Method of Exercise of Option. 3.1 To the extent permitted by PRC Law, HUAYA YIGO shall have the sole discretion to determine the specific time, method and times of its Exercise of Option. 3.2 If the then PRC Law permits HUAYA YIGO and/or other entity or individual designated by it to hold all the equity interest of Target Company, then HUAYA YIGO shall have the right to elect to exercise all of its Call Option at once, where HUAYA YIGO and/or other entity or individual designated by it shall accept all the Option Equity from the Shareholders at once; if the then PRC Law permits HUAYA YIGO and/or other entity or individual designated by it to hold only part of the equity in Target Company, HUAYA YIGO shall have the right to determine the amount of the Transferred Equity within the extent not exceeding the upper limit of shareholding ratio set out by the then PRC Law (hereinafter the “"SHAREHOLDING LIMIT”"), where HUAYA YIGO and/or other entity or individual designated by it shall accept such amount of the Transferred Equity from the Shareholders. In the latter case, HUAYA YIGO shall have the right to exercise its Call Option at multiple times in line with the gradual deregulation of PRC Law on the permitted Shareholding Limit, with a view to ultimately acquiring all the Option Equity. 3.3 At each Exercise of Option by HUAYAYIGO, each of the Shareholders shall transfer their respective equity in the Target Company to HUAYA YIGO and/or other entity or individual designated by it respectively in accordance with the amount required in the Exercise Notice stipulated in Article 3.5. HUAYA YIGO and other entity or individual designated by it shall pay the Transfer Price to each of the Shareholders who has transferred the Transferred Equity for the Transferred Equity accepted in each Exercise of Option. HUAYA YIGO shall have the right to elect to pay the purchase price by settlement of certain credits held by it or its affiliates to the shareholders. 3.4 In each Exercise of Option, HUAYA YIGO may accept the Transferred Equity by itself or designate any third party to accept all or part of the Transferred Equity. 3.5 On deciding each Exercise of Option, HUAYA YIGO shall issue to the Shareholders a notice for exercising the Call Option (hereinafter the “"EXERCISE NOTICE”", the form of which is set out as Appendix I II hereto). The Shareholders shall, upon receipt of the Exercise Notice, forthwith transfer all the Transferred Equity in accordance with the Exercise Notice to HUAYA YIGO and/or other entity or individual designated by HUAYA YIGO in such method as described in Article 3.3 herein. 3.6 The Shareholders hereby severally undertake and guarantee that once HUAYA YIGO issues the Exercise Notice in respect to the specific Transferred Equity of the Target Company held by it: (1) it shall immediately hold or request to hold a shareholders' meeting of the Target Company and adopt a resolution through the shareholders' meeting, and take all other necessary actions to agree to the transfer of all the Call Option to YIGO and/or other entity or individual designated by it at the Transfer Price and waive the possible preemption; (2) it shall immediately enter into an equity transfer agreement with YIGO and/or other entity or individual designated by it for transfer of all the Transferred Equity to YIGO and/or other entity or individual designated by it at the Transfer Price; and (3) it shall provide YIGO with necessary support (including providing and executing all the relevant legal documents, processing all the procedures for government approvals and registrations and bearing all the relevant obligations) in accordance with the requirements of YIGO and of the laws and regulations, in order that YIGO and/or other entity or individual designated by it may take all the Transferred Equity free from any legal defect. 3.7 At the meantime of this Agreement, the Shareholders shall respectively enter into a power of attorney (hereinafter the "POWER OF ATTORNEY", the form of which is set out as Appendix III hereto), authorizing in writing any person designated by YIGO to, on behalf of such Shareholder, to enter into any and all of the legal documents in accordance with this Agreement so as to ensure that YIGO and/or other entity or individual designated by it take all the Transferred Equity free from any legal defect. Such Power of Attorney shall be delivered for custody by YIGO and YIGO may, at any time if necessary, require the Shareholders to enter into multiple copies of the Power of Attorney respectively and deliver the same to the relevant government department.

Method of Exercise of Option. 3.1 To the extent permitted by PRC Law, HUAYA The WFOE shall have the absolute sole discretion to determine the specific time, method and times of its Exercise of OptionOption to the extent permitted by the PRC Law. 3.2 If the then PRC Law permits HUAYA WFOE and/or any other entity or individual designated by it is allowed to ​ ​ ​ hold all the equity interest equities of Target Companythe Domestic-funded Company under the then effective PRC Law, then HUAYA the WFOE shall have the right to elect choose to exercise all of its Call Option Equity Transfer Options at onceone time, where HUAYA and the WFOE and/or any other entity or individual designated by it shall accept acquire all the Option Equity Transfer Options from the Existing Shareholders at onceone time; if the then PRC Law permits HUAYA WFOE and/or any other entity or individual designated by it is allowed to hold only part partial equities of the equity in Target CompanyDomestic-funded Company under the then effective PRC Law, HUAYA the WFOE shall have the right to determine the amount of the Transferred Equity within the extent not exceeding the upper limit of shareholding ratio set out (hereinafter referred to as the “Upper Limit of Shareholding”) stipulated by the then effective PRC Law (hereinafter Law, and the “SHAREHOLDING LIMIT”), where HUAYA WFOE and/or any other entity or individual designated by it shall accept such amount of acquire the determined Transferred Equity from the Existing Shareholders. In the latter case, HUAYA the WFOE shall have the right to exercise its Call Equity Transfer Option at multiple times step by step, in line accordance with the gradual deregulation liberalization of the Upper Limit of Shareholding permitted by the PRC Law on the permitted Shareholding LimitLaw, with a view to ultimately acquiring until all the Option Equityoptions are finally obtained. 3.3 At each Exercise of Option by HUAYAOption, each the WFOE shall have the right to arbitrarily determine the amount of the Transferred Equity which shall be transferred by the Existing Shareholders to the WFOE and/or any other entity or individual designated by it. The Existing Shareholders shall respectively transfer their respective equity in the Target Company Transferred Equity to HUAYA the WFOE and/or any other entity or individual designated by it respectively in accordance with the amount required in requested by the Exercise Notice stipulated in Article 3.5WFOE. HUAYA and The WFOE and/or any other entity or individual designated by it shall pay the Transfer Price with respect to each of the Shareholders who has transferred the Transferred Equity for the Transferred Equity accepted in acquired at each Exercise of Option. HUAYA shall have the right to elect to pay the purchase price by settlement of certain credits held by it or its affiliates Option to the shareholdersExisting Shareholders transferring such Transferred Equity. 3.4 In At each Exercise of Option, HUAYA the WFOE may accept acquire the Transferred Equity by itself or designate any third party to accept acquire all or part of the Transferred Equity. 3.5 On deciding Having decided each Exercise of Option, HUAYA the WFOE shall issue to the Existing Shareholders a notice for exercising the Call Equity Transfer Option (hereinafter the referred to as “EXERCISE NOTICEExercise Notice”, the form of which is set out as Appendix I in Annex II hereto). The Existing Shareholders shall, upon receipt of the Exercise Notice, forthwith make a one-time transfer of all the Transferred Equity in accordance with the Exercise Notice to HUAYA the WFOE and/or any other entity or individual designated by HUAYA it in such method as described in Article 3.3 hereinhereof. 3.6 The Existing Shareholders hereby severally undertake and jointly promise and guarantee that once HUAYA the WFOE issues an Exercise Notice: (1) it shall promptly convene a shareholders’ meeting, pass shareholders’ ​ resolutions and take all other necessary actions to approve the Exercise Notice in respect Company to transfer all the Transferred Equity at the Transfer Price to the specific WFOE and/or any other entity or individual designated by it; (2) it shall promptly enter into an equity transfer agreement with the WFOE and/or any other equity or individual designated by it to transfer all the Transferred Equity of at the Target Company held Transfer Price to the WFOE and/or any other entity or individual designated by it:; and

Method of Exercise of Option. 3.1 To the extent permitted by PRC LawLaws of Malaysia, HUAYA DSHK shall have the sole discretion to determine the specific time, method and times of its Exercise of Option. 3.2 If the then PRC Law permits HUAYA and/or other entity or individual designated by it to hold all the equity interest of Target Company, then HUAYA shall have the right to elect to exercise all of its Call Option at once, where HUAYA and/or other entity or individual designated by it shall accept all the Option Equity from the Shareholders at once; if the then PRC Law permits HUAYA and/or other entity or individual designated by it to hold only part of the equity in Target Company, HUAYA shall have the right to determine the amount of the Transferred Equity within the extent not exceeding the upper limit of shareholding ratio set out by the then PRC Law (hereinafter the “SHAREHOLDING LIMIT”), where HUAYA and/or other entity or individual designated by it shall accept such amount of the Transferred Equity from the Shareholders. In the latter case, HUAYA shall have the right to exercise its Call Option at multiple times in line with the gradual deregulation of PRC Law on the permitted Shareholding Limit, with a view to ultimately acquiring all the Option Equity. 3.3 At each Exercise of Option by HUAYADSHK, each of the Shareholders Shareholder shall transfer their her respective equity in the Target Company DSBT to HUAYA DSHK and/or other entity or individual designated by it respectively in accordance with the amount required in the Exercise Notice stipulated in Article 3.53.4. HUAYA DSHK and other entity or individual designated by it shall pay the Transfer Price to each of the Shareholders Shareholder who has transferred the Transferred Equity for the Transferred Equity accepted in each Exercise of Option. HUAYA DSHK shall have the right to elect to pay the purchase price by settlement of certain credits held by it or its affiliates to the shareholdersShareholder. 3.4 3.3 In each Exercise of Option, HUAYA DSHK may accept the Transferred Equity by itself or designate any third party to accept all or part of the Transferred Equity. 3.5 3.4 On deciding each Exercise of Option, HUAYA DSHK shall issue to the Shareholders Shareholder a notice for exercising the Call Option (hereinafter the “EXERCISE NOTICE”, the form of which is set out as Appendix I hereto). The Shareholders Shareholder shall, upon receipt of the Exercise Notice, forthwith transfer all the Transferred Equity in accordance with the Exercise Notice to HUAYA DSHK and/or other entity or individual designated by HUAYA DSHK in such method as described in Article 3.3 3.2 herein. 3.6 3.5 The Shareholders Shareholder hereby severally undertake undertakes and guarantee guarantees that once HUAYA DSHK issues the Exercise Notice in respect to the specific Transferred Equity of the Target Company DSBT held by it: (1) it shall immediately hold or request to hold a Shareholder’ meeting of the DSBT and adopt a resolution through the Shareholder’ meeting, and take all other necessary actions to agree to the transfer of all the Call Option to DSHK and/or other entity or individual designated by it at the Transfer Price and waive the possible preemption; (2) it shall immediately enter into an equity transfer agreement with DSHK and/or other entity or individual designated by it for transfer of all the Transferred Equity to DSHK and/or other entity or individual designated by it at the Transfer Price; and (3) it shall provide DSHK with necessary support (including providing and executing all the relevant legal documents, processing all the procedures for government approvals and registrations and bearing all the relevant obligations) in accordance with the requirements of DSHK and of the laws and regulations, in order that DSHK and/or other entity or individual designated by it may take all the Transferred Equity free from any legal defect. 3.6 At the meantime of this Agreement, the Shareholder shall respectively enter into a power of attorney (hereinafter the “POWER OF ATTORNEY”, the form of which is set out as Appendix II hereto), authorizing in writing any person designated by DSHK to, on behalf of such Shareholder, to enter into any and all of the legal documents in accordance with this Agreement so as to ensure that DSHK and/or other entity or individual designated by it take all the Transferred Equity free from any legal defect. Such Power of Attorney shall be delivered for custody by DSHK and DSHK may, at any time if necessary, require the Shareholder to enter into multiple copies of the Power of Attorney respectively and deliver the same to the relevant government department.

Method of Exercise of Option. 3.1 To the extent permitted Subject to permission by PRC Law, HUAYA CGEN Digital shall have the absolute sole discretion to determine the specific time, method and times of its Exercise of Option. 3.2 If the then PRC Law permits HUAYA CGEN Digital and/or other entity or individual designated by it to hold all the equity interest of Target CompanyCGEN Culture, then HUAYA CGEN Digital shall have the right to elect to exercise all of its Call Option at once, where HUAYA CGEN Digital and/or other entity or individual designated by it shall accept all the Option Equity from the Shareholders at once; if the then PRC Law permits HUAYA CGEN Digital and/or other entity or individual designated by it to hold only part of the equity in Target CompanyCGEN Culture, HUAYA CGEN Digital shall have the right to determine the amount of the Transferred Equity within the extent not exceeding the upper limit of shareholding ratio set out by the then PRC Law (hereinafter the “SHAREHOLDING LIMITShareholding Threshold”), where HUAYA CGEN Digital and/or other entity or individual designated by it shall accept such amount of the Transferred Equity from the Shareholders. In the latter case, HUAYA CGEN Digital shall have the right to exercise its Call Option at multiple times in line with the gradual deregulation of PRC Law on the permitted Shareholding LimitThreshold, with a view to ultimately acquiring all the Option Equity. 3.3 At each Exercise of Option by HUAYACGEN Digital, each of the Shareholders shall transfer their respective equity in the Target Company CGEN Culture to HUAYA CGEN Digital and/or other entity or individual designated by it respectively in accordance with the amount required in the Exercise Notice stipulated in Article 3.5. HUAYA CGEN Digital and other entity or individual designated by it shall pay the Transfer Price to each of the Shareholders who has transferred the Transferred Equity for the Transferred Equity accepted in each Exercise of Option. HUAYA If permitted by PRC Law, CGEN Digital shall have the right to elect to pay set-off the purchase price by settlement of certain credits held by it or Transfer Price with its/its affiliates to affiliates’ credit rights (if any) against the shareholdersShareholders. 3.4 In each Exercise of Option, HUAYA CGEN Digital may accept the Transferred Equity by itself or designate any third party to accept all or part of the Transferred Equity. 3.5 On deciding each Exercise of Option, HUAYA CGEN Digital shall issue to the Shareholders a notice for exercising the Call Option to the Shareholders (hereinafter the “EXERCISE NOTICEExercise Notice”, the form of which is set out as Appendix I hereto). The Shareholders shall, upon receipt of the Exercise Notice, forthwith transfer all the Transferred Equity in accordance with the Exercise Notice to HUAYA CGEN Digital and/or other entity or individual designated by HUAYA CGEN Digital in such the method as described in Article 3.3 herein. 3.6 The Shareholders hereby severally undertake and guarantee that once HUAYA issues the Exercise Notice in respect to the specific Transferred Equity of the Target Company held by it:3.3

Method of Exercise of Option. 3.1 To the extent permitted by PRC Law, HUAYA Hangzhou MYL Consulting shall have the sole discretion to determine the specific time, method and times of its Exercise of Option. 3.2 If the then PRC Law permits HUAYA Hangzhou MYL Consulting and/or other entity or individual designated by it to hold all the equity interest of Target Company, then HUAYA Hangzhou MYL Consulting shall have the right to elect to exercise all of its Call Option at once, where HUAYA Hangzhou MYL Consulting and/or other entity or individual designated by it shall accept all the Option Equity from the Shareholders at once; if the then PRC Law permits HUAYA Hangzhou MYL Consulting and/or other entity or individual designated by it to hold only part of the equity in Target Company, HUAYA Hangzhou MYL Consulting shall have the right to determine the amount of the Transferred Equity within the extent not exceeding the upper limit of shareholding ratio set out by the then PRC Law (hereinafter the “"SHAREHOLDING LIMIT”"), where HUAYA Hangzhou MYL Consulting and/or other entity or individual designated by it shall accept such amount of the Transferred Equity from the Shareholders. In the latter case, HUAYA Hangzhou MYL Consulting shall have the right to exercise its Call Option at multiple times in line with the gradual deregulation of PRC Law on the permitted Shareholding Limit, with a view to ultimately acquiring all the Option Equity. 3.3 At each Exercise of Option by HUAYAHangzhou MYL Consulting, each of the Shareholders shall transfer their respective equity in the Target Company to HUAYA Hangzhou MYL Consulting and/or other entity or individual designated by it respectively in accordance with the amount required in the Exercise Notice stipulated in Article 3.5. HUAYA Hangzhou MYL Consulting and other entity or individual designated by it shall pay the Transfer Price to each of the Shareholders who has transferred the Transferred Equity for the Transferred Equity accepted in each Exercise of Option. HUAYA Hangzhou MYL Consulting shall have the right to elect to pay the purchase price by settlement of certain credits held by it or its affiliates to the shareholders. 3.4 In each Exercise of Option, HUAYA Hangzhou MYL Consulting may accept the Transferred Equity by itself or designate any third party to accept all or part of the Transferred Equity. 3.5 On deciding each Exercise of Option, HUAYA Hangzhou MYL Consulting shall issue to the Shareholders a notice for exercising the Call Option (hereinafter the “"EXERCISE NOTICE”", the form of which is set out as Appendix I hereto). The Shareholders shall, upon receipt of the Exercise Notice, forthwith transfer all the Transferred Equity in accordance with the Exercise Notice to HUAYA Hangzhou MYL Consulting and/or other entity or individual designated by HUAYA Hangzhou MYL Consulting in such method as described in Article 3.3 herein. 3.6 The Shareholders hereby severally undertake and guarantee that once HUAYA Hangzhou MYL Consulting issues the Exercise Notice in respect to the specific Transferred Equity of the Target Company held by it: (1) it shall immediately hold or request to hold a shareholders' meeting of the Target Company and adopt a resolution through the shareholders' meeting, and take all other necessary actions to agree to the transfer of all the Call Option to Hangzhou MYL Consulting and/or other entity or individual designated by it at the Transfer Price and waive the possible preemption; (2) it shall immediately enter into an equity transfer agreement with Hangzhou MYL Consulting and/or other entity or individual designated by it for transfer of all the Transferred Equity to Hangzhou MYL Consulting and/or other entity or individual designated by it at the Transfer Price; and (3) it shall provide Hangzhou MYL Consulting with necessary support (including providing and executing all the relevant legal documents, processing all the procedures for government approvals and registrations and bearing all the relevant obligations) in accordance with the requirements of Hangzhou MYL Consulting and of the laws and regulations, in order that Hangzhou MYL Consulting and/or other entity or individual designated by it may take all the Transferred Equity free from any legal defect. 3.7 At the meantime of this Agreement, the Shareholders shall respectively enter into a power of attorney (hereinafter the "POWER OF ATTORNEY", the form of which is set out as Appendix II hereto), authorizing in writing any person designated by Hangzhou MYL Consulting to, on behalf of such Shareholder, to enter into any and all of the legal documents in accordance with this Agreement so as to ensure that Hangzhou MYL Consulting and/or other entity or individual designated by it take all the Transferred Equity free from any legal defect. Such Power of Attorney shall be delivered for custody by Hangzhou MYL Consulting and Hangzhou MYL Consulting may, at any time if necessary, require the Shareholders to enter into multiple copies of the Power of Attorney respectively and deliver the same to the relevant government department.

Method of Exercise of Option. 3.1 To the extent permitted by PRC Law, HUAYA shall have the sole discretion to determine the specific time, method and times of its Exercise of Option. 3.2 If the then PRC Law permits HUAYA and/or other entity or individual designated by it to hold all the equity interest of Target Company, then HUAYA shall have the right to elect to exercise all of its Call Option at once, where HUAYA and/or other entity or individual designated by it shall accept all the Option Equity from the Shareholders at once; if the then PRC Law permits HUAYA and/or other entity or individual designated by it to hold only part of the equity in Target Company, HUAYA shall have the right to determine the amount of the Transferred Equity within the extent not exceeding the upper limit of shareholding ratio set out by the then PRC Law (hereinafter the “"SHAREHOLDING LIMIT”"), where HUAYA and/or other entity or individual designated by it shall accept such amount of the Transferred Equity from the Shareholders. In the latter case, HUAYA shall have the right to exercise its Call Option at multiple times in line with the gradual deregulation of PRC Law on the permitted Shareholding Limit, with a view to ultimately acquiring all the Option Equity. 3.3 At each Exercise of Option by HUAYA, . each of the Shareholders shall transfer their respective equity in the Target Company to HUAYA and/or other entity or individual designated by it respectively in accordance with the amount required in the Exercise Notice stipulated in Article 3.5. HUAYA and other entity or individual designated by it shall pay the Transfer Price to each of the Shareholders who has transferred the Transferred Equity for the Transferred Equity accepted in each Exercise of Option. HUAYA shall have the right to elect to pay the purchase price by settlement of certain credits held by it or its affiliates to the shareholders. 3.4 In each Exercise of Option, HUAYA may accept the Transferred Equity by itself or designate any third party to accept all or part of the Transferred Equity. 3.5 On deciding each Exercise of Option, HUAYA shall issue to the Shareholders a notice for exercising the Call Option (hereinafter the “"EXERCISE NOTICE”", the form of which is set out as Appendix I hereto). The Shareholders shall, upon receipt of the Exercise Notice, forthwith transfer all the Transferred Equity in accordance with the Exercise Notice to HUAYA and/or other entity or individual designated by HUAYA in such method as described in Article 3.3 herein. 3.6 The Shareholders hereby severally undertake and guarantee that once HUAYA issues the Exercise Notice in respect to the specific Transferred Equity of the Target Company held by it:

Method of Exercise of Option. 3.1 To the extent permitted by PRC Law, HUAYA Hongcheng Technology shall have the sole discretion to determine the specific time, method and times of its Exercise of Option. 3.2 If the then PRC Law permits HUAYA Hongcheng Technology and/or other entity or individual designated by it to hold all the equity interest of Target CompanyHongcheng Education, then HUAYA Hongcheng Technology shall have the right to elect to exercise all of its Call Option at once, where HUAYA Hongcheng Technology and/or other entity or individual designated by it shall accept all the Option Equity from the Shareholders Shareholder at once; if the then PRC Law permits HUAYA Hongcheng Technology and/or other entity or individual designated by it to hold only part of the equity in Target CompanyHongcheng Education, HUAYA Hongcheng Technology shall have the right to determine the amount of the Transferred Equity within the extent not exceeding the upper limit of shareholding ratio set out by the then PRC Law (hereinafter the “SHAREHOLDING LIMIT”), where HUAYA Hongcheng Technology and/or other entity or individual designated by it shall accept such amount of the Transferred Equity from the ShareholdersShareholder. In the latter case, HUAYA Hongcheng Technology shall have the right to exercise its Call Option at multiple times in line with the gradual deregulation of PRC Law on the permitted Shareholding Limit, with a view to ultimately acquiring all the Option Equity. 3.3 At each Exercise of Option by HUAYAHongcheng Technology, each of the Shareholders Shareholder shall transfer their respective its equity in the Target Company Hongcheng Education to HUAYA Hongcheng Technology and/or other entity or individual designated by it respectively in accordance with the amount required of Transferred Equity specified by Hongcheng Technology in the Exercise Notice stipulated in Article 3.5of Option. HUAYA Hongcheng Technology and other entity or individual designated by it shall pay the Transfer Price to each of the Shareholders Shareholder who has transferred the Transferred Equity for the Transferred Equity accepted in each Exercise of Option. HUAYA shall have the right to elect to pay the purchase price by settlement of certain credits held by it or its affiliates to the shareholders. 3.4 In each Exercise of Option, HUAYA Hongcheng Technology may accept the Transferred Equity by itself or designate any third party to accept all or part of the Transferred Equity. 3.5 On deciding each Exercise of Option, HUAYA Hongcheng Technology shall issue to the Shareholders Shareholder a notice for exercising the Call Option (hereinafter the “EXERCISE NOTICE”, the form of which is set out as Appendix I II hereto). The Shareholders Shareholder shall, upon receipt of the Exercise Notice, forthwith transfer all the Transferred Equity in accordance with the Exercise Notice to HUAYA Hongcheng Technology and/or other entity or individual designated by HUAYA Hongcheng Technology in such method as described in Article 3.3 herein. 3.6 The Shareholders hereby severally undertake and guarantee that once HUAYA issues the Exercise Notice in respect to the specific Transferred Equity of the Target Company held by it:3.3

Method of Exercise of Option. 3.1 To the extent permitted by PRC LawLaws of Thailand, HUAYA DSHK shall have the sole discretion to determine the specific time, method and times of its Exercise of Option. 3.2 If the then PRC Law permits HUAYA and/or other entity or individual designated by it to hold all the equity interest of Target Company, then HUAYA shall have the right to elect to exercise all of its Call Option at once, where HUAYA and/or other entity or individual designated by it shall accept all the Option Equity from the Shareholders at once; if the then PRC Law permits HUAYA and/or other entity or individual designated by it to hold only part of the equity in Target Company, HUAYA shall have the right to determine the amount of the Transferred Equity within the extent not exceeding the upper limit of shareholding ratio set out by the then PRC Law (hereinafter the “SHAREHOLDING LIMIT”), where HUAYA and/or other entity or individual designated by it shall accept such amount of the Transferred Equity from the Shareholders. In the latter case, HUAYA shall have the right to exercise its Call Option at multiple times in line with the gradual deregulation of PRC Law on the permitted Shareholding Limit, with a view to ultimately acquiring all the Option Equity. 3.3 At each Exercise of Option by HUAYADSHK, each of the Shareholders shall transfer their her respective equity in the Target Company DSAC to HUAYA DSHK and/or other entity or individual designated by it respectively in accordance with the amount required in the Exercise Notice stipulated in Article 3.53.4. HUAYA DSHK and other entity or individual designated by it shall pay the Transfer Price to each of the Shareholders who has transferred the Transferred Equity for the Transferred Equity accepted in each Exercise of Option. HUAYA DSHK shall have the right to elect to pay the purchase price by settlement of certain credits held by it or its affiliates to the shareholdersShareholders. 3.4 3.3 In each Exercise of Option, HUAYA DSHK may accept the Transferred Equity by itself or designate any third party to accept all or part of the Transferred Equity. 3.5 3.4 On deciding each Exercise of Option, HUAYA DSHK shall issue to the Shareholders a notice for exercising the Call Option (hereinafter the “EXERCISE NOTICE”, the form of which is set out as Appendix I hereto). The Shareholders shall, upon receipt of the Exercise Notice, forthwith transfer all the Transferred Equity in accordance with the Exercise Notice to HUAYA DSHK and/or other entity or individual designated by HUAYA DSHK in such method as described in Article 3.3 3.2 herein. 3.6 3.5 The Shareholders hereby severally undertake undertakes and guarantee guarantees that once HUAYA DSHK issues the Exercise Notice in respect to the specific Transferred Equity of the Target Company DSAC held by it: (1) it shall immediately hold or request to hold a Shareholders’ meeting of the DSAC and adopt a resolution through the Shareholders’ meeting, and take all other necessary actions to agree to the transfer of all the Call Option to DSHK and/or other entity or individual designated by it at the Transfer Price and waive the possible preemption; (2) it shall immediately enter into an equity transfer agreement with DSHK and/or other entity or individual designated by it for transfer of all the Transferred Equity to DSHK and/or other entity or individual designated by it at the Transfer Price; and (3) it shall provide DSHK with necessary support (including providing and executing all the relevant legal documents, processing all the procedures for government approvals and registrations and bearing all the relevant obligations) in accordance with the requirements of DSHK and of the laws and regulations, in order that DSHK and/or other entity or individual designated by it may take all the Transferred Equity free from any legal defect. 3.6 At the meantime of this Agreement, the Shareholders shall respectively enter into a power of attorney (hereinafter the “POWER OF ATTORNEY”, the form of which is set out as Appendix II hereto), authorizing in writing any person designated by DSHK to, on behalf of such Shareholders, to enter into any and all of the legal documents in accordance with this Agreement so as to ensure that DSHK and/or other entity or individual designated by it take all the Transferred Equity free from any legal defect. Such Power of Attorney shall be delivered for custody by DSHK and DSHK may, at any time if necessary, require the Shareholders to enter into multiple copies of the Power of Attorney respectively and deliver the same to the relevant government department.

Method of Exercise of Option. 3.1 To the extent permitted by PRC Law, HUAYA Hongcheng Technology shall have the sole discretion to determine the specific time, method and times of its Exercise of Option. 3.2 If the then PRC Law permits HUAYA Hongcheng Technology and/or other entity or individual designated by it to hold all the equity interest of Target CompanyHongcheng Education, then HUAYA Hongcheng Technology shall have the right to elect to exercise all of its Call Option at once, where HUAYA Hongcheng Technology and/or other entity or individual designated by it shall accept all the Option Equity from the Shareholders at once; if the then PRC Law permits HUAYA Hongcheng Technology and/or other entity or individual designated by it to hold only part of the equity in Target CompanyHongcheng Education, HUAYA Hongcheng Technology shall have the right to determine the amount of the Transferred Equity within the extent not exceeding the upper limit of shareholding ratio set out by the then PRC Law (hereinafter the “SHAREHOLDING LIMIT”), where HUAYA Hongcheng Technology and/or other entity or individual designated by it shall accept such amount of the Transferred Equity from the Shareholders. In the latter case, HUAYA Hongcheng Technology shall have the right to exercise its Call Option at multiple times in line with the gradual deregulation of PRC Law on the permitted Shareholding Limit, with a view to ultimately acquiring all the Option Equity. 3.3 At each Exercise of Option by HUAYAHongcheng Technology, each of the Shareholders shall transfer their respective equity in the Target Company Hongcheng Education to HUAYA Hongcheng Technology and/or other entity or individual designated by it respectively in accordance with the amount required of Transferred Equity specified by Hongcheng Technology in the Exercise Notice stipulated in Article 3.5of Option. HUAYA Hongcheng Technology and other entity or individual designated by it shall pay the Transfer Price to each of the Shareholders who has have transferred the Transferred Equity for the Transferred Equity accepted in each Exercise of Option. HUAYA shall have the right to elect to pay the purchase price by settlement of certain credits held by it or its affiliates to the shareholders. 3.4 In each Exercise of Option, HUAYA Hongcheng Technology may accept the Transferred Equity by itself or designate any third party to accept all or part of the Transferred Equity. 3.5 On deciding each Exercise of Option, HUAYA Hongcheng Technology shall issue to the Shareholders a notice for exercising the Call Option (hereinafter the “EXERCISE NOTICE”, the form of which is set out as Appendix I II hereto). The Shareholders shall, upon receipt of the Exercise Notice, forthwith transfer all the Transferred Equity in accordance with the Exercise Notice to HUAYA Hongcheng Technology and/or other entity or individual designated by HUAYA Hongcheng Technology in such method as described in Article 3.3 herein. 3.6 The Shareholders hereby severally undertake and guarantee that once HUAYA Hongcheng Technology issues the Exercise Notice in respect Notice: (1) they shall immediately request to hold a shareholders’ meeting and adopt a resolution through the shareholders’ meeting, and take all other necessary actions to agree to the specific transfer of all the Call Option to Hongcheng Technology and/or other entity or individual designated by it at the Transfer Price; (2) they shall immediately enter into an equity transfer agreement with Hongcheng Technology and/or other entity or individual designated by it for transfer of all the Transferred Equity to Hongcheng Technology and/or other entity or individual designated by it at the Transfer Price; and (3) they shall provide Hongcheng Technology with necessary support (including providing and executing all the relevant legal documents, processing all the procedures for government approvals and registrations and bearing all the relevant obligations) in accordance with the requirements of Hongcheng Technology and of the Target Company held laws and regulations, in order that Hongcheng Technology and/or other entity or individual designated by it:it may take all the Transferred Equity free from any legal defect. 3.7 At the meantime of this Agreement, the Shareholders shall respectively enter into a power of attorney (hereinafter the “POWER OF ATTORNEY”, the form of which is set out as Appendix III hereto), authorizing in writing any person designated by Hongcheng Technology to, on behalf of such Shareholder, to enter into any and all of the legal documents in accordance with this Agreement so as to ensure that Hongcheng Technology and/or other entity or individual designated by it take all the Transferred Equity free from any legal defect. Such Power of Attorney shall be delivered for custody by Hongcheng Technology and Hongcheng Technology may, at any time if necessary, require the Shareholders to enter into multiple copies of the Power of Attorney respectively and deliver the same to the relevant government department. 3.8 If the Transfer Price at each Exercise of Option is RMB 1.00, the transferee of the Transferred Equity shall, at the same time, assume the Shareholders’ repayment obligations under the Loan Agreement in proportion to the Transferred Equity accepted. If the Transfer Price is higher than RMB 1.00, the transfer price paid by the transferee shall first be used to repay the loans borrowed by the Shareholders under the Loan Agreement. After the repayment, the transferee of the Transferred Equity shall, in accordance with the balance of loan that has not been repaid under the Loan Agreement, assume the repayment obligations under the Loan Agreement in proportion to the Transferred Equity accepted.

Method of Exercise of Option. 3.1 To the extent permitted by PRC Law, HUAYA The WFOE shall have the absolute sole discretion to determine the specific time, method and times of its Exercise of OptionOption to the extent permitted by the PRC Law. 3.2 If the then PRC Law permits HUAYA WFOE and/or any other entity or individual designated by it is allowed to hold all the equity interest equities of Target Companythe Domestic-funded Company under the then effective PRC Law, then HUAYA the WFOE shall have the right to elect choose to exercise all of its Call Option Equity Transfer Options at onceone time, where HUAYA and the WFOE and/or any other entity or individual designated by it shall accept acquire all the Option Equity Transfer Options from the Existing Shareholders at onceone time; if the then PRC Law permits HUAYA WFOE and/or any other entity or individual designated by it is allowed to hold only part partial equities of the equity in Target CompanyDomestic-funded Company under the then effective PRC Law, HUAYA the WFOE shall have the right to determine the amount of the Transferred Equity within the extent not exceeding the upper limit of shareholding ratio set out (hereinafter referred to as the “Upper Limit of Shareholding”) stipulated by the then effective PRC Law (hereinafter Law, and the “SHAREHOLDING LIMIT”), where HUAYA WFOE and/or any other entity or individual designated by it shall accept such amount of acquire the determined Transferred Equity from the Existing Shareholders. In the latter case, HUAYA the WFOE shall have the right to exercise its Call Equity Transfer Option at multiple times step by step, in line accordance with the gradual deregulation liberalization of the Upper Limit of Shareholding permitted by the PRC Law on the permitted Shareholding LimitLaw, with a view to ultimately acquiring until all the Option Equityoptions are finally obtained. 3.3 At each Exercise of Option by HUAYAOption, each the WFOE shall have the right to arbitrarily determine the amount of the Transferred Equity which shall be transferred by the Existing Shareholders to the WFOE and/or any other entity or individual designated by it. The Existing Shareholders shall respectively transfer their respective equity in the Target Company Transferred Equity to HUAYA the WFOE and/or any other entity or individual designated by it respectively in accordance with the amount required in requested by the Exercise Notice stipulated in Article 3.5WFOE. HUAYA and The WFOE and/or any other entity or individual designated by it shall pay the Transfer Price with respect to each of the Shareholders who has transferred the Transferred Equity for the Transferred Equity accepted in acquired at each Exercise of Option. HUAYA shall have the right to elect to pay the purchase price by settlement of certain credits held by it or its affiliates Option to the shareholdersExisting Shareholders transferring such Transferred Equity. 3.4 In At each Exercise of Option, HUAYA the WFOE may accept acquire the Transferred Equity by itself or designate any third party to accept acquire all or part of the Transferred Equity. 3.5 On deciding Having decided each Exercise of Option, HUAYA the WFOE shall issue to the Existing Shareholders a notice for exercising the Call Equity Transfer Option (hereinafter the referred to as “EXERCISE NOTICEExercise Notice”, the form of which is set out as Appendix I in Annex II hereto). The Existing Shareholders shall, upon receipt of the Exercise Notice, forthwith make a one-time transfer of all the Transferred Equity in accordance with the Exercise Notice to HUAYA the WFOE and/or any other entity or individual designated by HUAYA it in such method as described in Article 3.3 hereinhereof. 3.6 The Existing Shareholders hereby severally undertake and jointly promise and guarantee that once HUAYA the WFOE issues an Exercise Notice: (1) it shall promptly convene a shareholders’ meeting, pass shareholders’ resolutions and take all other necessary actions to approve the Exercise Notice in respect Company to transfer all the Transferred Equity at the Transfer Price to the specific WFOE and/or any other entity or individual designated by it; (2) it shall promptly enter into an equity transfer agreement with the WFOE and/or any other equity or individual designated by it to transfer all the Transferred Equity of at the Target Company held Transfer Price to the WFOE and/or any other entity or individual designated by it:; and (3) it shall provide necessary support to the WFOE (including provision and execution of all relevant legal documents, e.g. the power of attorney in the form set out in Annex III, performance of all government approval and registration procedures and assumption of all relevant obligations) in accordance with the WFOE’s requirements and laws and regulations, so that the WFOE and/or any other entity or individual designated by it may acquire all the Transferred Equity without legal defects.

Method of Exercise of Option. 3.1 To the extent permitted by PRC Law, HUAYA Hongcheng Technology shall have the sole discretion to determine the specific time, method and times of its Exercise of Option. 3.2 If the then PRC Law permits HUAYA Hongcheng Technology and/or other entity or individual designated by it to hold all the equity interest of Target CompanyXiandai Xingye, then HUAYA Hongcheng Technology shall have the right to elect to exercise all of its Call Option at once, where HUAYA Hongcheng Technology and/or other entity or individual designated by it shall accept all the Option Equity from the Shareholders at once; if the then PRC Law permits HUAYA Hongcheng Technology and/or other entity or individual designated by it to hold only part of the equity in Target CompanyXiandai Xingye, HUAYA Hongcheng Technology shall have the right to determine the amount of the Transferred Equity within the extent not exceeding the upper limit of shareholding ratio set out by the then PRC Law (hereinafter the “SHAREHOLDING LIMIT”), where HUAYA Hongcheng Technology and/or other entity or individual designated by it shall accept such amount of the Transferred Equity from the Shareholders. In the latter case, HUAYA Hongcheng Technology shall have the right to exercise its Call Option at multiple times in line with the gradual deregulation of PRC Law on the permitted Shareholding Limit, with a view to ultimately acquiring all the Option Equity. 3.3 At each Exercise of Option by HUAYAHongcheng Technology, each of the Shareholders shall transfer their respective equity in the Target Company Xiandai Xingye to HUAYA Hongcheng Technology and/or other entity or individual designated by it respectively in accordance with the amount required of Transferred Equity specified by Hongcheng Technology in the Exercise Notice stipulated in Article 3.5of Option. HUAYA Hongcheng Technology and other entity or individual designated by it shall pay the Transfer Price to each of the Shareholders who has have transferred the Transferred Equity for the Transferred Equity accepted in each Exercise of Option. HUAYA shall have the right to elect to pay the purchase price by settlement of certain credits held by it or its affiliates to the shareholders. 3.4 In each Exercise of Option, HUAYA Hongcheng Technology may accept the Transferred Equity by itself or designate any third party to accept all or part of the Transferred Equity. 3.5 On deciding each Exercise of Option, HUAYA Hongcheng Technology shall issue to the Shareholders a notice for exercising the Call Option (hereinafter the “EXERCISE NOTICE”, the form of which is set out as Appendix I II hereto). The Shareholders shall, upon receipt of the Exercise Notice, forthwith transfer all the Transferred Equity in accordance with the Exercise Notice to HUAYA Hongcheng Technology and/or other entity or individual designated by HUAYA Hongcheng Technology in such method as described in Article 3.3 herein. 3.6 The Shareholders hereby severally undertake and guarantee that once HUAYA Hongcheng Technology issues the Exercise Notice in respect Notice: (1) they shall immediately request to hold a shareholders’ meeting and adopt a resolution through the shareholders’ meeting, and take all other necessary actions to agree to the specific transfer of all the Call Option to Hongcheng Technology and/or other entity or individual designated by it at the Transfer Price; (2) they shall immediately enter into an equity transfer agreement with Hongcheng Technology and/or other entity or individual designated by it for transfer of all the Transferred Equity to Hongcheng Technology and/or other entity or individual designated by it at the Transfer Price; and (3) they shall provide Hongcheng Technology with necessary support (including providing and executing all the relevant legal documents, processing all the procedures for government approvals and registrations and bearing all the relevant obligations) in accordance with the requirements of Hongcheng Technology and of the Target Company held laws and regulations, in order that Hongcheng Technology and/or other entity or individual designated by it:it may take all the Transferred Equity free from any legal defect. 3.7 At the meantime of this Agreement, the Shareholders shall respectively enter into a power of attorney (hereinafter the “POWER OF ATTORNEY”, the form of which is set out as Appendix III hereto), authorizing in writing any person designated by Hongcheng Technology to, on behalf of such Shareholder, to enter into any and all of the legal documents in accordance with this Agreement so as to ensure that Hongcheng Technology and/or other entity or individual designated by it take all the Transferred Equity free from any legal defect. Such Power of Attorney shall be delivered for custody by Hongcheng Technology and Hongcheng Technology may, at any time if necessary, require the Shareholders to enter into multiple copies of the Power of Attorney respectively and deliver the same to the relevant government department. 3.8 If the Transfer Price at each Exercise of Option is RMB 1.00, the transferee of the Transferred Equity shall, at the same time, assume the Shareholders’ repayment obligations under the Loan Agreement in proportion to the Transferred Equity accepted. If the Transfer Price is higher than RMB 1.00, the transfer price paid by the transferee shall first be used to repay the loans borrowed by the Shareholders under the Loan Agreement. After the repayment, the transferee of the Transferred Equity shall, in accordance with the balance of loan that has not been repaid under the Loan Agreement, assume the repayment obligations under the Loan Agreement in proportion to the Transferred Equity accepted.

Method of Exercise of Option. 3.1 To the extent permitted by PRC Law, HUAYA The WFOE shall have the absolute sole discretion to determine the specific time, method and times of its Exercise of OptionOption to the extent permitted by the PRC Law. 3.2 If the then PRC Law permits HUAYA WFOE and/or any other entity or individual designated by it is allowed to hold all the equity interest equities of Target Companythe Domestic-funded Company under the then effective PRC Law, then HUAYA the WFOE shall have the right to elect choose to exercise all of its Call Option Equity Transfer Options at onceone time, where HUAYA and the WFOE and/or any other entity or individual designated by it shall accept acquire all the Option Equity Transfer Options from the Shareholders Existing Shareholder at onceone time; if the then PRC Law permits HUAYA WFOE and/or any other entity or individual designated by it is allowed to hold only part partial equities of the equity in Target CompanyDomestic-funded Company under the then effective PRC Law, HUAYA the WFOE shall have the right to determine the amount of the Transferred Equity within the extent not exceeding the upper limit of shareholding ratio set out (hereinafter referred to as the “Upper Limit of Shareholding”) stipulated by the then effective PRC Law (hereinafter Law, and the “SHAREHOLDING LIMIT”), where HUAYA WFOE and/or any other entity or individual designated by it shall accept such amount of acquire the determined Transferred Equity from the ShareholdersExisting Shareholder. In the latter case, HUAYA the WFOE shall have the right to exercise its Call Equity Transfer Option at multiple times step by step, in line accordance with the gradual deregulation liberalization of the Upper Limit of Shareholding permitted by the PRC Law on the permitted Shareholding LimitLaw, with a view to ultimately acquiring until all the Option Equityoptions are finally obtained. 3.3 At each Exercise of Option by HUAYAOption, each the WFOE shall have the right to arbitrarily determine the amount of the Shareholders Transferred Equity which shall be transferred by the Existing Shareholder to the WFOE and/or any other entity or individual designated by it. The Existing Shareholder shall transfer their respective equity in the Target Company Transferred Equity to HUAYA the WFOE and/or any other entity or individual designated by it respectively in accordance with the amount required in requested by the Exercise Notice stipulated in Article 3.5WFOE. HUAYA and The WFOE and/or any other entity or individual designated by it shall pay the Transfer Price with respect to each of the Shareholders who has transferred the Transferred Equity for the Transferred Equity accepted in acquired at each Exercise of Option. HUAYA shall have the right to elect to pay the purchase price by settlement of certain credits held by it or its affiliates Option to the shareholdersExisting Shareholder transferring such Transferred Equity. 3.4 In At each Exercise of Option, HUAYA the WFOE may accept acquire the Transferred Equity by itself or designate any third party to accept acquire all or part of the Transferred Equity. 3.5 On deciding Having decided each Exercise of Option, HUAYA the WFOE shall issue to the Shareholders Existing Shareholder a notice for exercising the Call Equity Transfer Option (hereinafter the referred to as “EXERCISE NOTICEExercise Notice”, the form of which is set out as Appendix I in Annex II hereto). The Shareholders Existing Shareholder shall, upon receipt of the Exercise Notice, forthwith make a one-time transfer of all the Transferred Equity in accordance with the Exercise Notice to HUAYA the WFOE and/or any other entity or individual designated by HUAYA it in such method as described in Article 3.3 hereinhereof. 3.6 The Shareholders Existing Shareholder hereby severally undertake promises and guarantee guarantees that once HUAYA the WFOE issues an Exercise Notice: (1) he shall promptly take all necessary actions to transfer all the Exercise Notice in respect Transferred Equity at the Transfer Price to the specific WFOE and/or any other entity or individual designated by it; (2) he shall promptly enter into an equity transfer agreement with the WFOE and/or any other equity or individual designated by it to transfer all the Transferred Equity of at the Target Company held Transfer Price to the WFOE and/or any other entity or individual designated by it:; and (3) he shall provide necessary support to the WFOE (including provision and execution of all relevant legal documents, e.g. the power of attorney in the form set out in Annex III, performance of all government approval and registration procedures and assumption of all relevant obligations) in accordance with the WFOE’s requirements and laws and regulations, so that the WFOE and/or any other entity or individual designated by it may acquire all the Transferred Equity without legal defects.