Common use of Other Clauses Clause in Contracts

Other Clauses. 28.1 The failure, delay, relaxation or indulgence on the part of either party in exercising any power or right conferred under this contract does not operate as a waiver of that power or right, nor does any single exercise of a power or part exercise of right preclude any other or further exercise of this power or right under this agreement. 28.2 Except other provisions, neither party may assign or transfer all or any part of its rights or obligations under this agreement subscribed to a third party without the prior written consent of the other party or approval from the examination and approval authority as per required legally. 28.3 This contract is hereto made and entered into by two parties two parties based on mutual interests of their lawful successors and assignees of and is legally binding This contract shall not be subject to any oral amendments. Any amendments to the contract or other appendices shall come into force only after a written agreement has been signed both parties and after approved by the examining and approving authority as per requirement legally. 28.4 Any provision in this agreement, which is invalid or unenforceable, shall not affect the validity or enforceability of other provision under this contract. 28.5 The contract undersigned shall be written in Chinese and in (six) original copies. 28.6 Any notice or written correspondence from one party to the other or the joint venture prescribed d under our contract shall be in Chinese. Any notice shall be sent by express courier or by fax. The express service company shall confirm the receipt of delivery. For any notice or written correspondence under this contract, (7) days as from the date from handing over to an express courier service company shall be deemed as Receipt Date, or, in case of fax, (1) days from the date as Receipt Date which, however, shall be verified by fax confirmation report. Any notice and correspondence shall be sent to the following address till written notice to the other Party for change of address. Party A RUILI GROUP CO.,LTD. Address: No.1169, ▇▇ ▇▇▇▇ Road, Economic Development Zone, Rui An City Fax No.:▇▇▇▇-▇▇▇▇▇▇▇▇ Mail Acceptor: ▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Party B FAIRFORD HOLDINGS LIMITED Address: ▇▇.▇▇, ▇▇▇▇▇ ▇▇▇▇ ▇▇▇ Que Road, Hong Kong Special Administrative Region 00852-25220172 Mail Acceptor: ZHANG Ronggang Joint Venture: RUILI GROUP RUIAN AUTO PARTS CO., LTD. Address: No.1169, ▇▇ ▇▇▇▇ Road, Economic Development Zone, Rui An City Tel: ▇▇▇▇-▇▇▇▇▇▇▇▇ Mail Acceptor: General Manager 28.7 This contract iterates full agreements on contract object and thus replaces all former discussions, negotiations and agreements on contract object. If the former resolutions conflict with provisions prescribed under this contract clause and the article of association, hereabove, if any, this contract clause and regulations prevail.

Other Clauses. 28.1 27.1. The failure, delay, relaxation or indulgence on the part of either party in exercising any power or right conferred under this contract does not operate as a waiver of that power or right, nor does any single exercise of a power or part exercise of right preclude any other or further exercise of this power or right under this agreement. 28.2 27.2. Except other provisions, neither party may assign or transfer all or any part of its rights or obligations under this agreement subscribed to a third party without the prior written consent of the other party or approval from the examination and approval authority as per required legally. 28.3 27.3. This contract is hereto made and entered into by two parties two parties based on mutual interests of their lawful successors and assignees of and is legally binding This contract shall not be subject to any oral amendments. Any amendments to the contract or other appendices shall come into force only after a written agreement has been signed both parties and after approved by the examining and approving authority as per requirement legally. 28.4 27.4. Any provision in this agreement, which is invalid or unenforceable, shall not affect the validity or enforceability of other provision under this contract. 28.5 27.5. The contract undersigned shall be written in Chinese and in 6 (six) original copies. 28.6 27.6. Any notice or written correspondence from one party to the other or the joint venture prescribed d under our contract shall be in Chinese. Any notice shall be sent by express courier or by fax. The express service company shall confirm the receipt of delivery. For any notice or written correspondence under this contract, seven (7) days as from the date from handing over to an express courier service company shall be deemed as Receipt Date, or, in case of fax, one (1) days day from the date as Receipt Date which, however, shall be verified by fax confirmation report. Any notice and correspondence shall be sent to the following address till written notice to the other Party for change of address. Party A RUILI GROUP CO.,LTD. Address: No.1169, ▇▇ ▇▇▇▇ Yu Meng Road, Economic Development Zone, Rui An City Fax No.:▇▇▇▇No.: 0577-65608962 Attention: Zhan▇ ▇▇▇▇▇▇▇▇ Mail AcceptorParty B ▇▇▇▇▇▇▇▇ ▇▇▇DINGS LIMITED Address: No.12, Zhong Huan Xia Que Road ▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Party B FAIRFORD HOLDINGS LIMITED Address: ▇▇.▇▇, ▇▇▇▇▇ ▇▇▇▇ ▇▇▇ Que Road, Hong Kong Special Administrative Region 00852-25220172 Mail AcceptorAttention: ZHANG Ronggang Joint Venture: RUILI GROUP RUIAN AUTO PARTS CO., LTD. Address: No.1169, ▇▇ ▇▇▇▇ Yu Meng Road, Economic Development Zone, Rui An City Tel: 0577-65608962 Attention: Gene▇▇▇▇-▇ ▇▇▇▇▇▇▇▇ Mail Acceptor: General Manager 28.7 27.7. This contract iterates full agreements on contract object and thus replaces all former discussions, negotiations and agreements on contract object. If the former resolutions conflict with provisions prescribed under this contract clause and the article of association, hereabove, if any, this contract clause and regulations prevail.

Other Clauses. 28.1 The failure8.1. Party A agrees to abide by the relevant rules, delayincluding but not limited to information uploading, relaxation click statistics management, policies and rules, which are irregularly issued and updated by Party B through its system, mail or indulgence on other means. 8.2. During the part validity of this Agreement, either party shall not use the other party’s brand and logo without authorization except as expressly stipulated in exercising any power or right conferred under this contract does not operate as a waiver of that power or right, nor does any single exercise of a power or part exercise of right preclude any other or further exercise Agreement. After the termination of this power or right under this agreement. 28.2 Except other provisionsAgreement, neither party may assign or transfer all or shall use the other party’s brand and logo for any part commercial purpose without authorization. 8.3. The entry into force, interpretation, execution, jurisdiction and dispute settlement of its rights or obligations under this agreement subscribed to a third party without Agreement shall be governed by the prior written consent laws of the other party Mainland of the People’s Republic of China. Any dispute arising from or approval from in connection with this Agreement shall be under the examination and approval authority as per required legallyjurisdiction of the People’s Court where Party B is located. 28.3 This contract is hereto made and entered into by two parties two parties based on mutual interests of their lawful successors and assignees of and is legally binding This contract shall not be subject to any oral amendments8.4. Any amendments to the contract or other appendices shall come into force only after a written agreement has been signed both parties and after approved by the examining and approving authority as per requirement legally. 28.4 Any provision in this agreement, which is invalid or unenforceable, shall not affect the validity or enforceability of other provision under this contract. 28.5 The contract undersigned shall be written in Chinese and in (six) original copies. 28.6 Any notice or written correspondence from one party to the other or the joint venture prescribed d under our contract communication between both parties shall be in Chinese. Any notice Chinese and shall be sent by e-mail, fax, personal service (including express courier mail) or registered mail to the mailing address specified in the first part of this Agreement. 8.5. If the notice and letter are delivered by fax. The express service company facsimile, the date of receipt shall confirm be the exact time shown in the facsimile transmission record; Provided that if the fax is sent after 5 (5) pm on that day, or the time of the place of the Receiving Party is not a business day, the date of receipt shall be the business day following the time of delivery. For any the place of the Receiving Party; If the notice or written correspondence under this contractand letter are delivered by e-mail, (7) days as it shall be deemed to have been delivered on the next business day from the date from handing over to an of sending the e-mail; If the notice and letter are delivered by personal service (including express courier service company mail), the date of receipt shall be deemed as Receipt Date, or, in case of fax, (1) days from the date as Receipt Date which, however, shall be verified of receipt by fax confirmation reportthe Receiving Party. 8.6. Any notice and correspondence shall be sent to Both parties agree that the following email address till written notice to is the other Party for change of addressdesignated contact information. Party A RUILI GROUP CO.,LTDand Party B shall communicate with each other on the specific implementation of the items agreed in this Agreement. AddressDuring the period when the Special Terms and Conditions are not signed, both parties may cooperate according to the cooperation standards agreed by the above-mentioned contacts through the agreed mailbox, and their content expression (on the premise of not changing the substance of this Agreement) can be used as the basis for both parties to implement this Agreement. They are specifically as follows: No.1169Party A approves that the email address of its contact person shall be used as the contact information for both parties to notify each other and confirm the content; In case of change, ▇▇ Party A shall notify Party B of the changed email address in writing 3 days before the formal change, otherwise all losses caused by Party B shall be borne by Party A; Party B designates an e-mail address with the suffix ▇▇▇▇ Road, Economic Development Zone, Rui An City Fax No.:▇▇▇▇-▇▇▇▇▇.▇▇▇ Mail Acceptor: ▇▇▇▇▇ ▇▇▇▇▇▇▇▇ as the contact information for both parties to notify each other and confirm the content; ​ If the contact information changes within the validity period of cooperation, the other party shall be notified in time. Otherwise, any loss caused by failure to notify in time shall be borne by the party who is slack to notify. 8.7. Party A and its related parties know and agree that Party B FAIRFORD HOLDINGS LIMITED Address: ▇▇has the right to adjust the platform name (including “Alibaba Group’s Super Huichuan Platform” or “Super Huichuan Platform”). If Party B adjusts the platform name without the need to notify Party A and its related parties separately, the platform name of Party B shall be subject to Party B’s publicity or notice, and the change of Party B’s platform name shall not affect the rights and obligations of both parties under the original platform name. Party A shall still abide by the original platform management system and rules.▇▇ 8.8. This Agreement shall come into effect after being sealed by both parties. The text of this Agreement shall be made in duplicate, ▇▇▇▇▇ ▇▇▇▇ ▇▇▇ Que Road, Hong Kong Special Administrative Region 00852-25220172 Mail Acceptor: ZHANG Ronggang Joint Venture: RUILI GROUP RUIAN AUTO PARTS COwith each party holding one copy., LTD. Address: No.1169, ▇▇ ▇▇▇▇ Road, Economic Development Zone, Rui An City Tel: ▇▇▇▇-▇▇▇▇▇▇▇▇ Mail Acceptor: General Manager 28.7 This contract iterates full agreements on contract object and thus replaces all former discussions, negotiations and agreements on contract object8.9. If the former resolutions conflict with provisions prescribed under cooperation continues after the expiration of this contract clause agreement, both parties agree that this discussion, other policies and agreements related to this Agreement shall continue to be valid. The validity of the article of association, hereabove, if any, this contract clause and regulations prevail.above agreement shall continue until a new cooperation agreement is signed by both parties or otherwise agreed by both parties. ​

Other Clauses. 28.1 27.1 The failure, delay, relaxation or indulgence on the part of either party in exercising any power or right conferred under this contract does not operate as a waiver of that power or right, nor does any single exercise of a power or part exercise of right preclude any other or further exercise of this power or right under this agreement. 28.2 27.2 Except other provisions, neither party may assign or transfer all or any part of its rights or obligations under this agreement subscribed to a third party without the prior written consent of the other party or approval from the examination and approval authority as per required legally. 28.3 27.3 This contract is hereto made and entered into by two parties two parties based on mutual interests of their lawful successors and assignees of and is legally binding This contract shall not be subject to any oral amendments. Any amendments to the contract or other appendices shall come into force only after a written agreement has been signed both parties and after approved by the examining and approving authority as per requirement legally. 28.4 27.4 Any provision in this agreement, which is invalid or unenforceable, shall not affect the validity or enforceability of other provision under this contract. 28.5 27.5 The contract undersigned shall be written in Chinese and in (six) original copies. 28.6 27.6 Any notice or written correspondence from one party to the other or the joint venture prescribed d under our contract shall be in Chinese. Any notice shall be sent by express courier or by fax. The express service company shall confirm the receipt of delivery. For any notice or written correspondence under this contract, (7) days as from the date from handing over to an express courier service company shall be deemed as Receipt Date, or, in case of fax, (1) days from the date as Receipt Date which, however, shall be verified by fax confirmation report. Any notice and correspondence shall be sent to the following address till written notice to the other Party for change of address. Party A RUILI GROUP CO.,LTD. Address: No.1169, ▇▇ ▇▇▇▇ Road, Economic Development Zone, Rui An City Fax No.:▇▇▇▇-▇▇▇▇▇▇▇▇ Mail Acceptor: ▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Party B FAIRFORD HOLDINGS LIMITED Address: ▇▇.▇▇, ▇▇▇▇▇ ▇▇▇▇ ▇▇▇ Que Road, Hong Kong Special Administrative Region 00852-25220172 Mail Acceptor: ZHANG Ronggang Joint Venture: RUILI GROUP RUIAN AUTO PARTS CO., LTD. Address: No.1169, ▇▇ ▇▇▇▇ Road, Economic Development Zone, Rui An City Tel: ▇▇▇▇-▇▇▇▇▇▇▇▇ Mail Acceptor: General Manager 28.7 27.7 This contract iterates full agreements on contract object and thus replaces all former discussions, negotiations and agreements on contract object. If the former resolutions conflict with provisions prescribed under this contract clause and the article of association, hereabove, if any, this contract clause and regulations prevail. IN WITNESS WHEREOF, the Parties hereto have signed up this contracted by their duly authorized representatives in Wenzhou, Zhejiang province as of the date on Jan. 19th, 2004 first above written. RUILI GROUP CO., LTD. Signature Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Board Chairman Nationality: China FAIRFORD HOLDINGS LIMITED Signature Name: ZHANG Ronggang Title: General Manager Nationality: China Article 1 General Provisions 1 Article 2 The Two Parties of the Contract 1 Article 3 Definition 1 Article 4 The Foundation of the Joint Ventures Company 3 Article 5 Scope and Scale of Management 3