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Acting share placement payment agreement (distributable shares)


Party A: _________

Legal representative: _________

address:_________

Zip code: _________

contact number:_________

Shanghai account number: _________

Shenzhen City Account: _________

Fund account number: _________

Party B: _________ Securities Trading Business Department

Legal representative: _________

address:_________

Zip code: _________

contact number:_________

The proxy share placement agreement is entered into by the parties listed above in _________ on _________ years _________ months _________.

In view of the fact that both Party A and Party B are in accordance with the “Trial Measures for the Full Designated Trading System of the Shanghai Stock Exchange” and the relevant provisions of Shenzhen Stock Exchange, the parties are now agreeing on the payment of the rights of Party A’s Shanghai and Shenzhen stocks. The two parties reached an agreement on the payment of the rights issue by agreement. :

The scope of the first agent's share placement payment: limited to the allotment of tradable shares in Shanghai and Shenzhen.

Article 2 During the period of the share placement of the shares held by Party A, Party A must have sufficient share placement margin on the fund account so that Party B can handle the share placement payment.

Article 3 Party B will handle the share placement payment on behalf of Party A on the first day of the share placement payment period. If Party A's share placement margin is insufficient, Party B's agent's share placement fails. Party A must declare the rights issue after making up the funds.

Article 4 The stock of Shenzhen shall be subject to the balance of the shares held by Party B; the shares of Shanghai shall be subject to the balance of the shares registered in Party A's account on the premise that Party A handles the designated transaction at Party B.

Article 5 After the loss of the securities account of Party A, the transfer account shall be held at Party B before the start date of the share placement payment. Otherwise, Party A shall be responsible for the failure of Party B’s payment.

Article 6 has signed an agency agreement with the Ministry. For those reasons who are unwilling to pay the rights issue, it is necessary to go to the entrusting cabinet to apply for the exemption application within _________ weeks before the start of the payment of the shares.

Article 7 If a client who has signed an agency agreement with the Ministry of Commerce no longer needs the agency of the Ministry for the sake of any reason, it shall go through the formalities for cancellation of the agency with the agreement, and the agency relationship shall be terminated on the day after the acceptance of the application for cancellation by the Ministry.

Article 8 Party B guarantees that the rights issue will be declared in accordance with the provisions of this Agreement on the premise of sufficient funds in Party A's account. If Party B fails due to Party B's reasons, Party B shall bear the economic responsibility.

Article 9 The following circumstances lead to the failure of the agent: Party B shall not be held responsible for:

1. When Party B declares the proxy allotment, Party A does not have a full maturity deposit on the fund account.

2. Party A’s account was frozen, reported lost, and the designated transaction was cancelled for any reason, so that it could not be declared with the account.

3. Due to irresistible force, this contract cannot be fulfilled.

Article 10: Our Ministry specifically declares that the agency payment does not include the transfer part.

Article 11 Statement and Guarantee

1. Party A's representations and warranties

It is a limited liability company established and validly existing in accordance with the law;

It has the right to conduct the acts set forth in this Agreement and has taken all necessary corporate actions to authorize the signing and performance of this Agreement;

This Agreement shall constitute a binding obligation on the date of its signature.

2. Party B's representations and warranties

It is a securities trading battalion established and validly existing in accordance with the law;

It has the right to conduct the acts specified in this Agreement and has taken all necessary actions to authorize the signing and performance of this Agreement;

This Agreement shall constitute a binding obligation on the date of its signature.

Article 12 Liability for breach of contract

1. Party A’s responsibility

If Party A fails to perform in accordance with this Agreement, the resulting losses shall be borne by itself.

If Party A violates its representations, warranties or other obligations made in this Agreement and causes Party B to suffer losses, Party B has the right to request Party A to compensate.

2. Party B’s responsibility

If Party B violates this Agreement, Party A shall pay Party A _________ yuan for liquidated damages. If Party A loses, it shall be compensated.

If Party B causes Party A to suffer losses in violation of its representations, warranties or other obligations made in this Agreement, Party A has the right to request Party B to compensate.

Article 13 Confidentiality

One party shall have the obligation to keep confidential the business secrets of the other party that is known as the payment of the rights issue, and shall not disclose it to other relevant third parties, except as otherwise provided by current Chinese laws and regulations or with the written consent of the other party.

Article 14 Supplements and Changes

This Agreement may be modified or supplemented in writing in accordance with the opinions of the parties, and the resulting supplemental agreement shall have the same legal effect as the Agreement.

Article 15 Attached files of the agreement

1. The subsidiary files of this Agreement include but are not limited to:

Amendments, additions, and alterations signed by the parties in connection with the performance of this Agreement;

A copy of the business license of each party and related legal files;

2. Any party who violates the relevant provisions of the subsidiary files of this Agreement shall be liable in accordance with the provisions of this Agreement for breach of contract.

Article 16 Force Majeure

In the event that any party fails to perform this Agreement in whole or in part due to force majeure, or delays in the performance of this Agreement, the event shall be notified to the other party in writing within _________ days from the date of the event of force majeure, and from the date of the incident_ Within ________ days, submit to the other party a certificate that causes all or part of it to be unfulfilled or delayed.

Article 17: Settlement of disputes

This Agreement shall be governed by and construed in accordance with the laws of the People's Republic of China.

In the event of a dispute between the parties to this Agreement concerning the interpretation or performance of the relevant provisions of this Agreement, they shall be settled through friendly negotiation. If no written agreement is reached through negotiation, either party has the right to file a lawsuit in a people's court with jurisdiction.

Article 18: Reservation of rights

The failure of either party to exercise its rights or take any action against the other party’s breach of contract shall not be considered a waiver of the right or a waiver of the liability for breach of contract. Any waiver of any right against the other party or waiver of any liability of the other party shall not be considered a waiver of any other right or any other liability against the other party. All waiver should be made in writing.

Article 19: Subsequent legislation

Unless otherwise expressly provided by the law itself, subsequent legislative or legal changes shall not affect this Agreement. The parties shall amend or supplement this Agreement by consensus in accordance with subsequent legislative or legal changes, but shall be in writing.

Article 20 Notice

1. Notices or communications required or permitted by this Agreement, regardless of the manner in which they are transmitted, shall take effect when they are actually received by the party notified.

2. The “actually received” in the preceding paragraph refers to the notification or communication content reaching the legal address or residence of the correspondent or the specified range of communication addresses.

3. If one party changes the notice or the mailing address, it shall notify the other party of the changed address within ______ days from the date of the change, otherwise the change party shall bear legal responsibility for all the consequences caused by the change.

Article 21 Interpretation of the Agreement

The headings of the articles of this Agreement are for convenience only and do not affect the meaning of the terms of the title.

Article 22 Conditions for entry into force

This Agreement shall enter into force on the day following the signing of the parties. The legal representatives of both parties or their authorized agents shall sign this Agreement and affix its official seal. All parties shall stamp the original seal on the original of the agreement.

This Agreement is a _________ share with the same legal effect. The parties shall each hold _________ copies, and the other shall be used to perform relevant legal procedures.

person A person B:_________

Legal representative: _________ Legal representative: ______

_________Year ____________________________________________

Place of signing: _________ Signing location: _________

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