Common use of Cooperation Principles Clause in Contracts

Cooperation Principles. Both parties agree to establish separate principles for direct TV marketing and distribution. Party B will be the sole direct TV marketing and distributor of Party A’s goods, regardless of any possible changes in the model of the goods. · Party A bears the cost to supply the goods for direct TV marketing (including tax): Costs of supply (“COS”) = ▇▇▇▇ Of Material price (“BOM”) + damages incurred during production + costs of production + service charge (after-sales) + reasonable damage + research fees + tax. · Both parties agree that the COS provided by Party A to Party B should be evaluated every 60 days. In the event of any outrageous cost, over 10% of previously evaluated, the COS shall be re-evaluated by both parties. · Party A should notify Party B the BOM per month. · If Party A carries out any major distributions activities and having a major adjustment to the COS for the distribution, both parties should evaluate in advance the COS provided by Party A to Party B. · The principle of COS for the cellular phone accessories provided by Party A to Party B are based on the followings: The supply of accessories that are produced Party A are based on the costs of production. The supply of accessories that are purchased externally depends on their purchase price. · To encourage Party B, Party A will subsidize Party B for TV advertising on a monthly basis, subject to the quantity of the goods sold. Prior to availability of a new model in the market, both parties should have a mutual agreement for the amount and standard of subsidy from Party A to Party B. · The subsidy standard for F8 brand is RMB400 per device. If there are any upgraded new goods that have been released in the market, both parties can adjust the subsidy standard for F8 brand. The subsidy cost for other goods will be calculated separately, and will be an exhibit to this agreement. · The number of goods sold by the party A will be counted from the starting date of the advertisement through the actual quantity of the products sold out by Party A, (including the quantity of the products that Party A sold through other means of distribution). · Both parties agreed that party B will be compensated for the subsidy from the first broadcasting date of the TV advertisement, which must be supported by TV program broadcasting record. · The deadline for compensating subsidy to party B will be extended to the 60th day following the termination of this agreement (starting from the formal termination date of this agreement), provided that Party B promise to advertise the monthly volume of commercial attaining to every day for 180 minutes and continue over two months. · The subsidy will be clearing before the 10th day of every month. Party A should pay Party B in cash (to Shanghai ▇▇▇▇▇ ▇▇▇ Advertising Ltd. which will collect and issue checks on behalf of Party B). In the event of any delays in the payment, Party A should pay Party B penalty of 0.3% for each day. If the delay in payment exceeds 15 business days, Party B has rights to take legal action against party A; and Party B has right to breach this agreement (stop broadcasting the advertisement as stipulated in this agreement). · If Party B obtains (passes) the qualification standard for local distribution, both parties agree to have a new agreement with respect to COS and subsidy, as a supplement to this agreement. · To protect Party B’s right, Party A agrees to let the people assigned by Party B to second in Party A’s factory to inspect the quantity and production flow. Therefore, both parties agree to sign an “Inspection Method of the Sale of HTW Smartphone”, as a supplement to and concurrent with executing this agreement. · Based on the unified retail market price in the country and approved by Party A, Party B has the right to decrease the selling price no more than RMB200.

Cooperation Principles. Both parties agree to establish separate principles for direct TV marketing and distribution. Party B will be the sole direct TV marketing and distributor of Party A’s goods, regardless of any possible changes in the model of the goods. · Party A bears the cost to supply the goods for direct TV marketing (including tax): Costs of supply (“COS”) = ▇▇▇▇ Bill Of Material price (“BOM”) + damages incurred during production + costs of production + service charge (after-sales) + reasonable damage + research fees + tax. · Both parties agree that the COS provided by Party A to Party B should be evaluated every 60 days. In the event of any outrageous cost, over 10% of previously evaluated, the COS shall be re-re- evaluated by both parties. · Party A should notify Party B the BOM per month. · If Party A carries out any major distributions activities and having a major adjustment to the COS for the distribution, both parties should evaluate in advance the COS provided by Party A to Party B. · The principle of COS for the cellular phone accessories provided by Party A to Party B are based on the followings: The supply of accessories that are produced Party A are based on the costs of production. The supply of accessories that are purchased externally depends on their purchase price. · To encourage Party B, Party A will subsidize Party B for TV advertising on a monthly basis, subject to the quantity of the goods sold. Prior to availability of a new model in the market, both parties should have a mutual agreement for the amount and standard of subsidy from Party A to Party B. · The subsidy standard for F8 brand is RMB400 per device. If there are any upgraded new goods that have been released in the market, both parties can adjust the subsidy standard for F8 brand. The subsidy cost for other goods will be calculated separately, and will be an exhibit to this agreement. · The number of goods sold by the party A will be counted from the starting date of the advertisement through the actual quantity of the products sold out by Party A, (including the quantity of the products that Party A sold through other means of distribution). · Both parties agreed that party B will be compensated for the subsidy from the first broadcasting date of the TV advertisement, which must be supported by TV program broadcasting record. · The deadline for compensating subsidy to party B will be extended to the 60th day following the termination of this agreement (starting from the formal termination date of this agreement), provided that Party B promise to advertise the monthly volume of commercial attaining to every day for 180 minutes and continue over two months. · The subsidy will be clearing before the 10th day of every month. Party A should pay Party B in cash (to Shanghai ▇▇▇▇▇ ▇▇▇ Advertising Ltd. which will collect and issue checks on behalf of Party B). In the event of any delays in the payment, Party A should pay Party B penalty of 0.3% for each day. If the delay in payment exceeds 15 business days, Party B has rights to take legal action against party A; and Party B has right to breach this agreement (stop broadcasting the advertisement as stipulated in this agreement). · If Party B obtains (passes) the qualification standard for local distribution, both parties agree to have a new agreement with respect to COS and subsidy, as a supplement to this agreement. · To protect Party B’s right, Party A agrees to let the people assigned by Party B to second in Party A’s factory to inspect the quantity and production flow. Therefore, both parties agree to sign an “Inspection Method of the Sale of HTW Smartphone”, as a supplement to and concurrent with executing this agreement. · Based on the unified retail market price in the country and approved by Party A, Party B has the right to decrease the selling price no more than RMB200.