Exhibit 10.13


 


	Daxin Zhuohui Financial Information Service (Shanghai) Co., Ltd.	Consent Letter



 


To: 


Board of Directors of Sentage Holdings Inc. and
Sentage Hongkong Limited


Shanghai Santeng Technology Co., Ltd. (the “WFOE”)


Daxin Zhuohui Financial Information Service (Shanghai)
Co., Ltd. (“Daxin Zhuohui”)


 


CONSENT LETTER


 


I, LI Jianxiu, a citizen of the People’s
Republic of China (the “PRC”) (PRC Identification No.: 370221195306140022), am the lawful spouse of LU Yongxiang (a
PRC citizen with PRC Identification No.: 370206195007272814, and hereinafter referred to as “my spouse”). I hereby
acknowledge that I am aware of, and unconditionally and irrevocably consent to, the execution of the following documents by Daxin Zhuohui
in which my spouse directly owns equity interest, and agree that Daxin Zhuohui may dispose of the equities owned by my spouse and any
interests attached thereto in accordance with the provisions of the Controlling Agreements (as defined below):


 


		(1)	the Exclusive Business Cooperation Agreement to be executed by
and between the WFOE and Daxin Zhuohui on March 9, 2020;



 


		(2)	the Exclusive Purchase Option Agreement to be executed by and
among my spouse, the WFOE and Daxin Zhuohui on March 9, 2020;



 


		(3)	the Equity Pledge Agreement to be executed by and among my spouse,
the WFOE and Daxin Zhuohui on March 9, 2020;



 


		(4)	the Loan Contract to be executed by and between my spouse and
the WFOE on March 9, 2020;



 


		(5)	the Power of Attorney to be issued by my spouse to the WFOE on
March 9, 2020; and



 


		(6)	any modification, amendment and/or supplementary agreement to
be subsequently executed by the relevant parties from time to time in connection with the documents set forth in above sections (1) to
(5) (the documents described in above sections (1) to (6) are collectively referred to as the “Controlling Documents”).



 


I hereby:


 


		(1)	acknowledge and confirm that the equity interests held by my spouse
in Daxin Zhuohui now and in the future and any interests attached thereto are my spouse’s personal property and do not constitute
our communal property, that I do not own and is unable to control such property or interest, and that my spouse has the right to dispose
of such equities and any interests attached thereto at his sole discretion. Such relevant equities and any interests attached thereto
will be disposed in accordance with the Controlling Documents to be signed by my spouse. I confirm that I will, at all times, offer full
cooperation for the performance of the Controlling Documents;



 






    


     


    

 





	Daxin Zhuohui Financial Information Service (Shanghai) Co., Ltd.	Consent Letter


 


		(2)	unconditionally and irrevocably waive any rights or interests
to/in such equities and corresponding assets thereof which may be granted to me under any applicable laws, undertake that I will not
make any claim in respect of such equities and their corresponding assets (including a claim that such equities and assets corresponding
thereto constitute the communal property jointly owned by me and my spouse, and a claim, on basis of the foresaid claim, for the direct
or indirect participation in the daily operation, management and voting affairs of Daxin Zhuohui, or other form of influence on my spouse’s
decisions in relation to such equities and attached interests). I have never actually participated in the operation, management or other
voting matters of Daxin Zhuohui and have no intention to do so in the future;



 


		(3)	acknowledge that my spouse is entitled to own and perform his
rights and obligations under the Controlling Documents through Daxin Zhuohui at his sole discretion, and that neither my spouse’s
performance, further amendment or termination of the Controlling Documents through Daxin Zhuohui nor his execution of any other documents
in substitution for any of the Controlling Documents shall require my further authorization or consent;



 


		(4)	undertake that I will execute all necessary documents and take
all necessary actions to ensure the due performance of the Controlling Documents (as amended from time to time);



 


		(5)	agree and undertake that I will not conduct any act that conflicts
with this Consent Letter or the arrangements under the Controlling Documents at any time. In the event that I obtain any equities of
Daxin Zhuohui and any interests attached thereto for any reason, then: I shall be bound by the Controlling Documents (as amended from
time to time) and comply with my obligations as a shareholder of Daxin Zhuohui under the Controlling Documents (as amended from time
to time); and, for such purpose, I shall, upon DDD’s request, execute a series of written documents in substantially the same form
and substance as that of the Controlling Documents (as amended from time to time); and



 


		(6)	further acknowledge, undertake and warrant that my spouse shall,
in any circumstances, (including but not limited to a divorce between me and my spouse), have the right to dispose of the equity interests
which he owns in Daxin Zhuohui and the assets corresponding thereto at his sole discretion, and that I will not take any action that
may affect or interfere with my spouse’s performance of his obligations under the Controlling Documents (including a claim for
any equities of Daxin Zhuohui or any rights which are obtained through controlling contractual arrangement).



 


In the event of any dispute arising from the implementation
hereof or in connection with this Consent Letter, either I or any party having interest herein may submit the dispute to Shanghai International
Economic and Trade Arbitration Commission for arbitration in Shanghai in accordance with its arbitration procedures and rules then in
effect. The arbitration tribunal shall consist of three arbitrators who shall be appointed in accordance with the arbitration rules. The
claimant and the respondent shall respectively appoint one arbitrator, and the third arbitrator shall be appointed by the first two arbitrators
through negotiations. The arbitration proceedings shall be conducted in Chinese in a confidential manner. The arbitration award shall
be final and binding upon the parties thereto. In appropriate circumstances, the arbitration tribunal or arbitrators may award remedial
measures in respect of the equities of Daxin Zhuohui in accordance with applicable PRC laws, including restriction on conduct of business,
restriction or prohibition of transfer or sale of equities or assets, or a proposal on the liquidation of relevant party. In addition,
in the course of forming the tribunal, this Consent Letter shall continue to be valid except for the part which is disputed by either
the interested party or me and subject to arbitration.


 


(THE REMAINDER OF THIS PAGE IS INTENTIONALLY
LEFT BLANK)


 




    2


     


    


 





	Daxin Zhuohui Financial Information Service (Shanghai) Co., Ltd.	Consent Letter


 


(Signature
Page of the Consent Letter)


 


Signature: LI Jianxiu


 


Signed on this 9th day of March, 2020


 




    3


     


    


 





	Daxin Zhuohui Financial Information Service (Shanghai) Co., Ltd.	Consent Letter


 


(Signature
Page of the Consent Letter)


 


Signature: LU Yongxiang


 


Signed on this 9th day of March, 2020


 




    4


     


    


 





	Daxin Zhuohui Financial Information Service (Shanghai) Co., Ltd.	Consent Letter


 


(Signature
Page of the Consent Letter)


 


Daxin Zhuohui Financial Information Service
(Shanghai) Co., Ltd. (official seal)


 





	Signature:  	GUO Zhiyao
	 	Its Legal or Authorized
Representative


 


Signed on this 9th day of March, 2020


 






    5


     


    

 





	Daxin Zhuohui Financial Information Service (Shanghai) Co., Ltd.	Consent Letter


 


To: 


Board of Directors of Sentage Holdings Inc. and
Sentage Hongkong Limited


Shanghai Santeng Technology Co., Ltd. (the “WFOE”)


Daxin Zhuohui Financial Information Service (Shanghai)
Co., Ltd. (“Daxin Zhuohui”)


 


CONSENT LETTER


 


I, WANG Hua, a citizen of the People’s Republic
of China (the “PRC”) (PRC Identification No.: 320503196005062525), am the lawful spouse of GUO Zhiyao(a PRC citizen
with PRC Identification No.: 320503195311012513, and hereinafter referred to as “my spouse”). I hereby acknowledge
that I am aware of, and unconditionally and irrevocably consent to, the execution of the following documents by Daxin Zhuohui in which
my spouse directly owns equity interest, and agree that Daxin Zhuohui may dispose of the equities owned by my spouse and any interests
attached thereto in accordance with the provisions of the Controlling Agreements (as defined below):


 


		(7)	the Exclusive Business Cooperation Agreement to be executed by
and between the WFOE and Daxin Zhuohui on March 9, 2020;



 


		(8)	the Exclusive Purchase Option Agreement to be executed by and
among my spouse, the WFOE and Daxin Zhuohui on March 9, 2020;



 


		(9)	the Equity Pledge Agreement to be executed by and among my spouse,
the WFOE and Daxin Zhuohui on March 9, 2020;



 


		(10)	the Loan Contract to be executed by and between my spouse and
the WFOE on March 9, 2020;



 


		(11)	the Power of Attorney to be issued by my spouse to the WFOE on
March 9, 2020; and



 


		(12)	any modification, amendment and/or supplementary agreement to
be subsequently executed by the relevant parties from time to time in connection with the documents set forth in above sections (1) to
(5) (the documents described in above sections (1) to (6) are collectively referred to as the “Controlling Documents”).



 


I hereby:


 


		(7)	acknowledge and confirm that the equity interests held by my spouse
in Daxin Zhuohui now and in the future and any interests attached thereto are my spouse’s personal property and do not constitute
our communal property, that I do not own and is unable to control such property or interest, and that my spouse has the right to dispose
of such equities and any interests attached thereto at his sole discretion. Such relevant equities and any interests attached thereto
will be disposed in accordance with the Controlling Documents to be signed by my spouse. I confirm that I will, at all times, offer full
cooperation for the performance of the Controlling Documents;



 






    6


     


    

 





	Daxin Zhuohui Financial Information Service (Shanghai) Co., Ltd.	Consent Letter


 


		(8)	unconditionally and irrevocably waive any rights or interests
to/in such equities and corresponding assets thereof which may be granted to me under any applicable laws, undertake that I will not
make any claim in respect of such equities and their corresponding assets (including a claim that such equities and assets corresponding
thereto constitute the communal property jointly owned by me and my spouse, and a claim, on basis of the foresaid claim, for the direct
or indirect participation in the daily operation, management and voting affairs of Daxin Zhuohui, or other form of influence on my spouse’s
decisions in relation to such equities and attached interests). I have never actually participated in the operation, management or other
voting matters of Daxin Zhuohui and have no intention to do so in the future;



 


		(9)	acknowledge that my spouse is entitled to own and perform his
rights and obligations under the Controlling Documents through Daxin Zhuohui at his sole discretion, and that neither my spouse’s
performance, further amendment or termination of the Controlling Documents through Daxin Zhuohui nor his execution of any other documents
in substitution for any of the Controlling Documents shall require my further authorization or consent;



 


		(10)	undertake that I will execute all necessary documents and take
all necessary actions to ensure the due performance of the Controlling Documents (as amended from time to time);



 


		(11)	agree and undertake that I will not conduct any act that conflicts
with this Consent Letter or the arrangements under the Controlling Documents at any time. In the event that I obtain any equities of
Daxin Zhuohui and any interests attached thereto for any reason, then: I shall be bound by the Controlling Documents (as amended from
time to time) and comply with my obligations as a shareholder of Daxin Zhuohui under the Controlling Documents (as amended from time
to time); and, for such purpose, I shall, upon DDD’s request, execute a series of written documents in substantially the same form
and substance as that of the Controlling Documents (as amended from time to time); and



 


		(12)	further acknowledge, undertake and warrant that my spouse shall,
in any circumstances, (including but not limited to a divorce between me and my spouse), have the right to dispose of the equity interests
which he owns in Daxin Zhuohui and the assets corresponding thereto at his sole discretion, and that I will not take any action that
may affect or interfere with my spouse’s performance of his obligations under the Controlling Documents (including a claim for
any equities of Daxin Zhuohui or any rights which are obtained through controlling contractual arrangement).



 


In the event of any dispute arising from the implementation
hereof or in connection with this Consent Letter, either I or any party having interest herein may submit the dispute to Shanghai International
Economic and Trade Arbitration Commission for arbitration in Shanghai in accordance with its arbitration procedures and rules then in
effect. The arbitration tribunal shall consist of three arbitrators who shall be appointed in accordance with the arbitration rules. The
claimant and the respondent shall respectively appoint one arbitrator, and the third arbitrator shall be appointed by the first two arbitrators
through negotiations. The arbitration proceedings shall be conducted in Chinese in a confidential manner. The arbitration award shall
be final and binding upon the parties thereto. In appropriate circumstances, the arbitration tribunal or arbitrators may award remedial
measures in respect of the equities of Daxin Zhuohui in accordance with applicable PRC laws, including restriction on conduct of business,
restriction or prohibition of transfer or sale of equities or assets, or a proposal on the liquidation of relevant party. In addition,
in the course of forming the tribunal, this Consent Letter shall continue to be valid except for the part which is disputed by either
the interested party or me and subject to arbitration.


 


(THE REMAINDER OF THIS PAGE IS INTENTIONALLY
LEFT BLANK)


 




    7


     


    


 





	Daxin Zhuohui Financial Information Service (Shanghai) Co., Ltd.	Consent Letter


 


(Signature
Page of the Consent Letter)


 


Signature: WANG Hua


 


Signed on this 9th day of March, 2020


 




    8


     


    


 





	Daxin Zhuohui Financial Information Service (Shanghai) Co., Ltd.	Consent Letter


 


(Signature
Page of the Consent Letter)


 


Signature: GUO Zhiyao


 


Signed on this 9th day of March, 2020


 




    9


     


    

 





	Daxin Zhuohui Financial Information Service (Shanghai) Co., Ltd.	Consent Letter


 


(Signature
Page of the Consent Letter)


 


Daxin Zhuohui Financial Information Service
(Shanghai) Co., Ltd. (official seal)


 





	Signature: 	GUO Zhiyao
	 	Its Legal or Authorized Representative


 


Signed on this 9th day of March, 2020


 


 


 


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