Exhibit 10.1


 


Equity Transfer Agreement


 


Transferor:
Qiang Huang 


 


ID Number: [*]


 


Transferee: Hangzhou Longyun Network Technology
Co., Ltd.


 


Address: Room 1803, Yintai International,
No. 1600, Kejiguan Street, Binjiang District, Hangzhou, China


 


Target Company: Hangzhou Xuzhihang Supply
Chain Management Co., Ltd.


 


Legal representative: Qiang Huang


 


Registered address: Room 1806, Building 8,
Shangfengxuan, Happy City, Nanyuan Street, Yuhang District, Hangzhou


 


Unified Social Credit Code: [*]


 


In Consideration of:


 


		1.	The target company is a limited company established and
legally existing under the laws of the People’s Republic of China, with a registered capital of RMB1,000,000.



 


		2.	The transferor now directly holds 100% of the equity of the target company (accounting for all the
registered capital of the target company), and the transferor is willing to transfer 60% of the equity of the target company to
the transferee in accordance with this contract.



 


		3.	The transferee is willing to acquire 60% of the equity of the target company held by the transferor
in accordance with the terms of this contract and become the actual shareholder of the target company. The transferee will entrust
a third party to hold the equity of the target company on its behalf.



 


To this end, the transferor and the
transferee have signed this agreement on the 60% equity of the target company based on equality, voluntariness, and consensus.


 


Article 1 Overview of the target
company


 


The current equity structure of the
target company is as follows:


 


	Shareholder	 	Subscribed capital 
contribution (RMB)	 	Proportion of
 Shareholding 
	 	 	Registered
 Capital

	Qiang Huang	 	1 million	 	 	100	%	 	Not Paid



 






     


     


    

 


Article 2 Equity Transfer and
Price


 


2.1 The transferor transfers 60%
of the equity of the target company held by it (accounting for RMB600,000 of the registered capital) to the transferee, and the
price of the equity transfer is confirmed to be RMB600,000 after the two parties negotiated.


 


2.2 After the equity transfer
is completed, the actual equity structure of the target company will be as follows:


 


	Shareholder	 	Subscribed Capital Contribution (RMB)	 	 	Proportion of Shareholding	 
	Hangzhou Longyun Network Technology Co., Ltd.	 	 	600,000	 	 	 	60	%
	Qiang Huang	 	 	400,000	 	 	 	40	%
	In Total	 	 	1,000,000	 	 	 	100	%



 


Article 3 Payment of the equity
transfer price


 


 3.1 Since the transferor has not paid the actual capital contribution, the total equity transfer price of RMB600,000 under this contract shall be transferred to the target company account by the transferee within 30 working days after the effective date of this agreement for the company’s actual capital contribution.


 




3.2 The above equity transfer
funds shall be paid to the following bank accounts:


Account Name: Hangzhou Xuzhihang
Supply Chain Management Co., Ltd.


Account Bank: China Merchants
Bank Co., Ltd. Hangzhou Yuhang Sub-branch


Account number: [*]


 


Article 4 Taxes and Fees


 


Both parties confirmed that the
taxes and fees incurred due to the equity transfer shall be taken by Party B.


 


Article 5 Equity delivery and
change registration procedures


 


5.1 After this contract comes
into effect and the transferee pays the equity transfer payment, the delivery will be held by the transferee. The transferee enjoys
shareholder rights and assumes shareholder obligations based on the equity of the target company held by it.


 


5.2 After the transferor receives
the equity transfer payment, the transferor will complete the equity transfer procedures as soon as possible. If relevant departments
request to modify or provide various documents by then, all parties shall cooperate.


 






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5.3 If either party fails to cooperate
or hinders the handling of the change registration procedures for the equity transfer, it shall be liable for breach of contract
in accordance with this agreement.


 


5.4 The transferee will entrust
a third person, Wang Wei, to hold the transfer equity on his behalf, so Wang Wei will be the transferee in the corresponding change
registration procedures. Wang Wei will only exercise the rights and obligations on behalf of the transferee and will not enjoy
the benefits or be responsible for the liabilities as a shareholder itself.


 


Article 6 Guarantees and Undertakings
of the Transferor


 


6.1 The transferor’s commitment
and guarantee: the transferor is a natural person with full capacity for civil rights and capacity for civil conduct, and has the
ability to sign and perform this contract.


 


6.2 The transferor promises and
guarantees that it is a legal shareholder of the target company and enjoys all legal rights corresponding to the equity; as the
original shareholder of the target company, it has not paid the capital contribution to the target company in full, and has not
withdrawn the registration in any way Capital; it has not set up transfers or options for its own target company equity, nor does
it hold shares on behalf of or entrusted holding or trust holding shares, and it has complete ownership of the equity of the target
company it owns.


 


6.3 The transferor guarantees:
before the signing of this contract and during the process of the change of the equity transfer, the transferor guarantees that
it will not and will not dispose of the equity of the target company transferred to the transferee by any means such as repeated
transfers, gifts, etc. For rights and interests, if there are obstacles that affect the delivery of equity such as rights restrictions
or burdens, the transferor undertakes to be responsible for eliminating them so that the contract can be performed smoothly.


 


If the equity of the target company
held by the transferor is subject to various compulsory measures including seizures and freezes by judicial or other law enforcement
agencies, which cause obstacles to the equity transfer, or cause obstacles to the registration of the industrial and commercial
change of the equity transfer, the transferor shall be liable Have the responsibility to remove the obstacle and ensure that the
transferee smoothly transfers the equity in accordance with this contract.


 


6.4 The transferor guarantees:
before this agreement comes into effect, all the creditor’s rights and debts of the target company have no direct relationship
with the transferee. If the creditor’s rights and debt disputes occurred during this period of the target company, the transferor
shall bear all the liabilities for repayment.


 


6.5 This contract constitutes
a legal, effective, and binding obligation to the transferor. The transferor’s signing, delivery and performance of this
contract, completion of the transaction described in this contract, and performance of the terms, conditions and provisions of
this contract will not violate its current Applicable laws, regulations and other regulatory documents will not violate any contract,
arrangement or understanding that it is a party to the agreement or is binding on it.


 






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Article 7 Guarantees and commitments
of the transferee


 


7.1 The transferee is a natural
person with full capacity for civil rights and capacity for civil conduct, and has the ability to sign and perform this contract.


 


7.2 The transferee will actively
sign all necessary documents and perform all necessary procedures to facilitate the smooth completion of the matters agreed under
this contract.


 


7.3 After this contract comes
into effect, the transferee guarantees that it will perform its payment obligations in accordance with this contract.


 


7.4 After the transferee becomes
a shareholder of the target company, it promises and guarantees that it will actively support the operation of the target company
and will not have any behavior that affects the production and operation of the target company.


 


Article 8 Liability for breach
of contract


 


8.1 After this contract takes
effect, any party’s failure to perform any or part of its obligations and guarantees under this contract, or the statements, guarantees
and promises made are inconsistent with the facts, has caused or will cause the other party Loss is regarded as a breach of contract,
and the breaching party shall compensate the observant party for the losses suffered as a result, including compensation for the
observing party’s reasonable expenses for recovering losses, including but not limited to litigation fees, attorney fees, property
preservation fees, etc.


 


8.2 If any party fails to perform
its obligations under this contract or violates its declarations, representations, promises and guarantees, the observant party
has the right to terminate this agreement if the observant party has not corrected it after 15 days. And the defaulting party shall
pay the observing party liquidated damages according to 20% of the total equity transfer price agreed in this contract, and compensate
the observing party for all losses caused by this. At the same time, the observing party shall have the right to terminate this
contract.


 


8.3 Failure to exercise or delay
in exercising a right stipulated in this contract or the law does not constitute a waiver of that right or other rights. The sole
or partial exercise of a right stipulated in this contract or the law does not prevent it from continuing to exercise that right
or other rights.


 


Article 9 Settlement of disputes


 


All disputes arising from the
execution of this contract or related to this contract shall be settled through friendly negotiation. If the negotiation fails,
it shall be submitted to the court where the plaintiff is located for settlement in accordance with legal procedures.


 


If part of this contract is confirmed
invalid according to law, it will not affect the continued performance of the effective part of this contract.


 






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Article 10 Confidentiality


 


Either party shall not disclose
the content of the terms of this contract and any information related to the other party’s operations to any third party
in any way, nor shall it make news releases, public claims or other forms of confidential information or any part of it. Disclosure.
Unless such disclosures or leaks are made based on the following circumstances:


 


10.1 The written consent of the
other party has been obtained in advance;


 


10.2 Administrative, judicial
or similar government agencies that perform their duties in accordance with the law put forward mandatory requirements;


 


10.3 Reasonable disclosure to
the legal adviser or certified public accountant, investment bank and government regulatory authorities for the party’s normal
business needs.


 


Article 11 Entry into force
and others


 


11.1 This contract takes effect
from the date of signing by all parties.


 


11.2 Matters not covered in this
contract and matters that need to be changed shall be determined in the form of a supplementary agreement after the parties have
negotiated. The supplementary agreement has the same effect as this contract.


 


11.3 After the signing of this
contract, the parties will sign the “Equity Transfer Agreement” for the registration of equity change. The change of
the “Equity Transfer Agreement” for the registration of equity change does not mean the change of this contract. If the
“Equity Transfer Agreement” is inconsistent with this contract, this contract shall prevail.


 


11.4 This contract is made in
two copies, and each party holds one copy, which has the same legal effect.


 


(No text below this line)


 


	Transferor (signature):	 
	 	 
	/s/ Qiang Huang	 
	 	 
	Transferee (seal):	 
	 	 
	/s/ Hangzhou Longyun Network Technology Co., Ltd.	 
	 	 
	Date: April 1, 2021	 





 


 


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