Exhibit
10.12


 


Office
Lease Contract


 


Party
A (Lessor): Xiamen Wei Ai Investment Management Limited


 


Party
B (Lessee): Xiamen Pop Culture Co., Ltd.


 


According
to Contract Law of the People's Republic of China, Law of the People's Republic of China on Urban Real Estate Management and relevant
laws and regulations and upon the basis of voluntaries, equality and mutual benefit, Party A and Party B have reached a consensus
to enter into this Contract in respect of the lease of Apartment.


 


	1.	Location,
                                         Acreage, Decoration status and Facilities



 


	1.1	Party
                                         A shall lease to Party B the property located in Room 102, 23-1 Wanghai Road, Xiamen
                                         Software Park Phase 2.



 


	1.2	The
                                         construction area for lease is of 999.69 square meters furnished with office facilities
                                         as listed in Appendix I.



 


	2.	Purposes
                                         of Leasing



 


	2.1	Lease
                                         of said premises shall only be for the purpose of office.



 


	3.	Term
                                         of Lease



 


	3.1	The
                                         lease term of said Premises shall commence on March 15, 2018 and expire on March 24,
                                         2023.



 


	3.2	Party
                                         A shall have the right to recover all leased Premises upon the expiry of the lease term,
                                         and Party B shall return the Premises on time. If Party B wishes to renew the lease,
                                         a written intent must be made to Party A One month prior to the expiration of the lease
                                         term.



 


	4.	Rent
                                         and Method of Payment



 


	4.1	Monthly
                                         payment of the leased Premises:



 


Sixty-five
thousand yuan (RMB65,000) for each month since March 25, 2018 to March 24, 2023.


 






     


     


    

 


	4.2	Method
                                         of payment: Bank Transfer; 3 months’ rent at one time with earnest money equal
                                         to 3 months’ rent. Party B shall make the first payment at the Signing date
                                         and make each periodic payment 10 days before due date.



 


	5.	Other
                                         Expenses



 


	5.1	Water
                                         bill, Electricity bill, phone bill, Network usage fee and Property management fees shall
                                         be borne by Party B, in accordance with relevant regulations.



 


	5.2	According
                                         to Party A’s requirement, Party B shall pay to Party A the earnest money 195,000
                                         yuan; Party A shall return to Party B the earnest money on expiry of the lease term and
                                         Party A have paid in full the leasing fees. Party A shall have the right to refuse to
                                         return such earnest money if Party B does not duly make Party B’s payment.



 


	6.	Obligations
                                         of Repair



 


	6.1	Party
                                         A shall guarantee the safety for the use of the said Premises during the term of the
                                         lease. Party B shall take good care of the Premises and the facilities therein and use
                                         them in a reasonable manner. In the event of damage to the Premises or the facilities
                                         due to Party B’s improper use, Party B shall promptly repair any damage or compensate.



 


	6.2	Neither
                                         Parties need to compensate the other Party if damages occur to the Premises or Party
                                         B due to force majeure.



 


	7.	Sublease



 


	7.1	Party
                                         B shall not sublease part or all of the leased Premises to a third party without Party
                                         A’s consent.



 


	7.2	Party
                                         B shall enter into a sub-leasing contract with a third party for the sub-leasing of the
                                         Premises following the rules below:



 


		(1)	The
                                         termination date of sub-leasing contract shall not be later than the termination date
                                         of this Contract;



 






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		(2)	During
                                         the terms of sub-leasing contract, Party B shall continue to perform his duty of this
                                         Contract when performing the rights and duties of the sub-leasing contract; and



 


		(3)	During
                                         the terms of sub-leasing contract, the sub-leasing contract shall change, terminate or
                                         expire accordingly if this Contract changes, terminates or expires.



 


	8.	Change
                                         and Termination of this Contract



 


	8.1	During
                                         the term of lease, this Contract shall not be changed or terminated unless in the following
                                         cases:



 


		(1)	that
                                         Party A takes back or Party B returns in advance any part or all of the leased Premises
                                         subject to a consensus reached between Party A and Party B when either party has specific
                                         causes;



 


		(2)	that
                                         disruption, unsolvable by Party A, of the facilities or supplies of water or electricity
                                         occurs and lasts longer than 3 days and Party B considers it a serious impact upon his
                                         usage of the leased Premises;



 


		(3)	that
                                         Party B breaches this Contract and makes no corrections within 5 days since Party A’s
                                         requirement;



 


		(4)	that
                                         this Contract cannot continue because of damages to the leased Premises and facilities
                                         due to force majeure.



 


	8.2	Any
                                         amendment to or termination of this Contract shall be made an offer by one party to the
                                         other party. Any loss to either party due to such amendments to or termination of this
                                         Contact shall be compensated by the defaulting party unless such responsibilities are
                                         exempt according to Clause 8.1, article 4 of this Contract.



 


	9.	Obligations
                                         of Party B



 


	9.1	During
                                         the term of lease, Party A has the right to terminate this Contract and take back the
                                         leased Premises, and Party A shall be reimbursed for losses by Party B if Party B:



 


		(1)	makes
                                         use of the leased Premises to engage in illegal acts;



 


		(2)	does
                                         not pay rent in time and has delayed for more than 7 days.



 






    3


     


    

 


	9.2	During
                                         the term of lease, Party B shall pay to Party A the amount of money equal to 2 months’
                                         rent if Party B terminates this Lease without Party A’s consent; if not, Party
                                         A shall not return the earnest money as set above.



 


	10.	Obligations
                                         of Party A



 


	10.1	Party
                                         A shall pay to Party B a fine equivalent to 5% of the monthly rent per day if Party A
                                         fails to hand over the Premises to Party B in due time. Party A shall compensate for
                                         damages to Party B if such fine cannot cover the loss of Party B.



 


	10.2	During
                                         the term of lease, Party A shall pay to Party B a fine equivalent to twice the monthly
                                         rent if Party A terminates this Contract in advance and takes back the leased Premises
                                         not in condition of Clause 9, article 1. Party A should also compensate for damages to
                                         Party B if such fine cannot cover the loss of Party B.



 


	10.3	Party
                                         A should calculate the rent on a daily basis of usage by Party B and return the rest
                                         (if any) when Party B requires to terminate this Contract for any reason. Penalty Clause
                                         of this Contract is effective and it continues;



 


	10.4	Party
                                         A shall guarantee a full entitlement of leased Premises and such Premises are without
                                         any disputes upon the right of property or use. Party A shall compensate for all the
                                         losses of Party B if any disputes upon the right of property or use arise.



 


	11.	Other
                                         terms



 


	11.1	Matters
                                         not covered in this Contract may be set forth in Supplementary Provisions subject to
                                         a consensus reached between Party A and Party B following consultations. The Supplementary
                                         Provisions and annexes of this Contract form an inseparable part of this Contract. The
                                         text written into the blank spaces of this Contract and its Supplementary Provisions
                                         and Annexes and the printed text shall be equally authentic.



 


	11.2	Both
                                         Parties, upon signing this Contract, have full capacity for civil conduct, clearly understand
                                         each one’s rights, obligations and responsibilities and are willing to perform
                                         strictly in accordance with provisions of the Contract. If a Party breaches this Contract,
                                         the other Party shall have the right to claim compensation in accordance with the provisions
                                         of this Contract.



 






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	11.3	Disputes
                                         arising between the Parties in the course of performing this Contract shall be resolved
                                         through consultations. Where the negotiations fail to resolve the dispute, both parties
                                         can issue legal proceeding in the People’s Court who has jurisdiction over the
                                         area of the leased Premises.



 


	11.4	There
                                         shall be three 3 original copies of this Contract and the Supplementary Provisions. Party
                                         A and Party B shall each hold one copy and all copies are of equal legal effect.



 


	11.5	Supplementary
    Provisions:  	 
	 	 	 
	 	 	 


 


Lessor
(Party A) Xiamen Wei Ai Investment Management Limited (seal) 


 





	Tel:	 	 
	 	 	 
	Date:	2018-3-22  	 


  


Lessee
(Party B) Xiamen Pop Culture Co., Ltd. (seal)


 





	Tel:	 	 
	 	 	 
	Date:
    	2018-3-22	 


 


 


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