Ex 4.16


 


(Summary Translation)


 


Cooperation Agreement


 


for


 


The Project of Block A1, IT Industrial Park
of Electronics Zone


 


Beijing Electronics Zone Investment and Development
Co., Ltd.


 


Beijing Chengshi Wanglin Information Technology
Co., Ltd.


 


September 25, 2014


 


Beijing


 




    	 



    	 



    

 


Party A: Beijing Electronics Zone Investment and Development Co.,
Ltd.


Postal Address: Building 205, Jia No. 10 Yard, North Jiuxianqiao
Road, Chaoyang District, Beijing


Zip Code: 100015


Business License Registration No.: 110000005030270


Legal Representative or Person in Charge: Wang Yan


Tel: 010-58833501


 


Party B: Beijing Chengshi Wanglin Information Technology Co., Ltd.


Postal Address: Suite E, North America International Business Center,
Yi No. 108 Beiyuan Road, Chaoyang District, Beijing


Zip Code: 1000010


Business License Registration No.: 110000450129310


Legal Representative or Person in Charge: Yao Jinbo


Tel: 010-51395858


 


WHEREAS


 


		1	The number of the Certificate for Use of the State-owned Land of the land located in Zone A of the IT Industrial Park in the
Electronics Zone with an area of 69,122.42 square meters (area for exclusive use) is Jing Chao Guo Yong (2008 Chu) No. 0108; the
purpose of the land specified therein is for industrial use, and the land use right will expire on December 7, 2056. Such land
use right of the State-owned land and the projects being constructed thereon that already obtained by Party A are all free of any
mortgage, litigation, arbitration or any other legal proceedings; the buildings are originally planned to serve as the purpose
of industrial facilities, and is currently under planning adjustment, and Party A will carry out the construction subject to the
planning approval and construction drawings.



 


		2	After a full understanding of the relevant details of construction and situation of the IT Industrial Park of Zhongguancun
Electronics Zone, Party B decides to purchase Block 1, Zone A of the IT Industrial Park and will perform the relevant admittance
approval procedures according to the admittance conditions of Zhongguancun Electronics Zone, and further undertakes that after
the entry, it will move its registered address and tax source to IT Industrial Park of Zhongguancun Electronics Zone as soon as
practicable and will not change the intended purpose of the building.



 


In accordance with the relevant laws and regulations and on the
basis of equal, voluntary and fair negotiations, Party A and Party B hereby agree as follows in connection with the matters of
their cooperation:


 




    	2



    	 



    

 


		Article 1	Target Building



 


		1.1.	Scope of the Target Building



 


The target building in this Agreement refers to Block
1, Zone A, Jia No. 10 Yard, North Jiuxianqiao Road, Chaoyang District, Beijing, the main structure of which is frame structure;
the building has two floors underground and seven floors above ground, with the total floor area temporarily estimated as approximately
28,169.29 square meters, of which the floor area above ground is approximately 21,405.97 square meters and the floor area underground
is approximately 6,763.32 square meters (Note: the areas provided in this paragraph are estimated areas, and the final figures
shall be subject to the surveying and mapping report after the completion.)


 


		1.2.	Confirmation on Area of the Target Building



 


The Parties agree to confirm the areas on the basis of
the floor area, and the actual aggregate floor area shall be subject to the area confirmed in the surveying and mapping report.
If the absolute value of the error ratio in respect of the total floor area falls within 3% (included), the price will be settled
based on the actual area and at the price agreed herein; if the actual total floor area is larger than the estimated floor area
agreed herein, the part of the price corresponding to the area exceeding 3% error ratio shall be borne by Party A, and such area
in excess shall be owned by Party B; if the actual total floor area is smaller than the estimated floor area agreed herein, the
part of the price corresponding to the area exceeding 3% error ratio shall be refunded by Party A to Party B in double amount.


 


		Article 2	Price of Target Building and Payment Schedule



 


		2.1.	Calculation Method for the Price of the Target Building:



 


The Parties acknowledge that the transaction price of
the target building shall be calculated on the basis of RMB23,000 (twenty-three thousand) per square meter for the total floor
area.


 


		2.2.	Estimated Price of the Target Building



 


According to the estimated calculation of the floor area
provided in Article 1 hereof, the estimated basic price payable by Party B to Party A for purchase of the target building shall
be RMB647,893,670 (i.e. six hundred and forty-seven million eight hundred and ninety-three thousand six hundred and seventy) (hereinafter
referred to as the “Estimated Total Price”). The final price shall be adjusted and settled as agreed in Article
1.2 by refunding the amounts in excess and making up for the shortfall.


 


		2.3.	Payment Schedule



 


Party B will pay the full amount of the Estimated Total
Price to Party A in several instalments according to the following schedule:


 


		2.3.1.	within 20 working days after this Agreement takes effect, Party B will pay 10% of the Estimated Total Price to Party A, i.e.
RMB 64,789,367 (sixty-four million seven hundred and eighty-nine thousand three hundred and sixty-seven);



 


		2.3.2.	prior to September 30, 2015, Party B will pay 40% of the Estimated Total Price to Party A, i.e. RMB 259,157,468 (two hundred
and fifty-nine million one hundred and fifty-seven thousand four hundred and sixty-eight);



 




    	3



    	 



    

 


		2.3.3.	prior to December 31, 2015, Party B will pay 50% of the Estimated Total Price to Party A, i.e. RMB 323,946,835 (three hundred
and twenty-three million nine hundred and forty-six thousand eight hundred and thirty-five);



 


		Article 3	Delivery of Target Building



 


		3.1.	Party A shall complete the construction, inspection and acceptance of the target building no later than December 31, 2015.
Party A shall deliver the building to Party B after Party B has made full payment of the entire Estimated Total Price.



 


		Article 4	Ownership Certificate



 


		4.1.	Party A acknowledges that after the target building has been delivered to Party B and the handover procedures in respect thereof
have been completed pursuant to Article 3, and after Party B has paid up the full price for purchase of the building in the amount
adjusted pursuant to Article 2.2 hereof, Party A shall have the obligation to complete the procedures for the Building Ownership
Certificate within 2 years after Party B has provided all relevant materials that should be provided by it and paid up all relevant
taxes and fees.



 


		4.2.	Both Parties agree to bear any taxes and expenses incurred arising from the handling of the building ownership certificate
according to relevant regulations of the State.



 


		4.3.	Given that the building is located within the Technical Park of Zhongguancun Electronics Zone, Party B shall not transfer the
building in principle according to the relevant regulations; in case of a transfer, Party A shall have a pre-emptive buyback right
under the equivalent conditions, unless in cases where such regulations are invalidated at the time of transfer.



 


		Article 5	Liabilities for Breach



 


		5.1.	Principles



 


The Parties shall enjoy the rights and perform the obligations
provided hereunder under the principles of honesty and good faith. In cases of any default, the defaulting Party shall assume the
liabilities for breach and pay a penalty fine to the non-defaulting Party. If there is an express provision governing the percentage
of the penalty fine, such provision shall prevail. In case both Parties are in breach, the Parties shall undertake their respective
liabilities according to their respective degree of fault or level of responsibilities.


 


In case of breach by any Party, the non-defaulting Party
shall be entitled to require the defaulting Party to rectify such breach. The legal liabilities thus brought about shall be assumed
by the defaulting Party.


 




    	4



    	 



    

 


		5.2.	Party A’s Liabilities for Breach



 


If Party A fails to perform its own obligations within
the period agreed herein, the following provisions shall prevail:


 


		5.2.1.	If Party A fails to deliver the target building to Party B by June 30, 2016 as required in Article 3.1 and Exhibit 2 for reasons
attributable to Party A, Party A shall pay 0.01% of the price already paid by Party B as penalty for each day of delay. In case
such delay lasts over 90 days, Party B shall be entitled to terminate this Agreement, in which case Party A shall refund all paid
amounts to Party B within 30 days upon the date of the termination notice, and pay 0.01% of the paid amounts as penalty to Party
B for each day of delay. If Party B elects not to terminate this Agreement, Party A shall pay 0.01% of the paid amounts as penalty
to Party B for each day during the period starting from the day immediately following the due delivery date agreed herein and ending
on the actual delivery date, and this Agreement shall continue to be performed.



 


		5.2.2.	If Party A fails to make the initial registration for Party B within the agreed time limit, or fails to go through the procedures
of the Building Ownership Certificate for reasons attributable to Party A, Party A shall pay 0.01% of the price already paid by
Party B as penalty for each day of delay. In case such delay lasts over 90 days, Party B shall be entitled to terminate this Agreement,
in which case Party A shall refund all paid amounts to Party B within 30 days upon the date of the termination notice, and pay
0.01% of the paid amounts as penalty to Party B for each day during the period starting from the day on which the procedures for
the ownership certificate should be completed and ending on the date of refunding.



 


		5.2.3.	Except as agreed herein, Party A undertakes that it will not resell the building to others and that the target building is
free of any security interest, failing to comply with which Party A has to pay Party B a penalty fine equivalent to 30% of the
Estimated Total Price hereunder, and the performance of this Agreement may be continued at the election of Party B.



 


		5.3.	Party B’s Liabilities for Breach



 


If Party B fails to perform its own obligations within
the period agreed herein, the following provisions shall prevail:


 


		5.3.1.	Party A shall be entitled to unilaterally terminate this Agreement if Party B fails to pay the first instalment of the Estimated
Total Price to Party A as agreed herein.



 


		5.3.2.	In case the payment is delayed for less than 90 days for reasons attributable to Party B, Party B shall pay 0.01% of the outstanding
and payable amounts as penalty to Party B for each day during the period starting from the day immediately following the due payment
date agreed herein and ending on the actual full payment date, and this Agreement shall continue to be performed.



 




    	5



    	 



    

 


		5.3.3.	In case the delay in payment lasts over 90 days for reasons attributable to Party B, Party A shall be entitled to terminate
this Agreement and resell the building contemplated hereunder to any third person, in which case Party B shall pay 0.01% of the
outstanding and payable amounts as penalty to Party A for each day of delay, and Party A shall refund the remaining paid amounts
after deducting such penalty fine. If Party A elects not to terminate this Agreement, Party B shall pay 0.01% of the outstanding
and payable amounts as penalty to Party A for each day during the period starting from the day immediately following the due payment
date of such outstanding amounts agreed herein and ending on the actual payment date, and this Agreement shall continue to be performed.



 


		5.4.	Except for the right of unilateral termination exercisable by the Parties pursuant to this Agreement, neither Party may terminate
this Agreement without justified reasons, and either Party that terminates this Agreement for reasons not stipulated by the law
or agreed herein shall pay a penalty fine equivalent to 30% of the Estimated Total Price to the non-defaulting Party. However,
neither Party may terminate this agreement by applying this paragraph after the other Party has performed the primary obligations
hereunder. The primary obligations mentioned in this paragraph, with respect to Party A, shall mean the obligations to deliver
the building and complete the procedures for ownership transfer, and with respect to Party B, shall mean the obligation to pay
the Estimated Total Price of the building.



 


		5.5.	If either Party is required to refund amounts and/or pay penalty fine to the other Party for its default pursuant to this Agreement,
the defaulting Party shall refund the amounts as agreed and pay the penalty fine within 30 days upon the delivery of the written
notice by the non-defaulting Party to the defaulting Party, failing to do which the defaulting Party shall pay 0.01% of the Estimated
Total Price for each day during the period from the day on which the penalty fine should be paid to the day on which the penalty
is actually paid in full.



 


		Article 6	Termination of Agreement



 


		6.1.	In case any of the following situation occurs, this Agreement will terminate:



 


		(1)	this Agreement will terminate earlier upon a new written agreement entered into between the Parties after negotiations;



 


		(2)	this Agreement will terminate automatically after the Parties have completed their obligations hereunder;



 


		(3)	where a Party is deprived of its legal capacity due to bankruptcy, closedown, revocation of business license, the other Party
is entitled to terminate this Agreement immediately upon delivery of a written notice;



 


		(4)	upon the occurrence of a force majeure event, which renders that the purpose of this Agreement cannot be realized, either Party
may terminate this Agreement via a notice to the other Party; or



 


		(5)	other circumstances under which this Agreement may be terminated or dissolved as provided by laws, regulations or agreed in
this Agreement.



 




    	6



    	 



    

 


		6.2.	Either Party that terminates or dissolves this Agreement as provided by laws, regulations or agreed in this Agreement shall
send a written notice to the other Party to terminate or dissolve this Agreement, and this Agreement shall be terminated or dissolved
upon the receipt of such written notice by the other Party. The non-defaulting Party is entitled to claim the defaulting liabilities
against the defaulting Party according to the laws, regulations and this Agreement.



 


		Article 7	Confidentiality



 


		Article 8	Force Majeure



 


		Article 9	Effectiveness and Counterparts



 


		9.1.	This Agreement shall take effect upon being signed and stamped by the Parties and after being approved by the shareholders
of Party A and the board of directors of Party B.



 


		9.2.	This Agreement shall be made in six counterparts, three for each Party, all of which shall be equally binding.



 


		9.3.	In case of any conflicts between this Agreement and the laws and regulations of the State, the latter shall prevail.



 


		Article 10	Dispute Resolution



 


		10.1.	In case of any disputes between the Parties, the Parties shall first resort to amicable negotiations to resolve such disputes;
if the negotiations fail, such disputes shall be filed to the court of competent jurisdiction over the target building for resolution.



 


		Article 11	Exhibits of the Agreement



 




    	7