Exhibit 4.25


 


EXCLUSIVE CALL OPTION AGREEMENT

(Summary Translation)


 


This Exclusive Call Option Agreement (this “ Agreement
”) is made and entered into by the Parties below on December 4, 2014.


 


		(1)	Beijing Tuo Shi Huan Yu Network Technology Co., Ltd., a limited liability company established and existing under the PRC laws
(“Party A”);



 


		(2)	Mo Tianquan, a PRC citizen (“Party B”); and



 


		(3)	Beijing Hua Ju Tian Xia Network Technology Co., Ltd., a limited liability company established and existing under the PRC laws
(“Party C”).



 


In this Agreement, Party A, Party B and Party
C are each referred to as a “Party” and collectively the “Parties.”


 


WHEREAS :


 


Party B holds 100% equity interests in Party C;


 


Party A and Party C entered into an exclusive
technical consultancy and services agreement (the “Exclusive Technical Consultancy and Services Agreement”)
on December 4, 2014; Party B and Party A entered into an equity pledge agreement (the “Equity Pledge Agreement”)
on December 4, 2014; and Party B and Party A entered into a loan agreement (the “Loan Agreement”) on December
4, 2014.


 


NOW, THEREFORE, the Parties through negotiations hereby agree as
follows:


 


		1.	Transfer of Equity Interest



 


		1.1	Granting of Rights



 


Party B hereby irrevocably grants Party A or one or more persons
designated by Party A (each, a “ Designated Person ”) an irrevocable and exclusive right to purchase (the “
Call Option ”) from Party B the whole or a part of the equity interest in Party C held by Party B (the “ Target
Equity ”) exercisable by Party A at its own option and at the price set forth in Article 1.3 herein pursuant to any applicable
PRC laws. Unless the prior written consent of Party A and its Designated Person has been obtained, Party B shall not sell, transfer
or dispose of the Target Equity in any way to any other person. Party C hereby agrees to Party B’s granting to Party A the
Call Option.


 




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The reference to “person” in this Section and this Agreement
are to a natural person, legal person or non-legal person entity.


 


		1.2	Exercise Procedure



 


Party A shall exercise its Call Option in accordance with the relevant
PRC laws and regulations. When exercising its aforesaid Call Option, Party A shall send to Party B a written notice (a “
Notice of Equity Purchase ”) and such Notice shall contain the following matters: (a) the decision of Party A to exercise
the Call Option; (b) the number of shares to be purchased by Party A; and (c) purchase date and transfer date of the equity interests.


 


		1.3	Equity Price



 


Unless valuation is required by applicable laws, the price for the
Target Equity (the “ Equity Price ”) shall be equal to the actual amount of capital injection subscribed by
Party B for the Target Equity.


 


		1.4	Transfer of Target Equity



 


Whenever Party A is to exercise its Call Option:


 


(a) Party B shall instruct Party C to hold a shareholders meeting
in time, and a resolution shall be passed during such meeting that approves Party B’s transfer of its equity interests in
Party C to Party A and/or its Designated Person.


 


(b) Party B shall sign an equity interest transfer agreement with
Party A (or its Designated Person, as applicable) in accordance with this Agreement and the Notice of Equity Purchase.


 


(c) The relevant Parties shall sign all other necessary contracts,
agreements or documents, obtain all necessary governmental approval and consent, take all necessary actions to transfer, without
attaching any Security Interests, the ownership of the Target Equity to Party A and/or the Designated Person; and cause Party A
and/or the Designated Person to become the registered owner of the aforesaid Target Equity. For the purposes of this Section and
this Agreement, “Security Interests” include liens, warrants, mortgages, pledges, rights and interests of a third party,
any right to purchase, right to procure, right of priority, right to setoff, withholding of ownership, or other security arrangement;
provided, however, that the “Security Interests’’ exclude any lien or security interests under this Agreement
and the Equity Pledge Agreement.


 


(d) Before Party A and/or the Designated Person exercise the Call
Option, Party B may, with the prior written consent of Party A and/or the Designated Person, transfer to a third party other than
Party A and/or the Designated Person the Target Equity, and such third party shall succeed to all obligations, undertakings, representations
and warranties of Party B under this Agreement as if is had been a Party hereof.


 


		1.5	Payment



 


Whereas it is agreed in the Loan Agreement between Party B and
Party A that any profits or gains from the transfer of Party B’s equity interest in Party C shall be paid back by Party
B to Party A or a person designated by Party A as repayment under the Loan Agreement. Therefore, when Party A
exercises its Call Option, the Equity Price shall be used by Party B to repay Party A for the loan, and Party A does not need
to make any additional payment to Party B for the Equity Price.


 




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		2.	Undertakings in Relation to Equity Interest



 


		2.1	Party C’s Undertakings



 


Party C hereby undertakes:


 


(a) Without the prior written consent of Party A, Party C shall
not supplement, amend or otherwise modify any document in any way that relates to the constitution of Party C, increases or reduces
its registered capital, or changes the structure of its registered capital in any other way;


 


(b) Party C shall maintain its corporate existence, operate and
deal with its business diligently and effectively in accordance with good financial and commercial standards and practices;


 


(c) Without the prior written consent of Party A, Party C shall
not, in any way at any time after the execution of this Agreement, sell, transfer, mortgage or dispose of any of its legal rights
and interests in relation to its assets, business or income, or allow the existence of any other Security Interests thereon;


 


(d) Without the prior written consent of Party A, no debts may be
incurred by, or be succeeded to or warranted or allowed to exist in, Party C, except the following debts: (i) debts incurred in
the normal or daily business operations, and (ii) debts incurred with prior consent in writing by Party A;


 


(e) Party C shall continue to operate all of its business normally
in order to maintain the value of its assets, and may not perform any act or fail to perform an act that may materially affect
its operations and the value of its assets;


 


(f) Without the prior written consent of Party A, Party C may not
sign any material contract, the value of which is over Renminbi one hundred thousand (RMB 100,000), except for any contract in
its normal course of business;


 


(g) Without the prior written consent of Party A, Party C may not
provide any loan or security/warranty for any other party;


 


(h) Upon Party A’s request, Party C shall provide all materials
in relation to its operations and financial condition to Party A;


 


(i) Party C shall, with Party A’s consent, purchase and maintain
insurance, the amount and specific coverage of which shall be the same as those taken out by companies in similar businesses with
similar properties or assets in the same area;


 


(j) Without the prior written consent of Party A, Party C may not
consolidate or merge with any party, acquire any party, or invest in any party;


 




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(k) It shall forthwith notify Party A of any litigation, arbitration
or administrative proceedings that happened or is to happen in relation to the assets, business and income of Party C;


 


(l) In order to maintain Party C’s ownership of all of its
assets, Party C shall sign and deliver all necessary or proper documents, take all necessary or proper actions, lodge all necessary
or proper complaints or raise all necessary or proper defenses against all claims;


 


(m) Without the prior written consent of Party A, Party C may not
declare or pay dividends to its of Party C, provided however that, upon Party A’s request, Party C shall forthwith distribute
all of its distributable profits to its respective shareholders; and


 


(n) Upon Party A’s request, Party C shall appoint the person
designated by Party D to take up any directorship at Party C.


 


		2.2	Party B’s Undertakings



 


Party B hereby undertakes:


 


(a) Without the prior written consent of Party A, Party B shall
not in any way at any time after the signing of this Agreement sell, transfer, mortgage or dispose of any of its legal rights and
interests in relation to the equity interests in Party C held by Party B, or allow the existence of any other Security Interests
therein, except for the pledge of the equity interests in Party C held by Party B under the Equity Pledge Agreement;


 


(b) It shall cause the shareholders meetings of Party C not to approve,
without the prior written consent of Party A, any action to sell, transfer, mortgage or dispose of any of its legal rights and
interests in relation to any equity interests in Party C, or allow the existence of any other Security Interests therein, except
for the pledge of such equity interests in Party C held by Party B under the Equity Pledge Agreement;


 


(c) It shall cause the shareholders meetings of Party C not to approve,
without the prior written consent of Party A, that Party C is to consolidate or merge with any party, acquire any party, or invest
in any party;


 


(d) It shall forthwith notify Party A of any litigation, arbitration
or administrative proceedings that happened or is to happen in relation to the equity interests in Party C held by Party B;


 


(e) It shall cause the shareholders meetings of Party C to vote
for the transfer of the Target Equity under this Agreement;


 


(f) In order to maintain the ownership of all of the equity interests
held by Party B in Party C before transferring such equity interests to Party A, Party B shall sign and deliver all necessary or
proper documents, take all necessary or proper actions, and raise all necessary or proper claims or all necessary or proper defenses
against all claims;


 


(g) Upon Party A’s request, Party C shall appoint the person
designated by Party D to take up any directorship at Party C;


 




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(h) Upon Party A’s request, Party B shall unconditionally
transfer its equity interests in Party C forthwith to Party A and/or the representative designated by Party A and to disclaim and
give up any preemptive or priority right to purchase Party C’s equity interests; and


 


(i) Party B shall strictly comply with provisions in this Agreement
and other contracts contemplated hereunder, perform its obligations hereunder and thereunder, and not perform any act or fail to
perform an act that may materially affect the validity and enforceability of this Agreement.


 


(j) Upon request by Party A, remit all the
profits distributed by Party C to Party A.


 


		3.	Representations and Warranties



 


Party B and Party C hereby, on the signing date of this Agreement
and each date of transfer of the Target Equity, jointly and severally represent and warrant to Party A as follows:


 


(a) Each Party is legally competent and has the right to sign and
deliver this Agreement, to sign pursuant to this Agreement any equity transfer agreement (collectively referred to as “ Transfer
Agreement ”) to transfer the Target Equity, and to perform its obligations hereunder and under any Transfer Agreement.
This Agreement and any Transfer Agreement, upon signature, shall be legal, valid and binding upon each Party and may be enforced
against each Party in accordance with their terms and conditions;


 


(b) The execution and delivery of this Agreement or any Transfer
Agreement or the performance by each Party of its obligations hereunder or under any Transfer Agreement shall not (i) lead to a
violation of any relevant PRC laws, (ii) be in conflict with or contradiction to the articles of association or any other constitutional
documents of Party B and Party C, (iii) lead to a violation or breach of any contract or document of which Party B or Party C is
a party or by which it is bound, (iv) lead to a violation of any conditions for any license, approval or their validity or (v)
lead to the suspension or cancellation of any license or approval, or imposition of additional conditions for such license or approval;


 


(c) Party B owns all of the equity interests in Party C, and unless
permitted in the Equity Pledge Agreement, Party B has no Security Interests in the aforesaid assets;


 


(d) Party C does not have any other unpaid debts, except for (i)
debts incurred in its normal business operations and (ii) debts incurred with Party A’s prior consent in writing; and


 


(e) No litigation, arbitration or administrative proceedings in
relation to the equity interests in Party C or Party C’s assets are currently on-going, pending, or likely to occur.


 


		4.	Effective Date and Term



 


This Agreement
shall come into force upon signature by the Parties and shall remain valid for ten (10) years. It may be extended for an additional
ten (10) years at Party A’s option. Party A shall be entitled to extend the contract period in the above-mentioned
manner and at its sole discretion, and Party B shall unconditionally agree to such extension by Party A.


 


		5.	Governing Law and Dispute Resolution



 


		5.1	Governing Law



 


The PRC law shall govern the execution, validity,
interpretation, amendment, termination and resolution of disputes arising out of this Agreement. The PRC law referred to
herein does not include the laws of Taiwan, the Hong Kong Special Administration Region or the Macau Special Administration
Region.


 




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		5.2	Dispute Resolution



 


Any dispute arising out of this Agreement or other related disputes
shall be settled first through friendly negotiations. If such dispute cannot be so settled within thirty (30) days after one Party
sends a written notice to another Party, it may be submitted by either Party to the China International Economic and Trade Arbitration
Commission and be arbitrated in Beijing, China in accordance with its arbitration rules. The arbitration award shall be accepted
as final and binding upon all Parties.


 


		6.	Taxation and Expenses



 


Each Party shall bear any and all taxation, cost and expenses that
occur to such Party for the transfer and registration for the Target Equity and for the preparation and execution of this Agreement
and any Transfer Agreement and the performance and completion of the transactions contemplated under this Agreement and any Transfer
Agreement.


 


		7.	Notice



 


Any notice or other communication sent by any Party shall be written
in Chinese, and sent by mail or facsimile transmission to the addresses of the other Parties set forth below or to other designated
addresses previously notified by any such other Party. If any Party changes its address, it shall notify the other Parties of such
change in a timely and effective manner. The dates on which such notices are deemed to have been effectively given shall be determined
as follows:


 


	 	(A)	Notices given by personal delivery shall be deemed effectively given on the date of personal delivery;



 


		(B)	Notices sent by registered airmail (postage prepaid) shall be deemed effectively given on the seventh (7th ) day after the
date on which they were mailed (as indicated by the postmark);



 


		(C)	Notices sent by a courier recognized by the Parties shall be deemed effectively given on the third (3rd ) day after they were
sent to such courier service agency; and



 


		(D)	Notices sent by facsimile transmission shall be deemed effectively given on the first business day following the date of transmission,
as indicated on the document.





 




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		8.	Confidentiality



 


The Parties hereby acknowledge and confirm that any oral or written
materials exchanged between the Parties in relation to this Agreement are confidential materials. Each Party hereby agrees that
it shall keep confidential any other Party’s confidential materials. Without the prior written consent of such other Party,
such Party shall not disclose to any third party such confidential materials, unless in the following cases: (a) such materials
are known or to become known by public (not disclosed to public by such Party through its own fault); (b) applicable laws require
disclosure of such materials; or (c) such materials are disclosed, in relation to the transactions contemplated in this Agreement,
to such Party’s legal, financial and other consultants who are subject to similar confidentiality provisions. Any disclosure
of such confidential materials by any working staff or institution of any Party shall be deemed as disclosure of confidential materials
by such Party, and such Party shall bear responsibilities. This section shall remain valid whether or not this Agreement has terminated
due to any reason.


 


		9.	Further Warranties



 


The Parties hereby agree to sign, as soon as possible, all reasonable
and necessary documents or documents conducive to the Parties for the purposes of performing this Agreement, and further take all
reasonable and necessary actions or actions conducive to the Parties for the purposes of performing this Agreement.


 


		10.	Miscellaneous Terms



 


		10.1	Modification, Amendment and Supplement



 


Any modification, amendment and supplement to this Agreement shall
be made upon written consent by the Parties.


 




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		10.2	Observance of Laws and Regulations



 


The Parties shall observe all PRC laws and regulations and confirm
that each Party’s operations fully comply with such laws and regulations.


 


		10.3	Complete Agreement



 


Except for the written modification, amendment and supplement to
this Agreement after its signing, this Agreement and Schedule I shall constitute the complete Agreement made by the Parties in
relation to the aforesaid matters.


 


		10.4	Title



 


The titles in this Agreement are for convenience only and shall
not be used for interpretation, description or other purposes that may affect the meanings of provisions herein.


 


		10.5	Language



 


This Agreement is made in Chinese in five originals.


 


		10.6	Severability



 


If any of the terms or conditions hereunder or any portion thereof
shall be invalid, illegal, or unenforceable under any applicable PRC laws, the validity, legality and enforceability of the remaining
provisions hereunder shall not be in any way affected or impaired. The Parties shall negotiate in good faith to reach an agreement
on a provision to replace the invalid. The economic effect resulting from such valid provisions shall be equal to that from the
invalid, illegal or unenforceable provisions.


 


		10.7	Successor



 


This Agreement is binding upon each Party’s successors and
transferees of equity interest, as if they were the contracting Parties hereof.


 


		10.8	Continuous Validity



 


Any obligations due or becoming due before the expiry of this Agreement
shall continue to be valid after the expiry.


 




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		10.9	Non-waiver



 


The failure of any Party to exercise its rights to investigate the
breach of any other Party in any specific case shall not be deemed a waiver of such rights in any other cases alike or not.


 


	Party A: Beijing Tuo Shi Huan Yu Network Technology Co., Ltd. (seal)
	Signed:	/s/	 
	Authorized signatory
	 
	Party B: Mo Tianquan
	Signed:	/s/ Mo Tianquan	 
	 
	Party C: Beijing Hua Ju Tian Xia Network Technology Co., Ltd. (seal)
	Signed:	/s/	 
	Authorized signatory




 




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