Exhibit 4.116


 


Option Agreement


 


This
option agreement (this “Agreement”) is entered
into by and among the following parties (the “Parties”) on
December 1, 2014.


 


Party A: KongZhong Information Technologies
(Beijing) Co., Ltd.


Address:
35F, Tengda Plaza, No.168 Xiwai Street, Haidian District, Beijing, 100044, China


 


Party
B: 


Jia Tao; ID No.: 110105197802109636


Address: 35F, Tengda Plaza, No.168 Xiwai
Street Haidian District, Beijing, PRC.


 


Chen Junhong;
ID NO.: 350203197504274032


Address: Rm.17, No.442, Siming South
Road, Siming District Xiamen, Fujian, PRC
 


 


Party C: Xiamen Xinreli Technology
Co., Ltd.


Address: Room 14A, Lianfu Office
Building, No.2. Lianqian West Road, Siming District.


 


WHEREAS


 


		1.	Party A is a wholly foreign-owned enterprise
                                         registered and valid existing in the PRC.



 


		2.	Party C is a limited liability company
                                         registered in the PRC.



 


		3.	Shareholder
                                         I and Shareholder II of Party B (the “Authorizing Parties”) are the shareholders of Party C.



 


		4.	To guarantee the performance of Exclusive
                                         Consulting and Services Agreement between Party A and Party C, Party A and Party B has
                                         entered into Share Pledge Agreement. For security the above mortgage, and considering
                                         the technical support to Party C provided by Party A, and the friendly cooperative relationship
                                         between the Parties, the parties hereby enter agreement as follows:



 




    	 



    	 



    

 


		1.	grant
                                         of the option



 


		1.1	Grant



 


The Authorizing Parties
hereby grant to Party A an exclusive option to purchase all their respective equity interests in Party C at the lowest price
permitted by PRC laws by Party A or its designated third party under the provisions of this Agreement, unless disclosing to
Party A and prior consented otherwise in written by Party A. The aforesaid option shall be effected upon this Agreement
executed by the Parties and coming into effect. And this authorization shall be irrevocably during the term of this Agreement
(including the renewed term under Article 1.2) from the Grant Date.


 


		1.2	Term



 


This Agreement shall be executed
and come into effect as of the date first set forth above and shall last for a period of ten (10)years from the effective date.
Upon the request of Party A, the term of this Agreement shall be renewed, or a separate new Option Agreement shall be entered
into by the Parties at the request of Party A.


 


		2.	exercise
                                         of the option and its closing



 


		2.1	Timing of Exercise



 


		2.1.1	The Authorizing Parties agree unanimously
                                         that with the permission of PRC laws and regulations, Party A may exercise part or full
                                         option anytime during the term of this Agreement.



 


		2.1.2	The Authorizing Parties agree unanimously
                                         that there is no limitation on the times for Party A to exercise its option, unless Party
                                         A has purchased all of the equity interests in Party C.



 


		2.1.3	The Authorizing Parties agree unanimously
                                         that Party A may designate in its sole discretion any third party to exercise the options
                                         on its behalf, in which case Party A shall provide a prior written notice to the Authorizing
                                         Parties.



 


		2.2	Disposal of Exercise Price



 


The authorizing parties unanimously
agree that all exercise prices obtained by an authorizing party in the process of right exercise by Party A shall be used to clear
off the debts owed by Party C to Party A under the Exclusive Consultation and Service Agreement, or shall be transferred from
the authorizing party to Party C or other third party designated by Party A in a way approved by Party A in writing.


 




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		2.3	Transfer



 


The Authorizing Parties agree
unanimously that all or part of the options of Party A under this Agreement may be transferred to a third party without prior
consent of the authorizing Parties, which shall be deemed as a party to this Agreement and is entitled to exercise the options
under terms of this Agreement, to enjoy the rights and assume the obligations of Party A under this Agreement.


 


		2.4	Notice Requirement



 


To exercise an Option, Party
A shall send an written notice to the Authorizing Parties of such Option is to be exercised 10 days prior to each closing date
(as defined below), specifying the following:


 


		2.4.1	The date of the effective
                                         closing of such purchase (the “Closing Date”);



 


		2.4.2	The name of the person in which
                                         the Equity Interests shall be registered;



 


		2.4.3	The amount and the portion of Equity
                                         Interests to be purchased from such Authorizing Parties;



 


		2.4.4	The purchase price and means of
                                         payment; and



 


		2.4.5	A power of attorney
                                         (applicable if a third party has been designated to exercise the Option)



 


The Parties agree unanimously
that Party A is entitled to exercise the Options and elect to register the Equity Interests in the name of a third party as it
may designates from time to time.


 


		2.5	Transfer of Stock Rights



 


Each time when Party A exercises
its option, the following works need to be done within ten (10) working days upon receipt of the Notice of Exercise issued by
Party A in accordance with Article 2.4 hereof:


 


(1) The authorizing party shall
instruct Party C to timely convene a shareholders’ meeting, in which a resolution with regard to the transfer of stocks
rights by the authorizing party to Party A and/or its designated third party shall be made;


 


(2) The authorizing party shall
sign a transfer agreement with Party A (or its designated third party where applicable), which is substantively the same as the
stock right transfer agreement listed in Attachment 1 hereof in all material aspects; and


 




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(3) All parties to Party B shall
sign all other contracts, agreements or documents required, obtain all necessary governmental approvals and consents, and take
all necessary measures to transfer the good title of stocks purchased to Party A and/or its designated third party without any
conditional secured interest, and shall cause Party A and/or its third party to be the owner of such stocks registered with the
administration for industry and commerce, and shall submit Party A or its designated third party with latest business license,
Articles of Association, approval certificate (if applicable) and other documents issued or archived in competent Chinese authorities.
The change in stock right of Party C or change of its directors or legal representative etc. shall be reflected in the aforementioned
documents.


 


		3.	representations
                                         and warranties



 


		3.1	The Authorizing Parties hereby represent
                                         and warrant as follows:



 


		3.1.1	They have the full power and
                                         authority to enter into and perform this Agreement;



 


		3.1.2	The fulfilling of the obligations
                                         hereunder does not violate any applicable laws, regulations and contracts, or require
                                         any government authorization or approval;



 


		3.1.3	There is no lawsuit, arbitration
                                         or other legal or administrative procedures pending which, based on its knowledge, will
                                         possibly have material and adverse affects on the performance of this Agreement;



 


		3.1.4	They have already disclosed all                                          conditions that
                                                                 may pose unfavorable influences to the performance of this Agreement                                          to Party
                                                                 A;



 


		3.1.5	They have not been declared bankruptcy
                                         and having stable and good financial condition;



 


		3.1.6	Their stock rights in Party C are free from any pledge, security, liabilities or other
                                                                 third-party encumbrance, and are free from third-party claim;



 


		3.1.7	They will not create any pledge,
                                                                 liability                                                                  or
                                                                 other third party right on Party C’s stock rights
                                                                 held, or disposing                                          of its
                                                                 stock rights to any party other than Party A or its designated third party by                                          means
                                                                 of transfer, bestowal, pledge or others;



 


		3.1.8	The options granted to Party
                                         A are exclusive, and the Authorizing Parties shall not grant options or similar right
                                         to other parties in any ways.



 


		3.1.9	The businesses engaged in by
                                         Party C in the duration of this Agreement shall comply with laws, regulations, rules
                                         and other administrative provisions and instructions promulgated by other competent government
                                         authority and there is no violation of the foregoing provisions, which may have any substantially
                                         unfavorable influences to the businesses engaged or the composition of assets.



 




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		3.1.10	They will maintain Party C’s existence
                                                                  in                                                                   line
                                                                  with good financial and commercial standards and
                                                                  practices.                                                                   Operate Party C’s
                                                                  businesses prudently and effectively and handle affairs and shall try its utmost efforts
                                                                  to obtain all necessary licenses, permits and official documents etc. required for maintaining
                                                                  its continue operation, and make sure that all these licenses, permits and official documents
                                                                  may not be cancelled, withdrawn or declared void;



 


		3.1.11	They will provide all materials about                                          Party
                                                                  C’s operation
                                                                  and                                                                                                          finance to Party
                                                                  A upon Party A’s request;



 


		3.1.12	Party C shall not engage in
                                         any of the following acts unless it has obtained the written consent of Party A (or its
                                         designated third party) before Party A (or its designated third party) exercises its
                                         option and obtains all stock rights or interests of Party C:



 


(a) Selling, transferring, pledging
or disposing in any other way of any assets, businesses or revenues or allowing to create any secured interests on such assets,
businesses or revenues (except those created in normal or routine business or those disclosed to Party A and having obtained Party
A’ s prior written consent);


 


(b) Concluding any transaction
that may substantively affects its assets, obligations, operation, stock rights and other legal rights (except those created in
normal or routine business or those disclosed to Party A and having obtained Party A’ s prior written consent);


 


(c) Distributing dividends in any form to each shareholder;


 


(d) Creating,
inheriting, securing or allowing the existence of any liabilities, except (i) liabilities created in normal or routine
operation other than  by means of borrowing; and (ii) liabilities already disclosed to Party A and for which the expressly
prior written consent of Party A is obtained;


 


(e) Signing any major contract,
except contracts concluded in the process of normal businesses (for the purpose of this paragraph, a contract whose value exceeds
RMB 10,000 yuan shall be deemed as a major contract);


 




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(f) Increasing or decreasing the
registered capital of Party C through a resolution of shareholders meeting, or separately changing the composition of such registered
capital;


 


(g) Supplementing, amending or
modifying the Articles of Association of Party C in any form; or


 


(h) Merging or uniting any party,
or acquiring any party or making investment to any party.


 


		3.1.13	All parties to Party B shall
                                         not jointly or severally engage in any of the following acts unless it has obtained the
                                         written consent of Party A (or its designated third party) before Party A (or its designated
                                         third party) exercises its option and obtains all stock rights or interests of Party
                                         C:



 


(a) Supplementing, amending or
modifying the documents alike Articles of Association of Party C in any form, and such supplement, amendment or modification will
substantively and adversely affect the assets, responsibilities, operation, stock rights or other legal rights of Party C (except
capital increase at the same proportion made to meet legal requirements), or may affect the effective performance of this Agreement
and other agreements concluded among Party A, Party B and Party C;


 


(b) Urging Party C to conclude
any transaction that may substantively and adversely affect the assets, obligations, operation, stock rights and other legal rights
of Party C (except those created in normal or routine business or those disclosed to Party A and having Party A’ s prior
written consent);


 


(c) Urging the shareholders’
meeting of Party C to pass a resolution on the distribution of dividends;


 


(d) Selling, transferring, pledging
or disposing in any other form of any legal or beneficial interests of Party C’s stock rights at any time from the Effective
Date of this Contract, or allowing to create any other secured interests on such rights;


 


(e) Urging the shareholders’
meeting of Party C to approve the selling, transferring, pledging or disposal in any other form of any legal or beneficial interests
of Party C’s stock rights or to allow the creation of any other secured interests on such rights;


 


(f) Urging the shareholders’
meeting of Party C to approve the merger or union of Party C with any party or the acquisition of or investment to any party,
or approve the reorganization in any other form; or


 


(g) Voluntarily winding up, liquidating
or dissolving Party C.


 




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		3.1.14	All parties to Party B hereby
                                         undertake as follows before Party A (or its designated third party) exercises its option
                                         and obtains all stock rights or interests of Party C:



 


(a) Informing Party A of any occurred
or possibly occurring litigation, arbitration or administrative proceeding against its stock rights held or of any circumstance
that may pose unfavorable influences to such stock rights in writing immediately;


 


(b) Urging the shareholders’
meeting of Party C to review and approve the transfer of stock rights purchased as specified in this Agreement; urging Party C
to modify its Articles of Association so as to reflect the transfer of stock rights from Party B to Party A and/or its designated
third party and other alterations mentioned herein, and to make an application immediately with competent Chinese authority (if
required by law) and go through relevant change of registration; urging Party C to approve the persons assigned by Party A and
/or its third party to assume as the new director or new legal representative through a shareholders’ resolution;


 


(c) Signing all necessary or appropriate
documents, taking all necessary or appropriate measures and making all necessary or appropriate accusation or conducting necessary
and appropriate defense with regard to all claims, so as to secure its legal and valid ownership to the stock rights;


 


(d) Immediately transferring its
stock rights to a third party designated by Party A unconditionally at any time upon the request of Party A, and giving up the
preemptive right enjoyed during the above transfer of stock rights by another existing shareholder; and


 


(e) Following closely to this
Contract and contracts concluded by all parties to Party B and Party A jointly or separately, earnestly fulfilling all obligations
under these contracts and not engaging in any feasance or nonfeasance that may affect the validity and enforceability of such
contracts.


 


		3.2	Undertaking



 


The authorized party
hereby undertakes to Party A that it will bear all costs arising from the transfer of the stock rights, and will complete all
such formalities as are necessary to make Party A or its designated party a full and proper shareholder of Party C. Such
formalities include, but are not limited to, assisting Party A with the obtaining of necessary approvals of the equity
transfer from relevant government authorities, the submission of the equity transfer agreement and
shareholder’s resolution to the relevant administrative department of industry and commerce for the purpose of amending
the Articles of Association, changing the list of shareholders and other constitutional documents of Party C.


 




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		3.3	All parties to Party B hereby jointly
                                         and severally represent and undertake as follows on the signing date of this Contract
                                         and on each closing date:



 


		(1)	Having appropriate rights and
                                         capabilities to sign and deliver this Contract and any stock right transfer agreement
                                         (named as “transfer agreement”) to which it is a party and which concerned
                                         with each transfer of stocks purchased in line with this Contract; and to perform its
                                         obligations under this Contract and any transfer agreement. This Contract and other transfer
                                         agreement to which it is a party after being signed shall constitute legal, effective
                                         and binding obligations, which might be compulsively enforced in accordance with its
                                         clauses.



 


		(2)	The execution and delivery of
                                         this Contract or any transfer agreement or the performance of obligations under this
                                         Contract or any transfer agreement shall not: (i) Resulting in violation of any Chinese
                                         laws and regulations; (ii) Conflicting with its Articles of Association or other constitutive
                                         documents; (iii) Resulting in violation of any contract or document to which it is a
                                         party or binding upon itself, or constitute a breach of the contract or document to which
                                         it is a party or binding upon itself; (iv) Resulting in violation of any granted consent
                                         or approval and/or any continuously valid conditions for such grant; or (v) Resulting
                                         in the suspension or withdrawal of any consent or approval granted or the creation of
                                         supplementary conditions;



 


		(3)	All parties to Party B shall hold
                                         good and salable title with regard to all stock rights of Party C, but shall not create
                                         any secured interests on the above stock rights.



 


		(4)	Party C has no outstanding liabilities,
                                         except (i) liabilities created in the process of normal operation; and (ii) liabilities
                                         already disclosed to Party A and having expressly prior written consent of Party A;



 


		(5)	Party C shall comply with all
                                         laws and regulations that apply to the acquisition of stock rights and assets.



 




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		(6)	Not yet any ongoing, pending or
                                         possibly occurring litigation, arbitration or administrative proceeding pertaining to
                                         the stock rights or assets of Party C for the moment.



 


		4.	Special
                                         Agreement



 


Party B undertakes that with
any alternation on proportion of the equity interest in Party C held by Party B, this agreement shall be binding on all the equity
interests in Party C.


 


		5.	taxes



All taxes arising from the performance
of this Agreement will be paid by each party respectively.


 


		6.	BREACH
                                         OF AGREEMENT



 


		6.1	If Party B or Party C violates this
                                         Agreement of its representations and warranties in this Agreement, the abiding party
                                         may notify the default party in writing requesting it to correct its wrongdoings within
                                         10 days of receiving the notice, take corresponding measures to effectively and timely
                                         avoid the damages and to resume performing this Agreement. If there are damages, the
                                         default party shall compensate the abiding party, causing the abiding party to obtain
                                         all receivable rights and interests from the performance of the Agreement.



 


		6.2	If Party B or Party C breaches this
                                         Agreement, which causes the other party to bear any expenses, liabilities or suffer any
                                         losses, and fails to remedy such breach within ten (10) days upon the receipt of such
                                         notice under Article 5.1, the default party shall compensate Party A with respect to
                                         such expenses, liabilities or losses (including but not limited to the interests lost
                                         or paid due to the breach and attorney fees).



 


		7.	GOVERNING
                                         LAW AND DISPUTE SETTLEMENT



 


		7.1	Governing Laws



 


This Agreement
shall be governed by the laws of the PRC, including but not limited to the execution, performance, effect and interpretation of
this Agreement.


 


		7.2	Friendly Consultation



 


The Parties shall settle the
dispute regarding the interpretation or performance of this Agreement through friendly consultation or mediation by a third party.
Any dispute that failing such consultation or mediation shall be submitted to the arbitration authority for arbitration within
30 days after the commencement of such discussions.


 




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		7.3	Arbitration



 


Any dispute in connection with
this Agreement shall be submitted to China International Trade Arbitration Committee for arbitration in accordance with its arbitration
rules. The arbitration award shall be final and binding on all Parties to this Agreement.


 


		8	CONFIDENTIALITY



 


		8.1	Confidential Information



 


The contents
of this Agreement and the Annexes hereof shall be kept confidential. No Party shall disclose any such information to any third
party (except for the part agreed upon by the Parties with a prior written agreement). Each Party’s obligations under this
clause shall survive after the termination of this Agreement.


 


		8.2	Exceptions



 


If a disclosure is explicitly
required by law, any courts, arbitration tribunals, or administrative authorities, such a disclosure by any Party shall not be
deemed a violation of Article 7.1 above.


 


		9.	MISCELLANEOUS



 


		9.1	Entire agreement



 


The Parties hereby agree that
this fair and equitable agreement is executed on the basis of equality and mutual benefit. This Agreement constitutes the entire
agreement and understanding among the Parties in respect of the subject matter hereof and supersedes all prior discussions, negotiations
and agreements among them.


 


		9.2	Notices



 


		9.2.1	Any notices or other correspondences
                                         among the Parties in connection with the Performance of this Agreement shall be in writing
                                         and be delivered in person, by registered mail, prepaid mail, recognized express mail
                                         or facsimile to the following correspondence addresses:



 




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Party
A:KongZhong Information Technologies (Beijing) Co., Ltd.


Address:
35F, Tengda Plaza, No.168 Xiwai Street, Haidian District, Beijing, 100044, China


	Fax:
    	88575872
	Tele:	010-88576000
	Addressee:
    	Zhang Yingnan


 


Party
B: 


Shareholder
I, Jia Tao


Address:
35F, Tengda Tower No.168 Xiwai Street Haidian District, Beijing, PRC.


Fax:
85894836


Tel:
85805125


Addressee:
Jia Tao


 


Shareholder
II, Chen Junhong


Address:
Rm.17, No.442, South Road Siming, Siming District, Xiamen, Fujian, PRC


Fax:
86-592-5161130


Tel:
86-592-5161157


Addressee:
Chen Junhong


 


Party
C: Xiamen Xinreli Technology Co., Ltd.


Address:14A,
No.2. Lianqian West Road, Siming Distric.


Tax:
86-592-5161130


Tel:
86-592-5161157


Addressee:
Pang Xin


 


		9.3.2	Notices and
                                         correspondences shall be deemed to have been effectively delivered:



 


		9.3.2.1	At the exact
                                         time displayed in the corresponding transmission record, if delivered by facsimile, unless
                                         such facsimile is sent after 5:00 pm or on a non-business day in the place where it is
                                         received, in which case the date of receipt shall be deemed to be the following business
                                         day;



 


		9.3.2.2	On the date
                                         that the receiving Party signs for the document, if delivered in person (including express
                                         mail);



 


		9.3.2.3	On the fifteenth
                                         (15th) day after the date shown on the registered mail receipt, if sent by registered
                                         mail;



 




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		9.4	Binding Force



 


This Agreement shall be binding
on the Parties.


 


		9.5	Language and Counterparts



 


This Agreement shall be executed
in 3 originals in Chinese, with each party holding one copy.


 


		9.6	Days and Business Day



 


A reference to a day herein
is to a calendar day. A reference to a business day herein is to any day from Monday through Friday in a week.


 


		9.7	Headings



 


The headings contained herein
are inserted for reference purposes only and shall not affect the meaning or interpretation of any part of this Agreement.


 


		9.8	Supplementary articles



 


The obligations, undertakings
and liability under this Agreement to Party B shall be separately collectively and jointly. To be concerned of Party A, any party’s
breach of the authorized party shall be deemed automatically the breach of the authorized party.


 


		9.9	Party B undertakes that with any alternation
                                         in proportion of the equity interest in Party C held by Party C, this Agreement shall
                                         be binding on Party B, and all the equity interest in Party C held by Party B shall be
                                         bound by this Agreement.



 


		9.10	Unspecified Matters



 


Any matter not specified in
this Agreement shall be handled through discussions among the Parties and resolved in accordance with PRC laws.


 




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[No text on this page. Only for signature]


 


Party A: 


Authorized Representative:


 


Party B: 


Jia Tao


 


Chen Junhong


 


Party C: 


Authorized
Representative:


 




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Appendix I: Equity Transfer Agreement


 


Equity Transfer Agreement


 


This Equity Transfer
Agreement (hereinafter referred to as the “Agreement”) was signed on by and between:


 


Party A: KongZhong
Information Technologies (Beijing) Co., Ltd.


Address: 35F, Tengda
Plaza, No.168 Xiwai Street, Haidian District, Beijing, 100044, China


 


Party B:


Jia
Tao (Shareholder 1), ID No.: 110105197802109636


Address: Room 409, No. 267,
West Hexiang Street, Siming District, Xiamen City, Fujian Province, China


Chen Junhong (Shareholder
2), ID No.: 350203197504274032


Address: Room 616,
Tower A, COFCO Plaza, No. 8, Jianguomennei Avenue, Beijing, China


 


Party C: Xiamen Xinreli
Technology Co., Ltd.


Address: 14A, Lianfu
Building, No. 2, West Lianqian Road, Xiamen, China


 


Party A, Party B
and Party C hereof are referred to as a “Party” individually, and “Parties” collectively.


 


Whereas:


 


		1.	Party A is a wholly foreign owned company registered and valid existing
                                         in the PRC.



 


		2.	Party C is a completely domestic-funded company registered in Beijing
                                         of China. At present, Shareholder 1 of Party B holds 80% equity in Party C, and Shareholder
                                         2 of Party B holds 20% equity in Party B (hereinafter referred to as “Related Equity”);



 


		3.	Party B is willing to transfer all or part of its equity in Party
                                         C to Party A or the third party designated by Party A when Party A or the third party
                                         hereby exercise its option, in accordance with the provisions of Option Agreement signed
                                         between Party A and Party B as the date of December 1, 2014 ( “Equity Transfer”).



 




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Therefore, Parties reached the following
agreements upon consensus:


 


		1.	Equity
                                         Transfer



 


		1.1	Party B is willing to transfer
                                         the Related Equity to Party A, and Party Ais willing to accept such transfer. Upon the
                                         completion of the transfer, Party Awill hold 100% equity in Party C.



 


		1.2	Party A shall, as per Clause 2,
                                         pay RMB       in total to Party B as the consideration of the
                                         Equity Transfer.



 


		1.3	Party B agrees the Equity Transfer
                                         action under this Clause; is willing to and will cause other shareholders of Party C
                                         (except Party B) be willing to sign necessary documents including the Resolution of the
                                         General Meeting of Shareholders and the letters of waiving pre-emption right of Related
                                         Equity; and is willing to and will assist in performing other necessary formalities of
                                         Equity Transfer.



 


		1.4	Party B and Party C shall, respectively
                                         and collectively, be responsible for taking necessary actions, including but not limited
                                         to signing the Agreement, adopting the Resolution of the General Meeting of Shareholders,
                                         amendments to the Articles of Association, etc, in order to realize Equity Transfer from
                                         Party B to Party A; and shall be responsible for completing all governmental approvals
                                         or business registration and filing within ten working days upon the signing hereof under
                                         the provisions of Option Agreement, in order to make Party A the registered owner of
                                         Related Equity.



 


		2.	Payment
                                         of the Transfer Price



 


		2.1	Party A shall, within five working
                                         days upon the execution of this Agreement, pay to Jia Tao            
                                         Yuan, Chen Junhong                 
                                          Yuan; within five working days upon the completion of all registration and filing
                                         formalities concerning Equity Transfer, pay RMB to Jia Tao, and RMB to Chen Junhong.



 


		2.2	Party B shall give a receipt for
                                         every payment as described in Article 2.1 within five(5) days after it has received such
                                         payment.



 




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		3.	Declaration
                                         and warranties



 


		3.1	Declaration and warranties of Parties
                                         hereof respectively are as follows:



 


		(a)	The Party is a legitimately established
                                         and validly existing company or an individual with full civil capacity who has complete
                                         authority and capacity to sign and implement the Agreement, and other documents related
                                         with the Agreement in order to realize the purposes hereof;



 


		(b)	The Party has taken, or will take
                                         all necessary actions, to properly and validly authorize the signing, delivery and implementation
                                         of the Agreement and all other documents related with the transaction hereunder; and
                                         such signing, delivery and implementation shall not violate any related laws, regulations
                                         and government rules, and shall not infringe the legal interests and rights of any third
                                         parties.



 


		3.2	Party B and Party C, respectively
                                         and collectively, declare and warrant to Party Aas follows:



 


		(a)	Party B legally and validly holds
                                         100% equity in Party C at present; The acquisition and possession of the above 100% equity
                                         held by Party B does not have any violation to any laws, governmental regulations and
                                         benefits and rights of any third party.



 


		(b)	Party C is a limited liability company
                                         properly established and validly existing under the laws of China. It has complete capacity
                                         for rights and capacity for actions; has the right to own, treat and operate its assets
                                         and businesses, as well as carry out the ongoing or planned businesses. Party C has obtained
                                         all permits, qualification certificates or other governmental approvals, authorizations,
                                         registrations or filing formalities for all businesses specified in its business license;



 




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		(c)	Party C’s actions from the
                                         date of execution has not any violation to any laws or governmental regulations;



 


		(d)	The equity held by Party B in Party
                                         C does not have any security interests or any third party interest;



 


		(e)	The Party does not omit the provision
                                         of any document or information related to Party C or the businesses of Party C to Party
                                         A that may influence the decision of Party Aon signing hereof;



 


		(f)	Before the completion of the Equity
                                         Transfer, the Party will not, in the form of any feasance or nonfeasance, authorize or
                                         cause the issuance of or commitment to issuing new equity on the date of signing hereof,
                                         except those that have been issued; and will not change, in any form, the registered
                                         capital or the shareholder structure of Party C.



 


		4.	Entering
                                         into Force and Term of Validity



 


The Agreement
shall be signed and immediately come into force on the date indicated at the beginning hereof.


 


		5.	Settlement
                                         of Disputes



 


In the case of disputes concerning
the explanation and implementation of articles hereunder, Parties shall settle such disputes in good faith upon negotiation. If
Parties fail to reach an agreement concerning the settlement thereof within 30 days upon the day when one Party requests to settle
the disputes upon negotiation, any Party can submit such disputes to China International Economic and Trade Arbitration Commission
(Beijing) for arbitration as per the prevailing arbitration rules. The location of the arbitration shall be Beijing, and the language
used in the arbitration shall be Chinese. The arbitration award shall be final, binding on both parties.


 


		6.	Applicable
                                         Laws



 


The effect,
explanation and implementation shall be governed by the laws of China.


 




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		7.	Modification
                                         and Supplementation 



 


The modifications and supplementations
to the Agreement by Parties shall be in writing agreement. The amendment agreement and supplementation agreement related herewith
duly signed by Parties are integral parts of the Agreement, and shall have the same legal effect as the Agreement.


 


		8.	Severability



 


If any
term hereunder is invalid or unenforceable due to inconsistence with relevant laws, such terms shall be invalid or unenforceable
within the jurisdiction of certain laws and shall not influence the legal effect of other terms hereof.


 


		9.	Attachment
                                         



 


Any attachment hereto is an integral
part of the Agreement, and shall have the same legal effect as the Agreement.


 


		10.	Miscellaneous



 


(1)       The
Agreement is written in Chinese, and in copies.


 


(2)       If
Party A designates any third party to implement options, the references to Party A herein shall refer to Party A and (or) the
third party designed by Party A, as the case may be.


 


[The remainder of this
page intentionally left blank]


 




    	17



    	 



    

 


[This page is the signature
page for the Equity Transfer Agreement, no text]


 


Party A: KongZhong Information Technologies
(Beijing) Co., Ltd.


(Stamp)


 


Party B:


 


Jia Tao


 


Chen Junhong:


 


Party C: Xiamen Xinreli Technology Co.,
Ltd.


(Stamp)


 




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