Exhibit 4.118


 


Share Pledge Agreement


No:


 


This Share Pledge Agreement (this “Agreement”)
is entered into on December 1, 2014 by and among the following parties (“the Parties”):


 


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


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


Registration
No: 110000410172515


 


Party B (the Pledgor) :Jia Tao;


IDNo.:
110105197802109636 


Address: 32F, Tengda Plaza, No.168 Xiwai
Street, Haidian District, Beijing, 100044, China


 


WHEREAS,


 


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



 


		2.	Xiamen Xinreli Technology Co., Ltd. is a limited liability company(“the Company”) registered
in the PRC.



 


		3.	Party B (the “Pledgor”) is the shareholder of the Company, and owns paid-in 8 million
RMB equity.



 


		4.	Party A and the Company have signed Exclusive Consulting and Services Agreement on December 1,
2014; Party A, Party B and the Company have signed Option Agreement and Business Operations Agreement on December 1, 2014.



 


		5.	In order to guarantee that Party A collects normally technical service fees under the Exclusive
Consulting and Services Agreement, and to ensure the performance of Business Operation Agreement and Option Agreement, the Pledgor
is willing to severally and jointly pledge all its equity interest in Party B to the Pledgee as a security for the performance
of the obligations under the aforesaid agreement, with Party A as the Pledgee.



 




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Therefore, through friendly negotiations
and in the principles of equality and mutual benefit, the parties hereby enter agreement as follows.


 


		1.	Definitions



 


Unless otherwise provided in this
Agreement, the following terms shall have the following meanings:


 


		1.1	Pledge means the full content of Article 2 hereunder.



 


		1.2	Equity Interest means all the equity interests in the Company legally and jointly held by the Pledgor
and all the present and future rights and benefits based on such equity interest.



 


		1.3	Reorganization Agreements mean Exclusive Consulting and Services Agreement, Option Agreement and
Business Operations Agreement signed by Party A, the Company and the other relative parties on December 1, 2014.



 


		1.4	Event of Default means any event in accordance with Article 7 hereunder.



 


		1.5	Notice of Default means the notice of default issued by the Pledgee in accordance with this Agreement.



 


		2.	Pledge



 


		2.1	The Pledgor agrees to pledge all paid-in 8 million RMB equity in the Company to Party A as the
security for Party A’s rights and interest under the Reorganization Agreements.



 


		2.2	The Pledge under this Agreement refers to
the rights owned by the Pledgee to collect the fees (including legal fees), expenditures losses, interests, compensations、damages.
the expenses for enforcing creditor’s rights that the Company and/or the Pledgee shall pay under the Reorganization Agreement(RMB
100 million), and civil liabilities that the Company and the Pledgor
shall bear in case the Reorganization Agreement wholly or partially becomes nullify due to any reason. 



 




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		2.3	The Pledge under this Agreement refers to the prior right owned by the Pledgee to the money gained
from the conversion, auction, or sell of the equity interests pledged by the Pledgor to the Pledgee.



 


		2.4	Unless with Party A’s prior written consent from the effective date of the Agreement, the
pledge under this Agreement will be discharged only when the Company and Pledgor has performed all the obligations and liabilities
under the Reorganization Agreement and Party A confirms in writing. Even though the Pledgor or the Company pays 8 million RMB back
to the Pledgee directly ,the pledge obligations under this agreement can’t be terminated If the Company or Pledgor has not
fully performed all or part of its obligations or liabilities under the Reorganization Agreement at the expiration of such agreements,
Party A will maintain the pledge hereunder up to the date when all such obligations and liabilities are fully performed.



 


		3.	Effect



 


		3.1	This Agreement shall establish as of the date of signature by the Parties and with the common seals
on it. The pledge under this Agreement shall take effect when the equity shares pledged are registered in the administrative authority
of industry and commerce.



 


		3.2	Party A is entitled to dispose the pledge from Party A’s reasonable notification hereunder
if the Company fails to pay the fees in accordance with the Exclusive Consulting and Services Agreement or fail to perform other
provisions of the Exclusive Consulting and Services Agreement, the Business Operation Agreement and the Option Agreement.



 


		4.	Physical Possession Of Documents



 


		4.1	The Pledgor shall deliver the physical possession
of the Certificate of Distribution (original) of the Company to Party A, submit certification of having pledged appropriate
registered in the stock transfer books to Party A, go through all the approval and registration procedures with the Laws in the
PRC, and provide the testify of the proper record of such pledge on the shareholders’ register of the Company to Party A
within ten(10) days as of the date of conclusion of this Agreement or earlier time that be unanimously agreed by the Parties.



 




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		4.2	If any changes occurs to the recorded items under the Pledge, it shall be registered in accordance
with the Law, Party A and Party B shall make corresponding record within five (5) working days of such change, and provide the
relative record documents.



 


		4.3	During the term of the Pledge, the Pledgors shall inform the Company not distribute any dividend
and bonus, or adopt any profit distribution plan; If the Pledgor is entitled to collect any economical interest except for dividend,
bonus or other distribution plan of profit, it shall inform the Company remit such economical interest (after liquidation) to the
bank account designated by Party A, and shall not utilize it without the prior written consent from Party A.



 


4.4     During
the term of the Pledge, if the Pledgors subscribe for the new register capital of the Company or purchase the equity interests
in other pledgor (the “new shares”), the new shares shall be the equity shares pledged automatically. The pledgor shall
go through all the procedures for creating pledge on the new shares within ten (10)days of acquiring such shares. If the Pledgors
fail to accomplish such procedures in accordance with the preceding provisions, Party A shall be entitled promptly exercise the
Pledge pursuant to Article 8 under this Agreement.


 


		5	Warranties And Representation Of The Pledgor



 


The Pledgor hereby makes the following
representation and warranties to the Pledgee and confirm that Party A executes this Agreement, in reliance of such representation
and warranties:


 


		5.1	The Pledgor lawfully owns the equity interests hereunder and are entitled to create pledge on such
the equity interests;



 


		5.2	From the date of execution of this Agreement and during the terms of the Pledge pursuant to Article
2.4 under this Agreement. Party A shall not be interfered by any other parties once the Party A exercises the rights of the Pledge
in accordance with this Agreement.



 




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		5.3	Party A is entitled to dispose the pledge in accordance with relevant laws and this Agreement.



 


		5.4	The execution and performance of this Agreement of the Pledgor has gained all necessary authorization
and shall not violate any applicable laws and regulations. The representative who signs this Agreement shall be lawfully and effectively
authorized.



 


		5.5	Except for the pledge under this Agreement, there is no other burden of rights on the equity interests
pledged by the Pledgors (including but not limited to pledge).



 


		5.6	There is no pending or incoming civil, administrative or criminal litigation or administrative
punishment or arbitration relating to the equity interests hereunder at the date of execution of this Agreement.



 


		5.7	There are no outstanding taxes, fees or undecided legal procedures related with the equity interests
hereunder at the date of execution of this Agreement.



 


		5.8	Each provision hereunder is the expression of each Party’s true meaning and shall be binding
upon all the Parties.



 


		6	Covenant Of The Pledgor



 


6.1During the term of this Agreement,
the Pledgor covenants to Party A that the Pledgor will:


 


		6.1.1	Unless consented by Party A, not transfer or assign the equity interests, create or permit to create
any pledges which may have an adverse effect on the rights or benefits of the Pledgee without prior written consent from the Pledgee
except transfer to the Pledgee or the person designated by the Pledgee as required by the Pledgee;



 




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		6.1.2	comply with and implement laws and regulations with respect to the pledge of rights, present to
Party A the notices, orders or suggestions with respect to the Pledge issued or made by the competent authority within five days
upon receiving such notices, orders or suggestions and take actions in accordance with the reasonable instruction of Party A;



 


		6.1.3	timely notify Party A of any events or any received notices which may affect the Pledgor’s
equity interest or any part of its right, and any events or any received notices which may change the Pledgor’s any covenant
and obligation under this Agreement or which may affect the Pledgor’s performance of its obligations under this Agreement,
take actions in accordance with the instructions of Party A;



 


		6.2	The Pledgors agree that Party A’s right of exercising the Pledge pursuant to this Agreement
shall not be suspended or hampered by the Pledgors or any successors or transferees of the Pledgors or any other persons.



 


		6.3	The Pledgors warrant to Party A that in order to protect or perfect the security over the obligation
of the technical consulting and service fees under the Organization Agreement, the Pledgors shall make any necessary amendments
on the Articles of Association of the Pledgor, and execute in good faith and cause other parties who have interests in the pledge
to execute all the title certificates, contracts, and /or perform and cause other parties who have interests to take action as
required by the Pledgee and make access to exercise the rights and authorization vested in the Pledgee under this Agreement, and
execute all the documents with respect to the changes of certificate of equity interests with the Pledgee or another party designated
by the Pledgee, and provides the Pledgee with all the documents regarded as necessary to the Pledgee within the reasonable time.



 


		6.4	The Pledgors warrants to Party A that the Pledgors will comply with and perform all the guarantees,
covenants, agreements, representations and conditions for the benefits of the Pledgee. The Pledgor shall compensate for all the
losses suffered by Party A for the reasons that the Pledgor does not perform or fully perform their guarantees, covenants, agreements,
representations and conditions.



 




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		7	Event Of Default



 


		7.1	The following events shall be regarded as an event of default:



 


		7.1.1	The Company or its successors or transferees fails to make full payment of service fees under the
Reorganization Agreement on time, or the Pledgors or its successors or transferees fail to perform the Business Operations Agreement,
the Option Agreement and the Exclusive Consulting and Services Agreement;



 


		7.1.2	The Pledgors make any material misleading or fraudulent representations or warranties under Article
5 and 6 herein, and/or the Pledgor is in violation of any representations or warranties under Article 5 and 6 herein;



 


		7.1.3	The Pledgors gravely violate any provisions of this Agreement;



 


		7.1.4	The Pledgors waive the pledged equity interests or transfers the pledged equity interests without
prior written consent from the Pledgee except otherwise agreed under Article 6.1.1 herein;



 


		7.1.5	The Pledgor’s any external loan, security, compensation, covenants or any other compensation
liabilities are required to be repaid or performed prior to the scheduled date; or are due but can not be repaid or performed as
scheduled and thereby cause the Pledgee to deem that the Pledgor’s capacity to perform the obligations herein is affected,
which subsequently affects the interests of Party A;



 


		7.1.6	The Pledgors are incapable of repaying the general debt or other debt, which subsequently affects
the interests of Party A;



 


		7.1.7	This Agreement is illegal for the reason of the promulgation of any related laws or the Pledgor's
incapability of continuing to perform the obligations herein;



 


		7.1.8	Any approval, permits, licenses or authorization from the competent authority of the government
needed to perform this Agreement or validate this Agreement are withdrawn, suspended, invalidated or materially amended;



 




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		7.1.9	The property of the Pledgor is adversely changed and causes Party A to deem that the capability
of the Pledgor to perform the obligations herein is affected;



 


		7.1.10	Other circumstances whereby the Pledgee is incapable of exercising the right to dispose the Pledge
in accordance with relevant laws.



 


		7.2	The Pledgor shall immediately give a written notice to Party A if the Pledgor is aware of or find
that any event under Article 7.1 herein or any events that may result in the foregoing events have happened or are going on.



 


		7.3	Unless the event of default under Article 7.1 herein has been solved to Party A's satisfaction,
Party A, at any time when the event of default happens or thereafter, may give a written notice of default to the Pledgor and require
the Pledgor to immediately make full payment of the outstanding fees under the Reorganization Agreement, and other payables or
timely perform the Business Operation Agreement or the Option Agreement. If the Pledgor or the Company fails to redress its breach
or take any necessary remedies within ten (10) days of giving such a written notice, Party A shall be entitled to dispose the Pledge
in accordance with Article 8 herein.



 


		8	Exercise Of The Right Of The Pledge 



 


		8.1	The Pledgor shall not transfer the pledge without prior written approval from Party A prior to
the full repayment of the fees under the Reorganization Agreements.



 


		8.2	Party A shall give a notice of default to the Pledgors when it exercises the right of pledge according
to Article 7.3.



 


		8.3	Subject to Article 7.3, the Pledgee may exercise the right to dispose the Pledge at any time when
Party A gives a notice of default in accordance with Article 7.3 or thereafter.



 




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		8.4	Party A is entitled to have priority in receiving payment by the evaluation or proceeds from the
auction or sale of whole or part of the share pledged herein in accordance with legal procedure until the outstanding fees under
the Reorganization Agreements and all other payables there under are repaid, and the full performance of the Business Operations
Agreement or the Option Agreement.



 


		8.5	The Pledgors shall not hinder the Pledgee from disposing the Pledge in accordance with this Agreement
and shall give necessary assistance so that the Pledgee could realize its Pledge.



 


		9	Transfer



 


		9.1	The Pledgors shall not transfer the rights and obligations to any third party herein without prior
consent from the Pledgee.



 


		9.2	This Agreement shall be binding upon the Pledgors and their successors and be effective to Party
A and his successors and assignees.



 


		9.3	Party A may transfer its all or any rights and obligations under the Reorganization Agreement to
any third party at any time. In this case, the assignee shall enjoy and undertake the same rights and obligations herein of Party
A as if the assignee is a party hereto. When Party A transfers the rights and obligations under the Reorganization Agreement, at
the request of Party A, the Pledgors shall execute relevant agreements and/or documents with respect to such transfer.



 


		9.4	After the Pledgee’s change resulting from the transfer, the new parties to the pledge shall
reexecute a pledge agreement and the Pledgors shall be in charge of going through all the registration procedures.



 


		10	Fees And Other Charges 



 


		10.1	All the fees and actual expenditures in relation to this Agreement including but not limited to
legal fees, cost of production, stamp tax and any other taxes and charges shall undertake by Pledgor. If the laws stipulate that
Party A should pay relevant taxes and fees , the Pledgor shall compensate all taxes and fees to Party A.



 




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		10.2	If the Pledgor doesn’t pay any payable taxes and fees under this agreement, or due to other
reasons, lead to Party A to take any means or recourse, the Pledgor should undertake all fees( including but not limited to all
kinds of taxes , fees ,management fees, legal fees, insurance expenses and so forth handling pledge .)



 


		11	Force Majeure



 


		11.1	If this Agreement is delayed in or prevented from performing in the Event of Force Majeure (“Event
of Force Majeure”), only within the limitation of such delay or prevention, the affected party is absolved from any liability
under this Agreement. Force Majeure, which includes acts of governments, acts of nature, fire, explosion, geographic change, flood,
earthquake, tide, lightning, war, means any unforeseen events beyond the prevented party’s reasonable control and cannot
be prevented with reasonable care. However, any shortage of credit, capital or finance shall not be regarded as an event beyond
a Party’s reasonable control. The Party affected by Force Majeure who claims for exemption from performing any obligations
under this Agreement or under any Article herein shall notify the other party of such exemption promptly and advice him of the
steps to be taken for completion of the performance.



 


		11.2	The Pledge affected by Force Majeure shall not assume any liability under this Agreement. However,
subject to the Party affected by Force Majeure having taken its reasonable and practicable efforts to perform this Agreement, the
Party claiming for exemption of the liabilities may only be exempted from performing such liability as within limitation of the
part performance delayed or prevented by Force Majeure. Once causes for such exemption of liabilities are rectified and remedied,
both parties agree to resume performance of this Agreement with their best efforts.



 


		12	Applicable Law and Dispute Resolution



 


		12.1	The execution, validity, performance and interpretation of this Agreement shall be governed by
and construed in accordance with the PRC law.



 




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		12.2	The parties shall strive to settle any dispute arising from the interpretation or performance through
friendly consultation. In case no settlement can be reached through consultation, each party can submit such matter to China International
Economic and Trade Arbitration Commission (“CIETAC”) for arbitration. The arbitration shall follow the current rules
of CIETAC, and the arbitration proceedings shall be conducted in Chinese and shall take place in Beijing. The arbitration award
shall be final and binding upon the parties.



 


		12.3	Each Party shall continue performance of this Agreement in good faith according to the stipulations
herein except the matters in dispute.



 


		13	Notice



 


Any notice or correspondence,
which is given by the Party as stipulated hereunder, shall be in Chinese and English writing and shall be delivered in person or
by registered or prepaid mail or recognized express service, or be transmitted by telex or facsimile to the following addresses:


 


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


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


Tel: 010-88576000


Addressee: Zhang Yingnan


 


Party B: Jia Tao


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


Tel:
010-88576000


Addressee: Jia Tao


 


		14	Appendices



 


The appendices to this Agreement
are entire and integral part of this Agreement.


 




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		15	Waiver



 


The Pledgee’s non-exercise
or delay in exercise of any rights, remedies, power or privileges hereunder shall not be deemed as the waiver of such rights, remedies,
power or privileges. Any single or partial exercise of the rights, remedies, power and privileges shall not exclude the Pledgee
from exercising any other rights, remedies, power and privileges. The rights, remedies, power and privileges hereunder are accumulative
and shall not exclude the application of any other rights, remedies, power and privileges stipulated by laws.


 


		16	Miscellaneous 



 


		16.1	Any amendments, modifications or supplements
to this Agreement shall be in writing and come into effect upon being executed and sealed by the parties hereto. For sure,
if the industrial and commercial bureau which handled the share pledge declares that it’s no need to illustrate the specific
amount of guarantee , this agreement will make amendment accordingly –no upper limit is setted.



 


		16.2	The Parties hereby agree that this fair and equitable Agreement is executed on the basis of equality
and mutual benefit, In case any terms and stipulations in this Agreement is regarded as illegal or can not be performed in accordance
with the applicable law, such terms and stipulations shall be deemed to lose effect and enforcement within the scope governed by
the applicable law, and the rest stipulations will remain effective.



 


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



 


16.4
This Agreement shall be executed in Chinese and kept in 4 copies.


 




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(No text on this page. Only for signature.)


 


Party A:


KongZhong Information Technologies (Beijing) Co.,
Ltd.


Authorized Representative:  _________________




 


	Party B: 	 
	Jia Tao	 
	 	 


 




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