Exhibit
10.9


 





 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


Jinan
Shangpin No. 1 Street Project


 


Entrustment
Contract for Operation and Management


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 Jinan
Tony Fun Commercial Management Co., Ltd.


 


October
2018


 











 






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Table
of Contents


 




	Article
    1: Definition	-
    3 -
	Article
    2: Situation of the project in entrusted operation	- 4 -
	1.
    Basic situation of the project in entrusted operation	- 4 -
	2.
    Party A’s commitment and guarantee	- 5 -
	Article
    3: Contents of entrusted operation and operational target	- 5 -
	1.
    Contents of entrusted operation	- 5 -
	2.
    Target of entrusted operation	- 7 -
	Article
    4: Period of entrusted operation and handover standard	- 8 -
	1.
    Period of entrusted operation	- 8 -
	2.
    Handover date	- 8 -
	3.
    Handover standard	- 9 -
	Article
    5: Standard of service charge and payment time	- 9 -
	1.
    Operating management fee	- 9 -
	2.
    Performance commission	- 10 -
	3.
    Other service charges	- 10 -
	Article
    6: Rights and obligations of both parties	- 10 -
	1.
    Party A’s rights and obligations	- 10 -
	2.
    Party B’s rights and obligations	- 11 -
	Article
    7: Contract termination	- 12 -
	1.
    This Contract will be terminated in case of any one of the following circumstances:	- 12 -
	2.
    Upon rescission or termination of this Contract	- 13 -
	Article
    8: Liability for breach of contract	- 13 -
	Article
    9: Dispute settlement	- 13 -
	Article
    10: Contract effectiveness and miscellaneous	- 14 -


 









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Entrustment
Contract for Operation and Management


 


	Entrustor:	Shandong
    Kunshuo Investment Co., Ltd. (hereinafter referred to as Party A)
	 	 
	Address:	No.
    3, Sanyuan Street, Shizhong District, Jinan City, Shandong Province
	 	 
	Legal
    representative:	Zhiqin
    Cao
	


 


	Entrustee:	Jinan
    Tony Fun Commercial Management Co., Ltd. (hereinafter referred to as Party B)
	 	 
	

                                                Address:
	No. 2,
    No. 3 and No. 4 Building, Shopping Center and Cinema 1-909 of Shimao International Plaza, No. 26, Quancheng Road, Lixia District,
    Jinan City, Shandong Province
	 	 
	Legal
    representative:	Zhiqiang
    Han
	


 


Whereas:


 


Party
A is the legal holder of right to use [Project name: Shelter and Materials Storehouse at Gongqingtuan Road, Jinan City (Civil
Air Defense Engineering No. 0901 Project); name of mall: Shangpin No. 1 Street] (hereinafter referred to as “the Project”),
and the investor and developer of the Project, according to the agreement signed by and between Party A and the Civil Air Defense
Office of Shizhong District, Jinan City, Party A possesses the legal right of use, right of operation and right to yields of the
Project. Party A accepts the business operation and management mode and cooperation conditions of Party B, and agrees to entrust
Party B with full authority for the operation and management of the Project.


 


Party
B is Jinan Tony Fun Commercial Management Co., Ltd., it possesses complete business management system of “Tony Fun”
series, and realizes true mutual combination of business and small and medium-sized entrepreneurs by supportive means of unified
management and Entrepreneurship Academy training incubation etc., and further achieve a win-win business operation and management
mode.


 


Therefore,
on the principle of equality, mutual benefit and win-win cooperation, per friendly consultation, regarding Party A’s entrustment
of Party B with full authority for operation and management of the Project, both parties hereby conclude and enter into the following
agreements to jointly abide by.


 


Article
1: Definition


 


Unless
otherwise agreed in this Contract or the attachment hereto, the following words and expressions in the aforesaid documents shall
have the meaning as defined in this article:


 


		1.	Working
                                         day: means the working day other than Saturday, Sunday and legal festivals and holidays.



 






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		2.	Official
                                         opening day of the Project: means the first day jointly confirmed by both parties in
                                         writing, on which the overall commercial project is open for business.



 


		3.	Lease
                                         commencement date: means the first day on which the lease period starts counting as stipulated
                                         in the lease contract signed by and between Party A and lessee.



 


		4.	Rental
                                         commencement date: means the first day on which the rent starts counting as stipulated
                                         in the lease contract signed by and between Party A and lessee.



 


		5.	Rent:
                                         means the rent agreed in the lease contract signed with lessee, it takes a unit amount
                                         relatively fixed within a lease period as the manner of rent calculation. E.g.: RMBX/square
                                         meter/day.



 


		6.	Deduction
                                         rent: means the monthly rent agreed in the lease contract signed with lessee, it takes
                                         the total monthly turnover as the cardinal number, from which a certain proportion will
                                         be withdrawn as the monthly rent. (Namely: deduction rent=monthly turnover*X%).



 


		7.	The
                                         rent and deduction rent, whichever is higher: means the rent agreed in the lease contract
                                         signed with lessee, within a stage of lease period, the rent calculation includes both
                                         a fixed rent for minimum guarantee and the deduction from turnover, after comparing with
                                         the two, the higher one will be taken as the rent within such lease period. For example:
                                         rent of minimum guarantee is: RMBX/square meter/day; deduction rent is: monthly
                                         turnover*X%.



 


		8.	Diversified
                                         operating income: means the income other than rental income, business management fee,
                                         commercial property management fee and energy consumption fee etc. within business area,
                                         including income from advertising space (including advertising space in car park), income
                                         from temporary lease of internal and external space, and income from leasing business
                                         auxiliary room etc.



 


		9.	Force
                                         majeure means the unforeseeable, unavoidable and insurmountable objective circumstances.
                                         Force majeure includes natural phenomena and social phenomena. Natural phenomena include
                                         earthquake, typhoon, flood and tsunami etc.; social phenomena include war, strike and
                                         parade etc.



 


		10.	Occupancy
                                         rate: means the rate of the area successfully leased by the lessee in business invitation
                                         of the Project in total area of the Project.



 


		11.	Full
                                         authority: means Party A enjoys full rights to handle the entrusted matters agreed
                                         in the entrustment contract for operation and management signed by and between both parties.



 


Article
2: Situation of the project in entrusted operation


 


		1.	Basic
                                         situation of the project in entrusted operation



 


Name
of entrusted project: [Tony Fun • Shangpin No. 1 Street]


 


Property
certificate No.: DN: 01001472; on December 13, 2013, the Civil Air Defense Office of Shizhong District, Jinan City and Shandong
Kunshuo Investment Co., Ltd. Signed the Investment and Development Agreement.


 






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Location
of entrusted project: Underground Renfang Street, Gongqingtuan Road, Shizhong District, Jinan City, Shandong Province.


 


Total
floor area of entrusted project: 11,285 square meters; among them, B1F: 8,750 square meters; B2F: 2,535 square
meters. (Please refer to the drawings in Attachment 1 for detailed scope)


 


		2.	Party
                                         A’s commitment and guarantee



 


Owns
the legal right of use to the property in the Project, and has no ownership disputes regarding property right, right of use and
operation right etc. Namely: the Project may be used for entrusting Party B to engage in business operation (according to the
agreement with Civil Air Defense Office: if in need of using the Project for air defense work in case of war, Party A shall inform
Party B two weeks in advance, and Party B shall complete relocation within 15 days, and the lessee, Party A and Party B shall
bear their own losses respectively).


 


Article
3: Contents of entrusted operation and operational target


 


		1.	Contents
                                         of entrusted operation



 


Party
A confirms to entrust Party B with full authority for compensable and exclusive operation and management of the Project, and comprehensive
introduction of the Tony Fun business operation and management service system and professional team of Party B; specifically,
the entrustment of Party B with full authority for compensable and exclusive operation and management of the Project includes
the following contents of entrusted operation:


 


		I.	Party
                                         B will assign a professional operation team including five major departments (Design
                                         Department, Marketing Department, Operation Department, Business Invitation Department
                                         and Customer Service Department) to be responsible for operation, business invitation
                                         and management etc. of the Project, and provide training service of “Haima Entrepreneurship
                                         Academy” to the cooperating parties; Party B shall guarantee that the staffs assigned
                                         to such operation team are free from any legal responsibility, the responsible persons
                                         in charge of the Project, operation and business invitation shall be approved by Party
                                         A, and the on-site supporting staffs and those from headquarters in Shandong Region shall
                                         not be less than 20 persons. In the first year, Party B will assign Zhou Yanling
                                         as the General Manager of such Project (in case of staff transfer due to personal reason,
                                         the successor of project responsible person shall obtain acceptance from Party A’s
                                         interview).



 






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		II.	The
                                         operation team of Party B shall formulate and implement the annual operation plan and
                                         budget of the Project approved by Party A, and formulate regular meeting process and
                                         approval process, Party A designates Zhiqin Cao as the participant in regular
                                         meeting and approval decision maker; in the first year, regular meeting on work coordination
                                         and review shall be held once every month (once every two months if under special circumstances),
                                         as of the second year, the operation team of Party B shall report the quarterly operation
                                         situation to Party A every quarter; for relevant work needed to be approved by Party
                                         A, after Party B has submitted the proposal, Party A shall complete approval within three
                                         days if there is no doubt, pay relevant expenses according to the proposed scheme and
                                         cooperate to complete relevant work; in case of any doubt, both parties shall complete
                                         discussion within three days, after unanimous communication, Party A will complete approval
                                         of the scheme within three days, pay relevant expenses according to the proposed scheme
                                         and complete the work related to Party A, and Party B shall complete specific work according
                                         to the schedule stipulated in the scheme.



 


		III.	The
                                         operation team of Party B represents Party A with full authority to negotiate and sign
                                         lease contract/joint operation contract (leasing policy of B1 floor will be attached
                                         hereto, for clients who renew the contract and make payment on time, the average unit
                                         price including rent free period will be taken as the upset rent of the first year; for
                                         clients who fail to renew and existing vacant shops, both parties will negotiate to reduce
                                         the rent policy again, and the rent jointly decided will be taken as the standard upset
                                         rent of the first year; for B2 floor, leasing policy of the first year formulated by
                                         both parties will be taken as the standard upset rent of the first year) with the clients
                                         under the preconditions of not lower than the average bottom price (or in other cooperation
                                         manner such as: deduction in joint operation; deduction in joint operation/rent, whichever
                                         is higher) agreed in this Contract.



 


		IV.	Party
                                         B and Party A will jointly formulate the planning for B2 floor and leasing policy for
                                         the first renewal period.



 


		V.	The
                                         operation team of Party B is responsible for assisting in the employment and management
                                         of outsourcing service units such as security, cleaning, greening maintenance, monitoring,
                                         power distribution room, elevator, and fire maintenance units etc., and Party A shall
                                         bear relevant expenses thereof, which will be disbursed from property management service
                                         charge; the charges of water and electricity and air conditioning costs in public area
                                         will also be disbursed from property management fee, with the approval of the operation
                                         team of Party B, Party A may directly carry out property management on such Property;
                                         Party A will formulate management regulations and assessment standards and carry out
                                         supervision and management, and is entitled to economic deductions.



 


		VI.	Within
                                         the entrustment period, the operation team of Party B is responsible for providing the
                                         business operation and management system services and “Tony Fun” management
                                         service system for the Project for free, and provide corresponding services to the lessees
                                         and partners.



 


		VII.	The
                                         merchants entered into the Project will be input in Tony Fun business management platform,
                                         and Party B may provide the statistical data of such project to Party A periodically.



 






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		VIII.	Party
                                         B is responsible for providing consulting and advisory services for product planning
                                         and reformation design scheme of the Project. If Party A requires Party B carrying out
                                         planning design for the unplanned floors of the Project, Party B will charge corresponding
                                         design fee from Party A, with standards as RMB50/square meter. The design fee
                                         for B2 floor is RMB100,000 (One Hundred Thousand Only), charging method: 50% of
                                         such fee shall be paid after signing the contract, and the rest 50% shall be paid within
                                         three days after opening; such design fee covers the planning of floor flow line, rendering
                                         design, construction drawing, and decoration follow-up (excluding approval of fire control),
                                         and Party B shall adjust the decorative materials of rendering according to fire control
                                         requirements. In case of demand in the design of public area on B1 floor and subsequent
                                         project update, Party B will provide such design service for free (excluding business
                                         related to approval of fire control).



 


		IX.	Party
                                         B is responsible for preparing large-scale marketing plan for five festivals and one
                                         anniversary (New Year’s Day, May Day Mid-Autumn Festival, National Day, Spring
                                         Festival and Business Anniversary). Party B is responsible for implementing the plan
                                         after approved by Party A, Party A will bear relevant marketing expenses, for the marketing
                                         of other holiday themed activities (Valentine’s Day, Children’s Day, mid-year
                                         promotion, Double Seventh Festival, Christmas, and year-end clearance etc.), Party B
                                         shall be held fully responsible and bear the costs thereof.



 


		X.	Party
                                         A shall voluntarily be responsible for the reformation engineering and management of
                                         the Project as well as the maintenance of building and decoration, and bear the costs
                                         thereof.



 


		XI.	During
                                         the cooperation period agreed herein, with written confirmation of Party B, Party A may
                                         reasonably use the brand of “Tony Fun”, the brand licensing fee of Party
                                         B is RMB300,000 (in words: Three Hundred Thousand), and the scope of application and
                                         period will be determined by written confirmation. (Such fee may be exempted by issuing
                                         the agreement)



 


		2.	Target
                                         of entrusted operation



 


Target
is set by dividing into two stages, namely marketing period and operational period


 


		I.	Target
                                         in marketing period for B2 floor: from the date of project handover (subject to the inverted
                                         construction schedule, if the decoration is postponed, then the marketing period will
                                         be postponed accordingly or otherwise determined) till March 16, 2019, it is the
                                         marketing period; till the end of marketing period, the target is that the occupancy
                                         rate of the Project (the proportion of occupied area in the total leasable area) reach
                                         to 80% or above, and the actual opening time of B2 floor will be the start of
                                         operational period.



 






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		II.	Target
                                         in operational period for B1 floor: as of November 16, 2018, it is the official
                                         operational period, and the targets in operational period are as follows:



 


	 	Stage
    of entrusted operation	 	Specific
    period (as of the actual handover date)	 	Occupancy
    rate
	 	The first
    year	 	2018.12.1-2019.11.30	 	80%
	 	The second
    year	 	2019.12.1-2020.11.30	 	85%
	 	The third
    year	 	2019.12.1-2021.11.30	 	90%


 


(The
operation team of Party B has entered into the Project to in charge of operation on November 16, 2018, operation testing and handover
of relevant operation work are carried out from November 16 to November 30, and the assessment period starts from December 1,
2018.)


 


		III.	Within
                                         3 years starting from November 1, 2018, the Project will be built into a commercial
                                         property with mature and thorough system, obtaining economic benefits and social benefits
                                         from entrusted operation.



 


		IV.	During
                                         operation period, Party B may carry out regular property decoration, reformation or adjustment
                                         according to the needs of operation, after Party A has approved the scheme proposed by
                                         Party B, Party A will bear the costs of reformation and adjustment.



 


		V.	Both
                                         parties hereby confirm that, in case of adjustment of government policy or planning,
                                         work restriction order and other force majeure factors etc., and thereby causes normal
                                         operation and occupancy rate of the Project, it will not be taken as the assessment index
                                         of Party B; in case of low renewal rate in the first renewal period, or decline of renewal
                                         rate in the first renewal period due to the restriction by the contract signed by existing
                                         clients (in case of the aforesaid circumstances), 70% will be taken as the standard for
                                         assessment on Party B. In case of the aforesaid circumstances, Party B shall actively
                                         propose solutions and take corresponding actions to improve the operation.



 


Article
4: Period of entrusted operation and handover standard


 


		1.	Period
                                         of entrusted operation



 


Period
of entrusted operation: 15 years, from November 16, 2018 to November 15, 2033.


 


		2.	Handover
                                         date



 


Both
parties agree that: the Project will be handed over officially on November 16, 2018, and Party A will hand over the building
to Party B according to the handover standard as agreed in Paragraph 3 below. If Party A fails to hand over in due time,
then the overall period of entrusted operation will be postponed accordingly (Party B has officially entered the Project and taken
over the work of operation and management on November 16, 2018, from November 16 to November 30, 2018, it is the period of operation
handover between both parties; three days after signing the contract, after Party B has received the first payment of design fee
from Party A, the Design Department has entered the Project to carry out planning).


 






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		3.	Handover
                                         standard



 


		I.	The
                                         whole project has passed the acceptance inspection according to the product reformation
                                         design scheme confirmed by both parties, and the separation has completed. Installation
                                         and commissioning of facilities and equipment such as water, electricity, air conditioning,
                                         Internet, fire protection, fire smoke exhaust, smoke exhaust in dining area, oil separation
                                         tank, elevator, and floor monitoring etc. have completed and passed acceptance inspection,
                                         and the whole project is under the conditions of available for normal lease and business
                                         operation.



 


		II.	If
                                         the area already opened for business involves in adjustment planning, Party B is only
                                         responsible for display input, and the part of decoration, reformation and adjustment
                                         will be completed by Party A; for the unplanned area, Party B is responsible for completing
                                         the positioning, layout planning and design of such area, after both parties have reached
                                         to an agreement, Party A will complete decoration as planned to achieve the leasing conditions,
                                         and bear the costs thereof.



 


		III.	According
                                         to the actual situation of the project, Party B will provide reformation scheme for the
                                         decoration and beautified reformation of the entrances on the ground, such scheme shall
                                         meet current city planning and fire protection requirements, after both parties have
                                         reached to an agreement, Party A will carry out adjustment and reformation according
                                         to the reformation scheme and bear the costs thereof.



 


		IV.	Party
                                         A will provide land certificate (or record form on construction engineering completion
                                         and acceptance) and fire prevention certification (the first acceptance inspection).
                                         If no relevant certificates are available, Party A shall be responsible for all corresponding
                                         responsibilities (including but not limited to actual input and marketing loss of Party
                                         B).



 


Article
5: Standard of service charge and payment time


 


Service
charge for entrusted operation comprises three parts, namely operating management fee, performance commission and other service
charges:


 


		1.	Operating
                                         management fee



 


The
operating management fee will be charged at RMB0.8/day/square meter according to the leased area in lease contract starting from
the lease commencement date, and Party B shall issue invoice to Party A.


 


		I.	For
                                         the part already leased out by Party A, if within rent free period, Party A will pay
                                         operating management fee to Party B every month according to the leased area, the first
                                         payment shall be paid to Party B within 7 days after signing the contract, thereafter,
                                         the operating management fee of next month shall be paid to Party B before 16th day of
                                         every month; one month before the end of rent free period, if Party A has collected the
                                         rent, Party A shall pay the rest management fee to Party B in a lump sum; if rent needs
                                         to be paid within rent charging period, Party B will charge the rent according to the
                                         lease contract, and Party A shall pay operating management fee to Party B in a lump sum;
                                         for the part already leased out by Party A, if the rent has been collected within rent
                                         charging period, Party A shall pay Party B in a lump sum within 7 days after Party B’s
                                         entry.



 






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		II.	For
                                         the part not leased out by Party A, Party B will charge operating management fee from
                                         the lessee directly.



 


		2.	Performance
                                         commission



 


Performance
commission includes commission for business invitation and performance commission during operation period.


 


		I.	Commission
                                         for business invitation: to be paid within 15 days after lease contract has been signed
                                         and payment has been made.



 


		(1)	Vacant
                                         shop on B1 floor: for every shop leased out, 5% of the total annual rent of such
                                         shop will be withdrawn as commission for business invitation;



 


		(2)	B2
                                         floor: for every shop leased out, one month rent of the total annual rent of such shop
                                         will be withdrawn as commission for business invitation.



 


		II.	Performance
                                         commission during operation period: based on the rent price of the first year in lease
                                         contract of the Project, starting from the second year, the 20% increasing part
                                         of rent every year will be collected by Party B as the income from value-added part during
                                         operation period. Subject to the contract, the part of increased income will be charged
                                         according to the paid contract period in lessee’s lease contract.



 


		3.	Other
                                         service charges



 


		I.	During
                                         operation period of such project, including but not limited to: 50% of income
                                         from advertising space rental fee, diversified operating income etc. will be charged
                                         by Party B (diversified leases shall be approved by Party A).



 


		II.	During
                                         operation period, wages of operation and management staffs, training costs, design fee,
                                         costs of employee leading merchants for purchase investigation, costs of investigation
                                         and study, and office expenses incurred in such project will be borne by Party B voluntarily.



 


Article
6: Rights and obligations of both parties


 


		1.	Party
                                         A’s rights and obligations



 


		I.	Party
                                         A guarantees that it is entitled to entrust Party B with full authority for exclusive
                                         business invitation, operation and management of the Project, and has obtained the consent
                                         and guarantee from the property owner of such project.



 






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		II.	Party
                                         A shall pay the service charge and commission for entrusted operation in full and on
                                         time as agreed herein.



 


		III.	Party
                                         A is responsible for reformation and decoration engineering of the Project, and responsible
                                         for maintenance and regular inspection on building quality, indoor and outdoor decoration
                                         engineering, water and electricity engineering, and drainage engineering during the entrusted
                                         operation, and guarantee them under normal and safe use status.



 


		IV.	Party
                                         A is responsible for providing the decorated Operation Service Center and overground
                                         Business Invitation Center not less than 100 square meters, and providing complete
                                         office furniture, equipment and Internet environment to meet basic office conditions.



 


		V.	Party
                                         A will provide Party B the template of original business invitation contract and business
                                         invitation policy of the Project, both parties may make modification according to the
                                         smoothness of subsequent operational cooperation, and Party A will issue exclusive power
                                         of attorney to Party B regarding matters such as business invitation, operation and management
                                         etc.



 


		VI.	Party
                                         A shall provide necessary cooperation and assistance to Party B and lessees (cooperating
                                         parties) of Party B for carrying out operating activities, including but not limited
                                         to assist Party B in going through necessary or possible application and approval formalities
                                         regarding the planning, environmental protection, communication, sanitation and other
                                         compulsory formalities for the operation, design and decoration.



 


		VII.	Party
                                         A shall actively cooperate with Party B to communicate with the government in the course
                                         of policy application and carrier declaration, and prepare necessary relevant materials
                                         in the course of declaration.



 


		VIII.	Party
                                         A is the actual responsible person for site fire protection, and has the rights and obligations
                                         to supervise, safeguard and perform fire protection on spot, and Party B is responsible
                                         for assisting in safety management.



 


		2.	Party
                                         B’s rights and obligations



 


		I.	Responsible
                                         for introducing advanced business operation philosophy, model and method according to
                                         local conditions, comprehensively formulating and implementing all plans worked out according
                                         to annual operation plan and budget of the Project, and continuously improving the social
                                         and economic benefits of the Project.



 


		II.	Actively
                                         build service platforms according to the development demand of small and medium-sized
                                         lessees to provide formal and high-efficiency business operation and management services
                                         to lessees.



 


		III.	Formulate
                                         lessee operation and management contract and service clauses, and determine standards
                                         of relevant rent and service charges (it is agreed in the contract with Civil Air Defense
                                         Office that: if the Project needs to be used as air defense project in case of war, lessees
                                         shall evacuate unconditionally).



 






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		IV.	Formulate
                                         and implement marketing strategy for directional promotion, improve the market recognition
                                         of the Project, and achieve direct increase of passenger flow through festival planning
                                         activities; it is expected to achieve stable increase of passenger flow at over 30%
                                         in both the first and second year.



 


		V.	Responsible
                                         for reviewing the costs of outsourcing service units such as security, cleaning, security,
                                         cleaning, greening maintenance, monitoring, power distribution room, elevator, and fire
                                         maintenance units etc., which will be paid by Party A.



 


		VI.	Fully
                                         responsible for the operation and management of the Project, including shops, indoor
                                         and outdoor venues, public spaces and advertising spaces as agreed in entrustment contract.
                                         Exclusively responsible for external business invitation, operation and management, including
                                         but not limited to responsible for business invitation, negotiation on leasing matters;
                                         contract signing, modification and termination; rent collection, and settlement of management
                                         fee and advertising costs; assisting in the employment, assessment and daily management
                                         of outsourcing units; and handling all matters related to property operation, leasing
                                         and business invitation such as settlement and negotiation of lessee’s dispute
                                         etc.



 


		VII.	Under
                                         the precondition of not damaging the main structural safety of building, without the
                                         consent of Party A, Party B is entitled to examine and approve the lessee to carry out
                                         corresponding reformation and decoration to the shop according to its business needs,
                                         provided that Party B shall supervise and manage the acts of decoration and reformation
                                         conducted by the lessee.



 


Article
7: Contract termination


 


		1.	This
                                         Contract will be terminated in case of any one of the following circumstances:



 


		I.	At
                                         the end of entrusted operation period as stipulated in the contract, the contract will
                                         be terminated automatically if there is no official renewal contract.



 


		II.	Where
                                         Party B fails to achieve the occupancy rate as agreed during the operation period, Party
                                         A asks for contract termination.



 


		III.	Where
                                         Party A fails to pay service charge as agreed for more than 7 days, Party B may unilaterally
                                         rescind the contract; and ask Party B for undertaking corresponding responsibility for
                                         breach of contract.



 


		IV.	Party
                                         A fails to pay Party B other due charges as agreed herein (materials or receipts of other
                                         due charges are only effective with the signature or seal of both parties).



 


		V.	The
                                         contract needs to be early terminated due to force majeure reasons (such as government
                                         resettlement etc.).



 






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		2.	Upon
                                         rescission or termination of this Contract



 


Upon
rescission or termination of this Contract, all accounts between both parties shall be settled within 15 days after accounting
confirmation. In case of government resettlement simultaneously, Party A shall be responsible for the management of current lessees.


 


Article
8: Liability for breach of contract


 


		1.	Within
                                         the validity period of contract, if either party hereto fulfills the terms of this Contract
                                         incompletely or fails to fulfill part of the terms hereof, it will be deemed as breach
                                         of contract. And the other party is entitled to ask the breaching party to compensate
                                         the actual losses caused to the other party according to the degree of default.



 


		2.	In
                                         case of breach of contract by either party, the other party is entitled to ask the breaching
                                         party to compensate corresponding economic losses, but such compensation cannot be taken
                                         as the reason for and rights to contract termination.



 


		3.	If
                                         Party A unilaterally proposes to rescind the contract under the precondition that Party
                                         B has achieved the target of entrusted operation as agreed herein, Party A shall pay
                                         Party B six months of operating management fee according to the leased area as the compensation
                                         for contract rescission; if Party B fails to achieve the operational target, Party A
                                         is entitled to terminate cooperation and rescind the contract, and Party B shall refund
                                         the residual operating management fee starting from the date of contract rescission;
                                         if Party B rescinds the contract for no reason, Party B shall refund six months of operating
                                         management fee according to the leased area as the compensation for contract rescission.



 


		4.	Party
                                         B shall not conduct any act beyond the scope of authorization in the name of Party A,
                                         including but not limited to signing property guarantee contract and property guarantee
                                         documents etc. externally, otherwise Party A is entitled to hold Party B responsible
                                         for breach of contract and compensation of loss caused thereby. During the performance
                                         of this Contract, in case of any dispute arising from the operation and management of
                                         Party B, and thereby causes the third party initiating an arbitration to Arbitration
                                         Commission, if the respondent is Party A, Party B shall undertake the responsibility
                                         and bear the arbitration fee.



 


Article
9: Dispute settlement


 


		1.	For
                                         matters not covered herein, both parties may sign a supplementary agreement through consultation,
                                         and the supplementary agreement and this Contract shall have the same legal effect.



 


		2.	For
                                         the dispute arising from the performance of this Contract, both parties shall settle
                                         it through consultation, if consultation fails, a lawsuit may be brought to the competent
                                         people’s court in the location of the building.



 






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Article
10: Contract effectiveness and miscellaneous


 


		1.	This
                                         Contract will come into effect as of the date of signature and seal by both parties.



 


		2.	This
                                         Contract is made in quadruplicate, each party hereto holds two copies respectively, and
                                         all of them shall have the same legal effect.



 


		3.	Attachments



 


Attachment
1: Agreement with Civil Air Defense Office


 


Attachment
2: Lease Contract and Business Invitation Contract


 


Attachment
3: B1 Floor Leasing Policy


 


Attachment
4: Brand Licensing Agreement


 


Attachment
5: Other certificates and contract agreements related to the Project


 


(The
following has no text)


 






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This
page is the signature page for both parties


 


	Party
    A (Seal):	Shandong
    Kunshuo Investment Co., Ltd. (Seal)
	 	 
	Legal
    representative or authorized representative (Signature): Zhiqin Cao (Signature)
	Party
    A’s bank of deposit:	 
	Party
    A’s bank account No.:	 
	Date
    of signature:	October
    26, 2018


 


	Party
    B (Seal):	Jinan
    Tony Fun Commercial Management Co., Ltd. (Seal)
	 	 
	Legal
    representative or authorized representative (Signature): Deshun Jiao (Signature)
	Party
    B’s bank of deposit:	 
	Party
    B’s bank account No.:	 
	Date
    of signature:	October
    26, 2018


 






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