Exhibit 10.21


 


THE SYMBOL “[****]” DENOTES PLACES
WHERE CERTAIN IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THE EXHIBIT BECAUSE IT IS (1) NOT MATERIAL AND (2) THE TYPE
THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL.


 


Agreement No.: ECARX-TRZ-20220630-0134


 


		Version in December 2021	 



 


Working Capital Loan Contract


(Model Form)


 


No.: Xing Yin E Liu Dai Zi 2206 No. Z005


 


Lender: Wuhan Branch of Industrial Bank
Co., Ltd.


Domicile: No. 108 Zhongbei Road, Shuiguohu
Sub-district, Wuchang District, Wuhan City


Legal representative/Person in charge: Liu
Bingwen


 


Borrower: ECARX (Hubei) Tech Co., Ltd.


Domicile:
Bldg C4, Huazhong Zhongjiaocheng (China Communications City), No. 107 Taizihu North Road, Hanyang District, Wuhan City, Hubei
Province


Legal representative/Person in charge: Shen
Ziyu


 


The Contract is entered into in: Wuchang
District/County, Wuhan City


 






    Page 1 of 30 


     


    

 


Important Notes


 


In order to safeguard your interests, please
carefully read, check and confirm the following matters before signing this Contract:


 


		I.	You and your company have the right to sign this Contract. If others’ approval is required according
to laws, you and your company have obtained full authorization. If it involves the handling of others’ personal information, you
and your company have obtained the others’ written approval on agreeing the Industrial Bank to handle their personal information;



 


		II.	You and your company have carefully read and fully understood the terms of the contract and paid special
attention to the undertaking of relevant responsibilities, the waiver or relief of the responsibilities of the Industrial Bank, the handling
of personal information and other contents with significant stakes in you and your company as well as the bold contents;



 


		III.	You and your company have fully understood the meanings of the terms of the contract and the corresponding
legal consequences and are willing to accept the provisions of such terms;



 


		IV.	You and your company have paid special attention to the terms on the use of the credit funds for the
uses provided in the contract and no misappropriation of the credit funds (including but not limited to the purchase or investment in
real estate and other activities with the credit funds) by you and your company as well as the requirement on issuing the letter of undertaking
on the use of the funds to the Industrial Bank. You and your company have fully acknowledged and understood the consequences that the
Industrial Bank will recover the borrowing in advance, terminate the advancing of unissued borrowing/financing hereunder, terminate the
payment of unpaid borrowing/financing hereunder, reduce or terminate credit granting and adopt other measures on the misappropriation
of the credit funds and investigate the legal responsibilities of you and your company;



 


		V.	The signing of this Contract by you and relevant individuals means that you approve and authorize the
Industrial Bank to handle your and relevant individuals’ personal information and safeguard them for the period prescribed by the
Industrial Bank. You and relevant individuals have the right to know, decide, revoke the approval, restrict the handling of personal information
or refuse the handling by third parties. The Industrial Bank has provided services on the knowledge and decision about the handling of
personal information through diversified means (including but not limited to on-site notification). If you and relevant individuals propose
to revoke, restrict or refuse the authorization on the Industrial Bank to handle personal information, it may be handled in accordance
with the provisions herein or the management procedures of the Industrial Bank;



 


		VI.	The contract text provided by the Industrial Bank is only a sample text with blank lines after relevant
terms of the contract. “Supplementary Clauses” are included in the end of the contract for modifications, additions or deletions
of the contract by all parties; and



 


		VII.	If you and your company have other questions about this Contract or you and your company find any illegal
or illicit charging items under the contract and businesses hereunder, please call the Industrial Bank or make complaints to or consult
the business outlets of the Industrial Bank directly. Telephone: 95561             .



 






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Upon the application of the Borrower, the Lender
agreed to grant a working capital loan to the Borrower after audit. In order to specify the rights and obligations of both parties and
abide by credit, this Contract is entered into by both parties in accordance with relevant laws and regulations of the People’s
Republic of China after equal negotiations and shall be jointly abided by.


 


The Lender and the Borrower confirm that the borrowing
hereunder falls into case (ii) as follows:


 


		(i)	This Contract is a sub-contract of the Contract
                                            on the Line of Credit of       /      
                                             entered into between the Lender and the Borrower on        /       
                                             (namely, the general contract) and the amount of the borrowing is included into the
                                            line of credit under the Contract on the Line of Credit. The amount of borrowings in foreign
                                            currencies is converted into RMB at the central parity published by the Lender on the execution
                                            date of this Contract and included into the line of credit.



 


		(ii)	This Contract is an independent legal text entered into between the Lender and the Borrower.



 


Clause I Definitions and Interpretations


 


Unless otherwise provided in written by both parties
hereto, the following expressions in this Contract shall be defined and interpreted as follows:


 


		I.	“Working capital loan” refers to borrowing in domestic and foreign currencies applied by the
Borrower to the Lender to be used in the routine production and operation turnover of the Borrower.



 


		II.	“Creditor’s right” or the principal creditor’s right refers to the creditor’s
right arising from the financing provided to the Borrower in accordance with this Contract after the Borrower (the debtor) made an application
to the Lender (the creditor) and the Lender approved after audit (including the principal, the interest, the penalty interest, the compound
interest, liquidated damages, damage awards and fees on the realization of the creditor’s right by the creditor). The creditor’s
right against the Borrower owned by the Lender hereunder shall be consistent with the debts of the Borrower to the Lender hereunder.



 


“Fees on the realization of the
creditor’s right by the creditor” refer to the lawsuit (arbitration) fees, the lawyer’s fees, the travelling fees, the
enforcement fees, the maintenance fees and other fees on the realization of the creditor’s right through lawsuit, arbitration, application
for the issuance of the enforcement certificate by notary authorities and other means adopted by the Lender.


 


		III.	The terms used after Clause V hereof shall be defined and interpreted as follows:



 


“Fixed interest rate” refers
to the interest rate remaining unchanged during the term of borrowing. For example, for borrowings advanced in installments, the interest
rate shall remain unchanged from each actual advancing date of the borrowing to the maturity date of the borrowing under this Contract.


 


“Floating interest rate”
refers to the interest rate floating based on the cycle and range as agreed by the Borrower and the Lender.


 


“Floating cycle” refers
to the change frequency of the interest rate of the borrowing as agreed by the Borrower and the Lender. During a floating cycle, the interest
rate of the borrowing shall be calculated and determined based on the pricing method as provided in the contract at the pricing benchmark
interest rate and the interest rate of the borrowing shall remain unchanged during the floating cycle. Upon the expiry of a floating cycle
and the beginning of the next floating cycle, the interest rate of the borrowing shall be calculated and determined based on the pricing
method as provided in the contract at the pricing benchmark interest rate of the new floating cycle and the interest rate of the borrowing
shall remain unchanged during the floating cycle.


 


“Pricing benchmark interest
rate” refers to the standard interest rate used in determining the interest rate of the borrowing hereunder, including but not
limited to the quoted interest rates published by China or relevant countries, regions and markets, such as LPR, SHIBOR, SOFR, term SOFR
interest rate, €STR, SONIA, TSRR, TONA, SARON, HIBOR, SIBOR and the benchmark interest rate on RMB deposits announced by the central
bank.


 






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“LPR” refers to the loan
prime rate calculated and published by the National Interbank Funding Center upon the authorization of the People’s Bank of China.
Based on the practice of the banking industry, both parties unanimously agreed that the pricing benchmark interest rate hereunder is determined
as the LPR on Day T-1, among which, “T” means the corresponding day when the interest rate of the borrowing is determined
and “T-1” means the working day before the corresponding day.


 


“SHIBOR” means the nk’’
| Shanghai nk’’ | the interbank lending nk’’ | the interest rate published by the National Interbank Funding Center
and applicable on the corresponding day.


 


“SOFR” refers to the secured
overnight financing rate for US dollars. Based on the practice of the banking industry, both parties unanimously agreed that the pricing
benchmark interest rate hereunder is determined as the SOFR on Day T-5, among which, “T” means the corresponding day when
the interest rate of the borrowing is determined and “T-5” means five working days before the corresponding day.


 


“Term SOFR interest rate”
refers to the forward-looking secured financing interest rate for US dollars published by the Chicago Mercantile Exchange. Based on the
practice of the banking industry, both parties unanimously agreed that the pricing benchmark interest rate hereunder is determined as
the term SOFR interest rate on Day T-2, among which, “T” means the corresponding day when the interest rate of the borrowing
is determined and “T-2” means two working days before the corresponding day.


 


“€STR” refers to the
euro short-term rate for euros. Based on the practice of the banking industry, both parties unanimously agreed that the pricing benchmark
interest rate hereunder is determined as the €STR on Day T-5, among which, “T” means the corresponding day when the interest
rate of the borrowing is determined and “T-5” means five working days before the corresponding day.


 


“SONIA” refers to the Sterling
Overnight Index Average for pounds. Based on the practice of the banking industry, both parties unanimously agreed that the pricing benchmark
interest rate hereunder is determined as the SONIA on Day T-5, among which, “T” means the corresponding day when the interest
rate of the borrowing is determined and “T-5” means five working days before the corresponding day.


 


“TSRR” refers to the term
interest rate of the Sterling Overnight Index Average for pounds. Based on the practice of the banking industry, both parties unanimously
agreed that the pricing benchmark interest rate hereunder is determined as the term TSRR interest rate on Day T-2, among which, “T”
means the corresponding day when the interest rate of the borrowing is determined and “T-2” means two working days before
the corresponding day.


 


“TONA” refers to the Tokyo
Overnight Average Rate for Japanese yen. Based on the practice of the banking industry, both parties unanimously agreed that the pricing
benchmark interest rate hereunder is determined as the TONA on Day T-5, among which, “T” means the corresponding day when
the interest rate of the borrowing is determined and “T-5” means five working days before the corresponding day.


 


“SARON” refers to the Swiss
Average Rate Overnight for Swiss franc. Based on the practice of the banking industry, both parties unanimously agreed that the pricing
benchmark interest rate hereunder is determined as the SARON on Day T-5, among which, “T” means the corresponding day when
the interest rate of the borrowing is determined and “T-5” means five working days before the corresponding day.


 


“HIBOR” refers to the
Hong Kong Interbank Offered Rate for Hong Kong dollars. Based on the practice of the banking industry, both parties unanimously agreed
that the pricing benchmark interest rate hereunder is determined as the HIBOR on Day T-2, among which, “T” means the corresponding
day when the interest rate of the borrowing is determined and “T-2” means two working days before the corresponding day.


 






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“SIBOR” refers to the Singapore
Interbank Offered Rate for Singapore dollars only. Based on the practice of the banking industry, both parties unanimously agreed that
the pricing benchmark interest rate hereunder is determined as the SIBOR on Day T-2, among which, “T” means the corresponding
day when the interest rate of the borrowing is determined and “T-2” means two working days before the corresponding day.


 


“Benchmark interest rate on RMB
deposits announced by the central bank” refers to the applicable benchmark interest rate on RMB deposits announced by the People’s
Bank of China on the corresponding day.


 


Among them, the currency and specific
amount of the “LPR”, “SHIBOR”, “SOFR”, “term SOFR interest rate”, “€STR”,
 “SONIA”, “TSRR”, “TONA”, “SARON”, “HIBOR”, “SIBOR” and the “benchmark
interest rate on RMB deposits announced by the central bank” determined based on the applicable pricing benchmark interest rate
hereunder shall be subject to the inquiry results through the core system of the Industrial Bank. The date on which the interest rate
of the borrowing is determined may be the date on which the loan is actually advanced, the contract is signed or the re-pricing date.


 


“Interest rate of the borrowing”
refers to the enforcement interest rate hereunder based on the pricing benchmark interest rate determined on the date on which the interest
rate of the borrowing is determined after adding or deducting floating points following the pricing formula for the interest rate of the
borrowing hereunder through the negotiations between both parties.


 


		IV.	“Significant transactions” provided in Clause XIII hereof refers to (including but not limited
to): any transactions certain or potentially to significantly affect the basic corporate structure, the changes of shareholders, contingent
liabilities, cash flows, profitability, core business secrets, core competitiveness, significant assets, significant creditor’s
right and debts, solvency and the capability to fulfill this Contract by the Borrower or other transactions deemed to constitute significant
transactions by the Lender and/or the Borrower.



 


		V.	“Significant events” provided in Clause XIII hereof refers to (including but not limited to):
any events certain or potentially to significantly affect the capability of the Borrower’s senior management to perform their duties,
the employment and dismissal of core business staff, core business secrets, core competitiveness, the basic corporate structure, the changes
of shareholders, contingent liabilities, the existence, the legality of businesses, the stability, development, profitability and solvency
and the capability to fulfill this Contract by the Borrower and other events deemed to constitute significant events by the Lender and/or
the Borrower.



 


		VI.	“Working day” herein refers to the working days except statutory holidays and weekends in
China (excluding Hong Kong, Macau and Taiwan). “Business day” herein refers to the business day of the bank of the Lender.
If a withdrawal or repayment day during the performance of the contract is not a business day, it shall be postponed to the next business
day.



 


Clause II Amount of the Borrowing


 


The Lender agrees to lend a borrowing of (in words)
RMB (currency) four hundred and eighty million only to the Borrower.


 


Clause III Use of the Borrowing


 


The borrowing hereunder shall be used in the
routine production and operation turnover. The Borrower shall not misappropriate the borrowing for other uses without the written
approval of the Lender.


 






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Clause IV Term of the Borrowing


 


		I.	The term of the borrowing shall be 12 months from June 29, 2022 to June 28,
2023.



 


		II.	In case of borrowings advanced in one slump, the advancing date shall be subject to the actual advancing
date on the certificate or the receipt of the borrowing. If the actual advancing date is later than the advancing date of borrowing set
out in the above sub-clause, the maturity date of the borrowing shall be postponed correspondingly.



 


		III.	The plans for the use of the borrowing in installments are as follows:



 


RMB       /       on       /      ;
RMB       /       on       /      ;


 


RMB       /       on       /      ; RMB       /      
 on       /      ;


 


RMB       /       on       /      ; RMB       /      
 on       /      ;


 


RMB       /       on       /      ; RMB       /      
 on       /      ;


 


RMB       /       on       /      ; RMB       /      
 on       /      ;


 


The Borrower shall apply to the Lender
to handle procedures for the withdrawal of the borrowing three working days before each withdrawal day or other time requested by the
Lender in written.


 


If the Borrower fails to withdraw the
borrowing based on the term and amount in installments as provided above, the Lender shall have the right to require the Borrowing to
pay . % of amount of the borrowing to be withdrawn in the tranche as liquidated damages. If the Borrower is a micro and small enterprise
under national systems and policies, such liquidated damages shall not be collected.


 


		IV.	The Lender shall advance the borrowing based on the provisions of Clause VII hereof when the conditions
precedent for withdrawal as provided in Clause VI hereof are satisfied.



 


		V.	The Lender shall have the right to appropriately adjust the plan on the use of the borrowing in installments
based on whether it has met the provisions of relevant laws, regulations and policies as well as the conditions precedent for withdrawal
and the conditions for the payment of the borrowing as provided herein, the signing of the corresponding guarantee contract for this Contract,
the time for handling guarantee procedures as well as other factors deemed necessary by the Lender.



 


		VI.	For the use of the borrowing in installments, each advancing date shall be subject to the actual advancing
date set out in the certificate or the receipt of the borrowing. It adopts the same maturity date, namely that for the advancing of each
installment of the borrowing, the maturity date determined in the certificate or the receipt of the first installment shall be the same
maturity date.



 


		VII.	If the Lender recovers the borrowing in advance based on the circumstances as provided herein, it shall
be deemed that the maturity date of the borrowing is ahead of schedule correspondingly.



 


Clause V Interest Rate of the Borrowing and
Calculation and Collection of Interest


 


		I.	Interest rate of the borrowing (the
annualized interest rate calculated under the simple interest method, similarly hereinafter)



 


		(I)	The pricing benchmark interest rate shall be subject to the provisions of item (i) as follows:



 


		(i)	one-year LPR.






		(ii)	      /       SHIBOR.






		(iii)	SOFR.






		(iv)	      /       term SOFR interest rate.






		(v)	€STR.



 






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		(vi)	SONIA.






		(vii)	      /       TSRR.






		(viii)	TONA.






		(ix)	SARON.






		(x)	      /       HIBOR.






		(xi)	      /       SIBOR.






		(xii)	      /       benchmark interest rate on RMB deposits announced by the central bank.



 


Among them, the RMB loans with fixed
interest rate shall adopt the LPR as the pricing benchmark interest rate. The pricing benchmark interest rate shall be used within the
range of currencies as restricted on the pricing benchmark interest rate in Clause I “Definitions and Interpretations”.


 


		(II)	The pricing formula of the interest
rate of the borrowing: Interest rate of the borrowing = Pricing benchmark interest rate + 0.3% or - /%.



 


		(III)	The interest rate of the borrowing shall be subject to the provision of case (i) as follows:



 


		(i)	Fixed interest rate. The interest rate shall be determined in the manner set out in A as follows:



 


		A.	The interest rate of the borrowing is determined based on the pricing benchmark interest rate on the actual
advancing date and the pricing formula. The interest rate shall remain unchanged from the actual advancing date of each installment to
the maturity date of the borrowing hereunder.



 


		B.	The interest rate of the borrowing is fixed at an annualized interest rate of       /      % based on the
pricing benchmark interest rate on the signing date of the contract and the pricing formula. In case of adjustments to the pricing benchmark
interest rate on the actual advancing date, it shall correspondingly adjust the value to be added or deducted in the pricing formula.
The abovementioned annualized interest rate as provided herein shall remain unchanged.



 


		(ii)	Floating interest rate. The interest rate of the borrowing is determined based on the pricing benchmark
interest rate on the actual advancing date and the re-pricing date and the pricing formula and the interest shall be calculated in different
stages. The re-pricing date shall be subject to the manner set out in       /       as follows:



 


		A.	The floating cycle is       /       (month / quarter / half year / year). The corresponding day upon the expiry
of each cycle from the actual advancing date of the borrowing shall be the re-pricing date under the contract. If there is no corresponding
day in the month, the last day of the month shall be the corresponding day.



 


		B.	For those with SOFR, €STR, SONIA, TONA and SARON as the pricing benchmark interest rate, each day
for interest calculation within the interest period (namely each natural day during the term of the loan) shall be the re-pricing date
under the contract.



 


		(iii)	Other manners for the calculation of the interest rate:       /      .



 


		(IV)	For the corresponding pricing benchmark interest rate of the borrowing under this Contract, the actual
advancing date of each installment (or the re-pricing date, if any) shall be the date for determining the pricing benchmark interest rate.
During the term of the borrowing and unless otherwise provided in the contract, the Borrower will not be notified of the adjustment to
the interest rate of the borrowing in accordance with the provisions of the contract.



 


		(V)	For the borrowing advanced under this Contract and in case of the cancellation of the pricing benchmark
interest rate hereunder in China or relevant countries/regions, or the market no longer publishes the pricing benchmark interest rate
or upon the requirements of regulatory authorities, the Lender shall have the right to re-determine the interest rate of the borrowing
and notify the Borrower in accordance with the interest rate policy of China or relevant countries/regions for the same period in the
principle of fairness and honesty with reference to the practice of the industry, the interest rate and other factors. Where the Borrower
has objections, it shall negotiate with the Lender. Where it fails to negotiate within five working days after the Lender issues the notice,
the Lender shall have the right to recover the borrowing in advance and the Borrower shall immediately pay off the principal and interest
of the remaining borrowing. Where the Lender requires or national and regulatory policies require the Borrower to enter into supplementary
agreements on relevant maters, the Borrower shall cooperate.



 






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		II.	Repayment of the interest of the borrowing



 


		(I)	Calculation of the interest of the borrowing. The interest of the principal of borrowings in domestic
and foreign currencies shall be calculated from the date on which they are transferred to account of the Borrower according to the provisions
herein. Daily accrued interest of the borrowing = Balance of the borrowing of the day * Daily interest rate. The conversion of the daily
interest rate and the annual interest rate shall be subject to the requirements of the People’s Bank of China and international
practice.



 


		(II)	The repayment of the interest of the borrowing shall be subject to the provisions set out in item   (i)  
 as follows:



 


		(i)	It is agreed that the 21st day of the last month of each quarter (month / last month of each quarter
/ last month of each half year / last month of each year) shall be the interest payment day in this Contract. The Borrower shall pay the
interest of the borrowing for the installment to the Lender on the interest payment day and pay off the principal and interest of the
remaining borrowing when the borrowing becomes due.



 


		(ii)	The corresponding day upon the expiry of each       /       (month / quarter / half year / year) (if there
is no corresponding day in the corresponding month, the last day of the month shall be the corresponding day) shall be the interest payment
day of each installment. The Borrower shall pay the interest of the borrowing for the installment to the Lender on the interest payment
day and pay off the principal and interest of the remaining borrowing when the borrowing becomes due.



 


		(iii)	The first interest payment day shall be       /       and the corresponding day upon the expiry of each       /      
 (month / quarter / half year / year) (if there is no corresponding day in the corresponding month, the last day of the month shall
be the corresponding day) shall be the interest payment day of each installment. The Borrower shall pay the interest of the borrowing
for the installment to the Lender on the interest payment day and pay off the principal and interest of the remaining borrowing when the
borrowing becomes due.



 


		(iv)	Other repayment manners:       /      .



 


		III.	Penalty interest and compound interest



 


		(I)	If the Borrower fails to use the borrowing for the uses provided herein, the Lender shall have the
right to calculate and collect penalty interest on the borrowing misappropriated and the rate of the penalty interest shall be the interest
rate of the borrowing floating upwards by 100%. If the Borrower fails to make repayment as scheduled and fails to reach an agreement
with the Lender on the renewal of the borrowing, the borrowing is overdue and the Lender shall have the right to calculate and collect
penalty interest on overdue borrowings from the overdue date and the rate of the penalty interest shall be the interest rate of the borrowing
floating upwards by 50%. For the interest not paid on time (including the interest before and after the borrowing becomes due,
the penalty interest on misappropriation and the overdue penalty interest), the Lender shall have the right to calculate and collect the
compound interest at the rate on overdue penalty interest as provided herein. Where one borrowing is overdue and was not used for the
use as provided, the rate of the penalty interest shall be calculated at the higher rate.



 






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		(II)	Where the interest rate of the borrowing is fixed, the rate of the penalty interest shall also be fixed.
Where the interest rate of the borrowing is floating, the rate of the penalty interest shall also be floating and the floating cycle shall
be consistent with that of the interest rate of the borrowing.



 


		(III)	The calculation and collection of the penalty interest and the compound interest shall be subject to the
repayment of the interest of the borrowing as provided herein.



 


Clause VI Conditions Precedent for Withdrawal


 


		I.	The Borrower may apply to the Lender for the advancing of the borrowing hereunder after meeting the following
conditions precedent for withdrawal required by the Lender:



 


		(I)	The Borrower has delivered the following documents to the Lender and there are no changes in the circumstances
set out in the documents and they are still effective or the Borrower has made interpretations and explanations to the satisfaction of
the Lender on the changes:



 


		1.	The application for borrowing with its main contents including but not limited to: the name of the project
with the borrowing, the amount, uses, the term, the repayment plan and the source of funds for repayment;



 


		2.	The legal and effective business license of the Borrower, the articles of association, the loan card and
password/credit code, the list and signature sample of the legal representative and members of the board of directors and major persons
in charge and the chief financial officer registered and filed with industrial and commercial administration authorities, the valid identification
certificate of the legal representative or its authorized representative, the written document which the legal representative or its authorized
representative and relevant natural persons approve the Lender to collect and handle their personal information and other corporate documents
deemed necessary by the Lender;



 


		3.	Truthful, legal and effective resolutions of the board of directors or the general meeting convened in
accordance with statutory procedures and approved through voting by the required number of directors or shareholders on approving the
application to the Lender for the borrowing hereunder and accepting various conditions on the borrowing set out by the Lender or other
documents deemed necessary by the Lender;



 


		4.	The annual reports for the recent three years (with the audit reports and notes) recognized by the Lender,
the financial statements for the latest period and the same period of the previous year; and for borrowers established in recent three
years, the statements since their establishment shall be submitted;



 


		5.	Information of affiliated enterprises;



 


		6.	Where it applies for temporary working capital loan, it shall provide the procurement contract, the order
contract, the certificate of indebtedness and other relevant contracts, certificates or materials;



 


		7.	Where it proposes to adopt guarantees with mortgage/pledge, it shall provide the ownership certificate
and the appraised value report of the collateral/pledge and has properly handled procedures on the registration of mortgage/pledge required
to be handled in accordance with relevant laws and regulations and the original texts of relevant ownership certificates and registration
certificate documents have been submitted to the Lender for safeguarding based on its requirements. Where it proposes to adopt guarantees
from third parties, it shall provide relevant guarantee materials with reference to the requirements of items 2 to 4 and such guarantee
contracts shall have come into effect. The above guarantees shall continue to be effective;



 


		8.	If the Lender requires to purchase insurance for the collateral/pledge, it shall have properly handled
the insurance procedures with the Lender as the first beneficiary and the original text of the policy has been submitted to the Lender
for safeguarding. The insurance shall continue to be effective. Where the Borrower provides mortgage/pledge, it shall transfer the claim
right for the insurance benefit arising from the occurrence of insurance incidents to the Lender;



 






    Page 9 of 30 


     


    

 


		9.	Enterprises in special industries shall provide the license for production and operation in special industries
or the corporate qualification grade certificate issued by competent authorities;



 


		10.	Where either party hereto requires handling notarization and other procedures, it shall have properly
handled relevant notarization procedures;



 


		11.	The Borrower has opened an account with the Lender based on the requirements of the Lender and is willing
to accept the monitoring on credit, payment and settlement by the Lender;



 


		12.	When the Borrower applies for loans for foreign exchange projects, it shall provide effective certificate
on the use of foreign exchange loans and the approval of relevant authorities and it shall also meet relevant policies on foreign exchange
administration;



 


		13.	The value-added tax, business tax and income tax returns to be provided as required by the Lender;



 


		14.	The Borrower has issued the letter of undertaking on the use of credit funds based on the requirements
of the Lender;



 


		15.	The Borrower and relevant natural persons have issued the written documents approving the Lender to
handle their personal information based on the requirements of the Lender; and



 


		16.	Other documents, statements, certificates and other materials to be provided as required by the Lender.



 


		(II)	The Borrower was established in accordance with laws. It conducts production and operation in accordance
with laws and regulations with the operation capability on a going concern and legal source of funds for repayment;



 


		(III)	The uses of the borrowing are clear and in compliance with laws and regulations;



 


		(IV)	The statements and undertakings made by the Borrower in Clause XI hereof are continuously truthful and
effective; and there are no default or potential default events on or before the date on which it applies for the advancing of the borrowing;



 


		(V)	The Borrower has properly filled in relevant receipt or certificate of the borrowing related to the advancing
of the borrowing. The receipt or certificate of the borrowing shall be integral parts of this Contract and shall have equal legal effects
with this Contract. In case of inconsistencies between the amount, term and interest rate of the borrowing hereunder and the records of
the receipt or certificate of the borrowing, the latter shall prevail;



 


		(VI)	The Borrower shall have a good credit standing without significant adverse records. Where the Borrower
is a newly-established corporation, its controlling shareholders shall have a good credit standing (the Borrower shall provide the written
document which the natural person controlling shareholders approve the Lender to collect and handle their personal information) without
significant adverse records; and



 


		(VII)	Other conditions precedent for withdrawal required by the Lender.



 






    Page 10 of 30 


     


    

 


		II.	The fulfilling of obligations hereunder by the Lender is conditional upon the conditions precedent for
withdrawal as provided in this clause being satisfied. The Lender shall have the right to unilaterally decide to reduce or waive certain
conditions precedent for withdrawal and the Borrower or the Guarantor shall not defend against the Lender for the reason of such conditions.



 


		III.	The Lender shall have the right to appropriately adjust the advancing of the borrowing based on whether
the financing project meets the provisions of relevant laws, regulations and policies and the conditions precedent for withdrawal required
by the Lender, the signing of the corresponding guarantee contract of this Contract, the time for handling guarantee procedures and other
factors.



 


		IV.	The Borrower hereby agrees that: if any withdrawal by the Borrower fails to meet the conditions precedent
for withdrawal or the conditions for the payment of the borrowing as provided herein after the signing of this Contract, the Lender shall
have the right to terminate the advancing of the borrowing and the payment of the borrowing or rescind this Borrowing Contract and the
responsibilities or losses arising therefrom shall be assumed by the Borrower on its own. The Lender shall notify the Borrower of the
rescission of the contract and the period for the Borrower to raise objections is five working days from the date on which the notice
of the rescission is delivered to the Borrower in the manner provided herein. If the Borrower raises no objections, this Contract shall
be rescinded automatically upon the expiry of the period for raising objections. Where the Borrower raises objections but both parties
fail to solve through negotiations within five working days after the expiry of the period for raising objections, the Lender shall have
the right to recover the borrowing in advance based on the provisions of this Contract.



 


		V.	The Lender shall advance the borrowing based on the provisions of Clause VII hereof when the Borrower
meets the conditions precedent for withdrawal as provided herein after the audit of the Lender.



 


Clause VII Account Monitoring and Payment of
Borrowing


 


		I.	Account monitoring



 


According to relevant national laws
and regulations and the requirements of regulatory systems, the Borrower undertakes that it has satisfied the conditions precedent for
withdrawal provided herein before applying for the advancing of the borrowing and accepts the Lender’s monitoring on the use of
the borrowing as provided. The Lender shall have the right to monitor the basic deposit account, the general deposit account and the special
deposit account opened by the Borrower and conducts monitoring and control on the advancing, payment and repayment of the borrowing in
the manner provided herein.


 


The Borrower designates the following
account as the special account for the recovery of funds and provides flows of capitals in the account in a timely manner:


 


Account
name: ECARX (Hubei) Tech Co., Ltd. Account No.: [****]


Opening
bank: Wuhan Hanyang Sub-branch of Industrial Bank Co., Ltd.


 


The Lender may negotiate with the Borrower
on entering into the account management agreement to explicitly specify the management on the flows of capitals recovered in the designated
account based on the credit and financing conditions of the Borrower. The Lender shall have the right to recover the loan in advance based
on the recovery of funds by the Borrower.


 


		II.	Payment of the borrowing



 


		(I)	The Lender shall have the right to adopt the entrusted payment by the Lender or the independent payment
by the Borrower to conduct the management and control on the payment of the borrowing.



 


		1.	The “entrusted payment” by the Lender refers to that the Borrower authorizes the Lender to
pay the borrowing to the counterparty of the Borrower meeting the uses as provided herein.



 






    Page 11 of 30 


     


    

 


Where it adopts the entrusted payment
by the Lender, the Borrower shall provide relevant transaction materials meeting the uses as provided herein before the advancing of the
borrowing and the borrowing shall be paid to the counterparty of the Borrower through the account of the Borrower in a timely manner after
the audit and approval of the Lender.


 


Where it adopts the entrusted payment
by the Lender and if the borrowing is returned as a result of the revoking, rescission or invalidity of basic transaction contracts or
other reasons after the borrowing is paid to the counterparty of the Borrower, the Lender shall have the right to recover the loan in
advance in accordance with the provisions of Clause XII hereof for such borrowing returned.


 


		2.	The “independent payment” by the Borrower refers to that the Borrower independently pays the
borrowing to the counterparty of the Borrower meeting the uses as provided herein after the Lender advances the borrowing to the account
of the Borrower.



 


Where it adopts the independent payment
by the Borrower, the Borrower shall regularly report the payment of the borrowing to the Lender. The Lender shall have the right to check
if the payment of the borrowing meets the uses provided through account analysis, the examination of certificates, on-site investigations
and other manners.


 


		(II)	Entrusted payment



 


Where the payment of the borrowing is
involved in one of the following circumstances, it shall adopt the entrusted payment by the Lender:


 


		1.	The Borrower and the Lender newly established the credit business relationship and the grade of the Borrower
in the internal grading of the Lender is below B3 (inclusive). The “newly-established credit business relationship” refers
to the credit business relationship initially established between the Lender and the Borrower or no credit business relationship within
2 years;



 


		2.	The working capital loan for swap;



 


		3.	The payment target is clear or the amount of an individual payment is over RMB10 million (inclusive)
(for borrowings in foreign currencies, they are converted at the central parity published by the Lender on the payment day); and



 


		4.	Others:       /      .



 


		(III)	If the Borrower is involved in the following circumstance during the advancing and payment of the borrowing,
it shall supplement conditions for the advancing and payment of the borrowing based on the requirements of the Lender. The Lender shall
have the right to adopt more stringent conditions for the advancing and payment of the borrowing and shall have the right to terminate
the advancing and payment of the borrowing and adopt the corresponding measures according to the provisions of Sub-clause II in Clause
XIV hereof:



 


		1.	Deterioration in credit conditions;



 


		2.	Weak profitability of principal businesses;



 


		3.	Abnormal conditions in the use of the borrowing; and



 


		4.	Other circumstances deemed by the Lender.



 


Clause VIII Repayment of Principal and Interest
of the Borrowing


 


		I.	The principal of the borrowing hereunder shall be repaid in the manner set out in (ii)   as
follows:



 


		(i)	The repayment of the principal of the borrowing in installments with the amount and date for the repayment
of the principal as follows:



 


RMB       /       to be paid on       /      ;
RMB       /       to be paid on       /      ;


 


RMB       /      
to be paid on       /      ; RMB       /      
to be paid on       /      ;


 


RMB       /       to be paid on       /      ;
RMB       /       to be paid on       /      ;


 


RMB       /       to be paid on       /      ;
RMB       /       to be paid on       /      ;


 


                           /                         
.


 






    Page 12 of 30 


     


    

 


If the Lender adjusts the plan on the
use of the borrowing in installments, the repayment date and amount of the borrowing in installments provided in this clause shall remain
unchanged and the Borrower shall repay the principal of the borrowing as scheduled.


 


		(ii)	The principal of the borrowing shall be repaid in full in one slump on the maturity day of the borrowing.



 


		(iii)	Other manners for the repayment of the principal of the borrowing:       /      .



 


		II.	The Borrower shall repay the principal and interest of the borrowing hereunder as scheduled with sufficient
amount to the Lender on the repayment day and the interest payment day as provided herein.



 


		III.	If the repayment day is a non-business day of the Lender, the repayment shall be postponed to the next
business day of the Lender and the non-business day of the Lender shall be calculated into the number of days for the actual occupation
of the borrowing. When the Borrower repays the last installment of the principal of the borrowing, it shall pay off the interest with
the principal not subject to the interest payment day as provided in Clause V hereof.



 


		IV.	Where the Borrower fails to repay the borrowing under the Borrowing Contract as scheduled and requires
the renewal of the repayment, it shall submit a written application for the renewal of the borrowing to the Lender 10 working days
before the maturity day of the loan. Both parties shall enter into the Contract on the Renewal of the Borrowing as a supplementary contract
to this Contract upon the review and approval of the Lender.



 


		V.	Repayment in advance



 


The Borrower shall repay the principal
and interest of the borrowing as scheduled under this Contract.


 


Where the Borrower requires the repayment
of part or all of the principal and interest of the borrowing in advance, it shall notify the Lender 10 working days in written
and obtain the written approval of the Lender. The Borrower shall negotiate with the Lender on the number of installments, the time and
amount of repayment after the repayment of part of the principal and interest of the borrowing in advance with the written approval of
the Lender. It shall calculate interest on the principal of the borrowing repaid in advance based on the actual term and the interest
rate of the borrowing provided herein. The Lender shall make no adjustment to the interest of the borrowing calculated and collected before
the repayment in advance.


 


Where the Borrower requires repayment
in advance, the Lender shall have the right to require the Borrower to pay liquidated damages equivalent to       /      % of the amount of
the repayment in advance. If the Borrower is a micro and small enterprise under national systems and policies, such liquidated damages
shall not be collected.


 


		VI.	If the Borrower fails to perform the obligations hereunder, it hereby irrecoverably authorizes the
Lender to deduct the amount to be collected, including but not limited to the principal and interest of the borrowing (including the principal,
the interest, the penalty interest and the compound interest), liquidated damages, damage awards and fees on the realization of the creditor’s
right by the Lender, from any account of the Borrower opened with the Lender and all branches and subsidiaries of the Industrial Bank
without going through juridical procedures. The Borrower agrees that the Lender shall have the right to determine the order of specific
deductions. In case of inconsistencies between the currency of the amount in the account and the currency of the borrowing, the Lender
shall have the right to deduct the amount converted at the central parity published by the Lender on the corresponding day. If wealth
management products or structured deposit products are involved in any account under this clause, the Borrower hereby irrecoverably authorizes
the Lender to directly initiate the application for the redemption of relevant products or adopt other necessary measures on its behalf
to ensure that the Lender can successfully deduct the above amount. The Borrower shall provide all necessary assistance.



 






    Page 13 of 30 


     


    

 


Clause IX Guarantees


 


		I.	The guarantee contracts for this Contract shall include but not be limited to the following contracts:



 


		(I)	The Guarantee Contract with Maximum Amount (contract name) of Xing Yin E Bao Zheng Zi 2206 No. Z002
with the guarantee method of guarantee and Hubei ECARX Technology Co., Ltd. as the Guarantor;



 


		(II)	The             /             (contract name) of             /             with the guarantee method of             /             and             /             as the
Guarantor;



 


		(III)	The             /             (contract name) of             /             with the guarantee method of             /             and             /             as the
Guarantor;



 


		(IV)	The             /             (contract name) of            /             with the guarantee method of             /             and             /             as the
Guarantor;



 


		(V)	The             /             (contract name) of             /             with the guarantee method of             /             and             /             as the
Guarantor;



 


		(VI)	The             /             (contract name) of             /             with the guarantee method of             /             and             /             as the
Guarantor;



 


		II.	In addition to the abovementioned guarantee contracts signed and in case of fluctuations of the foreign
exchange rate or any incidents which may affect the capability of the Borrower or the Guarantor to perform the contract as deemed by the
Lender, the Lender shall have the right to require the Borrower to supplement security funds or provide new guarantees and sign relevant
guarantee contracts. The Borrower shall cooperate based on the requirements of the Lender.



 


		III.	The Lender shall have the right not to perform all obligations hereunder, including the advancing of the
borrowing, before the completion of the signing of the guarantee contract and the handling of guarantee procedures under this Contract.



 


Clause X Rights and Obligations of Both Parties


 


		I.	Rights and obligations of the Lender



 


		(I)	Rights of the Lender:



 


		1.	To require the Borrower to provide true information, including personal information, etc.;



 


		2.	To require the Borrower to repay the principal and interest of the borrowing as scheduled;



 


		3.	To require the Borrower to provide all materials related to the borrowing;



 


		4.	To understand the production, operation and financial conditions of the Borrower;



 


		5.	To supervise the use of the borrowing as provided herein by the Borrower;



 


		6.	To supervise the use of the borrowing and raise requirements;



 


		7.	Where the Borrower bears several debts of the same type to the Lender, and the payment made by the Borrower
is insufficient or may be insufficient to pay off all debts, the Lender shall determine the specific order of repayment or deduction upon
repayment;



 






    Page 14 of 30 


     


    

 


		8.	To deduct the amount to be collected, including but not limited to the principal and interest of the borrowing
(including the principal, the interest, the penalty interest and the compound interest), liquidated damages, damage awards and fees on
the realization of the creditor’s right by the Lender, from any account of the Borrower opened with the Lender and all branches
and subsidiaries of the Industrial Bank without going through juridical procedures. The Borrower agrees that the Lender shall have the
right to determine the order of specific deductions. In case of inconsistencies between the currency of the amount in the account and
the currency of the borrowing, the Lender shall have the right to deduct the amount converted at the central parity published by the Lender
on the corresponding day. If wealth management products or structured deposit products are involved in any account under this clause,
the Borrower hereby irrecoverably authorizes the Lender to directly initiate the application for the redemption of relevant products or
adopt other necessary measures on its behalf to ensure that the Lender can successfully deduct the above amount;



 


		9.	The Lender shall have the right to transfer all or part of the creditor’s right and security
interests hereunder to a third party at any time without obtaining the approval of the Borrower. Where the Lender transfers the borrowing
and security interests hereunder, the Borrower shall still undertake all obligations hereunder;



 


		10.	Where the Borrower fails to repay the principal and interest of the borrowing as provided herein, or fails
to implement the repayment of the principal and interest, or violates any of the obligations provided hereunder, the Lender shall have
the right to report and disclose the Borrower’s breaching of contract to the People’s Bank of China and the credit reporting
institutions and systems established or approved by it, or to China Banking Association, banking supervision institutions or other administrative
/ judicial / supervisory authorities and the information management system established or approved by them or news media, and take legal
measures such as settlement, litigation, arbitration or application to notary authorities for the issuance of an enforcement certificate.
Meanwhile, the Lender may or jointly with other banking financial institutions to reduce or terminate credit granting, terminate the opening
of new settlement accounts, terminate the granting of new credit cards to the Borrower’s legal representative/the Borrower, and
other joint disciplinary measures on dishonesty for the protection of rights;



 


		11.	To unilaterally decide to recover the borrowing in advance based on the recovery of funds by the Borrower;



 


		12.	In case of exchange rate fluctuations or other circumstances where the creditor deems that they may affect
the security of its creditor’s right, the debtor is obliged to supplement the pledge guarantee such as security deposit as required
by the creditor, or implement other risk mitigation measures approved by the creditor; and



 


		13.	To enjoy other rights provided by laws, regulations and rules or as provided herein.



 


		(II)	Obligations of the Lender:



 


		1.	To advance and pay the borrowing as provided herein;



 


		2.	To keep the debts, financial, production and operation conditions of the Borrower confidential except
under the following circumstances:



 


		(1)	It is provided by laws and regulations;



 


		(2)	It is required or requested by regulatory authorities; or



 


		(3)	Disclosure to the Lender’s partners and other circumstances.



 


		II.	Rights and obligations of the Borrower



 


		(I)	The Borrower shall enjoy the following rights:



 


		1.	To withdraw and use all the borrowing as provided herein;



 






    Page 15 of 30 


     


    

 


		2.	To require the Lender to keep the information provided confidential in accordance with this Contract.



 


		(II)	Obligations of the Borrower



 


		1.	To truthfully provide the documents and materials required by the Lender, including all opening banks,
account numbers, balance of deposits and loans and relevant personal information, and cooperate with the Lender in its investigations,
examinations and inspections;



 


		2.	To accept the supervision or inspection by the Lender on its use of credit funds and related production,
operation and financial activities, and take reasonable measures in response to the Lender’s suggestions or requirements in a timely
manner;



 


		3.	To use the borrowing as agreed herein without misappropriation and ensure that the borrowing shall
not be used for investment in fixed assets; not to use the borrowing in equity investment; not to use in state-prohibited production/operation
areas; not to use in speculation or investment in stocks, marketable securities, futures, wealth management products and other financial
products; not to use for purchase of property or in real estate business/investment; not to use in borrowing and lending activities between
enterprises or between enterprises and individuals; not to use in seeking illegal income; not to arbitrage credit funds through illegal
means or squeeze or misappropriate the borrowing through other means; not engage in other illegal activities or other fields in violation
of national laws and policies with the borrowing; and not to use the borrowing in areas where banking credit funds are banned by regulatory
authorities.



 


		4.	To accept the Lender’s monitoring on the Borrower’s account and the payment management of
the borrowing in accordance with Clause VII hereof;



 


		5.	To repay the principal and interest of the borrowing with sufficient amount in a timely manner as agreed
herein;



 


		6.	Without the written consent of the Lender, the Borrower shall not transfer all or part of the obligations
hereunder to any third party;



 


		7.	Not to reduce the registered capital through any means; and not to extend the term for the subscription
of the registered capital without the written consent of the Lender;



 


		8.	Prior to any major events such as merger, division, equity transfer, external investment or substantial
increase in debt financing, the Borrower shall notify the Lender in written 30 working days in advance at least and obtain the written
consent of the Lender. It shall actively implement guarantee measures to safeguard the repayment of the principal and interest of the
borrowing hereunder with sufficient amount in a timely manner as required by the Lender. The above major events shall include but not
be limited to:



 


		(1)	Application for borrowings or liabilities from banks or other third parties, or providing loans to third
parties, or providing guarantees to the debts of third parties, and other substantial increases in debts, which affects or may affect
the repayment of the principal and interest of the borrowing;



 


		(2)	Major changes in property rights and adjustment of operation methods (including but not limited to signing
joint venture and cooperation contracts with foreign investors or investors from Hong Kong, Macau and Taiwan; revoking, closure, suspension
of production and change of production lines; separation, consolidation, merger or being merged; reorganization, establishment or restructuring
into a joint-stock company; external investment; purchase of shares or investment in joint stock companies or investment companies with
fixed assets such as houses, machinery and equipment or intangible assets such as trademarks, patents, proprietary technologies and land
use rights; and conducting transactions of property rights and operation rights through leasing, contracting, joint venture and trusteeship);



 






    Page 16 of 30 


     


    

 


		(3)	The changes of equity reach 10% (including but not limited to equity transfer, trusteeship, escrow,
pledge, etc.).



 


		9.	The Borrower shall notify the Lender in written within 7 working days after the occurrence or possible
occurrence of the following circumstances, and shall actively implement guarantee measures to safeguard the repayment of the principal
and interest of the borrowing hereunder with sufficient amount in a timely manner as required by the Lender:



 


		(1)	The occurrence of major financial losses, asset losses or other financial crises;



 


		(2)	The suspension of business, the revocation or cancellation of business license, application or being applied
for bankruptcy, dissolution, etc.;



 


		(3)	Its controlling shareholders and other affiliated companies are involved in significant operation or financial
crisis, which affects their normal operation;



 


		(4)	Changes of the legal representative, directors or senior management of the Borrower, which affects its
normal operation;



 


		(5)	The changes of equity reach 10% (including but not limited to equity transfer, trusteeship, escrow,
pledge, etc.);



 


		(6)	Significant related transactions between the Borrower and its controlling shareholders or other affiliated
companies, which affects its normal operation;



 


		(7)	Any litigation, arbitration or criminal or administrative punishment with significant adverse consequences
on its operation or property conditions; and



 


		(8)	The occurrence of other major events that may affect its solvency.



 


		10.	At the request of the Lender (which has been served to the Borrower in advance in a reasonable manner,
unless advance notice is not required due to an event of default or potential event of default or due to specific circumstances), the
representatives of the Lender are permitted to carry out the following activities during normal office hours:



 


		(1)	To visit the place where the Borrower conducts operating activities;



 


		(2)	To inspect the premises, facilities, plants and equipment of the Borrower;



 


		(3)	To inquire the book records and all other records of the Borrower; and



 


		(4)	To inquire employees, agents, contractors and subcontractors of the Borrower who have or may have knowledge
of the relevant information required by the Lender.



 


		11.	The Borrower shall guarantee to maintain its financial conditions, such as current assets and net asset,
asset-liability ratio and asset current ratio within the following range as required by the Lender during the term of the borrowing:       /      
.



 


		12.	The Borrower shall sign for acceptance of collection letters or collection documents delivered by the
Lender to the Borrower through mails or other means and send the return receipt to the Lender.



 






    Page 17 of 30 


     


    

 



Clause XI Statements and Undertakings of the Borrower


 


The Borrower voluntarily makes the following statements
and undertakings and assumes legal responsibility for the truthfulness of their contents:


 


		I.	The Borrower is a legal entity established and validly existed in accordance with the laws of the People’s
Republic of China and has full capacity for civil conduct. The Borrower guarantees to provide relevant certificates, permits and certificates
as well as other documents required by the Lender.



 


		II.	The Borrower has sufficient capacity to perform all of its obligations and responsibilities hereunder
and shall not be relieved or exempted from its settlement obligations due to any order, changes in financial conditions or any agreements
entered into with any entities.



 


		III.	The Borrower has full authorization and legal right to sign this Contract. The Borrower has obtained and
completed all internal approvals and authorizations or other relevant procedures required for the execution and performance of this Contract
and all necessary approvals, registration, authorizations, consents, permits or other relevant procedures from any governmental departments
or other competent authorities for the execution and performance of this Contract, and all approvals, registration, consents, permits,
authorizations and other relevant procedures required for the execution of this Contract shall remain fully legal and valid.



 


		IV.	The execution of this Contract by the Borrower is in full compliance with the relevant articles of associations,
internal decisions and resolutions of the general meeting and the board of directors of the Borrower. The Borrower undertakes that such
internal decisions and resolutions of the general meeting and the board of directors are in full compliance with national laws and regulations
and the articles of association of the Company, and there is no invalidity, exclusion or revocability. This Contract shall not conflict
with or be inconsistent with any articles of associations, internal decisions and resolutions of the general meeting and the board of
directors or policies of the Borrower.



 


		V.	The execution and performance of this Contract is based on the expression of true intention of the Borrower.
The financing with the borrowing shall comply with the requirements of laws and regulations, and the execution and performance of this
Contract shall not violate any provisions of laws, regulations and rules or contracts with binding effects on the Borrower. This
Contract is legal, valid and enforceable. Where this Contract is invalid due to the defect of the Borrower’s rights in the execution
and performance of this Contract, the Borrower will immediately and unconditionally compensate the Lender for all losses.



 


		VI.	All documents, financial statements and other materials provided by the Borrower to the Lender hereunder
are truthful, complete, accurate and valid, and the Borrower shall continuously maintain all financial indicators required by the Lender.



 


		VII.	The Borrower agrees that the borrowing business hereunder is subject to the rules and practices of
the Lender. The Lender has the right to recover the borrowing in advance based on the Borrower’s recovery of funds.



 


		VIII.	Where the Borrower bears several debts of the same type to the Lender, and the payment made by the Borrower
is insufficient or may be insufficient to pay off all debts, the Lender shall determine the specific order of repayment or deduction.



 


		IX.	If the Borrower fails to perform the obligations hereunder, it hereby authorizes the Lender to deduct
the amount to be collected, including but not limited to the principal and interest of the borrowing (including the principal, the interest,
the penalty interest and the compound interest), liquidated damages, damage awards and fees on the realization of the creditor’s
right by the Lender, from any account of the Borrower opened with the Lender and all branches and subsidiaries of the Industrial Bank
without going through juridical procedures. The Borrower agrees that the Lender shall have the right to determine the order of specific
deductions. In case of inconsistencies between the currency of the amount in the account and the currency of the borrowing, the Lender
shall have the right to deduct the amount converted at the central parity published by the Lender on the corresponding day. If wealth
management products or structured deposit products are involved in any account under this clause, the Borrower hereby irrecoverably authorizes
the Lender to directly initiate the application for the redemption of relevant products or adopt other necessary measures on its behalf
to ensure that the Lender can successfully deduct the above amount. The Borrower shall provide all necessary assistance.



 






    	 	Page 18 of 30	 



     


    

 


		X.	Where the Borrower submits any documents on specific transactions to the Lender for review before or after
the execution of this Contract, it shall guarantee the truthfulness of all documents. The Lender will determine the apparent truthfulness
of the transaction documents only. The Lender neither participates in nor has knowledge of, nor assumes any responsibilities for, the
substance of specific transactions conducted by the Borrower.



 


		XI.	The Borrower confirms that, except those disclosed in written to the Lender, the Borrower has not concealed
any of the following events occurred or about to occur which may prevent the Lender from agreeing to advance the borrowing hereunder:



 


		(I)	Debts and contingent liabilities assumed by the Borrower, including but not limited to any mortgages,
pledges, liens and other liabilities established on the assets or earnings of the Borrower that have not been disclosed to the Lender;



 


		(II)	Major disciplinary violations, violations of laws or claims involving the Borrower or the principal management
personnel of the Borrower;



 


		(III)	The Borrower breaches the contracts on creditor’s rights and debts between the Borrower and any
other creditors;



 


		(IV)	No litigation, arbitration or administrative punishment against the Borrower or its property has occurred
or is pending or may occur to the knowledge of the Borrower, and no liquidation or closure or other similar procedures against the Borrower
have occurred, whether voluntarily or proposed by a third party; and



 


		(V)	Other circumstances that may affect the financial conditions and solvency of the Borrower.



 


		XII.	The Borrower undertakes to use the borrowing for the uses provided herein and not to use it for any other
purpose or purpose contrary to the uses provided herein. It shall accept and cooperate with the Lender at any time in the payment management
of the borrowing, post-loan management and relevant inspection; cooperate with the Lender in the supervision, inspection and inventory
of the Borrower’s use of the borrowing and the Borrower’s production and operation, financial activities, material inventory,
assets and liabilities, bank deposits, cash inventory, etc., or other requirements deemed necessary or appropriate by the Lender.



 


		XIII.	The Borrower shall provide sufficient, effective or other appropriate and acceptable guarantee deemed
by the Lender. Where the guarantee hereunder involves real estate mortgage, the Borrower shall fulfill the obligation of notifying the
Lender in a timely manner when it knows that the mortgaged real estate will be demolished. Where the mortgaged real estate is demolished,
the Lender shall have the right to ask the Borrower to pay off the debt in advance, or to set up a new mortgage and sign a new mortgage
agreement in case of compensation with the transfer of property ownership. After the loss of the original mortgaged real estate but before
the registration of the new mortgage, the Guarantor with the guarantee conditions shall provide guarantees. For the demolished real estate
compensated with indemnities, the Borrower shall be responsible for requiring the mortgagor to continuously provide guarantee for the
main creditor’s right by opening a special account for security deposit or a certificate of deposit with the compensation on demolition
..



 


		XIV.	The Borrower shall not reduce the registered capital through any means. It shall not transfer all or part
of the obligations hereunder to any third party without the prior written approval of the Lender. Prior to the full repayment of the debts
hereunder, it shall not pay off any debts between the Borrower and other creditors (other than other branches of Industrial Bank) in advance
without the written approval of the Lender.



 






    	 	Page 19 of 30	 



     


    

 


		XV.	The Lender shall be notified in a timely manner of any material adverse events affecting the solvency
of the Borrower. The written approval of the Lender shall be obtained before any major events such as merger, division, equity transfer,
external investment or substantial increase in debt financing.



 


		XVI.	Where the Lender is forced to be involved in the disputes between the Borrower and any third party due
to litigation or arbitration or other disputes with the Borrower or any third party related to the Borrower arising from the performance
of its obligations hereunder, the Borrower shall bear the litigation or arbitration fees, the lawyers’ fees and other expenses paid
by the Lender.



 


		XVII.	The settlement business hereunder shall be handled by the Borrower through the settlement account opened
with the Lender.



 


		XVIII.	The Borrower undertakes that the information published in the National Enterprise Credit Information
Publicity System is truthful, complete, legal and effective, and continuously approves the Lender to inquire about the information that
the enterprise chooses to publicize or not to publicize in the system. Where the Lender requires capital verification, the Borrower agrees
to conduct capital verification as required by the Lender and provide the capital verification report issued by the professional institution.



 


		XIX.	The Borrower hereby represents and authorizes that the Lender shall have the right to conduct necessary
investigation on the credit status of the Borrower in accordance with national laws, regulations and relevant policies, including inquiring
the credit information of the Borrower from the basic database of financial credit information established by the state, and submitting
the relevant credit information to the national basic database of financial credit information based on the requirements of the People’s
Bank of China on credit investigation of construction enterprises and individuals. In addition, the Borrower hereby allows the relevant
information to be legally queried within the scope of authorization.



 


		XX.	The Borrower hereby represents and authorizes that the Lender shall have the right to submit the information
related to this Contract and other relevant information to the above departments, institutions and the information management system established
or recognized by them based on the requirements of the administrative/judicial/supervisory and other departments, banking regulatory authorities,
banking associations on relevant information management. In addition, the Borrower hereby allows the relevant information to be legally
queried.



 


		XXI.	In the event of default of the Borrower hereunder, or in case of circumstances where may jeopardize the
realization of the creditor’s right by the Lender, the Lender shall have the right to require the shareholders of the Borrower to
accelerate the maturity of their obligations on the subscription of contributions, and the Borrower undertakes that its shareholders shall
subscribe capitals in a timely manner as required by the Lender. The Lender shall have the right to require the Borrower and its shareholders
not to distribute dividends.



 


		XXII.	The Borrower undertakes that the transaction background of the borrowing business is truthful and legal,
and it is not used for money laundering or other illegal purposes.



 


		XXIII.	The Borrower hereby irrevocably undertakes that in the event of the breaching of any of its obligations
hereunder, the Lender may submit and disclose the Borrower’s information on breach of contract and dishonesty to the People’s
Bank of China and credit reporting institutions and systems established or approved by it, or to the banking association, banking regulatory
authorities or other administrative/judicial/supervisory departments and information management systems established or approved by them
or news media.



 


Meanwhile, the Borrower irrevocably
authorizes relevant banking associations to share the Borrower’s dishonesty information among banking financial institutions and
even publicize it to the society in an appropriate manner.


 






    	 	Page 20 of 30	 



     


    

 


The
Borrower understands that the Lender shall have the right to take measures in accordance with this Contract, and to jointly with other
banking financial institutions to reduce or terminate credit granting, terminate the opening of new settlement accounts, terminate the
granting of new credit cards to the Borrower’s legal representative/the Borrower, and other joint disciplinary measures on dishonesty
for the protection of rights.


 


		XXIV.	Other matters stated and undertaken by
                                            the Borrower:       /                                       
                                            .



 


Clause XII Advance Recovery of the Borrowing


 


		I.	During the term of the borrowing, where the Borrower or the Guarantor (including but not limited to the
Guarantor, the Mortgagor or the Pledgor, similarly hereinafter) is involved in any of the following circumstances, the Lender shall have
the right to unilaterally terminate the payment of the Borrower’s unused borrowing and recover part or all of the principal and
interest of the borrowing in advance. For the repayment of borrowings in installments and if the Lender recovers the borrowing in advance
for an installment of the borrowings in accordance with the provisions hereof, other undue borrowings shall also be deemed as due in advance:



 


		(I)	Providing false materials or concealing important business and financial facts, any one of the certificates
and documents submitted to the Lender and any of the statements and undertakings in Clause XI hereunder is proved to be untruthful, inaccurate,
incomplete or intentionally misleading;



 


		(II)	Arbitrary changes of the original uses of the borrowing without the written approval of the Lender, misappropriation
of the borrowing or engaging in illegal or illicit transactions with the borrowing;



 


		(III)	Arbitraging funds or credit from the Lender by taking advantage of the false contract with a related party
to discount or pledge the creditor’s right such as notes receivable and accounts receivable without actual trade background to the
Lender;



 


		(IV)	Refusing to accept the supervision and inspection by the Lender on the use of its credit funds and related
business and financial activities;



 


		(V)	In case of major events such as merger, division, acquisition, reorganization, equity transfer, external
investment or substantial increase in debt financing, which may affect the security of the borrowing as deemed by the Lender;



 


		(VI)	Intentionally evading or abolishing the creditor’s right of the Lender through related transactions;



 


		(VII)	Its credit standing has been deteriorated and its solvency (including contingent liabilities) has been
weakened significantly;



 


		(VIII)	The Borrower or the Borrower’s affiliated enterprises and the Guarantor or the Guarantor’s
affiliated enterprises are in involved in cross default as provided in Clause XV hereof;



 


		(IX)	The Borrower fails to repay the principal and interest of the borrowing hereunder as scheduled;



 


		(X)	The Borrower ceases to repay its debts, or is unable or indicates that it is unable to repay its due debts;



 


		(XI)	The Borrower is closed down, shut down, declared bankrupt, dissolved, revoked of its business license,
canceled or with its financial conditions deteriorated;



 






    	 	Page 21 of 30	 



     


    

 


		(XII)	The Borrower fails to perform the obligations provided in Clause X and Clause XIII hereof and other obligations
provided hereunder, or the Guarantor fails to fulfill obligations provided under the guarantee contract;



 


		(XIII)	The value of the collateral or pledge used for guarantee has been or may be significantly reduced, or
the right pledged shall be redeemed before the borrowing becomes due;



 


		(XIV)	The legal representative, major individual investors, directors, supervisors and senior management of
the Borrower or the Guarantor have changed abnormally, disappeared or been investigated or restricted by judicial authorities according
to laws, which has affected or may affect the performance of obligations hereunder;



 


		(XV)	The Borrower/the Guarantor or the controlling shareholder, actual controller or related parties of the
Borrower/the Guarantor are involved in major litigation, arbitration or other disputes, or their major assets are sealed up, frozen, deducted,
enforced or under other measures with similar effect, which may endanger or damage the rights and interests of the Lender; and



 


		(XVI)	Events otherwise provided herein, or based on the recovery of funds by the Borrower, or other events that
endanger, damage or may endanger or damage the rights and interests of the Lender.



 


		II.	In the event of the abovementioned advance recovery of the borrowing, the Lender shall unilaterally decide
whether to grant the Borrower a certain grace period based on the production and operation, financial conditions and the recovery of funds
by the Borrower. Where the Lender grants the Borrower a grace period and if the Borrower fails to take remedial measures within the grace
period or the remedial measures adopted do not meet the requirements of the Lender, the Lender shall have the right to unilaterally decide
to recover the borrowing in advance. The Lender may also decide to recover the borrowing in advance directly without giving the Borrower
a grace period.



 


		III.	When the borrowing is recovered in advance, the Lender shall have the right to take corresponding measures
in accordance with Sub-clause II of Clause XIV hereof.



 


Clause XIII Obligations of the Borrower to
Disclose Major Transactions and Events to the Lender


 


		I.	The Borrower hall promptly report major transactions and events of the Borrower to the Lender in written.



 


		II.	Where the Borrower is a customer of the Group, the Borrower shall, in accordance with relevant regulations,
report related transactions with more than 10% of the Borrower’s net assets to the Lender in a timely manner, including but not
limited to:



 


		(I)	The relationship between the parties to the transactions;






		(II)	The items and nature of the transactions;






		(III)	The amount or corresponding proportion of the transactions; and






		(IV)	Pricing policy (including transactions with no amount or only nominal amount).



 


		III.	In the event of material changes in the underlying conditions of the contract which could not be forecasted
upon the signing the contract and is not a business risk and a renegotiation is required, the Lender shall be promptly notified within
three business days after such changes.



 


Clause XIV Liabilities for Breach of Contract


 


		I.	Both the Borrower and the Lender shall perform their obligations hereunder after this Contract comes into
effect. Where either party fails to perform or fully perform the obligations hereunder, it shall be liable for breach of contract.



 



    	 	Page 22 of 30	 



     


    

 


		II.	Where the Borrower fails to use the borrowing as provided herein, fails to pay the borrowing in the agreed
manner, fails to comply with the statements and undertakings, distorts the information in the borrowing application documents, exceeds
the agreed financial indicators, is involved in major cross-defaulting events or fails to perform any of the provisions hereof, the Lender
shall have the right to take one or more of the following measures:



 


		(I)	To require the rectification of the breach within a time limit;



 


		(II)	To terminate the advancing of the outstanding borrowing hereunder and stop the payment of the outstanding
borrowing hereunder;



 


		(III)	To require the Borrower to supplement additional conditions for the advancing and payment of the borrowing
that meet the requirements of the Lender or to cancel the Borrower’s use of the borrowing in the form of “independent payment”;



 


		(IV)	To unilaterally decide that all or part of the debts are due in advance;



 


		(V)	To unilaterally terminate or rescind this Contract, require the Borrower to pay off the principal and
interest of the due or undue borrowing, and pay or compensate for the relevant losses;



 


		(VI)	To require the Borrower to pay overdue penalty interest if the borrowing is overdue; and to pay the penalty
interest for misappropriation if the Borrower misappropriates the borrowing and require the Borrower to pay compound interest on the unpaid
interest (including the interest before and after the maturity of the borrowing, the penalty interest on misappropriation and the overdue
penalty interest);



 


		(VII)	To require the Borrower to add or replace the Guarantor, collateral, pledge/pledged right;



 


		(VIII)	To implement or realize the rights under any guarantee to the borrowing;



 


		(IX)	To directly deduct the amount to be collected, including but not limited to the principal and interest
of the borrowing (including the principal, the interest, the penalty interest and the compound interest), liquidated damages, damage awards
and fees on the realization of the creditor’s right by the Lender, from any account of the Borrower opened with the Lender and all
branches and subsidiaries of the Industrial Bank without going through juridical procedures. The Borrower agrees that the Lender shall
have the right to determine the order of specific deductions. In case of inconsistencies between the currency of the amount in the account
and the currency of the borrowing, the Lender shall have the right to deduct the amount converted at the central parity published by the
Lender on the corresponding day. If wealth management products or structured deposit products are involved in any account under this clause,
the Borrower hereby irrecoverably authorizes the Lender to directly initiate the application for the redemption of relevant products or
adopt other necessary measures on its behalf to ensure that the Lender can successfully deduct the above amount.



 


		(X)	To file a lawsuit, arbitration or apply to notary authorities for issuing an enforcement certificate,
and require the Borrower to pay off the principal and interest of the borrowing and bear the fees on the realization of the creditor’s
right by the creditor;



 


		(XI)	The Lender shall have the right to detain or retain any movable or immovable property, tangible or intangible
property of the Borrower under the control and possession of the Lender or take other measures as the Lender deems appropriate;



 


		(XII)	The Lender shall have the right to report and disclose the Borrower’s breaching of contract to the
People’s Bank of China and the credit reporting institutions and systems established or approved by it, or to China Banking Association,
banking supervision institutions or other administrative / judicial / supervisory authorities and the information management system established
or approved by them or news media. Meanwhile, the Lender may or jointly with other banking financial institutions to reduce or terminate
credit granting, terminate the opening of new settlement accounts, terminate the granting of new credit cards to the Borrower’s
legal representative/the Borrower, and other joint disciplinary measures on dishonesty for the protection of rights;



 






    	 	Page 23 of 30	 



     


    

 


		(XIII)	Other measures provided by laws and regulations or provided herein or deemed appropriate by the Lender.



 


		III.	Where the Lender fails to provide the borrowing based on the agreed date and amount and causes losses
to the Borrower after meeting the conditions precedent for withdrawal and the conditions for payment of the borrowing hereunder, it shall
compensate the Borrower for the direct economic losses caused thereby. However, the Lender shall not liable to the Borrower for any foreseeable
or unforeseeable indirect losses arising therefrom.



 


		IV.	During the performance of this Contract, the Lender shall not assume any responsibilities for any error
or delay in the payment entrusted by the Lender due to the untruthfulness, inaccuracy, incompleteness or other defects in the materials
provided by the Borrower or for any other losses arising from the Borrower’s violation of this Contract in handling independent
payment.



 


		V.	The Lender shall not assume any responsibilities for any disputes on the advancing and payment of the
borrowing or other losses due to that the account for the advancing of the borrowing provided hereunder or the account of the payment
target is frozen or for other reasons.



 


		VI.	Where the Guarantor (namely, the Guarantor, the Mortgagor and the Pledgor) under this Contract is involved
in any of the following circumstances, the Lender shall have the right to take measures based on the provisions of Sub-clause II of this
Clause:



 


		(I)	The Guarantor fails to perform the provisions of the guarantee contract, or the credit status deteriorates,
or other events weaken the guarantee capability;



 


		(II)	The Mortgagor fails to perform the provisions of the mortgage contract, or intentionally damages the collateral,
or the value of the collateral may decrease or has significantly decreased, or other events damage the Lender’s mortgage right;



 


		(III)	The Pledgor fails to perform the provisions of the pledge contract, or the value of the pledged property
has been or may be significantly reduced, or the pledge rights must be realized before the repayment of the borrowing, or other events
impair the Lender’s pledge right.



 


Clause XV Cross Default


 


Where the Borrower or the Borrower’s affiliated
enterprises and the Guarantor or the Guarantor’s affiliated enterprises are involved in one of the following circumstances, it shall
be deemed that the Borrower violates this Contract at the same time. The Lender shall have the right to recover the borrowing in accordance
with Clause XII hereof and require the Borrower to assume responsibilities on the violation of the contract in accordance with Clause
XIV hereof:


 


		(I)	Any borrowings, financing or debts are or may be involved in the violation of the contract or are declared
to be due in advance;



 


		(II)	Any guarantee or similar obligations are not performed or there are possibilities on non-performance;



 


		(III)	Failure to perform or violating relevant guarantees on debts and other legal documents or contracts with
similar obligations, or there are possibilities on non-performance or violation;



 


		(IV)	It is involved in or will be involved in inability to pay off due debts or due borrowing/financing;



 


		(V)	It is declared or will be declared bankruptcy through legal procedures;



 


		(VI)	It transfers its assets or properties to other creditors; or



 


		(VII)	Other circumstances endangering the safety of the principal and interest of the borrowing hereunder.



 






    	 	Page 24 of 30	 



     


    

 


Clause XVI Continuity of Obligations


 


All obligations of the Borrower hereunder shall
be continuous and have complete and equal binding effects on its successors, agents, receivers, transferees and the entities after its
merger, restructuring and change of name.


 


Clause XVII Clause on Accelerated Expiry of
Principal and Interest


 


The Borrower agrees that if the Borrower fails
to perform the statements and undertakings in Clause XI hereof or the Borrower fails to perform any one of the obligations hereunder,
the Lender shall have the right to decide that any obligation of the Borrower towards the Lender, including the repayment obligation on
all of the due and undue principal and interest (including penalty interest and compound interest) of the borrowing hereunder, shall be
due immediately.


 


Clause XVIII Subrogation Right


 


The Borrower hereby states that no matter whether
the creditor’s right of the Lender has expired, the limitation of action for the creditor’s right or the secondary right on
such creditor’s right of the Borrower will expire soon or it fails to declare the creditor’s right upon bankruptcy in time
or the Borrower breaches the contract or cannot repay the due advance of the Lender (including but not limited to the principal, the interest
and fees) or it is involved in other circumstances affecting the realization of the creditor’s right of the Lender, the Lender shall
have the right to exercise the subrogation right on any creditor’s right, account receivable and other interests in property and
secondary rights related to the abovementioned rights of the Borrower against third parties, including but not limited to requesting the
counterparty of the Borrower in subrogation to perform, report to the bankruptcy manager or conduct other necessary activities for the
Borrower. The Borrower shall waive all defenses.


 


Clause XIX Applicable and Governing Laws and
Settlement of Disputes


 


		I.	The conclusion, effectiveness, performance, rescission and interpretation of this Contract and the settlement
of disputes shall apply to the laws of the People’s Republic of China (for the purpose of this Contract, excluding the laws of the
Hong Kong Special Administrative Region, the Macau Special Administrative Region and Taiwan).



 


		II.	For any disputes arising under this Contract, the Borrower and the Lender shall solve through friendly
negotiations. Where negotiations fail, both parties agree to solve in the manner set out in (i) as follows:



 


		(i)	Filing a lawsuit to the people’s court of the place where the Lender is domiciled.



 


		(ii)	Applying for arbitration at the          /           Arbitration Commission and solving disputes by applying effective
arbitration rules of the arbitration commission at the time of arbitration. As the arbitration rules permit, both parties unanimously
agree to adopt simplified procedures in trial. Such arbitration award shall be final and shall have binding effects on both parties. The
arbitral tribunal shall be held at          /            .



 


		(iii)	Other means:           /            .



 


		III.	During the period of disputes, clauses of this Contract not involved in disputes shall continue to be
performed.



 






    	 	Page 25 of 30	 



     


    

 


Clause XX Documents, Correspondence and Notice


 


		I.	The Borrower agrees and confirms that the following address shall be the address for the delivery of
notices hereunder and legal documents on lawsuits (arbitrations) and notarizations on disputes (including but not limited to various notices
and documents of all parties to the contract; pleadings (or arbitration applications) and evidence, summons, notices of appearance, notices
of proof, notices of trial, payment orders, judgments (awards), verdicts, mediations, notices of enforcement, notices of performance within
a limited period and other legal documents on the trial of lawsuits or arbitrations, the realization of security interests and the enforcement
stage; and various notices and legal documents delivered by notary authorities) and further agrees that the Lender, notary authorities,
courts and other judiciary authorities and deliverers of other notices and legal documents have the right to select delivery in paper
or electronic means. Among them, the delivery through electronic means shall include but not be limited to emails, China Judicial Process
Information Online, National Unified Delivery Platform, local or special online service platforms of courts and the electronic online
platform and electronic APP of deliverers;



 


		(I)	Address of the Borrower:






		1.	Name of the Borrower: ECARX (Hubei) Tech Co., Ltd.;






Address of the Borrower: Bldg C4,
Huazhong Zhongjiaocheng (China Communications City), No. 107 Taizihu North Road, Hanyang District, Wuhan City, Hubei Province;


Postal
code: 430000;               Telephone:
[****];


Contact: [****].


 


		2.	Name of designated agent recipient (if any):                /                                        ;






Address of agent recipient:              /                                                ;





Postal
code:          /         
;               Telephone:
         /        .


 


		(II)	The Borrower agrees and confirms that either of the following electronic correspondence addresses shall
be an effective delivery address:






		1.	Receiving through fax, No.:                /                                       
                                            ;






		2.	Email, address:                /                                                             
;






		3.	Text message, No. for receiving: [****]                       ;






		4.	WeChat, No.:                /                                                               
;






		5.	QQ, No.:                /                                                                        
;






		6.	Other electronic correspondence address:
               /               .



 


		II.	The delivery address provided in sub-clause I hereof shall apply to all stages, including the non-prosecution
stage and the arbitration of disputes, the first instance, the second instance, the retrial and the enforcement after the lawsuit procedures,
the procedures for the realization of security interests, the urging procedures and the notarization of enforcement. If there are changes
in the abovementioned delivery address, the Borrower shall notify the Lender in written in advance (it shall also notify the arbitral
tribunal or the court in written during the lawsuit or arbitration and notify the original notary authorities in written if it has completed
notarization on enforcement) to reconfirm the delivery address and obtain the return receipt. If it fails to notify in advance, it shall
be deemed that there are no changes and the Borrower shall assume the corresponding legal consequences on its own. The delivery address
provided in sub-clause I hereof shall still be deemed as the effective delivery address.



 


		III.	Any documents, correspondence, notices and legal documents shall be deemed as delivered on the following
date (the delivery to the designated agent receipt shall be deemed as delivered to the receipt) if they are delivered to any address provided
in sub-clause I hereof:



 


		(I)	For mails (including express mail service, regular mails and registered mails), the fifth working day
after mailing shall be deemed as the delivery day;



 


		(II)	For fax, emails, text messages, WeChat, QQ or other electronic correspondence address, the date of sending
shall be deemed as the delivery day; and



 


		(III)	For personal delivery, the date of signing for acceptance by the receipt shall be deemed as the delivery
day. If the receipt refuses to accept, the deliverer may record the delivery process by taking photos or videos and leave the documents
and it shall also be deemed as being delivered.



 






    	 	Page 26 of 30	 



     


    

 


		IV.	If it cannot be actually delivered due to the inaccurate or false delivery address provided or confirmed
by the Borrower or its failure to notify the counterparty and arbitral authorities, the people’s court and notary authorities in
time after changes in the delivery address, the Borrower shall assume the corresponding legal consequences on its own and it shall be
deemed that they have been effectively delivered:



 


		(I)	For delivery through mails, the date on which the documents are returned shall be deemed as the delivery
day;



 


		(II)	For personal delivery, the date on which the deliverer records relevant conditions on the delivery
receipt shall be the delivery day; and



 


		(III)	For delivery through electronic means, the date of sending shall be the delivery day.



 


		V.	The Lender shall deem the domicile set out in the contract as the delivery address. Where the Lender
send notices through publishing announcements on its website, online banking, telephone banking or at its business outlets, the date on
which the announcements are published shall be deemed as the delivery day. The Lender shall not assume any responsibilities for any transmission
failures, errors or postponements in mails, fax, telephone or any other correspondence systems under any circumstances.



 


		VI.	All parties agree that the official seal, office seal, special seal for finance, special seal for contract,
receipt and dispatch seal of all parties and the special seal for credit business of the Lender shall be effective seals for notices or
contact of all parties, the delivery of legal documents and letters among them. All employees of the Borrower shall be the authorized
receipt of documents, correspondence and notices.



 


		VII.	The provisions of this clause shall survive other clauses in this Contract and shall not be affected
by the effectiveness of this Contract and other clauses.



 


Clause XXI Effectiveness of the Contract and
Other Matters


 


		I.	This Contract shall come into effect from the date on which both parties hereto signed or sealed or fingerprinted
on it.



 


		II.	Any tolerance, grace or postponement in exercising the interests or rights under this Contract granted
to the Borrower and the Guarantor by the Lender during the effective period of this Contract shall not damage, affect or restrict all
interests and rights enjoyed by the Lender in accordance with relevant laws and this Contract. They shall not be deemed as the waiver
of rights and interests hereunder by the Lender and shall not affect any obligations of the Borrower hereunder.



 


		III.	The Lender shall have the right to unilaterally terminate the contract and declare the maturity of all
loans issued in advance as the Lender’s performance of the obligation on advancing the borrowing according to the provisions hereof
does not meet laws, regulations or regulatory requirements due to changes in national laws and regulations or regulatory policies. The
Borrower shall make repayment immediately based on the requirements of the Lender. The Lender shall not assume any legal responsibilities
for failure to perform or failure to perform based on the provisions of the contract due to such reasons.



 


		IV.	Where the Lender fails to advance the borrowing or handle the payment due to force majeure, communication
or network failure, failure in the Lender’s systems and other reasons, the Lender shall not assume any responsibilities but shall
notify the Borrower in a timely manner.



 


		V.	The Lender shall have the right to authorize or entrust other branches of the Industrial Bank to perform
the rights and obligations under this Contract (including but not limited to authorizing or entrusting other branches of the Industrial
Bank to enter into relevant contracts) or transfer the loans hereunder to other branches of the Industrial Bank for management based on
its operation and management demands. The Borrower shall recognize it. No approval from the Borrower is required for the abovementioned
activities of the Lender.



 






    	 	Page 27 of 30	 



     


    

 


		VI.	The Borrower agrees that the Lender shall have the right to unilaterally reduce or cancel the unused
amount of the borrowing hereunder based on the production and operation conditions, repayment conditions of the Borrower and the credit
of other financial institutions. Where the Lender decides to reduce and cancel, it shall notify the Borrower five working days in advance,
but no approval from the Borrower is required otherwise.



 


		VII.	If any terms of this Contract become illegal, invalid or unenforceable in any aspect at any time, the
legality, validity or enforceability of other terms of this Contract shall be not affected or damaged.



 


		VIII.	The Lender has reminded the Borrower to pay special attention to the contents of “Important Notes”.
The Borrower has carefully read and comprehensively, fully and accurately understood all terms on the rights and obligations of both parties
hereto and the “Important Notes”. The Lender has made sufficient interpretations and explanations to relevant terms and the
rules on the handling of personal information based on the request of the applicant. Both parties have consistent understanding on
all terms hereof and have no objections to the contents hereof.



 


		IX.	The subheads herein are for convenience in reading only and shall not be used in the interpretation of
this Contract or for any other purposes.



 


		X.	The attachments hereto shall be integral parts to this Contract and shall have equal legal effects with
the text of this Contract.



 


		XI.	This Contract shall be in quadruplicate. The Lender shall hold three copies and the Borrower
shall hold one copy.           /          shall hold           /          copy. Each copy shall have equal legal effects.



 


Clause XXII Notarization and Voluntary Acceptance
of Enforcement


 


		I.	If either party hereto raises the requirements for notarization, the other party shall agree to conduct
notarization at state-specified notary authorities based on the requirements of the counterparty.



 


		II.	The contract completing notarization on enforcement shall have the enforcement effectiveness. When
the Borrower fails to perform or inappropriately performs the debts or is involved in circumstances where the Lender realizes the creditor’s
right under laws and regulations and this Contract, the Borrower agrees that the Lender may apply to the notary authorities to issue the
enforcement certificate with the enforcement effectiveness. The Borrower is voluntarily to accept the enforcement measures directly applied
by the Lender with the enforcement certificate to the competent people’s court and knows the corresponding legal consequences. The
Borrower shall undertake that it will raise no objections or defenses.



 


		III.	All parties agree that: prior to the issuance of the enforcement certificate, the notary authorities shall
have the right to verify the failure to perform or inappropriate performance of debts and other facts in the violation of the contract
by the Borrower through any one or more manners, such as mails, telephone, fax, emails, text messages, WeChat, QQ, personal delivery and
interview, based on the clause of “Documents, Correspondence and Notice” provided in this Contract. For verifications through
telephone or interview, it shall be deemed as delivered after the end of the interview or the telephone call. For verifications through
mails, fax, emails, text messages, WeChat, QQ and personal delivery, the delivery date shall be subject to the clause of “Documents,
Correspondence and Notice” in this Contract.



 






    	 	Page 28 of 30	 



     


    

 


		IV.	If the Borrower has objections to the facts in the violation of the contract verified in the above
item, it shall provide written proof to the notary authorities and offer sufficient evidence within five working days from the delivery
date. If it fails to provide proof as scheduled or the notary authorities believe that the evidence is insufficient to support its claims,
it shall be deemed that the Borrower confirms the failure to perform or inappropriate performance of debts and other facts in the violation
of the contract and agrees that the notary authorities issue the enforcement certificate based on the application of the Lender. Where
the notary authorities have other provisions on the manner of verification and the period for providing proof, the provisions of the notary
authorities shall prevail.



 


Clause XXIII Supplementary Clauses


 


		/	 
	 	/	 
	 	/	 



 






    	 	Page 29 of 30	 



     


    

 


		Lender
                            (seal):	Person in charge or authorized
person (signatory):



 


	
    Lender (seal):

    /s/ Wuhan Branch of Industrial Bank Co., Ltd.

     

     

    Person
    in charge or authorized person (signatory):

    /s/ Liu Bingwen

     

     

    June 28, 2022

     

	
    Borrower (official seal):

    /s/ ECARX (Hubei) Tech Co., Ltd.

     

     

    Person
    in charge or authorized person (signatory/fingerprint):

    /s/ Shen Ziyu

     

     

    June 28, 2022

     



 






    	 	Page 30 of 30	 



     


    

 


Agreement No.: ECARX-TRZ-20220630-0134


 


Supplementary Agreement to the Loan Contract


 


No.: Xing Yin E Liu Dai Zi 2206 No. Z005-Supplementary
No. 001


 


Lender: Wuhan Branch of Industrial Bank Co., Ltd.


Domicile: Industrial Bank Building, No. 108
Zhongbei Road, Wuchang District, Wuhan City


Legal representative/Person in charge: Liu Bingwen


Contact: [****]               Position:
Customer Manager


Postal address: Industrial Bank Building, No. 108
Zhongbei Road, Wuchang District, Wuhan City


Postal code: 430000          Telex:
/


Telephone: [****]     Fax:
/


 


Borrower: ECARX (Hubei) Tech Co., Ltd.


Domicile: Bldg C4, Huazhong Zhongjiaocheng (China
Communications City), No. 107 Taizihu North Road, Hanyang District, Wuhan City, Hubei Province


Legal representative/Person in charge: Shen Ziyu


Contact: [****]          Position:
Head of Investment and Financing Department


Postal address: Bldg C4, Huazhong Zhongjiaocheng
(China Communications City), No. 107 Taizihu North Road, Hanyang District, Wuhan City, Hubei Province


Postal code: 430000          Telex:
/


Telephone: [****]     Fax:
/


 


Guarantor: ECARX (Hubei) Technology Co., Ltd.


Domicile: Block B, Building 7, Qidixiexin High-tech
Park, Innovation Valley, Southern Taizi Lake, Wuhan Economic and Technological Development Zone


Legal representative/Person in charge: Shen Ziyu


Contact: [****]          Position:
Head of Investment and Financing Department


Postal address: Block B, Building 7, Qidixiexin
High-tech Park, Innovation Valley, Southern Taizi Lake, Wuhan Economic and Technological Development Zone


Postal code: 430000          Telex:
/


Telephone: [****]     Fax:
/


 






    	 		 



     


    

 


Whereas,


 


On June 29, 2022, Wuhan Branch of Industrial
Bank Co., Ltd., the Lender, and ECARX (Hubei) Tech Co., Ltd., the Borrower, entered into the Working Capital Loan
Contract of Xing Yin E Liu Dai Zi 2206 No. Z005 (hereinafter referred to as the Loan Contract) with the borrowing amounting
to RMB four hundred and eighty million only and a period from [June 29, 2022] to [June 28, 2023]:


 


Through the friendly negotiations between the
Lender and the Borrower, they made amendments to certain terms of the Loan Contract and entered into the Supplementary Agreement to
Loan Contract of Xing Yin E Liu Dai Zi 2206 No. Z005-Supplementary No. 001 to jointly abide by it:


 


Clause I Revision to the interest rate of
the borrowing:


1.1 Provisions on the interest rate of the borrowing
in the original Loan Contract:


“(II) The pricing formula of the interest
rate of the borrowing: Interest rate of the borrowing = Pricing benchmark interest rate + 0.3% or - /%.”


 


1.2 Through the negotiations between the Lender
and the Borrower, the above provisions on the interest rate of the borrowing are modified as follows:


“(II) The pricing formula of the interest
rate of the borrowing: Interest rate of the borrowing = Pricing benchmark interest rate + 0.68% or - /%.”


 


Clause II Additional provisions on the effectiveness
of the Supplementary Agreement are as follows:


The interest rate of the borrowing shall be subject
to the provisions of Clause I herein from [June 29, 2022] (inclusive).


 


Clause III Other terms of the original
Working Capital Loan Contract shall remain unchanged except the abovementioned amendments to the provisions of Clauses I and II herein.


 


Clause IV The Guarantor agrees with the
abovementioned changes and agrees to continue to provide joint and several liability guarantees to the debts of the Borrower under the
Loan Contract.


 


Clause V This Agreement shall be in [quadruplicate].
The Lender shall hold [three] copies and the Borrower shall hold [one] copy. Each copy shall have equal legal effects.


 


Clause VI This Agreement shall come into
effect after being signed by the legal representatives or the authorized agents of the Lender and the Borrower and being sealed the official
seal or the special seal for contract. For matters not provided in this Supplementary Agreement, the original Working Capital Loan Contract
shall prevail and matters not covered shall be solved by the Lender and the Borrower through negotiations. This Supplementary Agreement
shall be a supplementary agreement to the original Loan Contract. In case of inconsistencies in relevant contents with the abovementioned
agreement, this Supplementary Agreement shall prevail. Unless otherwise provided, all terms and abbreviations in this Supplementary Agreement
shall have the same meaning as used in the original Working Capital Loan Contract.


 






    	 		 



     


    

 


	Lender	
     

     

    Seal: Wuhan Branch of Industrial Bank Co., Ltd.

    /s/ Wuhan Branch of Industrial Bank Co., Ltd.

     

     

     

    Person in charge or authorized person (signatory):

    /s/ Liu Bingwen

     

     

     

	Borrower	
     

     

    Official seal:

    /s/ ECARX (Hubei) Tech Co., Ltd.

     

     

     

    Person in charge or authorized person (signatory):

    /s/ Shen Ziyu

     

     

     

    June 29, 2022

     

	Guarantor	
     

     

    Official seal:

    /s/ Hubei ECARX Technology Co., Ltd.

     

     

     

    Person in charge or authorized person (signatory):

    /s/ Shen Ziyu

     

     

     

    June 29, 2022