Exhibit 10.b


 


Cooperative Agreement on Wireless Network Coverage Project in Beijing Area


 


Party
A (original agreement Party A): Guangdong Kesheng Enterprise Co., Ltd.


 


Party
B (original agreement Party B): Shenzhen WONHE Technology Co., Ltd.


 


Party
A and Party B signed the Agreement on Cooperation of Wireless Network Coverage in Beijing on January 12, 2016 (Hereinafter
referred to as the original agreement), cooperating in Beijing wireless network coverage project construction, operation, and
through voluntarily and the friendly consultation, the two parties agree to change the original agreement. In accordance with
the principle of voluntariness, equality, the agreement changes the following terms:


 


I.
Purpose of Change


 


1.
Party B shall no longer participate in the construction and operation of the Wireless Network Coverage Project in Beijing (the
"Project") from December 1, 2016, and Party B shall be no longer open the large data system required for the project
operation; and the related provisions of the original Agreement shall be automatically invalidated . Both parties shall not be
liable for breach of contract.


 


2.
Party B shall be no longer involved in the distribution of income from project operations


 


3.
From December 1, 2016, Party B will not invest in the project.


 


4.
As of November 30, 2016, the cash, equipment and engineering construction invested by Party B has been converted into the equivalent
cash value investment, which will be returned to Party B within three years according to the interest rate of bank loan (4.75%).


 


5.
Party B shall continue to supply YLT-300S intelligent WIFI router for the project according to the original plan, and Party A
will pay the equipment price to Party B.


 


6.
All risks arising from the Project shall be borne by Party A from the date of signing this Agreement.


 






     

     


    

 


II.
Total Value Investment Table


 


As
of November 30, 2016, Party B input details as in the table below:


 


	Total Value Investment Table
	Project Name	 	Amount(RMB)	 
	Cash	 	 	92,911,136.00	 
	Equipment	 	 	37,322,330.10	 
	Tongzhou District Project	 	 	38,025,628.00	 
	Other investments	 	 	7,496,547.38	 
	Total	 	 	175,755,641.48	 




 


Note:
The total value investment table shall be sealed by both parties.


 


III.
Funding Return Schedule


 


1.
Party A shall return the payment to the designated account by Party B before the date of return, and the repayment shall be made
in accordance with the method of equal principal amount and Segment interest.


 


2. Party A shall pay the corresponding price in time. If Party A fails to pay the corresponding price in accordance with the return schedule of funds, Party B shall collect 3%
for
late fees for each day of extension. The return schedule and amount of funds shall
be as follows:


 


	Funding Return Schedule
	Return Date	 	Principal

 Amount(RMB)	 	 	Interest

 Amount(RMB)	 	 	Total Funding Return in the Year(RMB)	 
	31/12/2017	 	 	58,585,213.83	 	 	 	8,348,392.97	 	 	 	66,933,606.80	 
	31/12/2018	 	 	58,585,213.83	 	 	 	5,565,595.31	 	 	 	64,150,809.14	 
	31/12/2019	 	 	58,585,213.82	 	 	 	2,782,797.66	 	 	 	61,368,011.48	 
	Total	 	 	175,755,641.48	 	 	 	16,696,785.94	 	 	 	192,452,427.42	 



 


Note:
The total value investment table shall be sealed by both parties.


 


IV.
Equipment Provides Schedules


 


Party
B shall transport the equipment YLT-300S to the receiving place before the appointed time. Beijing Kangwei Electronic Equipment
Installation Co., Ltd. shall inform Party B of the specific place 10 working days in advance. Within 60-90 working days after
the successful acceptance of the equipment, Party A shall complete the payment to Party B, and the equipment purchase price shall
be 1,800,00 yuan / set.


 






    	 	2	 



     


    

 


Party
A shall promptly pay the purchase price. If Party A dose not pay the purchase price within agreed term, Party B shall collect
5% late payment fee from Party A for each day of extension. The progress and location of equipment shall be as follows:


 


	YLT-300S Smart WIFI Router Schedule
	Date	 	Quantity (sets)	 	Place of Receiving Equipment
	8/12/2016	 	8,000	 	Fang Shan District
	24/2/2017	 	2,500	 	Fang Shan District
	5/4/2017	 	6,500	 	Da Xing District
	29/5/2017	 	2,000	 	Da Xing District
	3/7/2017	 	7,500	 	Men Tou Gou District
	26/8/2017	 	2,000	 	Men Tou Gou District
	13/10/2017	 	5,200	 	Ping Gu District
	27/12/2017	 	2,600	 	Ping Gu District
	Total	 	36,300	 	 



 


V.
The Account Designated by Party B.


 


Party
B's designated bank account and account number are:


 


Bank
of Deposit: Shenzhen Branch of Agricultural
Bank of China


 


Account
number: 4100 3200 0400 20144


 


VI.
Other


 


1.
As to matters not settled in the agreement, the parties shall enter into a supplementary agreement in consultation with each other.


 


2.
For the disputes arising from this Agreement and the original Agreement, the Parties shall settle them through negotiation. If
the negotiation fails, both parties shall have the right to institute legal proceedings in the people's court at the place where
Party A is located.


 


3.
This Agreement in duplicate, each side holds a copy, which has the same legal effect. The agreement comes into force since
the date of signature and seal of both parties.


  


Party
A: Guangdong Kesheng Enterprise Co., Ltd.


 


Statutory
(authorized) representative: /s/


 


Date:
November 30, 2016


 


Party
B: Shenzhen WONHE Technology Co., Ltd.


 


Statutory
(authorized) representative: /s/


 


Date:
November 30, 2016


 


 


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