Unassociated Document


    Exhibit 4.76

    

      
        CMBJ-2009-00000144-SW-00000006


          
            

          

        

      

       

      Contract
Registration Number:

      
        	
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      Contract
for Technical Services

      (including
technical training and technical intermediary)

      


      Project
Name: Game Business SP
Cooperation Agreement 09DX026

      


      Trustor:     China
Mobile Group Beijing Co. Ltd.

      (Party
A)

      


      Trustee:    Beijing AirInbox
Information Technologies Co. Ltd.

      (Party
B)

      


      Place of
Signing: Haidian District, Beijing

      Date of
Signing: April 1, 2008

      Valid
Term: April 1, 2008-March 31, 2009


      
        
           


        

        
           


          
            

          

        

        
           


        

      


      
        CMBJ-2009-00000144-SW-00000006


          
            

          
 

      

      Game
Business SP Cooperation Agreement

      


      
        
          
            	
                    Party
      A: China Mobile Group Beijing Co.  Ltd.

                  	 	
                    Party
      B: Beijing AirInbox Information Technologies Co. Ltd

                  
	
                    Address:
      No.7, Dongzhimen Nandajie, Dongcheng District, Beijing

                  	 	
                    Address:
      33F, Tengda Plaza, No.168 Xizhimen Waidajie, Haidian District,
      Beijing

                  
	
                    Postal
      Code: 100007

                  	 	
                    Postal
      Code: 100044

                  
	
                    Tel.:
      010-65546699

                  	 	
                    Tel.:
      010-88576000

                  
	
                    Fax:
      010-65541330

                  	 	
                    Fax:
      010-88575900

                  
	
                    Deposit
      Bank: Industrial and Commercial Bank of China, Beijing Branch, Chang’an
      Sub-branch

                  	 	
                    Deposit
      Bank: Industrial and Commercial Bank of China, Capital Indoor Stadium
      Sub-branch

                  
	
                    Bank
      Account: 054018-32

                  	 	
                    Bank
      Account: 0200053719200031688

                  
	 
      	 	
                    Customer
      Service Tel.: 010-68083018

                  


          

           

        

      

      
        	
                Upon
      friendly negotiation based on the principles of equality, mutual benefit
      and double-win, the parties hereto have reached a consensus and decided to
      establish cooperative relationship between them to provide game services
      to users of China Mobile. To define the respective rights and obligations
      of the parties during the term of cooperation contemplated hereunder, the
      parties have hereby entered into this
Agreement.

              


      

      


      
        	
                Article
      1.

              	
                Content
      of Cooperative Project between the
Parties

              


      

      
        
          	
                  1.

                	
                  Party
      A, as game business platform provider, will provide business access and
      platform support services to Party B for
value.

                


        

      

      
        
          	
                  2. 

                	
                  Party
      B will provide users of Party A via Party A’s game business platform with
      information services and application services (hereinafter referred to as
      “Game Business”). Party B shall ensure to provide information contents and
      service support of good
quality.

                


        

      

      
        
          	
                  3.

                	
                  Party
      A will use its billing system and business support system to provide Party
      B with business billing and collecting services for
  value.

                


        

      

      


      
        
          	
                  Article
      2

                	
                  Rights
      and Obligations of Party A

                


        

      

      
        
          	
                  1. 

                	
                  Party
      A may verify such materials relating to normal business operation as
      necessary to enable Party B to provide information services hereunder,
      including telecommunications and information service business operational
      license, telecom value-added service business operational license,
      business license, credit standing certificate, source of information and
      bank account.

                


        

      


      
        
           


        

        
           


          
            

          

        

        
           


        

      

      

        
          CMBJ-2009-00000144-SW-00000006


            
              

            

             

          

        

      

      
        
          	
                  2. 

                	
                  Party
      A may verify any of Party B’s services relating to this Agreement. Party A
      is entitled to refuse to publish any content in the information as
      provided by Party B which is incompatible with national laws, regulations
      and policies, or goes counter to public order and good social customs, or
      which Party A thinks unfit, and if such information as provided by Party B
      causes any economic loss to Party A or undesirable impact on the goodwill
      of Party A, Party A shall have the right to claim compensation against
      Party B. Party A will give express reply to any business application
      submitted by Party B within 10 working days after Party B provides
      complete materials.

                


        

      

      
        
          	
                  3.

                	
                  Party
      A may, as needed, require Party B to provide relevant materials in
      relation to this Agreement further evidencing Party B’s ownership or right
      of use and intellectual property
right.

                


        

      

      
        
          	
                  4.

                	
                  Party
      A has the right to formulate administrative measures, appraisal terms and
      customer service standards and documents in respect of game business (all
      as appendix to this Agreement), which shall be observed and implemented by
      Party B. Party A will conduct appraisal of Party B in accordance with
      relevant provisions aforesaid, and if Party B fails such appraisal, Party
      A may cease the cooperation business with Party B until termination of
      this Agreement.

                


        

      

      
        
          	
                  5.

                	
                  Party
      A will provide customer service numbers as call service access numbers for
      customer service complaints and enquiries. Party A’s customer service
      center will serve as the final confirmer and distributor of customer
      service questions of game business, Party B’s customer service personnel
      or customer service system must assist Party A to analyze and handle
      relevant business complaints and enquiries of customers. Party A has the
      right to transfer such various user enquiries as arising from this
      business and not attributable to any network communication problem on the
      part of Party A to Party B for handling, and Party B shall settle such
      customer complaints in good faith and be responsible therefor. Party A is
      responsible for user enquiries and complaints arising in respect of Party
      A’s network communication
problems.

                


        

      

      
        
          	
                  6.

                	
                  Party
      A may, according to the status of business progress, promote and advertise
      game business via communications media so as to attract users. Party A
      shall provide Party B with related interface technical standards and
      technical support to ensure that Party B can provide applications
      smoothly.

                


        

      

      
        
          
            	
                    7.

                  	
                    Party
      A is responsible for daily maintenance of the game platform, and for
      handling technical failures due to Party A in order to ensure the normal
      operation of application
service.

                  


          

        

      

      
        
          	
                  8.

                	
                  Party
      A will provide billing service for Party B’s game business, and the
      results thereof shall be subject to Party A’s data; where Party B lodges
      an objection to Party A’s results, it may require Party A to do
      reconciliation.

                


        

      

      
        
          	
                  9. 

                	
                  Party
      A shall be responsible for such customer data management as the
      registration, login, certification and authentication of users, and may
      send back to Party B relevant data in certain form. As regards networking
      application, Party A’s game business platform will link to Party B’s
      content service system, and data in the game business platform will be
      taken as the basis of final confirmation of the use by users of Party B’s
      game business. Party A will count page views of Party B’s application game
      business, and provide statistical results to Party B in the appropriate
      form.

                


        

      


      
        
           


        

        
           


          
            

          

        

        
           


        

      

      

        
          CMBJ-2009-00000144-SW-00000006


            
              

            

          

        

         

      

      
        
          	
                  10. 

                	
                  Party
      A may adjust the arrangement order of the UI design and game business on
      the homepage of the game based on the status of business
      progress.

                


        

      

      
        
          	
                  11. 

                	
                  The
      parties hereto may conduct such work as marketing communication and
      customer publicity in joint efforts. Party A may require Party B to mark
      (China Mobile Mobile Phone Game)” brand, subject to passage upon prior
      verification of Party A. Where Party B’s publicity and advertising
      involves Party A’s corporate name and other brand standard, it shall
      obtain prior consent of Party A and pass Party A’s
      verification.

                


        

      

      


      
        	
                Article
      3

              	
                Rights
      and Obligations of Party B

              


      

      
        
          	
                  1.

                	
                  Party
      B must provide Party A with such materials relating to normal business
      operation as necessary to enable Party B to provide information services
      hereunder, including telecommunications and information service business
      operational license, telecom value-added service business operational
      license, business license, credit standing certificate, source of
      information and bank account, and ensure that the rates of information
      services provided by it comply with relevant provisions of price
      department of the Central
Government.

                


        

      

      
        
          	
                  2. 

                	
                  Party
      B must observe national laws, regulations and policies relating to telecom
      and internet information service, and ensure that the content of
      information provided by it will not violate relevant national laws,
      regulations and policies, will not impair the legitimate rights and
      interests of any third party and social public interests, and that it will
      not transmit illegal information via Party A’s system, otherwise Party B
      will be held liable for all consequences so caused. Party B must filter
      the content of information provided by users (such as chat messages) in
      order to preclude any and all unhealthy and illegal information. Any and
      all complaints so incurred shall be handled by Party B with all economic
      and legal liabilities. Party A may require Party B to compensate it for
      any and all economic loss and damage to goodwill as sustained by Party
      A.

                


        

      

      
        
          	
                  3. 

                	
                  Party
      B must ensure the legality of game business provided by it, and that it
      has obtained all government approvals, license to manufacture and/or use
      and/or authorization, and that all contents concerned have legitimate and
      non-infringing sources, and are free of such problems as usurping or using
      without the consent of the copyright owner which infringes upon any
      intellectual property right including copyright or other legitimate rights
      and interests of any third party. When Party A incurs any claims,
      litigation or recourse by any third party in respect of infringement,
      Party A is entitled to interim suspension of such business as in question,
      and transfer the dispute to Party B for handling, and Party B must
      promptly and directly contact the complainant or recourser for settlement,
      and take responsibility for all legal and economic liabilities. Party A
      may require Party B to compensate it for any and all economic loss and
      damage to goodwill as sustained by Party
A.

                


        

      


      
        
           


        

        
           


          
            

          

        

        
           


        

      

      

        
          CMBJ-2009-00000144-SW-00000006


            
              

            

          

        

      

       

      
        
          	
                  4.

                	
                  During
      the term of cooperation, without prior written consent of Party A, Party B
      may not make use of various channels so that Party A’s mobile data
      application business in various business respects interconnects with or
      interconnects in disguised form with any third
  party.

                


        

      

      
        
          	
                  5.

                	
                  Party
      B shall give active coordination to the interface testing work of Party A
      so as to provide services in accordance with the business standards and
      interface technical standards required by Party
  A.

                


        

      

      
        
          	
                  6. 

                	
                  Party
      B undertakes that, upon effective date of this Agreement, game chargeable
      services provided by Party B will not be available at its owned website or
      any other sites; otherwise, Party A will be entitled to unilaterally
      terminate this Agreement and terminate settlement with Party
      B.

                


        

      

      
        
          	
                  7.

                	
                  Party
      B must provide all materials in respect of the business provided by it in
      clear and unambiguous manner, and take responsibility for all economic and
      legal liabilities in respect
thereof.

                


        

      

      
        
          	
                  8.

                	
                  Party
      B shall ensure to log in SIMS system to check out various notices and
      announcements issued by Party A and process them timely. All losses
      arising from Party B’s failure to check the information publicized in the
      SIMS system shall be borne by Party
B.

                


        

      

      
        
          	
                  9.

                	
                  Party
      B may determine whether to charge for the business provided and the
      charging standards under the guidance of Party
  A.

                


        

      

      
        
          	
                  10.

                	
                  Party
      B shall observe and implement Party A’s administrative measures, customer
      service standards and documents in connection with “Monternet”, and accept
      the inspection and supervision of Party A. In the event that Party B
      withdraws from Monternet service (including compulsory withdrawal in Party
      A’s survival of the fittest appraisal) for any reason, Party B shall be
      obliged to provide one month of withdrawal cushion period, during which
      Party B shall continue to provide services to users, and make an statement
      of cessation of services on its website (WWW/WAP) or via other
      channels.

                


        

      

      
        
          	
                  11.

                	
                  Party
      B must establish effective and unblocked complaint channel, and deal with
      and resolve various user enquiries and complaints arising from this
      business which are not attributable to any network communication problems.
      Where Party A receives any customer complaint in relation to aforesaid
      information content, Party B shall give preliminary reply to customer
      service department of Party A within two hours, identify the reasons
      within one working day, and prevent the dissemination of illegal
      information. With respect to any customer complaint which both parties
      fail to give reasonable explanation, Party B as the final resolver shall
      take responsibility to deal with such customer complaint in good
      faith.

                


        

      

      
        
          	
                  12.

                	
                  Where
      in respect of information service fees to be paid by Party B, any
      customers refuse to pay such information fees or Party A refund them to
      customers in advance due to Party B’s service quality problems or the
      rates exceeding the charging standard as prescribed by relevant price
      department, Party A will deduct such amounts from the information fees to
      Party B, if such information fees are insufficient to set off such
      amounts, Party B shall make payment to Party A in respect of the
      insufficient part.

                


        

      


      
        
           


        

        
           


          
            

          

        

        
           


        

      

      

        
          CMBJ-2009-00000144-SW-00000006


            
              

            

             

          

        

      

      
        
          	
                  13.

                	
                  Party
      B shall conduct marketing promotion and customer publicity work in an
      active manner. Party B’s publicity and advertising contents shall mark
      (China Mobile Mobile Phone Game)” brand according to the request of Party
      A.

                


        

      

      
        
          	
                  14.

                	
                  Party
      B shall ensure the exclusivity of the cooperation with Party A, that is,
      as of the effective date of this Agreement, Party B undertakes not to
      conduct with any third party any business identical or similar to that
      under cooperation with Party A. Otherwise, Party A is at liberty to cease
      business cooperation hereunder between the parties and to terminate this
      Agreement.

                


        

      

      
        
          	
                  15.

                	
                  Party
      B warrants that it has legal title to any cooperation product it provides
      to Party A during the process of cooperation and other related contents,
      or has the legal authority to grant Party A the license to use the same
      pursuant to this Agreement, and that the cooperation product and other
      related contents will not infringe upon the legitimate rights and
      interests of any third party (including but not limited to copyright,
      right of reputation and right of portrait), be free from any copyright
      dispute, will not violate any laws and regulations, and may authorize
      Party A to disseminate them via information
  network.

                


        

      

      
        
          	
                  16.

                	
                  Where
      a third party institutes an administrative complaint, brings a suit or
      submits to arbitration purporting that Party B has no right to dispose of
      any cooperation product or other related contents or its authorization is
      defective, Party A may take the following remedial measures in a combined
      or selective form, as the case may be: (1) terminates the distribution of
      distributive revenues hereunder with Party B within the limits of the
      amount claimed by such third party; (2) requests Party B to resolve it at
      its own costs, and Party B shall, at the request of Party A and at its own
      costs, submit to dispute resolution authority for resolution with Party
      B’s participation as a third party; (3) terminates this Agreement in whole
      or in part. If such measures can not prevent the occurrence of losses to
      Party A, then at the request of Party A, Party B shall timely and fully
      indemnify and hold Party A harmless against all losses so sustained by
      Party A (including but not limited to any amounts pre-paid by Party A to
      Party B and/or all economic losses caused during business interruption and
      reasonable attorney’s fee, litigation or arbitration fee paid by Party A
      for the resolution of
disputes).

                


        

      

      
        
          	
                  17.

                	
                  Provided
      that Party B does not have the qualifications necessary to enable it to
      operate internet business, Party B may not, during the cooperation as
      contemplated hereunder, provide business use channels (including but not
      limited to business subscription and business on demand) to users via the
      internet. Concurrently, Party B may not conduct cooperation business
      publicity on any website without a telecom and information service
      business operational license. Party B shall be held liable for all
      liabilities if Party B violates any of the foregoing provisions during the
      cooperation hereunder.

                


        

      

       

      
        
          
          

        

        
          
          

          
            

          

        

        
          
          

        

      

      

        
          CMBJ-2009-00000144-SW-00000006


            
              

            

          

        

         

      

      
        
          	
                  Article
      4 

                	
                  Maintenance
      Sections and Responsibilities of the
Parties

                


        

      

      Maintenance
responsibilities and sections of the parties hereto are divided based on the
connection points of equipments of the parties, so that maintenance
responsibility in respect of the connection point on Party A’s side is borne by
Party A, and maintenance responsibility in respect of the connection point on
Party B’s side is borne by Party B. The parties shall perform their respective
duties so as to ensure the normal progress of business.

      


      
        	
                Article
      5

              	
                Rewards
      and Punishments

              


      

      
        
          	
                  1. 

                	
                  In
      the event of any breach by Party B, Party A may require Party B to correct
      immediately, rectify and improve within a specified period of time, make
      public apology on media or to customers, suspend the examination and
      approval of Party B’s new business, postpone settlement, refuse settlement
      or charge a penalty or any combination of the foregoing. If Party B’s
      breach is extraordinarily serious (such as customer complaint at the level
      of the Ministry of Information Industry, media exposure and initiation of
      proceedings), Party A has the right to terminate this Agreement
      forthwith.

                


        

      

      
        
          	
                  2. 

                	
                  Where
      Party B effectively implements relevant contents set forth herein, and the
      annual average customer complaint rate in respect of Party B’s services is
      low, Party A will, under the same conditions, give priority to renewing
      this Cooperation Agreement with Party
B.

                


        

      

      
        
          	
                  3. 

                	
                  Party
      B may neither send any message to a customer with game business
      information fee in arrears, nor permit such customer to demand information
      for other customers. Where Party B still sends messages to a customer with
      information fee in arrears or permit such customer to use game business
      when Party B is aware of such arrearage, Party A may require Party B to
      compensate it for any and all economic losses as caused by the arrearage
      of customers, and may simultaneously terminate this
    Agreement.

                


        

      

      


      
        	
                Article
      6

              	
                Billing
      and Settlement

              


      

      6.1.  Information
fees arising from the use by users of the application services or information
services provided by Party B shall be owned by Party B, and Party A will provide
such services as billing and collecting information service fees for and on
behalf of Party B. The billing system of Party A shall make payments of the
total due information fees for the current game business.

      


      Specific
cooperation business models for the parties are as follows (four types
altogether):

      
        
          	
                  1. 

                	
                  If
      Party B undertakes the promotion of its own application services or
      information services, then Party A will pay 85% of the total information
      fees receivable to Party B, with the remaining 15% as information fees for
      Party A.

                


        

      

      
        
          	
                  2. 

                	
                  If
      Party B’s business is selected into competitive business packages of Party
      A, then Party A will pay 50% of the total information fees receivable to
      Party B, with the remaining 50% as information fees for Party
      A.

                


        

      

      
        
          	
                  3. 

                	
                  If
      Party B’s business is selected into the bank of competitive business as
      promoted by Party A, then Party A will pay 40% of the total information
      fees receivable to Party B, with 15% as information fees for Party A, and
      the remaining 45% to be paid by Party A to the game business
      promoter.

                


        

      


      
        
           


        

        
           


          
            

          

        

        
           


        

      

      

        
          CMBJ-2009-00000144-SW-00000006


            
              

            

             

          

        

      

      
        
          	
                  4. 

                	
                  If
      Party B’s business is commercialized mobile phone online game business,
      then Party A will pay 70% of the total information fees receivable to
      Party B, with the remaining 30% as information fees for Party A (during
      trial operation period of promotion of mobile phone online game, Party A
      will pay 85% of the total information fees receivable to Party B, with the
      remaining 15% as information fees for Party A. Party A will inform Party B
      in the form of SIMS notice one month prior to the end of trial operation
      period).

                


        

      

      


      The
foregoing business models are based on the business codes in the billing system
of Party A.

      


      
        
          	
                  6.2 

                	
                  The
      basis of billing and settlement are the tickets of successful billing
      gathered in the billing system of Party A. Business billed message by
      message is based on successful receipt by users, and business of monthly
      payment billing is based on user's actual
  subscription.

                


        

      

      
        
          	
                  6.3 

                	
                  The
      information fees settled between the parties will not contain the items as
      follows:

                


        

      

      
        1) Logout
user fee (including pre-logout);

      

      
        2)
Out-of-service user fee;

      

      
        3)
Inactive user fee;

      

      
        4) Fees
for single message with excessive average information fee;
and

      

      
        5) Refund
fees (double refund).

      

      
        
          	
                  6.4 

                	
                  Party
      A shall provide statement of accounts of the preceding month’ billing via
      SIMS system to Party B prior to the 15th
      day of each month, whereby the parties shall check the amounts of
      information fees of the preceding month from the 1st
      day to the last day of the preceding month; Party B shall send back the
      results of check of accounts within 10 days, where Party B fails to
      provide feedbacks timely, the accounts will be deemed as
      correct.

                


        

      

      
        
          	
                  6.5 

                	
                  Notwithstanding
      any challenge on the statement accounts of billing of the preceding month,
      Party B shall invoice Party A prior to the 18th
      day of each month. Upon receipt of a valid invoice issued by Party B
      before the 18th
      day of the month (subject to Party B’s delivery to the place designated by
      Party A), Party A shall pay to Party B the information fees to be settled
      in the amount in accordance with the invoice amount as checked to be
      compatible with the statement of accounts; that is, regardless of whether
      the parties can complete the check of accounts as scheduled, settlement
      shall be done as per the amounts of the statement of accounts, with any
      difference to be settled in the next payment or
  later.

                


        

      


      
        
           


        

        
           


          
            

          

        

        
           


        

      


      
        CMBJ-2009-00000144-SW-00000006


          
            

          

        

      

       

      
        
          	
                  6.6 

                	
                  In
      the event that upon Party B’s receipt of a statement of accounts prior to
      the 15th
      day of a month and after charging off such fees as logout user fee
      (including pre-logout), out-of-service user fee, inactive user fee, fees
      for single message with excessive average information fee and refund fees,
      if prior to the 25th
      day of the month, the difference between the fees of Gotone users and
      subscription relationship reaches 6% or above, Party B may propose a
      request for check of accounts; if the difference between the fees of
      Easyown and Mzone users and subscription relationship reaches over the
      billing success rate of the month, Party B may propose a request for check
      of accounts, otherwise data of Party A shall prevail. In the case of any
      discrepancy, the parties shall determine the reasons, and conduct mutual
      negotiation to resolve it in a timely manner and in the light of the
      actual circumstances.

                


        

      

      


      
        	
                Article
      7

              	
                Confidentiality

              


      

      
        
          	
                  1.

                	
                  The
      parties hereto shall keep confidential all user data received through this
      business.

                


        

      

      
        
          	
                  2. 

                	
                  During
      the cooperation between the parties, proprietary information received by
      one party from the other party (“disclosing party”) which is developed,
      created, discovered, known by such disclosing party, or transferred to
      such disclosing party and of commercial value to such disclosing party,
      including but not limited to any trade secret, computer program, design
      technique, ideas, know-how, process, data, business and product
      development plan, customer information or other information relating to
      such disclosing party’ business, or confidential information received by
      such disclosing party from any other parties, shall be owned by the
      disclosing party of such information and, without prior consent in writing
      by the disclosing party, the other party shall keep all proprietary
      information confidential, and may not use or disclose to any individual or
      entity any of such proprietary information, except for the purpose of
      performing the obligations
hereunder.

                


        

      

      
        
          	
                  3. 

                	
                  The
      parties have the obligation to keep this cooperation and the specific
      contents of this Agreement confidential. Without prior written consent of
      a party, the other party may not disclose the cooperation between the
      parties and any specific contents of this Agreement to any third
      party.

                


        

      

      
        
          	
                  4. 

                	
                  This
      Confidentiality term shall survive the termination of this Agreement and
      shall be in full force and effect
permanently.

                


        

      

      


      
        	
                Article
      8

              	
                Liability
      for Breach of Contract

              


      

      
        
          	
                  1. 

                	
                  In
      the case of impossible performance of this Agreement due to either party’s
      breach hereof, the other party has the right to terminate this
      Agreement;

                


        

      

      
        
          	
                  2. 

                	
                  In
      case one party’s breach of this Agreement causes the unfavorable social
      impact on or economic losses to the other party, the other party is
      entitled to subject the default party to liabilities, requiring it to
      eliminate the impact and/or provide corresponding economic compensation,
      and simultaneously has the right to terminate this
    Agreement.

                


        

      

       

      
        
          
          

        

        
          
          

          
            

          

        

        
          
          

        

      

      

        
          CMBJ-2009-00000144-SW-00000006


            
              

            

          

        

         

      

      
        	
                Article
      9 

              	
                Force
      Majeure

              


      

      Where a
party hereto sustains any economic loss or this Agreement is rendered impossible
to be performed in part or in whole due to any event of force majeure that is
unpredictable, insurmountable or unavoidable, the party affected by such event
of force majeure may be excused from any liability for any loss of the other
party, provided that the affected party shall promptly notify the other party of
the circumstance of such event, and provide valid certificates issued by
relevant governmental departments stating the details of the event and the
reasons for the impossible performance of this Agreement in part or in whole or
for the delayed performance of this Agreement within 15 days. The parties shall
by friendly negotiation determine whether to continue the performance or
terminate this Agreement in the light of the extent of impact of such event on
the performance of this Agreement.

      


      
        
          
            	
                    No.5,
      Tengda Tax Bureau, Haidian District, Beijing

                  
	
                    Special
      Seal for Stamp Duty Paid

                  
	
                    Tax Amount: ¥5338.84        
      

                  
	
                    Number of Duty Paid
      Voucher: 0849165         
      

                  
	
                    Date:
      January 13, 2010

                  


          

        

      

      


      
        	
                Article
      10

              	
                Change
      or Amendment of Agreement

              


      

      
        
          	
                  1. 

                	
                  During
      the cooperation contemplated hereunder, any relevant business
      administrative provisions and relevant customer service administrative
      provisions as formulated by Party A for Monternet shall be attached hereto
      as supplementary appendices. In the event of any discrepancy between the
      terms of this Agreement and such administrative provisions, the latter
      shall take precedence. It is agreed that the parties may renegotiate any
      conflicting terms and execute a supplementary
  agreement.

                


        

      

      
        
          	
                  2. 

                	
                  Either
      party who wishes to change or rescind this Agreement must send a notice to
      the other party in writing 15 days in advance, and such change or
      rescission may only becomes effective upon mutual consent between the
      parties. Any dispute arising from the termination of this Agreement shall
      be resolved by consultation between the
parties.

                


        

      

      
        
          	
                  3. 

                	
                  Any
      matter uncovered hereunder may be agreed on between the parties and
      supplemented hereto in
writing.

                


        

      

      
        
          	
                  4. 

                	
                  This
      Agreement is governed by Chinese law. Any dispute arising in respect
      hereof shall be first resolved by friendly consultation between the
      parties, if such consultation is unsuccessful, either party may turn to
      Beijing Arbitration Commission for arbitration. The arbitral award shall
      be final and binding on both
parties.

                


        

      


      
        
           


        

        
           


          
            

          

        

        
           


        

      


      
        CMBJ-2009-00000144-SW-00000006


          
            

          

        

      
 

      
        
          	
                  5. 

                	
                  This
      Agreement shall be effective for a term commencing from April 1, 2008 and
      ending on March 31, 2009. In the absence of any request of either party in
      writing 30 days prior to the expiration of this Agreement for the
      termination hereof, this Agreement shall be automatically extended for a
      term of six months upon its expiration and so on and so forth, the times
      of such extension are unlimited, and each term of extension is six months.
      Where a party has an objection, it shall notify the other party in writing
      30 days prior to the expiration hereof or 30 days prior to the expiration
      of the relevant extension, in which case, this Agreement terminates at the
      expiration. Upon termination of this Agreement, the parties shall deal
      with any and all consequential matters in good faith. This Agreement shall
      not be invalidated until and unless the parties have fully performed all
      obligations hereunder and all payments and claims between the parties have
      been settled.

                


        

      

      
        
          
            	
                    6.

                  	
                    This
      Agreement is made in quadruplicate, with Party A holding three copies
      thereof, and Party B holding the remaining copy thereof, and all such
      copies are equally
authentic.

                  


          

        

      

      
        
          	
                  7. 

                	
                  A
      breach of this Agreement is constituted when a party directly or
      indirectly contravenes any provision hereof, or refuses to assume or fails
      to timely and fully assume its obligations hereunder, wherein the
      non-breaching party is entitled to send a notice in writing to the former
      party requiring it to remedy such breach and take sufficient, effective
      and timely steps to eliminate the consequences of such breach, and
      compensate the non-breaching party for any and all losses incurred due to
      the breach of the breaching party. Where the breaching party fails to
      remedy its breach within 10 days of receipt of above-said notice from the
      non-breaching party in respect of such breach, the non-breaching party
      shall be entitled to unilaterally terminate this Agreement in advance by a
      notice via SIMS system (it is deemed as duly served when such notice is
      sent out via SIMS) or a notice in writing, and subject the breaching party
      to default liabilities.

                


        

      

      


      
        
          
            
              
                
                  	
                          Party
      A: China Mobile Group Beijing Co., Ltd.

                        	 	
                          Party
      B: Beijing AirInbox Information Technologies

                        
	
                          Authorized
      Representative: Li Yao

                        	 	
                          Co.,
      Ltd.

                        
	
                          

                          
                            Dated:       
      [DD]      
       [MM]         
       [YY]

                            China
      Mobile Group Beijing Co., Ltd.  Beijing AirInbox Information
      Technologies Co., Ltd.

                          

                        	 	
                          Authorized
      Representative:

                          Dated:       
      [DD]     
         [MM]         
      [YY]

                          Stamp
      for Contract        Stamp for
      Contract

                          
                            

                          

                        


                


                
                  
                     


                  

                  
                     


                    
                      

                    

                  

                  
                     


                  

                

              

              

                
                  CMBJ-2009-00000144-SW-00000006


                    
                      

                    

                     

                  

                

              

            

          

        

      

      
        Appendix:Non-corruption
Agreement

      

      


      This
Agreement is entered into for the purpose of jointly maintaining the fair
competition order of commercial activities, and ensuring good faith,
non-corruption, high efficiency and mutual benefit in the business transactions
between the parties:

      


      
        	
                1、

              	
                During
      the cooperation contemplated hereunder, the parties shall conscientiously
      observe national laws and regulations and carry out commercial transaction
      activities in accordance with the Anti-unfair Competition Law of
      the People’s Republic of China, the Tender and Bidding Law of the
      People’s Republic of China, the Interim Provisions on
      Prohibiting Commercial Bribery, and other relevant laws and
      provisions.

              


      

      
        	
                2、

              	
                Fairness,
      impartiality and openness shall be observed in the confirmation of bid
      invitation qualification, bid submission, bid opening and evaluation of
      bids, and secret practices shall be prohibited. Party A’s supervision
      department or its authorized personnel shall supervise the bidding
      projects, seriously investigate, impartially handle and give timely reply
      to Party B’s complaints and reports in relation to the
      bidding.

              


      

      
        	
                3、

              	
                Relevant
      working personnel of the parties and their relatives may not accept cash,
      things of value and securities given by the other party, may not demand or
      accept financial aid from the other party for housing construction and
      improvement, weddings and funerals and going abroad, may not introduce
      relatives or friends to carry on any business activities relating to the
      cooperation between the parties, may not accept kickbacks, may not attend
      expensive recreational, entertainment, physical exercise or travelling
      activities affecting impartial enforcement of public affairs, or reimburse
      any costs which shall be paid by
individuals.

              


      

      
        	
                4、

              	
                Relevant
      working personnel of the parties may not conduct private negotiation or
      reach secret agreement in respect of supply of materials, change of
      quantity and resolution of quality problem of materials for the purpose of
      seeking selfish benefits.

              


      

      
        	
                5、

              	
                Upon
      undertaking of an engineering project (including engineering construction,
      maintenance, supervision, design and systematic integration), such
      engineering project may not be subcontracted in the case of any violation
      or without express approval of Party
A.

              


      

      
        	
                6、

              	
                There
      shall be no violation of commercial ethics, or disruption of normal
      competition order, impairment of the images of the parties, bidding
      collusion, disclosure of secrets of the parties, discrimination of fair
      competition of other operators, no falsification or overestimation and
      forged computation in budgets and final accounts, quotation in bidding as
      well as quoting in business.

              


      


      
        
           


        

        
           


          
            

          

        

        
           


        

      

      

        
          CMBJ-2009-00000144-SW-00000006


            
              

            

             

          

        

      

      
        	
                7、

              	
                In
      the event of any violation of the foregoing terms or other commercial
      ethics and market rules, where verified to be true, cooperation of such
      project or similar projects will be ceased as per the seriousness of the
      circumstances.

              


      

      
        	
                8、

              	
                A
      party aware of any bribery acts or irregularities for favoritism, abuse of
      power or serious dereliction of duty of any personnel of the other party,
      the former party is obliged to report the case to the supervision or other
      relevant department of the other
party.

              


      

      
        	
                9、

              	
                This
      Agreement is an integral appendix to the main contract, wherefore shall be
      put under paging seal together with the main
  contract.

              


      

      


      
        
          
            	
                    Reporting
      Channel to Party A’s

                  	
                    Party
      B's Reporting Channel:

                  
	
                    Supervision
      Department:

                  	 
      
	 
      	 
      
	
                    Tel.:
      65546699-82576

                  	
                    Tel.:
      88576000-6861

                  
	
                    E-mail:jubao@bj.chinamobile.com

                  	
                    E-mail:
      CMCC@kongzhong.com

                  


          

        

      

      

        
          
             


          

          
             


            
              

            

          

          
             


          

        

      

       

      
        Confidential
Agreement

      

      


      Party A:
China Mobile Group Beijing Co., Ltd.

      Party B:
Beijing AirInbox Information Technologies Co., Ltd.

      


      Whereas:
Party A and Party B have agreed to conduct cooperation in respect of game business, as
regards confidential information of Party A as involved in the process of
cooperation between the parties, the parties agree as follows:

      
        
          	
                  1. 

                	
                  For
      the purposes of this Agreement, “Confidential Information” shall refer to
      such information as received by Party B from Party A in the performance or
      for the performance of the contract. Party A’s Confidential Information
      includes but is not limited to: any point of view, discovery, invention,
      formula, program, plan, diagram, model, sketch, norms, inventory of parts,
      parameters, data, database, standards, ingredients, process,
      installations, pictures, scheme, sample, equipment, equipment performance
      report, pricing information, studies, idea, drawings, concept, any form of
      software, flowchart, method of calculation, account, code, data of Party
      A’s customers and other business and technical information and/or any
      intellectual property right therein undisclosed by Party A, and any
      derivative information drawn by Party B based on any of the preceding
      documents, information and background
materials.

                


        

      

      Confidential
Information shall not include such information which:

      
        	
                 
      

              	
                1)

              	
                is
      publicly available upon disclosure by one party, or becomes publicly
      available after disclosure by one party at no fault of the receiving party
      or its employee, attorney, accountant, contractor, advisor or other
      person;

              


      

      
        	
                 
      

              	
                2)

              	
                is
      in the possession of the receiving party upon disclosure as evidenced by
      any proof in writing, and such information is not directly or indirectly
      from the disclosing party; or

              


      

      
        	
                 
      

              	
                3)

              	
                is
      evidenced by written proof to be disclosed to the receiving party by a
      third party which is under no confidential obligation and has the right to
      disclose it.

              


      

      
        
          	
                  2. 

                	
                  Party
      B understands that all documents received by it shall remain property of
      Party A, and Party A owns the intellectual property right in the documents
      aforesaid. Party B acknowledges Party A's interests in the Confidential
      Information hereunder and/or all related rights, and Party B shall keep
      good custody of such information to the interests of Party
    A.

                


        

      

      
        
          	
                  3. 

                	
                  Party
      B acknowledges and agrees that Party A’s disclosure and provision of the
      Confidential Information as enumerated herein shall not be deemed to
      transfer or grant to Party B any royalty or any other right. Party A’s
      disclosure and provision of the Confidential Information as enumerated
      herein may neither be deemed to grant to Party B any patent right, patent
      application right, trademark right, copyright, trade secret or other
      intellectual property right relating to Confidential Information; nor to
      transfer or grant to Party B the right to use any trademark, patent or
      technical know-how as licensed to Party A by a third
  party.

                


        

      


      
        
           


        

        
           


          
            

          

        

        
           


        

      

      


      
        
          	
                  4. 

                	
                  As
      for any document received by Party B from Party A, Party B understands
      that it has the right of provisional use only, and that it has no title,
      intellectual property right or right of interpretation to the
      same.

                


        

      

      
        
          	
                  5.

                	
                  Party
      B undertakes to use the Confidential Information for the purpose of
      cooperation with Party A, and not to use the same for any other
      purpose.

                


        

      

      
        
          	
                  6. 

                	
                  Without
      prior written approval of Party A, Party B may not, in any form or manner,
      disclose or divulge the Confidential Information and/or any part thereof
      to any third party. Party B has the obligation to keep good custody of the
      Confidential Information hereunder, and may not reproduce, reveal or lose
      it. Party B may neither based on the Confidential Information give any
      suggestion to any third party in respect of any issue. Subject to the
      foregoing general requirements of confidentiality, Party B’s use of the
      Confidential Information shall also meet the following
      requirement:Party B shall comply
      with the Administrative
      Measures for Mobile Phone Game Business formulated by Party
      A.

                


        

      

      
        
          	
                  7. 

                	
                  Party
      B undertakes to keep Party A’s Confidential Information in confidential,
      to establish corresponding confidential system to ensure the performance
      of confidential obligations stipulated hereunder, to provide
      confidentiality training for working personnel within its organization, to
      execute confidential agreements with relevant working personnel
      (stipulating the liabilities for breach of confidential obligations), and
      to investigate any divulging personnel for default
      liabilities.

                


        

      

      
        
          	
                  8. 

                	
                  Party
      A agrees that Party B has the right to disclose to its employees or give
      them access to the Confidential Information and/or any part thereof to the
      extent that such employees are personnel as necessary to use the
      Confidential Information during the cooperation between Party A and Party
      B, provided always that Party B has obtained confidential undertakings
      from such employees at least substantially identical with this Agreement
      prior to any disclosure to or grant to such employees access to the
      Confidential Information.

                


        

      

      
        
          	
                  9. 

                	
                  Where
      any of Party B’s employees, in violation of confidential undertakings,
      fails to use the Confidential Information in accordance with this
      Agreement or discloses the Confidential Information to a third party, or
      gives any suggestion to a third party based on such Confidential
      Information, Party B will be deemed to have violated this
      Agreement.

                


        

      

      
        
          	
                  10. 

                	
                  Where
      Party B is required by relevant governmental authority or regulatory body
      to disclose any Confidential Information, Party B may make disclosure to
      the extent as required by such governmental authority or regulatory body
      without being held liable for any liability hereunder, provided always
      that Party B shall immediately notify Party A of the information to be
      disclosed, so that Party A may take necessary protective measures, and
      that such notification shall be made prior to the disclosure of such
      information to the extent as possible, and Party B shall exert all
      commercially reasonable efforts to ensure that such information to be
      disclosed will receive confidential treatment from relevant governmental
      authority or agency.

                


        

      


      
        
           


        

        
           


          
            

          

        

        
           


        

      

      


      
        
          	
                  11.

                	
                  Upon
      any breach of this Agreement by Party B, it shall compensate Party A for
      all losses so incurred by Party A, including but not limited to all
      losses, damages, litigation fees, arbitration fees, reasonable attorney’s
      fess, investigation fees and relevant legal
  expenses.

                


        

      

      
        
          	
                  12.

                	
                  Party
      A retains the right to take back or direct Party B to destroy any
      Confidential Information as provided by Party A upon termination of
      contract or when Party A deems necessary. When Party A requires Party B to
      return the Confidential Information, Party B shall immediately return all
      Confidential Information and tangible media
  thereof.

                


        

      

      
        
          	
                  13.

                	
                  Any
      dispute arising from the performance of this Agreement or in respect of
      this Agreement shall be first resolved by friendly negotiation between the
      parties, and if such negotiation is unsuccessful, the case shall be turned
      to Beijing Arbitration Commission for arbitration in accordance with its
      arbitration rules then in
effect.

                


        

      

      
        
          	
                  14.

                	
                  This
      Confidential Agreement is binding on the parties and their respective
      owned/associated companies and
agencies.

                


        

      

      
        
          	
                  15.

                	
                  This
      Agreement goes into effect when duly signed and sealed by both
      parties.

                


        

      

      
        
          	
                  16.

                	
                  This
      Agreement is made in quadruplicate, with each party holding two copies
      thereof, all of which are equally
binding.

                


        

      


      
        
           


        

        
           


          
            

          

        

        
           


        

      


      
        
          
            
              	
                      Party
      A: China Mobile Group Beijing Co., Ltd.

                    	 	
                      Party
      B: Beijing AirInbox Information Technologies Co., Ltd.

                    
	
                      Authorized
      Representative: Li Yao

                    	 	
                      Authorized
      Representative:

                    
	
                      

                    	 	
                      

                    
	
                      Dated:      
      [DD]       
      [MM]         
      [YY]

                    	 	 
      
	
                      China
      Mobile Group Beijing Co., Ltd.  Beijing AirInbox Information
      Technologies Co., Ltd.

                    	 	
                      Dated:        
      [DD]       
      [MM]       
      [YY]

                      Stamp
      for Contract Stamp for Contract