Tianjin
Information Sea Information Technology Co., Ltd.


 


As one
party of this agreement


 




 


With


 


 


Mr
Liu Fu and Mrs Liu Zhixin


 


Together
as the other party of this agreement


 


Signed


 


 


 


Option
Agreement


 


 


 


 


 


 


 


October 27, 2015




     


     


    

Option
Agreement


 


The Option
Agreement (" This agreement") concluded by the
following parties on October 27, 2015, Beijing:


 


		(1)	Tianjin
Information Sea Information
Technology Co., Ltd,its
registered address is Room 1704-8359 Block A Building Kuangshiguoji
Xiangluowan Tianjin Free Trade (Central Business District),Legal
representative Liu Zhixin (“Party
A”);




 


		(2)	Mr Liu
                                                                                                                                                         Fu,
                                                                                                                                                         His home address is Group 1, Committee 9, BaoAn Street,
                                                                                                                                                         Kedong Town, Kedong County Heilongjiang Province  ID
                                                                                                                                                         No. is 230230196505050257;



Mrs
Liu Zhixin,Her
home address is Room 1204, Unit 3,
Building 7, Tianqinwan Wuyi Road, Xinxiu District, Xianghe County, Langfang City, Hebei Province.ID
No. is 230230198601020225;


(Mr
Liu Fu and Mrs Liu Zhixin together as "Party B" )


 


In view of:


1. Party B is the
shareholder of Shuhai Information Technology Co., Ltd(“Domestic
company”),who
holding 100% amount of the registered capital in domestic
company (stock equity). Shareholding ownership as follows:





	Shareholder	Contribution (RMB)	Investment proportion (%) 
	Liu Fu	32,500,000	65%
	Liu Zhixin	17,500,000	35%
	Total:	50,000,000	100%




 





2.
Party B intends to award a right to Party A, which is under the right situation Party A has the right to transfer all the stock
equity in Domestic Company holding by Party B.


 


Therefore,
both parties friendly conclude this agreement, reached the following agreement:


 


		1.	Grant rights 



 


Party
B hereby irrevocably award party A the following rights (" Option rights ") :


 


	1.1		Without violating Chinese laws and
industry policy limited of China, this agreement will
valid for ten years from the effective date of this Agreement (as
defined in section 15.2).
In accordance with the provisions exercise of Article 4, Party A has the right to choose
the terms





    -1- 


     


    

			and conditions set forth in this agreement. It values the domestic company’s
                                                                            contributions of the registered capital RMB _1.00 yuan, and will pricing RMB 0.001 yuan(exercise price). Party A purchases
                                                                            all the underlying shares from Party B and has the right to
                                                                            choose one time or several times to purchase the
                                                                            whole or any part of the
                                                                            underlying shares. Party B commits to cooperate with Part A to do the above procedures, transfer
                                                                            all or any portion of the underlying equity to
                                                                            Party A



 


	1.2		Within the right time limit, Party A has the
right to request Party B accomplish the agreement, and
Party B also have to promise to cooperate. Under
the exercise price Part B transfer the whole
or any part of underlying shares to Party A or
transfer the shares to the designated. (The designated should be one or more person/entities,
within the limits laid down by Chinese law and industry policy).



 


	1.3		If Party A have not requested
Party B transfer all the underlying equity to
Party A or its designated entity (or
person) in the vesting period,
Party A has the right to request Party B extend
the exercise period for 10 years and Party B shall
agree the requirement of extending the exercise
period ("extended exercise
period", also includes other extension
according to the provisions below). If
Party A have not yet requested Party B transfer
wholly or part of the underlying entity to its designated entity
(or person) in the extended exercise
period, Party A has the right to request Party
B continue extend the exercise period
for 10 years, Party B
shall agree to extend the exercise period.
Thereafter, Party A has the right to request extend
exercise period constantly,
till all the subject of the equity transfer to
the designated entity (or person).
The terms and conditions of this Agreement also apply
to extend the exercise period.



 


	1.4		Under the
exercise price, Party A will complete to transfer the shares of domestic companies held by Party B. Party
A promises itself or designated entity (or person) to buy the shares during vesting period
or extended vesting period. Within that period, Party A is entitled
to exercise its unlimited share
options rights in this agreement.。



 


	1.5		Within the vesting period and exercise period extended, if Party B continue to hold
the underlying shares would result in violation of laws and administrative regulations, Party B shall issue a written notice to
Party A immediately, and explain the specific reasons, in this case, Party A will: (1) exercise in accordance with the provisions
of Article 4 of this Agreement immediately; or (2) specify the appropriate entity (or persons) to acquire the underlying shares
held by shareholder.



 


		2.	Share option price 



 


In order to obtain and
maintain the rights under this agreement, party A agrees to pay party B at the following provisions price:




    -2- 


     


    

 


	2.1		Within vesting period
and extended exercise period,
Party A shall pay one yuan
(RMB1.00) annual to Party B ("Option Price") as it’s achieving and
maintaining the rights of consideration.



	2.2		Party A should pay Option
price to Party B within 7 days from the effective date; payment shall complete during
exercise period (total of 10 years) and also do during the extended exercise
period (total of 10 years).
When Party B receives the money, Party B shall sign a receipt by
way of Annex III to Party A.



 


		3.	Confirmation and give
up pre-emptive rights of shareholders



 


Party B
(all the shareholders) agree to and hereby acknowledge that the information in Harbin sea information technology co., LTD., in
accordance with the provisions of the share option agreement the exercise of rights, or in accordance with the provisions of the
equity pledge contract implementation guarantee. All shareholders will give up the pre-emptive
rights to buy that part of the shares.


 


		4.	Exercise right



 


	4.1		In vesting period
and extended exercise period,
Party A can issue a exercise notice
("Exercise Notice") as Annex II of
this Agreement to Party B, and required to exercise
their share options in
this Agreement, acquired all
or part underlying shares of some domestic
companies are held by Party B.



	4.2		Once Party
B received the exercise notice which is issued by Party A, under
the provisions of above Article 4.1, Party B shall do immediately,
and no later than five
working days after its receipt
of the exercise notice,



 


	4.2.1		According
to the requirements of exercise right, notice the signed together with Party A and / or any entity (or persons) designated by
Party A such as "Equity Transfer Agreement" in Annex IV of this Agreement;



 


	4.2.2		In accordance with provisions
of the "Equity Transfer Agreement" Party A and / or any entity (or person) designated by Party A and the other shareholders
of domestic companies together through a format such as shareholder resolutions in Annex V of this Agreement, approve the "Equity
transfer Agreement "and modify the articles of association of domestic firms;



 


	4.2.3		Together
                                         with Party A and / or any entity (or person) specified by Party A and the other shareholders
                                         of domestic companies, promote domestic companies submit the "Equity Transfer Agreement"
                                         and the modification of the Articles of Association of the company to the relevant approving
                                         authority, and assist in obtaining necessary approvals;



 


	4.2.4		Together with Party A and
/ or any entity (or person) specified by Party A and the other shareholders of domestic companies, promote and assist domestic
companies formulate the corresponding registration changes from its registration authority;



 


	4.2.5		To complete the share purchase
all other necessary matters.






    -3- 


     


    

 


5.
Payment of the exercise price


 


	5.1		Both parties agree
that, unless applicable law requires otherwise, calculated
in accordance with Section 1.1 of
this Agreement provisions, the exercise price of the underlying
equity of the total amount of
(RMB_50,000Yuan) ("total exercise
price").


 

	5.2		If applicable
law requires price of the underlying equity
must be evaluated and the assessment of the
price of the underlying shares is higher than the
total exercise price, Party
B hereby irrevocably waives the difference between
the assessment price and total exercise price,
or if Party A have paid
the difference to Party B in order to complete the procedures
prescribed by law, Party B shall refund the difference
to Party A after completion of the program.



 


6.
Termination of domestic companies


 





	6.1		If domestic company
due to bankruptcy, dissolution or ordered
to close and terminate in the vesting period
or extended period, when the time of termination
occurs, the obligations of Party B under this Agreement
will be relieved.


 

	6.2		Party B shall further promises take nothing that might lead to domestic companies
bankruptcy, dissolution or termination order close in vesting period and extended period.


 

7. Representations
and Warranties of Party B


Party B represents and
warrants to Party A that till the expiring date of this agreement, Part B shall do as followings:


 


	7.1		Party B rightful hold the underlying shares of domestic company.



 


	7.2		Party B shall strictly abide by the obligations stipulated in the articles of the
domestic company. There does not affect party B as the situation of the legal status of the domestic shareholders in the company,
and also not any influence to exercise rights under this agreement by party B.



 


	7.3		In addition to Party B in accordance with the provisions of article 9 in this agreement, Party
B will pledge all the shares held by Party A in domestic companies. Underlying equity of domestic company held by Party B shall
set not any form of guarantee and any detained circumstances, and not exist any dispute, litigation, arbitration or any other form
of executive, judicial enforcement measures against the underlying equity, and no one able to make any claim to the underlying
shares.



 


	7.4		Party B has disclosed to Party A that it could have negative impact on its obligations in this
agreement, or Party A will have substantial adverse effect on all of the data or information when signing this agreement.



 


		8	Further commitment of Party B



 


Party
B commitment to Party A, in exercise period and extend vesting period:


 




    -4- 


     


    

		8.1	Party B in accordance with the provisions of this Agreement transfer all or part of
the underlying shares to Party A or specified entity (or person), and the equity will not be transferred without Party A’s
prior written express consent.



 


		8.2	Except in accordance with the provisions of Section 9 and the pledge from "Share
Pledge Contract", it will not set any other form of security interest in the underlying shares without the prior written
consent of Party A,



 


		8.3	If stock equity have been frozen in any circumstances, involved in any dispute, litigation,
arbitration, any other form of administrative, judicial enforcement measures, bankruptcy, dissolution, ordered to close or against
the equity of domestic companies, Party B shall take the necessary measures to redress immediately and immediately give written
notice to Party A.



 


		8.4	Without prior confirmation of Party A, Party B will
not agree to contracting management, leasing management, domestic company merger, division or affiliated, joint-stock companies,
or other change mode of operation and the arrangement of property right structure, or to transfer, sell for the domestic company,
shareholding or otherwise dispose all or a substantial part of the assets or rights and interests.



 


		9	The performance guarantee obligation of Party B



 


In order to ensure Party
B to fulfil all its obligations under this Agreement in accordance with the provisions of this Agreement, Party B agrees to all
of the underlying shares held by domestic companies pledge to Party A. Therefore, Party A together with Party B signed a "Share
Pledge Contract", and in accordance with relevant Chinese laws and regulations apply all necessary pledge registration.


 


		10	Liability for breach of contract


 

		10.1	If Party B violates any provision of this Agreement or this Agreement and / or "Share Pledge
Contract" has become invalid or unenforceable, Party A can take the following measures:



 


		10.2	Require Party B transferred all or any
part with the exercise price of the underlying shares to Party A or any entity (or persons) designated by Party A immediately;



 


		10.3	To realize the guarantee in the equity pledge contract. 



 


		10.4	Once Party A in accordance with the provisions of Article 9 "Share Pledge Contract" to
achieve the right, and Party A won the realization of the right related benefits and payments, shall be deemed to have fully complied
with the main obligations under this Agreement, Party A will no longer offer other payment request to Party B.



 


		11	Termination of the Contract



 


		11.1	Any time in the vesting period and the extension of the exercise period, if Party
A due to the application law cannot exercise right in accordance with the provisions of





    -5- 


     


    

			article 4, Party A can customize the discretion give written notice to party B unconditionally
lift this Agreement, and without incurring any liability.



 


		11.2	Any time in the vesting period and the extension of the exercise period, Party B has
no right to unilaterally terminate this agreement.



 


		12	Applicable law and dispute settlement



 


		12.1	Formation, validity, interpretation and performance of this agreement shall be governed
by the Chinese laws.



 


		12.2	All disputes in connection with this Agreement or the execution there of shall be
settled through friendly negotiations. In case one side notify its opinions in written way to
the other party cannot negotiate the dispute within 60 days to resolve the dispute, the disputes shall be submitted to China International
Economic and Trade Arbitration Commission for arbitration that shall be conducted in accordance with the Commission's arbitration
rules in effect at the time of applying for arbitration. The arbitral award is final and binding upon both parties. The Settlement
of Disputes shall be governed by and construed in accordance with the laws of the People's Republic of China. The arbitration
fee shall be borne by the losing party. In the course of settling disputes, the Agreement shall be continuously executed by both
parties except for the part that is under arbitration.



 


		13	Notification



 


Any notice
of this agreement shall be in written form and sent by registered mail, courier or facsimile. Notice to the other party should
according to the following address and number or receive prior notice to the other address and number in accordance with the provisions
of Section 13:


 


Party
A: Tianjin Information Sea Information Technology Co., Ltd


			Address:Room
1704-8359 Block A Building Kuangshiguoji Xiangluowan Tianjin Free Trade (Central Business District)



Fax:


Receiver:Liu
Zhixin


 


Party
B:Mr.
Liufu


Address:Room
21BC1 No.1 Xinghuo Road, Fengtai District, Beijing City


 





Fax:


 


Mrs
Liu Zhixin




    -6- 


     


    

Address:Room
21BC1 No.1 Xinghuo Road, Fengtai District, Beijing City


 


Fax:


 


		14	Other Matters



 


		14.1	Any party cannot refuse to perform its obligations under this Agreement, nor in any
way hinder, delay the achievement of the legitimate interests of the other party which has, under the present agreement.



 


		14.2	Annex to this Agreement constitutes an integral part of this Agreement indivisible,
and this agreement has the same legal effect.



 


		14.3	Matters not covered in this Agreement, two sides can resolve in the form of a supplementary agreement.
Any supplementary of the agreement in writing, all will become an integral part of this Agreement.



 


		14.4	Any party of this agreement shall not be allowed to change or terminate this agreement, any changes
or released to this Agreement, subject to mutual agreement and reach a written contract or agreement.



 


		14.5	Party A did not exercise or delay in exercising any right or remedy under this Agreement, shall
not be construed as Party A abandon such rights or remedies, will also not affect Party A in accordance with this Agreement and
/ or the laws and regulations exercise such rights or remedies at any time.



 


		14.6	Any part of the terms of this Agreement is invalid does not affect the validity of any other provision
of this Agreement.



 


		15	Text and effective 



 


		15.1	The original copy of this Agreement is (6) copies, each having the same legal effect.



 


		15.2	Since the date of this Agreement (the "Effective Date") signed by both parties
shall enter into force. This Agreement has signed by both parties in Beijing.



 


Date is
the first written in the first page,


 


(No
text below)


 


 


 


 


 


 


 


 


 




    -7- 


     


    

 


 


 


 


 


Party A: Tianjin
Information Sea Information Technology Co., Ltd


 


 


Signature:/s/
Liu Zhixin 


Name:
Liu Zhixin 


Position:
Legal Representative 


 


Party
B:Mr. Liu
Fu 


 


 


Signature:/s/
Liu Fu 


Mrs Liu Zhixin


 


 


Signature: /s/ Liu Zhixin




    -8- 


     


    

 


Annex
I of Option Agreement 



Notice of exercise their rights

(Format)


 


To: Liu Fu, Liu Zhixin


 


According
to the Option Agreement signed by you and our company on
October 27, 2015, our company inform and request you to transfer a 100 % stock of Shuhai
Information Technology Co., Ltd. that you hold with the price
of 50000 RMB yuan to Tianjin Information Sea Information
Technology Co., Ltd following the provisions of Option Agreement.


 


 


 


Best Regards,


 


 


 


 


Tianjin
Information Sea Information Technology Co., Ltd


(Seal)


October
27, 2015


 


 




    -9- 


     


    

 


Annex
II of Option Agreement 



Receipt of stock option price


 


Tianjin Information Sea
Information Technology Limited:


 


The undersigned
have confirmed to receive the Option Agreement signed on October 27, 2015. According to the Aritcle 2, Shuhai Information Technology
Co., Ltd. will respectively pay the signatory 10-yuan (RMB 10.00) per share for ten years.


 


 


Best Regards,


 


 


 


            /s/ Liu Zhixin                             


(Signature)


 


October 27, 2015


 


 


 


 


 


 




    -10- 


     


    

 


Annex III of
Option Agreement 


 


Equity Transfer
Agreement


 


The Equity Transfer Agreement (this agreement)
jointly signed by the following parties on October 27, 2015 in Beijing.


 


 


Transferor: (hereafter referred to as
"Party A")


Mr Liufu, 


The
house address Group 1, Committee 9, BaoAn Street, Kedong Town, KedongCounty Heilongjiang Province,


ID
No. 230230196505050257;


Mrs
Liu Zhixi,


The
house address Room 1204, Unit 3, Building 7, Tianqinwan Wuyi Road, Xinxiu District, Xianghe
County, Langfang City, Hebei Province.,


ID
No. 230230198601020225;


(together
as Party A)


 


Transferee:
(hereafter referred to as “Party B") Tianjin Information Sea Information Technology Co., Ltd,The
registered address Room 1704-8359 Block A Building Kuangshiguoji Xiangluowan Tianjin Free Trade (Central Business District) ,


The legal representative Liu Zhixin


 


Based on the following fact


 


1.     Party A is the shareholder of Shuhai
Information Technology Co., Ltd ("domestic company") hold the registered capital RMB50,000,000 Yuan of the domestic
company, accounting for 100% of the registered capital of the domestic company.


 


2.     Party A agrees to transfer its holdings
of registered capital RMB 50,000,000 of investment (hereafter referred to as "underlying shares") at the exercise price
fixed by the Article 1.1 in "Option Agreement", Party B agrees to have the above underlying equity from Party A.


 


Both parties, through friendly negotiation,
have reached the following agreements related matters.


 


1.The transfer of underlying equity


 




    -11- 


     


    

Both parties agree that Party A transfer
the underlying shares to Party B at RMB _50,000Yuan. Both parties confirm the underlying shares shall be formally transferred on
the effective date of the agreement. Since the date of transfer, Party A shall have no rights or bear obligations regarding the
underlying shares; Party B then has the right and the obligation of the underlying shares.


 


2.Applicable Laws and dispute solutions


 


2.1The execution, validity, creation
and performance of this Agreement shall be governed by the laws of PRC.


2.2For any dispute arising from or
in connection with the Agreement shall first be settled through friendly negotiation. When no settlement can be reached on a 60
days’ written notice, either party can refer the dispute to the China International Economic and Trade Arbitration Commission
for arbitration in Beijing in accordance with its then effective rules of arbitration. The award of the arbitration shall be final
and binding upon both parties.


 


3. Other issues


 


3.1Both parties negotiate and confirm
the issues, which are not addressed in this Agreement in a written supplemental agreement. Any supplementary in written form shall
be an integral part of this Agreement.


3.2 Either party may not arbitrarily alter
or rescind the agreement, the modification and rescission of this agreement in particular cases shall be agreed upon by both parties
through consultation, and make a written contract or agreement.


3.3 This Agreement is made in quadruplicate,
one original for each party hereto, one is for the company, and the last one is for the undergoing the registration formalities
of change of shareholders’ equity with the Bureau of Industry and Commerce.


 


This Agreement shall come into force upon
signature by the two parties (the "Effective Date"). This Agreement will duly and validly execute by both parties on
October 27, 2015 in Beijing.


 


(The
remainder of this page is intentionally left blank.)




    -12- 


     


    

 


 


Party A:   Liu Fu


 


 


Signature: /s/
Liu Fu


 


 


 


Party
B: Liu Zhixin 


 


 


Signature:           /s/
Liu Zhixin 


 


 


 


 


 


 


 


 


 


 


 


 


 






    -13-