Cooperation
Agreement


 


Agreement
Number: (2015) -HD-0313


 


Party
A: Benefactum Alliance Business Consultant (Beijing) Co., Ltd.





Address:
Room 1105 and 1106, F10, Building 1, No. 6, Danleng Street, Haidian District, Beijing





Post
Code: 100000





Contact:
Yang Lei





Tel:
0532-68895736 Fax: 0532-68895739





E-mail:
yanglei@hyjf.com;


 


Party
B: Haodai Tianxia Information Technology (Beijing) Co., Ltd.





Registered
address: 48#, F4, Building 17, Yard 30, Shixing Street, Shijingshan District, Beijing,100041, China





Contact
address: F3, Tower A, Kelin Building, Sibei Avenue 107, Dongcheng District, Beijing, 100007, China


 


Contact:





Tel:
Fax: 010-84019686





E-mail:


 


Whereas
Party A desires to use risk prevention and control data services from Party B’s Haodai Wang Fengyun risk control platform
(namely Internet data services and data product platform, hereinafter referred to as “Party B’s Platform”),
both parties have reached the following agreement under the principle of mutual benefit, complementary advantages, equality and
common development, through friendly and equal negotiation.


 


1.
Cooperation objective and content:


 


In
order to conduct business in compliance with laws and regulations, and to avoid any harms to Party A or Party A’s users
or the society arising from fraudulent principals (including natural person and corporation, the same below) or false data, Party
A needs to examine information that is submitted by Party A’s users, internal personnel, or parties with whom it has transactional
relationship and beneficial relationship.The parties have reached the following conditions and terms:


 


After
Party A legally obtains the authorization from data subject, it will submit data subject application to Party B’s platform;
Party B’s platform transmit such data to the authoritative data source and platform partners (e.g. Fair Isaac and other
internet service providers) or Party B’s database through the network; such the authoritative data source, platform partners
or Party B database will identify and conclude the results. Such the result will be transmitted by Party B’s platform to
Party A. These above services, including cooperation with Fair Isaac, shall be performed and completed in the Party B’s
platform; Party B is responsible for related services and content assistance, including technology service.


 




    	 



    	 



    

 


2.
Service requirements:


 


2.1
Party A promises it has obtained data subject’s consent, as well as authorization on disclosure of personal information
by Party A to Party B and inquiring via Party B’s platform before submitting such data to be identified to Party B’s
platform. The scope of authorization by the data subject covers Party A’s identification and use of such data hereunder.


 


Party
B shall not bear any legal liability arising from failure in obtaining such authorization by Party A. As requested by Party B,
Party A shall provide the data subject’s authorization documents within two working days. Party A is fully liable for any
and all legal disputes arising from inquiry and using such inquiry service without the permission or authorization of the data
subject; in case of any losses to Party B, Party A shall compensate for all losses hereto to Party B and shall bear full legal
responsibility.


 


2.2
Party B’s platform shall only give identification response to inquired data submitted by Party A. Party A may determine
the consistence between queried data and data subject on its own decisions.


 


2.3
Party B service hereunder shall be used by Party A for the following purpose: reference for identifying data that the data
subject submits and promises; Party B shall not exceed the aforementioned range.


 


2.4
Party A shall use the results under the legitimate, reasonable and necessary principle, in strict accordance with the scope of
authorization by data subject. Party A shall bear full liability arising out of exceeding such the range or illegal, improper
use.


 


2.5
Party A shall neither make the service interface that Party B’s platform provides accessible and available to the public,
nor provide similar services to those hereunder, nor sell / disclose such results from Party B’s platform in any forms or
substantively. If Party A needs to apply Party B’s name, business description, logos, trademarks and other intellectual
property rights into any promotional purposes relating to Party A’s information, such application shall be subject to written
authorization of Party B, and such authorization scope includes but is not limited to promotional purposes, forms, content, time
and other details.


 


2.6
Party A shall not use the service as the only way to examine data subject information.


 


2.7
In case of any adjustment to the results form or content due to national regulations or provisions of the authoritative data source,
the adjusted status shall prevail.


 


 


2.8
Party A hereby promises any information filled in “Customer Information Registration Form” is true and valid; it is
willing to bear any adverse consequences arising from any of such false information hereto.


 


2.9
Each party warrants its basic information and contact information hereunder is true and valid; in case of any change, it shall
promptly notify the other party in writing.


 


2.10
Except as agreed by Party B in advance in writing, Party A shall not release any news related to the project hereunder.


 




    	 



    	 



    

 


3.
Rights and obligations of Party A


 


3.1
Party A warrants and represents it is a legal entity incorporated and validly existing under the Chinese laws, and that it has
obtained qualifications to fulfill this Agreement; that it has the demand for identifying objective and true subject information;
Party B’s service is limited to use by reviewer having signed a valid contract with Party A or Party A’s own proprietary
review system that is not mixed with any other systems, and; that Party A will not set up any audit access interface or exit interface
on any Internet page or all kinds of external network client terminals


 


3.2
Party A will strictly comply with relevant laws and regulations relating to use of natural person or legal person information,
will not engage in any illegal activities for invasion of personal privacy or portrait. Party A shall neither disclose the interface
account and password to any third party, nor permit any third party to use this interface, nor transit to a third party through
the system. Any personal information inquired and obtained from Party B’s platform by Party A shall not be used or disclosed
to any third party; if Party A considers such disclosure or use as necessary, it shall separately obtain data subject’s
consent. Party A agrees it will be liable to any damage arising from such disclosure or use hereunder.


 


3.3
Party A shall be obliged to obtain the data subject’s full permission and written authorization for implementation of services
by Party B (according to power of attorney template as shown in Annex 2) in legitimate and effective manners, prior to using Party
B service, according to the requirements under this Agreement. Prior to obtaining the user authorization, Party A is obligated
to inform the user identification purposes, contents and possible consequences. Party A shall ensure that the power of attorney
is real, legitimate and effective, and that Party B is not obligated to review and verify the substantiality, authenticity, legitimacy
and effectiveness of power of attorney. Party A agrees it will be liable to any damage arising from such power of attorney.


 


3.4
Party A shall be obliged to take adequate and effective measures to protect, keep confidential, and prevent from disclosure, any
information related to this Agreement submitted by the data subject, any information known during execution and performance of
this Agreement, as well as any results given by Party B. such the obligation of confidentiality by Party A shall not be terminated
or relieved after termination or relief of this Agreement.


 


3.5
Party A warrants and represents it will not engage in any activities that may affect the cooperation hereunder or reputation and
interests of Party B, during the cooperation period.


 


4.
Rights and obligations of Party B


 


4.1
Party B warrants and represents it is a legal entity incorporated and validly existing under the Chinese laws, and that it has
obtained qualifications to fulfill this Agreement.


 


4.2
Party B warrants: after it receiving the data subject information to be identified that Party A submits, it will be capable to
objectively submit such data to the authoritative data source, platform partners or Party B’s database for further identification;
the identification results provided to Party A will be consistent with the above identification results.


 


4.3
In case of any service suspension arising from system adjustment, upgrading, expansion and other measures by authoritative data
source, platform partners or Party B database, Party B shall notify to Party A one working day in advance; in case of failure
in providing normal services due to power outages, system failures, transmission line or communication failures and other unpredictable
factors, Party B shall promptly notify and take active measures to recover the system to normal operation status.


 




    	 



    	 



    

 


4.4
Party B shall be obliged to take adequate and effective measures to protect, keep confidential, and prevent from disclosure, any
information related to this Agreement as well as any results given to Party A. Such the obligation of confidentiality by Party
B shall not be terminated or relieved after termination or relief of this Agreement.


 


4.5
Party B warrants that the identification results transmitted to Party A are consistent with the results provided by the data source,
platform partners or Party B database, but it is not obligated to recognize and verify the authenticity of results. Providing
results by Party B to Party A does not constitute any express or implied views or warranties to any persons, including Party A
and / or user, data subject to be identified. In any case, Party B is not liable for any decisions or actions that any persons,
including Party A and / or user, data subject, make/take according to the results, data or services.


 


4.6
Provision of services by Party B to Party A under this Agreement is not considered that Party A grants Party B any right in any
way, regardless of whether such right is granted in any form and in any meaning.


 


5.
Charging rate, bill-checking and settlement


 


5.1
The parties agree that Party A provides Party B with inquiry service for following service items in free of charge: repeated loan
application, record on inquiry by credit loan providers, inquiry on executed announcement, dishonest debtor inquiry, anti-fraud
blacklist, overdue payment records, personal blacklist, and acquiring blacklist inquiry. Except for the aforementioned items,
the service for any other items will be charged. Party B is entitled to charge Party A service fees in accordance with the rate
as released on Party B’s platform or as otherwise agreed by both parties in writing.


 


5.
2 FICO credit scoring decision-making system service fees are separately settled by Party A with FICO; Party B shall provide the
necessary assistance; Party B shall not be jointly and severally liable for fees settlement by any of the parties hereto.


 


5.3
Within 7 days from the date when this agreement enters into force, Party B shall set up a free account for inquiry by Party A.
If Party A requires Party B to provide charged inquiry service items, the parties will further negotiate for such settlement terms
and conditions, and then sign written agreement.


 


6.
Information security and confidentiality


 


6.1
The parties shall establish an information security protection system relating to technology and working system, thus to prevent
from information leakage. Any party shall be fully liable to any and all consequences and losses arising from information leakage
or access by third parties due to its own cases.


 


6.2
Any party shall be obligated to keep confidential regarding any trade secrets and confidential information known from the other
party during negotiation, communication, technology application as well as execution and fulfillment of this contract; it shall
be liable to make any of its personal (including its employees, consultants, etc.) to be bound and perform the same obligations
hereto. Without the written consent of the other party, no party shall disclose to any third party.


 


6.3
Without the written consent of the other party, no party shall disclose the existence of this agreement and any content hereunder
to any third party, including but not limited to price terms, payment and mode of payment, cooperative mode, etc.


 




    	 



    	 



    

 


7.
Liabilities for breach


 


7.1
After the Agreement becomes valid and effective, the parties shall fully perform the obligations under the Agreement. Any failure
by either party in performing any terms/ conditions shall be deemed as breach of contract. Except as otherwise agreed, a party
shall correct and then notify the other party in writing within three days upon receipt of a written notice describing the breach
matters from the other party. If it is confirmed the breach actually exists, such the beaching party shall bear the actual losses
to the observant party arising from its breach.


 


7.2
If Party A violates the terms and requirements under the Agreement relating to use of Party B service, Party B shall be deemed
as a defaulting party. Depending on actual circumstances, Party B is entitled to suspend account or interface, or freeze bonus
points, or unilaterally terminate the agreement and take other measures; in case Party A’s breach causes any losses to Party
B , Party A shall make full compensation.


 


7.3
No failure or delay by one party in exercising any of its rights shall be deemed as a waiver on such right, No failure in exercising
such rights shall be deemed as a waiver on exercising remaining rights. In case any conditions hereunder are adjudged as invalid,
the other conditions shall be deemed as performable and valid.


 


7.4
The service fees incurred before termination of this Agreement is not affected by termination of the agreement. The termination
of this agreement does not constitute a waiver on the right to claim against any other breaches of the defaulting party hereto.


 


8.
Force majeure


 


8.1
If the Agreement becomes non-performable or the business objectives hereunder are not realized due to any force majeure (including
but not limited to fire, flood, earthquake, typhoon, natural disasters, as well as change in government laws and regulations,
orders, adjustment in technical operators, communication and platform cooperation third-party or authoritative data source), no
party will bear any liabilities arising therefrom.


 


8.2
Upon the occurrence of force majeure, the suffering party shall immediately notify to the other party in the most efficient way
as soon as possible, for further negotiation on appropriate solutions.


 


9.
Dispute resolution and applicable laws


 


The
execution, performance and interpretation and dispute settlement of this agreement is only subject to the Chinese laws; any disputes
arising during the performance of the agreement shall be resolved by the parties through friendly negotiation. If such negotiation
fails, either party may bring a lawsuit for such dispute to the people’s court in the region where the plaintiff is located.


 


10.
Other matters


 


10.1
Any amendment to this agreement shall be written and executed by the parties separately into a supplemental agreement. Such the
supplementary agreement and official documents executed by/ between the parties (including, but not limited to letters, notices,
bills for settlement, invoices, etc.) shall be only delivered via express mail. Any documents dispatched by one party to the other
party’s contact address hereunder via express mail service shall be deemed as served from the date when the other party
signs in for receipt.


 


10.2
The Agreement comes into valid and effective for one year from the date when it is sealed by the parties. When this Agreement
expiries, Party B will terminate the provision of free inquiry service provided to Party A.


 




    	 



    	 



    

 


10.3
After the Agreement expires, the parties may renegotiate for renewal of such cooperation.


 


10.4
The Agreement is made in duplicate; each party holds one, and each one has the same legal effect.


 


Annex
1: Customer Information Registration Form


 


Annex
2: Power of Attorney on Customer Data Inquiry


 


(End
of text, no text below)


 


	Party
    A: Huizhong Business Consultants (Beijing) Co., Ltd. 	Party
    B: Haodai Tianxia Information Technology (Beijing) Co., Ltd.
	 	 
	Legal
    representative or authorized agent:	Legal
    representative or authorized agent:
	 	 
	Date:
                                         November 16, 2015

         
	Date:


 





 




    	 



    	 



    

 


Annex1


 


Customer
Information Registration Form


 


	

        The
        Company hereby makes the following commitments: 1) The following information is subject to change with written notice
        within 5 working days; 2) the persons filling out the form have obtained legal authorization on the performance of those
        functions from the legal person; 3) when requested to provide additional information, the Company will submit and assist.

	Company
                                         information

         
	Company
    name	Benefactum
    Alliance Business Consultant (Beijing) Co., Ltd.	Business
    Contact Information	Full
                                         name

         
	Yang
                                         Lei

         

	Legal
    representative	Liu
    Bodang	Department

         
	Risk
                                         control unit

         

	Office
    address / Invoice address	 	Post	Risk
    control director
	Company
    phone	0532-68895736	Contact
                                         number

         
	0532-68895736
	Company
    fax	0532-68895739	Phone

         
	13386421796
	Business
    license registration information	Business
    license registration number	110105016272683	 

        Email
        Address

         
	Yanglei@hyjf.com
	Organization
    code No.	07858766-5	Technical
    Contact Information	Full
                                         name

         
	Gao
                                         Honggang

         

	Date
    of establishment	September
                                         10, 2013

         
	Post	Product
    manager
	Operating
    period expires on 	September
    9, 2033	Contact
    number	 
	Company
    type	Private	Mobile	15264219799
	Registered
    Capital	 

        1.0581
        billion yuan
	Email
    address / QQ	gaohonggang@hyjf.com
	Paid-up
    capital	160.581
    million yuan	Registration	Company
    website	www.hyjf.com
	Business
    scope under business license 	Investment
                                         consulting: Investment management: financial consulting (prohibited to conduct audit,
                                         capital verification, appraisal, accounting, consulting, agency bookkeeping, and other
                                         business subject to specific approval, or to issue relevant audit reports, verification
                                         reports and other written materials): Market research; enterprise management consulting:
                                         basic software services: technical promotion services. (Any business subject to the approval
                                         shall not be conducted unless approved by relevant departments, and shall be only conducted
                                         in accordance with the approved content.)

        
	Business
    Platform URL (more than one available)	 
	IP
                                         address for filing:

        The
        Company authorizes Haodai Tianxia Information Technology (Beijing) Co., Ltd. to accept only from the company via the following
        authorized email: IP address issued for filing and any change application; upon the email is changed, the Company will
        notify in writing immediately.

	Login
    risk control platform account of Haodaiyun (please fill in if any)	 


 




    	 



    	 



    

 


Annex
2


 


Power
of Attorney on Customer Data Inquiry


 


Dear
Customer: In order to protect your rights and interests, please read the terms and conditions hereunder (especially bold content)
carefully and pay attention to your rights and obligations hereunder before signing this Power of Attorney.


 


____________________
(company name):


 


1.
I agree and irrevocably authorize: your company to collect and verify any data related to myself, via Internet data services and
data platform, in accordance with relevant state regulations and rules, including but not limited to personal data comparison,
education data, loan application record data, court litigation data, consumption analysis data, personal property data and integrated
data related with the duties performance, and to apply into the following purposes:


 


(A)
Examine and review my application (including but not limited to loans, consumption and other services);


 


(B)
Examine and review my qualification as a person in charge, legal representative, investor, guarantor, business operator, actual
controller of any individual, organization or institution, or those applied by specially engaged commercial unit.


 


(C)
Provide loans to myself or any individual, institution or organization, in which I serve as corporate sponsor, guarantor, business
operator or actual controller; implement post-loan risk management;


 


(D)
Other business offered to me within legitimate scope by your company


 


II.
If my business in your company is not approved, the documents and personal data product information may not be returned to me,


 


It
is hereby represented that I have read all these terms/conditions, and paid special attention to bold content. As requested, your
company has given clear explanation to the relevant terms/conditions. I have fully understood and acknowledged the meaning and
legal consequences of all the terms/conditions contained herein. I am willing to make the above authorization, warranty and representation.


 


Name:


 


ID
document name and number:


 


Signature
date:


 


(To
protect your legal interests, please complete the blank items.)