Exhibit 10.5 


 


Equity
Pledge Agreement


 


This
EQUITY PLEDGE AGREEMENT, (this “Agreement”), dated July 31, 2019, is made in Tianjin, the People’s Republic
of China (“PRC”) by and among:


 


Party
A: Chain Cloud Mall Network and Technology (Tianjin) Co., Ltd.


 


A-19
Zhongguancun Kexin Industrial Park, Shuangjie Town, Beichen District, Tianjin


 


Party
B: Kai Xu;


 


Party
C: Chain Cloud Mall E-commerce (Tianjin) Co., Ltd.


 


A-19
Zhongguancun Kexin Industrial Park, Shuangjie Town, Beichen District, Tianjin


 


(Party
B is referred to as “Pledgor” hereinafter; Party A is referred to as “Pledgee” hereinafter; and either
the Pledgor or the Pledgee is individually referred to as a “Party” and collectively referred to as the “Parties”.)


 


Whereas,


 


	(1)	Chain
                                         Cloud Mall E-commerce (Tianjin) Co., Ltd. (“E-commerce Tianjin”) is a limited
                                         liability company duly incorporated and validly existing under the PRC laws, with the
                                         registered share capital of RMB 188.88 million.



 


	(2)	The
                                         Pledgor holds 10% of total equity interests of E-commerce Tianjin. The amount of pledged
                                         debt equals the value of the Pledged Equity Interests as defined below, together with
                                         obligations under the relevant agreements.



 


	(3)	The
                                         Pledgee is a wholly foreign owned company duly incorporated and existing under the laws
                                         of the PRC.



 


	(4)	The
                                         Pledgee and E-commerce Tianjin entered into an Exclusive Technology Consulting and Service
                                         Agreement on July 31, 2019 (“Services Agreement”).



 


	(5)	The
                                         Pledgor, E-commerce Tianjin and the Pledgee entered into an Exclusive Purchase Option
                                         Agreement on July 31, 2019 (“Exclusive Purchase Option Agreement”). In addition,
                                         the Pledgor delivered the Power of Attorney to the Pledgee on July 31, 2019 (“Power
                                         of Attorney”, together with the Services Agreements and Exclusive Purchase Option
                                         Agreement, collectively referred as “Master Agreement”).



 


	(6)	In
                                         order to secure the Pledgor’s performance of his obligations under this Agreement
                                         and the Master Agreement, and in order to ensure E-commerce Tianjin to be able to perform
                                         its obligations under the Services Agreements, the Pledgor hereby pledges all the equity
                                         interests held by him in E-commerce Tianjin as the guaranty for his and/or E-commerce
                                         Tianjin’s performance of obligations under the Master Agreement.



 






     


     


    

 


NOW,
THEREFORE, the Parties hereby agree as follows through friendly negotiations:


 


	1.	Definition



 


Unless
otherwise specified herein, the following words shall have the meanings as follows:


 


		1.1	Pledge
                                         Right: means the priority right the Pledgee owns, with respect to the proceedings arising
                                         from selling at a discount, auction of, or selling off the equity interests pledged by
                                         the Pledgor to the Pledgee.

                                         
	 	 	 



		1.2	Pledged
                                         Equity Interests: means all the equity interests duly held by the Pledgor in E-commerce
                                         Tianjin, i.e. 10% equity interests of E-commerce Tianjin, as well as all the other rights
                                         created over it.

                                         
	 	 	 



		1.3	Term
                                         of Pledge: means the period of term specified in Article 3 hereof.



 


		1.4	Event
                                         of Default: means any of the circumstances listed in Article 7 hereof.



 


		1.5	Notice
                                         of Default: means any notice issued by the Pledgee to the Pledgor in accordance with
                                         this Agreement specifying an Event of Default.

                                         
	 	 	 



	2.	Pledge
                                         Right and Scope of Guaranty



 


		2.1	The
                                         Pledgor agrees to pledge all the Pledged Equity Interests to the Pledgee as the guaranty
                                         for his and/or E-commerce Tianjin’s performance of all the obligations under the
                                         Master Agreement and all the liabilities of indemnification to the Pledgee which may
                                         arise due to the invalidity or cancellation of the Master Agreement. E-commerce Tianjin
                                         agrees with such equity pledge arrangement.



 


		2.2	The
                                         effect of guaranty under the Master Agreement will not be prejudiced by any amendment
                                         or change of the Master Agreement. The invalidity or cancellation of the Master Agreement
                                         does not impair the validity of this Agreement. In the event that the Master Agreement
                                         is deemed as invalid, or cancelled or revoked for any reason, the Pledgee is entitled
                                         to realize its pledge right in accordance with Article 8 hereof.

                                         
	 	 	 



	3.	Creation
                                         and Term of Pledge

                                         

                                         



		3.1	The
                                         Pledge Right hereunder shall be reflected on the register of shareholders and the capital
                                         contribution certificate in accordance with the form as attached to this Agreement.

                                         







		3.2	The
                                         term of the Pledge Right is effective from the registration of pledge of equity interests
                                         with the Administration for Industry and Commerce of the place where E-commerce Tianjin
                                         is registered, till the day on which all the obligations under the Master Agreement are
                                         fully performed (“Term of Pledge”).

                                         







		3.3	During
                                         the Term of Pledge, if the Pledgor and/or E-commerce Tianjin fails to perform any obligation
                                         under or arising from the Master Agreement, the Pledgee has the right to dispose of the
                                         Pledge Right in accordance with Article 8 hereof.

                                         
	 	 	 



	4.	Possession
                                         of Pledge Certificates

                                         

                                         



		4.1	The
                                         Pledgor shall deliver the register of shareholders and capital contribution certificate
                                         of E-commerce Tianjin which reflects the pledge of equity interests as mentioned in above
                                         Article 3 within three (3) business days from the execution of this Agreement, to the
                                         Pledgee for its possession, and the Pledgee is obligated to keep the received pledge
                                         documents.

                                         
	 	 	 



		4.2	The
                                         Pledgee is entitled to all the proceeds in cash including the dividends and all the other
                                         non-cash proceeds arising from the Pledge Equity Interests since July 31, 2019.

                                         








    2


     


    

 


	5.	Representations
                                         and Warranties of the Pledgor

                                         

                                         



		5.1	The
                                         Pledgor is the legal owner of Pledged Equity Interests.



 


		5.2	Once
                                         the Pledgee intends to exercise the rights of the Pledgee under this Agreement anytime,
                                         it shall be protected from any interference from any other party.

                                         



		5.3	The
                                         Pledgee has the right to dispose of or transfer the Pledge Right in the way as described
                                         hereunder.



 


		5.4	The
                                         Pledgor has never created any other pledge right or any other third party right over
                                         the Pledged Equity Interests except towards the Pledgee.

                                         




	6.	Covenants
                                         from the Pledgor

                                         

                                         



		6.1	During
                                         the term of this Agreement, the Pledgor covenants to the Pledgee as follows:

                                         




		6.1.1	Without
                                         prior written consent of the Pledgee, the Pledgor should not transfer the Pledged Equity
                                         Interests, or create or allow creation of any new pledge or any other security upon the
                                         Pledged Equity Interests which may impair the rights and/or interest of the Pledgee,
                                         except for the transfer of Pledged Equity Interests to the Pledgee or the person designated
                                         by the Pledgee in accordance with the Exclusive Purchase Option Agreement.

                                         
	 	 	 



		6.1.2	The
                                         Pledgor shall abide by and exercise all the provisions of laws and regulations in relation
                                         to the pledge of rights, and shall present the Pledgee any and all notices, directions
                                         or suggestions issued by related competent authorities within two (2) days upon the receipt
                                         of such notices, directions or suggestions, and shall comply with such notices, directions
                                         or suggestions, or present its opposite opinions and representations regarding the above
                                         mentioned issues according to the reasonable request of the Pledgee or with the consent
                                         from the Pledgee;

                                         
	 	 	 



		6.1.3	The
                                         Pledgor shall give prompt notice to the Pledgee regarding any occurrence or received
                                         notice which may influence the Pledged Equity Interests or any part of the Pledged Equity
                                         Interests held by the Pledgee, or may change any warranties or obligations of the Pledgor
                                         under this Agreement or may influence the performance of obligations by the Pledgor hereunder.

                                         
	 	 	 



		6.2	The
                                         Pledgor agrees that, the right of the Pledgee to exercise of Pledge Right hereunder in
                                         accordance with this Agreement, shall not be interfered or impaired by any legal proceedings
                                         taken by the Pledgor, or the successor or designated person of the Pledgor or any other
                                         person.

                                         



 






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		6.3	The
                                         Pledgor warrants to the Pledgee that, in order to protect or consummate the guaranty
                                         provided by this Agreement regarding the performance of the Master Agreement, the Pledgor
                                         will faithfully sign, or cause any other party which is materially related to the Pledge
                                         Right to sign, any and all right certificates and deeds, and/or take, or cause any other
                                         party which is materially related to the Pledge Right to take, any and all actions, reasonably
                                         required by the Pledgee, and will facilitate the exercise of the rights and authorizations
                                         granted to the Pledgee under this Agreement, enter into any change to related equity
                                         certificate with the Pledgee or the Pledgee’s designated person (individual/legal
                                         person), and provide to the Pledgee any and all notices, orders and decisions as deemed
                                         necessary by the Pledgee.

                                         
	 	 	 



		6.4	The
                                         Pledgor undertakes to the Pledgee he will abide by and perform all representations, warranties
                                         and undertakings to protect the interests of the Pledgee. The Pledgor shall indemnify
                                         the Pledgee any and all losses suffered by the Pledgee due to the Pledgor’s failure
                                         or partial failure in performance of his representations, warranties or undertakings.

                                         
	 	 	 



		6.5	The
                                         Pledgor covenants to the Pledgee he assumes several and joint liabilities with respect
                                         to the obligations hereunder.

                                         
	 	 	 






		6.6	The
                                         Pledgor irrevocably agrees to waive the preemptive right with respect to the Pledged
                                         Equity Interests pledged by other shareholders of E-commerce Tianjin to the Pledgee,
                                         as well as the transfer of equity interests due to the exercise of Pledge Right by the
                                         Pledgee.

                                         
	 	 	 



	7.	Event
of Default





 


		7.1	Any
                                         of the following is deemed as an Event of Default:

                                         




		7.1.1	E-commerce
                                         Tianjin fails to perform its obligations under the Master Agreement;



 


		7.1.2	Any
                                         representation or warranty of the Pledgor under this Agreement is substantially misleading
                                         or untrue, and/or the Pledgor breaches any of his representations and warranties under
                                         this Agreement;



 


		7.1.3	The
                                         Pledgor breaches its covenants hereunder;



 


		7.1.4	The
                                         Pledgor breaches any provision hereof;



 


		7.1.5	Except
                                         that the Pledgor transfers the equity interests to the Pledgee or the Pledgee’s
                                         designated person in accordance with the Exclusive Purchase Option Agreement, the Pledgor
                                         waives the Pledged Equity Interests or transfers the Pledged Equity Interests without
                                         the written consent from the Pledgee;

                                         
	 	 	 



		7.1.6	Any
                                         external borrowings, guaranty, indemnification, undertakings or any other liabilities
                                         of the Pledgor (1) is required to be repaid or exercised early due to its default; or
                                         (2) is not repaid or exercised when due, which makes the Pledgee reasonably believes
                                         that the ability of the Pledgor to perform his obligations under this Agreement has been
                                         impaired.

                                         
	 	 	 



		7.1.7	The
                                         Pledgor fails to repay general debts or other liabilities;



 






    4


     


    

 


		7.1.8	This
                                         Agreement is deemed to be illegal with promulgation of related laws, or the Pledgor is
                                         unable to continue to perform his obligations hereunder;

                                         



 


		7.1.9	The
                                         consent, permit, approval or authorization from the competent authorities for making
                                         this Agreement enforceable, legal or valid is revoked, suspended, invalidated or materially
                                         amended;

                                         



 


		7.1.10	Adverse
                                         change occur with respect to the assets of the Pledgor, which makes the Pledgee reasonably
                                         believes that the ability of the Pledgor to perform his obligations under this Agreement
                                         has been impaired.

                                         



 


		7.1.11	Successor
                                         of the Pledgor or E-commerce Tianjin can only perform part of, or refuses to perform,
                                         its obligations under this Agreement.

                                         



 


		7.1.12	Other
                                         circumstances occur which make the Pledgee unable to exercise or dispose of the Pledge
                                         Right in accordance with related laws.

                                         



 


		7.2	In
                                         the event that is aware of or discover that any issue described in the above Article
                                         7.1 or any other issue which may cause the occurrence of such mentioned issues has occurred,
                                         the Pledgor shall give a prompt written notice to the Pledgee.

                                         



 


		7.3	Unless
that the Event of Default specified in above Article 7.1 has been resolved to the satisfaction of the Pledgee, otherwise the Pledgee
is entitled to (not obligated to) serve a Notice of Default to the Pledgor immediately following or any time after the occurrence
of the Event of Default, to require the Pledgor and E-commerce Tianjin to immediately perform its obligations under the Master
Agreement (including without limitation to payment of the due and unpaid debts and other amounts payable under the Services Agreements)
or dispose of the Pledge Right in accordance with Article 8 hereof.





 


	8.	Exercise
                                         of Pledge Right

                                         

                                         



		8.1	Prior
                                         to the fulfillment of performance of the obligations under the Master Agreement, the
                                         Pledgor should not transfer the Pledged Equity Interests without the written consent
                                         of the Pledgee.

                                         



 


		8.2	In
                                         the event of occurrence of the Event of Default described in above Article 7, the Pledgee
                                         shall give a Notice of Default to the Pledgor when exercising the Pledge Right. The Pledgee
                                         may exercise the right to dispose of the Pledge Right at the same time of or any time
                                         after the service of the Notice of Default.

                                         



 






    5


     


    

 


		8.3	The
                                         Pledgee has the right to sell in accordance with legal procedure or dispose of in the
                                         other way allowed by law the Pledged Equity Interests hereunder. If the Pledgee decides
                                         to exercise the Pledge Right, the Pledgor undertakes to transfer all of his shareholder
                                         rights to the Pledgee for exercise. In addition, the Pledgee has the priority to receive
                                         the proceedings arising from selling at a discount, auction of, or selling off the equity
                                         interests pledged by the Pledgor to the Pledgee according to the legal proceedings.

                                         



 


		8.4	When
                                         the Pledgee is disposing of the Pledge Right in accordance with this Agreement, the Pledgor
                                         should not create any obstacle, and shall provide any necessary assistance to help the
                                         Pledgee to realize the Pledge Right.

                                         



 


	9.	Transfer
                                         of Agreement

                                         

                                         



		9.1	Unless
                                         with the prior consent from the Pledgee, the Pledgor has no right to grant or transfer
                                         any of his rights and obligations hereunder.

                                         



 


		9.2	This
Agreement is binding upon the Pledgor and his successor, as well as the Pledgee, and its successors and assignees permitted by
the Pledgee.


	 	 	 



		9.3	The
                                         Pledgee is entitled to transfer any or all rights and obligations under the Master Agreement
                                         to any person (individual/legal person) designated by it at anytime. Under this circumstance,
                                         the assignee have the same rights and obligations as the Pledgee under this Agreement,
                                         as if such rights and obligations are granted to it as a party to this Agreement. When
                                         transferring the rights and obligations under the Services Agreements, this Agreement,
                                         the Exclusive Purchase Option Agreement and/or Power of Attorney, the Pledgor shall sign
                                         any and all related agreement and/or documents as required by the Pledgee.

                                         



 


		9.4	With
                                         the change of pledgee due to the transfer, all the parties to the new pledge shall enter
                                         into a new pledge contract, which shall be substantially same to this Agreement in the
                                         content and to the satisfaction of the Pledgee.

                                         



 


	10.	Effectiveness
                                         and Termination

                                         

                                         



		10.1	This
                                         Agreement becomes effective on the date hereof. All Parties agree and confirm that the
                                         terms and conditions hereof become effective since July 31, 2019.

                                         
	 	 	 



		10.2	The
                                         Parties confirm that whether the pledge hereunder has been registered and recorded or
                                         not will not impair the effectiveness and validity of this Agreement.

                                         



 


		10.3	This
                                         Agreement will terminate two (2) years after the Pledgor and /or E-commerce Tianjin no
                                         longer assume any liability under or arising from the Master Agreement.

                                         
	 	 	 






		10.4	Release
                                         of pledge shall be recorded accordingly on the register of shareholders of E-commerce
                                         Tianjin and related deregistration formalities shall be proceeded with at the Administration
                                         for Industry and Commerce of the place where E-commerce Tianjin is registered.

                                         



 






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	11.	Processing
                                         Fee and Other Costs

                                         

                                         



All
fees and actual costs related to this Agreement, including not limited to legal fees, processing fee, duty stamp and all the other
related taxes and expenses shall be borne by the Pledgor. If related taxes is borne by the Pledgee in accordance with laws, then
the Pledgor shall fully indemnify the Pledgee all the taxes withheld by the Pledgee.


 


	12.	Force
                                         Majeure

                                         

                                         



		12.1	“Force
                                         Majeure Event” shall mean any event beyond the reasonable controls of the Party
                                         so affected, which are unpredictable, unavoidable, irresistible even if the affected
                                         Party takes a reasonable care, including but not limited to governmental acts, Act of
                                         God, fires, explosion, geographical variations, storms, floods, earthquakes, morning
                                         and evening tides, lightning or wars, riot, strike, and any other such events that all
                                         Parties have reached a consensus upon. However, any shortage of credits, funding or financing
                                         shall not be deemed as the events beyond reasonable controls of the affected Party.

                                         
	 	 	 



		12.2	In
the event that the performance of this Agreement is delayed or interrupted due to the said Force Majeure Event, the affected Party
shall be excused from any liability to the extent of the delayed or interrupted performance. The affected Party which intends
to seek exemption from its obligations of performance under this Agreement or any provision of this Agreement shall immediately
inform the other Party of such a Force Majeure Event and the measures it needs to take in order to complete its performance.





 


	13.	Dispute
                                         Resolution

                                         

                                         



		13.1	The
                                         formation, validity, performance and interpretation of this Agreement and the disputes
                                         resolution under this Agreement shall be governed by the PRC laws.

                                         
	 	 	 



		13.2	The
                                         Parties shall strive to settle any dispute arising from or in connection with this Agreement
                                         through friendly consultation. In case no settlement can be reached through consultation
                                         within thirty (30) days after the request for consultation is made by any Party, any
                                         Party can submit such matter to China International Economic and Trade Arbitration Commission
                                         for arbitration in accordance with its then effective rules. The arbitration shall take
                                         place in Beijing. The arbitration award shall be final and binding upon all the Parties.

                                         



 


	14.	Notices

                                         

                                         



Notices
or other communications required to be given by any Party pursuant to this Agreement shall be made in writing and delivered personally
or sent by mail or facsimile transmission to the addresses of the other Parties set forth below or other designated addresses
notified by such other Parties to such Party from time to time. The date when the notice is deemed to be duly served shall be
determined as the follows: (a) a notice delivered personally is deemed duly served upon the delivery; (b) a notice sent by mail
is deemed duly served on the seventh (7th) day after the date when the air registered mail with postage prepaid has been sent
out (as is shown on the postmark), or the fourth (4th) day after the delivery date to the internationally recognized courier service
agency; and (c) a notice sent by facsimile transmission is deemed duly served upon the receipt time as is shown on the transmission
confirmation of relevant documents.


 






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If
to the Pledgee: Chain Cloud Mall Network and Technology (Tianjin) Co., Ltd.


 




Address:A-19 Zhongguancun Kexin Industrial Park, Shuangjie Town, Beichen District, Tianjin


Phone:
86-


Attention:
Yongning Jia


 


If
to the Pledgor: Kai Xu


 


Address:
A-19 Zhongguancun Kexin Industrial Park, Shuangjie Town, Beichen District, Tianjin


Phone:
86-


 


	15.	Miscellaneous

                                         

                                         



		15.1	The
                                         headings contained in this Agreement are for the convenience of reference only and shall
                                         not be used to interpret, explain or otherwise affect the meaning of the provisions of
                                         this Agreement.

                                         
	 	 	 



		15.2	The
                                         Parties agree to promptly execute any document and take any other action reasonably necessary
                                         or advisable to perform provisions and purpose of this Agreement.

                                         
	 	 	 



		15.3	The
                                         Parties confirm that this Agreement shall, upon its effectiveness, constitute the entire
                                         agreement and common understanding of the Parties with respect to the subject matters
                                         herein and fully supersede all prior verbal and/or written agreements and understandings
                                         with respect to the subject matters herein.

                                         
	 	 	 



		15.4	The
                                         Parties may amend and supplement this Agreement in writing. Any amendment and/or supplement
                                         to this Agreement duly signed by the Parties is an integral part of and has the same
                                         effect with this Agreement.

                                         
	 	 	 



		15.5	Any
                                         Party’s failure to exercise the rights under this Agreement in time shall not be
                                         deemed as its waiver of such rights and would not affect its future exercise of such
                                         rights.

                                         
	 	 	 



		15.6	If
                                         any provision of this Agreement is held void, invalid or unenforceable by a court of
                                         competent jurisdiction, governmental agency or arbitration authority, the validity, legality
                                         and enforceability of the other provisions hereof shall not be affected or impaired in
                                         any way. The Parties shall cease performing such void, invalid or unenforceable provisions
                                         and revise suchvoid, invalid or unenforceable provisions only to the extent closest to
                                         the original intention thereof to recover its validity or enforceability for such specific
                                         facts and circumstances.

                                         
	 	 	 



		15.7	Any
schedule hereto is an integral part of and has the same effect with this Agreement.


		 	



		15.8	This
                                         Agreement is made in five (5) originals with each Party holding one (1) original. And
                                         other originals are submitted to the AIC for proceeding with the formalities of registration
                                         of pledge of equity interests.

                                          [No text below]



 






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(Signature
Page)


 


IN
WITNESS THEREOF, each Party has signed or caused its legal representative to sign this Agreement as of the date first written
above.


 


Party
A: Chain Cloud Mall Network and Technology (Tianjin) Co., Ltd


 


/s/
Chain Cloud Mall Network and Technology (Tianjin) Co., Ltd


 






(Seal
of Chain Cloud Mall Network and Technology (Tianjin) Co., Ltd)


 


Signature
of authorized representative: /s/ Yongning Jia                                 


 


	Party B: Kai Xu	 
	 	 
	By:	/s/
    Kai Xu	 




  


Party
C: Chain Cloud Mall E-commerce (Tianjin) Co., Ltd.


 


/s/
Chain Cloud Mall E-commerce (Tianjin) Co., Ltd.


 






(Seal
of Chain Cloud Mall E-commerce (Tianjin) Co., Ltd.)


 


Signature
page for the Equity Pledge Agreement


 






    9


     


    

 


Schedule
1:


 


Register
of Shareholders of Chain Cloud Mall E-commerce (Tianjin) Co., Ltd.


 


	Name
                                         of Shareholder
	 	Shareholding
                                         Percentage
	 	 	Registration
                                         of Pledge

	Zeyao
    Xue 
	 	 	90	%	 	In
    accordance with the Equity Pledge Agreement by and among Zeyao Xue, Chain Cloud Mall Network and Technology (Tianjin) Co.,
    Ltd and Chain Cloud Mall E-commerce (Tianjin) Co., Ltd. dated July 31, 2019, Zeyao Xue has pledged all the equity interests
    held by him to Chain Cloud Mall Network and Technology (Tianjin) Co., Ltd. 

	Kai
                                         Xu
  
	 	 	10	%	 	In
    accordance with the Equity Pledge Agreement by and among Kai Xu, Chain Cloud Mall Network and Technology (Tianjin) Co., Ltd
    and Chain Cloud Mall E-commerce (Tianjin) Co., Ltd. dated July 31, 2019, Kai Xu has pledged all the equity interests held
    by him to Chain Cloud Mall Network and Technology (Tianjin) Co., Ltd. 




 


Chain
Cloud Mall E-commerce (Tianjin) Co., Ltd.


 


 


                                                         (Seal
)     


 


Legal
representative (signature)


Date:                                              








 






    10


     


    

 


Schedule
2:


 


Chain
Cloud Mall E-commerce (Tianjin) Co., Ltd.


Capital
Contribution Certificate (No.: 001)


 


Company:
Chain Cloud Mall E-commerce (Tianjin) Co., Ltd.


Date
of Incorporation: April 04, 2019


Registered
Capital: RMB 188,880,000


Shareholder:
Zeyao Xue


Shareholder
Ownership of E-commerce Tianjin: 90% of all equity interest of Chain Cloud Mall E-commerce (Tianjin) Co., Ltd.


 


In
accordance with the Equity Pledge Agreement by and among Zeyao Xue, Chain Cloud Mall Network and Technology (Tianjin) Co., Ltd
and Chain Cloud Mall E-commerce (Tianjin) Co., Ltd. dated July 31, 2019, Zeyao Xue has pledged all the equity interests held by
him to Chain Cloud Mall Network and Technology (Tianjin) Co., Ltd.


 


	 	Chain
    Cloud Mall E-commerce (Tianjin) Co., Ltd.
	 	 
	 	Signature:
    (Seal)                                               
	 	Name:
    Yongning Jia
	 	Title:
    Legal representative
	 	Date:
    July 31, 2019










 






    11


     


    

 


Chain
Cloud Mall E-commerce (Tianjin) Co., Ltd.


Capital
Contribution Certificate (No.: 002)


 


Company:
Chain Cloud Mall E-commerce (Tianjin) Co., Ltd.


Date
of Incorporation: April 04, 2019


Registered
Capital: RMB 188,880,000


Shareholder:
Kai Xu


Shareholder
Ownership of E-commerce Tianjin: 10% of all equity interest of Chain Cloud Mall Network and Technology (Tianjin) Co., Ltd.


 


In
accordance with the Equity Pledge Agreement by and among Kai Xu, Chain Cloud Mall Network and Technology (Tianjin) Co., Ltd and
Chain Cloud Mall E-commerce (Tianjin) Co., Ltd. dated July 31, 2019, Kai Xu has pledged all the equity interests held by him to
Chain Cloud Mall Network and Technology (Tianjin) Co., Ltd.


 





	 	Chain
Cloud Mall E-commerce (Tianjin) Co., Ltd. (seal)
	 	 
	 	Signature:
    (Seal)                                               
	 	Name:
Yongning Jia
	 	Title:
Legal Representative
	 	Date:
    July 31, 2019


 


 


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