Exhibit 4.111


 


Cooperative Agreement for Mobile Phone
Reading


 


Content


 


		Agreement	No.:



 


Date for Signature:


 




    	 



    	 



    

 


This Agreement is entered into by and between
the following parties:


 


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


Legal Representative:


Mailing Address: No.288, Huan Cheng North
Road, Hangzhou City, Zhejiang Province


Zip Code: 310006


Tel:


 


Party B: Nanjing Popular Net Books Culture
Co., Ltd.


Legal Representative: Lin Hu


Mailing Address: A1 & A2, 15/F, No.18,
Zhongshan East Road, Baixia District, Nanjing


Zip Code: 210005


Tel.: 025-66670823


 




    	 



    	 



    

 


Upon friendly consultation on the basis
of equality and mutual benefit, the Parties hereto have reached a consensus in connection with Party B authorizing Party A to use
certain copyrighted works to which Party B holds legitimate rights and Party B enjoying corresponding right to earnings arising
therefrom. In order to standardize the rights and obligations of the Parties during such cooperation, the Parties have entered
into this Agreement.


 


ARTICLE 1 DEFINITIONS AND PRINCIPLES
OF COOPERATION


 


Mobile Phone Reading Business refers to
Party A's own value-added business which provides users with e-books (including but not limited to such works as books, magazines
and comics) by using mobile phones, mobile e-books and other similar equipment as the terminals, and through the networks of mobile
communications and the Internet (wired and wireless). Users may access to and use the e-books in the Mobile Phone Reading Business
by means of reading online, storing to the personal book shelf at the mobile phone reading platform, or downloading to the terminal
and then reading offline.


 


As the base of mobile phone reading products
of China Mobile, Party A is responsible for operating the Mobile Phone Reading Business and for introducing the contents and copyrights
of the works under the delegation of China Mobile Communications Group and China Mobile Communication Co., Ltd.


 


Party B voluntarily engages in the Mobile
Phone Reading Business, and becomes a CP (content provider) for Party A’s mobile phone reading base, and will license the
copyrights and relevant rights to Party A in accordance with the terms and conditions of this Agreement; Party B has full knowledge
and understands all terms and conditions of this Agreement, and shall comply with and agrees to be bound by the relevant laws and
regulations of the People's Republic of China.


 


During the course of cooperation, each
Party shall comply with this Agreement and actively cooperate with the other Party.


 


ARTICLE 2 CONTENT OF AUTHORIZATION


 


1. Party B hereby agrees that it will grant
Party A the information network dissemination right of the works (including the cover images thereof, same as hereinafter) listed
in the letter of authorization in accordance with the terms and conditions of this Agreement. The “information network dissemination
right” referred to herein shall include the rights to produce, reproduce, publish, distribute, disseminate and sell through
the mobile communications network and the Internet (whether wired or wireless, same as hereinafter).


 


While providing the licensed works to Party
A, Party B shall also convert the licensed works (including the cover images thereof) into e-books according to the e-book format
of the Mobile Phone Reading Business through the offline conversion tool available at the mobile phone reading platform, and then
upload the e-books to the mobile phone reading platform.


 


Party B hereby agrees that, to exercise
the information network dissemination right mentioned above, Party A may digitize or cause to digitize the works provided by Party
B, and make them into the e-books in various formats (“Right to Make E-books”).


 




    	 



    	 



    

 


2. Party B hereby agrees that Party A may
sub-license the aforesaid right to make e-books and the information network dissemination right to China Mobile Communications
Group and China Mobile Communications Co., Ltd.


 


3. After this Agreement is duly executed,
Party B shall continuously provide the licensed works to Party A. The detailed list of works will be set forth in the applicable
letter of authorization, which shall be attached hereto as an appendix. The terms and conditions of this Agreement shall apply
to the letters of authorization subsequently issued by Party B.


 


4. The nature of the license granted by
Party B to Party A hereunder is specified in the applicable letter of authorization. In case of an exclusive license, Party A may
solely and exclusively use the works licensed by Party B.


 


5. The territory of the license granted
by Party B to Party A hereunder is worldwide.


 


6. The term of the license granted by Party
B to Party A hereunder is specified in the applicable letter of authorization, but it shall not be less than 24 months.


 


ARTICLE 3 RIGHTS AND OBLIGATIONS OF
PARTY A


 


1. During the term of this Agreement, Party
A may make the e-books based on the works licensed by Party B within the scope of license and reproduce, distribute, publish, disseminate
and sell them through the mobile communication network and the Internet, including but not limited to making available the works
through the Mobile Phone Reading Business to the users for reading, storage and downloading. Party A may grants a sub-license to
China Mobile Communications Group and China Mobile Communications Co., Ltd., so that they may make the e-books, and reproduce,
distribute, publish, disseminate and sell them through the mobile communication network and the Internet.


 


2. Party A shall exercise the rights mentioned
above within the scope of license specified in this Agreement and the applicable letter of authorization.


 


3. Party A shall provide the relevant technical
support and maintenance services for the Mobile Phone Reading Business.


 


4. Party A may supervise, manage and operate
the works provided by Party B at the mobile phone reading platform. Party A may refuse to post any work or content provided by
Party B which does not comply with any state law, regulation or policy or Party A considers inappropriate; provided, however, any
of the activities mentioned above shall not be deemed as Party A's endorsement, guarantee or warranty of any work or content provided
by Party B. Party B shall be fully responsible for the works or contents provided by it hereunder. If any work or content provided
by Party B is inappropriate or has any copyright defect, Party A may claim legal liabilities and loss against Party B.


 


5. Party A will regularly provide Party
B with the information about the account settlement of Party B's all works according to the settlement rules, and pay the earnings
to Party B in accordance with this Agreement.


 


6. Party A may determine the price and
the forms of marketing, packing, promotion and sale of the works as per the market needs, and Party B may give pricing recommendation
to Party A according to the market value of the works.


 




    	 



    	 



    

 


7. During the term of cooperation and for
the purpose of advertising and promotion, Party B hereby grants Party A a free license to use Party B's corporate name (trade name),
trademark, LOGO, visual identity (VI) and other brands, fragment of works (no more than 30% of the original works), name of work,
illustration of works, page of works and cover of works, within the scope of licensed business.


 


8. During the term of cooperation, if the
term of the copyright license for any of Party B's works expires and Party B does not renew the license thereafter, Party A shall
take down the relevant work from the shelf upon expiration of the term; however, in order to protect the rights and interests of
consumers, with respect to any work subscribed by any user, Party A may retain such work in the personal shelf of the user on the
mobile phone reading platform.


 


9. If this Agreement is not renewed upon
expiration or terminated in advance, Party A may continue to use the works licensed by Party B till the term of license expires.
With respect to any work subscribed by any user, Party A may retain such work in the personal shelf of the user on the mobile phone
reading platform after the term of license expires.


 


10. If there is any dispute over the copyright
of any work between Party B and the copyright holder and thus Party A has to take down the work from the shelf, Party A shall give
full cooperation. However, in order to protect the rights and interests of consumers, with respect to any work subscribed by any
user, Party A may retain such work in the personal shelf of the user on the mobile phone reading platform. All liabilities resulting
therefrom and all damages and losses suffered by Party A due to such event shall be borne by Party B.


 


11. In order to protect Party A's information
network dissemination right in the works against any infringement, Party A may take such technical measures as digital copyright
protection technology for the works licensed by Party B. With respect to the works which Party B grants an exclusive license to
Party A, if any third party infringes Party A's exclusive right, Party A may make a claim in its own name or request Party B to
take joint actions. In that case, Party B shall give full cooperation and promptly execute and deliver the letter of authorization,
litigation documents and other relevant materials as required by Party A.


 


12. In order to promote and ensure the
normal business operations, Party A may establish certain management policies within the scope of the cooperation in the Mobile
Phone Reading Business. If Party A amends any daily management policy, it shall promptly notify Party B of such amendment.


 


ARTICLE 4 RIGHTS AND OBLIGATIONS OF
PARTY B


 


1. Party B hereby warrants that it owns
the information network dissemination right in the works provided by Party B hereunder (if Party B uses any work of which a third
party owns the copyright, Party B shall have obtained a license to the information network dissemination right from the third party),
and the sub-license thereof; that it has full power and authority to license Party A to use the licensed works in the forms specified
herein; and that Party A may sub-license China Mobile Communications Group and China Mobile Communications Co., Ltd. to use the
licensed works in the forms specified herein.


 




    	 



    	 



    

 


2. Party B hereby undertakes that all works
(including cover images thereof) it provided hereunder will not infringe any copyright or any other legitimate right of any third
party. If any third party makes a claim against Party A and/or China Mobile Communications Group and/or China Mobile Communications
Co., Ltd. alleging that use of any of Party B's works (including cover images thereof) by Party A and/or China Mobile Communications
Group and/or China Mobile Communications Co., Ltd. infringes its copyright or any other lawful right, Party B shall at its own
costs settle the claim and indemnify Party A and/or China Mobile Communications Group and/or China Mobile Communications Co., Ltd.
against all damages and losses resulting therefrom.


 


3. Party B hereby warrants that all works
(including cover images thereof) provided hereunder comply with the applicable laws, regulations and national policies, and do
not contain any content prohibited by Article 57 of the Telecommunications Regulations.


 


4. If any work (including cover image thereof)
provided by Party B hereunder has any defect of right or contains any unlawful content, Party B shall indemnify Party A against
all damages and losses resulting therefrom. In that case, Party A may unilaterally terminate the cooperation between both Parties
or any part thereof, and take down all or part of Party B's works from the shelf, and Party B shall indemnify Party A against all
damages and losses resulting therefrom. With respect to the works which Party A is granted an exclusive license, Party B shall
not otherwise license such works to any third party; otherwise, Party B shall be subject to the liabilities for breach of contract
and indemnify Party A against all damages and losses resulting therefrom. In that case, Party A may unilaterally terminate the
cooperation between both Parties or any part thereof, and take down all or part of Party B's works from the shelf, and Party B
shall indemnify Party A against all damages and losses resulting therefrom.


 


5. Party B may use such functions as uploading
and edition relating to Party B's works on the mobile phone reading platform according to Party A's standards. Party B may give
certain advices regarding the functions of the mobile phone reading platform operated by Party A.


 


6. Party B shall use the mobile phone reading
business management platform of China Mobile provided by Party A within the scope of authorization given by Party A, and shall
protect all intellectual property rights of the platform and the software thereof.


 


7. Party B may receive the earnings in
accordance with this Agreement. The details about the distribution of earnings are set forth in Article 7 hereof.


 


8. As the content provider for the mobile
phone reading platform, Party B shall provide the content and relevant information of the works according to Party A's requirements,
including but not limited to the copyright licensing documents and the letters of authorization relating to the works. Party B
shall submit the documents mentioned above to Party A's designated persons for review, and the copyright licensing documents and
the letters of authorization shall be confirmed by Party B with its signature and seal. The letters of authorization and the copyright
licensing documents shall be attached hereto as the appendices, and shall have the equal legal force as this Agreement. Party A's
review as mentioned above will not release or reduce any liability of Party B.


 




    	 



    	 



    

 


9. Party B shall strictly manage the account
name and password given by Party A to access the mobile phone reading platform. If the account name or password is lost or stolen,
Party B shall immediately notify Party A. Party B shall be fully responsible for all actions relating to use of the account name
and password.


 


10. Party B may recommend the price and
promotion of the works provided hereunder.


 


11. Party B shall promptly update the relevant
contents and give effective responses as per the needs of the Mobile Phone Reading Business and according to Party A's requirements,
and cooperate with Party A to manage the business.


 


12. In order to protect the rights of the
users who have subscribed the works, Party B shall authorize Party A to retain such works in the personal space (i.e. personal
book shelf) opened for the users on the mobile phone reading platform upon expiration of the term of license in respect of the
relevant works or upon termination of this agreement.


 


13. Party B shall utilize its own resources
to promote the mobile phone reading platform to users and use the effective market channels to carry out the advertising activities,
so as to cooperate with Party A in marketing and promotional activities. Without the written consent of Party A, Party B shall
not use SMS, MMS, wap push or other group sending means to directly promote the Mobile Phone Reading Business and the content of
relevant works to the uses.


 


14. Party B shall attach and display the
brand and mark of China Mobile's mobile phone reading products, LOGO of the mobile phone reading website and other marks in the
promotional and advertising materials upon request and authorization of Party A, when Party B is making the marketing plan, advertisements
on the public media, publicizing the relevant information and carrying out other advertising and promotional activities relating
to the licensed works.


 


15. Without the written consent of Party
A, Party B shall not use any brand name or LOGO of China Mobile's mobile phone reading products, or the brand LOGO or words of
“China Mobile”, or the name of Party A's company or its affiliate, or the mobile phone reading base.


 


16. In order to promote and ensure the
normal business operations, within the scope of the cooperation in the Mobile Phone Reading Business, Party B shall carry out cooperation
according to the applicable daily management policies established by Party A.


 


17. Email address of Party B's contact:
[cmccread@kongzhong.com]. Party B agrees to contact and communicate with Party A through this email address.


 


ARTICLE 5 SINGLE-BOOK MINIMUM GUARANTEE


 


1. The “single-book minimum guarantee”
is a new cooperation mode launched by Party A to introduce the quality book resources and promote the benefits of both parties
in cooperation. The “single-book minimum guarantee” shall specifically apply to the quality books satisfying Party A's
requirements.


 


2. Party A may at its own discretion decide
whether or not the “single-book minimum guarantee” applies to certain quality books posted by Party B on the mobile phone
reading platform.


 




    	 



    	 



    

 


3. Rules of Minimum Guarantee:


 


3.1 Party A will set an amount of minimum
guarantee for the specific book published at certain level and Party B make a declaration as per its book resources.


 


3.2 Party A will assess the books declared
by Party B, and will at its own discretion finally determine the criteria and amount of single-book minimum guarantee, in accordance
with the latest single-book minimum guarantee policy it has informed Party B.


 


3.3 The term of the single-book minimum
guarantee for any book shall be two years as of the date when the book is uploaded to China Mobile's mobile phone reading platform;
in case of any change, it shall be otherwise negotiated by both Parties, and subject to the minimum guarantee form finally confirmed
by both Parties.


 


3.4 After the assessment is completed,
Party A shall promptly send an email containing the finally confirmed minimum guarantee form (including list of books covered by
the minimum guarantee, amount and term of the minimum guarantee) to the email address of Party B's designated contact. Party B
shall make a written confirmation within 7 days if there is no objection; if Party B fails to make a confirmation within
the said period, it shall be deemed that Party B does not have objection. In case of any change relating to Party B's contact,
Party B shall promptly inform Party A.


 


3.5 The single-book minimum guarantee policy
published by Party A shall apply. Party A may adjust or abolish such policy, and such adjustment or abolishment shall become effective
when Party B receives the notice.


 


ARTICLE 6 CONFIDENTIALITY


 


1. Confidential information refers to any
information or material regarding the disclosing party (including but not limited to the disclosing party's subsidiaries, parent
company and subsidiaries of the parent company), which is known by the receiving party during the consultation, negotiation, execution
and performance of this Agreement between both Parties, and is owned, possessed or controlled by the disclosing party and certain
confidential measures have been taken by the disclosing party therefor, excluding: (a) information lawfully acquired by the receiving
party on or before the disclosure of such information by the disclosing party, if it is proved by the receiving party with sufficient
evidence; (b) information becomes publicly known on or after the disclosure of such information by the disclosing party, without
any fault of the receiving party; and (c) information independently developed by the receiving party without access to any confidential
information of the disclosing party, if it is proved by the receiving party with sufficient evidence.


 


2. Each Party shall keep confidentiality
of the content of this Agreement and all trade secrets of the other Party received during the performance of this Agreement, including
the business information, sales data and technical plans of the other Party. Without the written and specific authorization of
the other Party or the requirement of any applicable law, the party receiving the trade secrets of the other party shall not use
or permit to use such information without authorization, or disclose such information to others, or otherwise abuse such information.
If the receiving party violates this provision, it shall indemnify the other party against all damages and losses resulting therefrom.


 




    	 



    	 



    

 


3. Each Party may only use the technical
or business information received from the other Party (including but not limited to the provisions and appendices of this Agreement,
other paper documents, emails and oral explanations) for the performance of its obligations hereunder; without the prior written
approval of the other Party, it shall not disclose such information to any other company or individual in whatever forms or otherwise
use such information, unless the disclosure of such information is required by any applicable law.


 


4. Each Party may only disclose to its
designated employees the confidential information provided or disclosed by the other party solely for the performance of this Agreement
and to the extent required for the performance of this Agreement; provided, however, each Party may not disclose any confidential
information to its employees before it takes all reasonable protective measures, including but not limited to informing such employees
of the confidential nature of the information to be disclosed and procuring such employees to make a confidentiality undertaking
at least in the same strictness as the confidentiality obligation hereunder, so as to prevent such employees from using the confidential
information for their own benefits or making any unauthorized disclosure to any third party.


 


5. Where any counsel or accountant of either
Party needs to know any confidential information for provision of professional assistance, the Party may disclose the confidential
information to such person, provided that it shall cause such person to sign a confidentiality agreement or procure such person
to perform the confidentiality obligation in accordance with the relevant professional ethics.


 


6. Where either Party has to disclose any
confidential information as required by any competent government authority or regulatory authority, the Party may do so to the
extent required by such government authority or regulatory authority, without any liability hereunder; provided, however, the Party
shall immediately (and no later than the disclosure of such information, if possible and practical) give a written notice to the
other Party about the information to be disclosed, so that the other Party may take all necessary protective measures, and the
other Party shall use its commercially reasonable efforts to ensure such disclosed confidential information is treated confidentially
by the government authority or regulatory authority.


 


7. At all events the confidentiality obligation
hereunder shall perpetually keep its full effect and force.


 


8. The confidentiality obligation hereunder
shall not apply to any of the following information:


 


8.1 Information is or becomes generally
known by the public when it is disclosed, or it becomes generally known by the public after it is disclosed, without any fault
of the receiving party or its employee, counsel or any other person;


 


8.2 Information has been obtained by the
receiving party at the time of disclosure, and such information is not directly or indirectly originated from the disclosing party,
as it is proved with documentary evidence;


 




    	 



    	 



    

 


8.3 Information has been disclosed by any
third party to the receiving party, and such third party is not subject to the confidentiality obligation and has the right to
make such disclosure, as it is proved with documentary evidence.


 


9. Upon rescission or terminationof this
Agreement, each Party shall immediately stop using and shall not permit any third party to use any confidential information of
the other Party, and, upon written request of the other Party, each Party shall return the confidential information provided by
the other Party, or delete or destroy such confidential information.


 


ARTICLE 7 FEE AND SETTLEMENT


 


1. Settlement of Earnings


 


(1) Settlement Rules


 


Both Parties agree to calculate and settle
the earnings based on the information fees of Party B's works actually received from the mobile phone reading platform. For this
purpose, the data collected from Party A's system shall prevail. For the works licensed by Party B to Party A, Party A shall pay
[40%] of the earnings of actually received information fee to Party B as the royalties.


 


The “actually received information
fee” refers to the content fee accrued from subscription of Party B's works by the users and actually paid to Party A, excluding
the communication fee accrued from using Party A's network which shall belong to Party A.


 


(2) Settlement Method


 


Party A shall settle the earnings with
Party B on a monthly basis. According to Party A's billing system, the monthly account settlement statement will be generated within
two months after the transactions actually occur. Party A will issue an account settlement form to Party B within 10 days
after the settlement statement is generated. If Party B has any dispute with the settlement form, it may request to Party A for
checking the accounts within 5 days upon receiving the settlement form. If Party B does not have any dispute, it shall give
a written confirmation within 5 days; failure to do so within the said period shall be deemed as confirmation. Party A shall
make payment within 15 business days upon receiving an invoice from Party B. Issuance of an invoice by Party B shall be deemed
as confirmation of the data of account settlement.


 


2. Account Settlement Relating to the Books
Covered by Single-Book Minimum Guarantee


 


(1) With respect to the books covered by
single-book minimum guarantee as defined in Article 5 hereof, during the term of the minimum guarantee, if the amount of the earnings
calculated according to the settlement rules stipulated in Paragraph 1 of this Article 7 is less than the amount of minimum guarantee,
Party A will only pay the amount of minimum guarantee to Party B, and will not pay the fee described in Paragraph 1 of this Article
7; if the amount of the earnings calculated according to the settlement rules stipulated in Paragraph 1 of this Article 7 exceeds
the amount of minimum guarantee, the excess portion shall be distributed between both Parties according to the settlement rules
stipulated in Paragraph 1 of this Article 7.


 




    	 



    	 



    

 


(2) The amount of single-book minimum guarantee
shall be determined according to the minimum guarantee form issued by Party A. Party B shall issue an invoice according to Party
A's minimum guarantee form and the amount of minimum guarantee, and Party A shall pay the amount of single-book minimum guarantee
within 30 business days upon receiving Party B's invoice.


 


3. In accordance with the tax laws and
regulations, the taxes of each Party incurred from the performance of this Agreement shall be borne by each Party respectively.


 


4. Information of Party B’s bank
account:


 


Account Name: Nanjing Popular Net Books
Culture Co., Ltd.


 


Bank: Agricultural Bank of China, Xinjiekou
Sub-branch


 


Account No.: 03399113001040009336


 


If Party B intends to change any information
about its bank account, it shall give a written notice to Party A at least ten (10) days in advance. All damages and losses suffered
by both Parties resulting from Party B's failure to give a notice according to the preceding sentence shall be borne by Party B.


 


ARTICLE 8 TERM


 


1. The term of this Agreement shall be
[2] years, as from [January 1, 2012]. The retrospective effect of this Agreement shall commence from the beginning date of cooperation
between both Parties, and end on expiration of the term of this Agreement and fulfillment of all rights and obligations hereunder.


 


2. Prior to expiration of the term of this
Agreement, both Parties may extend the term hereof by entering into a supplementary agreement through negotiation.


 


3. If both Parties reach an agreement in
writing to terminate this Agreement during the term hereof, this Agreement shall automatically expire from the date of termination.


 


ARTICLE 9 FORCE MAJEURE


 


1. If either Party encounters any barrier
or delay during the performance of its obligations hereunder, and is unable to perform its obligations or any part thereof in accordance
with the provisions of this Agreement due to any event of force majeure, it shall not be deemed that the party affected by the
force majeure (“Affected Party”) breaches this Agreement, provided that the following conditions are satisfied:


 


1.1 The Affected Party cannot perform its
obligations hereunder or any part thereof directly due to the event of force majeure, and it has not delayed to perform its obligations
before the occurrence of such event;


 


1.2 The Affected Party has taken its best
efforts to perform its obligations and mitigate the damages and losses suffered by the other party due to such event;


 


1.3 The Affected Party has immediately
notified the other party upon occurrence of such event, and provided the notarized instrument and written statement about the event
within fifteen (15) days upon occurrence of the event, which shall include the reason of its delay to perform its obligations hereunder
or any part thereof.


 




    	 



    	 



    

 


2. After the event of force majeure ends
or is eliminated, the Affected Party shall resume its performance of this Agreement and promptly notify the other party. The Affected
Party may extend the period for performance of its obligations hereunder equal to the period of delay actually caused by the event
of force majeure.


 


3. If the influence of an event of force
majeure persists for 30 days or more, both Parties shall negotiate the amendment to or termination of the Agreement as per the
extent of such influence upon the performance of this Agreement. If both Parties cannot reach an agreement within ten (10) days
after either Party gives a written request for negotiation, either Party may terminate this Agreement without liabilities for breach
of contract.


 


ARTICLE 10 GOVERNING LAW AND DISPUTE
SETTLEMENT


 


1. The formation, validity, interpretation,
performance, execution, amendment and termination of this Agreement, as well as settlement of dispute shall be governed by the
laws of the People’s Republic of China.


 


2. In case of any dispute or claim arising
from or in connection with this Agreement, or relating to interpretation, breach, termination or validity of this Agreement, both
Parties shall settle it through friendly negotiation. Such negotiation shall start immediately after either Party gives a written
request to the other Party for negotiation.


 


3. In case of any dispute between both
Parties arising from the content or performance of this Agreement, both Parties shall settle it through friendly negotiation. If
no settlement can be reached through negotiation, either Party may file an action before the people’s court of competent
jurisdiction where Party A resides.


 


4. During the course of litigation, all
provisions of this Agreement (other than those involved in the dispute) shall remain full force and effect and shall still be performed
by both Parties.


 


5. This Article 10 shall remain full force
and effect even if this Agreement or any part hereof is or becomes invalid.


 


ARTICLE 11 UNDERTAKINGS AND WARRANTIES


 


1. Each Party hereby warrants to the other
Party that it is an independent legal entity duly established, lawfully registered and validly existing, and has full power, authority
and qualification to execute this Agreement. There is no legal barrier or material circumstance as of the date of this Agreement
which adversely affects its ability to continuously and normally exist and perform this Agreement.


 


2. Each Party further warrants to the other
Party that its authorized signatory has full capacity of civil action and has obtained the necessary written authorization for
execution of this Agreement; there is no legal barrier to prevent the authorized signatory as its authorized representative from
executing this Agreement; any and all activities of the authorized signatory relating to execution of this Agreement will be recognized
by it; and there is no circumstance of unclear authorization or ultra vires, or any circumstance which would cause this
Agreement or any part hereof to be invalid or voidable.


 




    	 



    	 



    

 


ARTICLE 12 MISCELLANEOUS


 


1. Any issue absent herein shall be settled
by both Parties through friendly negotiations.


 


2. In case of any change to any national
policy, both Parties will amend this Agreement accordingly.


 


3. This Agreement is made and executed
in four originals, two for each Party and each being of equal legal effect.


 


	Party A: China Mobile Group Zhejiang Co., Ltd.	 	Party B: Nanjing Popular Net Books Culture Co., Ltd.
	 	 	 
	(Seal)	 	(Seal)
	 	 	 
	Authorized Representative: (Signature)	 	Authorized Representative: (Signature)
	 	 	 
	Date of Signature: May 10, 2012	 	Date of Signature: March 19, 2012


 




    	 



    	 



    

 


Certificate No.:


 


LETTER OF AUTHORIZATION


 


We have the information network dissemination
right in the following works and may grant a sub-license to such works. In order to promote the lawful use and dissemination of
the works, we hereby grant China Mobile Group Zhejiang Co., Ltd. (“China Mobile Zhejiang”) a license to produce e-books
based on the following books, to exercise the information network dissemination right and to sub-license such works. During the
term of this license, China Mobile Zhejiang may produce the e-books based on the licensed works within the scope of license, and
reproduce, publish, distribute, disseminate and sell them through the mobile communication network and the Internet (whether wired
or wireless), and may sub-license the right to produce e-books and the information network dissemination right of the licensed
works (including the right to reproduce, publish, distribute, disseminate and sell them through the mobile communication network
and the Internet) to China Mobile Communications Group and China Mobile Communications Co., Ltd.


 


The term of license and other information
regarding the specific works is set form in the List of Licensed Works attached hereto.


 


This Letter of Authorization is an attachment
to the Cooperative Agreement for Mobile Phone Reading Content with [     ] signed by both Parties on the
date of [       ].


 


This Letter of Authorization shall become
effective from the date of issuance.


 


It is so authorized.


 


Authorizer: Nanjing Popular Net Books Culture
Co., Ltd. (Seal)


 


Date of Signature:


 


Appendix: List of Licensed Works


 





		Name	Real

    Name	 			Website or

    Press of	Whether	License

    to	License

    to	Term of License (not

    less than two years)
	No. 	of

    Work	of the

    Author	Pseudonym  	Whether

    published?  	Form of

    Publication  	Initial

    Publication	exclusively

    owned?	Wired

    Network	Wireless

    Network	Commencement

    Date	Expiry
    

    Date
	  
	 	 	 	 	 	 	 	 	 	 	 
	 

         
	 	 	 	 	 	 	 	 	 	 	 
	 Date
    of Completing This Form:	Completed
    by (Signature/Seal):
	We
(the authorizer) hereby warrant that the content of the List of Licensed Works in page [   ] to page [   ]
herein is true and accurate.