Exhibit 10.5


 


AGREEMENT
TO ASSIGN VOTING RIGHTS PROXY AGREEMENT


 


This
Agreement To Assign Voting Rights Proxy Agreement (this “Agreement”) is dated April 30, 2020, and is entered
into in Nantong, People’s Republic of China (“PRC” or “China”) by and among:


 


Party
A: Shengrong Environmental Protection Technology (Wuhan) Co., Ltd.


Address:
No. 1 Fengmao Road, Qiaokou District, Wuhan City, PRC;


 


Party
B: Tongrong Technology (Jiangsu) Co., Ltd.


Address:
Room 14050, Building 21(22), No.1692 Xinghu Avenue, Development District, Nantong, Jiangsu Province, PRC;


 


Party
C: Jiangsu Rong Hai Electric Power Fuel Co., Ltd.


Address:
102, Building 29, Xingfu New Town, Gangzha Distrct, Nantong, Jiangsu Province, PRC


 


Party
D: The undersigned shareholders of Party C.


 


RECITALS


 


		(1)	Each
                                         Party A and Party B is a wholly foreign owned enterprise incorporated under the PRC laws;



 


		(2)	Party
                                         C is a company incorporated under the PRC laws;



 


		(3)	Party
                                         A, Party C and Party D entered in a Voting Rights Proxy Agreement dated November 30,
                                         2018 (the “Voting Agreement”).



 


		(4)	Party
                                         A determined that the rights and obligations of Party A under Voting Agreement be assigned
                                         to Party B, and Party B agrees to such assignment.



 


NOW
THEREFORE, the Parties agree as follows:


 


		1.	ASSIGNMENT
                                         OF VOTING AGREEMENT



 


		1.1	Party
                                         A hereby transfers the Voting Agreement and assigns all rights and obligations under
                                         Voting Agreement to Party B, and Party B hereby accepts such assignment and transfer
                                         (the “Assignment”).



 


		1.2	Party
                                         C and Party D hereby acknowledge this Assignment.



 


		1.3	Pursuant
                                         to the foregoing Assignment, the Parties agree that the Voting Agreement is hereby amended
                                         to replace and substitute Party A with Party B.



 


		2.	GENERAL



 


		2.1	Except
                                         as expressly set forth in this Agreement, the terms and provisions of the Voting Agreement
                                         shall continue unmodified and in full force and effect. In the event of any conflict
                                         between this Agreement and the Voting Agreement, this Agreement shall control.



 


		2.2	This
                                         Agreement shall be executed in five (5) duplicate originals in both Chinese and English.
                                         Each Party shall receive one (1) duplicate original, and all originals shall be equally
                                         valid. In case of any discrepancies among the different languages, the Chinese version
                                         shall prevail.



 


[SIGNATURE
PAGE FOLLOWS]





 



    1


     


    

 


[SIGNATURE
PAGES]


 


IN
WITNESS WHEREOF this Agreement is duly executed by each Party or its legal representatives.


 


	PARTY A:	Shengrong Environmental Protection Technology (Wuhan) Co., Ltd.
	 	 	 
	 	Legal/Authorized Representative:	 
	 	 	 
	 	/s/ Renqi Yang	 
	 	Name: Renqi Yang	 
	 	Title: Executive Director	 
	 	Date: April 30, 2020	 
	 	 	 
	PARTY B:	Tongrong Technology (Jiangsu) Co., Ltd.	 
	 	 	 
	 	Legal/Authorized Representative:	 
	 	 	 
	 	/s/Yimin Jin	 
	 	Name: Yimin Jin	 
	 	Title: Executive Director	 
	 	Date: April 30, 2020	 
	 	 	 
	PARTY C:	Jiangsu Rong Hai Electric Power Fuel Co., Ltd.	 
	 	 	 
	 	Legal/Authorized Representative:	 
	 	 	 
	 	/s/ Jirong Huang	 
	 	Name: Jirong Huang	 
	 	Title: Executive Director	 
	 	Date: April 30, 2020	 




 









    2


     


    

 


签字页


 


PARTY
D:


 


Shareholders
of Jiangsu Rong Hai Electric Power Fuel Co., Ltd.


 


	/s/ Jirong Huang	 
	Name: Jirong Huang 	 
	Date: April 30, 2020	 




 


shareholders
of Jiangsu Rong Hai Electric Power Fuel Co., Ltd.


 


	/s/ Qihai Wang	 
	Name: Qihai Wang	 
	Date: April 30, 2020	 




 


 


3