【正文】 iation and relevant matters of this Agreement or to another party which is acquired or accessed due to execution or performance hereof。 Disregarding termination hereof under any circumstances, the provisions in this Article 6 shall continue being valid within three (3) years upon such termination. The rights and remedies of each party hereunder are accumulative, which shall not prejudice any other legitimate rights and remedies. ARTICLE 7 DEFAUT ACTION AND REMEDY Any breach of any representations, warranties or undertakings hereunder by any party hereto shall constitute a default of this Agreement. The default party shall pay the nondefault party liquidated damages amounting to 20% of the total transfer price of the Target Equity. In the event that the liquidated damages are not sufficient to pensate the losses of the nondefault party, the default party shall pensate the nondefault party39。s actual losses, unless as otherwise provided herein. The payment of the above pensation, late fee and liquidated damages shall not prejudice the continuous performance hereof by the nondefault party as stipulated herein. Where this Agreement is invalid or unable to be performed due to any party39。s violation or failure in performance of all or part of the obligations hereunder, the default party shall pay the nondefault party liquidated damages amounting to 20% of the total transfer price of the Target Equity, unless as otherwise provided herein. In the event that one Party breaches this Agreement, the nondefault party has the right to exercise any one or more of the following remedies to safeguard its rights: Suspend performance of the obligations under or relating to this Agreement, and resume the performance after the default party has eliminated the default situation。 suspension of performance of obligations by the nondefault party shall not constitute nonperformance or delay in performance of such obligations. Rescind this Agreement unilaterally with a written notice which shall e into force as of the date when it is served on the default party. Require the default party to pensate the losses of the nondefault party. [19]ARTICLE 8 SUPPLEMENTARY PROVISIONS Transaction expensesTaxes and expenses incurred by the transaction hereunder shall be borne by the Transferor and the Transferee respectively in accordance with the Chinese law. Where there is no such provision, each party shall bear 50% thereof. [20] Governing lawThis Agreement shall be executed, governed by and interpreted solely in accordance with the laws of China. Dispute resolutionAny dispute arising from or in connection with this Contract shall be submitted to the China International Economic and Trade Arbitration Commission Shanghai SubCommission for arbitration which shall be conducted in accordance with the Commission39。s arbitration rules in effect at the time of applying for arbitration. The arbitral award is final and binding upon both parties. The address of arbitration is Shanghai. Costs and expenses for the arbitration shall be paid by the Party decided by the arbitrator or allocated between the Parties. LanguageThe Chinese version hereof shall prevail. Any translation hereof shall be used only as reference by the Parties to the transaction. Amendmentunless as otherwise permitted herein, the Parties hereto may amend, modify, cancel or terminate any terms of this Agreement in writing. Notice Any notice and other correspondence concerning this Agreement between the Transferor and the Transferee (hereinafter, Notice) shall be made in writing (delivered personally, by post or fax) and delivered to the notified party in accordance with the following address or number and shall constitute a valid notice only if the name of the contact person is specified:Transferor:Contact person:Address:Postal code:Tel:Fax:Transferee:Contact person:Address:Postal code:Tel:Fax: The time of service of notices delivered as above shall be determined as follows:(1) Any notice delivered personally shall be deemed as served when being signed by the recipient and not served without signature of the recipient。(2) Any notice mailed shall be delivered by way of registered letter, express mail or EMS, and shall be deemed as served 48 hours after the being received by the recipient (postponed in case of statutory holidays and vacations)。(3) Any notice sent by fax shall be deemed as served upon a confirmation letter of receipt is obtained. However, if the notice is sent on a holiday, it shall be deemed as served on the first working day following such holiday. (4) In the event of any change of the above addresses or numbers, the Party shall notify the other of the change within 7 days, otherwise, the notice sent to its original address shall be deemed as valid. Completeness This Agreement shall constitute full and plete understanding and agreement among the Parties concerning the subject matter of the consultation. Any other written or oral agreement on such subject matter among the Parties shall be cancelled. SeverabilityAny invalidity or unexercisability of any term hereof shall not affect the legal force and exercisability of any other terms hereof. CounterpartThis Agreement shall have six counterparts, with each party holding one. The rest four counterparts shall be submitted to relevant governmental departments for purpose of examination and approval.編號(hào)：時(shí)間：2021年x月x日書山有路勤為徑，學(xué)海無涯苦作舟頁(yè)碼：第23頁(yè) 共23頁(yè)No Text on this Page, only for Signature. This Agreement shall be executed upon legitimate authorization to the following Parties:Transferor: XXXXXXX Co., LtdLegal representative:(Authorized representative)Transferee: XXXXXXX COMPANY LIMITEDLegal representative:(Authorized representative)第 23 頁(yè) 共 23 頁(yè)