Exhibit 4.54
Debt Transfer and Offset Agreement
This Agreement is executed on January 28, 2024 by and among:
Whereas,
NOW THEREFORE, in accordance with applicable laws and regulations and through amicable consultation, the Parties hereby enter into this Agreement as below:
Clause 1 Transfer of Debts
After the consummation of the Debt Transfer, Lei Haiyun shall owe the debt of
RMB 5,000,000 to Wang Youdong.
Clause 2 Transfer of Rights and Obligations
Clause 3 Offset of Debts
Clause 4 Liabilities for Breach of Contract
If any party fails to perform or materially breaches any provision contained herein, he or she shall indemnify the non-breaching parties for any loss caused thereby, and, except as otherwise agreed in this Agreement, the non-breaching parties may terminate this Agreement and claim against the breaching party.
Clause 5 Dispute Resolution
This Agreement shall be governed by and construed in accordance with the applicable laws of the People's Republic of China.
Any dispute arising out of or in connection with this Agreement shall be resolved by
the Parties through amicable consultation, failing which, a lawsuit may be brought with the competent court having jurisdiction.
Clause 6 Miscellaneous
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(Signature Page of the Debt Transfer and Offset Agreement)
/s/ Beijing Cheerbright Technologies Co., Ltd.
Company Seal: Beijing Cheerbright Technologies Co., Ltd.
(Signature Page of the Debt Transfer and Offset Agreement)
/s/ Lei Haiyun
Lei Haiyun
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(Signature Page of the Debt Transfer and Offset Agreement)
/s/ Wang Youdong
Wang Youdong
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