SOLICITORS, LEGAL ATTORNEY, NOTARY PUBLIC AND LEGAL ADVISERS MARK A. ASSOCIATES/SOLICITORS KNOW YE MEN by this .................day of ..................................20..........., the M.O.U. is between Name:............................................................ Address:........................................................ ...................................................................... ...................................................................... (Hereinafter called as the First Party) 1st Party Sign:......................................... = AND= Name:........................................................... Address:....................................................... ..................................................................... ..................................................................... (Hereinafter called as the Second Party) 2nd Party Sign:......................................... W H E R E A S: 1. That the first party unanimously agree with the second party to jointly embark on Business Transaction thereby appointing the second party as a partner in the said project to assist /dispatch funds as well as organise the requested project in the designated area in the world. 2. That the terms and condition agreed upon are as follows: (a) that the first party has agreed to assign second party in the re-claiming of funds which have been set aside for this transaction. (b) that the transaction’s funds worth of $12,800,000.00 USD, deposited with Dah Sing Bank, Hong Kong, which the second party shall acts as the sole-beneficiary/executor, shall be further transferred into an Offshore Account to enable easy cash-flow for the proposed project. (c) that the both parties shall have an equal share of the said sum of 50% each as part of their unreserved service and miscellaneous expenses that may be incurred during the project execution, while the both parties are expected to keep confidential of all documents of this said transaction. (d) that the both parties shall not betray the trust that has been imposed on them. $12,800,000.00 USD by 7B, Amtel Building, 144-148 Des Voeux Road Central, Sheung Wan Hong Kong Mr. Song Chen Mr. Song Chen 200 Connaught Road, 200 Connaught Road, Central Sheung Wan, Hong Kong Central Sheung Wan, Hong Kong MEMORANDUM OF UNDERSTANDING MEMORANDUM OF UNDERSTANDING