Exhibit 10.5


 


[ENGLISH TRANSLATION FOR CONVENIENCE ONLY.


NOT AN OFFICIAL TRANSLATION]


 


Information – 2014.3.1 – Cooperative
Agreement with China Association of Higher Education


 


 


Cooperative Agreement


 


Party A: China Association of Higher Education


Address: Room 407, CEIEC Building, No. 10 Wenhuiyuan
North Road, Haidian District, Beijing, 100082


Contact Number: 010 - 59893293


 


Party B: China Information Technology Education
Magazine Co., Ltd.


Address: Room 501, Gaohe Lanfeng Building,
No. 98 East Third Ring South Road, Chaoyang District, Beijing, 100023


Contact Number: 010 - 87663664


 


 


Through friendly consultation,
and based on principle of equality, mutual benefits and mutual promotion, China Association of Higher Education and China Information
Technology Education Magazine Co., Ltd. conclude the following agreements on cooperatively carrying out the 6th Network
Originality Competition for university and college:


I. Contents of Cooperation


Party A as the organizer
jointly carries out the 6th Network Originality Competition for university and college (hereinafter referred to as NOC)
with China Information Technology Education Magazine Co., Ltd.


1. Name of activity: Network
Originality Competition


2. Activity period: FROM
March 1, 2014 TO Nov. 30, 2014


3. Activity location: Dalian


4. Scale of activity: 800
Persons


5. Participants: 300,000
Persons


II. Rights and Obligations


1. Rights and obligations
of Party A:


(1) As the organizer of
the activity, Party A releases activity invitations in its name and on behalf of China Information Technology Education Magazine,
China Association of Invention, and Chinese Association for Education Technology.


(2) Party A has the right
to entrust Party B as NOC organization committee office to take charge of reparation, organization and operation of NOC; to propose
opinions and suggestions on NOC planning program, overall operating ways and progress.


(3) Party A can arrange
the leaders of the unit to serve as corresponding posts of the 6th NOC organization committee and attend important activities
of NOC, and invite leaders of the association or leaders of Secretariat to attend the opening ceremony, address and prize presentation
of the competition.


 






    	1



    	 



    

 


(4) Party A has the right
to know and supervise relevant activities carried out by Party B. All materials with regard to the competition can be printed or
disclosed publicly upon approval of Party A.


(5) Party A has the right
to recommend experts and judges for each item to the organization committee to guide the sustainable development of the activity.


(6) The leaders of Party
A enjoy priority when attending important occasions of the activity than other same level leaders.


(7) Party A has the right
to acquire the consulting service fee paid by Party B.


2. Rights and obligations
of Party B:


(1) As the specific undertaker
of NOC, Party B undertakes relevant civil liabilities.


(2) As the NOC organization
committee office, Party B shall stipulate corresponding work plan and implement upon agreement of Party A; undertake all subsequent
tracking and consulting services when the notice about NOC is released, and assign specialized personnel to take charge of specific
operation of NOC activities.


(3) Party B shall raise
all funds for the 6th NOC, and take the responsibility of audit for financial activities of NOC.


(4) Party B shall organize
referees and judges to judge (review) various competition items of NOC, and make sure the fairness and justice of the activities.


(5) Party B shall organize
university and college students and teachers to attend the NOC; take charge of propaganda of NOC, and release the publicity materials
to the public upon approval of Party A.


(6) Party B shall, during
undertaking the competition, comply with national laws and regulations; shall not engage in any activities in the name of Party
A arbitrarily without approval of Party A.


(7) Party B shall take charge
of relevant fund for leaders personnel concerned of Party A to participate in the activity.


(8) Party B shall pay consulting
service fee to Party A according to the amount agreed in this agreement.


III. Activity fund and profit
distribution


1. Party B shall assume
all funds required to carry out the activity.


2. Party B shall pay consulting
service fee, totally RMB 100000 Yuan (In Words: RMB One Hundred Thousand Yuan Only), to Party A by bank transfer at one time before
Oct. 20, 2014.


3. In case of losses caused
to the activity, all losses shall be assumed by Party B. No matter whether the activity is in a deficit, Party B must pay consulting
service fee to Party A.


 






    	2



    	 



    

 


4. Invoice: After the full
amount consulting service fee is received from Party B, Party A shall provide general computer printed invoices to Party B within
10 workdays.


The receiving account appointed
by Party A is as follows:


Opening Bank: Commercial
and Industrial Bank of China Beijing Chang’an Sub-branch


Name of account: China Association
of Higher Education


Account No.: 0200002209088104357


IV. Other agreements


1. Party A and Party B shall
carefully perform relevant responsibilities and obligations, and insist on principles of “fairness, justice and openness”
during organization and implementation of the competition.


2. Party A and Party B shall
consciously maintain cooperative relationship, and actively support and cooperate to finish relevant work.


V. Liabilities for breach


For overdue payment for
consulting service fee paid to Party A, Party B shall pay liquidated damages equaling to 3‰ of total overdue expenses to
Party A for every delayed day.


VI. Execution, change and
termination of agreement


1. This agreement takes
effect since the signing and sealing day of Party A and Party B, and expires on Nov. 30, 2014.


2. In the event that either
party tries to change and terminate the agreement, it shall adopt written form rather than orally and propose to the other party
one month in advance.


3. In the event that either
party fails to fulfill the terms in this agreement so that the agreement cannot be fulfilled or fully fulfilled, the other party
has the right to change and terminate this agreement. The breaching party shall undertake the liability for breaching.


4. Provided this agreement
cannot be fulfilled due to force majeure events (suspended by Ministry of Education and relevant departments and bureaus with clear
documents, and caused by natural disasters), neither Party A nor Party B will assume the liability for breaching. Both parties
shall consult to change or terminate this agreement.


5. The unaccomplished matters
of this agreement will be agreed separately by Party A and Party B based on principles of “friendly consultation, equality
and mutual benefits”, and shown in form of appendix or supplementary agreement, which will take effect upon signatures and
seals of both parties and be with equal legal validity of the agreement.


6. Provided the consultation
for disputes occurred during performance of this agreement fails, either party can submit the dispute to Beijing Arbitration Commission
for arbitration.


7. This agreement is made
in quadruplicate, two pieces for each party with equal legal validity.


 


	
        Party A: China Association of Higher Education
        (Sealed)

         

        Signature (Seal) of Authorized Representative:

         

        Date: Oct. 14, 2014
	
        Party B: China Information Technology Education
        Magazine Co., Ltd. (Sealed)

         

        Signature (Seal) of Authorized Representative:

         

        Date: Oct. 14, 2014



 


 


 






    	3