Exhibit
10.61


 


Instructions for Signing


 


1.     In accordance with the Labor Contract Law of the People’s
Republic of China, the employer shall conclude an employment contract with the
employee, with whom the employment is to established, in writing based on the
principles of lawfulness, fairness, equality and freewill, consensus, honesty
and goodwill.


 


2.     The employer shall not recruit any minor under 16 years old.


 


3.     In the employment contract, the parties may agree on a
probation period, the term of which shall comply with Section 19 of the Labor
Contract Law of the People’s Republic of China, and such term shall consist in
the term of the employment contract.


 


4.     This contract shall, in accordance with the company’s
salaries structure (system), expressly provide the specific amount of the
employee’s salary which shall not be lower than the local minimum salary level.


 


5.     If the employer fails to pay the remuneration in time and in
full or pay for the social insurance for the employee in accordance with law or
otherwise violates any laws, regulations or rules in respect of labor
protections, the employee may report and complain to the labor protection
authorities in accordance with law as well as 
terminate this contract.


 


6.     The labor rules and policies set up by the employer in
accordance with law may be attached to the employment contract as annexes to
which the parties shall adhere.


 


7.     The employment contract must be filled out with a fountain
pen or a brush pen. Writing must be clear and neat without any scratch.


 


8.     The employment contract must be signed (sealed) by both
parties, Party B shall not assign anyone to sign on its behalf.


 


9.     The employment agreement, once concluded through consensus
by and between the employer and the employee, shall be legally binding.  The employer and the employee shall fully
perform their respective obligations in accordance with the provisions of the
employment contract, and they shall each hold 1 copy of the originals.


 

















 


I       Basic Information of the Parties


 


1.     Basic Information of the Employer:


 


Name of Party A (Employer): Tianjin
New Highland Science and Technology Development Co., Ltd.


 


Legal Representative (or the
principal person): Guoqiang Xin


 


Address: No. 86, An He Road, Dagang
District, Tianjin


 


Telephone: 022 6331 2017


 


2.     Basic Information of the Employee:


 


Name of Party B (Employee): Xiaoxuan
Bi


 


Home Address (current address): Qingdao
City, Shandong Province


 


Resident Identity Card Number


 


(or other legitimate identity card
number): 370203197506224120


 


Telephone: 18611021996


 


II     Term of the Contract


 


3.     The term of this Contract shall comply with Item (1) set
forth below:


 


(1)   This Contract shall have a fixed term of five years
(months), from September 11, 2006 to September 10, 2011.


 


(2)   This Contract shall have an infinite term, effective as of          .


 


(3)   This Contract’s term shall be subject to the completion of
certain tasks in accordance the following agreed terms and conditions:


 


4.     The term of the probation period under this Contract shall
be         months (days), from                    to                           .


 


1

















 


III    Scope and Location of Work


 


5.     Based on Party A’s needs and the requirements of work, Party
B hereby agrees to hold the position of management which contains the following
scope of work                               .


 


6.     The location of Party B’s work shall be at: within the PRC.


 


7.     The responsibilities of Party B shall include:


 


(1)


 


(2)


 


(3)


 


IV    The Working Time, Leave and Vacations


 


8.     Party A, by taking into account the nature of the position
to be held by Party B, shall implement the following A system:


 


A.    standard working hours


 


B.    compositive working hours:


 


The specific arrangements of Party B’s
working time shall be as follows:


                                                                                                                                                                                           
..


 


C.    
irregular working hours


 


9.     If Party A requires Party B to work overtime due to the
necessity of its production or operation, Party A shall comply with the
relevant laws and regulations as well as the Employer’s review and approval
procedures.


 


10.   Other than the public holidays and rest days mandated by the
state, Party B shall be entitled to vacations as set forth below:


 


(1)


 


(2)


 


(3)


 


2

















 


V     The Remuneration of Work


 


11.   Party A shall pay salary to Party B on monthly basis and in
monetary terms, and the specific pay day shall be the 28th day of each month.


 


12.   During the probation period, Party B’s salary shall be               /month.


 


13.   The conditions, criteria and the relative terms with respect
to the payment of the salary are specified as follows:


 


(1)   The
salary shall be paid in cash


 


(2)   The salary shall not be less than the minimum wage of the
city of Tianjin


 


(3)


 


VI    Social Insurances


 


14.   Both Party A and Party B shall, in accordance with the
relevant laws and regulations, register in the social insurance programs for
pension, unemployment, medical care, occupational injury and maternity and
perform their payment obligations so as to ensure that Party B is able to enjoy
the benefits of such social insurances.


 


15.   The premium of the social insurances to be paid by Party B
shall be withheld by Party A from Party B’s salary.


 


VII           Work Protections, Conditions and


Protections against Occupational Hazzards


 


16.   Party A shall strictly conform to the laws, regulations and rules
with respect to work protections, conduct training in safe production and
operating guidance to Party B, use its best efforts to improve the work
conditions and ensure Party B’s safety and health in the production.


 


17.   Party A shall, strictly in accordance with laws, regulations
and rules, promptly provide Party B with the work protection appliances and
conduct health check to Party B in accordance with the relevant laws and
regulations.


 


18.   Party B shall strictly comply with the relevant guidance on
work safety and sanitation during the work.


 


19.   If Party B suffers from any occupational disease or injury
or is deceased, Party A shall provide all benefits required by the relevant
laws and regulations.


 


3

















 


VIII         Cancellation, Termination and Renewal of the Contract


 


20.   Both Party A and Party B shall observe the conditions and
procedures stipulated by the Labor Contract Law when either party is to cancel
or terminate this Contract unilaterally.


 


21.   Party B shall fulfill and complete a hand-over procedure for
its work within 10 days prior to the cancellation or termination of this
Contract.  The hand-over procedure of
Party B’s work to be completed in the event of any cancellation or termination
of this Contract shall include:


 


(1)


 


(2)


 


(3)


 


Party A shall, at the time when
Party B completes the hand-over procedure, pay the economic compensation to
Party B and issue a certificate evidencing the cancellation or termination of
this Contract.


 


IX            Obligations of Breach and Damages


 


22.   If Party A pays for any special training expenses for Party
B or provides any professional technical training to Party B, with regard to
the service term, damages and other issues, the Parties agree as follows (or
refer to any separate agreements entered into by the Parties):


 


(1)


 


(2)


 


(3)


 


(4)


 


(5)


 


23.   If Party B is Party A’s senior officer, senior technician or
otherwise subject to confidentiality obligations, with regard to the scope,
geographic limit, duration, compensation and obligations of breach of any non-compete
limitations, the Parties agree as follows:


 


(1)


 


(2)


 


(3)


 


4

















 


(4)


 


(5)


 


X     Settlement of Employment Disputes


 


24.   In the event that any disputes arise between the Parties for
the performance of this Contract, such disputes shall first be settled through
the Parties’ consultations; and, if such consultations become failed, through
mediation; if such mediation become failed, either Party may submit the
disputes to the competent labor disputes arbitration commission for
arbitration; and if either Party is unwilling to accept the arbitration award,
it may file a lawsuit with the competent people’s court.


 


XI    Miscellaneous


 


25.   Any matter that is not covered in this Contract shall be
settled in accordance with the relevant laws, regulations and rules and, if no
legal provision is available, through discussions by the Parties.


 


26.   If any terms or provisions of this Contract are inconsistent
with any relevant laws, regulations or rules, such laws, regulations or rules shall
be observed.


 


27.   Both Parties shall read the terms and provisions of this
Contract carefully so as to clearly understand their rights and obligations.


 


28.   This Contract shall be effective as of the date on which
both Party A and Party B have signed (sealed), both Parties shall strictly
comply with this Contract.  This Contract
is made in two copies with each copy held by Party A and Party B respectively.


 


 


	
  Party A (Seal)

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
  Legal Representative or Authorized
  Representative

  	
   

  	
  Party B (Signature)

  
	
   

  	
   

  	
   

  
	
  /s/Guoqiang Xin

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
  [Company Seal]

  	
   

  	
  /s/Xiaoxuan Bi

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
  Date   September 11, 2006

  	
   

  	
  Date    September
  11, 2006

  



 


5

















 


Following our review, we hereby
certify that this Contract is observant to the relevant laws, regulations and
rules.


 


 




	
  The Certifying Authority (Seal)

  	
   

  	
  The Certifying Officer (Seal)

  






 


 


Date of the Certification:


 


6