chlo-ex.htm


     

    
      

      

    

    
 

    Exhibit
10.1

    China
Logistics Group Employment Agreement

     

    (Translation)

     

    China
Logistics Group, Inc. (“Party A”) employs Yuan Huang (“Party B”). Pursuant to
the Labor Law of the People's Republic of China and other applicable laws and
regulations of Shanghai City and upon consultation on the basis of equality and
free will, Party A and Party B hereby enter into this employment
agreement.

     

    


     

    Article
1: Contract Term and probation Period

     

    
      	
              1.  

            	
              The
      term of this agreement shall be one year from October 12, 2009 to October
      11, 2010.

            


    

     

    


     

    Article
2: Job Title and Responsibilities

     

    
      	
              1.  

            	
              Party
      A employs Party B as the Chief Financial Officer of China Logistics Group,
      Inc. The responsibilities include but not limited to: Supervision of
      financial management, maintain accurate financial records, SEC filings
      management, coordination auditing relationships, evaluation of tax laws,
      communication of financial performance, preparation of Budgets, and
      financial modeling.

            


    

     

    
      	
              2.  

            	
              Party
      A may change Party B’s position due to business need, Party B’s
      capabilities and/or performance. Party B shall have the right to make
      comment, but shall comply with the original arrangements if Party A has
      not issued further instruction.

            


    

     

    
      	
              3.  

            	
              Party
      B shall perform the job on time.

            


    

     

    


     

    Article
3: Work Condition and Compensation

     

    
      	
              1.  

            	
              Party
      A shall provide Party B with a safe and clean work environment in
      compliance with the regulations of Chinese government. Party A shall
      ensure Party B to work in the environment that are safe and no harm to
      health.

            


    

     

    
      	
              2.  

            	
              Party
      A shall provide Party B with necessary labor protection
      supply.

            


    

     

    
      	
              3.  

            	
              Party
      B works for 40 hours weekly. When working overtime is desired due to
      business needs, Party A should compensate Party B with overtime wage or
      makeup break. The compensation is twice the current daily rate of base
      salary.

            


    

     

    
      	
              4.  

            	
              In
      accordance with current labor regulations and company policy, Party B’s
      monthly salary shall be RMB1,500 (approximately
  $220).

            


    

     

    
      	
              5.  

            	
              Party
      B is considered bonus semiannually in connection with performance. The
      maximum of the semiannual bonus is RMB10,000 (approximately
      $1,464).

            


    

     


    
      
         


      

      
         

        
          

        

      

      
         


      

    


    


     

    
      	
              6.  

            	
              Party
      A shall issue salary for the previous month on the 10th
      of each month. If the date is a public holiday, the salary shall be issued
      before the holiday. The personal income tax shall been deducted from the
      salary.

            


    

     

    
      	
              7.  

            	
              Party
      B is entitled to all the benefits that Party A has provided to the
      employees of the same level in the
company.

            


    

     

    
      	
              8.  

            	
              Party
      B is entitled to legal holidays specified by the Chinese government as
      well as home leave, marital leave, bereavement leave, and maternity
      leave.

            


    

     

    
      	
              9.  

            	
              Party
      A shall pay the premiums in the interest of Party B for pension, health
      insurance, and unemployment
insurance.

            


    

     

    


     

    Article
4: Labor Discipline, Rewards, and Penalty

     

    
      	
              1.  

            	
              Party
      B shall comply with regulations and laws of
  China.

            


    

     

    
      	
              2.  

            	
              Party
      B shall comply with various rules and regulations required by Party
      A.

            


    

     

    
      	
              3.  

            	
              In
      compliance with city regulations and company policies, Party A shall
      reward Party B with bonus as stipulated in Article 3 (5). The reward is in
      connection with Party B’s performance and
  contributions.

            


    

     

    
      	
              4.  

            	
              In
      the event that Party B has violated regulations, labor discipline or
      performance failure and resulted in reputation damage and/or pecuniary
      loss on Party A, Party A shall have the right to punish Party B and
      request for pecuniary compensation in accordance with city regulations and
      company policies.

            


    

     

    


     

    Article
5: Termination and Dissolution of Employment Agreement

     

    
      	
              1.  

            	
              The
      employment agreement terminates upon
expiration.

            


    

     

    
      	
              2.  

            	
              The
      employment agreement automatically terminates when Party B is convicted
      and/or imprisoned.

            


    

     

    
      	
              3.  

            	
              The
      employment agreement automatically terminates upon the declaration of
      Party A on organization dissolution or expiration of business
      period.

            


    

     

    
      	
              4.  

            	
              Upon
      the occurrence of any one of the following circumstances, Party A can
      terminate this agreement:

            


    

     

    
      	
              (1)  

            	
              Party
      A has concluded that Party B is not qualified for the job during the
      probation period;

            


    

     

    
      	
              (2)  

            	
              Party
      B is concluded incompetent and remains incompetent after on-job training
      for less than half year.

            


    

     

    
      	
              (3)  

            	
              In
      the event that Party B is sick or suffers non-work related injuries and
      cannot perform the job or other work arranged by Party A
      after  completion of
treatment;

            


    

     

    
      	
              (4)  

            	
              Party
      B violates labor discipline or the misconduct has caused substantial
      pecuniary loss and/or reputation damage to Party
  A;

            


    

     


    
      
         


      

      
        - 2
-

        
          

        

      

      
         


      

    


    


     

    
      	
              (5)  

            	
              In
      the event that Party A downsizes operation due to change of business
      condition and that no position is available for Party
  B.

            


    

     

    
      	
              5.  

            	
              Upon
      the occurrence of any one of the following events, Party A shall not
      dissolve the agreement:

            


    

     

    
      	
              (1)  

            	
              Party
      B is receiving treatment for his or her diseases or injury during the
      prescribed period of time; in accordance with city regulations and company
      policies, both parties shall negotiate for the compensation rate during
      the period.

            


    

     

    
      	
              (2)  

            	
              In
      the event that Party B is injured from work and confirmed by government
      agency to have totally or partially lost his or her labor ability, Party A
      shall not terminate or dissolve employment agreement. But the agreement
      can be terminated based on mutual consent between Party A and Party
      B;

            


    

     

    
      	
              (3)  

            	
              Party
      B is a female employee during her pregnancy, labor, and nursing leave; the
      leave is usually 3 months unless additional consent is made between
      parties.

            


    

     

    
      	
              (4)  

            	
              The
      agreement has not expired and terms of the above (1) (2) (3) do not
      apply.

            


    

     

    
      	
              6.  

            	
              Upon
      the occurrence of any one of the following circumstances, Party B can
      dissolve the agreement:

            


    

     

    
      	
              (1)  

            	
              Party
      A fails to pay Party B compensation in accordance with the
      agreement;

            


    

     

    
      	
              (2)  

            	
              Party
      A forces Party B to work through violence, threat, or illegal restriction
      on Party B’s personal freedom;

            


    

     

    
      	
              (3)  

            	
              Party
      B has given Party A the written notice of designation 30 days in
      advance.

            


    

     

    
      	
              7.  

            	
              Except
      for the terms of 1, 2, 4(1) in this article, Party A and B should give the
      notice of agreement dissolution to the counterpart one month in advance.
      Based on mutual consent, both parties shall complete the related
      paperwork.

            


    

     

    
      	
              8.  

            	
              In
      the occasion that Party A proposes to amend the agreement, the amendments
      should be attached after they are approved by both
  parties.

            


    

     

    
      	
              9.  

            	
              The
      agreement automatically terminates upon expiration unless both parties
      choose to renew the agreement.

            


    

     

    


     

    Article
6: Miscellaneous

     

    


     

    
      	
              1.  

            	
              The
      party who breaches the agreement shall pay compensation to the other party
      for any pecuniary losses or
damages.

            


    

     

    
      	
              2.  

            	
              When
      Party B dissolves the agreement and leave Party A, Party B shall hand over
      all the business files, labor protection supply, and employee
      identification. Party B is responsible to compensate if the items are
      damaged or lost.  The official Release Notice shall be dated the
      day when Party B stops working. Party B is responsible for all personal
      loss during the release date and completion of resignation
      procedure.

            


    

     


    
      
         


      

      
        - 3
-

        
          

        

      

      
         


      

    


    
      	
              3.  

            	
              After
      Party B has dissolved employment agreement with Party A, Party B shall not
      disclose the business secrets of Party A. If the non-authorized disclosure
      by Party B has caused pecuniary loss or reputation damage, Party B shall
      compensate for the loss and Party A is entitled to file lawsuit and
      request for further compensation. (The business secrets of Party A
      include: all tangible and intangible documents and files, computer system,
      customer information including but not limited to the names, addresses,
      phone numbers, and other contact
information).

            


    

     

    
      	
              4.  

            	
              If
      Party B receives training funded by Party A during the employment period,
      when Party B leaves the job due to personal reason within one year after
      the training, Party B refunds 100% of training expenses to Party A . If
      Party B leaves one year after the training, Party B shall refund 50% of
      the expenses to Party A.

            


    

     

    
      	
              5.  

            	
              In
      the event that both parties cannot solve the labor dispute occurred during
      termination and dissolution of the agreement, it can be filed to the local
      Arbitration Committee of Labor Disputes where Party A is
      based.

            


    

     

    
      	
              6.  

            	
              In
      the event that the provisions of this agreement contravene applicable
      laws, regulations and policies of nation and Shanghai City, the applicable
      laws and regulations shall prevail.

            


    

     

    
      	
              7.  

            	
              The
      issues not addressed in this agreement shall follow the regulations of
      nation and Shanghai City.

            


    

     

    
      	
              8.  

            	
              This
      agreement shall be in duplicate copies, with one copy for each of the
      parties, and shall take effect upon signatures of the parties. The two
      copies have the same legal
validity.

            


    

     

    
      	
              9.  

            	
              In
      the event that the provisions of this agreement contravene the new
      Contract Law, the Contract Law
prevails.

            


    

     

    


     

    (A copy
of the agreement has been submitted to Shanghai Municipal Labor & Social
Security Bureau for record)

     

    


     

    


     

    Party A:
China Logistics Group, Inc.

     

    


     

    Authorized
Representative: /s/
Wei Chen (signature)

     

    


     

    


     

    Party B:
/s/ Yuan Huang
(Signature)

     

    


     

    


     

    


     

    Date:
October 12, 2009