Exhibit 10.3


 


T-MOBILE AGREEMENT (AS TRANSLATED INTO ENGLISH)


 


 


Contract


 


between


 


T-Mobile
Deutschland GmbH


Landgrabenweg 151


53227 Bonn


 


-in the following called T-Mobile-


 


and


 


Intac International Holdings Limited


Unit 3-5, 17/F, Clifford Centre


778-784 Cheung Sha Wan Road,


Kowloon, Hong Kong


 


-in the following called Intac-


 


concerning


 


PURCHASE OF USED GSM END DEVICES WITHIN THE “TRADE-IN” CONCEPT


 


 


1

















§ 1 Items of contract


 


The subject of the contract is
the purchase of used GSM equipment within the “Trade-In” concept.


 


 


§ 2 Proffer services of T-Mobile


 


1.               Monthly, T-Mobile
will prepare a report with all the offered GSM end equipment (“GB-Mobiles”) to
Intac and fax this to Intac. The report will include the following:


-                    category


-                    name of the
equipment


-                    number of devices


-                    end-price


 


2.               T-Mobile commits to
offering only workable GB-Mobiles.


 


3.               T-Mobile will test
the offered GB-Mobiles. The test function will include switching the GB-Mobile
on and inspecting the condition of the storage battery.


 


 


§ 3 Proffer services of Intac


 


1.               Intac commits to
buying the offered GB-Mobiles within the “Trade-in” concept listed in the
monthly report provided by T-Mobile.


 


2.               Intac will prepare
a list of orders and send this to T-Mobile.


 


 


§ 4 Proffer services to the contracting companies


 


1.               Intac and T-Mobile
commit to implement the purchase of GB-Mobiles within the contract of the
“Trade-In” concept in Germany exclusive with one and another.


 


2.               Intac will take
delivery of the GB-Mobiles at a place specified by T-Mobile’s logistic
partners.


 


 


§ 5 Payments


 


1.               To set the prices,
the GB-Mobiles are divided into different categories. The categories are
classed with special prices. The categories are updated quarterly.


 


2.               GB-Mobiles not
listed will be automatically allocated to the lowest category.


 


3.               The agreed prices
are net prices, plus legal sales tax.


 


4.               Payments are made
by cash in advance.


 


 


§ 6 Supply commitment


 


1.               The sales
commitment always includes the shipping, the GB-Mobile, the storage battery and
the battery charger.


 


2.               The GB-Mobiles are
offered completely according to the supply commitment, either in the original
boxes or in a white-box.


 


3.               The delivery of the
GB-Mobile will not be by category.


 


 


2

















§ 7 Liability


 


1.               T-Mobile is fully
liable in case of intentional misconduct. In addition, T-Mobile is
unconditionally liable in case of claims made concerning life, body and health.
T-Mobile is liable for grossly and general negligence, when an essential duty
of contract has failed. A liability of T-Mobile within the law of products
isn’t affected.


 


2.               T-Mobile isn’t
liable in case of damages, caused by force majeure or by unpredictable and
temporary events that can’t be controlled by T-Mobile.


 


3.               The transfer of
risk to Intac is at the point of delivery by the logistic partner of T-Mobile.


 


 


§ 8 Other determinations


 


1.               The used GB-Mobiles
are sold with the exclusion of warranty for quality. Also the general terms and
conditions for telecommunication resellers (state: September 2002) of T-Mobile
are valid, unless otherwise stated in the contract.


 


2.               This contract
doesn’t include the existing sale of used equipment to Intac.


 


3.               The “Trade-In”
concept (state: November 2002) is part of this contract.


 


 


§ 9 Final determinations


 


1.               The duration of the
contract commences with the execution of this agreement and ends on December
31, 2004.  This contract will
automatically extend for a further year, unless previously cancelled by one of
the parties no later than three months before the calendar year end.


 


2.               Changes and
supplements to this contract are to be made in writing. To terminate this
contract notice must also be given in writing.


 


3.               If any portion of
this contract is deemed illegal or if something is missed in the contract, this
has no impact on the legality of the remaining portions of the contract. The
illegal portion will be amended to be made legal with no change to the meaning
and purpose.


 


4.               If disputes or
conflicts arise between the two contracting parties they will try to find a
mutually agreeable solution, without the need to go to court.  If the two parties are unable to reach a
mutually agreeable solution, the contracting parties agree for a court in Bonn
to resolve any conflicts.


 


 


Bonn, 30/10/02


 


Enclosed:


List of used GSM-equipment


 


	/s/ Wei Zhou
	
   

  
	
   

  	
   

  
	
  Wei Zhou

  	
   

  
	
  Intac
  International Holdings Limited

  	
   

  



 


 


	/s/ Michael Schuld

	
   

  
	
  Michael
  Schuld

  
	
  Director

  
	
  T-Mobile
  Deutschland GmbH

  



 


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