Exhibit 10.25


 


Technology
Development (Commission) Contract


 


	Project
Name:		Informatization
                                         and Customs Inspection Quarantine Facilities of Guiyang Gaimao Railway Freight Port (Phase
                                         I project)
	 	 	 
	Client (Party A):	 	Project
                              Department of Guiyang Gaimao Railway Port Construction (Phase I project) of No.3 Engineering Company
                              of China Railway No.8 Engineering Group Co., Ltd
	 	 	 
	Agent (Party B):	 	Zhuhai
                              Powerbridge Technologies Co., Ltd
	 	 	 
	Date of signing:	 	September
                               2019
	 	 	 
	Place of signature:	 	Zhuhai,
                                  Guangdong, China



 






    


     


    

 


Client
(Party A): Project Department of Guiyang Gaimao Railway Port Construction (Phase I project) of No.3 Engineering Company of
China Railway No.8 Engineering Group Co., Ltd


 


Address:
No. 1, Jianzhu Lane, Chaoyang Dong Road, Nanming District, Guiyang, Guizhou


 


Legal
representative: Hu Jian Project contact: Yang Zongti Contact: 17785591013


 


Email:
958727464@qq.com


 


Address:
11 / F, Building A3, Fuyuan Changrong Building, Mengguan Avenue, Huaxi District, Guiyang, Guizhou


 


Telephone:
Fax:


 


Agent
(Party B): Zhuhai Powerbridge Technologies Co., Ltd


 


Address:
Floor D2-1, South Software Park, No. 1 tangjiawan Software Park Road, Zhuhai city


 


Legal
Representative: BAN LOR Project contact: Zheng Xu Contact: 13885171669


 


E-mail:
cliffzhen g@pow erbrid ge. com


 


Address:
D2-1, South Software Park, No. 1 tangjiawan Software Park Road, Zhuhai city


 






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Telephone:
0756-3395666


 


Fax:
0756-3395667


 


Service
Hotline: 400-885-4114


 


Deposit
bank: Bank of Communications, Zhuhai Branch, Xiangzhou Sub-branch


 


Account
name: Zhuhai Powerbridge Technologies Co., Ltd


 


Bank
account number: 444000091018000745538


 


Bank
Number: 301585000026


 


In
accordance with the procurement bidding procedure, Party A accepts Party B’s bid for this project and confirms Party B as the
construction unit of the informatization and customs inspection quarantine facilities (Phase I project) of Guiyang Gaimao Railway
Freight port. Party A and Party B are in accordance with the law of the People’s Republic Of China Contract Law,
Copyright Law Of The People’s Republic Of China and relevant laws and regulations, achieving mutual understanding,
the principle of equal cooperation, after full consultation. Party A and Party B agree on relevant matters, and authorize their
representatives of signing of this contract on the following terms and conditions (hereinafter referred to as the contract), so
that to insure both sides to comply with the performance.


 


Before
signing this contract, Party B shall pay Party A performance security with the amount of RMB 200,000.00, which shall be deducted
from the advance payment. 30 days after Party B fully performs the contract and the project is accepted by the owner, both parties
shall sign the agreement on account sealing. Party A will not be responsible for the interest. If Party B breaches the contract
or causes losses to Party A, Party A shall have the right to deduct the corresponding performance security; If the performance
security is insufficient, Party B shall make it up or Party A shall deduct it from the contract price.


 






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	1	Scope
    and content of purchase


 


		1.1 	Name of
purchase: Project of Informatization and Customs Inspection Quarantine Facilities (Phase I project) of Guiyang Gaimao Railway
Freight Port (hereinafter referred to as the Project), deliverables provided by Party B (see the Attached Project Equipment List
for details). And the final details of software hardware deliverables, will be based on the actual requirements of the project.
And after the project started, by Party B to Party A’s requirements in terms of investigation and analysis, will be confirmed
by both hardware and software functions and hardware configuration and service projects, and the technical specifications and
related contract attachment supplement and improvement of the regulatory supervision and confirmed, signed by both parties confirm
the final version of the Project Equipment List and Software Function Confirmation, in order to ensure
the platform will meet the requirements of project bidding material described.




 .


	 	1.2	If
    the purchase quantity is in accordance with Project Equipment List and Software Function Confirmation
    is inconsistent with the actual used quantity, Party A shall enter into a supplementary contract with Party B through
    negotiation without changing other terms of the contract. Party B shall supply the goods according to the actual quantity
    used. The final settlement amount of the Contract shall be calculated according to the actual quantity used or the actual
    amount of the project.


 


	2	The
    contract price


 


	The
    serial number	The
    project content	Price
    (RMB)
	1	Equipment
    procurement	40,721,286.00
	2	Software
    development and technical service fees	8,003,350.00
	3	System
    integration fee	1,387,289.00
	Total
    contract amount:	50,111,925.00


 


	3	Delivery
    requirements


 


3.1
Delivery date: All equipment installation shall be completed before November 20, 2019. The commissioning and operation shall meet
the acceptable standards of the construction management department and Customs.


 


	 	3.2	Delivery
    place: Project site


 


	 	3.3	Delivery:
    Site construction and training








 


	4	Project
    quality retention money


 


	 	4.1	Upon
the acceptance of the project, 5% of the contract amount shall be deemed as quality retention money and Party A shall pay
the corresponding amount to Party B according to the contract terms on the expiration date of the quality guarantee period. 


 






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	5	Quality
    assurance and after sales service


 


	 	5.1	Warranty
    period


 


Hardware:
one year from the date of arrival of the hardware equipment; Software: one year from the date the software system is put into
operation.


 


	 	5.2	During
    the quality assurance period, Party B shall be responsible for the quality assurance of the software and hardware provided
    and shall not charge additional fees.


 


	 	5.3	In
    case of system failure, Party B shall respond within 4 hours and repair within 24 hours. Major equipment failure shall able
    to get respond on the site within 2 hours and the problem shall be solved within 6 hours. If the repair cannot be done within
    24 hours under special circumstances, Party B shall replace the new equipment or provide substitute equipment within the warranty
    period.


 


	 	5.4	Party
    B shall require the supplier to provide the same period of warranty, and provide professional maintenance services for the
    modules at preferential prices. In case of failure of the system hardware due to quality problems, Party B shall be responsible
    for maintenance, overhaul and technical support, and contact the manufacturer for repair or replacement if necessary. Non-intentional
    damage and damage within the normal use range shall be repaired free of charge.


 


	 	5.5	Within
    the scope of the bidding documents, if Party A believes that the hardware purchased by Party B really does not meet Party
    A’s technical requirements, the parties may, based on the actual situation and through negotiation, adopt the following measures:


 


(1)
Replacement: Expenses incurred shall be borne by Party B;


 


(2)
Devaluation: Party A and Party B shall have negotiation to determine the price;



 


(3)
Return processing: If hardware quality problem occurred and after the try of Party B and its suppliers, problems are still unable
to meet the requirements, and Party A request to return, Party A shall provide written notice to Party B and on the basis of the
reasons of return. With the consent of Party B, Party A may require Party B to refund and Party A shall pay relevant amount, including
the direct costs associated with the transportation, insurance, inspection, contract payment’s interest and bank charges,
etc.


 






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	 	5.6	If
    Party B fails to fully perform the obligations in this article during the quality  guarantee
period, it shall be deemed as breach of contract and Party A shall have the right to hold Party B liable.



 


	 	5.7	After
    the completion of the construction period, the platform will enter into the after- sales maintenance period of the project.
    Party A and Party B shall negotiate and sign the project maintenance service agreement within one month before the expiration
    of the quality guarantee period. The annual maintenance fee shall be subject to the accumulated service amount. The specific
    service responsibilities and service scope shall be determined through negotiation in the agreement so that Party B can continue
    to provide professional services.


 


	6	Payment
    stage


 


	The
    serial number	Basis
    and time of payment	Amount
    (RMB)
	

        1
	Within
    15 days after the contract is signed, the tenderer shall pay 30% of the contract amount as advance payment for the project
    to the winning bidder;	

        15,033,578.00

	

        2
	After
    all equipment of the system arrive at the site, 60% of the total contract amount shall be paid as the project progress payment;	

        15,033,578.00

	

        3
	The
    tenderee shall pay 75% of the total contract amount after the completion of installation and commissioning and completion
    of each specialty of the project.	

        7,516,788.00

	

        4
	After
    passing the acceptance inspection by the General Administration of Customs, 95% of the total contract amount shall be paid;	

        10,022,385.00

	

        5
	The
    quality deposit shall be 5% of the total contract amount and shall be paid at the end of the 1-year warranty period without
    quality problems.	

        2,505,596.00

	

        Summary
	In
    words: RMB five thousand one hundred and fourteen thousand nine hundred and twenty five yuan	50,111,925.00


 






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	7	Responsibilities
    and obligations of both parties


 


	 	7.1	The
    work undertaken by both parties


 


(1)
The project shall be completed jointly by Party A and Party B, and a project management team shall be established. Party A and
Party B shall designate project leaders to participate in the entire construction of the platform and assume project responsibilities.


 


(2)
Complete the project demand research analysis and overall design and planning, and confirm the Project Equipment List and Software
Function Confirmation.


 


(3)
All key items of the project shall be communicated to the other party in writing, and all amendments and supplements shall be
confirmed in writing by both parties.


 


(4)
Work plan, goal formulation, task completion confirmation, hardware and software acceptance and final confirmation.


 


	 	7.2	Main
    work undertaken by Party A


 


(1)
Party A shall designate the person in charge of the system project and shall be responsible for coordinating Party A’s resources
and relevant third parties (including users of the platform) with Party B to carry out the relevant work of the project, provide
the basic environment and necessary conditions for the project implementation, and confirm and make timely decisions on the specific
matters of the project on behalf of Party A. Party B shall implement the platform in accordance with the information and decision
opinions provided by Party A’s project manager. Party A shall be responsible for the data, information and decision opinions provided
and bear the relevant responsibilities and consequences of the decision.


 


(2)
Responsible for the management of platform projects, organizing personnel from relevant departments to participate in projects,
and maintaining the relationship between government departments and relevant regulatory departments.


 


(3)
Responsible for the inspection, supervision and acceptance of the delivery of software and hardware in each stage, and the completion
of the platform acceptance.


 


	 	7.3	Main
    contents to be undertaken by Party B


 


(1)
Perform Party B’s duties according to the project plan and project objectives.


 


(2)
Party B shall conduct a detailed survey on the requirements of Party A’s platform, and provide Party A with the implementation
plan for the platform construction, which shall be taken as a guiding document for the project construction and finally confirmed
by both parties.


 


(3)
Provide hardware facilities and equipment required by the platform, set up the network system, machine room construction, and
ensure the application and normal operation of the platform.


 






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(4)
Responsible for the technical research and development and application development of the platform, testing, provision of enabling
services, platform launching, system initialization, technical support, software application training for Party A’s personnel,
and provision of professional implementation and services.


 


	8	Property
    rights


 


8.1
Party B warrants that the software and hardware provided will not infringe the patent right, trademark right or copyright of any
third party.


 


8.2
The intellectual property of the final product of the project customized software commissioned by Party A to Party B in this Contract
belongs to Party B. Party A shall have the permanent right to use the project after fully paying off the contract payment.


 


	9	Technical
    data


 


9.1
Within the scope of this Contract, Party A shall provide Party B with relevant technical requirements for the purchased goods.


 


9.2
Party B shall provide Party A with the technical information of the goods within the time specified in the purchase documents.


 


9.3
Without the prior written consent of both of the parties, neither party shall provide the relevant contract or any contract terms,
specifications, plans, drawings, samples or materials provided by the other party to any other person not related to the performance
of this Contract. Even if provided to personnel in connection with the performance of this Contract, it shall be kept confidential
and limited to the extent necessary for the performance of this Contract.


 


	10	Cooperation
    in each phase of the project


 


10.1
Equipment delivery, equipment installation and debugging, system deployment, project acceptance methods


 


	 	1)	Equipment
    delivery


 


Party B
shall, prior to the shipment of the goods, provide its suppliers with packages that meet the requirements of transportation distance,
moisture proof, shock proof, rust proof and damage proof loading and unloading, etc., to ensure that the goods are delivered to
the place designated by Party A in a complete and safe manner.


 






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Party B requests its suppliers to attach the equipment
operation manual, quality inspection certificate, warranty document, accompanying accessories, tools and list to the goods. Party
B shall submit the equipment delivery list and relevant documents to Party A.


 


Party B shall
notify Party A 24 hours before the goods arrive at the place designated by Party A so that Party A can arrange receiving equipment.
Party B shall also notify Party A that the goods have been delivered. Party B shall be responsible for all risks arising before
delivery of the goods to Party A.


 


Party A
shall, within five business days, inspect, confirm and sign for the arrival of the equipment submitted by Party B at the site
according to the specifications.If there is any objection to the appearance, specification or quality problem of the goods, it
shall be raised in writing to Party B within the required time. Failure to receive the written objection from Party A shall be
deemed as the completion of the delivery of the equipment.


 


	 	2)	Equipment
    installation and debugging


 


Within the
terms of this Contract, Party B shall install and debug the equipment as specified by Party A, and submit the equipment delivery
list and relevant documents to Party A.


 


Party A
shall ensure the basic environment and necessary conditions for equipment installation in a timely manner.


 


Party A shall
confirm the equipment deployed by Party B within five working days. If Party A has any objection, it shall raise such objection
in writing to Party B within the required time. Failure to receive the written objection from Party A shall be deemed as the completion
of equipment installation and debugging.


 


	 	3)	System
    deployment


 


In accordance
with the terms of this Contract, Party B shall install and deploy the software system as specified by Party A, and submit the
software delivery list and relevant documents to Party A.


 


Party A shall
confirm the software functions deployed by Party B within five working days. If there is any objection, Party A shall raise it
in writing to Party B within the required time. Failure to receive the written objection from Party A shall be deemed as the completion
of system deployment.


 


	 	4)	The
    project acceptance


 


As the final
stage of project construction, project acceptance shall be started after Party B completes equipment delivery, equipment installation
and debugging, software system deployment and trial operation, and Party A shall organize relevant personnel to accept the overall
operation of the project.


 






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Party B
shall, according to the materials described in the project bidding scope, commitment, the confirmed list of project equipment
and the software function confirmation of the specification file by both of the parties, technical indicators, quality indicators,
in order to meet the technical requirements of Party A, be in accordance with the relevant national standards or industry standards
for acceptance documents, and as a basis for the project acceptance to submit to Party A. Party A shall make confirmation within
five working days. If there is any objection, Party A shall raise it in writing to Party B within the required time. Failure to
receive written objection from Party A shall be deemed as completion of project acceptance.


 


During
the acceptance inspection, Party A and Party B shall be on the scene and issue the acceptance result report at the site after
the completion of acceptance inspection, which shall be signed and sealed by both parties for confirmation.


 


Party B
is responsible for providing professional training to Party A. Party A is responsible for arranging and organizing Party A’s personnel
to attend Party B’s professional training, which includes the application maintenance and operation of the system.


 


It is subject
to normal function of software system and correct data output after users input their typical data.


 


	11	Liability
    for breach of contract


 


11.1
Within the scope of this Contract, if Party B purchases are in accordance with The Project Equipment List and Software Function
Confirmation, Party A’s refusal to accept the goods without justified reasons and failure to provide written rejection notice
shall be deemed as breach of contract, and Party A shall pay Party B a penalty equal to 5% of the value of the rejected goods.


 


11.2
After Party B completes the phased work agreed herein, Party B will provide Party A with a formal notification letter. If Party
A delays the payment to Party B without any reason, Party A shall pay Party B a penalty equal to 0.05% of the overdue payment
per day. If Party A delays the payment for more than 20 working days, Party A shall be deemed to breach the contract. If Party
A breaches the contract, Party A shall pay Party B a penalty equal to 5% of the contract value. If Party B loses more than the
penalty due to the breach of Party A, Party A shall continue to be liable for the excess amount.


 






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11.3
If Party A fails to timely provide the infrastructure and necessary conditions for equipment and system installation, or fails
to timely and fully pay the contract payment to Party B in accordance with the terms of this Contract, Relevant responsibilities
and consequences shall be borne by Party A, including losses caused to Party B by the project schedule delay caused thereby.



 


11.4
If Party B delays in delivering the goods, except for the reasons caused by Party A, Party B shall pay Party A penalty equal to
0.05% of the delayed delivery amount per day. If Party B fails to deliver the goods within 20 working days after the delivery
date agreed herein, Party B shall be deemed to have breached this Contract. In case of breach by Party B, Party B shall pay Party
A penalty equal to 5% of the contract value.


 


11.5
If the types, models, specifications, technical parameters and quality of the goods delivered by Party B do not meet the requirements
set forth in the contract and the list of goods requirements set forth in the bidding documents, Party A shall have the right
to reject such goods. If Party B is willing to replace the goods but fails to deliver the goods within the time limit, such goods
shall be treated as delayed delivery by Party B. If Party B refuses to replace the goods, Party A may unilaterally terminate the
contract. Both parties shall give a written notice as the basis during the process.


 


	12	Handling
    of force Majeure events


 


12.1
Within the validity period of the Contract, if either party is unable to perform the Contract due to a force majeure event, the
performance period of the Contract may be extended for the same period as that affected by the force majeure.


 


12.2
After the occurrence of the force majeure event, one Party shall immediately notify the other Party and send certificate issued
by the relevant authority.


 


12.3
If the force majeure event lasts for more than 120 days, both parties shall decide whether to continue to perform the Contract
through friendly consultation.


 


	13	The
    contract supplementary provisions


 


13.1
Any dispute between Party A and Party B over this Contract or related matters shall be settled through friendly negotiation as
far as possible. If both parties fail to reach an agreement through consultation, they shall apply to the arbitration institution
or the people’s court in their respective places for arbitration.


 


13.2
Party A shall not assign its rights and obligations hereunder to any third party without Party B’s written consent.


 






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13.3
Modification and Variation of this Contract: The parties may amend this Contract only by a written document signed by the parties.


 


13.4
The contract shall come into force upon being signed and sealed by the legal representatives or authorized agents of both parties.


 


13.5
Matters not mentioned herein shall be governed by the relevant provisions of the



 


Contract
Law of the People’s Republic of China.


 


13.6
This contract is made in 4 originals, with 2 held by Party A and 2 held by Party B and all originals shall be equally authentic.


 


	
        Party A: Project Department of Guiyang Gaimao

Railway Port Construction (Phase I project) of

No.3 Engineering Company of China Railway 

No.8 Engineering Group Co., Ltd
	 	
        Party B: Zhuhai Powerbridge

Technologies Co., Ltd 

	 	 	 
	Signature:	 	Signature:
	 	 	 
	
        Date of signing:
	 	
        Date of signing:

	 	 	 
	 	 	 



 


 


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