Exhibit 10.26


 


Technology
Service Contract


 


This contract is signed on
              
by both parties at              .


 


Party A:


Address:


Tel:


Fax:


Postal code:


Contact Person:


E-MAIL:


 


Party B: Beijing e-Channels
Century Technology Co., Ltd.


Address:


Tel:


Fax:


Postal code:


Contact Person:


E-MAIL:


 


After detailed negotiation,
on the provision of technology service of Party B, Party A and Party B agree to
enter into this contract and perform the terms as follows:


 


Article 1
Subject Matter of Contract


 


1.1 Party B agrees to render
and Party A agrees to accept the professional technology service (hereinafter
referred to as Service) in accordance with the Annexure 1 Introduction of Professional Technology Service
under the contract.


 


1.2 Introduction of Professional Technology Service
the item of service will specify, the scope of professional technology,
precondition of service, working item, the responsibilities of both parties,
service standard, the item files needed to be delivered, the symbol of
fulfilment, and the service term. The service begins with the date appointed in
contemplated schedule, and ends with the date of signing Memo of Service Fulfilment (please see
Annexure 2) by item managers of both parties.


 


1.3
Both parties shall check and accept the service in accordance with the checking
method and standard, and sign Memo of
Service Fulfilment after every item is fulfilled under the Introduction of Professional Technology Service.


 


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Article 2
Definition


 


if
not otherwise stipulated, the definitions of the words listed below shall be as
follows:


 


“Service”
refers to the service rendered by Party B such as item administration, project,
plan, consultation, education, training, installation, maintenance, preparation
of place, equipment administration and operation in accordance with Annexure 1 Introduction of Professional Technology Service 


 


“Information”
refers to the character materials rendered by Party B such as procedure, list
of procedures, tool of programming, files, reports and diagram in accordance
with Annexure 1 Introduction of Professional
Technology Service


 


“Criterion”
refers to the detailed and full description of the related item in function,
operation, surroundings and capability under the contract and annexure.


 


“Item” refers to the
activities related to Introduction of
Professional Technology Service.


 


“Checking and Acceptance”
refers to standard and method of checking and acceptance in accordance with Introduction of Professional Technology Service.


 


Article 3
Service Content and Service Term


3.1 Service Content:


1.


2.


3.


4.


Please
see Annexure 1 Introduction of Professional
Technology Service for details.


3.2
The service term is from          to           .


1.


2.


3.


4.


Please
see Annexure 1 Introduction of Professional
Technology Service for details.


 


Article 4
Contract Price and Method of Payment


4.1 Contract price


1.


2.


3.


4.


The total price of the
contract is RMB           Yuan.
And please see Annexure 4 Price List
for details.


 


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4.2 Both parties shall
conduct the checking and acceptance of relevant service content in accordance
with Introduction of Professional Technology
Service and follow the below payment schedule. If the service qualifies
the checking and acceptance, both parties shall sign Memo of Service Fulfillment. Within 10 days of signing Memo of Service Fulfillment, Party B can
submit Payment Application
(please see Annexure 5). Within 5 working days after receiving Payment Application and Formal Commercial Invoice of Party B, Party
A shall pay the relevant service expenses under the contract.


 


4.3 Party A shall pay into
the account as follows:


Opening Bank of Party B:


Account Name:     


RMB Account No.:


 


Article 5
Alternation of Item


 


5.1
Both parties shall appoint one veteran item manager respectively as contact
person for the period of this contract. Any party should provide a notice for
the alternation of item manager to the other party in written in the period of
this contract.


 


5.2
Any party has right to alter the service item under Annexure 1 Introduction of Professional Technology Service.
Any application for alternation should be submitted in written.


 


5.3
Both parties can negotiate on expenses based on the scope and to the extent of
complication of alternation.


 


5.4
Both parties shall sign Amendment of
Contract or Memo of Alternation
after reaching an agreement. The alternation will modify or replace any term
conflicting with alternation in Introduction
of Professional Technology Service and any foregone memo of
alternation.


 


5.5
The party applying for alternation shall fill with Application for Item
Alternation (Annexure 3) to describe the content, and reason of alternation,
the effect to the item to item managers of both parties for mutual discussion.


 


5.6
Item managers of both parties shall review the application and make further
investigation, which would decide the effect of the alternation on price,
schedule and other articles.


 


5.7
Item managers can decide to approve or refuse the application after checking
and investigation. In accordance to the application signed by item managers of
both parties, the authorized representative of both parties shall sign a
relevant Amendment of Contract or
Memo of Alternation, which shall
be a valid annexure to the contract and the basis for implement such
alternation.


 


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Article 6
Obligations of Party B


 


6.1
Party B shall render every item of service in accordance with Annexure 1 Introduction of Professional Technology Service
and guarantee that the service is rendered according to the criteria in this
contract.


 


6.2
Party B shall render the service in the time limit specified in Annexure 1.


 


6.3
Party B shall provide all files for every service it renders and specifies
thereto in accordance with Annexure1.


 


Article 7
Obligations of Party A


 


7.1
Party A agrees that Party B can pass in and out of the place of Party A in the
area permitted by Party A for the purpose of fulfilment of the service
specified in Annexure 1.


 


7.2
Party A shall supply relevant and necessary surroundings and equipments for the
rendering of service in accordance with Annexure1.


 


Article 8
Guarantee and Ownership of Property Right


 


8.1
Party A is the proprietary owner of copyright, application right for patent,
patent, technology secret and related property right of information developed
by Party B during the implement of the item. Party B has the right to keep copy
of achievement only for internal use and can, for the purpose of developing
other software for internal use, modify, translate or combine with other
materials.


 


8.2
Party B guarantee that the files, materials, software and others used in the
process of rendering service and producing information could be used legally
for the implementation of the item without any claim. Party B further
guarantees that the service and information herein would not infringe the
property right of a third party and have no dispute arising from it. Party B
will bear the responsibility and expenses resulting from any dispute arising
due to the use of the service and information of a third party in relation to
Party A.


 


8.3
Party A guarantees that it obtained necessary right, proof or other documents
to move, use, copy, amend, translate, distribute and/or combine the houses,
hardware, software and other stuff supplied by Party A without infringement of
rights and interests of a third party.


 


8.4 Whereas Party B uses its
software with separate copyright in the process of development and the
achievement of this item includes the software, Party B authorizes Party A the
perpetual use right on [    ] together with the proprietary and use
right of the final product without the limitation on the place, the number
of users and time of Party B, however, the actual users are only limited to
Party A and its associates (including branches, offices and specialized company
controlled by Party A).


 


8.5Party A shall not transfer the usage right of
     to any third party by any method or misinform regarding
the ownership of property right.


 


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Article 9 Liabilities
of Breach of Contract and compensation


 


9.1 If it fails to provide
service for checking and acceptance on time, Party B shall pay compensation for
the breach of contract to the equivalent of 1‰ of the total price per day. If
Party B fails to submit the final product for checking and acceptance after 30
days of the date of checking and acceptance, Party A has the right to rescind
this contract and ask for compensation for all losses thereof.


 


9.2
Party A shall pay 1 ‰ of total price per day from the delay date, as breach of
contract damages, if Party A delays the payment. If Party A fails to pay after
30 days, Party B has right to rescind this contract and ask for compensation.


 


Article 10 Termination


 


10.1 Any party shall not terminate the contract unless
it is reasonable or otherwise mutually agreed by the parties.


 


10.2 Party A shall pay Party B the service expenses up
to the date of termination in accordance to the price stipulated in the
contract, provided that both parties agree to terminate the contract.


 


Article 11 Governing Law and Settlement of Disputes


 


11.1 This contract shall be governed by the laws of
P.R.C.


 


11.2 Both parties shall solve the disputes arisen from
this contract through friendly negotiations based on the principles of mutual
trust and long-term cooperation.


 


11.3 If both parties can not solve the dispute, both
parties agree to submit the case to Beijing Arbitration Committee for
arbitration in accordance with its legal arbitration rules. The language of
arbitration shall be Chinese. The arbitration will be final and binding for
both the parties. The arbitration expenses shall be provided by the losing
party except otherwise specified by the verdict of the arbitration.


 


11.4 Each party shall fulfil the articles in the term
of arbitration without further disputes.


 


Article 12 Force Majeure


 


12.1 If any party can not perform
this contract on time due to war, fire, flood, typhoon, earthquake, domestic
strut and other disasters etc, the term of performance can be postponed
accordingly, and both parties will be free from any liability for the losses
resulting from such postponement.


 


12.2 The party, who can not perform the contract,
shall provide a notice the other party thereof as early as possible after the
happening of the force majeure, and deliver the proof certificate issued by
relevent authorities within 14 days thereafter by express.


 


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12.3 If the force majeure lasts more than 150 days,
both parties will reach an agreement on the implementation of the contract as
soon as possible through friendly negotiation.


 


12.4 Party B will be exempt from liabilities resulting
from matters out of control of Party B, inclusive of governmental delays or
refusal to issue licence in the period of performance of such matter.


 


12.5 The forced intervention by the concerned
government to the implement of the contract will be deemed as force majeure,
such that it will prevent fulfilment of this contract or result in a great
increase in cost of performance and have material difference with the terms
agreed when signing the contract, unless such activity is managed or caused by
one party of the contract.


 


Article 13 Amendment of Contract


 


13.1 Only those amendments,  , which
made by the Parties in accordance to the procedures stipulated in this article,
will be taken into
effect.


 


13.2
If one party needs to amend the contract, it should provide notice to the other
party 30 days in advance in written. Both parties should sign Amendment of Contract after reaching
agreement.


 


13.3The
Amendment of Contract will
prevail in case of conflict between Amendment
of Contract and the contract.


 


13.4The
Amendment of Contract will be
effective after being signed and stamped by authorized representatives of both
parties. There are four originals of Amendment
of Contract, and each party should have two.


 


Article 14 Effect of Contract


 


14.1
The contract will come into effect after being signed and stamped by authorized
representatives of both parties. There are four originals of contract, and each party should have two for the
same force.


 


14.2
The annexure is part of this contract and has the same force therefore. If there
is any conflict between contract and annexure, the contract will prevail.


 


Article 15 Miscellaneous


 


15.1 Both parties will treat all the information
related to business, financial, and technology of the other party, that is
accessed to during the performance of the contract, as confidential information
and should not disclose it to any third party. This article shall continue to
be valid after the expiration or termination of this contract shall not apply
to any information already in public.


 


15.2 If there is any article deemed as invalid,
illegal or unfulfilled, it shall not affect the effectiveness, legality or
implementation of the other terms.


 


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15.3 Both parties agree to abide by all related laws
and regulations of P.R.C and other countries concerned, including all licenses
to be produced by Party B regarding the implementation of Introduction of
Fulfilment.


 


 


	
  Party A:

  	
   

  	
  Party B:

  
	
   

  	
   

  	
   

  
	
  Stamp:

  	
   

  	
  Stamp:

  
	
   

  	
   

  	
   

  
	
  Signature of authorized representative:

  	
   

  	
  Signature of authorized representative:

  



 


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Annexure:


Annexure
1: Introduction of Professional Technology
Service


Annexure
2: Memo of Service Fulfillment


Annexure
3: Application of Alternation and Amendment


Annexure
4: Price List


Annexure
5: Payment Application


 


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Annexure
1: Introduction of Professional Technology
Service           of XXX Bank


 


(Please
describe the content of each service as follows :)


 


1.
Item of technology service


 


2.
Scope of technology service


 


3.
Precondition to implementation of service


 


4.
Working item


 


5.
Responsibilities of Party B and Party A


 


6.
Service standard


 


7.
Item files to be delivered


 


8.
Symbol of fulfillment of professional technology service


 


9.
Service term


 


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Annexure 2: Memo of Fulfillment of
Service


 


	
  No.

  	
   

  	
  Item and content of service

  	
   

  	
  Day

  	
   

  	
  Name

  	
   

  	
  Day

  	
   

  	
  Per

  day

  	
   

  	
  Total

  	
   

  	
  Total

  	
   

  	
  Expenses

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
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  4

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  5

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  6

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  TOTAL

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  



 


Total price of the item is RMB        Yuan.


 


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Annexure 3: Application of Item Alternation
and Amendment


 


	
  No.

  	
   

  	
  Content of

  Alternation

  	
   

  	
  Comparison

  of workload

  (per day)

  	
   

  	
  Expenses

  after

  Alternation

  	
   

  	
  Remarks

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  



 


 


	
  Item manager of Party A

  	
   

  	
  Item manager of Party B

  
	
   

  	
   

  	
   

  
	
  (Signature):

  	
   

  	
  (Signature):

  
	
   

  	
   

  	
   

  
	
  Date:

  	
   

  	
  Date:

  



 


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Annexure
4: Price List


 


13

















 


Annexure
5: Payment Application


 


Payment
Application


 


Payment
Application under Contract xx


 


No.:


 


Dear
xxx of XXXX Bank:


 


The
professional technology service stipulated in the Introduction of Professional Technology Service under Contract
xx has been come into implementation. With your grateful cooperation, both
parties have already checked the phrase professional technology service under
the contract and signed Memo of Service
Fulfillment (please see Annexure 1). In accordance with Article 4 of
the contract (Contract No.:    ), we
submit to you the formal commercial invoice (please see Annexure 2), so please
pay RMB     to our account:


 


	
  Opening Bank:

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
  Account Name:

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
  Account No.:

  	
   

  	
   

  
	
   

  	
   

  	
  Company (Stamp)

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  Date:

  



 


Annexure
1: Memo of Service Fulfillment


 


Annexure
2: Formal commercial invoice


 


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  Name of Credence

  	
   

  	
  No.:

  



 


15