Exhibit 10.6 





Employee Contract 



No.: 001 



Party A: China Housing
& Land Development Inc.  



Mailing address: 6 Youyi Dong Road
Hanyuan 4F, Xi'an Shaanxi Province 710054  



Legal representative or commission
agent: Lu Pingji 
Economic type: Foreign-funded Enterprise 




Tel: 029-82582653 



Party B: Lu Pingji

Level
of education: Bachelor Degree

Sex: Male

Resident ID card: 610103195009180011

Home
 address: 8 Youyi Dong Road Xi’an 



Postal code: 710054

Street
office:

Tel: 13909293388 



Emergency contact: Jiao Fengrong
                        Tel: 13909293388 



According to the Labor Law of the
People’s Republic of China and the Labor Contract Law of the People’s
Republic of China and upon consultation on the basis of equality and free will, Party
A and Party B hereby enter into this Contract, agreeing as follows: 



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I. Contract Period 



Article 1   This contract takes
effect from January 1, 2008 to January 1, 2009. 



II. Job Content and Working
Place 



Article 2    Party B agrees to
work as President (CEO) according to Party A’s needs. 



Article 3    Party B works in
Xi’an City. 



Article 4   Party B shall
seriously take job responsibilities specified by Party A and finish his or her own job in
terms of time, quality and quantity. Party B shall not be allowed to take part-time jobs
in other Units without being permitted by Party A. 



Article 5   Party A, on the
basis of his or her personnel management system, business needs and task performance of
Party B, may rationally adjust operating post and job content of Party B. Book on
alteration of labor contract shall be signed if Party B is willing to obey. 



III. Labor Protection
and Working Condition 



Article 6   Party A arranges
Party B to carry out fixed working time system. 



Article 7   Party A arranges Party
B to work five days of a week, 7.5 hours per day and receive training on Saturday morning.
Party A guarantees that Party B has at least one day off every week. 



Article 8   Party A arranges
Party B to leave in legal holidays or other holidays stated by the law. 



Article 9   Party A, in order to
ensure the realization of the operational plan, can adopt flexible working including
concentration job, concentration rests, having holidays by turns and having
compensation leaves, etc. as required. 



Article 10   Party B shall obey
the unified arrangement of Party A in the event that Party A arranges him or her to work
overtime because of job demand. 



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Article 11   Party B’s
overtime shall only be paid with Party A’s approval. 



Article 12   Party A provides
Party B with necessary working conditions, labor tools, good working environment,
operating instruction, job specification, labor safety and health system and its standard. 



Article 13 Party A is
responsible for the education and training for Party B in many aspects including political
thought, professional ethics, vocational skills, labor safety and health and related rules
and regulations. 



IV. Labor Remuneration 



Article 14   The salary
distribution of Party A follows the principle of distribution according to work. 



Article 15   The salary of Party
B is determined in accordance with the methods of internal salary distribution which is
listed in rules and regulations made by Party A according to the law. 



Article 16   After Party B,
carrying out the fixed working time system to work for Party A, gives normal work with
normal attendance, Party A shall pay salary of last month or living allowance to Party B
in cash by the 10th of every month. 



Article 17   After negotiation
and mutually agreed by both parties, Party B’s basic salary on the job is
2200Yuan/Month, performance salary is 122800 Yuan/Month. 



Article 18   Merit pay is given
according to guidelines for performance evaluation and performance assessment
rule established by Party A in accordance with the law. 



Article 19   Party A has the
right to adjust Party B’s salary according to his or her production operations,
alteration of Party B’s post and distribution methods for labor remuneration
established in accordance with the law. 



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V. Social Insurance
and Welfare 



Article 20   Party A shall pay
for the pension insurance, unemployment insurance, medical insurance, overall-planned
medical care for serious illnesses, housing fund and other social insurances of Party B
according to relevant regulations of the State and Xi’an. The part that should be
paid by Party B shall be covered by Party B, and deducted and paid by Party A from the
salary. The payment shifts according to relevant regulations when the two parties cancel
or terminate the contract. 



Article 21   Party B’s
salary on public holidays, home leaves, marriage or funeral leaves, maternity leave for
women employees, and the living subsidies (economic compensation fund), medical subsidies
when the contract is canceled or terminated shall be paid in accordance with relevant
laws, regulations, rules and policies. 



Article 22   If Party B is sick
or injured for non-work-related reasons, the payment of Party B’s sick leave pay,
sickness relief, and medical treatment shall be conducted according to relevant
regulations of the State and Xi’an (See Annex). 



Article 23   If Party B is sick
or injured for work-related reasons, the payment of Party B’s salary and medical
insurance shall be conducted according to relevant regulations of the State and Xi’an
(See Annex). 



Article 24   Party A shall
provide Party B with the following benefits: festival bonus, physical examination,
travels, and paid vacation, etc.. 



VI. Labor Discipline 



Article 25   Party B shall
comply with the rules and regulations established by Party A in accordance with the law,
strictly abide by the labor safety and health and working rules as well as job
specification, care for Party A’s property, comply with professional ethics and take
an active part in the training organized by Party A to improve ideological awareness and
vocational skills. 



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Article 26   Party B shall not
engage in any other second job or activity which is conflicted with the interest of Party
A and shall keep Party A’s business secret and intellectual property rights and
protect Party A’s prestige and interest. 



Article 27   Party A may impose
disciplinary action or economic punishment to Party B or even dissolve the labor contract
according the stipulations of the State and the Unit in the event that Party B breaches
labor discipline or rules and regulations. 



VII. Alteration,
Dissolution, Termination and Renewal of Contract 



Article 28   The contents of the
labor contract shall be altered if the laws, rules and regulations on which the labor
contract is changed. 



Article 29   When objective
conditions serving as the basis of the conclusion of the labor contracts changes
dramatically, resulting in preventing the contract from being implemented, the relevant
contents of the labor contract may be altered upon agreement of both parties through
consultation. The modification of this contract shall be in written form. 



Article 30    The contract may
be revoked after both parties reach an agreement through consultation. 



Article 31   Party A may revoke
the labor contract immediately if any of the following cases occur with Party B: 



1.              Party
A can not conduct employment formalities or pay social insurance because           Party
B fails to offer related employment information within 30 days.  



2.             It
has been confirmed that Party B has given false personal information for
          application to Party A, including but not limited to as follows:  



A.              False
or fake resignation certificate, identification, residential certificate,
          education certificate, health certificate etc..  



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B.            Party
B has mental, infectious or other diseases that adversely affect the work
          before application, but fails to make a statement of the diseases.  



     C.    
          Party B has records of demerit, retention, dismission, expulsion or any other
          serious punishment in other units, or other misdeeds like using drugs before
          application, but fails to make a statement of the records. 



     D.    
          Party B was reformed through labor, imprisoned, or penalty punished once, but
          fails to make a statement. 



     3.    
          When Party B is proved during probation periods to be unqualified for
          employment; 



     4.    
          When Party B seriously violates labor disciplines or employee manual or rules
          and regulations of Party A; 



     5.    
          When Party B causes great losses to Party A due to serious dereliction of duties
          or engagement in malpractice for selfish ends; 



6.              When
Party B establishes a labor relationship with other employers at the same           time
and may seriously influence his completion of the works in this entity, or
          refuses to make a correction even though Party A has pointed it out;  



     7.    
          When Party B’s criminal liability is prosecuted according to law or Party B
          is sent for re-education through labor or sent to public security organs to
          carry out detention education; 



     8.    
          Other circumstances as prescribed by laws or administrative regulations. 



Article 32   Party A may revoke
the labor contract or dismiss Party B but shall notify Party B of his or her decision in
writing 30 days in advance in any one of the following cases: 



     1.    
          Party B can neither take up his or her original jobs nor any kinds of new jobs
          specified by Party A after completion of medical treatment for their illnesses
          or injuries not suffered during work; 



     2.    
          Party B is incompetent in his or her job and remains so even after training or
          after readjusting the work post and refuses to obey work arrangement and labor
          management of Party A. 



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     3.    
          The objective conditions change significantly because Party A changes products,
          makes significant technological renovation or adjusts the form of business
          operation and so on, or Party B’s post disappears, which renders the labor
          contract unperformed. 



     4.    
          Party A encounters serious difficulties in production and management or is on
          the brink of bankruptcy and undergoes legal rectification period. 



     5.    
          No agreements on an alteration of labor contracts can be reached between two
          parties according to the stipulation in Article 29 of the contract. 



Article 33   Party A can not
terminate or revoke the labor contract according to Article 31 and Article 32 of the
contract should any one of the following cases occur with Party B: 



     1.    
          Party B has totally or partially lost his or her labor ability, which is
          confirmed by the labor appraisal committee in city, district and county, due to
          occupational diseases or work-related injuries 



     2.    
          Party B is receiving treatment for his or her diseases or injuries during the
          prescribed period of time; 



     3.    
          Party B is a female employee during her pregnancy, puerperal, or nursing periods
          (no less than 90 days); 



     4.    
          Party B has been working for the unit continuously for no less than 15 years and
          is less than 5 years away from his legal retirement age; 



     5.    
          Other circumstances as prescribed by laws or administrative regulations. 



Article 34   Party B, when
planning to revoke labor contracts, shall give written notice to Party A in 30 days in
advance. 



Article 35   Party B can, at any
time, notify Party A of his or her decision to revoke the labor contract in any one of the
following cases: 



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     1.    
          Party B offers his or her resignation to Party A in more than 3 days in advance
          during his or her periods of probation; 



     2.    
          Party A fails to provide labor protection or labor condition in accordance with
          the stipulation of this Contract.. 



     3.    
          Party A fails to pay Party B remunerations in accordance with the stipulation of
          this contract. 



     4.    
          Party A fails to pay social insurance premiums for Party B in accordance with
          the law. 



     5.    
          Party B offers his or her resignation to Party A in 30 days in advance; 



     6.    
          Other circumstances as prescribed by laws or administrative regulations. 



Article 36   The labor contract
shall be terminated if the term provided for in the contract expires. Both Party A and
Party B may renew the contract through mutual consultation. 



Article 37   The contract shall
be terminated if Party B retires, quits working or resolutive conditions for
terminating the contract agreed upon appears. 



Article 38   The labor contract
may be terminated in any one of the following cases: 



     1.    
          The labor contract expires and both parties can not reach an agreement in terms
          of renewal of the same working conditions. 



     2.    
          The conditions as agreed by the parties concerned for terminating the contract
          occur, for example, Party B has been confirmed to finish a certain work task. 



     3.    
          Party B goes bankrupt, is dissolved, canceled or ordered to close or its
          business license is revoked. 



     4.    
          Party B has begun to enjoy the basic old-age insurance treatments or has retired
          or is announced to be dead or missing; 



     5.    
          Party B is unable to perform contractual obligations temporarily but it is
          conditional and possible for him to continue to fulfill the contract, including
          but not limited to Party B involves criminal case and is confined
          liberty by public security, national security or judicial
          authority, and Party B fails to perform the contract normally over 15
          days because he or she is released from regular work
          for study or receives advanced study, etc.. 



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     6.    
          Other circumstances as prescribed by laws or administrative regulations. 



VIII. Economic
Consideration and Compensation 



Article 39   If one of following
cases occurs, Party A who violates the agreed terms of labor contract shall pay Party B
economic compensation fund in accordance with the following standards: 



     1.    
          Where Party A wrongly deducts or delays payment of salaries to Party B without
          valid cause, or refuses to pay overtime compensation to Party B, Party A shall,
          in addition to paying the salaries to Party B in full by the stipulated time,
          also pay economic compensation equal to 25% of the corresponding salaries. 



     2.    
          Where the salary remunerations paid by Party A to Party B are lower than this
          city minimum salary rate, it shall pay additional economic compensation equal to
          25% of the part that lower than the minimum salary rate when making up the part
          that is lower. 



Article 40   If one of the
following cases occurs, Party A shall pay Party B one month economic compensation which is
equal to average salary in the first 12 months before the termination of the contract by
Party B for every full year of work, up to the maximum of 12 months, according to the
employment term of Party B. 



     1.    
          Party A terminates the contract through consensus with Party B. 



     2.    
          If Party B can not be competent for the job, and after the course trains or
          adjusting working station still be competent for the job, Party A shall
          terminate the contract. 



Article 41   If termination of
the contract is due to the reason that Party B is confirmed by the labor appraisal
committee that be sick or non-work-related injured and be unable to take on the former job
or other job Party A assigns, Party B shall be paid by Party A not less than per capita
salary and medical treatment allowances in the first 6 months of the company. Those who
have serious illness or incurable disease shall be paid added medical treatment
allowances, in which not less than 50% for the serious illness and not less than 100% for
the incurable disease. 



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Article 42   Party A shall pay
Party B losses in accordance with the Labor Contract Law if the conclusion of any
invalid contract is attributed to Party A or the labor contract is explained by violating
the agreed terms and have caused damages to Party B. 



Article 43   Party B shall pay
for Party A losses in accordance with the Labor Contract Law if the conclusion of
any invalid contract is attributed to Party B or the labor contract is explained by
violating the agreed terms and have caused damages to Party A. 



Article 44   As to the employee
contributive trained and recruited by Party A, Party B shall liquidate training and
recruiting expenses on condition that Party B terminates the labor contract. The standard
is:  . 



Article 45   Where Party B did
not submitted resignation 30 days in advance or leaved without permission, Party B shall
be paid the monthly salaries after handover of the work. 



Article 46   Party B shall be
liable for compensation in accordance with the provisions of laws, regulations and
contracts if Party B owns Party A or the labor contract is terminated by violating the
agreed terms and have caused damages to Party A, and Party A possesses right to deduct
from the salaries, bonus, allowances and subsidies (including but not limited to), but
this kind of deduction shall not violate the provisions of laws and regulations in case of
any deficiency, Party A still has right of recourse against Party B. 



IX. the Period of
Training and Service and Competition Restriction 



Article 47   Supplementary
agreement of training/ education may be signed by both parties in which the
specific period of service and standard of compensation shall be agreed and carried out. 



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Article 48   Party B shall
maintain trade secrets of Party A. Trade secrets in this article refer to the technical
secret and operational information, which is not known to the public, which is capable of
bringing economic benefits to Party A , which has practical applicability and which Party
A has taken measures to keep secret. Including but not limited to the follows: 



     1.    
          Technical information: Generally, the range of technical information includes
          technical solution, engineering design, circuit layout, flow of work, technical
          index, computer software, database, design drawing, model die, operation manual,
          technical document and business letters involved in trade secrets. 



     2.    
          Business information: Generally, the range of business information includes list
          of client, marketing plan, acquisition of materials, pricing policy,
          non-disclose financial resources, remuneration for labor, object in invitation
          for bids and submission for bids and the content of bid document. 



     3.    
          The company shall undertake the obligation to keep secrets to the public in
          accordance with the provisions of laws and relevant agreements. 



Article 49   The term of the
competition restriction of Party B is within year/years (month/months) after
dissolve or termination of the labor contract. The range of competition shall be other
companies in the same industry in Shaanxi Province. During the term of the competition
restriction, Party A shall pay Party B certain economic compensation with the specific
standard of , the form of payment is . In the event that Party B violates
competition restriction, it shall pay liquidated damages RMB Yuan. If the liquidated
damages are insufficient for the actual losses of Party A, Party A shall reserve the right
of recourse for the actual losses. 



X. Other Contents Agreed
by Both Parties 



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The following articles shall be added
through consensus by both parties, that is: 











The following articles shall be
cancelled through consensus by both parties, that is: 












Article 50   Legal liabilities
of violating labor contract: Because the fault of either Party A or Party B causes what
the contract cannot be fulfilled or cannot fulfill completely and causes economic
compensations to the other party, legal liability shall be undertaken by the one party
that has fault according to its consequence and responsibility; If belong to bilateral
fault, according to actual condition, undertake the responsibility of respectively by each
side. 



XI. Settlement of Labor
Disputes 



Article 51   In the event of any
labor dispute arising during the period of performing the contract, the both parties shall
apply for mediation to the Labor Dispute Coordinating Committee of their own unit. In case
no settlement can be reached, the party that requires for arbitration shall submit to
Xi’an city labor dispute arbitration committee within 60 days starting from the date
of the occurrence of a labor dispute. The party also shall apply for arbitration to labor
dispute arbitration committee directly. If one of the parties is not satisfied with the
adjudication of arbitration, the party may bring the case to a people’s court. 



XII. Others 



Article 52   This contract is
the complete labor contract, all the previous oral or written form agreements by Party A
and Party B shall be replaced by the labor contract. 



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Article 53   The inventions and
creations, works, computer software, technical secrets or other trade secrets produced by
Party B in execution of the tasks, or mainly by using the material and technical means of
Party A shall be hold by Party A. Party B shall provide information, take action,
including application, enrollment and registration according to the requirements of Party
A, to assist Party A to get and exercise the relevant intellectual property rights. 



In the event that the right of
authorship of the above mentioned inventions, works, computer software, technical secrets
and other trade secrets belongs to Party B according to provisions of laws, Party A shall
respect the moral rights of Party B and assist Party B to exercise those rights. 



Article 54   The following rules
and regulations shall be the annex of this contract by Party A, that is, Employee
Manual, Job-Related Duty, Agreement of Training, Managerial Regulations of Human Resource,
Measurement and Guide of Performance, Regulations of Performance Evaluation, Managerial
Regulations of Labor Turnover and Managerial System of Attendance Tracking. 



Article 55   The issues that are
not stipulated in the contract or have confliction with the future relevant regulations of
the State, Shaanxi Province and Xi’an City shall be carried out in accordance with
related regulations. 



Article 56   If both parties
have agreed otherwise, the issues not stipulated in the contract shall comply with such
agreement. If not, ‘the issues shall comply with laws, rules and regulations. 



Article 57   Party B agrees that
emergency contact person noted on the commission contract shall be taken as mandatory of
Party B on condition that difficulty contact exists (including but not limited to the case
of Party B due to illness be in hospital or lose personal freedom, etc.), the mandatory
possesses the authority of mediation and conciliatory acceptance, get, sign and keep
relevant documents. 



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Article 58   This contract shall
have two copies and each party will have one. 



This paper has no text. 




Party A (Seal)
           
      
                    Party B (Seal) 

Legal representative 

Legal representative 



     
    (Seal) or 

Commission
agent 



Place of signing:
________________________ 



Date of signing: _________     Day ______
    Month ________
   Year 




Renewal of Labor Contract 



The durational type of this renewal
of labor contract is       term contract, the number of contract is
         , the
effective date of renewal contract is           
Day            Month      
  Year         , and
this renewal contract shall be terminated on. 



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	Party A (Seal)  	
                   Party B (Seal) 






Legal representative 





       (Seal) 




or Commission agent 










_______Day  _______    Month ________   Year 















Alteration of the Labor Contract  



Party A and Party B agree to modify
 this  contract  as  follows  on the basis of  equality  and free will through
consultation: 




  


  


  


  



  



  



  













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	Party A (Seal)  	
                   Party B (Seal) 





Legal representative 





       (Seal) 




or Commission agent 










_______Day  _______    Month ________   Year 














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