ebig_ex1014.htm


     

    EXHIBIT
10.14

     

    
      	
              Business
      Contract/Plan.  Please keep it confidential.  Author:
      EastBridge Investment Group Corp

              Only
      limited for the internal use of authorized parties: Author

              (Should
      the authorized party does not agree with the obligations of
      confidentiality, the author should be immediately informed.  All
      versions of the document should be returned and
  destroyed)

            


    

     

    US Listing
Agreement

    Contract
No.: 031v2

    Party A:
(“Party A”), Foshan Jinkuizi Technology Limited Company, and the actual holding
companies of Party A as requested by Party A

     

    Party C:
All the companies controlled and requested to be listed by Party A.

    
       

      Legal
address of Party A: No.383, Mingchengzhen Chen’er Road, Gaoming District,
Foshan
City, Guangdong Province, China.

    

     

    Tel: (86)
0757-88832662  Fax: (86) 0757-88832762

     

    
      Party B:
EastBridge Investment Group Corp (“Party B”), a company registered in the
US.

    

     

    Legal
address: 8040E.Morgan Trail, Unit 18, Scottsdale, AZ 85282, USA

     

    Tel: 480
966 2020; FAX: 480 966 0808

    


    Article
1—Listing Service

     

    Whereas,
Party A asks Party B to help to list Party C on OTCBB (NASD OTCBB) directly.
Party A’s definition of Part C’s listing is for Part C’s shares to be listed
directly on NASD OTCBB with Part B’s operation.  .

    


    Article
2—Authority and Preconditions

     

    1. Party
B’s authority includes consultations, negotiations involved in the listing, and
the handling of relevant formalities; Party B have Party C listed in the US in
legal manners conforming to the US laws and relevant regulations
thereof.

     

    
      
        
        

      

      
        1

        
          

        

      

      
        
        

      

    

     

    2. Party
C shall meet the following conditions before Party B agrees to take on this
project as stipulated in Article 1 hereof:

     

    
      	
               
      A.

            	
              Party
      C shall provide Party B with financial reports for 2007 and 2008 issued by
      local certified public accountants.

            


    

     

    
      
        	
                 
      B.

              	
                Party
      A agrees to provide Party B with a quarterly financial report (annual
      financial report for the fourth quarter) issued by local certified public
      accountant on a quarterly
basis,

              


      

    

    


    Article
3—Term and Conditions

    Party B
shall bring Party C public within eight months of the successful completion of
US audit on
condition of Party C’s fulfillment of the following:

     

    
      	
              1)  

            	
              Successful
      quarterly
      financial audits for 2007 and 2008 in accordance with the US GAAS
      (Generally Accepted Auditing Standard) and GAAP (Generally Accepted
      Accounting Principles) prior to Party C’s successful
    listing,

            


    

    
      	
              A.  

            	
              Party
      C has not lost greater than 20% of its assets for the amount stated in
      December 2007’s financial
statement,

            


    

    
      	
              B.  

            	
              Party
      C is free from material law suits or scandals, etc., which are detrimental
      to the intangible assets of Party
C.

            


    

    
      	
              C.  

            	
              Party
      C will finish its Business Plan within 60
      days after the signing of the
contract.

            


    

    
      	
                      2)

            	
               Party
      A agrees that the first day when the shares of Party C are freely traded
      on the US stock market shall be the expiration date of this agreement.
      Party A agrees that Party B will have completed all the listing works of
      Party C by the expiration date of this
  agreement.

            


    

    


    Article
4—Party A and Part C’s Protection of Party B’s Interest

     

    1. Party
B agrees to bear the following expenses before the listing of Party
C:

     

    
      	
              A.  

            	
              Legal
      and consulting expenses for the
listing;

            


    

    
      	
              B.  

            	
              Expenses
      for 2 years of audits set by US
SEC;

            


    

     

    
      
        
        

      

      
        2

        
          

        

      

      
        
        

      

    

     

    
      	
              C.
        

            	
              Financial
      advisory fees prior to SEC audit.

            


    

    
      	
                            D. 
      

            	
              SEC
      application fee, road show fee (Party A shall bear its own traveling
      expenses), PR expenses;

            


    

    
      	
              E.   

            	
              Business Plan fee,
      Website consultant fee;

            


    

    
      	
              F.
        

            	
              Listing
      and financing consultant fee;

            


    

    
      	
              G.
        

            	
              Opening
      expenses; stock certificates’ printing expenses and registration
      expenses;

            


    

    
      	
                            H. 
      

            	
              Market-making
      fee;

            


    

    
      	
              I. 
        

            	
              Consultation
      fees for merger, share capital increase, and loan and share
      pledge.

            


    

    
      	
              J.    

            	
              Other fees directly
      related to Party C’s listing in the
US.

            


    

     

    
      
        2.
In order
to protect Party B’s interest already invested or to be invested, the Parties
agree to the following conditions demanded by Party B:

      

    

     

    
      	
               
      A. 

            	
              If
      for any reason or for no reason at all Party C cannot or does not want to
      be listed in the US, Party A and Party C agree not to list in any manner
      of Party C’s shares in any stock market of the world within 2 years
      after ther termination of this
agreement.

            


    

     

    Party A
and Party B understand that the listed assets shall include at least the
following holding companies:

       

    * Party A
shall notify Party B within 30 days after the signing of this
agreement.

     

    
      	
              B.  

            	
              Party
      A confirms that on the date of Party C’s successful merger , Party A’s
      stock ownership ratio in the shares of Party C shall
  be:

            


    

     

    1. Party
A’s total stock ownership is 85%.

     

    2. EastBridge Investment Group Corp.’s
total stock ownership is 15%.

     

    
      	
                C.  

            	
              After the execution of the agreement, Party A shall not, without
      written consent of Party B, change Party C’s stock equity
    structure.

            


    

     

    
      	
              D.  

            	
              Party A grants Party B one seat of board of directors of Party
      C.

            


    

     

    
      	
               
      E.   

            	
               Before
      Party C’s listing; Party B has no rights for Party C’s profits and
      dividends.

            


    

     

    
      
        
        

      

      
        3

        
          

        

      

      
        
        

      

    

     

    Article
5—Timely Report

     

    Both
Party A and Party B have the obligations for notifying the other party on a
timely basis regarding the progress or change of conditions of the
listing.

    


    Article
6— Listing fees and Payment Method

     

    
      	
              1)  

            	
              Party
      A agrees to sell 15% of Party C’s shares at $1 USD to Party B at the time
      of Party C’s merger as partial compensation for Party B’s listing service.
      Party B agrees to accept it. Board of Directors of Party C shall provide
      Party B with a resolution regarding the transfer of 15% stock ownership to
      Party B.

            


    

     

    
      	
              2)  

            	
              Party
      A agrees to pay cash $100,000 to Party B as commission fee. The payment
      method: Party A will pay $50,000 after the signing of this contract, and
      will pay the other $50,000 when the audit
  begins.

            


    

    


    Article
7—Stock Transfer

     

    Party B
shall not, prior to the SEC’s approval of the listing of Party A’s stock,
transfer to any third party of Party C’s shares held by Party B in any manner,
at any location, or for any reason.

    


    Article
8— Treatment of Shares and Fees for the Delay or Failure of Listing

     

    If for
any reason or no reason Party A cannot or does not want to be listed in the US
after this Listing Agreement becomes effective, unless such delay is agreed by
Party A in writing, Party A has the right to require Party B, and Party B shall
definitely agree, within 5 days of the expiration of this agreement and any
extension in writing thereof, sell Party C’s shares back to Party A for a total
amount of one US dollar.

     

    If for
Party B’s breach of duty, Party A cannot be listed in the US after Party C’s
successful audit in the US, unless such delay is consented by Party A in
writing, Party A has the right to request Party B, and Party B shall definitely
agree, within 5 days of the expiration of this agreement and any extension in
writing thereof, return $50,000 to Party A, and the remaining $50,000 will not
be returned.

     

    
      
        
        

      

      
        4

        
          

        

      

      
        
        

      

    

     

    Article
9—Consent to Invitation

     

    Prior to
the listing, in order for Party B to make effective presentation of Party C’s
advantages to US investors and the stock market, Party C agrees to invite Party
B to attend its board meetings and senior management meetings in order to have
some knowledge of its daily business operations.

    


    Article
10—Confidentiality

     

    Party A,
Party B and Party C shall be liable for actively maintaining the confidentiality
of the business secrets of the other party, and shall not disclose such
information to third parties. Nonetheless, Party B, being a US public company,
has the right and obligation to disclose this agreement to the US
SEC.

    


    Article
11—Applicable Law

     

    Execution
and interpretation of this Contract shall be governed by the laws of the
People’s Republic of China.

    


    Article
12—Dispute Resolution

     

    For all
disputes and differences relevant hereto or arising from the performance of this
agreement, the Parties shall first try to settle them through friendly
negotiations. If no agreement is reached within 30 days of the occurrence of the
dispute or difference, any party may submit such dispute to Beijing
International Arbitration Commission for arbitration in accordance with the
applicable arbitration rules of the time. The arbitration shall be final, and
legally binding to both parties.

    


    Article
13-- Entire Agreement

     

    This
Agreement shall be the final and complete contract between the Party A and Party
B, and shall supersede all previous agreements between the Parties, oral or
written.

     

    
      
        
        

      

      
        5

        
          

        

      

      
        
        

      

    

     

    Article
14—Miscellaneous

     

    If this
agreement has versions of more than one language, the Chinese version shall
govern in case of dispute or inconsistencies.

    


    Article
15—Effectiveness and Modifications

     

    This
agreement shall become effective on the date when it is signed by both parties.
The Parties may modify or supplement this agreement in writing, and written
modifications or supplementations to this agreement signed by both parties shall
be an integral part of this agreement, and shall have the same legal effect as
this Contract.

    


    Article
16—Duplicates

     

    This
agreement has one form, 4 copies, with each party holding 2 copies with the same
legal effect.

     

    
      	Party A (signature
      and seal): 	Party B (signature
      and seal):
	 	 
	 	 
	Authorized
      representative name, 	Authorized
      representative name,
	signature and
      title:	signature and
      title:
	Biao He,
      President  	Keith Wong,
      President
	Date: Sept 22,
      2008	Date: Sept 22,
      2008


    

     

    
      
        
        

      

      
        6