f10k2009ex10v_newenergy.htm


    
      

    

    Exhibit 10. 5

     

    SHENZHEN
CITY

     

    EMPLOYMENT
AGREEMENT

     

    (For Full
Time Employee)

     

    


     

    


     

    


    Edited by
Shenzhen City Labor and Social Security Bureau

     

    
      
         


      

      
        Page 1 of
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              Party
      A (Employer)

            	
              Party
      B (Employee)

            
	
              Name

            	
              New
      Energy Systems Group

            	
              Name

            	
              Weihe
      Yu

            
	
              Address

            	 
      	
              Sex

            	
              Male

            
	
              Legal
      (Major) Representative

            	
              Fushun
      Li

            	
              ID
      Number

            	
              422302192607150736

            
	
              Contactor

            	 
      	
              Address

            	 
      
	
              Phone
      Number

            	
              13926544702

            	
              Phone
      Number

            	
              13802229290

            


    

    


    According
to Labor law of The People’s Republic of
China (refer as Labor Law) and Labor Agreement Law of The People’s Republic of
China (refer as Labor Agreement Law), Party A and Party B sign and obey this
agreement which is based on legal, fair, free will and honest
principle.

     

    
      	
              1.  

            	
              Term
      of agreement

            


    

     

    
      	
              A.  

            	
              Party
      A and Party B agreed the following method _a_ to
      determine the term of this
agreement.

            


    

     

    
      	
              a.  

            	
              Fixed
      term: From December 10, 2009
      to December 10,
      2012.

            


    

     

    
      	
              b.  

            	
              No
      limited term: Start from
_____________________.

            


    

     

    
      	
              c.  

            	
              Term
      will be due when project finished: Start from ______________ till project
      is completed.

            


    

     

    
      	
              B.  

            	
              Probation:  No  
      

            


    

     

    
      	
              2.  

            	
              Job
      description and location

            


    

     

    Party B’s
job description (or position):      Chairman of the Board of
Directors      

     

    Party B’s
job location: ________________________.

     

    
      	
              3.  

            	
              Working
      hours and vacation

            


    

     

    
      	
              A.  

            	
              Party
      A and Party B agreed the following method _a_ to
      determine Party B’s working hours.

            


    

     

    
      	
              a.  

            	
              Standard
      working hours:  _8_ hours a day
      (no more than 8 hours); _40_ hours per
      week (no more than 40 hours); at least one holiday per
    week.

            


    

     

    
      	
              b.  

            	
              No
      fixed working hours: After approved by Labor and Social Security
      Administration Department, Party B’s job implements no fixed working
      hours.

            


    

     

    
      
         


      

      
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              c.  

            	
              Comprehensive
      working hours: After approved by Labor and Social Administration
      Department, Party B’s job implements comprehensive working
      hours.

            


    

     

    
      	
              B.  

            	
              If
      Party A needs to extend working hours due to operation, the process should
      comply with the regulation No.41 of Labor
Law.

            


    

     

    
      	
              C.  

            	
              Party
      B is entitled to have national holiday, marriage leave, maternity leave,
      bereavement leave and other
holidays.

            


    

     

    
      	
              D.  

            	
              Other
      holidays or vacation arrangement:
      ________________________________.

            


    

     

    
      	
              4.  

            	
              Compensation

            


    

     

    
      	
              A.  

            	
              Party
      A set up compensation regulation in accordance with law and inform Party
      B. The compensation Party A pay to Party B could not lower than the lowest
      limit required by the government.

            


    

     

    
      	
              B.  

            	
              Party
      B’s compensation: RMB$ 15,000 per
      month.

            


    

     

    
      	
              C.  

            	
              Party
      A will pay on 10th
      in each month and need to pay to Party B at least one time per
      month.

            


    

     

    
      	
              D.  

            	
              Party
      B’s compensation for extra working hours, paid vacation, and special
      situation will be implemented in accordance with the relevant law and
      regulations.

            


    

     

    
      	
              E.  

            	
               Other
      agreement for compensation:
  ______________________________.

            


    

     

    
      	
              5.  

            	
              Social
      insurance and benefit

            


    

     

    
      	
              A.  

            	
              Party
      A and Party B comply with national, province, and city’s regulation to
      apply social insurance and pay social insurance
  premium.

            


    

     

    
      	
              B.  

            	
              If
      Party B got sick or hurt but not related to work, Party B should be
      entitled treat period and payment for treat period by Party A in
      accordance with national, province, and city’s relevant
      regulations.

            


    

     

    
      	
              C.  

            	
              If
      Party B got occupational disease and hurt due to his job, Party A should
      process this situation in accordance with Occupational Disease Prevention,
      Business Insurance Regulation and other relevant
  laws.

            


    

     

    
      	
              D.  

            	
              Party
      A provides Party B the following benefits:
      ________________________________.

            


    

     

    
      	
              6.  

            	
               Labor
      protection, working condition, Protection against occupational
      hazards

            


    

     

    
      
         


      

      
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              A.  

            	
              Party
      A provides a clean and safe working environment and necessary protection
      supplies in accordance with the relevant regulations to protect Party B’s
      safety and health.

            


    

     

    
      	
              B.  

            	
              Party
      A provides special protection for female employees and un-adult employees
      in accordance with the relevant
regulations.

            


    

     

    
      	
              C.  

            	
              Party
      B engages in___________ which may cause ____________occupational hazards,
      Party A implement ______________________ protection process and provide
      healthy check for Party B _____ time per
year.

            


    

     

    
      	
              D.  

            	
              Party
      B is entitled to refused Party A’s illegal comments to work in the
      dangerous situation. Party B is entitled to ask for change or report to
      relevant department.

            


    

     

    
      	
              7.  

            	
              Regulation

            


    

     

    
      	
              A.  

            	
              Party
      A set regulation in accordance with the law and should inform Party
      B.

            


    

     

    
      	
              B.  

            	
              Party
      B should comply with national relevant laws and Party A’s regulation;
      complete assigned project on time; improve career skills; obey safety
      operation regulation and professional
Ethics.

            


    

     

    
      	
              C.  

            	
              Party
      B should comply with the relevant regulation regarding to birth control by
      him or herself.

            


    

     

    
      	
              8.  

            	
              Amendment
      of agreement

            


    

     

    The
agreement could be amended after agreed by both sides. The amendment of this
agreement should be written and both sides should keep one.

     

    
      	
              9.  

            	
              Cancellation
      and termination of agreement

            


    

     

    
      	
              A.  

            	
              The
      agreement could be cancelled after agreed by both
  sides.

            


    

     

    
      	
              B.  

            	
              Party
      B should have written notice to Party A 30 days in
  advance.

            


    

     

    
      	
              C.  

            	
              If
      Party A have the following situation, Part B could notice Party A to
      terminate the agreement:

            


    

     

    
      	
              a.  

            	
              Did
      not provide labor protection and condition in accordance with the
      agreement;

            


    

     

    
      	
              b.  

            	
              Did
      not full pay compensation on time;

            


    

     

    
      	
              c.  

            	
              Did
      not pay social insurance premium for Party B in accordance with the
      law;

            


    

     

    
      
         


      

      
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              d.  

            	
              Party
      A’s regulation against the law and regulations which damage Party B’s
      right and benefits;

            


    

     

    
      	
              e.  

            	
              Party
      A enforce or cheat Party B to sign or modify this agreement under
      unwilling situation which make this agreement has no legal
      effect;

            


    

     

    
      	
              f.  

            	
              Party
      A escapes its legal responsibilities and omit Party B’s
      rights;

            


    

     

    
      	
              g.  

            	
              Party
      A against law and other relevant administrative
    regulations;

            


    

     

    
      	
              h.  

            	
              Other
      situations which allow Party B to terminate this agreement in accordance
      with the law and relevant
regulations.

            


    

     

    
      	
              D.  

            	
              If
      Party A enforces Party B to work by illegal methods such as violation and
      threaten, Party B could terminate this agreement immediately without
      informing Party A in advance.

            


    

     

    
      	
              E.  

            	
              If
      Party B has the following situations, Party A could cancel the
      agreement:

            


    

     

    
      	
              a.  

            	
              Being
      approved unsuitable during
probation;

            


    

     

    
      	
              b.  

            	
              Violate
      Party A’s regulation seriously;

            


    

     

    
      	
              c.  

            	
              Seriously
      missed job duty and violated professional Ethic to cause Party A’s huge
      lost;

            


    

     

    
      	
              d.  

            	
              Party
      B works for others at same time which caused seriously effect on his or
      her job duty with Party A;

            


    

     

    
      	
              e.  

            	
              Party
      B enforce or cheat Party A to sing or modify this agreement under
      unwilling situation which make this agreement has no legal
      effect;

            


    

     

    
      	
              f.  

            	
              Being
      invested criminal responsibility.

            


    

     

    
      	
              F.  

            	
              Under
      the following situation, Party A could terminate the agreement by sending
      a written notice 30 days in advance to Party B or paying Party B
      additional one month compensation:

            


    

     

    
      	
              a.  

            	
              Party
      B got sick or hurt but not due to job and cannot implement the same job
      after regulated treat period is due and cannot implement the other job
      which Party A assigned;

            


    

     

    
      	
              b.  

            	
              Party
      B cannot fulfill his or her job duty, even after training and job
      adjustment, still cannot handle;

            


    

     

    
      
         


      

      
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              c.  

            	
              The
      environment has significant change which causes the employment agreement
      could not be implemented.  After negotiation, both sides still
      cannot achieve agreement;

            


    

     

    
      	
              G.  

            	
              Under
      any one of the following situation, Party A needs to downsize more than 20
      employees  or fire less than 20 employees but more than 10% of
      total Party A’s employees, Party A should explain the situation to Union
      or all employees 30 days in advance. After listening the opinion from
      Union or employees and reporting to Labor and Social Security
      Administration Department, Party A could
  downsize:

            


    

     

    
      	
              a.  

            	
              Restructure
      in accordance with the bankruptcy
law;

            


    

     

    
      	
              b.  

            	
              Operation
      meet significant difficulties;

            


    

     

    
      	
              c.  

            	
              Change
      of business’ direction, important technical change and adjustment of
      operation, downsizing still need after amended the
    agreement;

            


    

     

    
      	
              d.  

            	
              The
      environment has significant change which causes the employment agreement
      could not be implemented.

            


    

     

    
      	
              H.  

            	
              Employment
      agreement should be terminated under any of the following
      situation:

            


    

     

    
      	
              a.  

            	
              Employment
      agreement’s term is expired;

            


    

     

    
      	
              b.  

            	
              Party
      B starts to be entitled to have retirement
  benefit;

            


    

     

    
      	
              c.  

            	
              Party
      B dead or is announced dead or missing by the local
  Court;

            


    

     

    
      	
              d.  

            	
              Party
      A is announced bankruptcy;

            


    

     

    
      	
              e.  

            	
              Party
      A’s business become ineffective and was force to closed or
      dismissed;

            


    

     

    
      	
              f.  

            	
              Other
      situations in accordance with the laws and
  regulations.

            


    

     

    
      	
              10.  

            	
              Economic
      compensation

            


    

     

    
      	
              A.  

            	
              Under
      any one of the following situation, Party A could ask economic
      compensation from Party B:

            


    

     

    
      	
              a.  

            	
              Party
      A informs Party B and achieve agreement to cancel the agreement in
      accordance with the term 9-A of this
agreement;

            


    

     

    
      	
              b.  

            	
              Party
      B requests to cancel the agreement in accordance with the term 9-C and 9-D
      of this agreement;

            


    

     

    
      
         


      

      
        Page 6 of
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              c.  

            	
              Party
      A requests to cancel the agreement in accordance with the term 9-F of this
      agreement;

            


    

     

    
      	
              d.  

            	
              Party
      A requests to cancel the agreement in accordance with the term 9-G of this
      agreement;

            


    

     

    
      	
              e.  

            	
              Except
      the situation which Party A maintains or increases the terms of the
      agreement to extend this agreement but refused by Party B, the agreement
      is cancelled in accordance with the term 9-H of this
      agreement;

            


    

     

    
      	
              f.  

            	
              The
      agreement is cancelled in accordance with the term 9-F-d and 9-F-e of this
      agreement;

            


    

     

    
      	
              g.  

            	
              Other
      situations in accordance with the laws and
  regulations.

            


    

     

    
      	
              B.  

            	
              When
      the agreement is cancelled or terminated, the offering of the economic
      compensation should comply with the Labor Agreement Law and other relevant
      regulations. If Party A need to pay to Party B, it should be paid when
      Party B implements the transfer of the
job.

            


    

     

    
      	
              11.  

            	
              Process
      of cancellation of the agreement

            


    

     

    When
Party A and Party B decide to terminate this agreement, Party B should implement
the job transfer in accordance with the agreement between both sides. Party A
should provide written approval and implement document and social insurance
transfer within 15 days.

     

    
      	
              12.  

            	
              Controversy
      process

            


    

     

    When
controversy happened, both sides should try to negotiate first. If negotiation
does not work, they could get help from Union or Labor Dispute Meditation
Committee; or be judged by Labor Dispute Meditation Committee directly. If no
objection with the result, both sides should implement accordingly. If any Party
has objection with the result, this Party could bring this case into
court.

     

    
      	
              13.  

            	
              Other
      additional terms which both sides would like to
  add:

            


    

     

    _______________________________________________________________________

     

    
      	
              14.  

            	
              Others

            


    

     

    
      
         


      

      
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              A.  

            	
              Any
      insufficient terms or any current term violated with current laws and
      regulations should comply with the current laws and
      regulation.

            


    

     

    
      	
              B.  

            	
              This
      agreement will enter into force once signed by both sides. Any modify or
      unauthorized signature will cause this agreement
    ineffective.

            


    

     

    
      	
              C.  

            	
              This
      agreement has two copies and both sides keep
  one.

            


    

     

     

    Party A:
(Seal)  New Energy Systems
Group                Party
B: (Signature) Weihe Yu

     

     

    Legal
(major) representative: Fushun Li

    
 

    December 10,
2009                                                            December
10, 2009

     

     

    According
to the 10th term
of Labor Agreement Law: A written employment agreement is necessary when
established employment relationship. According to the 16th term
of Labor Agreement Law, the employment agreement should be negotiated and agreed
by employer and employee; signed by both sides for entering into force. The
agreement should have two copies and both sides keep one.

     

    After
obtaining this agreement, employee’s signature: Weihe Yu

     

                                                              Signature
date: December 10, 2009

     

    
      
         


      

      
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