Advance
Sales Contract

    


    
      	 
      	
              Contract
      No.: HZXS00005

            
	 
      	
              Venue:
      Haiyan

            


    

    


    
      
        	
                Seller(Party B):ZHEJIANG
      HONGZHAN NEW MATERIAL CO., LTD

              	 	
                Address:
      Wutongyuan district, Tongxiang, Zhejiang

              
	 
      	 	
                Tel:
      0573-88986299

              
	 
      	 	
                Fax:
      0573-88986355

              
	
                Buyer(Party A):Zhejiang
      Miluo Furniture Co., Ltd.

              	 	
                Address:
      Chaotong Industrial Park, Haiyan, Zhejiang

              
	 
      	 	
                Tel:0573-86770666

              
	 
      	 	
                Fax:0573-86771668

              


      

    

    


    In
accordance with Contract Law of the People’s Republic of China and relevant
regulations, after consultations, the seller and buyer have agreed to sell and
buy the following goods according to the following provisions:

    I.
 Name, model, quantity, unit price, delivery date etc.


    
      
         


      

      
         


        
          

        

      

      
         


      

    

    


    
      
        
          
            	
                    Name

                  	 
      	
                    Width

                  	 
      	
                    Thickness

                  	 
      	
                    Color

                  	 
      	
                    Quantity/meter

                  	 
      	
                    Unit price/RMB

                  	 
      	
                    Total

                    amount/RMB

                  	 
      	
                    Delivery date

                  	 
      	
                    Delivery location

                  
	 
      	 
      	 
      	 
      	 
      	 
      	 
      	 
      	 
      	 
      	 
      	 
      	 
      	 
      	 
      	 
      	 
      
	
                    Recycled leather

                  	 
      	
                    140cm

                  	 
      	
                    1.4mm

                  	 
      	
                    To
      be decided

                  	 
      	
                    10000

                  	 
      	
                    75

                  	 
      	
                    750000

                  	 
      	
                    By
      the end of November, 2010

                  	 
      	
                    Haiyan

                  
	 
      	 
      	 
      	 
      	 
      	 
      	 
      	 
      	 
      	 
      	 
      	 
      	 
      	 
      	 
      	 
      	 
      
	
                    Recycled leather

                  	 
      	
                    140cm

                  	 
      	
                    1.4mm

                  	 
      	
                    To
      be decided

                  	 
      	
                    20000

                  	 
      	
                    75

                  	 
      	
                    1500000

                  	 
      	
                    By
      the end of December, 2010

                  	 
      	
                    Haiyan

                  
	 
      	 
      	 
      	 
      	 
      	 
      	 
      	 
      	 
      	 
      	 
      	 
      	 
      	 
      	 
      	 
      	 
      
	
                    Recycled
      leather

                  	 
      	
                    140cm

                  	 
      	
                    1.4mm

                  	 
      	
                    To
      be decided

                  	 
      	
                    20000

                  	 
      	
                    75

                  	 
      	
                    1500000

                  	 
      	
                    By
      the end of January, 2011

                  	 
      	
                    Haiyan

                  
	 
      	 
      	 
      	 
      	 
      	 
      	 
      	 
      	 
      	 
      	 
      	 
      	 
      	 
      	 
      	 
      	 
      
	
                    Recycled
      leather

                  	 
      	
                    140cm

                  	 
      	
                    1.4mm

                  	 
      	
                    To
      be decided

                  	 
      	
                    40000

                  	 
      	
                    75

                  	 
      	
                    3000000

                  	 
      	
                    By
      the end of February, 2011

                  	 
      	
                    Haiyan

                  
	 
      	 
      	 
      	 
      	 
      	 
      	 
      	 
      	 
      	 
      	 
      	 
      	 
      	 
      	 
      	 
      	 
      
	
                    Recycled
      leather

                  	 
      	
                    140cm

                  	 
      	
                    1.4mm

                  	 
      	
                    To
      be decided

                  	 
      	
                    576,000
      meters

                  	 
      	
                    75

                  	 
      	
                    39,000,000

                  	 
      	
                    72,000
      meters per month from March to October, 2011

                  	 
      	
                    Haiyan

                  
	 
      	 
      	 
      	 
      	 
      	 
      	 
      	 
      	 
      	 
      	 
      	 
      	 
      	 
      	 
      	 
      	 
      
	
                    Total

                  	
                      

                  	 
      	
                      

                  	 
      	
                      

                  	 
      	
                      

                  	
                    666,000
      meters

                  	
                      

                  	 
      	
                      

                  	
                    RMB
      49,950,000

                  	
                      

                  	 
      	
                      

                  	 
      


          

        

      

    


    
      
         


      

      
         


        
          

        

      

      
         


      

    

    


    
      	
              II.

            	
              Quality
      Standard:the width is
      140cm. The thickness is 1.4mm. Its pattern and color shall be delivered to
      the supplier one week before
production.

            


    

    
      	
              III.

            	
              Acceptance
      method:Party A
      shall assign QC to inspect at Party B’s site. The goods shall be
      dispatched after passing the inspection. Party B shall control the quality
      of the products for direct export.

            


    

    
      	
              IV.

            	
              Type
      of payment: after signing of the contract, Party A shall prepay 10% of the
      total price for the first month of the goods to Party B within one week of
      signing of the contract. The balance shall be paid in full within 30 days
      of the delivery.

            


    

    
      	
              V.

            	
              The
      goods provided by Party B must be such which is permitted to export by the
      State and Party B shall provide the State’s legal formalities. In case of
      violation, the legal liabilities caused shall be the responsibility of the
      seller.

            


    

    
      	
              VI.

            	
              Packing
      method:the paper
      pipe shall use the 5cm type with the thickness of wall at 5mm, and the
      external wrapper shall use two layers of PE payer. The length of each
      scroll shall be controlled between 25-35 meters. The minimum splicing
      shall be no less than below 7 meters. The number of splicing in a batch of
      goods shall be no more than 20% of the total quantity of the
      batch.

            


    

    
      	
              VII.

            	
              Force
      Majeure:

            


    

    In case
any party fails to perform the contract due to force majeure, it shall inform
the other party within 10 days of the end of the force majeure event to reduce
the loss caused to the other party. After obtaining the certificate of force
majeure from relevant organization, delay in performance, partial performance
and nonperformance shall be allowed, and the liability for breach of contract
can be exempted or partly exempted.

    
      	
              VIII.

            	
              The
      contract shall become effective after being sealed by Party A and Party B
      or the intermediary retained by Party B. Neither party shall arbitrarily
      alter or terminate the contract unless otherwise agreed in writing by
      Party A and Party B after
consultations.

            


    

    
      	
              IX.

            	
              Liability
      for breach of contract:

            


    

    1. If
Party A does not take delivery of goods within 30 days after the delivery date,
the advance paid by Party A under Article 4 of the contract shall serve as
deposit and shall not be refunded.

    2. If
Party B does not deliver the goods within 30 days after the delivery date, Party
B shall refund double deposit to Party A.

    3. In
case the variety, model, specification, pattern, quality of the goods delivered
by Party B does not conform to the stipulation, if Party A agrees to use it,
Party A and Party B can jointly renegotiate and refix the price; if it cannot be
used by Party A, Party B shall be responsible for the exchange or repair
according to the circumstances and bear the actual costs paid for the repair,
exchange or return of goods.


    
      
         


      

      
         


        
          

        

      

      
         


      

    


    4. In
case of need to repair or repackaging due to the nonconformity of the packaging
to the stipulation in the contract, Party B shall be responsible for the repair
or repackaging and bear such expenses. If Party A does not request repair or
repackaging and claims for indemnification, Party B shall pay the price
difference between the inferior packaging and the up-to-standard packaging.
Party B shall be liable for the damage or loss of goods resulted from
impropriate packaging.

    5. In
case the variety, model, specification, pattern, quality of the goods delivered
by Party B in advance or that of its excessive delivery does not conform to
stipulation, Party B shall bear the storage, maintenance costs actually paid by
Party A during Party A’s custody as well as the incurred loss not due to the
improper custody of Party A.

    
      	
              X.

            	
              Supplementary
      clause:

            


    

    1. The
Quality of products for direct export shall be the responsibility of Party
B.

    2. The
facsimile copy of this contract shall have the same validity.

    
      	
              XI.

            	
              Dispute
      Resolution:

            


    

    Any
dispute arising from or connected with this contract shall be dealt with by the
People’s Court of Tongxiang City if it cannot be resolved by the two parties
through amicable consultations.

    


    Seller
(Party
B: (seal)

    ZHEJIANG
HONGZHAN NEW MATERIAL CO., LTD

    Signature:Liu
Jianfeng

    Title:CEO

    Date:
August 20, 2010

    


    Buyer
(Party A): (seal)

    Zhejiang
Miluo Furniture Co., Ltd.

    Signature:Yin
Lizhong

    Title:Chairman of the
board

    Date:
August 20, 2010