MASTER
AGREEMENT

      


      
        

      

         

    

    Between

     

    ZHAOQING
HUA SU TRADE CO., LTD (“HUA SU”)

     

    and

     

    TONGHE
ENVIRONMENTAL HOLDINGS LTD (“TONGHE”)

      

    
      
         

      

      
         

        
          

        

      

      
         

      

    

     

    Master
Agreement

     

    This
Master Agreement is entered into effective January 5, 2009 (the “Effective
Date”) by and between ZHAOQING HUA SU TRADE CO., LTD (“PURCHASER”), with its
principal place of business at Zone 34, New City, Dinghu District, Zhao Qing
City, Guangdong, China, AND TONGHE ENVIRONMENTAL HOLDINGS LTD, a limited
liability company (“VENDOR’), with a principal place of business at 6B Success
Comm BLDG. 251 Hennessy Road HK.

     

    TERMS
& CONDITIONS.

     

    GENERAL

     

    
      	
              1.

            	
              VENDOR
      agrees to provide scrapped plastics to
PURCHASER

            


    

     

    
      	
              2.

            	
              The
      VENDOR expressly warrants that all goods delivered pursuant to the
      individual contract will conform to any sample and any specifications, or
      other description furnished or adopted by Purchaser and will be fit and
      sufficient for their intended purpose, of merchantable quality and free
      form defect.

            


    

     

    
      	
              3.

            	
              In
      the event that delivery of goods is not made at the time or times
      specified or the goods delivered or unsatisfactory, Purchaser reserves the
      right, without prejudice to its other rights, to cancel all or any part of
      this purchase order or return any delivered goods, the whole without any
      cancellation charge or penalty.

            


    

     

    
      	
              4.

            	
              PURCHASER
      can at any time, by written order, make changes in any one or more of the
      following:

            


    

     

    
      	
               
      

            	
              a)  specifications
      or samples;

            


    

    
      	
               
      

            	
              b)  method
      or shipment or packing;

            


    

    
      	
               
      

            	
              c)  time
      or times of delivery

            


    

    


    
      	
              5.

            	
              This
      order CANNOT be cancelled by VENDOR without the consent of PURCHASER, but
      PURCHASER, reserves the right to cancel, suspend, and/or re-schedule in
      its discretion, by written notice sent to VENDOR.  In the event
      of cancellation and except where such cancellation is due to PURCHASER
      fault, VENDOR shall be entitled to reimbursement of costs properly
      incurred to the date of cancellation, plus a reasonable profit of work
      done.  Such charges shall not exceed the order
      value.

            


    

     

    
      	
              6.

            	
              The
      VENDOR shall not dispose to third parties nor use for any purpose other
      than the performance of its obligations under this contract, any technical
      data, any other information furnished to it by
  PURCHASER.

            


    

     

    
      PRICE
TERM.

    

     

    
      CIF
destination unless otherwise specified

    

     

    
      PAYMENT
TERM.

    

     

    
      30%
Deposit upon signing the individual contract;

    

     

    
      70%
Balance upon shipping documents.

    

     

    SHIPPING
TERMS.

     

    1.           Vendor
is responsible for freight

     

    2.           Packing
must meet ocean shipment requirement

     

    3.           Vendor
must arrange shipment within 30 days after the individual contract is
signed.

      

    
      
         

      

      
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    4.           Invoicing
amount shall be based on the final loading weight.

      

    Authority
to Execute.

     

    The
Parties have executed this Master Agreement in their capacities as stated below
with authority to bind their organizations on the dates set forth by their
signatures.

     

    
      	
              [COMPANY]

            	
              TONGHE
      ENVIRONMENTAL HOLDINGS LTD

            
	 
      	 
      
	
              /s/
      [SEAL]

            	
              /s/
      Huang Yuan Fang

            
	 
      	 
      
	
              LUO
      JIAN HUA

            	
              HUANG
      YUAN FANG

            
	
              GENERAL
      MANAGER

            	
              GENERAL
      MANAGER

            
	 
      	 
      
	
              Date:  2009-1-5

            	
              Date:  2009-1-5

            


    

     

    
      
         

      

      
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