Real
      Estate Purchase Contract

     

    Seller
      (Party A) Name: Zhao
      Taisheng【ID
      No.】512922196310057958

     

    Domicile:
       No.
      90, West Street, Shengzhong Town, Nanbu County, Sichuang
      Province

     

    Tel: 13603006208
      

     

    Purchaser
      (Party B) Name: Yinlips
      Digital Technology (Shenzhen) Co., Ltd._

     

    【Organization
      Code】72717975-0

     

    Domicile:
       Room
      2929, Jiejia Building, Shen South-mid road, Futian District,
      Shenzhen 

     

    Postal
      Code: 518033
      Tel:
      0755-83981433

    


    This
      contract is entered into by and between Party A and Party B on August 15, 2006
      and is to be governed by the Contract Law of the People’s Republic of China and
      it’s relevant laws and regulations. Whereas 1. Party A is the owner of the
      properties under this contract, and has the attained the approval of relevant
      rights holders; 2. Party A is willing to sell these properties; 3. Party B
      is
      willing to purchase these properties. It is agreed by and between the parties
      as
      follows:

    


    Article 1
      Party A
      guarantees that it has full disposition rights of the properties, and ensures
      that there is no title disputes or debt disputes involving these
      properties.

    


    Party
      A
      is liable for any title or debt disputes that may arise. 

    


    Article
      2
      Location
      and area of properties

     

    1.
      The
      subject properties of this contract are located at Room 2929, 2931, 1822, 1609,
      Nanguang Jiejia Building, Shennan Zhong Road, Futian District,
      Shenzhen.

     

    2.
      The
      total area of the properties is 242.56
      m2.

     

    3.
      The
      corresponding land use rights shall be transferred together with the properties.
      

    


    Article
      3
      Purchase
      Price 

     

    The
      purchase price shall be determined based on the property assessment value
      proposed by the appraisal company that is chosen and agreed by both parties
      (“the property assessment value”).


    
      
        
        

      

      
         

        
          

        

      

      
        
        

      

    


    The
      deposit paid by Party B to Party A shall off set the purchase price.


     

    The
      price
      of corresponding land use rights has been included in the total amount of the
      purchase price.

     

    The
      price
      of public sites and construction is not calculated separately.

     

    Article
      4
      Payment
      Terms. 

     

    The
      two
      parties have agreed to the following payment terms: 

     

    1.
      Party B
      shall pay a deposit of RMB900,000 (Nine hundred thousand Yuan) to Party A within
      thirty days from the date the contract is signed by both parties.

     

    2.
      Party
      B shall pay the remaining purchase price during the period dated from September
      14, 2006 to December 31, 2006. 

     

    Article
      5
      Delivery
      of properties and the title of properties.

     

    1.
      Party
      A must deliver the properties to Party B within 15 days after Party B’s payment
      in full. Party B must pay in full all fees for water, electricity, property
      management, etc., by the property delivery date. 

     

    2.
      Party
      A represents and warrants that after Party B has paid for the properties in
      full, the title of the properties shall be transferred to Party B
      unconditionally. 

     

    Article
      6
      Breach
      of contract 

     

    1.
      Any
      balance remaining after the payment deadline set forth in the contract shall
      be
      subject to interest rate charges of 0.05%, calculated per day. 

     

    2.
      Should
      Party A fail to deliver the properties to Party B by the deadline set forth
      in
      the contract, Party A shall pay Party B 0.05% of the payment it has received
      per
      day as liquidated damage. 

     

    Article
      7
      Dispute
      Resolution

     

    Any
      disputes arising from this contract shall be settled through negotiation. If
      no
      settlement is reached through negotiation, either party could bring the case
      to
      People’s Court where the properties are located.

     

    Article
      8
      Special
      Agreement.

     

    After
      delivery, in case the subject properties are levied upon or demolition, all
      the
      compensation shall be owned by Party B. 

     

    Article
      9
      Exemption 

     

    1.
      Neither party is liable for losses resulting from one or both parties’ failure
      to perform duties that were affected by force majeure. In case that one or
      both
      parties are impossible to perform the duties provided herein on account of
      force
      majeure or any losses arise due to force majeure, neither party is liable for
      the losses.


    
      
        
        

      

      
        2

        
          

        

      

      
        
        

      

    


    2.
      Force
      majeure means the objectivity that “ is not foreseeable, avoidable and can be
      overcome”.

     

    Article
      10
      Representation and Warranty 

     

    1.
      Party
      A represents and warrants that it has the full disposition rights of the subject
      properties. 

     

    2.
      Party
      B represents and warrants that it is its true willingness to purchase the
      subject property. 

     

    Article11
      Any
      issues that have not been clarified in the contract shall be set forth in
      supplementary agreements which will have the same effect as this contract after
      being signed by both parties.

     

    Article
      12
      Each
      party shall have a copy of this contract. The two copies have the same effect.
      The contract comes into effect on the date when both parties hereto set their
      hands hereunto.

    


    
      	
              Seller
                (Party A) Name: Zhao
                Taisheng 

            	 	
              Purchaser
                (Party B) Name: Yinlips
                Digital

            
	 	 	 
	 	 	
              Technology
                (Shenzhen) Co., Ltd.

            
	
              Signature:
                /s/ Zhao Taisheng

            	 	
              Seal:
                [seal of the company]

            
	 	 	 
	
              ID
                No.: 512922196310057958

            	 	
              Organization
                Code: 727179750

            
	 	 	 
	
              Domicile:
                No.
                90, West Street, ShengzhongU

            	 	
              Domicile:
                 Room
                2929, Jiejia Building, Shen 

            
	 	 	 
	
              Town,
                Nanbu County, Sichuang Province

            	 	
              South
                h-mid road, Futian District, Shenzhen

            
	 	 	 
	
              Tel:
                13603006208

            	 	
              Tel:
                0755-83981433

            
	 	 	 
	
              Date:
                August 15, 2006

            	 	
              Date:
                August 15, 2006 

            


    

     

    
      
        
        

      

      
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