Agreement
      on Advertising Cooperation

     

     

    Party
      A:
      Fen Mei Advertising (Beijing) Co., Ltd.

    Address:
      Room 426, Lanbao building, No.1 Shengguzhonglu, Dongcheng District, Beijing,
      China

     

    Party
      B:
      Shenzhen Netmusic Technology Limited

    Address:
      Room 1411, Kaiyuan Building, Beihuan Rd, Futian District, Shenzhen,
      China

    


    In
      order
      to achieve ultimate mutual benefit and win-win outcome, Part A and Part B,
      after
      friendly consultation and based on principle of resources sharing and mutual
      support of advantages, reaches the following Agreement on Online
      Promotion:

    


    1.
      Effective date and validity of Contract

    Effective
      date: as of the date of signing of “Contract for Advertising” (hereinafter
      referred to as “Contract”) by the Parties.

    Validity
      of Contract: September 1, 2007 to October 31, 2007.

    


    2.
      Ways
      and rates of promotion

    Party
      A
      promotes its website www.17try.com.cn
      via
www.sogua.com,
      the
      latter owned and operated by Party B. There are 3 types of
      promotion:

    2.1
      Promotion through channel cooperation: Part B adds Party A’s website link on the
      Information Section of its website.

    2.2
      Direct Mail: 500,000 active email addresses will be selected from Party B’s
      website and Party A’s content will be pushed to them.

    Rates
      of
      promotion:

    2.3
      Promotion through channel cooperation: RMB150, 000/month.

    2.4
      Direct mail: RMB100, 000/month, or 500,000emails/month at RMB
      0.2/email.

     

    3.
      Settlement

    Terms
      of
      Payment:

    
      	
              3.1

            	
              The
                cost of Advertising should be paid in full prior to October 31,
                2007.

            


    

    
      	
              3.2

            	
              Monthly
                check and confirmation shall be conducted by the
                Parties.

            


    

    
      	
              3.3

            	
              Invoice
                shall be issued to Party A by Party
                B.

            


    

    


    4.
      Liability of both Parties

    Liability
      of Party A

    4.1
      Party
      A pledges to be the legal operator or franchiser of the products and services
      Party A promotes.

    4.2
      Party
      A ensures that the content of its advertisements linked to Party B’s website is
      true, not against ADVERTISEMENT LAW OF THE PEOPLE'S REPUBLIC OF
      CHINA(“ADVERTISEMENT LAW”) or any relevant laws, regulations, policies, public
      moralities, or any third Party’s lawful rights, and that it will not conduct any
      misleading or false publicization for its products or services. In case Party
      A
      violates this commitment and causes any dispute, Party A is responsible for
      the
      resolution.

    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    

    4.3
      Party
      A undertakes to provide real statistics of effect to Party B as per stipulated
      in the Contract

    4.4
      Party
      A undertakes to make punctual payment to Party B, as per stipulated in the
      Contract.

    


    Liability
      of Party B

    4.5
      Party
      B’s website shall be under its closest supervision and no activities shall be
      carried out, nor shall any no information or content be posted on it which
      are
      prohibited by Chinese laws and legislations.

    4.6
      Party
      B pledges not to make any replacement to Party A’s Advertisement Links or add
      any other products or services to its own website which are not specified in
      Contract.

    4.7
      Party
      B is responsible for the management of advertisement posting within the term
      of
      Contract and in accordance with Contract clauses.

    


    5.
      Liability for breach of Contract

    As
      per
      Clause 3 of this Agreement, either Party is liable for its inability to fulfill
      the Contract:

    5.1
      Within the duration of Agreement, neither Party shall cancel the advertising
      unless permitted by the other Party in writing, and the canceling Party shall
      compensate the other Party otherwise as per any specific clause(s) of a given
      project order.

    5.2
      Within the duration of Agreement, either Party shall undertake the relevant
      liability stipulated in CONTRACT LAW OF THE PEOPLE’S REPUBLIC OF CHINA
      (“CONTRACT LAW”) if the non-execution of its liability is
      unjustifiable.

    


    6.
      Exemption Clauses:

    6.1
      “Force Majeure” is an occurrence that neither of the contracting parties is able
      to control, foresee or avoid even if it’s foreseeable, which restricts, affects
      or delays one Party from fulfilling all or part of its obligations. Such an
      occurrence includes but is not limited to acts of Government, natural disasters,
      computer viruses, hacker attacks, network failures, as well as service latency,
      failures or any other similar problems caused by network providers, network
      device providers or network technology providers.

    6.2
      In
      the event of Force Majeure, the affected Party shall notify the other Party
      in
      writing with no delay, explain the possible negative influence of the occurrence
      on this Agreement, and provide relevant evidence within a reasonable period
      of
      time.

    6.3
      The
      affected Party may suspend the performance of his obligations under the Contract
      until the removal of the influence of Force Majeure, and in that case it is
      not
      liable for breach of Contract, but shall exert every effort to minimize the
      negative impact.

    6.4
      During the term of the Contract, neither Party shall cancel the advertising
      without the permission of the other Party. Should a Party cancel the advertising
      unilaterally, that Party is obliged to pay the other Party 200% of the total
      value of all the products Party A advertises on Party B’s website as liquidated
      damages.

    If
      the
      situation of either Party suits Clause 53 of CONTRACT LAW OF THE PEOPLE’S
      REPUBLIC OF CHINA, the “Exemption Clauses” become null and void.

    


    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    

     

    7. Protection
      of intellectual property and business secrets

    Refer
      to
      the Non-Disclosure Agreement signed by the Parties.

    


    8. Alteration
      of Contract

    The
      Contract can be altered and transferred through consultation by both Parties
      as
      per Clause 77 of CONTRACT LAW.

    


    9.
      Resolution
      of Disputes

    9.1
      Friendly consultation prevails when disputes arise.

    9.2
      In
      case consultation fails, both parties can turn to the local courts of
      jurisdiction for civil mediation or litigation. Court decisions are
      conclusive.

    9.3
      Court
      cost shall be at the expense of losing Party, unless otherwise
      stipulated.

    


    10.
      Others

    10.1
      This
      Agreement is made out in duplicate and in simplified Chinese.

    10.2
      This
      Agreement is a letter of intent in which expenses are calculated by ADM
      result.

    10.3
      For
      issues not stipulated in this Agreement, Party A and Party B may sign a
      supplementary agreement through future consultations. Contract details in
      specific project orders shall be in accordance with the clauses in this
      Agreement and bound to relevant clauses of CONTRACT LAW.

    10.4
      This
      Agreement is signed on October 15, 2007 with stamps of both Parties and
      signatures of their representatives. This Agreement takes effect as of the
      date
      of signing.

    


    
       

      
        
          

        

      

      Party
        A:
Fen
        Mei
        Advertising (Beijing) Co., Ltd

       

      Address:
        Room
        426,
        Lanbao building, No.1 Shengguzhonglu, Dongcheng District, Beijing,
        China 


      
        
          	
                  Stamp:

                	
                  Signature:

                
	
                  Tel:
                    010-82600117

                	
                  Fax:
                    010-82600117

                
	 	 
	
                  Party
                    B: Shenzhen
                    Netmusic Technology Limited

                
	 
	
                  Address:
                    Room
                    1411, Kaiyuan Building, Beihuan Rd, Futian District, Shenzhen,
                    China

                


        

        
          	
                  Stamp:

                	
                  Signature:

                
	
                  Tel:
                    0755-83546800

                	
                  Fax:
                    0755-83546660