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Exhibit 10.5
 Framework Agreement with Legendsec (Beijing) Limited dated February 10, 2006
 (Translated version)
 PURCHASE CONTRACT
(Framework Agreement)
 Purchaser:
    
    Legendsec (Beijing) LimitedSupplier:
    
    Beijing BHL Networks Technology Co. Ltd.Contract No.:
    
    20030325001Tenure of Contract:
    
    February 10, 2006 to February 10, 2008Place of signing Contract:
    
    BeijingDate of contract:
    
    February 10, 2006




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INDEX
 1.
    
    Definition2.
    
    Preliminary3.
    
    Consideration4.
    
    Terms on Price5.
    
    Orders6.
    
    Delivery7.
    
    Receipt and Inspection8.
    
    Payment9.
    
    Training and Services10.
    
    Packing11.
    
    Terms on Quality12.
    
    Terms of Guarantee13.
    
    Use of Trademarks14.
    
    Intellectual Property15.
    
    Confidentiality16.
    
    Rescission of Agreement17.
    
    Defense18.
    
    Force Majeure19.
    
    Breach20.
    
    General21.
    
    Jurisdiction22.
    
    Disputes23.
    
    Tenure of Agreement




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Purchase Contract Framework Agreement
   Definition
 1.1
    
    The Sale and Purchase Agreement means all the documents in writing as
defined in Clause 2 of the Definition of the Agreement1.2
    
    Price means the price as agreed between both parties1.3
    
    Products means the Products specified in the Business Contract of the
Sales and Purchase Agreement and Purchase Orders, etc.1.4
    
    Services means the services specified in the Business Contract of the
Sales and Purchase Agreement and Purchase Orders, etc.1.5
    
    Business Contract means the specifications of the Products and Services
including quality, price, overall obligation of maintenance, technical
criteria and various prescribed forms, etc., for the Products. Business
Contract is an integral part of the Sales and Purchase Agreement1.6
    
    Orders means the official purchase notification given by the Purchaser in
respect of the product model, quantity, price, terms of delivery, payment
terms, etc., which authorizes the Supplier to perform delivery obligation1.7
    
    Order validation means the written acceptance of the Orders by the Supplier1.8
    
    Trademarks of the Purchaser means the trademarks ( CHINESE CHARACTER)
Legendsec , LEGENDSEC or any of the combinations of the latter two and
the trademarks now owned, being applied for registration or to be owned in
the future by the Purchaser1.9
    
    Associated Companies of the Purchaser means the entities on which the
Purchaser is capable to exercise control directly or indirectly or which is
capable to exercise control directly or indirectly on the Purchaser, or
which together with the Purchaser jointly control or materially influence an
entity, or such entity together with the Purchaser being directly or
indirectly controlled by a party, including but not limited to the
Purchasers parent company, subsidiary companies, the subsidiary together
with the Purchaser being controlled by the same parent company, the
Purchasers associated companies and associated companies1.10
    
    Product Supporting Documents means the ultimate users authorization,
products specification, drawings, circuit plans, manual, marketing
materials, pass certificate, maintenance warranty and certificate and
similar documentary materials
 Preliminary
 2.1
    
    The Purchase Contract means all written documents including this contract,
business agreement and related orders in force, annexure to agreements and
supplements and project Contracts, plans, notices on modifications, etc.2.2
    
    The Business Contract, orders in force and supplemental contracts, related
amendments made pursuant to the Agreement, form integral parts of the Agreement
and shall have same binding effect as of the Agreement.




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2.3
    
    Terms in the Agreement is applicable to the Business
Contract, orders in force and supplemental contracts, related amendments made pursuant to the Agreement, and in the event of
any inconsistency between the Agreement and the Business Contract, the terms of the Business
Contract shall prevail and subsequent documents entered into as modifications, substitution,
elaboration of the Agreement, supplements or definitions shall not be treated as
inconsistency.
 Consideration
  Terms on Price
 4.1
    
    The Supplier shall supply the Products and services according to the agreed terms of price.4.2
    
    Competitive pricing:If the Supplier supplies the same Products and Services to Products
parties in the same period of time and under similar contract terms, the Supplier shall
forthwith notify the Purchaser in writing.4.3
    
    Quotation: The Supplier warrants that the quotations given to the Purchaser shall be the
best prices. When sale volume increases significantly, the Purchaser shall have the right
to request the Supplier to adjust the prices accordingly. The Supplier shall quote prices
of the Products and Services to the Purchaser honestly and shall not dishonestly quote a
lower price to its research and development department and quote a higher price to its
purchasing department.
 Orders
 5.1
    
    Contract of orders: The Supplier shall in writing Contract to
Purchasers orders at the Purchasers requirements. Contract signed by
the authorized representative of the Supplier with the same stamp of
the Supplier as stamped on this Agreement or stamped or with its
specific stamp for contracts and communicated to the Purchaser by Fax
shall be accepted. The Supplier shall fully perform its obligations in
price, delivery time, quantity, destination, etc. as it confirms in
the order.5.2
    
    The Purchaser has the right to treat the order having been confirmed
by the Supplier if the Supplier does not deliver its written accepted
Contract of order to the Purchaser within the time limit to confirm
the order as specified by the Purchaser.5.3
    
    Termination of orders: For the reasons of change of market conditions
or because of unforeseen circumstances which lead to the change of the
Purchasers demand for the Products and Services, the Purchaser has
the right to terminate the order and as a result of the termination,
the Purchaser shall bear the responsibility to compensate the damage
and loss suffered by Supplier. However, the Supplier shall, on the day
of its receipt of the notice from the Purchaser to terminate the
order, take immediate and effective measures (including but not
limited to halt the manufacturing the Products, notify related
factories to stop supplying raw materials for the Products, disposal
of the manufactured Products to other parties at market price, etc.)
in order to minimize the damage. The Purchaser shall not be
responsible to compensate the Supplier for its damage if the Supplier
has not taken effective measures to minimize the damage. Related
matters shall be settled by negotiation of both parties.




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Delivery
 6.1
    
    Service of Delivery: Delivery of Products means the transportation of the Products
by the Supplier in accordance with the terms of the effective order to the specified
destination, the Supplier clears all procedures with the Purchasers designated
recipient and provides certificates and informational materials of the Products and
bears all related expenses. With prior notification to the Supplier, the Purchaser
has the right to cancel or change the delivery date, delivery destination and
recipient in the orders, which notification shall be given by a relevant
supplemental contract to be agreed by the parties.6.2
    
    The Supplier shall notify the Purchaser prior to delivery of details of the delivery.6.3
    
    The Supplier shall fully perform its obligations of delivery as specified in the
effective orders and honor deliveries timely. When the Purchaser requested for early
delivery, the Supplier shall take all necessary measures to perform the delivery
obligation and in the event that it is unable to fulfill the Purchasers request for
early delivery, it shall notify the Purchaser in writing of the earliest time and
quantity of delivery.6.4
    
    Inventory: The Supplier shall maintain appropriate inventory in order to satisfy the
Purchasers requirements.6.5
    
    Unless at the request and with the consent in writing of the Purchaser, the Supplier
shall not procure early delivery otherwise the delivery shall be treated as the
delivery not made in accordance with the time as specified for delivery and the
Purchaser has the following options:6.5.1
    
    Rejection of the delivery6.5.2
    
    If the Purchaser has accepted early delivery, the Supplier shall bear expenses on
storage incurred by the Purchaser for the period after the delivery until the time
of delivery specified in the contracts.
 Receipt and Inspection




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Payment
  Training and Services
 9.1
    
    Training:In order to help the Purchaser to provide satisfactory
Services to its customers, the Supplier shall undertake to provide
free of charge to the relevant personnel of the Purchaser with
technical training and support which are of absolute necessity until
the personnel of the Purchaser has acquired the related technique
prior to, during or after the sale of the contracted Products.9.2
    
    Maintenance period:The Supplier shall undertake within the warranty
period to provide free of charge maintenance services to the
contracted Products.9.3
    
    Services after the maintenance service: Upon expiry of the maintenance
period, the Supplier shall in accordance with the terms of the
Business Contract / order, provide maintenance services or designate a
contractor to provide such services and the Supplier shall only charge
reasonable fees for materials and labor. When the contractor or the
Purchaser has to proceed for the services, the Supplier shall provide
with the designated contractor or the Purchaser the necessary
materials, spare parts and technical support in order to ensure the
contractor or the Purchaser being able to provide such services and
when the contractor is carrying out the Services, the Supplier shall
provide relevant certification to ensure the contractor being able to
carrying out the services. If the contractor is not capable to provide
the services, the Supplier shall indemnify the Purchaser for the loss
suffered by the Purchaser.
 Packing
   Terms on Quality




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Terms of Guarantee
  (1)
    
    The Supplier has the rights of ownership and use of the Products it supplied to the
Purchaser free from demand, encumbrances or other action or threats against the
Purchaser which would affect the rights of the Purchaser on the Products.(2)
    
    Execution by the Supplier of the Agreement will not breach any of the conditions,
obligations, law, regulations or orders in respect of any related contracts.(3)
    
    There is no defect in the Products design (other than written designs not entirely
based on the technical criteria of the Supplier supplied by the Purchaser), materials
and manufacturing techniques and the warranties under this Agreement, technical standard
and criteria requirements are fulfilled and the product in use is safe under such
requirement.(4)
    
    The Products are able to process, provide, receive and display date data correctly and
shall be capable to exchange date data correctly with all other Products.(5)
    
    The Products are brand new without spare parts which are used or repaired and they are
imported normally.(6)
    
    The Products do not infringe intellectual property rights of Products parties.(7)
    
    The storage time limit of the Products delivered to the Purchaser has not expired.(8)
    
    The Supplier shall abide by the Terms on price and shall not quote prices fraudulently.(9)
    
    The Supplier shall abide by other agreed terms of standards.
 Use of Trademarks




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Intellectual Property
    Confidentiality
      Rescission of Agreement
  (1)
    
    The Supplier delays in performing its obligations under the Agreement
resulting incapability of carrying out the Agreement by the Purchaser,
or the Supplier delays in performing its obligations under the
Agreement within 10 days despite the Purchaser had urged the Supplier
to perform its obligations.(2)
    
    The court has accepted hearing of bankruptcy pursuant to the
application of the Supplier or petition by other parties.(3)
    
    The Suppliers operating condition becomes seriously deteriorated.(4)
    
    The Supplier committed acts of distracting assets, taking away of
funds and evading payments of debts.(5)
    
    The Supplier has lost its business reputation.




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Defense
   Force Majeure
  Breach




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General




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Jurisdiction
  Disputes
  Tenure of Agreement
  Purchaser:
    
    Legendsec (Beijing) Limited(With Company contract stamp)Authorized representative:
    
    /signed/Registered address:Date:
    
    February 10, 2006Supplier:
    
    Beijing BHL Networks Technology Co. Limited(With Company contract stamp)Authorized representative:
    
    /signed/Registered address:
    
    Room 214-216, Tai Li Min Yuan Office Building,
No. 1, Wai Guan Xie Street, Chaoyang District,
Beijing, 100011, ChinaDate:
    
    February 10, 2006