ex10x2.htm


    Exhibit
10.2

    Cooperation
Agreement

    on
Outdoor Large LED Screen Medium

    


    This
agreement on cooperation of outdoor medium (LED video) has been
entered

    by and
between

     

    Liaoning
Daily Newspaper Media Group Co., Ltd. (hereinafter referred to as Party A)


    and

    Dalian
Vastitude Media Group Co., Ltd. (hereinafter referred to as Party
B)

     

    on the
basis of fairness and mutual benefit under Contract Law of the People’s Republic
of China and Advertisement Law of the People’s Republic of China to fully
exercise both parties’ resource advantages and achieve the objective of mutual
benefit.

    


    Article
One .Cooperation

     

    1.1      
Both parties shall cooperate on the LED screen located at Building 1, Huigong
Street, Shenhe District, Shenyang (the former telecommunication building of
China Netcom).

    


    1.2      
Party B shall act as the agent of Party A’s (Liaoning
Daily)media
advertisement with the annual advertising fee of RMB 400,000 for period of 8
years.

    


    1.3      
Party B shall perform all clauses in the Outdoor Media Cooperation Framework
Agreement entered into between Party A and China Unicom Network Communications
Group Co. Ltd. Shenyang Branch (see attachment 1).

    


    Article
Two. Rights and Obligations of Both Parties

     

    2.1     
Party A shall be responsible to deal with all procedures in respect of approval
of the large LED screen as well as the land occupancy contract with China Unicom
Network Communications Group Co. Ltd. Shenyang Branch and assist Party B in
dealing with relevant approval procedures in Shenyang for legal and normal
operation.

    


    2.2     
Party B makes an exclusive investment on the large LED screen (including the
manufacturing of large screen LED and such costs for land occupancy, electricity
bill and management fees) and execute Outdoor Media Cooperation Framework
Agreement on. As an investment partner during the operation, Party B shall be
the owner of the LED with the exclusive rights for its operation and pricing.
Party B shall be responsible for all issues and disputes arising from operating
the large LED screen which have nothing to do with Party A.

    


    2.3    
 Both parties must abide by the contract during the implementation process
under the premise of not violating national laws and regulations. The contract
shall not be terminated without justified reasons. If either party terminates
the agreement with no justified reasons, it shall compensate the other party for
all losses suffered therefrom.

    2.4  Party
B shall pay the management fee of RMB 200,000 to Liaoning Sports Bureau upon
Party A’s authorization and execution of the cooperation agreement and complete
the production, installation and test of the large screen within 3 months. Party
B shall provide Liaoning Sports Bureau with one-hour broadcasting of The
National Games from the large screen broadcasting everyday during the 12th
National Games.

     

     

    
 

    
      
         

      

      
         

        
          

        

      

      
         

      

    

    2.5  Party
A shall offer a 40% discount based on current year’s regular price for the
advertisement on Liaoning Daily to Party B.

     
 

    2.6  Party
B must not act as the agent of Liaoning Daily advertisements that
involve:

    (1)  those
customers who have signed contracts with Liaoning Daily in the current and
following years;

    (2)  the
propaganda by county, district, city or higher-level governments;

    (3)  customers
of Liaoning Daily who have published advertisements in Liaoning Daily within
half a year.

    


    2.7  Party
B shall be the agent of Liaoning Daily advertisements that issues its own brands
accounting for 20% of the total amount in the current year.

    


    Article
Three. Terms of Payment

     

    3.1  Party
B shall pay Party A the agent fee of RMB 400,000 for the first year within two
months from the execution of the agreement.

    


    3.2  The
annual agent fee of RMB 400,000 for the following year shall be paid off at the
end of December of the current year till the termination of the
contract.

    


    Article
Four. Agreement Termination

     

    The
agreement shall be terminated automatically if both parties failed to come to an
agreement on renewal upon the expiration of the agreement.

    


    Article
Five. Force Majeure

     

    The
agreement shall be terminated for failure in agreement performance by either
party due to any Force Majeure events in the contract period such as earthquake,
fire, change of governmental laws or regulations or other factors.

    


    Article
Six. Dispute Solution

     

    Any
disputes arising from performance of the agreement shall be solved through
negotiation between both parties or be submitted to the People’s Court in the
venue where their contract is performed for arbitration.

     

     

    
 

    
      
         

      

      
         

        
          

        

      

      
         

      

    

    Article
Seven. Supplementary Provisions

     

    7.1  Any
matters not included in the contract may be incorporated into the additional
clauses or a supplementary agreement entered by both parties.

     

    7.2  This
agreement shall become effective since the date when it is signed and stamped by
both parties. This agreement is made in four duplicates, with each party holding
two copies of the same legal effectiveness.

    


    Party A:
(stamp) Liaoning Daily Newspaper Media Group Co., Ltd.

    Authorized
Representative: (signature)

    Tel:

    Date of
Signing:

    


    Party B:
(stamp) Dalian Vastitude Media Group Co., Ltd.

    Authorized
Representative: (signature)

    Tel:

    Date of
Signing: 10 Feb., 2010