December
      28, 2007

    


    Jpak
      Group, Inc.

    15
      Xinghua Road

    Qingdao,
      Shandong Province

    People’s
      Republic of China 

    266401

    


    Re:
       Letter
      Agreement

    


    Ladies
      and Gentlemen:

    


    This
      letter agreement (this “Letter Agreement”)
      relates to (i) that certain Registration Rights Agreement, dated as of August
      9,
      2007 (“Registration
      Rights Agreement”),
      by
      and among Jpak Group, Inc. (the "Company"),
      and
      the purchasers listed on Schedule I thereto (the “Purchasers”),
      (ii)
      those certain Series A Warrants issued by the Company to the Purchasers on
      August 9, 2007 (the "Series
      A Warrants"),
      (iii)
      those certain Series B Warrants issued by the Company to the Purchasers on
      August 9, 2007 (the "Series
      B Warrants")
      and
      (iv) those certain Series J Warrants issued by the Company to the Purchasers
      on
      August 9, 2007 (the "Series
      J Warrants").

    


    The
      Purchasers have agreed to exercise the Series J Warrants and, upon such
      exercise, the Purchasers shall receive from the Company (i) shares of Series
      B
      Convertible Preferred Stock (the "Series
      B Preferred"),
      (ii)
      Series C Warrants (the "Series
      C Warrants")
      and
      (iii) Series D Warrants (the "Series
      D Warrants"),
      all
      in accordance with the terms of the Series J Warrants. The shares of common
      stock of the Company issuable upon conversion of the Series B Preferred and
      exercise of the Series C Warrants and Series D Warrants are herein referred
      to
      as the "Underlying
      Shares."

    


    In
      connection with the exercise of the Series J Warrants, the Company and the
      Purchasers hereby agree as follows:

    


    1. Section
      1
      of each of the Series A Warrants and Series B Warrants shall be amended by
      deleting in its entirety each such Section 1 and replacing each such Section
      1
      with the following:

    


    "1. Term.
      The
      term of this Warrant shall commence on August 9, 2007 and shall expire at 6:00
      p.m., Eastern Time, on August 9, 2013 (such period being the "Term")."

    


    2. The
      Series C Warrants and Series D Warrants issuable by the Company upon exercise
      of
      the Series J Warrants shall have a term of six (6) years from the date of
      issuance.

    


    3. The
      Purchasers hereby agree not to exercise their demand registration rights with
      respect to the Underlying Shares during the period beginning on the date of
      exercise of the Series J Warrants and ending on the ninetieth (90th) day
      following the effective date of the registration statement filed by the Company
      to register for resale the Registrable Securities (as such term is defined
      in
      the Registration Rights Agreement) pursuant to the Registration Rights
      Agreement. 

     

    
      
         

      

      
         

        
          

        

      

      
         

      

    

    


    4. The
      definition of "Effectiveness Date" in the Registration Rights Agreement shall
      be
      amended by deleting in its entirety such definition and replacing such
      definition with the following:

    


    ""Effectiveness
      Date"
      means,
      subject to Section 2(b) hereof, with respect to the Registration Statement,
      the
      earlier of (A) March 31, 2008 or (B) the
      date
      which is within five (5) Business Days after the date on which the Commission
      informs the Company (i) that the Commission will not review the Registration
      Statement or (ii) that
      the
      Company may request the acceleration of the effectiveness of the Registration
      Statement and the Company promptly makes such request; provided that,
      if the
      Effectiveness Date falls on a Saturday,
      Sunday or any other day which shall be a legal holiday or a day on which the
      Commission is authorized or required by law or other government actions to
      close, the Effectiveness Date shall be the following Business Day."

    


    Except
      as
      otherwise provided herein, all of the representations, warranties, covenants,
      conditions and other provisions of the Registration Rights Agreement, the Series
      B Preferred, the Series A Warrants, the Series B Warrants, the Series C
      Warrants, the Series D Warrants and the Series J Warrants are hereby ratified
      and confirmed and shall continue in full force and effect, enforceable in
      accordance with the terms thereof.

    


    The
      Company and the Purchasers hereby represent and warrant that they have full
      power and authority to enter into this Letter Agreement and that this Letter
      Agreement constitutes the legal, valid and binding obligation of the Company
      and
      the Purchasers, enforceable in accordance with its terms. Upon request, the
      Company and the Purchasers will execute any additional documents necessary
      in
      connection with enforcement hereof. 

    


    This
      Letter Agreement shall be governed by and construed in accordance with the
      laws
      of the State of New York, without giving effect to any choice of law or conflict
      of law provision or rule (whether of the State of New York or any other
      jurisdiction) that would cause the application of the laws of any jurisdictions
      other than the State of New York. 

     

    *
      * * *
      *


    
      
         

      

      
         

        
          

        

      

       

    


    Delivery
      of a signed copy of this letter by electronic transmission shall be effective
      as
      delivery of the original hereof. 

     

    
      	 	 	 
	 	Vision
              Opportunity Master Fund
	 
 	 
 	 
 
	
            	By:  	/s/
              Adam
              Benowitz
	 	
              
Name: Adam
              Benowitz
	 	Title: Director


    

     

    
      	 	 	 
	 	QVT
              Fund
              LP
	 
 	 
 	 
 
	
            	By:  	/s/
              Yi
              Cen
	 	
              
Name: Yi
              Cen
	 	Title: Authorized
              Signatory


    

    


    
      	 	 	 
	 	Quintessence
              Fund L.P.
	 
 	 
 	 
 
	
            	By:  	/s/
              Yi
              Cen
	 	
              
Name: Yi
              Cen
	 	Title: Authorized
              Signatory


    

     

    


    Jpak
      Group, Inc.

     

     

    By: 
      /s/
      Yijun
      Wang

    
      

    

    Name: Yijun
      Wang

    Title: President
      and Chief Executive Officer