ex4-74.htm


    CONFIDENTIAL
      TREATMENT REQUESTED BY NINETOWNS INTERNET TECHNOLOGY GROUP COMPANY
      LIMITED.  THIS EXHIBIT HAS BEEN REDACTED.  REDACTED MATERIAL
      IS MARKED WITH “*” AND HAS BEEN FILED SEPARATELY WITH THE SECURITIES AND
      EXCHANGE COMMISSION.



    Exhibit
      4.74

    COMPUTER
      SOFTWARE COPYRIGHT ASSIGNMENT AGREEMENT

    


     

    
      PARTY
        A (Assignor):  Department Service Center of Dongguan
        Entry-Exit Inspection and Quarantine Bureau

       

    

    PARTY
      B (Assignee):  Beijing Ninetowns Ports Software and
      Technology Co., Ltd.

    


    Department
      Service Center of Dongguan Entry-Exit Inspection and Quarantine Bureau
      (hereinafter referred to as “Party A”) and Beijing Ninetowns Digital Technology
      Limited Dongguan Branch (hereinafter referred to as “Party B”) have made the
      following agreement in respect of the copyright compensatory assignment of
      “Dongguan iDeclare” developed by Party A, after friendly consultation and in
      accordance with the principles of equality and voluntary compliance, and
      relevant laws and regulations of the People’s Republic of China:

    


    I.                    NAME
      AND VERSION OF THE SOFTWARE

    
 

    
      	
               

            	
              1.

            	
              Name:
                Dongguan iDeclare

            


    

    
      	
               

            	
              2.

            	
              Composition:
                Electronic Declaration System

            


    

    
      	
               

            	
              3.

            	
              Version:
                V1.0

            


    

    


    II.                   RIGHTS
      AND OBLIGATIONS OF PARTY A

    


    1.         Party
      A shall no longer own the copyright of the software from the execution date
      of
      this agreement.

    2.         Party
      A should provide all source code and other relevant documents of the software
      to
      Party B.

    3.         Party
      A shall not divulge the source code and other technical secrets of the software
      to the third party.

    4.         Party
      A will not provide any technical support and consultation or participate in
      the
      market promotion, maintenance and late-stage development of the software from
      the execution date of this agreement.


    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

              

                  CONFIDENTIAL
            TREATMENT HAS BEEN REQUESTED AND CONFIDENTIAL TERMS HAVE BEEN
            OMITTED      
              

      

    


    5.         Party
      A has the right to supervise Party B’s promotion and after-sales support
      services of the software.

    III.                   RIGHTS
      AND OBLIGATIONS OF PARTY B

    


    
      	
               

            	
              1.

            	
              Party
                B has the copyright of the software from the execution date of this
                agreement.

            


    

    2.         The
      late-stage development, maintenance and market promotion of the software shall
      be assumed by Party B independently from the execution date of this
      agreement.

    3.         Party
      B shall not promote the products by using Party A’s resources in any forms,
      including market promotion in the name of Party A.

    4.         During
      products promotion, Party B shall not violate relevant state regulations,
      including regulations regarding the guiding price of software.

    


    IV.                   ASSIGNMENT
      FEE AND WAY OF PAYMENT

    


    
      	
               

            	
              1.

            	
              Party
                B shall pay Party A an assignment fee of **********.

            


    

    2.         Way
      of Payment: The payment shall be made by installment through bank accounts
      transfer.  The time limit and amount of installment payment are as
      follows:

    (1)              Before
      October 30, 2006, ********** shall be
      paid;

    (2)              Before
      November 30, 2006, ********** shall be
      paid.

    


    V.                   CALCULATION
      METHOD OF LIQUIDATED DAMAGES OR COMPENSATION

    


       
      The party breaching this agreement shall bear the liabilities for breach of
      agreement in accordance with the Contract Law of the People’s Republic of
      China.

    
                       
      1.         Party A shall bear
      liabilities for breach of agreement if it violates stipulations of item 1,
      2 and
      3 under provision II of this agreement.  The liabilities and amount
      of  liquidated damages are as follows: Party A shall compensate Party
      B for all the input on the software by Party B.

                            2.        
      Party B shall bear liabilities for breach of agreement if it violates
      stipulations of provision III of this agreement.  The liabilities and
      amount of liquidated damages are as follows: Party B shall return the assigned
      software copyright to Party A without consideration, and pay Party A fifty
      percent (50%) of its income of the software promotion.


    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    


    VI.                  DISPUTE
      RESOLUTION

    


    If
      a
      dispute arises in the course of the performance of this agreement, both parties
      should engage in friendly consultation to resolve it.  If both parties
      are unwilling to consulate or mediate, or fail to reach unanimity through
      consultation and mediation, the dispute shall be resolved in accordance with
      the
      arbitration procedures.

    


    VII.                MISCELLANEOUS

    


          
      1.         This agreement shall
      come into effect from the date both parties execute the agreement.

          
      2.         Matters not covered by
      this agreement will be settled through consultation by both
      parties.  If either party is unwilling to consulate, or fail to reach
      unanimity through consultation, the matters shall be resolved in accordance
      with
      the arbitration procedures.

          
      3.         This agreement consists
      of three pages and two identical copies, and each party keeps one
      copy.

    


    
      	
              Party
                A

            	
              :

            	
              Department
                Service Center of Dongguan Entry-Exit Inspection and Quarantine
                Bureau

            	 	
              Party
                B

            	
              :

            	
              Beijing
                Ninetowns Ports Software and Technology Co., Ltd.

            
	 	 	 	 	 	 	 
	
              Party
                A’s Legal
                Representative                       
                [Seal]

            	
               

            	 	
              Party
                B’s Legal
                Representative                  
                [Seal]

            	
               

            
	 	 	 
	
              Date:
                November 10, 2006

            	 	
              Date:  November
                6, 2006