Contract
        No.:
        HTF
        2007-CG-T011

      


      Technology
        Development (Commission) Contract

      


      Project:
        Jinxin Project—Shanxi Credit and Guarantee Informative Platform Second
        Stage

      


      Trustor:
        Shanxi Mid-Small Enterprise Guarantee Center (“The
        Client”)

      


      Consignee:
        Shenzhen Hengtaifeng Technology Co., Ltd. (“The Company”)

      


      Date:
        May 21, 2007

      


      Place:
        Taiyuan City

      


      Valid:
        May 21, 2007 – May 20, 2008


      
        
          
          

        

        
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      Technology
        Development (Commission) Contract

      


      Trustor:
        Shanxi Mid-Small Enterprise Guarantee Center (“The
        Client”)

      Address:
        345 Yingze Rd., Taiyuan, PRC

      Legal
        representative: Xiao’er Cao

      Tel:
        351-4031288

      Fax:
        351-4048296

      


      Consignee:
        Shenzhen Hengtaifeng Technology Co., Ltd. (“The Company”)

      Address:
        Room 605, Chuangwei Building A, No.1 Gaoxinnan Road, Science and Technology
        Park, Nanshan District, Shenzhen City

      Legal
        representative: Yuangqing Li

      Tel:
        755-26743550

      Fax:
        755-26743552

      E-mail:
        cwh@htf.com.cn

      


      The
        Clients hereby retains the Company to develop the project “Jinxin Project of
“Shanxi Credit and Guarantee Informative Platform Second Stage”, and the Company
        hereby accepts such engagement and shall perform the obligations for the
        Client
        described herein, faithfully and to the best of its ability.

      


      SECTION
        1. Requirements for technology development are as follows:

      


      
        	 	
                1.

              	
                Technology
                  objective:

              


      

      Develop
        a
        loan risk control management system featuring open-system structure,
        easy-to-expand, easy-to-maintain and user-friendly interface based on computer
        networking, database and advanced development platform.

      
        	 	
                2.

              	
                Technology
                  content

              


      

      Supports
        surety guarantee services including consultancy, application, initial check,
        early-stage research and study, audit, sign contract, release, follow,
        terminate, overdue, realizes auto workflow and standardization of guarantee
        procedure, provides supports for project management, risk control management
        and
        post loan follow, real-time reflects each stage of guarantee business, financial
        analysis and credit rating to realize scientific guarantee
        management.

      
        	 	
                3.

              	
                Technology
                  method and line

              


      

      The
        system adopts Client/Server structure, establishes mold and database by Visio,
        and uses Net as application and development tools.


      
        
          
          

        

        
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      SECTION
        2. The Company shall provide technology development plan to Client within
        20
        working days after the Contract taking effect. The Plan shall include following
        information:

      


      
        	 	
                1.

              	
                Members
                  of development group and responsibilities of them (including the
                  Company
                  and the Client);

              


      

      
        	 	
                2.

              	
                Project
                  development plan

              


      

      


      SECTION
        3. The Company agrees to conduct development according to following
        schedule:

      


      
        	 	
                1.

              	
                The
                  Company shall complete analysis for Client within 15 days after
                  the Client
                  gives the request, and provide “Jinxin Project—Shanxi Credit and Guarantee
                  Informative Platform Upgrading-Business Request Instruction” for Client
                  signature and confirmation.

              


      

      
        	 	
                2.

              	
                The
                  Company shall complete system design, encoding and system test
                  according
                  to the schedule regulated in “Project Development Plan”, deliver the
                  development results to the Client and implement according to “Project
                  Development Plan”.

              


      

      


      SECTION
        4. The Client shall provide following technology documents and cooperation
        to
        the Company:

      


      
        	 	
                1.

              	
                Technology
                  document list: project instruction
                  materials.

              


      

      
        	 	
                2.

              	
                Time
                  and form: The Client shall provide the above materials in the form
                  of hard
                  copy and soft copy to the Company within five working days after
                  signing
                  the Contract.

              


      

      
        	 	
                3.

              	
                Other
                  cooperative items: The Client bears the obligations in assisting
                  the
                  Company to complete project request
                  analysis.

              


      

      After
        the
        completion of the Contract, above said technology materials shall be filed
        by
        the Company as project development documents.

      


      SECTION
        5. Compensation

      


      
        	 	
                1.

              	
                For
                  the above services, the Company will receive ¥490,000 in total, including
                  seven guarantee organizations and each payment will be
                  ¥70,000.

              


      

      
        	 	
                2.

              	
                The
                  Client will pay the above compensation by installments. Detailed
                  payment
                  method and time as follows:

              


      

      
        	 	
                1)

              	
                The
                  Company will receive ¥250,000 within five working days before
                  training.

              


      

      
        	 	
                2)

              	
                The
                  Company will receive ¥240,000 within three working days after the Client
                  inspects and accepts the
                  project.

              


      


      
        
          
          

        

        
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      Bank,
        address and account of the Company: 

      Opening
        bank: Construction Bank of China – Shenzhen Gaoxinyuan Branch

      Address:
        Room
        605,
        Chuangwei Building A, No.1 Gaoxinnan Road, Science and Technology Park, Nanshan
        District, Shenzhen City
        Science
        and Technology Park, Nanshan District, Shenzhen

      Account
        No.: 048010020004489

      


      SECTION
        6. R&D fee will be totally used by the Company.

      


      SECTION
        7. Any changes of the contract should be subject to mutual written
        consent.

      


      SECTION
        8. The Company shall not transfer all or part of the contract to any third
        party
        without consent of Client.

      


      SECTION
        9. Either party should be responsible for the loss incurred in executing
        the
        contract provided that: (1) current technology is not sufficient;(2) not
        caused
        by the reason of the Company.

      


      SECTION
        10.During the period of the Contract, if the development technology has been
        publicly opened by any third party, one party shall inform the other party
        to
        terminate the Contract within three working days. The party failed to inform
        the
        other party shall bear all the losses and compensate.

      


      SECTION
        11. Confidential Information

      


      The
        Client’s obligations:

      
        	 	
                1.

              	
                Content:
                  The documents complied by the Company, designs, application software
                  and
                  other related technology materials, commercial information relating
                  to the
                  project, this contract and its attachment and
                  price.

              


      

      
        	 	
                2.

              	
                Personal:
                  all personal relating to this
                  project

              


      

      
        	 	
                3.

              	
                Retention:
                  dateless

              


      

      
        	 	
                4.

              	
                Reveal:
                  undertake all the loss

              


      

      The
        Company’s obligations:

      
        	 	
                1.

              	
                Content:
                  The instructions, contract and attachments provided by the
                  Clients

              


      

      
        	 	
                2.

              	
                Personal:
                  all personal relating to this
                  project

              


      

      
        	 	
                3.

              	
                Retention:
                  dateless

              


      

      
        	 	
                4.

              	
                Reveal:
                  undertake all the loss

              


      

      


      SECTION
        12. The Company shall deliver the development results to the Client by following
        ways:

      


      
        	 	
                1.

              	
                Form
                  and quantity: Installation programs and user’s guide, one copy
                  respectively, in the form of soft copy of “Jinxin Project—Shanxi Credit
                  and Guarantee Informative Platform Second Stage”
                  

              


      


      
        
          
          

        

        
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                2.

              	
                Time
                  and place: the Client’s working
                  place

              


      

      


      SECTION
        13. The Client will inspect and accept the project in accordance with “Jinxin
        Project—Shanxi Credit and Guarantee Informative Platform Upgrading-Business
        Request Instruction”. If the Client failed to inspect without reasonable
        explanations within three working days after the Company delivers the results
        and requests inspection, it is considered that the Client accepts the
        results.

      


      SECTION
        14. The Company guarantees that the development results shall not infringe
        the
        legal rights of any other third party. If any third party claims the Client
        on
        the technology, the Company shall bears all the losses.

      


      SECTION
        15. Technology Confidential

      


      
        	 	
                1.

              	
                Using
                  rights: the Company and the Client

              


      

      
        	 	
                2.

              	
                Transfer
                  rights: 100% the Company

              


      

      
        	 	
                3.

              	
                Distribution
                  of related benefit: 100% the
                  Company

              


      

      Intellectual
        properties relating to this contract belongs to the Company 100%.

      


      SECTION
        16. The Company shall not transfer the development results to any third party
        without notice to the Client before deliver the results to the
        Client.

      


      SECTION
        17. The Company’s development personal enjoy the right to print the names on the
        technology result and achieve certificates.

      


      SECTION
        18. All the equipment, appliance, materials relating to development purchased
        by
        the Company belong to the Company.

      


      SECTION
        19. After the Company delivers the results to the Clients, the Company shall
        provide training for the Clients according to request and provide relating
        technology services.

      
        	 	
                1.

              	
                Content:
                  Installation, commissioning and operation
                  training

              


      

      
        	 	
                2.

              	
                Place
                  and mode: The Company allocates engineers to working place of the
                  Client

              


      

      


      SECTION
        20. Default terms: N/A

      


      SECTION
        21.The Client shall have the right to improve the technology results in the
        future if necessary, related results belong to the Client, and related profit
        belongs to the Client 100%. The Company shall have the right to improve the
        technology results in the future if necessary, related results belong to
        the
        Company, and related profit belongs to the Company
        100%.


      
        
          
          

        

        
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      SECTION
        22. During the period of the Contract, the Client nominates Mr. Xie Hongwei
        as
        project contact person, and the Company nominates Mr. Chen Weihua as project
        contact person, who will undertake following obligations:

      


      
        	 	
                1.

              	
                Responsible
                  for communication, organization and
                  correspondence

              


      

      
        	 	
                2.

              	
                Effectively
                  control project schedule and ensure on-time completion of the
                  project

              


      

      
        	 	
                3.

              	
                Responsible
                  for detailed implementation of the
                  Contract.

              


      

      Changes
        of contact person shall be informed timely to each other in
        written.

      


      SECTION
        23. Force majeure

      


      The
        two
        parties hereto acknowledge that one party may inform the other party to
        terminate the Contract due to force majeure.

      


      SECTION
        24. The two parties hereto acknowledge that disputes shall be solved through
        negotiation. If negotiation is impossible, it will be prosecuted to People’s
        Court. 

      


      SECTION
        25. Definitions: N/A

      


      SECTION
        26. Other documents as part of this contract: N/A

      


      SECTION
        27. Other items

      Attachment
        1: “Jinxin Project—Shanxi Credit and Guarantee Informative Platform
        Upgrading-Business Request Instruction”

      Attachment
        2: “Project Development Plan”

      Attachment
        3: “Project Inspection and Accept Report”

      The
        above
        attachments bear the same legal rights with the Contract.

      


      SECTION
        28. The Contract is prepared in quintuplicate which bear the same legal
        force.

      


      SECTION
        29. The Contract will take effect after signed and sealed by two
        parties.

      


      Shanxi
        Mid-Small Enterprise Guarantee Center 

      Name:

      


      Shenzhen
        Hengtaifeng Technology Co., Ltd.

      Name:


      
        
          
          

        

        
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