EX-10.7







EXHIBIT 10.7


Translation




Form
of Voting Rights Agreement



This Agreement is entered into on
_________ in Beijing by the following parties:




	 	 	 
	Party A:

	 	[Nominee Shareholder]
	ID No.:
	 	 






Party B: Nanning Jetlong Technology Co., Ltd.

Registered address: Room 507, Floor 5, Maohong Building,
No. 15 Chuangxin West Road, Nanning

Legal Representative: Dang He




Target Company: [Affiliated Consolidated Entity]

Registered address:

Legal Representative: [Nominee Shareholder]



Whereas:





	(1)	 	Party A is a legal citizen of the People’s Republic of China (the “PRC”) and currently
legally holds ___% of equity interest in [Affiliated Consolidated Entity] (the “Target
Company”).
	 
	(2)	 	The Target Company is a limited liability company established and validly existing under PRC
laws.
	 
	(3)	 	Party B is a wholly foreign owned company established and validly existing under PRC laws and
intends to acquire the ___% equity interest held by Party A in the Target Company as provided
in the Option and Cooperation Agreement entered into between Party B and Party A on _________.





     On the basis of equality and following the principles of free will and fairness, upon friendly
negotiation, Party A, Party B and the Target Company agree to the following:



	 	 	 
	Article 1

	 	Before Party B becomes the shareholder of the Target Company as
approved by competent government authorities in accordance with
the Option and Cooperation Agreement and accomplishes all legal
procedures related to transfer of all equity interest in the
Target Company, Party A undertakes to authorize Party B or Party
B’s designee to exercise every shareholder’s voting right
provided by the articles of association of the Target Company
and held by him as a shareholder of the Target Company.






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	Article 2

	 	The Target Company hereby acknowledges its understanding and
agrees that Party A may authorize Party B or Party B’s designee
to exercise the shareholder’s voting right provided by the
articles of association of the Target Company and consult with
Party B before exercising other shareholder’s rights provided by
PRC laws and regulations of the articles of association of the
Target Company and follow Party B’s advice in exercising his
shareholder’s rights.
	 
	 	 
	Article 3

	 	Any breach of Party A or the Target Company of its undertaking
hereunder or any provision hereof will constitute a breach of
contract of Party A. In such case, Party B shall have the right
to require Party A to implement this Agreement in accordance
with provisions hereof or require Party A to be liable for
complete and full compensation.
	 
	 	 
	Article 4

	 	For any dispute arising between the parties hereto with respect
to any content or implementation of this Agreement, the parties
shall discuss friendly. In failure of discussion, any party
shall have the right to submit such dispute for arbitration by
the Beijing Commission of China International Economic and Trade
Arbitration Commission.
	 
	 	 
	Article 5

	 	The parties hereto shall discuss matters not covered by this
Agreement and enter into written supplementary agreements, which
shall have the same effect as this Agreement after the parties
execute and affix official seals thereon.
	 
	 	 
	Article 6

	 	This Agreement is executed in three originals, each of which is
kept by each party and has the same effect.





Party A, Party B and the Target Company have duly executed this Agreement on the date and at the
place set forth first above in witness of good faith and compliance.




Party A: [Nominee Shareholder]




Signature:




Party B: Nanning Jetlong Technology Co., Ltd.




Signature of Authorized Representative/ Seal




Target Company: [Affiliated Consolidated Entity]




Signature of Authorized Representative/ Seal




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