Unassociated Document


    

      


      Confidential
        documents

      


      Expert
        Network (Shenzhen) Company Limited

      


      Employment
        Contract

      
         

        
          
            
              	
                      Party
                        A (Employer)

                    	 	 	 	 	 	 
	
                      Name:

                    	Expert
                      Network (Shenzhen)	 	 	 
	 	Company
                      Limited	 	 
	
                      The
                        type of Company:

                    	Hong Kong Sole Investor	 	 	 
	
                      Address:

                    	31St
                      F, Development Center Building, Renminnan Road, Shenzhen City.	 	 
	
                      Telephone:

                    	82209555	 	 	 
	
                      Legal
                        Representative of Company:

                    	 	 	
                      Kung
                        Sze Chau

                    	 	 	 
	
                      Contact
                        Person:

                    	 	 	 	 	 	 
	
                      Telephone:

                    	82209555	 	 	 
	 	 	 	 	 	 	 
	
                      Party
                        B (Employee)

                    	 	 	 	 	 	 
	
                      Name:

                    	Zhu Xiao Xin	 	 	 
	
                      Sex:

                    	Male 
                      Age: 
                      39	 
	
                      Years
                        of Service: 

                    	 	 	Family
                      Originality:  
	
                      Present
                        City:

                    	Shenzhen	 	 	 
	
                      ID
                        card No.:

                    	360103661110271	 	 	 
	
                      Present
                        Address :

                    	  	
                    	 	 	 
	
                      Contact
                        No.:

                    	83233380	 	 	 
	 	 	 	 	 	 	 


            

          

        

        
          For
            the
            requirement of the company, Party A agrees to appoint Party B as his
            employee
            with approval after consideration . This contract is signed in accordance
            with
            the relative law and employment regulation, as well as in the basis of
            equality
            and voluntariness and both Parties A & B reached the following
            terms:

        

      

      


      1.    The
        Position of Work

      


      
        	 	
                (a)

              	
                Party
                  A will allocate Party B to work in anyone of the departments according
                  to
                  the Company's need of man power . The actual duties shall be assigned
                  to
                  Party B upon completion of Party B's probation
                  period.

              


      

      Department:   

      
        	 	 	
                The
                  position of Party B can be re-arranged according to the need of
                  man power
                  of Party A and the performance of Party B upon the mutual agreement
                  of
                  both Parties.

              


      

      


      2.    Contract
        Term & Probation Period

      


      
        	 	
                (a)

              	
                This
                  contract shall be effective from November 5, 2004 to November 4,
                  2005, and
                  the date of probation period from -- to -- . For the person who
                  is
                  considered as unqualified to pass probation, Party A has the right
                  to
                  terminate this contract or the probation period can be extended
                  pursuant
                  to the mutual consent from both Parties . The extension of probation
                  period cannot exceed 3 months.

              


      

      
        	 	
                (b)

              	
                Both
                  parties may terminate this contract during the probation period
                  under the
                  labour law. During the probation period, Party B shall not be entitled
                  to
                  enjoy the benefits provided by Parry A (including medical
                  allowance.)

              


      

       

      
        
          
          

        

        
          
          

          
            

          

        

        
          
          

        

      

      3.    Working
        Hours Five days work a week unless stipulated by Party A. The working hours
        of
        each working day depends on the actual condition of the position assigned,
        but
        not to exceed 40 hours a week in average.

      


      Party
        A
        has the right to adjust the working hours and the public holidays according
        to
        the situation of power and water supply and the condition of the work progress,
        but Party A shall inform Party B in advance.

      


      4.    Remuneration

      


      
        	 	
                (a)

              	
                Past
                  A shall determine Party B's salary in accordance with the relevant
                  regulation of the government of PRC, the actual condition of the
                  company,
                  the duty, skill and job nature of Party B. The salary of Party
                  B during
                  probation period is RMB (reference to the Notice of Salary during
                  probation period). The basic monthly salary after passing the probation
                  period is RMBB (reference to the Notice of Salary upon Confirmation
                  of
                  Probation) . Position salary, target salary, allowance, salary
                  in advance
                  (if any), and bonus, etc, shall depend on the work target, which
                  shall be
                  separately negotiated between the Parties . The individual income
                  tax
                  shall be borne by Party B.

              


      

      
        	 	
                (b)

              	
                The
                  salary of Party B shall be adjusted annually in accordance with
                  Party A's
                  economic interest, the status of labour market and the working
                  performance
                  of Party B.

              


      

      
        	 	
                (c)

              	
                Party
                  B's salary shall be paid every month, with last month's salary
                  shall be
                  paid on or before the 10th day of the coming month. Party B has
                  the
                  obligation not to disclose his salary and shall not inquire about
                  other
                  people's salary. For any inquiries about salary, Party B shall
                  inquire his
                  direct supervisor or the person in charge of the human resources
                  department.

              


      

      


      5.    Over
        time
        Party A shall require Party B to work over time in accordance with the necessity
        of the work. Party A shall pay Party B the over time wages or compensatory
        day
        off under the labour law of PRC and the rules of Party A.

      


      6.    Social
        Insurance and welfare treatment

      


      
        	 	
                (a)

              	
                Party
                  A shall process the social insurance for Party B according to the
                  stipulations of social insurance of Shenzhen
                  City.

              


      

      
        	 	
                (b)

              	
                Party
                  B shall obtain the compensation under Shenzhen Economic Zone Industrial
                  Injury Insurance Ordinance and any relevant stipulations in case
                  of
                  disable or death arising from work.

              


      

      
        	 	
                (c)

              	
                Party
                  A shall upgrade the welfare treatment of Party B under the condition
                  that
                  Party A's own economic condition allowed for such
                  upgrade

              


      

       

      
        
          
          

        

        
          -2-

          
            

          

        

        
          
          

        

      

      7.    Medical
        welfare

      


      
        	 	
                (a)

              	
                Injury
                  or sickness caused by work All the medical and hospital expenses
                  are borne
                  by the insurance department and Party A in accordance with the
                  relevant
                  law in case of Party B suffered sickness or inquiry from
                  work.

              


      

      
        	 	
                (b)

              	
                Injury
                  or sickness not caused by work Party A shall provide Party B the
                  medical
                  insurance in reference to the relative stipulation of the local
                  government
                  and other relevant law, and Party B shall claim the insurance for
                  the
                  medical expenses according to the standard of medical
                  insurance.

              


      

      


      8.    Sick
        Leave

      


      Party
        A
        shall provide Party B not exceeding 2 days sick leave with wage every month
        if
        Party B is sick or has injury not caused by work . Party B shall submit the
        city
        or zone level hospital sick leave certification for sick leave application,
        but
        for emergency cases medical treatment can be consulted in any
        hospitals.

      


      If
        the
        sickness condition of Party B requires, Party A shall extend the sick leave
        period of Party B for treatment according to the Party As designated hospital
        diagnosis and the years of service of Party B as well as referring to the
        relevant la w If Party B shall be unable to engage in the original work or
        the
        new suitable work assigned by Party A after treatment of the sickness or
        injury
        which is not caused by work, Party A shall terminate the contract with Party
        B
        according to the relevant labour law and compensation standard.

      


      9.    Holiday

      


      
        	 	
                (a)

              	
                Party
                  B shall be entitled to have 10 days of Statutory Holiday with wages
                  (The
                  First Day of January, Chinese New Year, International Labour Day,
                  National
                  Day in a total of 10 days).

              


      

      
        	 	
                (b)

              	
                Pursuant
                  to the relevant law of the PRC Government, Party B shall be entitled
                  to
                  have holiday with wages after the completion of one year of service
                  with
                  Party A. The annual leave must be taken within the coming year
                  and no
                  accumulated annual leave shall be brought to the third
                  year.

              


      

      
        	 	
                (c)

              	
                According
                  to the relevant stipulations of PRC, Party B shall be entitled
                  to have
                  marriage leave/late marriage leave, funeral leave, maternity leave/late
                  reproduction leave, sterilization leave (an including abortion)
                  . Party B
                  shall be entitled to take fully waged relatives visiting leave
                  according
                  to Party A's stipulations if Party B conforms to the conditions
                  for
                  visiting relatives as imposed by the government . However, but
                  the days
                  for relatives visiting leave shall be deducted from the days of
                  annual
                  leave.

              


      

       

      
        
          
          

        

        
          -3-

          
            

          

        

        
          
          

        

      

      
 

      10.    Training
        Fee

      


      In
        the
        event that Party B ahs taken study courses that are financed by Party A and
        has
        signed training agreements, Party B shall continue his services with Party
        A
        according to the agreed period of services that are stipulated in the training
        agreements . If Party B resigns from his services, leaves Party A or be
        dismissed by Party A due to disciplinary action before the agreed period
        of
        services has been completed, Party B shall compensate Party A the paid training
        expenses according to the stipulations of the training agreements.

      


      11.    Job
        Safety

      


      Party
        A
        shall provide with the necessary job safety gears to Party B according to
        the
        relevant stipulations and the needs of Party B's work position . Party B
        shall
        use such gears appropriately and maintain their safekeeping after work .
        When
        Party B leaves his employment with Party A, he must return all the safety
        gears
        so provided to Party A, otherwise Parry A shall be entitled to request
        compensation from Party B.

      


      12.    Confidentiality

      


      Unless
        the written consent of Party A or its authorized agents are giving, otherwise
        Party B shall not allow any unapproved person to have contact with the books,
        letters, documents or electronically transmitted information that are relevant
        to Party A or it business, and shall not, whether in writing, orally or any
        other means, disclose to any third party any information relevant to Party
        A's
        business, its internal affairs and its customers . If Party B violates the
        aforesaid stipulations and causes damages to Party A, then Party A shall
        be
        entitled to dismiss Party B immediately without compensation and to claim
        against Party B for all the economic loss and legal liability. Party B shall
        be
        bound by the relevant confidentiality stipulations of Party A after Party
        B
        leaves the employment of Party A.

      


      13.    Labor
        Disciplines

      


      Party
        B
        shall observe the stipulations and rules of Party A . Under the following
        situation, Party A shall be entitled to carry out disciplinary actions against
        Party B in accordance with the procedure already set by Party A. If the breach
        of party B is material, Party A shall be entitled to terminate Party B`s
        employment contract or dismiss Party B.

      


      
        	 	
                1.

              	
                Refusing
                  to accept the legitimate and reasonable instruction
                  intentionally.

              


      

      
        	 	
                2.

              	
                Committing
                  behaviors that are improper and those improper behaviors do not
                  fulfill
                  the duties of due diligence

              


      

      
        	 	
                3.

              	
                Having
                  committed fraud or dishonest
                  behaviors.

              


      

      
        	 	
                4.

              	
                Being
                  absent from duties without authorization or is
                  negligent.

              


      

      
        	 	
                5.

              	
                Accepting
                  or offering bribe.

              


      

      
        	 	
                6.

              	
                Receiving
                  properties or service from Party A's
                  customer.

              


      

      
        	 	
                7.

              	
                Gambling,
                  sleeping, reading newspapers or drinking alcohol during office
                  hour.

              


      

      
        	 	
                8.

              	
                Smoking
                  in the Party A's factories or in the office
                  premises.

              


      

      
        	 	
                9.

              	
                Stealing
                  or other immoral behaviors.

              


      

      
        	 	
                10.

              	
                Violating
                  the production safety rules and
                  stipulations.

              


      

      
        	 	
                11.

              	
                Destroying
                  Party A's properties.

              


      

      
        	 	
                12.

              	
                Operating
                  Party A's vehicles or equipments without
                  authorization.

              


      

      
        	 	
                13.

              	
                Due
                  to any reason being warned by admonition letter three times in
                  a calendar
                  year.

              


      

      
        	 	
                14.

              	
                Being
                  absent from duties for three consecutive working days or more in
                  a
                  calendar year without authorization and no reasonable explanation
                  can be
                  provided afterward.

              


      

      
        	 	
                15.

              	
                Committing
                  any other behaviors which violate the disciplinary and rules of
                  Party
                  A.

              


      

      
        	 	
                16.

              	
                Committing
                  any crime in violation of the PRC law and is being sentenced to
                  labour
                  transform or other sentences (this contract shall be terminated
                  simultaneously).

              


      

       

      
        
          
          

        

        
          -4-

          
            

          

        

        
          
          

        

      

      14.   The
        dissolution of the contract and responsibility:

      


      1.    Conditions
        under which Party A shall be entitled to terminate this contract:

      


      
        	 	
                (1)

              	
                During
                  the probation period, Party B cannot exhibit any relevant credential
                  at
                  the designated time, causing Party A to be unable to process the
                  employment procedure for Party B under the local government's
                  stipulations.

              


      

      
        	 	
                (2)

              	
                Party
                  B has materially violated the discipline, provision of this contract
                  or
                  Party A's regulations.

              


      

      
        	 	
                (3)

              	
                Party
                  B has been seriously negligent in his duties, has worked for his
                  own
                  private interest and committed corruption as well as created significant
                  harm to the Party A's interest.

              


      

      
        	 	
                (4)

              	
                Party
                  B has committed crime and criminal obligation has been
                  claimed.

              


      

      
        	 	
                (5)

              	
                Party
                  B has been considered as disqualified for the works and still not
                  qualified for his work after training or being re-assigned to another
                  position.

              


      

      
        	 	
                (6)

              	
                Party
                  B has been sick or injured not caused by work but after the medical
                  treatment cannot perform the same duties in the original work or
                  cannot
                  perform the duties in other appropriate position re-assigned by
                  Party
                  A.

              


      

      
        	 	
                (7)

              	
                The
                  objective conditions for the execution of this contract have been
                  changed
                  materially which caused this contract to be unenforceable, and
                  no new
                  agreement can be reached upon both parties' negotiation for the
                  alteration
                  of this contract.

              


      

      
        	 	
                (8)

              	
                Party
                  A is facing bankruptcy and is proceeding with the legal reorganization
                  process, or that the conditions for business operation has been
                  difficult
                  causing the lay-off of employees a necessity and the relevant procedures
                  have been done in accordance with the
                  laws.

              


      

      
        	 	
                (9)

              	
                Other
                  reason being considered as legitimate under the PRC
                  laws.

              


      

      


      Party
        A
        terminating this contact pursuant to clauses (5), (6), (7), (8) above shall
        give
        at least 1 month notice in advance to Party B, or pay Party B an amount equals
        to 1 month salary of Party B as payment in lieu of notice.

      


      2.    Conditions
        under which Party A is prohibited from terminating this contract:

      


      
        	 	
                (1)

              	
                Parry
                  B has been sick or injured and still within the medical treatment
                  period.

              


      

      
        	 	
                (2)

              	
                Party
                  B has been injured by work or suffered from occupational diseases
                  and is
                  diagnosed to be wholly or partially
                  disabled.

              


      

      
        	 	
                (3)

              	
                Female
                  employees who are during the pregnancy, confinement and suckling
                  period
                  under the allowed plan of
                  maternity.

              


      

      
        	 	
                (4)

              	
                Other
                  stipulations under the laws and
                  regulations

              


      

       

      
        
          
          

        

        
          -5-

          
            

          

        

        
          
          

        

      

      3.    Conditions
        under which Party B shall be entitled to terminate this contract any time
        under
        these conditions:

      


      
        	 	
                (1)

              	
                Party
                  A has forced Party B to work with violence, threatening or illegal
                  confinement of Party B's freedom.

              


      

      
        	 	
                (2)

              	
                Party
                  A has not paid the agreed remuneration or provide the appropriate
                  working
                  environment to Party B according to the provision of this
                  contract

              


      

      
        	 	
                (3)

              	
                Other
                  stipulations under the laws and regulation s Party B shall give
                  1 month
                  notice in advance to Party A to terminate this contract under conditions
                  other than (a), (b) and (c) above and shall terminate this contract
                  following the relevant procedures.

              


      

      


      In
        the
        event that any party breaches any provision of this contract and causes the
        other party to suffer economic loss, the non-defaulting party shall be entitled
        to claim such loss against the defaulting party in accordance with its
        responsibilities and consequence of breach.

      


      4.    Conditions
        under which this contract is terminated automatically

      


      
        	 	
                (1)

              	
                Party
                  A is declared bankrupt by law

              


      

      
        	 	
                (2)

              	
                Party
                  A is dissolved or struck out by legal
                  proceedings.

              


      

      
        	 	
                (3)

              	
                Party
                  B is dead

              


      

      


      5.    Compensation
        for the termination of this contract

      


      Under
        any
        one of the following conditions, party A shall compensate Party B as
        stipulated:

      


      i.    
Party
        A
        has terminated this contract pursuant to clause 14.1 (5), (6), (7)
        (8).

      


      ii.    Party
        B
        has terminated this contract pursuant to clause 14.3 (1), (2), (3)

      


      iii.   This
        contract is terminated by the proposal of Party A and such termination is
        agreed
        by both parties

       

      
        
          
          

        

        
          -6-

          
            

          

        

        
          
          

        

      


      15.    Other
        Convention

      


      
        	 	
                A

              	
                (Expert
                  Network (Shenzhen) Company Limited the system of Human
                  Resources)

              


      

      
        	 	
                B

              	
                (Expert
                  Network (Shenzhen) Company Limited attendance and leave management
                  method)

              


      

      
        	 	
                C

              	
                (Expert
                  Network (Shenzhen) Company Limited performance appraisal
                  method)

              


      

      
        	 	
                D

              	
                (Expert
                  Network (Shenzhen) Company Limited Confidential
                  system)

              


      

      
        	 	
                E

              	
                (Expert
                  Network (Shenzhen) Company Limited agreement of
                  indemnity)

              


      

      


      16.    Miscellaneous

      


      
        	 	
                (1)

              	
                This
                  contract has two copies, Party A & B shall keep one copy respectively.
                  This contract shall be effective upon execution by both parties
                  and the
                  two copies shall have the same legal
                  effect.

              


      

      
        	 	
                (2)

              	
                This
                  contract shall be renewed at least 10 working days before its expiration
                  and upon the mutual consent of Party A and Party B . New contract
                  shall be
                  signed.

              


      

      
        	 	
                (3)

              	
                This
                  contract is made pursuant to the labor laws and the local labour
                  stipulations. In the event that any matter is missing from this
                  contract
                  and is contradictory to the labour laws and stipulations, then
                  the labour
                  laws and regulations shall prevail.

              


      

      
        	 	
                (4)

              	
                Party
                  A's other rules is supplemental to this contract and therefore
                  Party B
                  shall observe all such other rules.

              


      

      
        	 	
                (5)

              	
                The
                  context of this contract has begin filed with the labour department
                  at the
                  location of business of Party A.

              


      

      


      Party
        A's
        seal: (sealed)

      


      Party
        B's
        signature (signed)

      


      Expert
        Network (Shenzhen) Company Limited

      


      Legal
        representative (major responsible person): (signed)

      


      Dated
        this contract is signed: November 5, 2004

      


      Attesting
        office' s seal: _____________________________________

      


      Date:
        _____    Year
        _____    Month
        _____    Day
        _____

       

      
        
          
          

        

        
          -7-