EX-4.6


CONSULTING AGREEMENT


 


THIS AGREEMENT is effective as of January
1, 2011.


 


BETWEEN 


 


ChineseWorldNet.com Inc.


P.O. Box 1350, the Huntlaw Bldg.,


Fort Street, George Town


Grand Cayman, Cayman Islands


("ChineseWorldNet.com")


 


AND 


 


GOLDPAC INVESTMENTS LTD.


#338 – 1199 West Pender Street


Vancouver, British Columbia


Canada V6E 2R1


("Goldpac")


 


WHEREAS ChineseWorldNet.com and Goldpac
are desirous of setting out the terms and conditions of their service relationship.


 


NOW THEREFORE THIS AGREEMENT WITNESSES
that the parties agree as follows:


 


1. Services


 


Goldpac offers consulting services to
ChineseWorldNet.com related to corporate development, market development and technical support for the period from January 1, 2011
to December 31, 2011.


 


2. Fees


 


Goldpac charges ChineseWorldNet.com Inc.
USD 20,000 per quarter for the consulting services to be provided from January 1, 2011 to December 31, 2011, payable on a quarterly
basis.


 


3. Responsibilities of Goldpac


 


Goldpac's duties under this Agreement
are as follows:


 


		(i)	Goldpac will use its best efforts to provide advice and support to ChineseWorldNet.com
related to market development, corporate issues, business models and technology building during the above said period.



		(ii)	Goldpac will keep ChineseWorldNet.com informed as to any problems encountered
and as to any solutions found for those problems.



		(iii)	Goldpac will keep all the trade information and information obtained during
the



course of consulting
ChineseWorldNet.com intact, confidential.


 


4. Responsibilities of ChineseWorldNet.com


 


ChineseWorldNet.com's duties under this
Agreement are as follows:


 


		(i)	ChineseWorldNet.com will provide all the necessary information for Goldpac
to perform its consulting services and without hiding of any information.



		(ii)	ChineseWorldNet.com will pay for all the necessary expenses incurred during the course of Goldpac
performing the consulting services.



 


 



    	 



    	 



    
 





5. Termination


 


This agreement may be terminated by either
party with a reasonable notice in advance and have a mutual consensus of both parties.


 


6.Amendment


 


This Agreement may be altered, modified
or amend by writing, with mutual consensus from both parties and sign by both parties.


 


7. Assignment


 


Nether party to this agreement may assign
or delegate its duties under this agreement without the prior written consent of the other.


 


8. Entire Agreement


 


This agreement, including all schedules
(if any) hereto, constitutes the entire agreement between the parties relating to this subject matter and supersedes all prior
or simultaneous representations, discussions, negotiations and agreements, whether written or oral. This agreement may be amended
or modified only with written consent of the parties hereto. No oral waiver, amendment of modification will be effective under
any


circumstances whatsoever.


 


9. Governing Law


 


This Agreement shall be governed by and
construed in accordance with the laws of Cayman Island.


 


 


 


In witness of this, the parties have
executed this Agreement as of the date first written above.


 


By CHINESEWORLDNET.COM INC. 


/s/ Joe Kin Foon Tai


JOE KIN FOON TAI


President and Chief Executive Officer


 


 


By GOLDPAC INVESTMENTS LTD. 


/s/ Chi Cheong Liu


CHI CHEONG LIU


Authorized Signatory