Unassociated Document


    Exhibit
4.2

    


    PROMISSORY
NOTE

    


    
      	
              $[AMOUNT]

            	 
      	
              June
      17, 2009

            


    

    


    FOR VALUE RECEIVED, and intending to be
legally bound, Asia Select Acquisition III Corp., a Delaware corporation with an
address at 300-1055 West Hastings Street Vancouver
B.C. V6E 2E9 Canada (the “Maker”), hereby unconditionally and irrevocably
promises to pay to the order of [NAME OF PAYEE], with an
address at [ADDRESS OF
PAYEE] (the “Payee”), in lawful money of the United States of America,
the sum of [AMOUNT IN
WORDS] dollars [($AMOUNT)] on or before the
earlier of (i) June 17, 2017 or (ii) the date that the Maker (or a wholly owned
subsidiary of the Maker) consummates a business combination with an operating
company in a reverse merger or reverse takeover transaction or other transaction
after which the Maker would cease to be a shell company (as defined in Rule
12b-2 under the Securities Exchange Act of 1934, as amended) (the “Maturity
Date”).

    


    Interest shall not accrue on the
outstanding principal balance of this Promissory Note and shall be due and
payable at the Maturity Date, or the prepayment date, if any, whichever is
earlier. This
Promissory Note may be prepaid in whole or in part at any time or from time to
time without penalty prior to the Maturity Date.

    


    For purposes of this Promissory Note,
an "Event of Default" shall occur if the Maker shall: (i) fail to pay the entire
principal amount of this Promissory Note when due and payable, (ii) admit in
writing its inability to pay any of its monetary obligations under this
Promissory Note, (iii) make a general assignment of its assets for the benefit
of creditors, or (iv) allow any proceeding to be instituted by or against it
seeking relief from or by creditors, including, without limitation, any
bankruptcy proceedings, if such proceedings are not dismissed within 30
days.

    


    In the event that an Event of Default
has occurred, the Payee or any other holder of this Promissory Note may, by
notice to the Maker, declare this entire Promissory Note to be forthwith
immediately due and payable, without presentment, demand, protest or further
notice of any kind, all of which are hereby expressly waived by the
Maker.  In the event that an Event of Default consisting of a
voluntary or involuntary bankruptcy filing has occurred, then this entire
Promissory Note shall automatically become due and payable without any notice or
other action by Payee.

    


    The nonexercise or delay by the Payee
or any other holder of this Promissory Note of any of its rights hereunder in
any particular instance shall not constitute a waiver thereof in that or any
subsequent instance.  No waiver of any right shall be effective unless
in writing signed by the Payee, and no waiver on one or more occasions shall be
conclusive as a bar to or waiver of any right on any other
occasion.

    


    Should any part of the indebtedness
evidenced hereby be collected by law or through an attorney-at-law, the Payee or
any other holder of this Promissory Note shall, if permitted by applicable law,
be entitled to collect from the Maker all reasonable costs of collection,
including, without limitation, attorneys’ fees and expenses.

    


    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    

     

    All
notices and other communications must be in writing to the address of the party
set forth in the first paragraph hereof and shall be deemed to have been
received when delivered personally (which shall include via an overnight courier
service) or, if mailed, three (3) business days after having been mailed by
registered or certified mail, return receipt requested, postage prepaid. The
parties may designate by notice to each other any new address for the purpose of
this Promissory Note.

    


    Maker hereby forever waives
presentment, demand, presentment for payment, protest, notice of protest, and
notice of dishonor of this Promissory Note and all other demands and notices in
connection with the delivery, acceptance, performance and enforcement of this
Promissory Note.

    


    This Promissory Note shall be binding
upon the successors and assigns of the Maker, and shall be binding upon, and
inure to the benefit of, the successors and assigns of the Payee.

    


    This Promissory Note shall be governed
by and construed in accordance with the internal laws of the State of
Delaware.

    


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remainder of this page has been intentionally left blank.]


    
      
         


      

      
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    IN WITNESS WHEREOF, the undersigned
Maker has executed this Promissory Note as of June 17, 2009.

    


    
      
        
          	 
      	
                  MAKER:

                
	 
      	 
      	 
      
	 
      	
                  ASIA
      SELECT ACQUISITION III CORP.

                
	 
      	 
      	 
      
	 
      	
                  By:

                	
                        
                    /s/
      Min Kuang

                  

                
	 
      	 
      	
                  Name: Min Kuang

                
	 
      	 
      	
                  Title:
      President and
Director

                


        

      

    


    
      
         


      

      
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