Translation of Technology License Agreement



 Exhibit 4.55 
 Contract No. MYJSXK20101015-1 
 Technology License Agreement 

Project Name: Licensing of Mingyang 1.5MW Wind Turbine Design and Manufacturing Technology 

Licensee (Party A): Inner Mongolia Mingyang Wind Power Equipment Co., Ltd. 
 Licensor (Party B): Guangdong Mingyang Wind Power Industry Group Co., Ltd. 
 Signing
Time:                    October
2010                                         
                            
 Signing Place:                    Zhongshan,
Guangdong                                        
             
 Validity Period: Within the operation period of Inner
Mongolia Mingyang Wind Power Equipment Co., Ltd. 
 Printed by Ministry of Science and Technology, P. R. China


  
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 Instruction for Filling 
 1. This contract is a template of technology transfer contract (technology know-how) printed by Ministry of Science and Technology of the People’s Republic of China. It can be recommended by contract
accreditation and registration authority to be consulted and used by parties of technical contract. 
 2. This template is applicable to
contract concluded for licensor to provide technological know-how to licensee and define their right of technological know-how use and transfer and the charge for use to be paid by the licensee. 

3. If one of the parties of the contract is not a sigal participant, the multiple parties can be listed under “trustor” or “trustee”
(extra page) as co-licensee or co-licensor according to their respective roles in the contract. 
 4. Matters not covered in this contract can
be agreed by the parties involved in an attached sheet, which serves as an integral part of this contract. 
 5. Terms in this contract agreed
by the parties not to be filled shall be marked “Nil”. 

  
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 Technology Licensing Contract 

Licensee (Party A): Inner Mongolia Mingyang Wind Power Equipment Co., Ltd. 
 Domicile: Jining District Industrial Park, Ulanqab,Inner Mongolia 
 Legal Representative:
Wang Zhigang 
 Contact Person: Liu Yan  
 Contact Information: 13601234000 
 Adress: Jining District Industrial Park, Ulanqab,Inner
Mongolia 
 Tel: 0474-8205872         Fax: 0474-8205872 

Email:         007liuyan@sohu.com  
 Licensor (Party B): Guangdong Mingyang Wind Power Industry Group Co., Ltd. 
 Domicile:
        Torch Development Zone, Zhongshan, Guangdong  
 Legal Representative:
        Zhang Chuanwei                  
 Contact Person: Wang Jinfa                  
 Contact Information:
                13392921168                       
   
 Address: Mingyang Industrial Park, Jianye Road, Torch Development Zone, Zhongshan, Guangdong 

Tel:         0760-28138998        
        Fax:         0760-28138996          
 Email:
                    wjf@mingyang.com.cn                  
                            
 In this Contract, Party B transfers the use right of technological know-how of 1.5MW wind turbine design and manufacturing technology and engineering service technology to Party A and Party A shall
pay relevant charges. The following agreement is hereby concluded between and abided by the two parties through consultation on the basis of equality and truly and sufficiently expressing their will according to “Contract Law of the
People’s Republic of China”. 
 Article I: Contents of technological know-how transferred by Party B to Party A: 

Party B shall provide technology information for the manufacturing of 1.5MW wind turbine as agreed in “Shareholders Cooperation Agreement of Inner
Mongolia Mingyang Wind Power Equipment Co., Ltd.”. Party B shall guarantee the lawfulness and completeness of all technological information (including drawings, technical specification, production process design, data and etc.) involved in the
aforementioned wind turbine and ensure that Party A could acquire all necessary technological information, technical instruction and product upgrading service for normal production of the above product. 

Article II: Party B shall provide the following technological information to Party A in order to ensure effective implement by Party A of technology
transferred herein: 
 1. Design drawings; 

  
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 2. Process specification; 
 3. Quality specification; 
 4. Other relevant documents 

Article III: Time, place and method for Party B to deliver technological information are as follows: 

1.: Time of delivery: End of April 
 2.:
Place of delivery: Project construction site 
 3.: Way of delivery: in person, by phases and in batches 

Article V: Party A shall implement this technological know-how according to the following scope, method and time limit: 

1. Scope of implementation: Project construction site          

2. Mode of implementation: Licensed production      
 3. Period of implementation: Within the operation period of Inner Mongolia Mingyang Wind Power Equipment Co., Ltd. 
 Article VI: The confidentiality obligations agreed to be fulfilled between the two parties in performance of this contract are as follows: 
 1. Confidential content includes all relevant technology information and commercial information of design, quality, technology, service and supply chain. 

2. Scope of personnel subject to confidentiality obligation: Board of Directors, intermediate and senior management, technology and quality personnel,
financial and procurement personnel, engineering service and marketing personnel. 
 3. Period of confidentiality: Within the operation
period of Inner Mongolia Mingyang Wind Power Equipment Co., Ltd. 
 4.Liability for disclosing confidential information: The party
disclosing confidential information shall make compensation according to actual damage. 
 Article VII: The two parties agree that Party A
has the right to use the technology Party B applied for and obtained patent right within the validity period of this contract. 
 Article VIII:
To guarantee that Party A could effectively implement this technological know-how, Party B shall provide Party A with the following technical service and technical instruction: 
 1. Contents of technology service and technical instruction: all necessary technical service and instruction in the scope of technology documents specified in Article II. 

2. Way of technical service and instruction: Talent dispatch, training, as well as written, fax, meeting, email and onsite instruction, etc. 


  
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 Article IX: Total amount of know-how charge: ¥9,900,000, nine million, nine hundred thousand only.
(detail as per appendix) 
 Article X: It is agreed between the two parties that this contract can be terminated in case the following
circumstances occur, which makes it unnecessary or impossible to perform this contract: 
 (1) Occurrence of Force majeure events; 

(2) Inner Mongolia Mingyang Wind Power Equipment Co., Ltd. is dissolved or the “Shareholders Cooperation Agreement of Inner Mongolia Mingyang Wind
Power Equipment Co., Ltd.” is terminated according to law; 
 Disputes between the two parties arisen in performance of this contract shall
be resolved through negotiation and meditation. In case no agreement is reached through negotiation and meditation, a lawsuit shall be brought to a people’s court. 
 Article XI: This contract shall come into force after it is signed by and affixed seals of the two parties. This contract is in sextuplicate, with the same legal force. 

  
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 Appendix: 
 List of Charges of Technology License Contract 
 RMB (in millions) 

 

					
	
        S.N.        
	 	Item	 	        Price 
       
	 1
	 	Design drawings and instruction manual	 	2
	 2
	 	Production process design	 	1
	 3
	 	Test equipment design	 	1
	 4
	 	Site instruction	 	2
	 5
	 	Engineering installation training	 	1
	 6
	 	Manufacturing process training	 	2
	 7
	 	Other services	 	0.9
	Total	 	9.9

 Party A: Inner Mongolia Mingyang Wind Power Equipment Co., Ltd.(seal)  

Legal representative/Entrusted Agent: 



 
 Date:             

Party B: Guangdong Mingyang Wind Power IndustryGroup Co., Ltd. (seal)  
 Legal representative/Entrusted Agent:



 
 Date:             

  
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