BUSINESS
      CONSULTING AGREEMENT


    


    AGREEMENT
      made this January 1, 2007 between Nice Enterprise Trading H.K. Co., Ltd., a
      company incorporated in Hong Kong whose business address is at Dabao Industrial
      Zone, Xiangzhi Town, Shishi City, Fujian, China (“the Corporation”) and
      Yorkshire Capital Limited, a Hong Kong corporation whose principal office is
      at
      Suite 4703, Central Plaza, 18 Harbour Road, Wanchai, Hong Kong (“the
      Consultant”).

    


    RECITALS

    


    It
      is the
      desire of the Corporation to engage the services of the Consultant to perform
      for the Corporation certain consulting services for the Corporation as an
      independent contractor and not as an employee.

    


    It
      is the
      desire of the Consultant to consult with the Board of Directors, the officers
      of
      the Corporation, and certain other management personnel, and to undertake,
      for
      the Corporation, consultation as to the strategic development of the
      Corporation.

    


    AGREEMENT

    


    Term

    


    
      	
              1.

            	
              The
                respective duties and obligations of the parties hereto shall be
                for a
                period up to the completion of public listing exercise or for a period
                of
                12 months commencing on the date hereof, whichever is earlier, and
                may be
                terminated by either party by giving sixty (60) days written notice
                to the
                other party.

            


    

    


    Business
      Consulting Services

    


    
      	
              2.

            	
              The
                Consultant will perform, or subcontract others to perform, the following
                responsibilities:-

            


    

    


    
      	 	
              (a)

            	
              To
                educate the Corporation on the public listing of the Corporation
                in the
                U.S. or other foreign securities
                markets;

            


    

    


    
      	 	
              (b)

            	
              To
                assist the Corporation in the preparation, translation and review
                of
                documentation and information necessary for a reverse merger exercise
                (“Listing”) and other corporate documents for filing with the
                SEC;

            


    

    


    
      	 	
              (c)

            	
              To
                assist the Corporation in preparing and reviewing documents related
                to the
                fund raising exercise, if any, during the Listing
                exercise;

            


    

    


    
      	 	
              (d)

            	
              To
                assist the Corporation in any other restructuring that may be necessary
                for the Listing;

            


    

    


    
      	 	
              (e)

            	
              To
                recommend professionals such as financial institutions, securities
                attorneys, accountants, or public relations professionals to assist
                the
                Corporation with its listing exercise and shall act as a coordinator
                in
                working with such professionals;

            


    

    


    
      	 	
              (f)

            	
              To
                assist the Corporation in preparing corporate information for road
                show;

            


    

    


    
      	 	
              (g)

            	
              To
                organize and participate in the road show of the Corporation in the
                United
                States. 

            


    

    


    
      
         

      

      
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    Compensation
      for the Consultant

    


    
      	2.	
              The
                Corporation agrees to compensate the Consultant as
                follows:-

            


    

    


    
      	 	
              (a)

            	
              a
                fee equal to US$600,000 or 3% of gross proceeds raised during the
                Listing
                of the Corporation, whichever is the lower,
                and

            


    

    


    
      	 	
              (b)

            	
              upon
                completion of the Listing, for nominal consideration, 3-year warrants
                to
                purchase approximately 6% of the number of securities sold for the
                fund
                raising. These warrants are expected to be exercisable any time at
                a price
                equal to 130% of per unit offering price for the placement, on a
                net-issuance or cashless basis, and will have registration rights
                similar
                to the registration rights afforded to investors for the fund
                raising.

            


    

    


    Company
      Information; Confidentiality

    


    
      	
              3.

            	
              The
                Corporation recognizes and confirms that, in advising the Corporation
                and
                in fulfilling its engagement hereunder, the Consultant will use and
                rely
                on data, material and other information furnished to the Consultant
                by the
                Corporation. The Corporation acknowledges and agrees that in performing
                its services under this engagement, the Consultant may rely upon
                the data,
                material and other information supplied by the Corporation without
                independently verifying the accuracy, completeness or veracity of
                same.
                The Consultant shall not be responsible for the accuracy, completeness
                or
                veracity of all those data, material and information provided by
                the
                Corporation. In addition, in the performance of its services, the
                Consultant may look to such others for such factual information,
                economic
                advice and/or research upon which to base its advice to the Corporation
                hereunder as the Consultant shall in good faith deem
                appropriate.

            


    

    


    Except
      as
      contemplated by the terms hereof or as required by applicable law, the
      Consultant shall keep confidential all non-public information provided to it
      by
      the Corporation, and shall not disclose such information to any third party
      without the Corporation’s prior written consent, other than such of its
      employees and advisors as the Consultant determines to have a need to
      know.

    


    Indemnification

    


    
      	4.	
              The
                Corporation shall indemnify and hold harmless the Consultant against
                any
                and all liabilities, claims, lawsuits, including any and all awards
                and
                /or judgments to which it may become subject under any jurisdictions
                arising out of or are in connection with the services rendered by
                the
                Consultant or any transactions in connection with this agreement,
                except
                for any liabilities, claims and lawsuits (including awards and/or
                judgments), arising out of willful misconduct or willful omissions
                of the
                Consultant. The decision of whether the liabilities, claims and lawsuits
                are caused by the Consultant’s willful misconduct or willful omissions
                shall be determined by governing judiciary. In addition, the Corporation
                shall also indemnify and hold harmless the Consultant against any
                and all
                reasonable costs and expenses, including reasonable counsel fees,
                incurred
                relating to the foregoing. 

            


    

    


    The
      Consultant shall give the Corporation prompt notice of any such liability,
      claim
      or lawsuit which the Consultant contends is the subject matter of the
      Corporation’s indemnification and the Corporation thereupon shall be granted the
      right to take any and all necessary and proper action, at its sole cost and
      expense, with respect to such liability, claim and lawsuit, including the right
      to settle, compromise and dispose of such liability, claim or lawsuit, excepting
      therefrom any and all proceedings or hearings before any regulatory bodies
      and/or authorities.

     

    
      
         

      

      
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    Termination

    


    
      	
              3.

            	
              Notwithstanding
                the term of this agreement (as set forth in paragraph 1), this agreement
                shall terminate on the occurrence of any of the
                following:-

            


    

    


    
      	 	
              (a)

            	
              The
                bankruptcy, receivership or dissolution of either party to this
                agreement.

            


    

    


    
      	 	
              (b)

            	
              The
                purchase of the Corporation in its entirety by another
                corporation.

            


    

    


    
      	 	
              (c)

            	
              The
                merger of the Corporation with another company, unless the Corporation
                is
                deemed to be the surviving company.

            


    

    


    In
      the
      event of termination pursuant to this paragraph, any amounts due and payable
      to
      the Consultant and the conditional benefits entitled by the Consultant shall
      become immediately due and payable.

    


    Applicable
      Law

    


    
      
        
          	4.	
                  This
                    agreement shall be construed under and in accordance with the
                    laws of Hong
                    Kong and all obligations of the parties created hereunder are
                    performable
                    in Hong Kong.

                


        

      

    

     

    
      	CORPORATION	 	 	CONSULTANT
	 	 	 	 
	 	 	 	 
	
            	 	 	
            
	
              
Nice
              Enterprise Trading H.K. Co., Ltd.	 	 	
              
Yorkshire
              Capital Limited


    

     

    
      
         

      

      
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