EXHIBIT
      10.8

    


    


    TRANSLATED
      FORM OF NON-DISCLOSURE AGREEMENT

     

    

       

      
        
          
          

        

        
          
          

          
            

          

        

        
          
          

        

      

      Non-Disclosure
        Agreement

       

       

      This
        Agreement is entered into by and between  (“Party
        A”) and Bo Hai Wen Technology (Shenzhen) Co., Ltd.(“Party B”).

       

       

      Considering
        during the course of its employment in Party B, Party A may be disclosed
        with
        certain Technical Secrets and Trade Secrets (“Confidential Information”) that
        Party B deems confidential and proprietary, both parties agree as
        following:

       

       

      1.    
        During its employment in Party B, Party A’s all inventions which are developed
        based on Party B’s technical conditions and business information, the property
        rights of these inventions shall belong to Party B, including but not limited
        to, computer software and other know-how. Party B has the right to freely
        use
        these inventions for production and operation purpose or to transfer to a
        third-party. Party A should provide all necessary information and take necessary
        actions, including but not limited to, registration application and
        registration, to assist Party B to obtain and execute related property right.
        The spiritual rights, such as invention right and signature right (except
        for
        those required to be signed by Party B), of the above-mentioned inventions
        shall
        belong to Party A. Party B shall respect these spiritual rights of Party
        A and
        assist Party A to execute them.

       

      2.    
        Regarding all inventions related to Party B’s business developed by Party A
        during its employment in Party B, if Party A alleges to be entitled to the
        property rights of these inventions, Party A shall state clearly to Party
        B its
        intention. After Party B certifies that these inventions are not “work(s) made
        for hire”, Party A is entitled to the property rights. Party B shall not use
        these inventions for production and operation purpose or to transfer to a
        third-party prior to Party A’s authorization. If Party A does not allege to be
        entitled to the property rights of these inventions, which are assumed to
        be
“work(s) made for hire”, Party B can use these inventions for production or
        operation purpose or to transfer to a third-party. Even though afterwards
        these
        inventions prove not to be “work(s) made for hire”, Party A can not require
        Party B to be obligated to any economic compensation.

       

      3.    
        During its employment in Party B, Party A shall comply with all statutory
        or
        non-statutory non-disclosure regulations and rules of Party B, and perform
        the
        non-disclosure obligations related to its job and position. In case of anything
        unclear or not covered in Party B’s non-disclosure regulations and rules, Party
        A shall adopt all necessary and reasonable means to maintain the non-disclosure
        status of the Confidential Information.

       

      4.    
        Except for those required during the performance of it job, Party A hereby
        agrees, prior to Party B’s consent, shall not disclose, inform, publicize,
        publish or transfer the Confidential Information to a third-party, including
        any
        other employees of Party B who is not expect to acquire the Confidential
        Information. If the person who in charge of Party A agrees Party B to disclose,
        it shall be deemed that Party B has agreed so, except for Party B express
        clearly beforehand that this person has no right to agree Party A to do
        so.

       

      
        
          
          

        

        
          
          

          
            

          

        

        
          
          

        

      

      5.    
        Both parties agree, after resignation from Party B, Party A shall undertake
        the
        non-disclosure obligations the same level as during its employment in Party
        B,
        no matter for what reasons Party A resigns from Party B. The period Party
        A
        shall undertake the no-disclosure obligations after its resignation is 2
        years
        from its resignation. 

       

      6.    
        Party A hereby agrees, during its employment in Party B, it shall not
        intentionally use any Confidential Information of any third-parties, or infringe
        the property rights of any third-parties. Any claims against Party B due
        to
        Party A’s infringe behaviors, Party A shall undertake all related expenses
        incurred by Party B, including but not limited to, attorney’s fee. If Party B is
        subject to any liquidated damages, it has the right to claim from Party A,
        the
        forgoing mentioned attorney’s fee and liquidated damages can be deducted from
        Party A’s salary.

       

      7.    
        During its employment in Party B, if Party A infringes any third-party’s
        property right that is clearly instructed or inevitably in order to finish
        the
        jobs designated by Party B, and Party B is claimed by the third party, the
        attorney’s fee and liquidated damage shall be borne by Party B only. Any
        requirements made by or any jobs instructed by the person who in charge of
        Party
        A, it shall be deemed that Party B has made or instructed so, except for
        Party
        has expressed clearly beforehand that this person has no right to do
        so.

       

      8.    
        Party A agrees, during its employment in Party B, prior to Party B’s consent, it
        shall not undertake any positions in any entities which are engaged in similar
        business or products and service with Party B, including but not limited
        to
        shareholder, partner, director, manager, staff, agent or consultant. Whether
        Party A shall be subject to the forgoing restrictions after its resignation
        will
        be concluded by both parties separately. If no separate agreement is concluded,
        Party B shall not implement such restrictions upon Party A.

       

      9.    
        Any carriers of Confidential Information, including but not limited to,
        documents, diagrams, notes, reports, mails, facsimiles, tapes and instruments,
        shall belong to Party B, regardless these carriers have commercial value
        or not.
        If the carriers of the Confidential Information is prepared by Party A itself,
        it shall be deemed that Party A agrees to transfer the title of these carriers
        to Party B, and Party B shall compensate Party A reasonably when it returns
        these carriers. 

       

      10.  
        Party A shall, when its resignation or required by Party B, return all
        properties belong to Party B, including but not limited to, all carriers
        of
        Party B’s Confidential Information. However, if the carriers are prepared by
        Party A itself, and the Confidential Information can be deleted or copied
        from
        the carriers, Party B may copy the Confidential Information to its own carriers
        and delete it from the original carriers. In this case, Party A doesn’t have to
        return the carriers to Party B, accordingly Party B doesn’t have to compensate
        Party A.

       

      
        
          
          

        

        
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      11.  Technical
        Secretes in this Agreement shall mean, including but not limited to, technical
        solutions, engineering designs, circuit designs, production methods, formulas,
        technical procedures, technical data, computer software, database, research
        and
        development records, technical reports, testing reports, experimentation
        data,
        testing results, diagrams, samples, models, moulds, operation manuals, technical
        documents, and related correspondences. Trade Secrets in this Agreement shall
        mean, including but not limited to, customer lists, marketing plans, procurement
        information, pricing strategies, financial information and stock channels.
        

       

      12. 
        Any disputes arising from the performance of or in connection with this
        Agreement shall be settled through friendly consultations between the parties.
        In case no settlement can be reached through consultations either party may
        file
        a suit in the court in Party B’s jurisdiction. 

       

      13.  
        In case Party A breaches any provisions of this Agreement, Party B has the
        right
        to claim reasonable liquidated damages from Party A, whatever the liquidated
        damages is paid or not, Party B has the right to terminate the employment
        relationship with Party A without prior notice to Party A. Any damages of
        Party
        B due to Party A’s violation of this Agreement, Party A shall compensate Party
        B’s loses, and undertake relevant legal responsibilities as well. 

       

      14. 
        This Agreement shall become effective after executed by both
        parties.

       

      15. 
        This Agreement shall supercede any prior oral or written communications of
        the
        subject matter. In case of any discrepancies, this Agreement shall prevail.
        Any
        modifications and amendments made to this Agreement shall be in written and
        agreed by both parties.

       

      17. 
        Both parties agree, before its signing of this Agreement, has fully reviewed
        and
        understood all provisions of this Agreement.

       

      18. 
        This Agreement is executed in two originals, each party holds one
        original.

       

       

       

       

      
        	
                Party
                  A (Employee):

              	
                Party
                  B (Company):

              
	 	 
	
                ID
                  Number:

              	
                Authorized
                  Signature:

              
	 	 
	
                Date:

              	
                Date:

              


      

       

       

      
        
          
          

        

        
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