THE CONTRACT FOR SINO-FOREIGN EQUITY JOINT VENTURE

　　Whole Doc.

　　Chapter 1 General Provisions

　　In accordance with the Law of the People's Republic of China on JointVentures Using Chinese and Foreign Investment (the "Joint Venture Law")and other relevant Chinese laws and regulations, __________Company and___________ Company, in accordance with the principle of equality andmutual benefit and through friendly consultations, agree to jointly investto set up a joint venture enterprise in ________of the People's Republicof China.

　　Chapter 2 Parties of the Joint Venture

　　Article 1

　　Parties to this contract are as follows: ___________Company (hereinafter referred to as Party A), registered with __________ in China,and its legal address is at ___________ (street) __________ (district)___________ (city) ___________China.

　　Legal representative:

　　Name:

　　Position:

　　Nationality:

　　__________Company (hereinafter referred to as Party B), registeredwith __________. Its legal address at ___________.Legal representative:

　　Name:

　　Position:

　　Nationality:

　　(Note: In case there are more than two investors, they will be calledParty C,D……in proper order).

　　Chapter 3 Establishment of the Joint Venture Company

　　Article 2

　　In accordance with the Joint Venture Law and other relevant Chineselaws and regulations, both parties of the joint venture agree to set up_____________joint venture limited liability company ( hereinafterreferred to as the joint venture company).

　　Article 3

　　The name of the joint venture company is __________Limited LiabilityCompany.

　　The name in foreign language is __________.

　　The legal address of the joint venture company is at __________street___________(city)___________ province.

　　Article 4

　　All activities of the joint venture company shall be governed by thelaws, decrees and pertinent rules and regulations of the People's Republicof China.