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Memorandum of Understanding

September __ 2011

This Memorandum of Understanding (hereinafter called as MOU) is entered into on the ___ day of September by and between A in ADDRESS, the Republic of Korea (hereinafter called as A) and B in ADDRESS, the Peoples Republic of China.

Article 1. Objectives This MOU is intended to facilitate the cooperative efforts of both companies for the establishment of joint venture company in PRC to promote marketing and develop products.

Article 2. Services 1. _____A will provide consulting service with respect to; (a) development of estimation / costing system (b) development of 2. A will provide consulting service with respect to the up-to-date technologies including; (a) (b) 3. B will provide consulting service 4. B will make joint effort to acquire necessary approvals, tax concessions, etc.

Article 3. Validity 1. This MOU shall become effective from the date hereof and shall remain valid for the period of 2 successive years after singing of the MOU. This MOU shall be terminated by: (a) either party giving to the other, not less than three (3) months prior notice in writing; or (b) both parties entering into the definitive agreement for the terms and conditions of the cooperation and services; or (c) written notice by a party, in case the other party breaches its agreed duties and the breaching party fails to make corrections immediately from receipt of notice by the other party; or (d) written notice by a party, in case the other party is considered to be financially incapable to continue the cooperation. 2. Unless terminated by Article 3.1 (a),(b),(c),(d), this MOU shall be extended for 1 years automatically.

Article 4. Information Each party will utilize the information and documents provided by the other party just for its reviewing and decision-making for the joint venture investment. Each party will not use or attempt to use any information handed out by the other party in any manner as

than permitted and intended by this MOU. Each party shall return promptly every document furnished to it by the other party in connection with the MOU once the cooperation is expired or terminated.

Article 5. Confidentiality Both parties are not allowed to reveal or divulge any information or documents provided by the other party concerning the MOU or cooperation between A and B to the third parties without prior written acceptance by the other party. If a party suffers loss from the disagreed leakage by the other party, the responsible party shall compensate the loss.

Article 6. Arbitration The dispute and different opinions related with this MOU shall be resolved through negotiation as much as possible by both parties, otherwise shall be submitted to Singapore Arbitration Center. The arbitration shall be held in Singapore (International Arbitration Center) in accordance with the Rules of Arbitration of the International Chamber of Commerce, which is effective at the time of filing arbitration, by selecting three (3) arbitrators with using English for documents and negotiation / discussion.

Article 7. Effectiveness 1. This MOU shall come into full force and effect upon signature of all parties on the respective dates mentioned above. However, except for Article 5 and 6 which are legally binding on the parties in accordance with its respective terms, this MOU only sets forth the understandings between the parties, and is not intended to create any binding legal obligation on the parties and does not in any way bind A to any further business relationship with B. 2. This MOU shall not be deemed to constitute any party as the agent of the other party

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