LEASEAGREEMENT ContractNo.:

Landlord (“Party A”):

Shanghai Hi-Tech. Park United Development Co., Ltd.

Address:

No. 900, Yi Shan Road, Shanghai, P.R.China

Legal Representative:

Da Runiu

Postal Code:

200233

Telephone:

(86) (21) 6485 0000

Fax:

(86) (21) 6485 1906

Gong Shang Qi He Hu Zi No.000391

Tenant (“Party B”):

Moqizone (Shanghai) Information Technology Co. Ltd.

Address:

Legal Representative:

Cheung Chor Kiu Lawrence

Postcode:

20023

Tel:

54234880

Fax:

54234881

Business License:

3100000400592527

1.1

Part A is a PRC legal person legally formed under license issued by PRC government, responsible for the development, construction and management of the Caohejing Hi-Tech Park in Shanghai.

1.2 

Part B is a PRC legal person legally formed under license issued by PRC government.

1.3 

Party B shall provide the copy of his business license to Party A.

2.1

Except as otherwise stipulated in this Agreement, both Party A and Party B acknowledge and warrant that:

(1)

they have had the necessary power, capacity, authorization and ability for the execution and performance of this Agreement; they have been fully aware of and understood their respective rights, obligations and liabilities hereof and they are willing to exercise or perform foregoing rights, obligations and liabilities in strict compliance with the provisions of this Agreement, and either Party is entitled to claim damages against the other Party if the other Party breaches this Agreement.

(2)

both Parties’ internal approval formalities required for execution hereof have been completed.

(3)

there is no contracts signed with third party or any other maters, whatsoever, which will preclude the execution and performance of this Agreement.

2.2

Party A warrants that he has, up till the date of this Agreement, legally obtained the title certificate and/or presale certificate for the Premises (defined in Article 3.1) with serial numbers as follows:

(1)

The certificate of Land Use Right (______) or the Approval of Land Construction (_____) and,

(2)

The Planning Certificate of Construction Project.

3.1

The premises provided by Party A to Party B is located at 201 & 202 (collectively “Premises”; separately “ ”) in Shanghai Caohejing Hi-Tech Park. The type of the Premises is Office Use. The estimated construction area is approximately 440 square meters.

3.2

Party A, as the owner of the Premises, hereby builds up the lease relationship with Party B. Before the execution hereof, Party A notified Party B that there was no mortgage of whatever kinds on the Premises.

3.3

The Premises have ferroconcrete structures, the pressure intensity load of the First Floor is 300 kg per square meter, and of the Second Floor and the rest floors above the Second floor is kg per square meter. (or, the average loading capacity of the Premise is ______kg/square meter.).

3.4

The design electricity supply capacity for each floor in the Premise is 150 KW, single-loop electricity supply. If the electricity consumption exceeds 150 KW in each floor, then Party B shall apply to power supply administrative authority and bear relevant costs. (or, the electricity consumption of Party B shall not exceed the distributed supply capacity calculated on the base of the construction area)

4.1

Party B undertakes to lease the Premises for conducting commercial activities within the approved scope stipulated in his business license and to comply with the relevant state and local laws and regulations in respect of property utilization as well as the rules of Caohejing Developing Zone with regards to the industry development, environment protection and property management.

4.2

Party B warrants not to change the purpose of lease specified in Article 4.1 during the Term (defined in Article 5.1) without Party A’s written consent and approval by administrative authority (if necessary).

5.1

Both Parties agree that the lease term (“Term”) for the Premises is from November 1, 2009 to October 31, 2010. The Rental commence date is November 15, 2009 (“Commence Date”).

5.2

Upon the expiry of the Term, Party A shall has the right to take back and Party B shall return the occupation of the Premises on due time. Any request for renewing the lease of the Premises by Party B shall be notified in writing to Party A three (3) months prior to the expiry hereof; and Party A shall give reply of agreeing or not within one (1) month upon receipt of such notice. If agree, both Parties shall enter into renewal agreement. Party A has the right to adjust the articles in the renewal agreement, such as articles in respect of rent. If no agreement be reach on articles in respect of rent, Party A has the right to terminate this Agreement and take back the occupation of the Premise upon the expiry of the Term.

6.1

Party A and Party B agree that the charge rate of the rent for the Premises is RMB1.70 per square meter per day and the year rental amounts to RMB16182.64.

6.2

The rent of the Premise shall be paid in advance. Party B agrees to pay, within 10 days from the date of this Agreement, the first installment of the period from November 15, 2009 to December 31, 2009 with the amount of RMB2,013.56 ( 2,013.56 in words). Thereafter, in each year, the rent shall be paid in four installments on and before every following date: January 1, April 1, July 1 and October 1, with 25% of the year rental for each installment. If the last due date of each installment is Saturday, Sunday or any of other statutory holidays, the immediately subsequent working day shall be the last due date. For any delay in payment of the foregoing, a delay charge at 0.05% of the due rent per day shall be paid by Party B.

7.1

Both Parties agree that, Party B shall pay a deposit for leasing the Premises equal to three (3) months rentals, i.e. RMB4,405.56 , within ten (10) days from the date as of the execution hereof (“Deposit”). Party A shall provide receipt to Party A after receiving the aforesaid Deposit.

7.2

During the Term, all relevant fees in respect of water, electricity, gas, communication, facilities for using the Premises shall be born by Party B.

7.3

Party B shall be solely responsible for applying to the relevant government authorities for the water and gas supply and electricity in the Premises, and bear all relevant costs.

7.4

Party B shall enter into relevant property management agreement with the property management company in the block where the Premises located before the Handover Date and pay the agreed management fee stipulated in such property management agreement. The current fee is RMB8 per square meters (construction area) per month.

8.1

During the Term, if Party B finds any damages of the Premises or affiliated facilities due to nature causes, he shall immediately notify the property management company authorized by Party A to repair such damages. Party B shall actively assist and cooperate for the repair. Party B shall be responsible for consequences of any delayed repair due to his act or not acting.

8.2

During the Term, Party B shall reasonably use and protect the Premises and the affiliated facilities; Party B shall be responsible for repairing any man-made damages and faults and bearing the relevant costs.

8.3

During the Term, Party A shall ensure the Premises and affiliated facilities are under a normal, usable and secure condition. Party A may inspect and maintain the Premise and Party B shall cooperate with Party A. Party A shall reduce the impact on Party B’s use of the Premises.

8.4

Except the fitments and facilities originally provided in the Premises, Party B may fit out or install other facilities affixed to the Premises subject to Party A’s prior written consent and upon completion of relevant formalities with property management department and if required by any regulations, the approval from relevant government authorities in advance.

8.5

Upon the termination and release hereof, Party B shall be responsible for reinstate the Premises, to which alteration and added work have been done, to the original conditions except reasonable wear and tear. After Party A’s inspection and acceptance of the Premises, Party B may complete other formalities in respect of returning the Premises.

9.1

Excepted as being agreed by Party A for renewing the lease of the Premises by Party B and signing renewal agreement, Party B shall return the Premises upon the expiry of the Term or upon the release or termination hereof due to any reason; if Party B delays the return of the Premises without Party A’s consent, Party B shall pay an amount equal to two (2) time of the day rental for each day of delay as a charge for occupying the Premise. Party B agrees that, if he delays return of the Premises on its original conditions for more than fifteen (15) days, Party A will have the right to enter into the Premises while Party B will be deemed as waiving his ownership or rights (whatsoever) to all fit-out, facilities, equipments and all other goods which has not been then dismantled or moved out of the Premise, including but not limited to facilities and goods which is regarded as belonging to Party B (in regardless of such facilities and goods in actual belonging to Party B or to third party), Party B may at his sole discretion dispose all the above and if any third party’s legitimate right shall according affected, Party B shall be responsible for compensating such third party. Any costs for reinstate the Premise shall be born by Party B. The Premises shall be deemed as taken back as of the date on which Party A enters into the Premises.

9.2

Party B shall return the Premise on such conditions as being normally used. On return, the Premises shall be inspected and accepted by Party A and both Parties shall settle the relevant fee to be born by each Party respectively.

12.3

During the Term, if Party A early terminates this Agreement in conditions other than those provided in this Agreement and takes back the occupation of the Premises, Party A shall pay the damages equal to half of rentals for the rest days (but in no case exceeding three (3) months rentals). If the damages is not sufficient to cover Party B’s losses, Party A shall be responsible for the insufficient part.

12.4

During the Term, if Party B early terminates the Term in conditions other than those provided in this Agreement, he shall pay the damages equal to half of rentals for the rest days (but in no case exceeding three (3) months rentals). If the damages is not sufficient to cover Party A’s losses, Party B shall be responsible for the insufficient part. Party A may deduct the damages from the Deposit and Party B shall pay for any insufficient part (if any) for such deduction.

12.5

When a breach occurs, the non-breaching Party may select to terminate (subject to the conditions for early termination agreed in this Agreement) or continue the performance of this Agreement. If the non-breaching Party request to continue the performance hereof, the breaching Party must continue to perform this Agreement no matter whether he has paid the damages, indemnities or delay charges.

13.1

Any mortgage to be set on the Premises by Party A during the Term shall be notified to Party B in writing.

13.2

During the Term, Party B has the right to use the public corridor, stairs, elevators, lobby, public toilet and fire control facilities in addition to the Premises. Party B shall not have any flammable, explosive or poisonous goods deposited in the Premises or occupy any other place except those provided in this Agreement without due authorization. During the Term, Party B shall be solely responsible for his own asset and procure necessary insurances therefor with all relevant premiums born by Party B himself.

13.3

Any matters of Party B in connection with flammables, explosive, noise and “Three Kinds of Wastes” i.e. exhaust gas, waste water, waste residue and etc, shall be submitted for prior approvals by Developing Zone and relevant government authorities of Shanghai as meeting the safety and disposal criterion before starting-up. Party B shall start the work of second fit-out upon approvals by government authority administrating fire control.

13.4

If any Party hereto is prevented from performing any articles hereof due to war (regardless of such war has been declared or not), earthquake, typhoon, floods and fire, etc (collectively, “Force Majeure”), the affected Party shall immediately notify the other Party in writing and within fifteen (15) days provide the other Party with the detail information of Force Majeure, reasons for not performing or delay in performance of this Agreement, and effective supporting materials and documents.

13.5

This Agreement is governed by, and executed, construed and performed pursuant to PRC laws, regulations, local regulations and rules. Any disputes arising out of this Agreement shall be resolved pursuant to the foregoing PRC laws, regulation, local regulations and rules.

13.6

Any disputes arising out of or in connection with the performance hereof shall be resolved in the first instance though friendly consultation by both Parties; and if fail this, either Party may bring an action to the People's Court in Shanghai which has the jurisdiction. The court judgment shall be binding upon both Parties.

13.7

Shall there be anything not contained in this Agreement, both Parties may, through consultation, reach written agreement as an integral part of this Agreement, having the same effect herewith.

13.8

Both Party A and Party B have complete civil right of conduct, are fully aware of and understand respective rights, obligations and liabilities, are willing to perform this Agreement in strict compliance with the provisions hereof. If one Party breaches this Agreement, the other Party is entitled to claim damages against such one Party.

13.9

All notices, documents and materials from one Party to the other in connection with the performance hereof shall be fax to the aforesaid number or delivering to the aforesaid address. If either Party changes his communicating address or telephone number, he shall notify the other Party in writing. Any notice so served by hand, fax or post shall be deemed to have been duly given:

 

(1)

in the case of delivery by hand, when delivered and signed by the other Party;

 

(2)

in the case of fax, at the time of completion of transmission;

 

(3)

in the case of post, on the date of posting.

13.10

This Agreement shall come into effect as of the date on which the legal or authorized representatives of both Parties execute this Agreement.

13.11

This Agreement is made in two (2) originals with each Party holding one (1) original.

Party A: Shanghai Hi-Tech Park United
Development Co., Ltd.

 

Legal/Authorized Representative

 

Signature:

 

[Signed

 

Date: October 26, 2009

Bank: Bank of China, Xuhui Branch

Bank Account: Bank Account:

044104-8500-03136218091001

Party B: Moqizone (Shanghai) Information
Technology Co. Ltd.

 

Legal/ Authorized Representative:

 

Signature:

 

[Signed]

 

Date: October 20, 2009

Bank: