Transfer of Right to Invest and Project Cooperation Agreement [English Translation] PARTY A: FORLINK SOFTWARE CORPORATION, INC (FRLK) PARTY B: STATELINK INTERNATIONAL GROUP, LTD

EX-10.1 2 v054320_ex10-1.htm Unassociated Document
Exhibit 10.1

Transfer of “Right to Invest” and Project Cooperation Agreement

[English Translation]

PARTY A: FORLINK SOFTWARE CORPORATION, INC (FRLK)
PARTY B: STATELINK INTERNATIONAL GROUP, LTD




 
PARTY A: FORLINK SOFTWARE CORPORATION, INC (FRLK)
PARTY B: STATELINK INTERNATIONAL GROUP, LTD
―――――――――――――――――――――――――――――――――――――
 
PARTY A and PARTY B, equal parties in a friendly negotiation, have reached the following agreements regarding the transfer of “Right to Invest” and “Project” Cooperation.
 
 
1)
The term “Right to Invest” refers to: Right to invest 20,000,000 RMB in GUANGXI CAEXPO INTERNATIONAL TRADE & LOGISTICS CO., LTD in exchange for its 22.73% equity interests.
 
 
2)
The term “Project” refers to: A contract to build “Electronic Trade and Logistics Information platform and Call Center.”
 
 
3)
PARTY B has legitimate “Right to Invest” and the party who has the “Right to Invest” will be considered as preferred “Project” bidder by GUANGXI CAEXPO INTERNATIONAL TRADE & LOGISTICS CO., LTD. PARTY B has agreed to transfer the “Right to Invest” to PARTY A. PARTY B will assist PARTY A in all necessary legal and administrative procedures associated with the transfer.
 
 
4)
PARTY B will do its best to help PARTY A to win the “Project” and obtain the contract payment.
 
 
5)
One week after PARTY A completes the registration of 22.73% equity interests of GUANGXI CAEXPO INTERNATIONAL TRADE & LOGISTICS CO., LTD, PARTY A will start the process to issue PARTY B 13,000,000 common shares of PARTY A as payment for the “Right to Invest”. In addition, a designated person from PARTY B will be named as a member of the Board of PARTY A after the “Project” is awarded to PARTY A.
 
·
PARTY B must not sell or transfer the shares issued by PARTY A before PARTY A win the project.
 
·
If PARTY A can not win the project within three month after signing this agreement, PARTY A has right to buy back the shares issued to Party B for 1 U.S dollar; PARTY B has right to buy back “Right to Invest” for 1 U.S dollar. Both parties have responsibility to assist each other complete necessary legal and administrative procedures.
 
 
6)
After receiving a partial contract payment, PARTY A will pay PARTY B a marketing consulting fee; PARTY B will need to provide PARTY A with official receipt.
 
 
7)
This agreement has two copies, each party holds one.
     
 PARTY A (Signature):  PARTY B Signature):
 /s/ He Yi   /s/ Sun Zhenying
 Date: 10/3/06 Date: 10/3/06