Supplemental Agreement to Distributor Agreement between Suzhou Haier Information Technology Co., Ltd. and Guangzhou Heli Information Technology Co., Ltd.

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Summary

Suzhou Haier Information Technology Co., Ltd. and Guangzhou Heli Information Technology Co., Ltd. have signed a supplemental agreement to their existing distributor agreement for Haier brand multimedia speakers and related products. The supplement clarifies that after delivery, Party B is responsible for storage and sales risks, including security and returns. Party B is also allowed to modify products to meet customer needs and has full control over product pricing. The agreement is effective upon signature by both parties and any unresolved issues will be addressed separately.

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EX-10.6 7 exhibit10-6.htm SUPPLEMENT TO DISTRIBUTION AGREEMENT Heli Electronics Corp.: Exhibit 10.6 - Filed by newsfilecorp.com

Supplemental Agreement

Party A: Suzhou Haier Information Technology Co., Ltd.
Address: 702B, South ChuangPai Building, Haier Industrial Park, No. 1, Haier Road, Qingdao
Tel: 0532-88937818
Fax: 0532-88937826
E-mail:

Party B: Guangzhou Heli Information Technology Co., Ltd.
Add: Room 1118, East Tower, Time Squire, No. 30, Tianhe North Road, Guangzhou
Tel: 020-22646876
Fax: 020-22646868
E-mail:

Party A and Party B signed “Distributor Agreement” on 8th April 2008, according to "The People's Republic of China Contract Law" and other relevant legal provisions, for distribution of Haier brand multimedia speakers, mini-combination speakers, and home theater products. Hereby both parties enter into this supplemental agreement for the Distributor Agreement, and agree on the following terms:

1.

After repeated consulations, the two parties agree to make supplemental terms in inventory issue to the distributor agreement: After delivering the goods to Party B’s warehouse, Party A will not assume any responsibility for storage safeguard of the goods; Party B will undertake all security responsibilities for the goods in its warehouse.

   
2.

The two parties agree that Party B assumes all responsibilities of goods sales, that is the goods sales risk will transfer with the goods delivery. Once the goods have been delivered to Party B, Party B will take on the sales of the goods, and Party A will not assume the risk of return of goods.

   
3.

Adopted by consensus, Party A permits t Party B to modify the products according to customers’ requirements.

   
4.

Based on the principle of right in line with obligations, the two parties make amendments of No.9 term in Section 3 of the distributor agreement: the product sale prices will be totally decided by Party B, and Party A will not interfere any longer.

   
5.

Outstanding issues for a separate agreement.

   
6.

This supplemental agreement is reached by a consensus through full negotiations by the two parties on a basis of equality and willingness. It takes effect from the date of signature by both parties.

   
7.

This supplemental agreement is in duplicate, and each party holds one.


/s/ Party A /s/ Party B
Date: 2010-05-28 Date: 2010-05-28