-p|;[Of AGREEMENT TO PURCHASE YOUNG BEEF CATTLE

购买幼活肉牛协议书

AGREEMENT TO PURCHASE YOUNG BEEF CATTLE

本合约制定于2012年5月6日

THIS AGREEMENT is made on May 6, 2012

Between合约双方:

地址 ：广东省广州市天河区林和西路9号，耀中广场B座3711室，邮编510610 (以下统一简称为甲方）

The Purchaser : Macau EIJI Company Limited

Address : Room 3711, China Shine Plaza, No.9, Lin He Xi Road, Tianhe District, Guangzhou 510610, Guangdong Province (hereinafter called “the Purchaser”)

地址 ：吉林省辉南县样子哨镇牛场(以下统一简称为乙方）

The Seller : Yang Zi Shao Town Cattle Farm, represented by Ms. __He Meilian_

Address : Yang Zi Shao Town Cattle Farm, Hui Nan County, Ji Lin Province (hereinafter called “the Seller”)

Recitals叙述

The Purchaser is the owner of a premium beef cattle breeding and nutritional feed recipe technology (“the said Technology”) and is operating A Power Cattle & Sheep Farm has the expertise and know-how to build cattle and sheep farms using the said Technology’s management systems for the rearing and sales of beef cattle in Enping City, Guangdong Province of the People’s Republic of China.

The Seller is the operator of 2 cattle farms of over 15 years, one in Chung Chuan and the other in Linli District of Hunan Province, breeding mainly Simmental and Various of other breed of cattle.

根据《中华人民共和国合同法》及其他有关法律法规的规定，甲乙双方在平等、自愿、公平、诚实信用的基础上，就收购幼活肉牛的有关事宜达成如下协议。

On the basis of equality, voluntariness, fairness and trust and in accordance with the Contract Law and other relevant laws and regulations of the People's Republic of China, the Parties have reached the following agreements in respect of the purchase of young beef cattle as follows:

Purchase of Young Beef Cattle

甲方同意向乙方购买幼活肉牛，80% 西门塔尔及20%其他牛种，如下：

The Purchaser hereby agrees to purchase from the Seller young live beef cattle, of which 80% shall be Simmental and 20% other varieties, as follows:

供应附表 The Schedule of Supply

The purchase price may be adjusted in accordance with the prevailing market prices, at a variance of +/- 10% of the Set Price.

The total consideration under this Agreement is estimated to be RMB23,040,000.00 (hereinafter called “the Total Consideration”), that is : 4000 heads x 160kg (the estimated average weight of cow) x the Set Price.

Quality standards: weight at average of 160 kg, age between 6 to 8 months.

The Seller shall establish the following data and records in respect of the cattle

The admission and departure records

The feeding and medication records

Epidemic prevention and sterilization records

Immunization and vaccination records

At the time of delivery, the Seller shall produce certification of non usage of illicit drug on the cattle so supplied. Drug residues may not be more than the international standard.

Settlement of Purchase Price

The Purchaser shall pay a deposit equivalent to 20% of the total Consideration upon execution of this Agreement by the parties hereto.

Balance Payments : Payable by the Purchaser within 30 days from the date of receipt of the invoice for each delivery of the cattle to the Purchaser

Delivery

Place of delivery : At the farm of the Purchaser situated at Yane Xiao Ban Village of Enping City, Guangdong Province.

Mode of transportation : by motor transport.

Quarantine certification

乙方供牛时需提供动物防疫监督机构出具的动物健康检疫合格证明。

The Seller shall provide at the time of delivery health certificate issued by the government agency for animal health and epidemic prevention in respect of the cattle so delivered.

Default

In the event of delay in delivery of the cattle or payment of the purchase price, the defaulting party shall pay liquidated damages to the other party hereto equivalent to 50% of the purchase price of the delayed portion. If the delay shall be more than 30 days, the other party hereto shall have the right to terminate the contract and claim from the defaulting party damages for losses.

If the Seller cannot deliver the cattle on time due to the Purchaser’s failure to provide the necessary facilities for accepting delivery, the Purchaser shall be liable for the losses so caused to the Seller.

If the live cattle delivered by the Seller do not meet the quality requirements as stated herein, the Seller is entitled to reject the same. The Purchaser shall have the right to terminate the contract if there is serious quality problem with the cattle so delivered. The Seller shall compensate the Purchaser for losses that he may suffer as a result of non compliance by the Seller of the quality requirements for the cattle so supplied.

If a party hereto without justification suspends the performance of the contract, or unilaterally alters the provisions thereof, or terminates the contract, he shall be liable for the losses caused to the other party thereto as a result thereof.

Conditions for termination of the contract : automatic discharge after the completion of the contract.

Force majeure : There may be total or partial exemption from liability, due to the occurrence of natural disasters and other force majeure, but the other party shall be promptly notified, and shall be provided with evidence thereof within a reasonable time period.

Dispute resolution : The parties hereto shall settle any dispute arising in the course of carrying into effect this Agreement through friendly consultation or referral for mediation. If such consultation or mediation should fail, then such dispute shall be adjudicated by Enping City People’s Court or be referred to arbitration in accordance with the arbitration clause or arbitration agreement the parties hereto otherwise agreed.

If there is inconsistency between the Chinese version and the English version of this contract, the Chinese version shall prevail. This contract shall come into force upon the execution thereof by the parties hereto. Matters not covered in this contract shall be agreed to by the parties hereto through consultation and execution of a supplementary agreement. This contract shall have 2 copies; the parties hereto shall have one copy each.