Memorandum of Cooperation between Xi'an Jinzang Membrane Environmental Protection Technology Co., Ltd. dated March 28, 2020
Memorandum of Cooperation
March 27, 2020
Party A: Qinghai Zhongtain Boron & Lithium Technology Co., Ltd.
Address: No. 60, Renmin East Road, Da Qaidam Township, Haixi Prefecture, Qinghai Province
Party B: Xi’an Jinzang Membrane Environmental Protection and Technology
Address: Room 301, Shanxi Membrane Separation Technology Research Institute, No. 13, Middle Section, Yanta Road, Beilin District, Xi’an City
Through the full communication and exchange, both parties sign this Memorandum and reach the following agreements on the basis of equity and free will, mutual benefits, joint promotion:
Article 1 Introduction of Cooperation Parties
1. .甲方成立于2018年12月，是由青海中天硼锂矿业有限公司存续分立而来，是美国上市公司Lithium & Boron Technology,Inc的全资公司（股票代码LBTI），主要生产硼酸和锂相关产品。公司未来计划总投入3.6亿美元，着重进行盐湖提锂及相关产品的研发和生产，预计达到年生产锂相关产品3万吨、硼酸6万吨以及其它产品万吨级的规模，新增年生产产值3亿美元以上。
Party A was founded in December 2018, it is the split-off of Qinghai Zhongtian Boron & Lithium Mining Co., Ltd., and the wholly-owned company of the listed American company Lithium & Boron Technology,Inc (Stock Code: LBTI), which mainly produces the relevant products of boracic acid and lithium. The company plans to invest totally 360 million USD in the future, as well as focuses on the research, development and production of salt lake-based lithium and relevant products. It is predicted to reach the scale of annually producing 30,000 tons of lithium-related products , 60,000 tons of boracic acid and 10,000-ton of other products with the new increase of annual production value more than 300 million USD.
Party B was founded in July 2017, it is the incubating enterprise of Shanxi Membrane Separation Technology Research Institute, which has been devoting to the research and development of adsorbents and membrane separation technology for long term. It has developed the efficiency and environmentally-friendly adsorbents and membrane
separation salt lake-based lithium core technology. The company has built 1000-ton Lithium Carbonate production line in Lenghu, Qinghai, and its team has the rich experience in the construction and operation of Lithium Carbonate
Article 2 Aim of Cooperation
Da Qaidam Salt Lake contains the various resources such as boron, sodium, potassium, lithium, magnesium and bromine etc., and it is a large comprehensive ore deposit. Both parties shall input the core advantageous resources to jointly create the leading enterprise of salt lake-based lithium and relevant products. It is able to realize the comprehensive usage of mining resources, which is beneficial to complementing the respective advantages and enhancing the competitiveness of enterprises.
The mutual trust between both parties that is established in the course of cooperation is the foundation for the strategical cooperation partner relationship of both parties. The efficiency improvement and joint development are the target and fundamental interests for the cooperation of both parties.
This Agreement is the framework agreement, which shall be the guidance document for
the long-term cooperation between both parties in the future, as well as the foundation for both parties to sign the relevant contracts.
Article 3 Content of Cooperation
Both parties plans to perform the comprehensive cooperation of salt lake-based lithium and relevant products through establishing the joint venture company in Da Qaidam, Haixi Prefecture, Qinghai Province.
Both parties will build 10,000-ton lithium carbonate (governmental filing has been completed) and 20,000-ton lithium hydroxide production line in the next three years with the total predicted investment amount exceeds 360 million USD. The first-stage plan for the first-phase cooperation project is to build the lithium extraction production line with the annual production capacity of 30,000 tons (lithium carbonate, lithium hydroxide), and the investment scale is about 40 million USD. It is predicted to complete the construction by the end of 2020 and reach the designed production capacity in April 2021.
Party A is responsible for providing the salt lake resource required by the joint venture company, and coordinating the local government to provide the fundamental conditions etc. required for the production and operation
Party B is responsible for the work e.g. introduction, research and development of relevant technology, installation and commissioning of equipment, organization of production and training etc. for the joint venture company.
Both parties agree that the joint venture company shall adopt the modern operation and management policy, as well as perform the management of human resource, finance and sales etc. according to the listed American companies.
Article 4 Communication Mechanism
Both parties shall jointly establish the work team, clarify the members and responsibilities of work team, as well as develop the work progress plan and time schedule.
The work team shall hold the meeting on a regular basis to discuss and resolve the major
issues and matters during the cooperation of both parties so as to ensure that the joint venture company shall be established within the agreed time.
Article 5 Effectiveness and Application of Agreement
This Memorandum shall be the foundation and guidance document for the next-step specific cooperation of both parties, which shall not have the mandatory law enforcement.
In terms of the specific matters and terms for subsequent cooperation of both parties, both parties shall further discuss and determine on the basis of equity and mutual benefits, and sign the specific cooperation agreement.
Article 6 Confidentiality Clause
Both parties shall keep confidential to the business secrets that are obtained and known through the work contact for the other party, without the prior written approval, it is not allowed to disclose to the third party.
The documents of the other party obtained through the public channels or the information to be disclosed as per the requirements of laws and legal regulations shall not be bound by this Confidentiality Clause.
This Confidentiality Clause shall have the binding force within the effective period of this Agreement or after the termination of this Agreement.
Article 7 Miscellaneous
As for any change of terms in this Memorandum or the matters not covered in this Memorandum or any disputed generated, which shall be separately resolved by both parties through the friendly consultation.
This Memorandum shall be made into two copies with both parties holding one copy respectively, which shall enter into effect upon both parties sign and seal.
Party A: Qinghai Zhongtain Boron & Lithium Technology Co., Ltd. (Seal)
Legal Representative or Authorized Representative:
签署时间： 年 月 日
Party B: Xi’an Jinzang Membrane Environmental Protection and Technology (Seal)
Legal Representative or Authorized Representative:
签署时间： 年 月 日