Diguang International Development Co., Ltd. Sample Contracts

RECITALS
Option Agreement • March 10th, 2003 • Online Processing Inc • Services-prepackaged software • New York
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EMPLOYMENT AGREEMENT
Employment Agreement • April 21st, 2006 • Diguang International Development Co., Ltd. • Services-prepackaged software • Hong Kong

This EMPLOYMENT AGREEMENT (this “Agreement”), is dated as of April 19, 2006 by and between Song Hong, residing in Shenzhen, China (“Executive”), and Diguang International Development Co., Ltd. (the "Company"), a Nevada corporation and shall be effective as of the closing of the Share Exchange, as described in the recitals below.

AMENDED AND RESTATED PURCHASE OPTION AGREEMENT RECITALS
Purchase Option Agreement • September 26th, 2006 • Diguang International Development Co., Ltd. • Electronic components & accessories • California

This Amended and Restated Purchase Option Agreement is entered into on May 12, 2006, between and among between Sino Olympics Industrial Limited, a British Virgin Islands corporation (“Optionor”), Diguang International Development Co. Ltd., a Nevada corporation formerly known as Online Processing, Inc. (“Optionee”), Shenzhen Diguang Electronics Co., Ltd., a PRC company (“Shenzhen Diguang”), and Messrs. Song Yi and Song Hong (collectively the "Songs”), both residents of the PRC. This agreement shall supercede the purchase option agreement entered on April 21, 2006 by the same parties.

AMENDED AND RESTATED SHARE EXCHANGE AGREEMENT
Share Exchange Agreement • March 21st, 2006 • Diguang International Development Co., Ltd. • Services-prepackaged software

This Amended and Restated Share Exchange Agreement (the "Agreement"), dated as of March 17, 2006, is made and entered into among Online Processing, Inc., a Nevada corporation (the “Shell Corp.”), Diguang International Holdings Limited (the "Operating Corp."), a British Virgin Islands corporation, the owners of record of all of the issued and outstanding stock of Operating Corp., as listed in Exhibit A hereto (the “Shareholders”), and Terri Wonderly (the "Shell Indemnifying Shareholder").

DIGUANG INTERNATIONAL DEVELOPMENT CO., LTD. STOCK OPTION AGREEMENT (NONSTATUTORY)
Stock Option Agreement • June 26th, 2006 • Diguang International Development Co., Ltd. • Electronic components & accessories

THIS STOCK OPTION AGREEMENT (the "Agreement"), dated <GRANT DATE> ("Grant Date") between Diguang International Development Co., Ltd., a corporation organized under the laws of the State of Nevada (the "Company"), and <EMPLOYEE NAME> ("Optionee"), is entered into as follows:

Lease Contract of Factory Buildings Contract No.: 118 November 18, 2006 Wuhan, China
Diguang International Development Co., Ltd. • April 14th, 2008 • Electronic components & accessories

Party A and Party B agree that Party A leases part of factory buildings to Party B which is located at No. Te 8, Chunkou Community, Wuhan Economic and Technological Development Zone of China, for the production, marketing and repairing of components of LCD modules so that the mutual efforts will be made for promoting the LCD industry chain to realize the long development and good cooperation. After amicable consultation, both parties reached the agreement as follows:

AMENDED AND RESTATED FORM OF REGISTRATION RIGHTS AGREEMENT
Form of Registration Rights Agreement • June 16th, 2006 • Diguang International Development Co., Ltd. • Electronic components & accessories • New York

This Registration Rights Agreement (this "Agreement") is made and entered into as of January 16, 2006, by and among Online Processing, Inc., a Nevada corporation (the "Company"), Diguang International Holdings, Ltd. (“Diguang”) and the purchasers listed on Schedule I hereto (the "Purchasers").

MEMORANDUM OF UNDERSTANDING
Memorandum of Understanding • September 30th, 2005 • Online Processing Inc • Services-prepackaged software

This Memorandum of Understanding (the “MOU”) is made and entered into this 28th day of September 2005 between and among Diguang International Holdings Ltd., a Company in British Virgin Islands (hereinafter referred to as “Diguang” or “Party A”), Chardan Capital, LLC and JLF, LLC, two companies in the United States of America (hereinafter referred to collectively as the “Investor” or “Party B”) and Online Processing, Inc, a listed company in the stock market of the United States of America (hereinafter referred to as “OLPC ” or “Party C” or “Shell”).

EXECUTIVE EMPLOYMENT AGREEMENT
Executive Employment Agreement • December 15th, 2008 • Diguang International Development Co., Ltd. • Electronic components & accessories • Nevada

This EXECUTIVE EMPLOYMENT AGREEMENT ("EA") is made and entered into this 31st day of July, 2008, by and among Jerry Yu ("EXECUTIVE"), a resident of Shenzhen, China, and DIGUANG INTERNATIONAL DEVELOPMENT CO., LTD.., a Nevada corporation (the "COMPANY").

Production Building Lease Contract
Diguang International Development Co., Ltd. • June 16th, 2006 • Electronic components & accessories

Pursuant to the related regulations and laws, Party A and Party B have reached the agreement through amicable consultation as follows:

EMPLOYMENT AGREEMENT
Employment Agreement • March 13th, 2007 • Diguang International Development Co., Ltd. • Electronic components & accessories • Hong Kong

This Employment Agreement (the “Agreement”) is entered into on March 7, 2007, between Keith Hor (“Employee”), Flat 37E, Block 5, Vista Paradiso, Ma On Shan, New Territories, Hong Kong and Diguang International Development Co., Ltd. (“DIDC”), a Nevada corporation.

Plant and Facilities Lease Agreement
Plant and Facilities Lease Agreement • April 14th, 2008 • Diguang International Development Co., Ltd. • Electronic components & accessories

Party A and Party B have reached an agreement through friendly consultation to conclude the following agreement. Party A will lease to Party B some of the plant and facilities located at the Wuhan Economic and Technological Development Zone for the purpose of activities engaged by Party B for the manufacturing and sale of LCD related products.

Online Processing, Inc.
Online Processing Inc • September 30th, 2005 • Services-prepackaged software

Memorandum of Understanding (“MOU”) between Diguang International Holdings Company Ltd., a Company incorporated in the British Virgin Islands (“Diguang”) and Online Processing, Inc. (“OLPC”)

AMENDMENT TO STOCK PLEDGE AND ESCROW AGREEMENTS
Amendment Agreement • January 23rd, 2004 • Online Processing Inc • Services-prepackaged software

THIS AMENDMENT AGREEMENT (“Agreement”) to that certain Escrow Agreement And Stock Pledge Agreement dated as of February 28, 2003, is entered into as of January 21, 2004, by and between Online Processing, Inc., a Nevada corporation (“Pledgor”), the parties listed on Exhibit A hereto (the “Secured Parties”), Terri Wonderly (“Wonderly”) and Kaufman, Feiner, Yamin, Gildin & Robbins LLP (the “Escrow Agent”).

Lease Contract
Lease Contract • April 14th, 2008 • Diguang International Development Co., Ltd. • Electronic components & accessories

In accordance with the principles of mutual benefit and by friendly consultations, Party A and Party B hereby agree as follows in relation to the lease of the factory buildings and ancillary production equipment, etc. from Party A to Party B.

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