Transfer of “Right to Invest” and Project Cooperation Agreement [English Translation] PARTY A: FORLINK SOFTWARE CORPORATION, INC (FRLK) PARTY B: STATELINK INTERNATIONAL GROUP, LTD
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.
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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.”
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3)
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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.
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4)
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PARTY
B will do its best to help PARTY A to win the “Project” and obtain the
contract payment.
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5)
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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.
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·
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PARTY
B must not sell or transfer the shares issued by PARTY A before PARTY
A
win the project.
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·
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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.
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6)
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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.
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7)
|
This
agreement has two copies, each party holds one.
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| PARTY A (Signature): | PARTY B Signature): | |
| /s/ ▇▇ ▇▇ | /s/ Sun Zhenying | |
| Date: 10/3/06 | Date: 10/3/06 | |