Cooperative Agreement for Lithium Metal and Lithium Salt Projects
Exhibit 10.5
Cooperative Agreement for Lithium Metal and Lithium Salt Projects
On June 19, 2005, Jianzhong Chemicals Corporation (Hereafter “JIANZHONG”) and Sterling Group Ventures, Inc. (Hereafter “STERLNG”) negotiated about the cooperation for Lithium Metal and Lithium Salt Projects of Jianzhong Lithium and Calcium Corporation of JIANZHONG. The present companies and staff are as follows:
Jianzhong Chemicals Corporation: Xxxxxx Xxxx (Vice-general manager), Xx Xxxx, Dechun Zong, Xxxxxx Xxxxx, Xxxxxxx Xxxx, Liuan Ren, Xxxx Xxxx, Xxxxxxxx Xxxxx.
Sterling Group Ventures Inc.: Xxxxx Xxxxxx (Chairman)
JIANZHONG made a presentation about Lithium Metal and Lithium Salt Projects to STERLING. STERLING asked some concerned questions. JIANZHONG and STERLING discussed the cooperative pattern and reached the following agreement:
| 1. | Whereas STERLING is very interested in Lithium Metal
and Lithium Salt Projects of JIANZHONG and JIANGZHONG intends to build
large lithium metal and lithium salt projects. Both parties agree to joint
venture develop Lithium Metal and Lithium Salt Projects. At the same time,
STERLING is also interested in Calcium Metal Project and subject to further
due diligence. |
| 2. | Through negotiation, JIANZHONG and STERLING agree
to set up a joint venture company for lithium metal production with capability
of 800 tonnes per year based on the existing production line of 300 tonnes
per year capacity and to set up another joint venture company for lithium
salt production with capability of 3000 tonnes per year based on the existing
production line. Xxxxx Xxxxxx of STERLING requests that STERLING should
hold more than 50% of the joint venture companies and not control management
of the production and operation. JIANZHONG indicates to take into account
the request of STERLING. |
| 3. | In order to speed up the process of cooperation,
JIANZHONG hopes that Xx. Xxxxx Xxxxxx provides the background information
of participant company, investment mode and cooperation pattern within
30 days after signing this agreement. |
| 4. | JIANZHONG will provide the related financial analysis
of Lithium Metal Project within 30 days after signing this agreement.
|
| 5. | There are four copies of this agreement. Each party
holds two copies. |
| 6. | Matters other than those provided herewith shall
be dealt through further negotiations between the parties. |
| Jianzhong Chemicals Corporation | Sterling Group Ventures, Inc. |
| Signed by its representative | Signed by its representative |
| “Xxxxxx Xxxx” | “Xxxxx Xxxxxx” |
| Date: June 19, 2005 | Date: June 19, 2005 |
