English Translation) Cooperation Agreement
Exhibit
99.6
(English
Translation)
Party
A:
Xi’an Tianxing Bio-Pharmaceutical Co., Ltd.
Party
B:
Shaanxi Microbial Institute
In
order
to combine the technology research capabilities of Party B and the management
and sales capabilities of Party A, to promote the cooperation between research
institutes and business enterprises, and to enhance the technology research
capabilities of Party A, Party A and Party B, through friendly negotiations,
enter into this agreement regarding the establishment of “Xi’an Veterinary
Microorganism Research Center” (Temporary name, herein after as the “Research
Center”) as follows:
I.
|
The
Research Center shall be established based on market-oriented principles
and mutually beneficial relationship, to encourage Party B to participate
in industrial manufacturing-oriented research and to assist in
transforming high-tech research into commercially viable
products.
|
II.
|
The
Research Center shall be located at Party A’s place of business. Party A
shall provide for all necessary research equipments and materials.
The
daily operational expenses of the Research Center shall be paid for
by
Party A.
|
III.
|
The
research staff of the Research Center shall include technicians from
both
Party A and Party B. The Director of the Research Center shall be
jointly
appointed by Party A and Party B. The Director and the Assistant
Director
shall not be appointed from one party
concurrently.
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IV.
|
The
scope of the research projects shall include the relevant techniques
for
veterinary microorganism products. Specific research projects to
be
undertaken shall be mutually determined by the
parties.
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V.
|
If
Party A provides all funding to a mutually determined research project,
any technology developed therefrom shall be solely owned by Party
A. If a
project is jointly funded by both parties, the technology developed
therefrom shall be owned by each party in proportion to the percentage
of
funding contributed by such party.
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VI.
|
The
operation of the Research Center shall be based on projects. Before
each
project, a budget plan, a time table and the goal of the project
shall be
established by the parties through negotiation. After the completion
of
the project, an inspection or examination will be conducted by the
parties.
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VII.
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If
there is any matter not specified in this Agreement, the parties
shall
attempt to resolve such matter through friendly negotiations. This
Agreement shall have four original copies, and each party shall possess
two copies. This Agreement shall be effective upon the parties’ execution
and seal.
|
Party
A:
Xi’an Tianxing Bio-Pharmaceutical Co., Ltd.
Legal
Representative: /s/ Xxxxxxx Xx
[Seal
of
Xi’an Tianxing Bio-Pharmaceutical Co., Ltd.]
Date:
July 29, 2005
Party
B:
Shaanxi Microbial Institute
Legal
Representative: /s/ Xxxx Xxxx
[Seal
of
Shaanxi Microbial Institute]
Date:
July 29, 2005