Agreement on Debt Transfer and Offset
Exhibit
10.40
Party A: Xianggang
Fuhong Development Co., Ltd.
Party B: Tianshi
International Holdings Group Co., Ltd.
Party C: Tianshi
International Investment Group Co., Ltd.
Party A,
Party B and Party C enter into this Agreement on February 10, 2010, which shall
be observed by all parties of this Agreement.
Whereas,
Party A is a creditor of Party B and Party B is a creditor of Party C. After
consultation, Party A, Party B and Party C agree the provisions as
follows:
1. Party
C pays off the loan payable of USD3,000,000.00 to Party A in place of Party
B;
2. Party
B writes off the debt of Party C with the same amount;
3. Party
A, Party B and Party C shall perform this Agreement, including writing proper
receipts on February 10, 2010.
4. This
Agreement is effective as of the date first written above and is signed by three
parties for confirmation.
Party A: Xianggang
Fuhong Development Co., Ltd.
Legal
Representative: Xxxxxxx Xx
Signature: /s/ Xxxxxxx
Xx
Party B: Tianshi
International Holdings Group Co., Ltd.
Legal
Representative: Xxxxxxx Xx
Signature:/s/ Xxxxxxx
Xx
Party C: Tianshi
International Investment Group Co., Ltd.
Legal
Representative: Jinuan Li
Signature:
/s/ Xxxxxxx
Xx