Exhibit 10.2
PUBLIC DEFENSE MINISTRY GUN AND BULLET PROJECT CORPORATION CONTRACT
Party A: Shenzhen ACTO Digital Video Tech. Co.
Party B: Shenzhen Lingda Tech. Co.
In order to process gun and bullet project smoothly, both parties agreed the
following:
1. Party A inputs R&D engineers and professionals.
2. Party A inputs curvilinear testing equipment and optic sensitive testing
equipment.
3. Party A inputs XXX 0 millions (US$240,964) for R&D testing expenses for
first round period.
4. Party B inputs R&D place, the floor will be anti-static floor and the whole
office will be damp proof, Party B will also ensure constant temperature in
the office and the related equipments will be Party B's responsibilities.
5. Party B will also input 3 professional engineers and their qualifications
had been examined by Party A, Party B will also input digital camera patent
and the innovation engineer.
6. Party B will pay for all the R&D expenses of this project including
remunerations of engineers, their rentals, R&D experiments expenses,
testing expenses, auditing fee and travel expenses.
7. Corporation period is from November 2001 to December 2002, the technical
achievements during this period will be shared between two parties.
8. Total input of this project will be about XXX 00 millions (US $2,409,639),
first round investment is RMB 5 millions (US$602,410), the rest amount will
be Party B's responsibility.
9. After first round R&D finishes and achieves certain results, both parties
will negotiate to set up a corporated corporation, the share structure and
equity percentage will further be discussed. If R&D failed, first round
input RMB 2 millions by Party A will be treated as loan to Party B and both
parties will further negotiate about loan terms.
10. This project is a state level confidential project and both parties should
set up confidential terms also sign confidential agreements with all
engineers.
11. This contract will be valid from the signing date and two copies held by
both parties have same legal obligations.
Party A: Shenzhen ACTO Digital Video Tech Corporation
Xxx Xxxx (signature)
Party B: Shenzhen Lingda Tech. Co.
Xxx Xxx (signature)
Date: November 7, 2001
REPRESENTATION OF ACCURATE TRANSLATION
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The undersigned hereby declares that the attached "Public Defense Ministry
Gun and Bullet Project Corporation Contract," dated November 7, 2001, and signed
by a representative of Shenzhen ACTO Digital Video Tech. Corporation, and a
representative of Shenzhen Lingda Tech Co. is a full, fair and accurate English
translation of a document that was originally in Chinese.
IN WITNESS WHEREOF, the undersigned has executed this Certificate on the
4th day of December, 2002.
ACTO DIGITAL VIDEO U.S.A. INC.
s/Xxxx Xxx
Xxxx Xxx, President
