JOINT VENTURE AGREEMENT (JVA)
Beijing Telecom (hereafter referred to as Party A) and Asia Media Communication,
Ltd (MyWeb-inc, hereafter referred to as Party B), will jointly promote and
develop the internet television project and information services. To achieve
this objective, both parties have agreed to the following:
(1) The responsibilities and tasks of both parties
A. Party A's responsibilities and tasks
1. Party A agrees to provide Party B a [***] disk space in ChinaNet's
information services server for Party B to develop internet
information services.
2. Party A agrees to provide Party B a MyWeb Hot Link banner at a
visible position on the ChinaNet main page and, at the same time,
support Party B in promoting MyWeb Online Services.
3. Party A agrees to provide promotion and marketing strategies to
support Party B in penetrating the Beijing market. Party A will
also utilize its online service to promote rental or sales of
Party B's MyWeb Set Top Boxes.
4. Party A agrees to coordinate with Party B to complete
installation, renewal and editing of information.
5. Party A agrees to provide remote editing of information services.
6. Party A reserve the right to check/review the information content
from Party B.
B. Party B's responsibilities and tasks
1. Party B agrees to adhere to the "People's Republic of Chinese
Information Network International Rules" and the law of the
People's Republic of China.
Party B is not allowed to carry out any illegal activities.
Overall/general rules are as follows:
- Forbidden to publish any content related to national secrets and
security.
- Forbidden to publish any content related to superstitious and
pornographic material.
- Forbidden to publish any content which are against the national
race and religious policies.
- Forbidden to publish any content that will disturb/threaten
social order, social security, moral, and infringement of
personal rights.
[***] A portion of this page has been omitted pursuant to a request for
Confidential Treatment and filed separately with the Commission.
2. Party B will bear full responsibility for publishing any content
which causes political, legal or economy instability.
3. Party B agrees to setup ChinaNet 163 and 169 into MyWeb Set Top
Boxes.
4. Party B agrees to install Thunderserv Server software in Beijing
Telecom.
5. Party B agrees to put Beijing Telecom Hot Link banners at a
visible position on MyWeb Online Services' main page.
6. Party B agrees to report to Party A of any
additions/changes/modifications on the Website.
(2) Charges and payment method
A. Charges
1. One time testing charges : [***]
2. Annual publishing charges : [***] , any amount exceeding
[***] will be charged [***] . Party B is renting [***]
of space costing a total amount of [***] .
3. If the charges on Party A are adjusted, the adjustment shall not
be more than [***] of the agreed charges of this agreement.
B. Payment method.
Both parties have agreed that Party B can pay by "cash" or "Telegraphic
Transfer".
(3) Validity of JVA
1. The JVA will be effective on the day of the signing and any party that
plans to terminate the JVA will have to submit written notice one
month before the termination, subject to both parties agreeing to the
termination of the JVA.
2. Both parties agree to follow the JVA. In the event where one Party has
violated any agreement in the JVA, the other Party reserves the right
to terminate the JVA.
(4) This agreement will not be binding in the event of any changes to the
policies, rules or regulations of the National Information Properties
Policies by their top management.
(5) There are two copies of this agreement whereby each party will hold one
copy. Both parties will discuss matters not covered in this agreement on
another occasion.
Party A : BEIJING TELECOM Party B : ASIA MEDIA
COMMUNICATION LTD
/s/ illegible /s/ illegible
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[Stamp]
Asia Media Communications Ltd
000 Xxxxx Xxxxxx, 0xx xxxxx
Xxx Xxxx, XX 00000
Contact Person : Contact Person : Xxxx Xxxxx Soon
Contact Number : Contact Number : (000) 000-0000
12th April 1999 12th April 1999
[***] Portions of this page have been omitted pursuant to a request for
Confidential Treatment and filed separately with the Commission.
