Cooperation Agreement
Exhibit 10.17
Party A: Hangzhou Pengtuo Animation Technology Co. Ltd.
Party B: Hangzhou Kunjiang Education Technology Co. Ltd.
Through friendly consultations, Party A and Party B enter into the following agreement regarding jointly developing a 3D Cartoon names “Colony” (“Colony”).
I. Contents on cooperation
The cartoon “Colony”
II. Party A and Party B’s mutual responsibilities
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1)
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Party A shall be responsible for the complete process, such as preliminary planning, animation, post processing and animation synthesis etc.
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2)
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Party B shall be responsible for marketing and promotion.
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III. Capital Investment
The total investment is RMB 1.4 million. Among this amount, Party A shall invest RMB 450,000 and Party B shall invest RMB 950,000. The investment from both parties with one time payment shall be in place before November 25, 2010.
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IV. Term of the Cooperation
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From November 15, 2010 to November 15, 2015.
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V. Profit Distribution
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The list of source of revenue:
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1)
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The production of PC Console Games, online Games, PS2, Will, NDSL, PSP, mobile games etc.
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2)
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The operation of Card Trading Game Systems.
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3)
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Garage kit，plush toys, cell phone accessories and related products.
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4)
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Distribution on the oversea copyright of the cartoon through various channels
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5)
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Copyright sales through book publishers.
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6)
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Copyright revenue from image usage of the Cartoon characters.
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7)
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Publish special edition such as drawing comic stories, seeing recreated works etc.
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8)
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Copyright revenue from audio/video products sales through audio and video products publisher and Audio-visual products vendors.
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9)
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Broadcasting revenue from TV stations and related advertisement revenue.
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10)
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Revenue from trademark sales and copyright of the cartoon design.
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11)
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Online sales revenue from virtual commodities.
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12)
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Franchised chain stores and amusement part.
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This project will be managed with independent accounting. Profit distribution: Party A account for 30%, and Party B account for 70%. VI. For outstanding issues, Party A and Party B shall settle through negotiation. VII This Agreement contains two original copies and each party has one copy.
Party A: Hangzhou Pengtuo Animation Technology Co. Ltd.
(Seal)
Representative Signature: (Signed)
Party B: Hangzhou Kunjiang Education Technology Co. Ltd.
(Seal)
Representative Signature: (Signed)
Date: Nov. 15, 2010
