Joint Venture ContractTerra Nostra Resources Corp. • January 23rd, 2006 • Primary smelting & refining of nonferrous metals
In accordance with the Laws of the People’s Republic of China (“PRC”) on Joint Ventures Using Chinese and Foreign Investment (the “Joint Venture Law”) and other relevant laws and regulations of PRC, Zhang Ke, Zouping Jinwang Copper Co., Ltd. and Terra Nostra Resources Corp., previously known as Terra Nostra Technology Ltd.(hereinafter referred to as the “Parties”), in accordance with the principles of equality and mutual benefit, and through friendly consultations, agree to enter into this Amended and Restated Joint Venture Contract (referred to herein as this “Amended and Restated Agreement”), which amends and fully restates that certain Joint Venture Contract entered into by the parties on December 11th 2004 (referred to herein as the “Original Contract”), which was amended on January 10th, 2005, for the purpose to jointly invest in Shandong Jinpeng Copper Co., Ltd. and to convert it to a Chinese Foreign Joint Venture (the “Joint Venture”) in Shandong Province of the PRC.
