I. Services provided by the legal counselor:

　　1. Provide legal opinions and advice on business related to the operation of Party A's business.
　　2. Assist Party A to draft, examine and revise the contract(s) and /or other documents.
　　3. Attend meeting to make decision, participate in negotiation(s) or sign contract and/or draft and examine the related legal documents upon invitation by Party A.
　　4. Participate in the intermediation, arbitration or litigation when dispute(s) arises.
　　5. Provide legal information related to the business operation of Party A.

6. Assist Party A in providing legal education to its staff.

II． Means of services:

Party B appoints Mr. Gan Xudong to act as the permanent legal counselor of Party A. The legal counselor shall act prudently, honestly, diligently and fairly with all efforts to ensure the interest of Party A. In the event that the counselor fails to perform its duty/duties, Party B shall negotiate with Party A and appoint another counselor. The services include:
　　1. Regular services. The legal counselor shall furnish its services actively, timely and prudently through the facsimile 　　　 and/or telephone, or as required by Party B, go to the place of business operation.
　　 2. Particular services. The legal counselor may accept the commission of Party A to provide services on the matters 　　　 listed in Section 3 of Article 3 of this agreement.

III. Legal Fees

　　1. Party A shall pay Party B a lump sum of legal fees of RMB YUAN upon the signing of this Agreement.

　　2. For the regular service fees such as legal consultation, contract examination and revision or other service shall be included in the lump sum of the above section of this article.

　　3. Acting as the agent of Party A, the legal counselor may participate in intermediation, arbitration or litigation, present attorney's attestation or legal opinion, enter into project negotiation, draft and/or examine legal instrument or provide other particular services, the legal fees shall be collected according to the state regulations and the actual amount of work furnished by the legal counselor.

IV. Party B shall not disclose the documents and the data provided by Party A and shall keep confidentiality of Party A's trade secret.

V. The legal services provided by Party B shall meet the professional standards accepted in this trade.

VI. The validity term of this agreement is from of to of , and shall become effective as of the date of signature by both parties.

VII. This agreement is made in duplication, with each party holding one copy.

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