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CONSULTANCY SERVICE AGREEMENT

This Consultancy Service Agreement (the “Agreement”) is made on ____ September 2006
by and between:

1.

Head Office:
Hanoi Representative Office:
Tel: ____________
Fax: ____________
Represented by: ____________
Position: ____________

(hereinafter referred to as “Party A”)

and

2.

Head Office:
Telephone:
Fax:
Represented by:
Position:

(hereinafter referred to as “Party B”)

WHEREAS:

(1) Party A desires to engage Party B as its consultant to assist Party A in registering the
trademark in Vietnam; and

(2) Party B, a Vietnamese consulting and law firm is licensed and qualified to render
services as requested by Party A.

NOW, THEREFORE, the parties hereto agree to enter into this Agreement with the
following terms and conditions:

Article 1. Responsibilities of Party B

In this Agreement, Party B shall assist Party A in the following works:

1.1 Conducting a trademark search for the possibility of Party A’s trademark registration
by the trademark database of Vietnam. Subject to instruction of Party A, Party B
shall carry out either (Please tick “Ö” in the below box to choose your option):

(i) Conducting normal official search; or

(ii) Conducting urgent official search.

2.2 Filling application for trademark registration:

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Subject to the search result, if Party A’s trademark is registrable, Party B shall assist Party A
in following works:

(i) Advising on legal issues and procedures in relation to registering Party A’s
trademark in Vietnam;

(ii) Drafting, reviewing and completing necessary application dossier with the contents
and format in conformity with the requirement of Vietnamese authorities;

The application dossier shall include:

- An application for registering trademark;

- Twenty (20) samples of trademark in black and white;

- List of goods/services covering the trademark; and

- A notarized Power of Attorney (PoA) executed by Party A in favor of Party B.

Note: The PoA must be notarized by Public Notary at the location of the registered head
office of Party A.

(iii) Submitting the application dossier for registering trademark to the National Office
of Intellectual Property of Vietnam (“NOIP”).

(iv) Explaining and supplementing to application dossier for registering trademark if
required by NOIP; and

(v) Obtaining the Certificate of Trademark Registration from NOIP.

Article 2. Responsibilities of Party A

To enable Party B to carry out the works as mentioned in Article 1 above, Party A shall be
responsible to fulfill the following works:

2.1 To provide all necessary information, materials, support documents (if required) for
the purpose of enabling Party B to fulfill its responsibility (including but not limited
to samples of the trademark in black and white with the size 8 x 8 cm; list of
goods/services covering the trademark);

2.2 To sign and/or arrange to sign PoA and all necessary documents in relation to the
aforesaid works as required by Party B;

2.3 To make payment to Party B in accordance with Article 4 herein.

Article 3. Timing

3.1 The estimated time for Party B complete the works mentioned in Article 1.1 above
shall be:

(i) Around 15 (fifteen) working days from the signing date of this Agreement for work
mentioned in Article 1.1(i); or

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(ii) Around 10 (ten) working days from the signing date of this Agreement for work
mentioned in Article 1.1(ii);

3.2 The estimated time for Party B complete the works mentioned in Article 1.2 above
shall be around 12 months from the signing date of this Agreement.

Article 4. Service fees and mode of payment

4.1 Service fee for the works mentioned in Article 1.1(i) above shall be US$ 180 (One
hundred and eighty United States Dollars)/ mark per each class, payable by Party A
to Party B within 10 (ten) days from date of Party B’s delivery of search result to
Party A;

4.2 Service fee for the works mentioned in Article 1.1(ii) above shall be US$ 200 (Two
hundred United States Dollars)/ mark per each class, payable by Party A to Party B
within 10 (ten) days from date of Party B’s delivery of search result to Party A;

4.3 Service fee for works mentioned in Article 1.2 above shall be US$ 360 (Three
hundred and sixty United States Dollars)/ mark per one class of product/service. For
registration of trademark for more than one class of product/service, the service fee
for each following class of product/service counting from the second one shall be
US$ 160 (One hundred and sixty United States Dollars). This service fee shall be
paid by Party A to Party B within 10 (ten) days from the date of filling application
dossier to NOIP.

4.4 The above service fees shall exclude 10%VAT, government official fees and
charges, translation fee and any other out-of-pocket expenses as required by the
works (if any).

4.5 The payment of the above service fees shall be made by either cash or T/T to the
accounts as designated by Party B from time to time. Party B shall be responsible
for delivering official invoices in accordance with the above service fees to Party A

Article 5. Confidentiality

All communications, information, documents and agreements between Party A and Party B
are deemed to be of proprietary nature and are to be kept in strict confidence unless that will
be disclosed to a third party upon prior written approval of the other Party herein.

Article 6. Validity, Amendment and Termination of Agreement

6.1 This Agreement shall take effect from the date of signing;

6.2 This Agreement could be amended by the both parties. Every amendment has to be
made in writing.

6.3 This Agreement shall be terminated in the following cases: (i) Parties have fulfilled
their responsibilities as described in this Agreement; or (ii) Parties agree with each
other to terminate this Agreement in writing and in this case, both Parties shall agree
upon time and conditions of the termination;

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Article 7. Counterparts

This Agreement is made in 02 (two) original copies in English and all copies are equally
authentic. Each party shall keep 01 (one) copy.

IN WITNESS WHEREOF, the parties hereto sign on this Agreement on the date first
written above.

FOR AND ON BEHALF OF PARTY A FOR AND ON BEHALF OF PARTY B

_________________
_________________

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