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BRIDGE LOAN
AGREEMENT
THIS AGREEMENT
(the "Agreement") effective as of
the 16 th day of February, 2007,
BETWEEN
BLACK GARDENIA CORP.
12th Floor - 777 West Broadway
Vancouver, British Columbia V5Z 4J7
(the " Lender ")
AND
LIVE-INTERACTIVE TECHNOLOGY LTD.
Room 211, 2/F., International
Commerce Building
Southern District, DongGuan
GuangDong, China 523110
(the “ Borrower ”)
WHEREAS:
The Lender and the Borrower have
agreed to enter into this Bridge Loan Agreement for their mutual
benefit.
THIS AGREEMENT
WITNESSES that the
parties have agreed that the terms and conditions of the
relationship shall be as follows:
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1.
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The Lender agrees to lend to the
Borrower and the Borrower agrees to borrow from the Lender the sum
of Two Hundred Fifty Thousand renminbi (¥250,000.00) of lawful
money of the People’s Republic of China (the "Principal
Sum").
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2.
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The Principal Sum will be due and
payable (the “Due Date”) on the earlier of:
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a.
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Ten days after the closing of the
acquisition of the Borrower by the Lender; or
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b.
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Three months from the date of the
loan which is May 16, 2007.
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3.
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The Borrower and the Lender agree
that the Borrower will pay no interest on the Principal Sum as long
as the Principal Sum is paid in full on or before the Due
Date.
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4.
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In the event that the Borrower
does not pay the Lender the full Principal Sum by the Due Date,
then the Borrower will begin to pay interest from the Due Date
until the Principal Sum is paid in full at a rate of 15% (fifteen
percent) per annum.
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5.
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The Borrower agrees to repay the
Lender at its office in the City of Vancouver, located at: 12th
Floor, 777 West Broadway, Vancouver, British Columbia V5Z 4J7, or
at any other place in Canada as the Lender may direct.
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6.
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On the happening of any of the
following events of default the Lender may, at its option, require
the unpaid balance of the Principal Sum together with all interest
accrued (if any) to become immediately due and payable:
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a.
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In the event that the Borrower
fails to
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