This Consulting Services Agreement involves
Title: FIRST AMENDED AND RESTATED CONSULTING AGREEMENT
Governing Law: Nevada Date: 2/9/2007
FIRST AMENDED AND RESTATED CONSULTING AGREEMENT
This First Amended and Restated Consulting Agreement (this "Agreement") is
entered into as of the 8th day of February, 2007 by and between Concept Ventures
Corporation, a Nevada corporation ("CVC"), and Zhang Qiang (the "Consultant").
Whereas, CVC and Consultant desire to amend and restate in its entirety
that certain Consulting Agreement (the "Original Agreement") entered into by the
parties on January 19, 2007.
In consideration of the foregoing and of the mutual promises set forth
herein, and intending to be legally bound, the parties hereto agree that the
Original Agreement shall be amended and restated as follows:
1. Engagement. CVC hereby engages Consultant as an independent contractor to
provide assistance to CVC in its efforts to consummate the transactions
contemplated by that certain share exchange agreement (the "Share Exchange
Agreement") dated as of September 6, 2006 by and among CVC, Ritar International
Group Limited, a British Virgin Islands company (the "Company"), and the
Stockholders of the Company (the "Stockholders") pursuant to which the
Stockholders will exchange all of the issued and outstanding stock of the
Company for shares of CVC's common stock.
2. Term. This Agreement will commence on January 19, 2007, and unless modified
by the mutual written agreement of the parties, shall continue until such time
as the transactions contemplated by the Share Exchange Agreement are either
abandoned or consummated.
3. Compensation and Registration Rights. In consideration of the services to
be performed by Consultant, CVC agrees to issue to Consultant 85,295 restricted