MEMORANDUM OF UNDERSTANDING
BETWEEN
BEIJING PURPLE STARS APPRAISAL CO., LTD.
AND
ASIA PAYMENT SYSTEMS (HONG KONG) CO., LTD.
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THIS MEMORANDUM OF
UNDERSTANDING ("MOU") IS MADE ON THE DECEMBER 22ND, 2004
BETWEEN:
BEIJING PURPLE STARS APPRAISAL CO., LTD,
with its principle office at Room 508,
Chang Yuan Tian Di Building B-2, No. 18, Suzhou Street, Haidian
District,
Beijing, China (hereafter referred as BPS)
AND
ASIA PAYMENT SYSTEMS (HK) LTD. with it's principal
offices at 39th Floor, One
Exchange Square, 8 Connaught
Place, Central, Hong Kong (hereafter referred to as
"APAY")
WHEREAS
(1) Beijing Purple Stars Appraisal Co. Ltd. is an official appraisal
agent
licensed
by the Chinese government to provide appraisal
services to the
municipal
government
and to the public. In addition, BPS
provides credit
files and credit
rating services to the banks and financial institutions
in
Beijing.
(2) Asia Payment Systems (HK) Ltd. is
a wholly owned subsidiary of Asia Payment
Systems
Inc. (NASD OTCBB: APYM) and is engaged in providing
credit card
processing
system services and related applications;
NOW IT IS HEREBY AGREED AS FOLLOWS:-
1. INTENDED JOINT CO-OPERATION
1
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(1) The parties wish to record their
intentions to create and implement an
international
standard file format
credit bureau system for the purpose of
gathering,
storing, and selling
credit file data to clients both in China.
and abroad, as the cooperation moves on, to provide, including
but not
limited
to, professional merchant credit card
and loyalty card processing
services
to merchants and financial institutions in China.
It is intended that the parties will
in good faith discuss the commercial,
technical and
legal issues which may arise in the parties undertaking
joint
co-operation
in the promotion and launch of the
Service to serve both the
governmental and
commercial sectors on the proposed terms and conditions
to
be set out in a final agreement
parties will reach and execute follow this
MOU
(2) APAY will provide a project plan to the
Joint Working Committee which
it will outline the tasks to be taken
by the parties during the two months
period,
will provide information, know-how, manpower, tools and
international
access which are
required and necessary for the Committee to
perform
the project feasibility study and business plan.
(3) BPS will provide to the Joint Working Committee's the
necessary
facility
and support for the
operation; will provide assistance and access
to the related government, banking, operation and
marketing, client data
base
as well as other information which are
related and inquired by the
J
