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Memorandum of Understanding

Development Agreement

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This Development Agreement involves

Cathay Merchant Group (Shanghai) Wind Energy Co., Ltd. | Wind Energy Co., Ltd.

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Title: Memorandum of Understanding
Date: 10/31/2005
Industry: HTHEQP    

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Cathay Merchant Group, Inc. - Exhibit 10.11

Exhibit 10.11

Memorandum of Understanding

Party A: Kangbao County Government of Hebei Province
          Chuzhangdi Town Government

Party B: Cathay Merchant Group (Shanghai) Wind Energy Co., Ltd.

In accordance with the principles of equality and mutual benefit, Party A and Party B hereby sign this MOU based on their discussions on January 28, 2005.

1.

Party B, subject to commercial, technical and legal parameters being met satisfactory to it, intends to construct a Wind Power Plant (about east longitude 114º22'30"— 114º27’14" , north latitude 41º45'— 41º50') within about 50km2 of Chuzhangdi Village which is governed by Party A. The above longitude and latitude points shall be confirmed by both Parties soon.

 

 

2.

In order to establish the exact location for the wind turbines Party B will install its wind-measurement equipment soon after signing of this Memorandum of Understanding and Party A herewith grants Party B the right to use the above land for one year for wind measuring. Party A is entitled to terminate its approval if Party B fails to install its wind measuring equipment consisting of at least one wind measuring tower within above period of time.

 

 

3.

The construction scale shall be in accordance with the topography and landform. The installation scale for the engineering of one phase shall be approximately 50,000 kw.

 

 

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