Exclusive Distribution Agreement

Exclusive Distribution Agreement

Date: May 1, 2005

Seller: SHANDONG JINDALU VEHICLE CO., LTD.

Buyer: ZAP

After the discussion, the seller and buyer will reach an agreement on the terms and conditions as specified below:

The buyer will act as the exclusive agent for the electric three-wheel vehicles manufactured by the seller, and will be in charge of the distribution and sales of the products in North America. The relevant certification and approval for the vehicles in North America and the fees caused by this are also the responsibilities of the buyer. The seller will fully cooperate with the buyer in the approval process.

The seller should assure the sufficient supply of goods that meet the requirements to the buyer, and will enjoy the priority sales rights in China for these types of vehicles by the buyer.

The buyer will be responsible for the servicing of the vehicles for