GUARANTY
AGREEMENT
This Guaranty
Agreement (the "Agreement") is entered into as of December 15
th , 2006, between the following two parties:
PARTY
A: JILIN CITY HAITIAN BUSINESS CONSULTING CO.,
LTD.
LEGAL ADDRESS:
No.1-3 South-hanyang Street, Longtan Economic Development Zone,
Jilin City, China
PARTY
B: JILIN HAITIAN INDUSTRIAL COMPANY, LTD.
LEGAL ADDRESS:
No.1-3 South-hanyang Street, Longtan Economic Development Zone,
Jilin City, China
PARTY
C: WANG XITIAN
LEGAL ADDRESS:
No.1-3 South-hanyang Street, Longtan Economic Development Zone,
Jilin City, China
PARTY
D: JILIN PROVINCE HUIZHENG VENTURE CAPITAL CO.
LEGAL ADRESS:
No.1-3 South-hanyang Street, Longtan Economic Development Zone,
Jilin City, China
WHEREAS , Party A is a wholly foreign owned enterprise
registered in The People’s Republic of China
(“PRC”) under the laws of the PRC;
WHEREAS , Party B is a domestic company with exclusively
domestic capital registered in the PRC and is engaged in the
business of manufacturing chemicals
(“Business”);
WHEREAS , Party A has established a business
relationship with Party B by entering into an Exclusive Business
Consulting Agreement dated as of the same date hereof
(“Consulting Agreement”), an Operating Agreement dated
as of the same date hereof (the “Operating Agreement”),
and a Technology Consulting Services Agreement dated as of the same
date hereof (“Technology Agreement”) (collectively the
foregoing agreements are hereinafter referred to