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INDEPENDENT CONTRACTOR AGREEMENT

Independent Contractor Agreement

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This Independent Contractor Agreement involves

FINANCIAL TELECOM LIMITED | FINTEL Group Ltd | China Digital Distribution Limited

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Title: INDEPENDENT CONTRACTOR AGREEMENT
Date: 3/31/2005

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EXHIBIT 10.8

 

                        INDEPENDENT CONTRACTOR AGREEMENT

 

This Agreement is entered into by and between:

 

1.   FINTEL Group Ltd, a Hongkong corporation, located at Suite 308, Hang Bong

     Centre, 28 Shanghai Street, Kowloon, Hongkong, or its designated

     affiliates, herein referred to as "FINTEL"; and

 

2.   China Digital Distribution Limited, a BVI corporation, located at Kingston

     Chamber, P.O. Box 173, Road Town, Tortola, British Virgin Island, herein

     referred to as "CONTRACTOR".

 

WHEREAS:

 

FINTEL agrees to employ the services of CONTRACTOR and CONTRACTOR accepts to

provide his services to FINTEL, under the following terms and conditions.

 

3.   TERM: The term of this agreement is one (1) years, starting January 1st,

     2005 through December 31st, 2005;

 

4.   DUTIES: The services provided by CONTRACTOR will be as follows: (a)

     locating potential clients (b) handling the negotiation (c) concluding the

     transaction (d) servicing the clients' needs and (e) ensuring the

     performance of the obligations of client and FINTEL. Additional duties

     might be required as agreed by both parties. CONTRACTOR will devote the

     best efforts in and to the faithful performance of the duties assigned by

     FINTEL.

 

5.   COMPENSATION:

     In consideration of the services to be rendered by CONTRACTOR as assigned

     by FINTEL, FINTEL shall pay an annual compensation and benefits based on

     the net income generated by CONTRACTOR per each client, not withstanding

     the termination of this contract, as follows:

 

     a)   Cash payment is calculated at 33.33% of the net income received by

          FINTEL as a result of CONTRACTOR's services. The payments will be made

          according to the schedule of payments actually received by FINTEL;

 

     b)   In addition, CONTRACTOR will be issued an option to purchase FINTEL

          restricted common shares on the same date as the issuance of shares

          per completion of the deal. The amount of option shares will equal to

          the total shares issued for the deal multiplied by the average share

          price of 30 trading days before completion (in USD) or the closing

          price on the date of completion, whichever is higher. For example, if

          CONTRACTOR signed a deal to issue two millio

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