LOCK-UP AGREEMENT

LOCK-UP AGREEMENT, dated as of November 15, 2006 (this " Agreement "), by and among Applied Spectrum Technologies, Inc., a Delaware corporation (the " Company "), the stockholders listed on the signature pages hereto under the heading " Stockholders " (each a " Stockholder " and collectively, the " Stockholders ") and Keating Securities, LLC, a Delaware limited liability company, as agent for the Investors (as defined below) (the " Investor Agent ").

WHEREAS, on September 7, 2006, the Company entered into a definitive share exchange agreement whereby the Company will acquire all of the shares and equity ownership of Ever Leader Holdings Limited, a company incorporated under the laws of Hong Kong SAR, and its direct and indirect subsidiaries in exchange for Common Stock (the " Exchange ").

WHEREAS, immediately following the consummation of the Exchange, the Stockholders will own or have the power and authority to vote with respect to collectively 50,418,001 shares of Common Stock, which represent in the aggregate approximately 71.01% of the total issued and outstanding capital stock of the Company;

WHERE AS, the Company and certain investors (each, an " Investor ", and collectively, the " Investors ") have entered into a Securities Purchase Agreement, dated as of November 15, 2006 (the " Securities Purchase Agreement "), pursuant to which, among other things, the Company has agreed to issue and sell to the Investors and the Investors have agreed to purchase, (i) shares of common stock, par value $0.001 per share (the " Common Stock ") of the Company and (ii) warrants to acquire shares of Common Stock.

WHEREAS, the Company and Computershare Trust Company, Inc. have entered into that certain Make Good Agreement, dated as of the date hereof, by and among the Investor Agent, the Company, its current and future subsidiaries, Ever Leader Holdings, Limited, a company incorporated under the laws of Hong Kong SAR, its direct and indirect subsidiaries, Mr. Yiqing Wan, Ms. Wei Xu and Moveup Investments Limited (the " Make Good Agreement ").

WHEREAS, as a condition to the willingness of the Investors to enter into the Securities Purchase Agreement and to consummate the transactions contemplated thereby, in the Exchange and in that certain private placement memorandum (as amended and supplemented prior to the Closing Date, the " Private Placement Memorandum ") related thereto delivered to the Investors (collectively, the " Transactions "), the Investors have required that each Stockholder agree, and in order to induce the Investors to enter into the Securities Purchase Agreement, each Stockholder has agreed, to enter into this Agreement with respect to all the Common Stock now owned and which may hereafter be acquired by the Stockholder (the " Common Shares ") and any other Restricted Securities (as defined below), if any, which such Stockholder is currently entitled to vote, or after the date hereof, becomes entitled to vote, at any meeting of stockholders of the Company.

NOW, THEREFORE, in consideration of the foregoing and the mutual covenants and agreements contained herein, and intending to be legally bound hereby, the parties hereto hereby agree as follows:

1.1   Lock-Up Agreement .

(a)   Beginning on the Subscription Date (as defined in the Registration Rights Agreement) and until the earlier to occur of (x) the date 180 days after the Additional Effective Date (as defined in the Registration Rights Agreement) and (y) solely if the audited FY07 Financial Statements (as defined in the Make Good Agreement) states that FY07 Net Income (as defined in the Make Good Agreement) exceeded the Performance Threshold (as defined in the Make Good Agreement) and the FY07 Financial Statements do not contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary in order to make the statements therein, in light of the circumstances under which they were made, not misleading, March 31, 2008 (the " Lock-Up Period "), each Stockholder will not, and the Company will not permit such Stockholder to, without the prior written consent of the Required Holders (as defined in the Registration Rights Agreement), (i) sell, offer to sell, tender, contract or agree to sell, assign, hypothecate, hedge, pledge, grant any option to purchase, transfer, grant a proxy or power of attorney with respect to, or otherwise dispose of or agree to dispose of, or create or permit to exist any security interest, lien, claim, pledge, option, right of first refusal, agreement, limitation on such Stockholder's voting rights, charge or other encumbrance of any nature whatsoever (" Encumbrance "), in each case, directly or indirectly, with respect to any shares of Common Stock, Options (as defined in the Warrant), Convertible Securities (as defined in the Warrant) or any other instrument convertible into or exercisable or exchangeable for Common Stock, or other rights to purchase shares of Common Stock or to convert or exercise any such convertible or exercisable instrument (except as may be issued pursuant to the terms of an Approved Stock Plan (as defined in the Warrant)), or cause the Company to file or cause to be declared effective a registration statement with the Securities and Exchange Commission (the " Commission ") relating to the offer and sale of any shares of Common Stock (other than the Registration Statements contemplated pursuant to the Registration Rights Agreement), (ii) enter into any swap or other arrangement that transfers to another, in whole or in part, any of the economic consequences of ownership of any shares of Common Stock, or warrants or other rights to purchase shares of Common Stock, whether any such transaction is to be settled by delivery of such securities, in cash or otherwise, owned directly by the undersigned (including holding as a custodian) or with respect to which the undersigned has beneficial ownership within the rules and regulations of the Commission or (iii) directly or indirectly, initiate, solicit or encourage any person to take actions which could reasonably be expected to lead to the occurrence of any of the foregoing (any security, instrument or right to acquire securities referred to in this paragraph, collectively, the " Restricted Securities ").

(b)   Section 1.1(a) shall not, with respect to Restricted Securities, apply to (a) bona fide gifts, whether to charitable organizations or otherwise, provided the recipient thereof agrees in writing with each of the Company and the Investor Agent to be bound by the terms of this Agreement, (b) dispositions to any foundation, trust, partnership or the limited liability company, as the case may be, for the direct or indirect benefit of the undersigned and/or the immediate family of the undersigned, provided that such trust agrees in writing with each of the Company and the Investor Agent to be bound by the terms of this Agreement, (c) transfers as required by law provided that after such transfer, the terms of this Agreement continue to apply to the Restricted Securities and (d) to dispositions by a partnership to a partner of such partnership, provided such partner agrees in writing with each of the Company and the Investor Agent to be bound by the terms of this Agreement. For purposes of this Agreement, “immediate family” shall mean any relationship by blood, marriage or adoption, not more remote than first cousin.

1.2   Voting Agreement . Each Stockholder hereby agrees that at any meeting of the stockholders of the Company, however called, and in any action by written consent of the Company's stockholders, each of the Stockholders shall vote the Common Shares and the Restricted Securities: (a) in favor of the Transactions; and (b) against any proposal or any other corporate action or agreement that would result in a breach of any covenant, representation or warranty or any other obligation or agreement of the Company under the Securities Purchase Agreement or which could result in any of the conditions to the Company's obligations under the Securities Purchase Agreement not being fulfilled. Each Stockholder acknowledges receipt and review of a copy of the Private Placement Memorandum, the Securities Purchase Agreement and the other Transaction Documents (as defined in the Securities Purchase Agreement).

Each Stockholder hereby represents and warrants, severally but not jointly, to each of the Investors as follows:

2.1   Authority Relative to This Agreement . Each Stockholder has all necessary power and authority to execute and deliver this Agreement, to perform his or its obligations hereunder and to consummate the transactions contemplated hereby. Each Stockholder has taken whatever steps necessary, including without limitation, moving the Restricted Securities from a margin account to a cash account and/or delivering any voting instructions or legal proxy to any necessary broker or agent, to ensure that such Stockholder has the necessary power and authority to vote all of the Restricted Securities held by such Stockholder or has properly empowered such broker or agent to vote in accordance herewith. This Agreement has been duly executed and delivered by such Stockholder and constitutes a legal, valid and binding obligation of such Stockholder, enforceable against such Stockholder in accordance with its terms, except (a) as such enforceability may be limited by applicable bankruptcy, insolvency, reorganization, fraudulent conveyance, moratorium or similar laws now or hereafter in effect relating to, or affecting generally the enforcement of creditors' and other obligees' rights, (b) where the remedy of specific performance or other forms of equitable relief may be subject to certain equitable defenses and principles and to the discretion of the court before which the proceeding may be brought, and (c) where rights to indemnity and contribution thereunder may be limited by applicable law and public policy.