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EXHIBIT 10.22 SEPARATION AND SEVERANCE AGREEMENT

Termination Severance Agreement

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Genesis Technology Group, Inc | Shanghai Yastand Information Technology Company, Limited | Yastock Investment Consulting Company, Limited

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Title: EXHIBIT 10.22 SEPARATION AND SEVERANCE AGREEMENT
Governing Law: Florida     Date: 1/19/2005

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EXHIBIT 10.22

SEPARATION AND SEVERANCE AGREEMENT

This Separation and Severance Agreement ("Agreement") is made and

entered into by and between Genesis Technology Group, Inc. (the "Company"), Dr.

James Wang ("Wang"), Yastock Investment Consulting Company, Limited ("Yastock"),

and Shanghai Yastand Information Technology Company, Limited ("Yastand")

(collectively, the "Parties") as of the 10th day of December 2004.

RECITALS

A. Wang has been employed by the Company as President and served as the

Company's Chairman of the Board of Directors.

B Wang and the Company entered into a new Employment Agreement on

August 1, 2004 (the "Employment Agreement").

C. After lengthy discussions among the Parties concerning the

operations, management structure and future of the Company, the Parties desire

to terminate their relationship and reorganize the structure of the Company on

an amicable basis pursuant to the terms and conditions set forth herein.

NOW, THEREFORE, in consideration of the mutual promises, undertakings

and releases, receipt of which is hereby acknowledged as sufficient

consideration by both Parties, the Parties agree as follows:

1. RECITALS. The above recitals are true, correct, and are herein

incorporated by reference.

2. RESIGNATION OF EMPLOYMENT. Wang hereby resigns as President and

Chairman of the Board and Director and from any and all other offices or

positions he may have had with the Company, to be effective on the Termination

Date, as defined herein

Wang acknowledges that he has timely received all wages, benefits or

other monies due through the date of this Agreement under the Employment

Agreement or otherwise from the Company.

3. TERMINATION. The Employment Agreement is permanently terminated

effective on the Termination Date. Except as otherwise provided for herein in

this Agreement, no provision of the Employment Agreement shall survive the

termination of Wang's employment with the Company, including, but not limited

to, Wang's obligations under sections 1(A), 9, 10, 11, 12, 15, and 17 of the

Employment Agreement.

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4. SEVERANCE AND BENEFITS. Subject to the conditions set forth herein,

the Company and Wang agree to the following.

(a) The Company shall transfer its ownership interest in and to Yastock

and Yastand, free and clear of all liens, pledges, hypothecation, option,

contract and other encumbrance, to the previous owners.

 

(b) Yastock/Yastand have negotiated the following contracts on behalf

of the Company, and the Yastock/Yastand agrees to transfer all rights and

privileges of these agreements to Company for its future use and benefit:

SVA-NEC LCD panel contract

SVA personal computer agreement

KTC OEM agreement

Concord Panel PC contract

(c) The Company shall transfer to Yastock 2/3rds of its ownership

interest in the joint venture with CIIC Investment Banking Services Company,

Limited, free and clear of all liens, pledges, hypothecation, option, contract

and other encumbrance.

(d) At the close of business on December 13, 2004, the Company shall

issue Wang 562,5000 shares of the Company's common stock ("Shares") pursuant to

the Company's 2004 Stock Option Plan, which Shares shall be registered under an

effective registration statement on Form S-8 ("Registration Statement"); To

discharge its obligation under this paragraph, the Company shall amend the

Registration Statement at its sole cost and expense to include Wang as a selling

shareholder within forty-five (45) days of the Termination Date of this

Agreement. Wang acknowledges and understands that the aggregate amount of shares

sold under the Registration Statement during any three-month period cannot

exceed an amount equal to 1% of the Company's issued and outstanding shares of

common stock.

(e) The Company shall deposit in escrow with Schneider, Weinberger &

Beilly, LLP, counsel for the Company, $100,000 on December 17, 2004. The

$100,000 shall be payable and will be released to Wang on the day after the

Company files its annual report on Form 10-KSB for the year ended September 30,

2004 ("Annual Report") with the Securities and Exchange Commission ("SEC") and

the Annual Report is accepted by the SEC edgar filing system.

(f) Wang agrees to provide substantial assistance and leadership to the

Company in the preparation of the Company's Annual Report and organization of

all audits of subsidiaries. Wang will assist GTEC maintain a good relationship

between GTEC and its subsidiary Chorry Technologies, LTD.

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(g) Wang has received options ("Options") to purchase 1,500,000 shares

("Option Shares") of the Company's common stock at an exercise price of .06

cents per share pursuant to the Employment Agreement and the Company's

Non-Qualified Stock Option Plan, which Options and Option Shares have been

registered in the Registration Statement, described in 4(d) above. The Options

have, and the Company agrees to abide by, an exercise expiration date of

December 31, 2005, at which time the Options, if not otherwise exercised, shall

terminate. In the event that it is necessary to amendment the Registration

Statement to enable Wang to exercise the Options and/or for the resale of the

Option Shares acquired by Wang thereunder, then the Company agrees to file, at

its sole cost and expense, an amendment to the Registration Statements, or

furnish an opinion letter by counsel for the Company that such amendment is not

required, if applicable, within forty-five (45) days of a written request from

Wang to do so.

(h) For a period of three (3) years following the Termination Date of

this Agreement, Wang, Yastock and Yastand shall not (i) without first obtaining

the written consent of the Company, directly or indirectly, do business with any

of the past or current customers of the Company, or (ii) directly or indirectly,

solicit or proposition, or otherwise attempt to induce any of the customers of

the Company to terminate their relationships with the Company.

(i) The Company agrees that if Wang is made a party, is threatened to

be made a party, to any action, suit or proceeding, whether civil, criminal,

administrative, or investigative (a "Proceeding"), by reason of the fact that

Wang is or was a director, officer, or employee of the Company, or is or was

serving at the request of the Company as a director, officer, member, employee,

or agent of another corporation, partnership, joint venture, trust, or other

enterprise, including service with respect to employee benefit plans, whether or

not the basis of such Proceeding is Wang's alleged action in an official

capacity while serving as a director, officer, member, employee, or agent, Wang

shall be indemnified and held harmless by the Company to the fullest extent

legally permitted or authorized by the Company's Articles of Incorporation,

Bylaws, or resolutions of the Board of the Company, or, if greater, by the laws

of the State of Florida, against all cost, expense, liability, and loss

(including, without limitation, attorney's fees, judgments, fines, ERISA excise

taxes or other liabilities or penalties and amounts paid or to be paid in

settlement) reasonably incurred or suffered by Wang in connection therewith, and

such indemnification shall continue as to Wang even if he has ceased to be a

director, member, employee, or agent of the Company or other entity and shall

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