1 Consulting Service Agreement/咨询服务协议 This Consulting Services Agreement (this “ Agreement ” ) is dated December 28, 2005, and is entered into in 【】 City, People’s Republic of China (“PRC” or “China” ) by and between Company A (“ Party A ” ) and COMPANY B (“ Party B ” ). Party A and Party B are referred to collectively in this Agreement as the “ Parties .” 本咨询服务协议（“本协议” ）由公司甲（“甲方” ），与公司乙（“乙方” ）协商一致，于 2005 年 12 月 28 日在中国【】市签订。甲方和乙方称为“各方” 。 RECITALS 陈述 (1) Party A, a company incorporated in Hong Kong, specializes in dress industry and investment; 甲方为在香港设立的公司，专业开展服饰业务和投资； (2) Party B, a limited company incorporated in PRC, is engaged in the manufacture and sale of the dress (collectively the “ Business ” ); 乙方为在中国设立的有限公司，从事服装制造和销售 ( “业务” ); (3) The Parties desire that Party A provides Party B with consulting and other relevant services in connection with the Business; and 各方期望甲方提供咨询服务和其他与乙方从事业务相关的服务给乙方；与 (4) The Parties are entering into this Agreement to set forth the terms and conditions under which Party A shall provide consulting and other related services to Party B. 各方签订本协议以确定相关条款和条件，据于此，甲方将向乙方提供咨询以及其他相关服务。 NOW THEREFORE, the Parties agree as follow s: 为此，各方签订以下协议，以资双方遵守： 1. DEFINITIONS ( 定义 ) 1.1 In this Agreement the following terms shall have the following meanings: 本协议中以下词组应具有以下含义： “ Affiliate ,” with respect to any Person, shall mean any other Person that directly or indirectly controls, or is under common control with, or is controlled by, such Person. As used in this de...
