This Agreement is executed by the following Parties on 18 September 2007:
Legal Representative: Zhang Ruilin
Party B: Zhang Ruilin
Party A and Party B shall be referred to individually as a “Party” or collectively as the “Parties”.
Therefore, the Parties have through friendly consultation reached the following agreement on repayment of the
Payments by Party B to Party A:
Party A: MI Energy Corporation
Address: Room 406, Block C, Grand Place, 5 Huizhong Road, Chaoyang District, Beijing
Passport Number: G18206054
1. Party A has paid several sums of amount on behalf of Party B to third parties upon requests of Party B
accumulatively in an aggregate amount of RMB equal to USD 119,206,906.36 (the “Payments”);
2. Party B agrees to repay the Payments to Party A in accordance with this Agreement.
Article 1. Confirmation of Payments and Repayment
The Parties hereby agree and confirm that Party A has made the Payments set out in Annex A hereto to third
parties on behalf of Party B.
Party B shall make a repayment to Party A of all the amount of the Payments in accordance with the Repayment
Schedule attached as Annex B to this Agreement, provided that Party B shall be permitted to prepay the amount
of the Payments in whole or in part at any time prior to the dates referenced therein without premium or penalty.
Article 2. Representations and Warrants
The Parties hereby make the following Representations and Warrants:
The Parties have full power, authority and legal rights to execute this Agreement;
Each party’s obligations under this agreement shall be lawful, valid and enforceable;
The fact that the Parties execute this Agreement shall not contradict with or cause the violation of any laws,
regulation, judgments, orders, authorizations, agreements or obligation applicable to them.
Article 3. Governing