SHANGHAI CRC TELECOM CO., LTD
ASIA PAYMENTS INC.
THIS AGREEMENT ("AGREEMENT") IS MADE ON THE SEPTEMBER 22, 2004
(1) SHANGHAI CRC TELECOM CO., LTD of 7F, 88 Hua Yan Rd, Shanghai 200083, The People's
Republic of China (hereafter referred to as "SCRC")
SCRC is a subsidiary of China Sino-Railcom Corporation and a licensed Telecommunication and added value
services provider in China.
(2) ASIA PAYMENTS, INC. a Delaware corporation with its principal office located at 704 N. King Street
Suite 500, Wilmington, Delaware, U.S.A. (hereafter referred to as "APYM");
ASIA PAYMENTS INC. is a company incorporated in the United States and is engaged in providing credit
card processing system services and related applications. Asia Payments Inc. is a wholly owned Delaware
subsidiary of ASIA PAYMENT SYSTEMS, INC. (NASD OTCBB: APYM);
NOW IT IS HEREBY AGREED AS FOLLOWS:-
1. JOINT CO-OPERATION AGREEMENT
The parties agreed to form a partnership in pursuing the joint business opportunities in the China, which will
include but not be limited to, creation and implementation of an international standard file format credit bureau
system for the purpose of gathering, storing, and selling credit file data to clients both in China and abroad. The
Joint Business Opportunity intends to provide professional merchant credit card and loyalty card processing and
credit bureau services to merchants and financial institutions in China.
The parties agreed that immediately after the signing of this Agreement APYM will authorize SCRC to jointly
launch a Nine (9) month pilot project, to explore the most feasible, cost effective, and efficient business models
for establishment and launching of card processing and credit bureau services for which APYM can become the
sole service provider in China and which may also move towards a Co-operative Joint Venture (CJV) or other
formal partnership set up.
The parties agree it is the common goal for the joint co-operation and the (CJV) to