License Agreement with Shaolin Temple, Henan Province, PRC

ROLE PLAY GAME (RPG) DEVELOPMENT AND DISTRIBUTION PARTNERSHIP AGREEMENT

This Partnership Agreement for Software Development and Distribution (the

"Agreement ") is entered into as of (the "Effective Date") by and as China Songshan Shaolin Temple Culture Communication Center, of the People’s Republic of China ("CSSTCCC"), and Entertainment Arts Research, Inc. ("Entertainment Arts Research, Inc"), a Nevada corporation, mutually agree to form a partnership. All capitalized terms used in this Agreement and the attached Glossary Addendum shall be defined terms in the Agreement .

1.

PARTNERSHIP BACKGROUND AND PREREQUISITE

(a) According to the terms and conditions of this Agreement , any products to be developed and distributed should be categorized as educational Role Player Game (RPG).

(b) Serving as the Zen Buddhist holy sites in the world and inheritor of intangible cultural heritage of mankind, Shaolin Temple strives to utilize its inherited way of living with wisdom of life, which includes body-mind integration, unification of knowledge and action, and combination of Zen Wu, to contribute to human.

(c) The unique, authentic, and integrated Shaolin Temple and Shaolin Cultural Heritage are full of human values. Both parties shall maintain, protect, and perfectly present these unique values; these actions serves as the prerequisite and guarantee for this project in order for it to be successful and world-widely reputable.

2.

PROPERTY ELEMENTS: The elements of the "Property" licensed pursuant to the terms and conditions of this Agreement shall consist collectively of (a) any elements associated to the content of the Agreement in granting license to Entertainment Arts Research, Inc; and (b) and other materials that will assist Entertainment Arts Research, Inc in creating the Title, any New Title or Unique Title Assets (as defined below).

3.

RIGHTS GRANTED:

(a) Development Rights: CSSTCCC grants to Entertainment Arts Research, Inc a non-transferable license to develop and release RPG products derived from the Property on the following platforms: (i) Console: Microsoft Xbox 360 (

"Xbox 360"), Sony Playstation 2 ("PS2"), Sony PlayStation 3 ("PS3"), and Nintendo Wii ("Wii"); (ii) Handheld: Sony PSP ("PSP") and Nintendo Dual Screen ("DS"); (iii) all PC-CD ROM and Mac formats ("PC/Mac"); (iv) Xbox Live Arcade for the video game arena and like platforms from other first party proprietors, such as Sony HOME, Sony Playstation Network, and Nintendo Wii Storefront ("First Party Platforms"); (v) online and virtual worlds; (vi) wireless handheld devices such as mobile telephones, PDAs, iPods, and Zunes; and (vii) any future or successor platforms to the platforms named in this sentence to the extent such platforms are commercially available during the Term (as defined in Paragraph 4 below) (collectively, the "Platforms"). Such video games shall be referred to as the "Title." Entertainment Arts Research, Inc may use any translations of the Property within the Territory, and CSSTCCC represents and warrants that such translation(s) are available for use as game titles without violation of any third party copyright or trademark for such purpose.

(b) Mobile Rights: In addition to the rights set forth in Paragraph 3(a), CSSTCCC grants to Entertainment Arts Research, Inc a license to develop content based solely on unique, game-only elements of the Title (

"Unique Title Assets") on wireless handheld devices such as mobile telephones, PDAs, iPods, and Zunes ("Mobile Rights"). Such Mobile Rights shall include, but are not limited to, the right to develop the following: games that are derivative of the game set forth in Paragraph 3(a), casual

games, ringtones (including, but not limited to, real tones, "teen buzz" ringtones, ringback tones, polyphonic ringtones, monophonic ringtones, and watchtones), a mobile web (consisting of a WAP site with mobile storefront capabilities), SMS and MMS text messaging, graphics (such as wallpapers), and video (including, but not limited, to "mobi-sodes," mobile video content from the Property, and mobile video content from the Title).

(c) New Title Rights: CSSTCCC also grants to Entertainment Arts Research, Inc the right to develop and release video games derived from any sequels or prequels to the Property on the same terms and conditions as set forth in this Agreement . Furthermore, Entertainment Arts Research, Inc shall have the right to develop and release non-sequel video games derived from the Property on the same terms and conditions as set forth in this Agreement . Any of the foregoing games in this Paragraph 3(c) shall be referred to as a

"New Title." Notwithstanding anything to the contrary herein, a New Title does not include a Derivative Work.

(d) Publishing Rights: CSSTCCC further grants to Entertainment Arts Research, Inc the right to manufacture, publish, distribute, market, advertise, promote and sell the Title, any New Title or Unique Title Assets, subject to any limitations or conditions that CSSTCCC may specify in this Agreement , throughout the Term and Territory (defined below). Any action relating to advertise, promote, and report the Title, any New Title or Unique Title Assets, including without limitation, the content and definition of "Shaolin" and "Shaolin Temple," shall be approved by CSSTSS in written instrument. CSSTCCC promise to respond within 10 office days, after receives notice regarding above issue from Entertainment Arts Research, Inc.

(e) Rights Reserved: CSSTCCC reserves all rights not granted to Entertainment Arts Research, Inc hereunder now known or hereafter created; provided, however, that anything developed by CSSTCCC based on the game content of the Title, any New Title or Unique Title Assets used in any film, television, and video programming are permitted. Nonetheless, development of new products will require new Agreement and new license. Commercial products based on the game content of the Title, any New Title, or Unique Title Assets are permitted; however, the production of products under the brand name of Shaolin violates the rights of CSSTCCC, according to the terms and conditions of the Agreement in connection with the Title, any New Title or Unique Title Assets.

(f) Credit: CSSTCCC shall receive credit in the Title, any New Title or Unique Title Assets in a fashion commensurate with industry standards, subject to applicable console manufacturer restrictions.

4.

TERRITORY/EXCLUSIVITY: The territory to be covered by this Agreement is worldwide (the "Territory"). Other than the rights reserved to CSSTCCC in Paragraph 3(e) and as may be otherwise limited or excepted in this Agreement , CSSTCC shall have the non-exclusive right to use the elements of the Property in accordance with the terms and conditions of this Agreement in connection with the Title, any New Title or Unique Title Assets during the Term in the following countries within the Territory: China, Taiwan, Hong Kong, Macau, Singapore, Malaysia, Myanmar, Vietnam, Thailand, Laos, Cambodia, the Philippines, Brunei and Indonesia. In the countries that are mentioned above, CSSTCCC shall act as the only agency for the distribution of the Title, any New or Unique Title Assets. Outside of the foregoing named countries, however, Entertainment Arts Research, Inc shall have the exclusive right to use the elements of the Property in accordance with the terms and conditions of this Agreement in connection with the Title, any New Title or Unique Title Assets during the Term in the Territory.

5.

TERM (After signing the official contract): The term of this Agreement shall commence on the Effective Date. The Agreement shall terminate in 18 months if no finished product is yielded. Unless it is terminated earlier in accordance with the terms set forth herein, this Agreement shall expire three (3) years from the Effective Date (the "Term"). If Entertainment Arts Research, Inc develops and releases a

New Title, the Term will be extended for an additional four (4) year period in each such case, with a maximum of three (3) such extensions. Any additional extension of the Term shall be mutually agreed among the parties.

6.

GUARANTEE: Entertainment Arts Research, Inc shall pay to CSSTCCC a minimum "Guarantee" for the Title in the amount of US$1,000,000 by March 15, 2010. .

Entertainment Arts Research, Inc shall have the right, any time during the Term, to seek one or more third-parties to co-finance the development of the Title provided that such co-financing arrangements shall not modify the terms of this Agreement .

The Guarantee shall be recouped from the Royalties (as defined in Paragraph 7) payable to CSSTCCC for the Title.

7.

ROYALTIES: Entertainment Arts Research, Inc shall pay to CSSTCCC and CSSTCCC shall earn an 8% royalty from the Before-tax Sales of all formats of the Title, any New Title or Unique Title Assets. This royalties are referred to herein as the "Royalties." Besides, in the joint venture between CSSTCCC and Entertainment Arts Research, Inc, CSSTCCC or its assigns own shall owns 10% of the company’s shares, and Entertainment Arts Research, Inc shall owns 90% of the company’s shares before the company is publicly traded; CSSTCC’s percentage of the company ownership is not subject to any reduction before the company is publicly traded. After the joint venture company is publicly traded, CSSTCC shall own at least 5% of the company’s shares.

8.

CONTRIBUTIONS: CSSTCCC and Entertainment Arts Research, Inc shall contribute 2% from the revenue of all formats of the Title, any New Title or Unique Title Assets to fund the operation of Shaolin Cultural Center, which will be opened in chosen places all around the world for the purpose of providing social benefit to different communities.

9.

DISTRIBUTION OBLIGATIONS:

CSSTCCC shall have the non-exclusive right to distribute the Title, any New Title or Unique Title Assets in all customary and standard channels of distribution, including, but not limited to, trade, retail, rental outlets, online, digitally, and mobile ("on" and "off" deck), in the following countries within the Territory: China, Taiwan, Hong Kong, Macau, Singapore, Malaysia, Myanmar, Vietnam, Thailand, Laos, Cambodia, the Philippines, Brunei and Indonesia. In the above countries, CSSTCCC shall act as the priority agency for the distribution of the Title, any New or Unique Title Assets. Entertainment Arts Research, Inc shall distribute or look for alternative agent to distribute in the named areas only if CSSTCCC declares their abandon of the distribution right on the product. Entertainment Arts Research, Inc shall have the sole right to distribute the Title, any New Title or Unique Title Assets in all customary and standard channels of distribution, including, but not limited to, trade, retail, rental outlets, online, digitally, and mobile ("on" and "off" deck), in all other countries within the Territory except those above named countries in which CSSTCCC shall have non-exclusive distribution rights.

In connection with Entertainment Arts Research, Inc distribution rights mentioned above, CSSTCCC and Entertainment Arts Research, Inc shall comply with the following:

(a) Concept Approval: Entertainment Arts Research, Inc shall be responsible for and shall obtain from the appropriate console and handheld manufacturing entities concept and manufacturing approval for the Title, any New Title or Unique Title Assets.

(b) Duplication: Entertainment Arts Research, Inc shall be responsible for having the Title, any New Title or Unique Title Assets manufactured and duplicated and for all costs thereof. Entertainment Arts Research, Inc shall supply to the console and handheld manufacturers or their licensed manufacturers the master(s), samples of the Title, any New Title or Unique Title Assets, the documentation and manuals for the Title, any New Title or Unique Title Assets, and all other collateral material that are reasonably required to manufacture, or have manufactured the Title, any New Title or Unique Title Assets.

(c) ESRB and First Party Platforms Compliance/Authorized Publisher: Entertainment Arts Research, Inc shall submit to the ESRB and its foreign ratings board equivalents the Title, any New Title or Unique Title Assets and all other materials required to be submitted for ratings compliance, the costs for which Entertainment Arts Research, Inc shall bear, and Entertainment Arts Research, Inc shall comply with all rules and regulations established by the ESRB and its foreign equivalents regarding the distribution of video game products.

(d) Product Support: Entertainment Arts Research, Inc shall provide all customer product support, including technical support, for the Title, any New Title or Unique Title Assets in the Territory in the same manner as it provides such support for any other title that it distributes and/or publishes.

(e) No Preferential Treatment: CSSTCCC acknowledges and understands that Entertainment Arts Research, Inc is under no obligation to treat CSSTCCC's products preferentially to any other software products which Entertainment Arts Research, Inc has the right to sell or license. Notwithstanding the foregoing, Entertainment Arts Research, Inc warrants, represents and agrees that it will cause the Title, any New Title or Unique Title Assets to be manufactured and distributed in a first class manner.

(f) Compliance with all Laws: Entertainment Arts Research, Inc shall comply with all laws, rules, treaties, and regulations governing the development, manufacture, promotion, marketing and distribution of the Title, any New Title or Unique Title Assets throughout the Territory and in the collection of any consumer information via the Internet or otherwise.

(g) Localization: Entertainment Arts Research, Inc shall localize the English language version of the Title, any New Title or Unique Title Assets, both audio and text, and the packaging of the Title, any New Title or Unique Title Assets into languages it deems appropriate. Entertainment Arts Research, Inc shall determine any additional foreign territories in which it will cause the Title, any New Title or Unique Title Assets to be distributed, and will further determine, in its professional judgment, the extent to which the English language version of the Title, any New Title or Unique Title Assets, both audio and text, and the packaging of the Title, any New Title or Unique Title Assets will be translated and dubbed into the foreign languages, or subtitled into the local language.

(h) Bug Testing: Each Title, any New Title or Unique Title Assets shall be thoroughly tested by Entertainment Arts Research, Inc to ensure (i) the functionality and quality assurance of thereof, (ii) the operation of the software on the designated hardware system and other platforms, and (iii) the final products delivered are free of material Bugs which affect in any manner the functionality of final product or their operation on the intended hardware system or other platforms. To the extent that a material Bug is discovered in the Title, any New Title or Unique Title Assets, Entertainment Arts Research, Inc will promptly investigate it and correct all such Bugs, whether discovered by Entertainment Arts Research, Inc, CSSTCCC or a console or handheld manufacturer. Entertainment Arts Research, Inc shall correct all Bugs identified by the console or handheld manufacturer to be fixed. All costs of performing the foregoing obligations shall be borne solely by Entertainment Arts Research, Inc.

(i) Legal Copy / Logos: CSSTCCC shall designate and approve all copyright and trademark notices for CSSTCCC that shall appear on the packaging and advertising for the Title, any New Title or

Unique Title Assets and recognizes Entertainment Arts Research, Inc as only recommended licensee and the only partner for RPG development and distribution projects. CSSTCCC understands that all legal copy and the placement of logos shall be subject to the appropriate console and/or handheld manufacturer's rules and regulations. CSSTCCC will register new trademark if necessary, in the situation of where Shaolin’s trademark already been registered by unauthorized third party in certain countries, such as the United States and Japan. Entertainment Arts Research, Inc assumes the responsibility in assisting in registration of Shaolin’s trademark in the unregistered countries and combating the piracy of Shaolin’s trademark and infringement of rights. Entertainment Arts Research, Inc shall not use the title of "Shaolin" or "Shaolin Temple" in naming any products. Entertainment Arts Research, Inc shall have the right to name its product as "Shaolin XX" or "Shaolin Temple XX."

(j) Free Units/Playable Demos: Entertainment Arts Research, Inc shall have the right to distribute the Title, any New Title or Unique Title Assets for free for promotional or internal purposes up to one hundred (100) units of the Title, any New Title or Unique Title Assets across all formats, on which no Royalties shall be payable to CSSTCCC. Further, Entertainment Arts Research, Inc shall be entitled to create and distribute free consumer and trade demos for the Title, any New Title or Unique Title Assets in any media (including on-line) on which no Royalties shall be payable to CSSTCCC. If evidence shows that Entertainment Arts Research, Inc distribute more than one hundred (100) units of the Title, any New Title or Unique Title Assets for free for promotional or internal purposes, CSSTCCC shall have the right to claim royalties for the extra free copies that Entertainment Arts Research, Inc. distributes.

10.

MARKETING AND PROMOTION: In accordance with term and conditions (1) in this Agreement , CSSTCCC and Entertainment Arts Research, Inc shall use all commercially reasonable efforts to market, advertise and promote the Title, any New Title or Unique Title Assets in that respective portion of the Territory as provided distribution rights in Paragraph 8 during the Term, and shall market, advertise and promote the Title, any New Title or Unique Title Assets according to commercially reasonable industry standards. As much as possible, the parties shall make commercially reasonable efforts to facilitate cross-promotional opportunities and cross-media integration with each party’s marketing teams to provide cooperation in Title, any New Title or Unique Title Assets marketing efforts. CSSTCC shall have the ultimate right to examine any marketing and promotion activates and has the ultimate authority to decide whether the activities are to be implemented. The examination period lasts for 10 working days, and CSSTCC shall provide approval or disapproval after 10 office days, after CSSTCC receives related documents from Entertainment Arts Research, Inc.

Entertainment Arts Research, Inc is granted the right to integrate product placements, advertising, or sponsorships (collectively,

"Sponsorships") into the Title, any New Title or Unique Title Assets; however, Entertainment Arts Research, Inc shall not engage in any such Sponsorships with respect to the Title, any New Title or Unique Title Assets without the prior written approval of CSSTCCC, which approval may not be unreasonably withheld.

According to (1), After selecting the city of major markets, both parties shall apply the permission for establishing Shaolin Cultural Center in different locations from the Shaolin Temple. These Shaolin Cultural Center or the existing Shaolin Cutural Centers established or authorized by Shaolin Temple throughout the world shall serves as recreational places for game players to practice their online game experiences in the real world.

11.

CSSTCCC APPROVAL AND INVESTMENT POWER:

CSSTCCC APPROVAL: Entertainment Arts Research, Inc shall deliver to CSSTCCC for its review and approval all the Title, any New Title or Unique Title Assets and materials created. With regard to CSSTCCC's approval rights, CSSTCCC shall have input into all creative aspects of the Title, any New Title or Unique Title Assets. The development of the Title shall be a collaborative effort between CSSTCCC and Entertainment Arts Research, Inc, such that CSSTCCC shall have input and approval over all aspects of the Title, any New Title or Unique Title Assets, including, but not limited to, the look and feel, art direction, as well as the use of all elements of the Property in the Title, any New Title or Unique Title Assets and in the advertising, promotion and marketing thereof in accordance with this Agreement .

INVESTMENT POWER:

Development of various types of platform products with the title of "Shaolin XX or Shaolin Temple XXX" is allowed under the term and conditions of this partnership Agreement . However, development and distribution of new product with new title, such as "Shaolin YY or Shaolin Temple YYY," requires a new Agreement after negotiation.

CSSTCCC grants this partnership the rights to develop the gaming industry, which is limited to the title, for example "Shaolin XX or XXX Shaolin," and the rights to independently develop any movie, television programs, theater and other media products derived from the title. Distribution of the products mentioned above is not limited to the Territory for RPG. Besides having the Licenses for the derivative of the original product, Entertainment Arts Research, Inc shall have more than 49% of the derivative and other media product’s priority investment power and the right of shareholder returns.

12.

OBLIGATIONS OF CSSTCCC:

(a) Required Licenses: Before any project Agreement is signed, both parties shall obtain any and all necessary approvals from the other party to use the elements of the Property in the Title, any New Title or Unique Title Assets.

13.

INTELLECTUAL PROPERTY RIGHTS:

(a) Ownership:

(i) CSSTCCC: CSSTCCC or its assigns own, and Entertainment Arts Research, Inc or its assigns will not claim any right, title or interest in and to, and expressly acknowledge that they do and will not own, all Intellectual Property Rights in and to the Property, including storylines, characters, names, symbols, titles and logos based on the Property. Entertainment Arts Research, Inc shall cause CSSTCCC to own the aforesaid rights and shall set forth in its Agreement with its developer(s) and any other third parties rendering services in connection with the production of the Title, any New Title or Unique Title Assets that CSSTCCC shall be the exclusive owner of these rights as a party commissioning a work made for hire, or acquiring by assignment rights in a work made for hire (such as elements created by Entertainment Arts Research, Inc’s employees). CSSTCCC's Intellectual Property Rights shall be indefeasible and irrevocable and shall not be subject to reversion under any circumstances, including cancellation, termination, expiration, or breach of this Agreement .

All materials created hereunder shall be prepared by an employee-for-hire of Entertainment Arts Research, Inc under Entertainment Arts Research, Inc's sole supervision, responsibility and monetary obligation. If third parties who are not employees of Entertainment Arts Research, Inc contribute to the creation of the materials, Entertainment Arts Research, Inc shall obtain from such third parties, prior to commencement of work, a full written assignment of

rights so that all right, title and interest in the materials, throughout the universe, in perpetuity, shall vest in CSSTCCC.

(ii) CSSTCCC/Entertainment Arts Research, Inc: With respect to any artwork of the Title, any New Title or Unique Title Assets developed by Entertainment Arts Research, Inc (the

Licensee Created Artwork") and any software tools and/or any game engines developed and used for the Title, any New Title or Unique Title Assets Entertainment Arts Research, Incshall be deemed the joint Intellectual Property of CSSTCCC and Entertainment Arts Research, Inc. Entertainment Arts Research, Inc’s 50% ownership in the Licensee Created Artwork shall not extend to any elements of CSSTCCC’s Intellectual Property that are included within the Licensee Created Artwork, and Entertainment Arts Research, Inc shall have no right to exploit or use Licensee Created Artwork outside the parameters of this Agreement unless Entertainment Arts Research, Inc is able to remove all aspects of and/or references to the CSSTCCC Intellectual Property included in such Entertainment Licensee Created Artwork. Entertainment Arts Research, Inc shall own all Intellectual Property Rights in and to the Source Materials developed for the Title, any New Title or Unique Title Assets, as limited by any ownership interest the console manufacturing entity(ies) may have in the Source Materials with respect to its Intellectual Property for its/their respective platform(s).

(b) Moral Rights:

Any hostile information against the Shaolin and China's within the contents of the products will become a one-vote veto of CSSTCCC.

Entertainment Arts Research, Inc hereby does expressly assign to CSSTCCC any and all rights of paternity or integrity, rights to claim authorship, to object to any distortion, mutilation or other modification of, or other derogatory actions in relation to, any of CSSTCCC's Intellectual Property Rights in and to the Property, whether or not such would be prejudicial to CSSTCCC's honor or reputation, and any similar right, existing under judicial or statutory law of any country in the world, or under any treaty (

"Moral Rights"), regardless of whether such right is denominated or generally referred to as a moral right. Entertainment Arts Research, Inc hereby does irrevocably transfer and assign to CSSTCCC any and all Moral Rights that Entertainment Arts Research, Inc may have in CSSTCCC's Intellectual Property Rights in and to the Property and shall cause Entertainment Arts Research, Inc's employees and contractors, including Entertainment Arts Research, Inc's developers of the Title, any New Title or Unique Title Assets, to do likewise. Entertainment Arts Research, Inc hereby does forever waive and agree never to assert any and all Moral Rights it may have in CSSTCCC's Intellectual Property Rights in and to the Property and shall cause its employees and contractors (including the developers) to do likewise.

14.

DEVELOPMENT COSTS / RESPONSIBILITY FOR EXPENSES: As between CSSTCCC and Entertainment Arts Research, Inc, and except as provided in Paragraph 10(b) above, Entertainment Arts Research, Inc shall be solely responsible for and shall pay all development costs for the Title, any New Title or Unique Title Assets. With respect to Entertainment Arts Research, Inc any and all other costs associated with the distribution of the Title, any New Title or Unique Title Assets, including packaging, advertising, promotional, manufacturing and all other such related costs, CSSTCCC and Entertainment Arts Research, Inc shall be responsible for those costs in their respective portion of the Territory as provided distribution rights in Paragraph 7, proportionally to the district area.

15.

ROYALTY ACCOUNTING AND PAYMENT: Entertainment Arts Research, Inc shall compute payments of CSSTCCC's Royalties on an annual calendar quarterly basis. Within sixty (60) days after the last day of each calendar quarter, Entertainment Arts Research, Inc shall deliver to CSSTCCC a

statement showing, to the full extent provided Entertainment Arts Research, Inc by the distributor, the number of unit sales delineated by format and by country of sale, and the amount of Royalties to be recouped from such unit sales. These quarterly statements are to be delivered to CSSTCCC whether Royalties are payable to CSSTCCC or not. Entertainment Arts Research, Inc will pay to CSSTCCC the Royalties due, if any, simultaneously with delivery of the statement.

Notwithstanding the foregoing, CSSTCCC agrees to work with Entertainment Arts Research, Inc in good faith in order to detail the various systems and processes with respect to the reporting obligations contained herein. Nothing contained in the immediately preceding sentence shall be deemed to amend or alter Entertainment Arts Research, Inc’s obligations contained herein.

16.

ENTIRE AGREEMENT : After the formal establishment of the joint venture agreed by both parties, the rights that CSSTCCC granted to Party B under this Agreement will automatically be transferred to the joint venture.

17. This Agreement is subject to the law of the People's Republic. Both English and Chinese versions have the force of law. The Chinese version Agreement shall serves as the final legal basis upon the event of any dispute.

18. The arbitration location of any legal dispute under this Agreement is Beijing.

19. There are four copies of this Agreement , and both parties shall keep two copies. This Partnership Agreement is entered into as of the official contract signing date, by both parties.