09:54     INNOVO<00703> - Announcement (3)                                    

    The Company wishes to finance the funding through bank                    
    borrowings and/or equity fund raising. Failing which,                     
    the controlling shareholder of the Company, Mr. Chan                      
    Chak Mo, may be prepared to provide the required                          
    funding for the Company.                                                  
                                                                              
    The CJV Partner will provide the CJV a right to use                       
    the Land at rent free during the Term.                                    
                                                                              
    Duration of     The CJV shall be for a term of 10 years                   
    from the Effective Date unless terminated                                 
      the CJV:      in accordance with the terms of this                      
    Agreement and subject to extension by the parties to                      
    the CJV in writing.                                                       
                                                                              
    Business of     The business shall be to establish and                    
    operate an amusement park on the Land                                     
      the CJV:      during the Term.                                          
                                                                              
    The name of the CJV shall be "Funmania Amusement                          
    Park".                                                                    
                                                                              
    Further finance:        Unless otherwise expressly agreed                 
    by the parties to the CJV, parties to the CJV shall                       
    not be obliged to provide funding or any guarantees                       
    to support the CJV's financing commitments other                          
    those contributed to the CJV.                                             
                                                                              
    Infotower shall be responsible to provide working                         
    capital for the operations of the amusement park to                       
    be built on the Land.                                                     
                                                                              
    Save as mentioned above, there is no commitment or                        
    guarantee provided for any future funding of the CJV.                     
                                                                              
    Profits and losses:     The amount of profits and losses                  
    in respect of any accounting period shall be                              
    determined from the accounts of the CJV. All profits                      
    and losses of the CJV for any accounting period shall,                    
    unless otherwise agreed by the parties to the CJV.                        
                                                                              
    All net profits allocated shall be distributed to the                     
    parties of the CJV according to their respective                          
    interest.                                                                 
                                                                              
    The Company will share 60% of the net profit after                        
    tax of the CJV. The CJV will be treated as a                              
    wholly-owned subsidiary of the Group. All the assets                      
    and liabilities (except the leasehold rights over the                     
    Land) will be booked and recorded in the accounts of                      
    the CJV. 40% of the net profit after tax of the CJV                       
    will be treated as an outgoing expense of Infotower                       
    and payable to the CJV Partner by Infotower. As a                         
    result, subject to final audit adjustment, the                            
    inventories, receivables, cash and rides, other                           
    equipment and other facilities to be owned by                             
    Infotower, the turnover and the remaining 60% of the                      
    net profit after tax of the CJV will be consolidated                      
    into the results of the Company.                                          
                                                                              
    CJV property:   The property and assets of the CJV                        
    shall be beneficially owned by the parties to the CJV                     
    as follows:                                                               
                                                                              
    (i)     the inventories, receivables, cash and rides,                     
    other equipment and other facilities to be owned by                       
    Infotower; and                                                            
                                                                              
    (ii)    leasehold rights over the Land to be owned by                     
    the CJV Partner.                                                          
                                                                              
    Termination     If a party to the CJV considers that a                    
    deadlock or difference in relation to the