JOINT MARKETING AGREEMENT

Exhibit 10.1

JOINT MARKETING AGREEMENT

This Marketing Agreement (this “Agreement”) is entered into this 10th day of January, 2011 (the “Effective Date”) by and between Avenue South Ltd., with offices at 5 Victory Road, Suffern, New York, United States and Group Consultants Limited, with offices at 3/F, No. 43, Fa Yuen Street, Mongkok, Kowloon, Hong Kong (the “Company”). Avenue South Ltd. and Company are sometimes referred to herein collectively as the “parties” or individually as a “party.”

     NOW, THEREFORE, in consideration of the above premises, the representations, warranties and covenants set forth herein, and for other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, and intending to be legally bound hereby, the parties agree as follows:

1. Marketing and Promotional Activities . To the extent indicated on Exhibit A hereto, the parties agree to use commercially reasonable efforts to engage in the marketing and promotional activities described on Exhibit A hereto.

2. Trademarks; Reservation of Rights .

     2.1 Materials . To the extent indicated on Exhibit A , each party will provide the other party with electronic files containing the trademarks, logos and trade names of such party to be used under this Agreement.

     2.2 License by Avenue South Ltd . Subject to the terms and conditions of this Agreement, Avenue South Ltd. hereby grants to Company a non-exclusive, non-assignable, non-sublicenseable, royalty-free, paid up, limited license [in the geographical territory or other field of use] to use and display Avenue South’s Marks solely as necessary to perform Company’s obligations under this Agreement and as specifically described on Exhibit A .

     2.3 Licensee will not, at any time during or after this Agreement, register, attempt to register, claim any interest in, contest the use of, or otherwise adversely affect the validity of any of Licensor’s Marks (including, without limitation, any act or assistance to any act, which may infringe or lead to the infringement of any such Marks).

     2.4 Reservation of Rights . The parties acknowledge and agree that, except for the rights and licenses expressly granted by each party to the other party under this Agreement, each party will retain all right, title and interest in and to its products, services, Marks, and all content, information and other materials on its website(s), and nothing contained in this Agreement will be construed as conferring upon such party, by implication, operation of law or otherwise, any other license or other right.

3. Warranties; Limitation of Liability .

     3.1 Warranties . Each party represents and warrants to the other that (a) it has the full power to enter into this Agreement and to perform its obligations hereunder, (b) this Agreement constitutes a legal, valid and binding obligation of such party, enforceable against such party in accordance with its terms, and (c) this Agreement does not contravene, violate or conflict with any other agreement of such party.

     3.2 Disclaimer . EXCEPT AS SPECIFICALLY PROVIDED IN THIS AGREEMENT, NEITHER PARTY MAKES, AND EACH PARTY EXPRESSLY DISCLAIMS, ANY REPRESENTATIONS OR WARRANTIES IN CONNECTION WITH THIS AGREEMENT, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT OF THIRD PARTY RIGHTS, TITLE, ANY WARRANTIES ARISING OUT OF A COURSE OF PERFORMANCE, DEALING OR TRADE USAGE, AND THEIR EQUIVALENTS UNDER THE LAWS OF ANY JURISDICTION.

     3.3 Limitation of Liability . EXCEPT FOR THE PARTIES’ OBLIGATIONS PURSUANT TO SECTION 4 , NEITHER PARTY SHALL BE LIABLE TO THE OTHER PARTY FOR ANY SPECIAL, CONSEQUENTIAL, PUNITIVE, INCIDENTAL, OR INDIRECT DAMAGES, OR ANY DAMAGES FOR LOST DATA, BUSINESS I