Exhibit 10.1
NOVATION AGREEMENT
Dated as of June 30, 2011 among:
Jieming Huang, an individual with
a legal address at Room 102, Bing Suite, No. 65 Qingtanxincun,
Changzhou, China 213000 (the " Remaining Party
"),
and
Baby Fox International, Inc., a
company incorporated under the laws of the State of Nevada, United
States of America, with an address at Minhan District, 89 Xinband
Road, Suite 305-B5, Shanghai, P.R. China (the " Transferor
")
and
BBFX Holding Corp., a company
incorporated under the laws of the State of Nevada, United States
of America, with an address at Minhan District, 89 Xinband Road,
Suite 305-B5, Shanghai, P.R. China (the " Transferee
").
The Transferor and the Remaining
Party have entered into a Loan Agreement dated February 18, 2008
(“ Original Agreement "), pursuant to which the
Remaining Party provided a loan with a principal amount of
US$810,160.25 and with a five percent annual interest rate to
Transferor.
With effect from and including
June __, 2011 (the " Novation Date "), the Transferor
wishes to transfer by novation to the Transferee, and the
Transferee wishes to accept the transfer by novation of, all the
rights, liabilities, duties and obligations of the Transferor under
and in respect of all terms and conditions set out in the Original
Agreement, with the effect that the Remaining Party and the
Transferee enter into a new loan agreement (" New Agreement
") between them having terms ident