Item 1.02 Termination of a Material Definitive Agreement.

On September 8, 2020 HQDA entered into a Mutual Rescission and Release Agreement with Palau Asia-Pacific International Aviation and Travel Agency consisting of Palau Asia Pacific Air Management Limited, Global Tourism Management Limited and Global (Guangzhou) Tourism Service Co., Ltd. (collectively the "Project Company") (the "Rescission Agreement"). On April 16, 2019 HQDA and the Project Company entered into a certain Business Project Investment Agreement (the "Project Agreement"), wherein HQDA acquired 51% of the Project Company for the purchase price of $8,000,000. HQDA has paid $3,000,000 of the purchase price. Effective ab initio the Project Agreement, in its entirety, is hereby unequivocally rescinded, abrogated, cancelled, void in its inception and of no force or effect whatsoever and the parties shall be returned to their positions prior to the Project Agreement. HQDA shall return all stock certificates to the Project Company representing 51% of the Project Company and the Project Company shall deliver to HQDA $378,830. Upon completion of these deliveries, the obligations of the parties shall be terminated.

The foregoing description of the Rescission Agreement does not purport to be complete and is qualified in its entirety by reference to the complete text of the document, which is filed as an exhibit to this report and is incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.





(d) Exhibits



Exhibit No.   Description
10.1            Mutual Rescission and Release Agreement dated September 8, 2020




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