BETWEENSecurities Purchase Agreement • June 15th, 2006 • Franklyn Resources Iii Inc • Non-operating establishments • New York
Contract Type FiledJune 15th, 2006 Company Industry Jurisdiction
EXHIBIT 2.1 STOCK EXCHANGE AGREEMENT This Agreement dated as of the 2nd day of June, 2006, by and among Franklyn Resources III, Inc., a Nevada corporation whose address is P. O. Box 461029, Glendale, Colorado 80246 (the "Issuer"), Sinoenergy Holding...Stock Exchange Agreement • June 15th, 2006 • Franklyn Resources Iii Inc • Non-operating establishments • New York
Contract Type FiledJune 15th, 2006 Company Industry Jurisdiction
Exhibit 99.4 This Agreement (the "Agreement") is made as of the 2nd day of June, 2006 by and between Franklyn Resources III, Inc., a Nevada corporation whose address is P. O. Box 461029, Glendale, Colorado 80246 (the "Issuer"), and the stockholders...Stock Purchase Agreement • June 15th, 2006 • Franklyn Resources Iii Inc • Non-operating establishments • New York
Contract Type FiledJune 15th, 2006 Company Industry Jurisdiction
ARTICLE IRegistration Rights Agreement • June 15th, 2006 • Franklyn Resources Iii Inc • Non-operating establishments • New York
Contract Type FiledJune 15th, 2006 Company Industry Jurisdiction
EQUITY REGISTRATION RIGHTS AGREEMENT dated as of September 28, 2007 by and among SINOENERGY CORPORATION and Abax LOTUS LTD. and ccif petrol limitedEquity Registration Rights Agreement • October 11th, 2007 • Sinoenergy CORP • Industrial trucks, tractors, trailors & stackers • New York
Contract Type FiledOctober 11th, 2007 Company Industry JurisdictionThis Equity Registration Rights Agreement (the “Agreement”) is made and entered into as of September 28, 2007, by and among (i) Sinoenergy Corporation, a Nevada corporation (the “Company”), and (ii) Abax Lotus Ltd. (“Abax”) and CCIF Petrol Limited (“CCIF” and, together with Abax, the “Purchasers”).
Exhibit 99.3 Registration Rights Provisions These Registration Rights Provisions constitute an integral part of the Stock Exchange Agreement (the "Agreement") dated June 2, 2006, by and among the Stockholders named therein, and Franklyn Resources III,...Registration Rights Provisions • June 15th, 2006 • Franklyn Resources Iii Inc • Non-operating establishments
Contract Type FiledJune 15th, 2006 Company Industry
Capital and Share Increase AgreementCapital and Share Increase Agreement • June 6th, 2008 • Sinoenergy CORP • Industrial trucks, tractors, trailors & stackers
Contract Type FiledJune 6th, 2008 Company Industry
Land Lease AgreementLand Lease Agreement • April 2nd, 2008 • Sinoenergy CORP • Industrial trucks, tractors, trailors & stackers
Contract Type FiledApril 2nd, 2008 Company IndustryThrough friendly consultation, Party A and Party B come to the following agreement that Party A leases the land located at No.66 Jinhua Road, Sifang District, Qingdao City to Party B:
AGREEMENTSecurities Purchase Agreement • July 31st, 2006 • Franklyn Resources Iii Inc • Non-operating establishments
Contract Type FiledJuly 31st, 2006 Company IndustryAGREEMENT dated this 6th day of July, 2006, by and among by and among Franklyn Resources III, Inc., a Nevada corporation (the “Company”), Barron Partners LP, a Delaware limited partnership (“Barron”), and the other investors named in Schedule A to a certain Securities Purchase Agreement (the “Original Agreement”) dated June 2, 2006, Barron and such other investors being collectively referred to as the “Initial Investors” and each, individually, an “Initial Investor” and IRA FBO John P. O’Shea, Pershing LLC as Custodian (“O’Shea”)
ContractAgreement and Plan of Merger • August 17th, 2010 • Sinoenergy CORP • Industrial organic chemicals
Contract Type FiledAugust 17th, 2010 Company IndustryTHIS AMENDMENT dates as of July 31, 2010 (this “Amendment”) amends the AMENDED AND RESTATED AGREEMENT AND PLAN OF MERGER dates as of March 29, 2010 as previously amended (the “Agreement”) by and between Skywide Capital Management Limited, a company incorporated with limited liability under the laws of the British Virgin Islands (the “Buyer”) and Sinoenergy Corporation, a corporation organized under the laws of the state of Nevada (the “Company”). Unless otherwise specified, all capitalized terms used in this Amendment shall have the meanings attributed thereto by the Agreement.
DATED June 15, 2008 SINOENERGY HOLDING LIMITED, as Vendor, GREKA SNU LTD., as Purchaser, and SINOENERGY CORPORATION, as GuarantorShare Purchase Agreement • July 7th, 2008 • Sinoenergy CORP • Industrial trucks, tractors, trailors & stackers • Hong Kong
Contract Type FiledJuly 7th, 2008 Company Industry JurisdictionIn this Agreement, unless the context otherwise requires, the following words and expressions shall have the following meanings:
ContractAgreement and Plan of Merger • March 12th, 2010 • Sinoenergy CORP • Industrial organic chemicals
Contract Type FiledMarch 12th, 2010 Company IndustryTHIS AMENDMENT dated as of March 10, 2010 (this “Amendment”) amends the AGREEMENT AND PLAN OF MERGER dated as of October 12, 2009, as previously amended (the “Agreement”) by and between Skywide Capital Management Limited, a company incorporated with limited liability under the laws of the British Virgin Islands (the “Buyer”) and Sinoenergy Corporation, a corporation organized under the laws of the state of Nevada (the “Company”). Unless otherwise specified, all capitalized terms used in this Amendment shall have the meanings attributed thereto by the Agreement.
Equity Interest Transfer AgreementEquity Interest Transfer Agreement • September 14th, 2007 • Sinoenergy CORP • Industrial trucks, tractors, trailors & stackers
Contract Type FiledSeptember 14th, 2007 Company IndustryTherefore, Party A and Party B shall enter into the agreement of equity transfer by friendly negotiation and principle of equity and mutual benefits complying with applicable laws and regulations of PRC.
ContractAgreement and Plan of Merger • February 10th, 2010 • Sinoenergy CORP • Industrial organic chemicals
Contract Type FiledFebruary 10th, 2010 Company IndustryTHIS AMENDMENT dated January 26, 2010 (this “Amendment”) amends the AGREEMENT ANDPLAN OF MERGER dated October 12, 2009 (the “Agreement”) by and between Skywide Capital Management Limited, a company incorporated with limited liability under the laws of the British Virgin Islands (the “Buyer”) and Sinoenergy Corporation, a corporation organized under the laws of the state of Nevada (the “Company”).
SHAREHOLDER ENTRUST AGREEMENTShareholder Entrust Agreement • August 22nd, 2006 • Franklyn Resources Iii Inc • Industrial trucks, tractors, trailors & stackers
Contract Type FiledAugust 22nd, 2006 Company IndustryIn accordance with the Law of the People's Republic of China and the corporation laws of the People’s Republic of China and correlative regulations and rules and other relevant Chinese laws and regulations, and with the principle of equality and voluntary and through friendly consultations by Party A and Party B for affairs about Party A entrust Party B with hold shares conclude Clauses as below, abide by two parties together.
Natural Gas Sale and Purchase Intention AgreementNatural Gas Sale and Purchase Intention Agreement • May 23rd, 2007 • Sinoenergy CORP • Industrial trucks, tractors, trailors & stackers
Contract Type FiledMay 23rd, 2007 Company IndustryWith respect that China Petroleum and Chemical Corporation (SINOPEC) will start to construct natural gas pipeline of the “Deliver the Natural Gas in Sichuan to East Part” project, whose trunk line is from the initial station of Puguang Gas Field in Xuanhan County, Sichuan Province to the final station in Shanghai through Chongqing City (Liangping and Zhongxian, etc.), Hubei Province (Enshi, Yichang, Wuhan, Huangshi and Huangmei, etc.), Anhui Province (Anqing, Chizhou and Xuancheng, etc.), Zhejiang Province (Huzhou and Jiaxing, etc.) and Jiangsu Province. The length of the trunk line is about 1,702km, the diameter is 1,016mm, the designed capacity is 12 billion m3/year, and the designed pressure is 10MPa. It is planned to be completed in December 2008;
AMENDED AND RESTATED AGREEMENT AND PLAN OF MERGER BY AND AMONG SKYWIDE CAPITAL MANAGEMENT LIMITED, SNEN ACQUISITION CORP. AND SINOENERGY CORPORATION DATED AS OF MARCH 29, 2010Agreement and Plan of Merger • April 6th, 2010 • Sinoenergy CORP • Industrial organic chemicals • Nevada
Contract Type FiledApril 6th, 2010 Company Industry JurisdictionTHIS AMENDED AND RESTATED AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of March 29, 2010, is by and among Skywide Capital Management Limited, a company incorporated with limited liability under the laws of the British Virgin Islands (the “Buyer”), SNEN Acquisition Corp., a corporation organized under the laws of the state of Nevada and a wholly-owned subsidiary of the Buyer (the “Buyer Subsidiary”) and Sinoenergy Corporation, a corporation organized under the laws of the state of Nevada (the “Company”).
SINOENERGY CORPORATION 12% SENIOR NOTES DUE 2012 INDENTURE Dated September 28, 2007 DB TRUSTEES (HONG KONG) LIMITED as Trustee DEUTSCHE BANK AG, HONG KONG BRANCH as Paying Agent DB TRUSTEES (HONG KONG) LIMITED as Collateral AgentIndenture • October 11th, 2007 • Sinoenergy CORP • Industrial trucks, tractors, trailors & stackers • New York
Contract Type FiledOctober 11th, 2007 Company Industry Jurisdiction 3. Check if Transferee will take delivery of a beneficial interest in the Global Note or a Definitive Note pursuant to any provision of the Securities Act other than Rule 144A or Regulation S. The Transfer is being effected in compliance with the transfer restrictions applicable to beneficial interests in Global Notes and Definitive Notes and pursuant to and in accordance with the Securities Act and any applicable blue sky securities laws of any state of the United States, and accordingly the Transferor hereby further certifies that:
Equity Transfer Agreement of Qingdao Sinogas Yuhan Chemical Equipment Co., Ltd.Equity Transfer Agreement • August 22nd, 2006 • Franklyn Resources Iii Inc • Industrial trucks, tractors, trailors & stackers
Contract Type FiledAugust 22nd, 2006 Company IndustryParty C should pay the share transferring fee of $375,000 US dollars to Party B by the end of July, 2006. After Party C pays the share transferring fee, the four parties (Party A, Party B, Party C and Party D) will go through the relative examination, approval and registration procedure regarding share transferring and Yuhan will change from a domestic-funded company into a Sino-Foreign Joint Equity Venture.
Construction with Investment and Management of CNG-LNG Project Contract February 1, 2007Construction Contract • April 10th, 2007 • Sinoenergy CORP • Industrial trucks, tractors, trailors & stackers
Contract Type FiledApril 10th, 2007 Company IndustryIn order to promote local economic development and in accordance with relevant regulations of Contract Law of the People’s Republic of China and Company Law of the People’s Republic of China, both parties come to an agreement and sign this contract on Party B makes investment in Huangmei County upon the principle of mutual benefit and friendly consultation.
AGREEMENT AND PLAN OF MERGER BY AND BETWEEN SKYWIDE CAPITAL MANAGEMENT LIMITED AND SINOENERGY CORPORATION DATED AS OF OCTOBER 12, 2009Merger Agreement • October 14th, 2009 • Sinoenergy CORP • Industrial organic chemicals • Nevada
Contract Type FiledOctober 14th, 2009 Company Industry JurisdictionTHIS AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of October 12, 2009, is by and between Skywide Capital Management Limited, a company incorporated with limited liability under the laws of the British Virgin Islands (the “Buyer”) and Sinoenergy Corporation, a corporation organized under the laws of the state of Nevada (the “Company”).
Equity Transfer AgreementEquity Transfer Agreement • February 6th, 2008 • Sinoenergy CORP • Industrial trucks, tractors, trailors & stackers
Contract Type FiledFebruary 6th, 2008 Company IndustryQingdao Lingang Industrial Park, Yinzhu Town, Qingdao. Registered capital is $6 million, sino-foreign joint venture corporation. Party A, Party B, Party C, and Party D invested $1,457,311 in Target Company up to the signature date of the Agreement.
SINOENERGY CORPORATIONInformation and Inspection Rights Agreement • October 11th, 2007 • Sinoenergy CORP • Industrial trucks, tractors, trailors & stackers
Contract Type FiledOctober 11th, 2007 Company IndustryThis letter will confirm our agreement that pursuant to and effective as of your purchase of certain (x) 12% Guaranteed Senior Notes due 2012 (the “Senior Notes”) and (y) 3.0% Guaranteed Senior Convertible Notes due 2012 (the “Convertible Notes”, and together with the Senior Notes, the “Securities”) issued by Sinoenergy Corporation (the “Company”) pursuant to the applicable securities purchase agreements (the “Securities Purchase Agreement”) dated August 31, 2007 among the Company, the Investors and the other parties thereto, the Investors (and its successors and assigns) shall be entitled to the following contractual rights to certain financial information, inspection rights, and other rights specifically provided herein:
Confidential March 6 , 2008 Abax Lotus Ltd. c/o Abax Global Capital (Hong Kong) Limited Suite 6708, 67/F Two International Finance CentreIndenture • December 24th, 2008 • Sinoenergy CORP • Industrial organic chemicals
Contract Type FiledDecember 24th, 2008 Company Industry
SINO-FOREIGN EQUITY JOINT VENTUREJoint Venture Agreement • August 22nd, 2006 • Franklyn Resources Iii Inc • Industrial trucks, tractors, trailors & stackers
Contract Type FiledAugust 22nd, 2006 Company Industryand other relevant Chinese laws and regulations, Sinoenergy Holding Limited, with its legal address at Akara Bldg.,24De Castro Street, Wickhams Cay , road Town, tortolar. (hereinafter referred to as Party A) and Beijing Sanhuan Technology Development Co., Ltd. (hereinafter referred to as Party B), and Wuhan Fukang Automotive Cleaning Energy Company (hereinafter referred to as Party C), and Wuhan Yixiang Industry Trade Company (hereinafter referred to as Party D), in accordance with the principle of equality and mutual benefit and through friendly consultations, agree to jointly invest to set up a joint venture enterprise in Wuhan Province of the People's Republic of China.
Construction with Investment and Management of CNG-LNG Project Contract January 26, 2007Construction Contract • April 10th, 2007 • Sinoenergy CORP • Industrial trucks, tractors, trailors & stackers
Contract Type FiledApril 10th, 2007 Company IndustryIn order to promote local economic development and in accordance with relevant regulations of Contract Law of the People’s Republic of China and Company Law of the People’s Republic of China, both parties come to an agreement and sign this contract on Party B invest and construct CNG-LNG project in Xuancheng City upon the principle of mutual benefit and friendly consultation.
Equity Transfer AgreementEquity Transfer Agreement • June 6th, 2008 • Sinoenergy CORP • Industrial trucks, tractors, trailors & stackers
Contract Type FiledJune 6th, 2008 Company IndustryWhereas Jiaxing Lixun Automotive Electronic Co., LTD (hereinafter referred to as “Jiaxing Lixun ”) is a sino-foreign joint company collectively incorporated by Qingdao Sinogas General Machinery Co. Ltd. (hereinafter referred to as “Qingdao Sinogas”), Sinoenergy Holding Limited Co. and Mr. Foqing Zhu with registered capital of ¥700,000, approved and authorized by Jiaxing Administration of Industry and Commerce;
SUPPLEMENTAL INDENTURE No. 1Supplemental Indenture • July 21st, 2008 • Sinoenergy CORP • Industrial trucks, tractors, trailors & stackers
Contract Type FiledJuly 21st, 2008 Company IndustrySupplemental Indenture No. 1, dated June 23, 2008, to the Indenture (the “Indenture”) by and among by and among Sinoenergy Corporation, a Nevada corporation, Sinoenergy Holding Limited, a British Virgin Islands corporation as a Guarantor thereunder, DB Trustees (Hong Kong) Limited, as Trustee and Collateral Agent thereunder and Deutsche Bank AG, Hong Kong Branch as Paying Agent and Conversion Agent thereunder.
DATED 28 September 2007 CHARGE over registered shares in Sinoenergy Holding Limited between SINOENERGY CORPORATION as Chargor and DB TRUSTEES (HONG KONG) LIMITED as Security AgentCharge Agreement • October 11th, 2007 • Sinoenergy CORP • Industrial trucks, tractors, trailors & stackers
Contract Type FiledOctober 11th, 2007 Company Industry
EXHIBIT 4.1 NEITHER THIS NOTE NOR THE SHARES OF SERIES A CONVERTIBLE PREFERRED STOCK OR COMMON STOCK ISSUABLE UPON CONVERSION OF THIS NOTE HAS BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAW, AND SUCH...Convertible Note Agreement • June 15th, 2006 • Franklyn Resources Iii Inc • Non-operating establishments • New York
Contract Type FiledJune 15th, 2006 Company Industry Jurisdiction
Sinoenergy Holding Limited Co. Jiaxing Li Ou Electromechanical Equipment Co.Ltd. Shanghai Linghui Enterprising Capital Co. Ltd. Zhejiang Zhongke Zhaoying Enterprising Capital Co. Ltd. Zhejiang Meibang Kunyuan Enterprsing Capital Co. Ltd. Beijing...Capital Injection Agreement • June 6th, 2008 • Sinoenergy CORP • Industrial trucks, tractors, trailors & stackers
Contract Type FiledJune 6th, 2008 Company IndustryThis Capital Injection Agreement (hereinafter referred to as “Agreement”) is signed by each of Parties at April 24th, 2008 in Shanghai, PRC.
Supplementary Agreement of Equity TransferSupplementary Agreement of Equity Transfer • February 6th, 2008 • Sinoenergy CORP • Industrial trucks, tractors, trailors & stackers
Contract Type FiledFebruary 6th, 2008 Company IndustryParty A and Party B have signed the Equity Transfer Agreement on Qingdao Shan Yang Tai Chemical Resources Development Co. Ltd.(hereinafter referred to as “Target Company”) at December, 17th, 2007 which was incorporated by Party A and other 3 shareholders at Lingang Industry Park in Yinzhu Town of Jiaonan, Qingdao. Party A and Party B shall enter into the Supplementary Agreement of Equity Transfer by friendly negotiation and principle of equity and mutual benefits complying with applicable laws and regulations of PRC.
Natural Gas Sale and Purchase AgreementNatural Gas Sale and Purchase Agreement • June 20th, 2007 • Sinoenergy CORP • Industrial trucks, tractors, trailors & stackers
Contract Type FiledJune 20th, 2007 Company IndustryWith respect that China Petroleum and Chemical Corporation (SINOPEC) will start to construct natural gas pipeline of the “Deliver the Natural Gas in Sichuan to East Part” project, whose trunk line is from the initial station of Puguang Gas Field in Xuanhan County, Sichuan Province to the final station in Shanghai through Chongqing City (Liangping and Zhongxian, etc.), Hubei Province (Enshi, Yichang, Wuhan, Huangshi and Huangmei, etc.), Anhui Province (Anqing, Chizhou and Xuancheng, etc.), Zhejiang Province (Huzhou and Jiaxing, etc.) and Jiangsu Province. The length of the trunk line is about 1,702km, the diameter is 1,016mm, the designed capacity is 12 billion m3/year, and the designed pressure is 10MPa. It is planned to be completed in December 2008;
ContractAgreement and Plan of Merger • June 4th, 2010 • Sinoenergy CORP • Industrial organic chemicals
Contract Type FiledJune 4th, 2010 Company IndustryTHIS AMENDMENT dated as of May 31, 2010 (this “Amendment”) amends the AMENDED AND RESTATED AGREEMENT AND PLAN OF MERGER dated as of March 29, 2010 (the “Agreement”) by and between Skywide Capital Management Limited, a company incorporated with limited liability under the laws of the British Virgin Islands (the “Buyer”) and Sinoenergy Corporation, a corporation organized under the laws of the state of Nevada (the “Company”). Unless otherwise specified, all capitalized terms used in this Amendment shall have the meanings attributed thereto by the Agreement.
AGREEMENTSecurities Purchase Agreement • March 21st, 2007 • Sinoenergy CORP • Industrial trucks, tractors, trailors & stackers • New York
Contract Type FiledMarch 21st, 2007 Company Industry JurisdictionAGREEMENT dated this th day of February, 2007, by and among by and among Sinoenergy Corporation, a Nevada corporation (the “Company”), the investors (the “Investors”) named in Schedule A to a certain Securities Purchase Agreement dated June 2, 2006 as amended by an amendment dated July 6, 2006, which agreement, as so amended, is referred to as the “Purchase Agreement,” and Skywide Capital Management Limited, a British Virgin Islands corporation (“Skywide” and, together with the Company and the Investors, the “Parties” and each, a “Party”).