ESCROW AGREEMENT This Escrow Agreement (the "Agreement") is made and entered into by and among T. Alan Owen & Associates, P.C. ("TAO"), Attorneys at Law, Arlington, Texas, and Discount Mortgage Source, Inc. ("DMS"), a Texas corporation, on behalf of...Escrow Agreement • July 31st, 2000 • Discount Mortgage Source Inc • Texas
CONSULTING SERVICES AGREEMENT (English Translation)Consulting Services Agreement • October 26th, 2006 • Endo Networks Inc • Loan brokers
This Consulting Services Agreement (this “Agreement”) is dated September 6, 2006, and is entered into in Xi’an, China between Hangson Limited, a business company incorporated under the laws of the British Virgin Islands, located at 2nd Floor, Abbott Building, Road Town, Tortola, British Virgin Islands, (“Party A”), and, Shaanxi Suo’ang Biological Science & Technology Co., Ltd., a company with joint stock limited liability organized under the laws of the People’s Republic of China (“Party B”), with a registered address at 22F, Suite A, Zhengxin Building, No.5, Gaoxin 1st Road, Xi’an Hi-tech Industries Development Zone, Xi’an, Shaanxi Province, People’s Republic of China 710075. Party A and Party B are referred to collectively in this Agreement as the “Parties.”
DISCOUNT MORTGAGE SOURCE, INC. SUBSCRIPTION AGREEMENT July ____, 2000 DISCOUNT MORTGAGE SOURCE, INC. 750 i-30 East, Suite 170 Rockwall, Texas 75087 Ladies and Gentlemen: 1. PURCHASE OF COMMON STOCK. Intending to be legally bound, I hereby agree to...Subscription Agreement • July 31st, 2000 • Discount Mortgage Source Inc • Texas
EMPLOYMENT AGREEMENTEmployment Agreement • June 16th, 2010 • Sino Clean Energy Inc • Industrial organic chemicals • Nevada
THIS EMPLOYMENT AGREEMENT (the “Agreement”), dated as of June 10, 2010 is entered into by and between Sino Clean Energy Inc., a Nevada corporation (the “Company”), and Baowen Ren (the “Executive”, and collectively with the Company, the “Parties”), and shall become effective as of the date hereof (the “Effective Date”).
INDEMNIFICATION AGREEMENTIndemnification Agreement • December 16th, 2008 • Sino Clean Energy Inc • Industrial organic chemicals
THIS AGREEMENT is entered into, effective as of December 15, 2008 by and between Sino-Clean Energy, Inc., a Nevada corporation (the “Company”), and Bennet P. Tchaikovsky (“Indemnitee”).
UNDERWRITING AGREEMENT between SINO CLEAN ENERGY, INC. (the “Company”) and RODMAN & RENSHAW, LLC AXIOM CAPITAL MANAGEMENT, INC. (the “Representatives”)Underwriting Agreement • December 6th, 2010 • Sino Clean Energy Inc • Industrial organic chemicals • New York
The undersigned, Sino Clean Energy, Inc., a Nevada corporation (collectively with its subsidiaries, including, without limitation, all entities disclosed or described in the Registration Statement (as hereinafter defined) as being subsidiaries of the Company, the “Company”), hereby confirms its agreement with Rodman & Renshaw, LLC and Axiom Capital Management, Inc. (hereinafter referred to as “you” (including its correlatives) or the “Representatives”) and with the other underwriters named on Schedule 1 hereto for which the Representatives are acting as representatives (the Representatives and such other underwriters being collectively called the “Underwriters” or, individually, an “Underwriter”) as follows:
Underwriting AgreementUnderwriting Agreement • September 3rd, 2010 • Sino Clean Energy Inc • Industrial organic chemicals • Massachusetts
SINO CLEAN ENERGY INC. WARRANTWarrant Agreement • November 2nd, 2009 • Sino Clean Energy Inc • Industrial organic chemicals
This Warrant is issued pursuant to the Purchase Agreement (as defined in Section 1) and is subject to such additional terms and conditions hereinafter. Capitalized terms not otherwise defined shall have the meanings set forth in the Purchase Agreement.
ContractSecurities Purchase Agreement • July 8th, 2009 • Sino Clean Energy Inc • Industrial organic chemicals • New York
SECURITIES PURCHASE AGREEMENT (“Agreement”) dated as of _____ __, 2009, between Sino Clean Energy Inc., a Nevada corporation (the “Company”), and each person or entity listed as a Purchaser on Schedule I attached to this Agreement (collectively and individually, the “Purchaser”). Capitalized terms used herein and not otherwise defined shall have the meanings set forth in the Note.
SINO CLEAN ENERGY INC. SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • September 22nd, 2008 • Sino Clean Energy Inc • Industrial organic chemicals • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of September 19, 2008, among (i) Sino Clean Energy Inc., a Nevada corporation (the “Company”), (ii) Baowen Ren (the “Founder”), and (iii) the purchasers identified on the signature pages hereto (each a “Purchaser” and collectively the “Purchasers”).
ESCROW AGREEMENTEscrow Agreement • September 22nd, 2008 • Sino Clean Energy Inc • Industrial organic chemicals • New York
This ESCROW AGREEMENT (this “Agreement”) is made as of September [ ], 2008, by and among (i) Sino Clean Energy Inc., a Nevada corporation (the “Company”), (ii) Mr. Baowen Ren (the “Founder”), (iii) the purchasers identified on the signature pages hereto (each a “Purchaser” and collectively the “Purchasers”) and (v) Richardson & Patel LLP, as escrow agent (the “Escrow Agent”).
EXCHANGE AND AMENDMENT AGREEMENTExchange and Amendment Agreement • March 30th, 2009 • Sino Clean Energy Inc • Industrial organic chemicals • New York
THIS EXCHANGE AND AMENDMENT AGREEMENT (this “Agreement”) is made and entered into this as of the ___th day of March, 2009, by and among Sino Clean Energy, Inc., a Nevada corporation (the “Company”), and the undersigned Purchasers. Capitalized terms used but not defined herein shall have the meanings set forth in that certain Securities Purchase Agreement, the Debentures and/or the Warrants (defined in the Recitals below).
AGREEMENT TO TRANSFER OF OPERATING AGREEMENTTransfer of Operating Agreement • July 7th, 2009 • Sino Clean Energy Inc • Industrial organic chemicals
THIS AGREEMENT TO TRANSFER OF OPERATING AGREEMENT (this “Agreement”) is entered into as of June 30, 2009, by and among Hangson Limited., a British Virgin Islands company incorporated under the laws of the British Virgin Islands (“BVI Company”), and Suoke Clean Energy (Tongchuan) Co., Ltd., a limited liability company organized under the laws of the People’s Republic of China (“PRC”) and a wholly foreign owned enterprise (“WFOE”, and with BVI Company collectively referred to as the “Parties”). Sino Clean Energy, Inc., a Nevada corporation, is made a party to this Agreement for the sole purpose of acknowledging the Agreement.
ENGLISH TRANSLATION]Supplementary Property Transfer Agreement • May 3rd, 2007 • China West Coal Energy Inc • Plastic materials, synth resins & nonvulcan elastomers
This contract shall be effective after each party’s signature and has the same legal effect with the Property Transfer Agreement.
GUARANTEEGuarantee • September 17th, 2008 • Sino Clean Energy Inc • Industrial organic chemicals
GUARANTEE, dated as of September [ ], 2008 (this “Guarantee”), made by the signatory hereto (together with any other entity that may become a party hereto as provided herein, (the “Guarantors”), in favor of the purchasers signatory (the “Purchasers”) to that certain Securities Purchase Agreement, dated as of the date hereof, by and among, inter alia, Sino Clean Energy, Inc., a Nevada corporation (the “Company”) and the Purchasers (the “Purchase Agreement”). Capitalized terms not otherwise defined shall have the meaning set forth in the Purchase Agreement.
ENGLISH TRANSLATION]Machineries Transfer Agreement • May 3rd, 2007 • China West Coal Energy Inc • Plastic materials, synth resins & nonvulcan elastomers
Due to change of main business of Party A, Party A sold its COPO resin production lines and degradable mulch production lines. Party A and Party B mutually agreed to transfer the production lines in accordance with the following terms.
Exclusivity Supplemental AgreementSole Representative Agent Agreement • June 16th, 2010 • Sino Clean Energy Inc • Industrial organic chemicals
In order to ensure closer cooperation between the two parties, Party A and Party B, after consultation for consensus, have reached the following agreement and entered into this supplemental agreement regarding the exclusive representative agent right for CWSF in Shaanxi region.
AMENDMENT TO EQUITY PLEDGE AGREEMENTEquity Pledge Agreement • July 7th, 2009 • Sino Clean Energy Inc • Industrial organic chemicals
THIS AMENDMENT TO EQUITY PLEDGE AGREEMENT (this “Amendment”) is entered into as of June 30, 2009, by and among Hangson Limited., a British Virgin Islands company incorporated under the laws of the British Virgin Islands (“BVI Company”); Suoke Clean Energy (Tongchuan) Co., Ltd., a limited liability company organized under the laws of the People’s Republic of China (“PRC”) and a wholly foreign owned enterprise (“WFOE”); Shaanxi Suo’ang Biological Science & Technology Co., Ltd, a company with joint stock limited liability organized under the laws of the PRC (“Biological Company”); and those shareholders of Biological Company as set forth on the signature page (collectively “Pledgors”, and with BVI Company, WFOE and Biological Company collectively referred to as the “Parties”). Sino Clean Energy, Inc., a Nevada corporation (“Sino Clean”), is made a party to this Agreement for the sole purpose of acknowledging the Agreement.
DESIGNATION AGREEMENTDesignation Agreement • July 7th, 2009 • Sino Clean Energy Inc • Industrial organic chemicals
THIS DESIGNATION AGREEMENT (this “Agreement”) is entered into as of June 30, 2009, by and among Hangson Limited, a British Virgin Islands company incorporated under the laws of the British Virgin Islands (“BVI Company”); Suoke Clean Energy (Tongchuan) Co., Ltd., a limited liability company organized under the laws of the People’s Republic of China (“PRC”) and a wholly foreign owned enterprise (“WFOE”); and Shaanxi Suo’ang Biological Science & Technology Co., Ltd, a company with joint stock limited liability organized under the laws of the PRC (“Biological Company”, and with BVI Company and WFOE are collectively referred to as the “Parties”). Certain shareholders of Biological Company who are signatories to that certain Proxy Agreement dated as of August 18, 2006 (the “Proxy Agreement”), including REN Baowen, chairman and shareholder of Biological Company, and Sino Clean Energy, Inc., a Nevada corporation, are each made a party to this Agreement for the sole purpose of acknowledging the
CWSF Products Purchase Contract Exclusivity Supplemental AgreementExclusivity Supplemental Agreement • June 16th, 2010 • Sino Clean Energy Inc • Industrial organic chemicals
In order to maximize the mutual benefits of both the supplier and the purchaser and to ensure operation and production stability, the two parties, after consultation for consensus, have reached the following agreement and entered into this supplemental agreement regarding the exclusive relationship in the supply of CWSF. .
PROXY AGREEMENT (English Translation)Proxy Agreement • October 26th, 2006 • Endo Networks Inc • Loan brokers
This Proxy Agreement (the “Agreement”) is entered into as of August 18, 2006 between Hangson Limited, a business company organized under the laws of the British Virgin Islands, (“Party A”), and Shaanxi Suoang Biological Science & Technology Co., Ltd., a company with joint stock limited liability organized under the laws of the People’s Republic of China and registered in Xi’an with a registered address at 22F, Suite A, Zhengxin Building, No.5, Gaoxin 1st Road, Xi’an Hi-tech Industries Development Zone, Xi’an, Shaanxi Province, People’s Republic of China 710075, (“Shaanxi Suo’ang”), Mr. Baowen Ren, chairman and shareholder of Party B (“Chairman”), and each of the parties listed on the attached Signature Page for Shareholders (collectively the “Shareholders” or individually the “Shareholder”). In this Agreement, Party A, Party B, the Chairman and the Shareholders are referred to collectively in this Agreement as the “Parties” and each of them is referred to as a “Party”.
Manufacture Factory Purchase and Sale ContractManufacture Factory Purchase and Sale Contract • November 12th, 2010 • Sino Clean Energy Inc • Industrial organic chemicals
In accordance with relevant provisions in the Contract Law of People’s Republic of China, both parties hereto, observing the principle of voluntariness, equality and good faith, through consultation and consensus with regard to Party B’s purchase of a manufacture factory (the “Premises”) from Party A, reach the agreement as follows:
AMENDMENT AGREEMENTAmendment Agreement • August 20th, 2009 • Sino Clean Energy Inc • Industrial organic chemicals • New York
THIS AMENDMENT AGREEMENT (this “Amendment”) is made and entered into this as of the _____ day of August, 2009, by and among Sino Clean Energy Inc., a Nevada corporation (the “Company”), and the undersigned Purchasers. Capitalized terms used but not defined herein shall have the meanings set forth in that certain Securities Purchase Agreement (defined in the Recitals below).
EITHER] [OR]Securities Agreement • July 8th, 2009 • Sino Clean Energy Inc • Industrial organic chemicals
This 10% Senior Secured Convertible Note (the “Note”) is issued by SINO CLEAN ENERGY, INC. , a Nevada corporation (the “Obligor”), to [NAME OF HOLDER] (the “Holder”), pursuant to that certain Securities Purchase Agreement (the “Purchase Agreement”) of even date herewith and is part of a series of notes (the “Notes”) that may be issued from time to time by the Obligor in an aggregate principal amount not to exceed twelve million dollars ($12,000,000) as provided in the Purchase Agreement. Capitalized terms not otherwise defined shall have the meaning set forth in the Purchase Agreement.
ENGLISH TRANSLATION] Contract for Technology TransferTechnology Transfer Agreement • May 3rd, 2007 • China West Coal Energy Inc • Plastic materials, synth resins & nonvulcan elastomers
The undersigned Transferor and Transferee have agreed to close the following contract according to “Contract Law of the People’s Republic of China”:
CWSF Products Purchase Contract Exclusivity Supplemental AgreementExclusivity Supplemental Agreement • June 16th, 2010 • Sino Clean Energy Inc • Industrial organic chemicals
In order to maximize the mutual benefits of both the supplier and the purchaser and to ensure operation and production stability, the two parties, after consultation for consensus, have reached the following agreement and entered into this supplemental agreement regarding the exclusive relationship in the supply of CWSF.
SINO CLEAN ENERGY, INC. Non-statutory Stock Option AgreementNon-Statutory Stock Option Agreement • June 16th, 2010 • Sino Clean Energy Inc • Industrial organic chemicals • Nevada
OPERATING AGREEMENT (English Translation)Operating Agreement • October 26th, 2006 • Endo Networks Inc • Loan brokers
This Operating Agreement (this “Agreement”) is dated August 18, 2006, and is entered into in Xi’an, China between Hangson Limited, a business company incorporated under the laws of the British Virgin Islands, located at 2nd Floor, Abbott Building, Road Town, Tortola, British Virgin Islands, (“Party A”), and, Shaanxi Suo’ang Biological Science & Technology Co., Ltd., a company with joint stock limited liability organized under the laws of the People’s Republic of China (“Party B”), with a registered address at 22F, Suite A, Zhengxin Building, No.5, Gaoxin 1st Road, Xi’an Hi-tech Industries Development Zone, Xi’an, Shaanxi Province, People’s Republic of China 710075, and shareholders of Party B (the “Shareholders of Party B”) set forth in the attached Signature Page hereto. Party A and Party B are referred to collectively in this Agreement as the “Parties.”
SHARE EXCHANGE AGREEMENT by and among Hangson Limited, a British Virgin Islands company and the Shareholders of Hangson Limited, on the one hand; and Endo Networks, Inc., a Nevada corporation, and the Majority Shareholders of Endo Networks, Inc., on...Share Exchange Agreement • October 18th, 2006 • Endo Networks Inc • Loan brokers • Nevada
This Share Exchange Agreement, dated as of October 18, 2006 (this “Agreement”), is made and entered into by and among the shareholders of Hangson Limited, a British Virgin Islands company (“Hangson”), listed on Schedule I attached (each, a “Hangson Shareholder,” collectively, the “Hangson Shareholders”), on the one hand; and Endo Networks, Inc., a publicly traded Nevada corporation (OTCBB:ENDD) (“ENDD”), Peter B. Day, an individual, Dean T. Hiebert, an individual and Charles Smith, an individual (all hereinafter referred to collectively as the “ENDD Shareholders”) on the other hand. Hangson is a party to this agreement solely to make representations and warranties as set forth herein.
Strategic Cooperation Agreement Regarding the Joint Development of National Liquid Coal Pulp Thermal Energy MarketStrategic Cooperation Agreement • June 16th, 2010 • Sino Clean Energy Inc • Industrial organic chemicals
Whereas Qingdao Haizhong Enterprise Co., Ltd. is the largest specialized manufacturer of environment-friendly liquid coal pulp furnace in China and the only one that has obtained State qualification for manufacturing environment-friendly liquid coal pulp furnace. It is a high-tech company dedicated to the research, manufacture and application of the environment-friendly liquid coal pulp furnace, and its “Haizhong” brand environment-friendly liquid coal pulp furnace occupies a market share of almost 85% in the country. It is planning to apply for listing on the ChiNext board in China;
OPTION AGREEMENT (English Translation)Option Agreement • October 26th, 2006 • Endo Networks Inc • Loan brokers
This Option Agreement (this “Agreement”)is entered into as of August 18,2006 between and among Hangson Limited, a corporation organized under the laws of the British Virgin Islands (“Party A”), and Shaanxi Suo’ang Biological Science & Technology Co., Ltd., a company with joint stock limited liability organized under the laws of the People’s Republic of China (“Party B”), with a registered address at 22F, Suite A, Zhengxin Building, No.5, Gaoxin 1st Road, Xi’an Hi-tech Industries Development Zone, Xi’an, Shaanxi Province, People’s Republic of China 710075, Mr. Baowen Ren, chairman and a shareholder of Party B (“Chairman”), and each of the shareholders of Party B listed on Appendix 1 of this Agreement (the “Shareholders”). In this Agreement, Party A, Party B, the Chairman and the Shareholders are referred to collectively in this Agreement as the “Parties” and each of them is referred to as a “Party”.
EMPLOYMENT AGREEMENTEmployment Agreement • December 16th, 2008 • Sino Clean Energy Inc • Industrial organic chemicals • Nevada
THIS EMPLOYMENT AGREEMENT (the “Agreement”), dated as of December 15, 2008 is entered into by and between Sino Clean Energy, Inc., a Nevada corporation (the “Company”), and Hon Wan Chan, also known as Helice Chan (the “Executive”, and collectively with the Company, the “Parties”), and shall become effective as of the date hereof (the “Effective Date”).
AGREEMENT TO TRANSFER OF OPTION AGREEMENTTransfer of Option Agreement • July 7th, 2009 • Sino Clean Energy Inc • Industrial organic chemicals
THIS AGREEMENT TO TRANSFER OF OPTION AGREEMENT (this “Agreement”) is entered into as of June 30, 2009, by and among Hangson Limited, a British Virgin Islands company incorporated under the laws of the British Virgin Islands (“BVI Company”), and Suoke Clean Energy (Tongchuan) Co., Ltd., a limited liability company organized under the laws of the People’s Republic of China (“PRC”) and a wholly foreign owned enterprise (“WFOE”, and with BVI Company collectively referred to as the “Parties”). Sino Clean Energy, Inc., a Nevada corporation, is made a party to this Agreement for the sole purpose of acknowledging the Agreement.
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • July 7th, 2008 • Sino Clean Energy Inc • Industrial organic chemicals • Nevada
This SECURITIES PURCHASE AGREEMENT (“Agreement”), dated as of June 30, 2008, is by and among Peng Zhou, an individual (“Seller”), Sino Clean Energy Inc., a Nevada corporation (“Sino Clean”), Hangson Limited, a British Virgin Islands company and wholly owned subsidiary of Sino Clean (“Hangson” and together with Hangson, collectively referred to as “Buyer”), and Shaanxi Suo’ang New Energy Enterprise Company Limited, a People’s Republic of China (“PRC”) limited liability company (“Suo’ang New Energy”). Hereinafter, Seller and Buyer may each be referred to individually as a “Party” and collectively as the "Parties." Suo’ang New Energy is made a party to this Agreement for the sole purpose of acknowledging the Agreement.
Strategic Cooperation Agreement Regarding the Joint Development of the National Liquid Coal Pulp MarketStrategic Cooperation Agreement • June 16th, 2010 • Sino Clean Energy Inc • Industrial organic chemicals
Whereas Qingdao Haizhong Enterprise Co., Ltd. is the largest specialized manufacturer of environmental-friendly Liquid Coal Pulp furnace in China and the only one that has obtained State qualification for manufacturing environmental-friendly Liquid Coal Pulp furnace. It is a high-technological company dedicated to the research, manufacturing and application of the environmental-friendly Liquid Coal Pulp furnace, and its “Haizhong” brand environmental-friendly Liquid Coal Pulp furnace occupies a market share of almost 85% in the nation. It is planning to be listed on the ChiNext board in China;
