ARTICLE I DEFINITIONS -----------Exclusive License Agreement • May 26th, 2005 • Southern Sauce Company, Inc. • Florida
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • July 24th, 2008 • Southern Sauce Company, Inc. • Miscellaneous food preparations & kindred products • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into as of July 18, 2008, by and among Southern Sauce Company, Inc., a Florida corporation (the “Company”), and the purchaser listed on Schedule I hereto (the “Purchaser”).
FORM OF SUBORDINATED INDENTURE by and between SHENGKAI INNOVATIONS, INC. as Issuer, and as Trustee Dated as of ______________Subordinated Indenture • June 3rd, 2010 • Shengkai Innovations, Inc. • Miscellaneous fabricated metal products • New York
SUBORDINATED INDENTURE (this “Indenture”), dated as of ________, by and between SHENGKAI INNOVATIONS, INC., a Florida corporation (the “Company”), as issuer, and ______________, a ____________, as trustee (the “Trustee”).
FORM OF SENIOR INDENTURE by and between SHENGKAI INNOVATIONS, INC. as Issuer, and as Trustee Dated as of ______________Senior Indenture • June 3rd, 2010 • Shengkai Innovations, Inc. • Miscellaneous fabricated metal products • New York
SENIOR INDENTURE (this “Indenture”), dated as of ________, by and between SHENGKAI INNOVATIONS, INC., a Florida corporation (the “Company”), as issuer, and ______________, a ____________, as trustee (the “Trustee”).
SECURITIES PURCHASE AGREEMENT Dated as of July 18, 2008 among SOUTHERN SAUCE COMPANY, INC. and THE PURCHASER LISTED ON EXHIBIT ASecurities Purchase Agreement • July 24th, 2008 • Southern Sauce Company, Inc. • Miscellaneous food preparations & kindred products • New York
This SECURITIES PURCHASE AGREEMENT (the “Agreement”) is dated as of July 18, 2008 by and among Southern Sauce Company, Inc., a Florida corporation (the “Company”), and the Purchaser of Units whose name is set forth on Exhibit A hereto (the “Purchaser”).
EMPLOYMENT AGREEMENTEmployment Agreement • April 6th, 2012 • Shengkai Innovations, Inc. • Miscellaneous fabricated metal products • New York
THIS AGREEMENT is dated as of the 6th day of April, 2012 by and between Shengkai Innovations Inc., a Florida corporation with its principal office at No.106 Zhonghuan South Road, Airport Industrial Park, Tianjin, People’s Republic of China, 300308 (the “Company”), and, Linbin Zhang (“Executive”).
Property Lease Agreement [Unofficial Translation]Property Lease Agreement • September 26th, 2011 • Shengkai Innovations, Inc. • Miscellaneous fabricated metal products
In accordance with relevant Chinese contracts laws, decrees and pertinent rules and regulations, Party A and Party B have reached an agreement about the housing rental through friendly consultation to conclude the following contract.
Declaration of Personal Guarantee [Unofficial Translation]Personal Guarantee • September 28th, 2010 • Shengkai Innovations, Inc. • Miscellaneous fabricated metal products
In view of the fact that Industrial Bank Co., Ltd., Tianjin Branch (the “Bank”) and Tianjin Shengkai Industrial Technology Development Co., Ltd. (the “Guarantee”) entered into a loan agreement (No. XingjinShouxin 220092540) (the “Principal Contract”) in an amount of RMB 15,000,000 on November _, 2009, I (the “Guarantor”) voluntarily guarantee that the Guarantee will fulfill its contractual obligations. Hereby I make the following guarantee declaration:
SECURITIES ESCROW AGREEMENTSecurities Escrow Agreement • July 24th, 2008 • Southern Sauce Company, Inc. • Miscellaneous food preparations & kindred products • New York
THIS SECURITIES ESCROW AGREEMENT (the “Agreement”), dated as of July 18, 2008, is entered into by and among Southern Sauce Company, Inc., a Florida corporation (the “Company”), Blue Ridge Investments, LLC, a limited liability company incorporated in Delaware, (the “Purchaser”), the individual listed on Schedule A hereto (the “Principal Stockholder”), and Loeb & Loeb LLP, with an address at 345 Park Avenue, New York, NY 10154 (the “Escrow Agent”). Capitalized terms used but not defined herein shall have the meanings set forth in the Purchase Agreement (as defined below).
LOCK-UP AGREEMENTLock-Up Agreement • June 23rd, 2008 • Southern Sauce Company, Inc. • Miscellaneous food preparations & kindred products • New York
THIS AGREEMENT (this “Agreement”) is dated as of June 10, 2008 by and between Southern Sauce Company, Inc., a Florida corporation (the “Company”), and ____________ (“Shareholder”).
FIRST AMENDMENT TO SECURITIES ESCROW AGREEMENTSecurities Escrow Agreement • July 31st, 2008 • Southern Sauce Company, Inc. • Miscellaneous food preparations & kindred products • New York
This First Amendment to Securities Escrow Agreement dated as of July 31, 2008 (this “Agreement”), is entered into by and among Southern Sauce Company, Inc., a Florida corporation (the “Company”), Li Shaoqing (“Principal Stockholder”), Blue Ridge Investments, LLC, a limited liability company incorporated in Delaware (“Blue Ridge”).
AEGIS CAPITAL CORP.Placement Agent Agreement • June 23rd, 2008 • Southern Sauce Company, Inc. • Miscellaneous food preparations & kindred products • New York
This letter agreement (this “Agreement”) confirms the engagement of AEGIS CAPITAL CORP Inc. (“ACC”) and TIANJIN SHENGKAI INDUSTRIAL TECHNOLOGY DEVELOPMENT CO., LTD. (“SHENGKAI” or the “Company”) as non-exclusive placement agent and financial advisor to arrange the sale of equity or equity-linked securities including convertible preferred, convertible debt and debt with warrants (“Equity” or the “Securities”) on behalf of the Company as noted below.
WANG CHEN CONFIDENTIALITY AND RIGHTS AGREEMENTConfidentiality Agreement • November 24th, 2010 • Shengkai Innovations, Inc. • Miscellaneous fabricated metal products • New York
2,456,800 SHARES OF COMMON STOCK SHENGKAI INNOVATIONS, INC. UNDERWRITING AGREEMENTUnderwriting Agreement • November 19th, 2010 • Shengkai Innovations, Inc. • Miscellaneous fabricated metal products • New York
This Intellectual Property Development Protection Service Agreement (the “Agreement”) is entered into by and between Shengkai Innovations, Inc., a Florida corporation, located at _____________________________ (the “Depositor”) and by Iron Mountain Intellectual Property Management, Inc. (“Iron Mountain”) on this __ day of __________, 2010 (the “Effective Date”). Depositor and Iron Mountain may be referred to individually as a "Party" or collectively as the "Parties" throughout this Agreement.
Consigned Management Service Agreement by and among Tianjin Shengkai Industrial Technology Development Co., Ltd. Shengkai (Tianjin) Ceramic Valve Co., Ltd. and The Shareholders of Tianjin Shengkai Industrial Technology Development Co., Ltd. May 30th, 2008Consigned Management Service Agreement • June 23rd, 2008 • Southern Sauce Company, Inc. • Miscellaneous food preparations & kindred products
This Consigned Management Service Agreement (“this Agreement”) is executed on May 30th, 2008 in Tianjin, PRC, among the following Parties:
TRADE SECRETS IDENTIFICATION AND CONFIRMATORY ASSIGNMENTTrade Secrets Identification and Confirmatory Assignment • November 24th, 2010 • Shengkai Innovations, Inc. • Miscellaneous fabricated metal products • New York
This Trade Secrets Identification and Confirmatory Assignment (“Agreement”) is entered into effective as of November 24, 2010 (the “Effective Date”), by and between Wang Chen, an individual with an address at Room 204-209, Flat 8, Zhonghuan House, No. 2 Wujiayao Road, Heping District, Tianjin, People’s Republic of China 300221 (“Wang”), and Shengkai Innovations, Inc., a Florida corporation having an office at No. 27, Wang Gang Road, Jin Nan (Shuang Gang) Economic and Technology Development Area, Tianjin, People’s Republic of China 30035 (“Company”; Company and Wang each individually a “Party”, and collectively the “Parties”).
EXCLUSIVE PURCHAE OPTION AGREEMENT by and among SHENGKAI (TIANJIN) CERAMIC VALVE CO., LTD. TIANJIN SHENGKAI INDUSRIAL TECHNOLOGY DEVELOPMENT CO., LTD. and THE SHAREHOLDERS SIGNATORIES THERETOExclusive Purchase Option Agreement • June 23rd, 2008 • Southern Sauce Company, Inc. • Miscellaneous food preparations & kindred products
This Exclusive Option Purchase Agreement (the “Agreement”) is executed by the following parties on May 30th, 2008 in Tianjin, the People’s Republic of China.
Equity Pledge Agreement By and among The Shareholders of Tianjin Shengkai Industrial Technology Development Co., Ltd. Shengkai (Tianjin) Ceramic Valve Co., Ltd. Tianjin Shengkai Industrial Technology Development Co., Ltd. May 30th, 2008Equity Pledge Agreement • June 23rd, 2008 • Southern Sauce Company, Inc. • Miscellaneous food preparations & kindred products
THIS EQUITY PLEDGE AGREEMENT (hereinafter referred to as “this Agreement”) is executed by the following parties on May 30th, 2008 in Tianjin, People’s Republic of China (“PRC”):
MERGER AGREEMENT AND PLAN OF REORGANIZATIONMerger Agreement • June 23rd, 2008 • Southern Sauce Company, Inc. • Miscellaneous food preparations & kindred products • Florida
THIS MERGER AGREEMENT AND PLAN OF REORGANIZATION, dated as of June 9, 2008 (this “Agreement”) by and among Southern Sauce Company, Inc., a Florida corporation (“Parent”), Shen Kun Acquisition Sub Limited, a British Virgin Islands company which is a wholly owned subsidiary of Parent (“Acquisition Subsidiary”) and Shen Kun International Limited, a British Virgin Islands company (“Shen Kun”);
Loan Agreement By and between Tianjin Shengkai Industrial Technology Development Co., Ltd. and Shengkai (Tianjin) Ceramic Valve Co., Ltd. May 30th, 2008Loan Agreement • June 23rd, 2008 • Southern Sauce Company, Inc. • Miscellaneous food preparations & kindred products
NOW, THEREFORE, The Parties have agreed through friendly negotiation to the terms and conditions with respect to the loan hereunder as follows:
WARRANT AMENDMENTWarrant Amendment • May 3rd, 2010 • Shengkai Innovations, Inc. • Miscellaneous fabricated metal products • New York
This WARRANT AMENDMENT (this “Amendment”) is dated as of April 30, 2010 by and among Shengkai Innovations, Inc., a Florida corporation and formerly known as “Southern Sauce Company, Inc.” (the “Company”), and Blue Ridge Investments, LLC. Capitalized terms used herein and not otherwise defined shall have the meanings ascribed to such terms in the Warrant (as defined below).
WARRANT AMENDMENTWarrant Amendment • May 3rd, 2010 • Shengkai Innovations, Inc. • Miscellaneous fabricated metal products • New York
This WARRANT AMENDMENT (this “Amendment”) is dated as of April 30, 2010 by and among Shengkai Innovations, Inc., a Florida corporation and formerly known as “Southern Sauce Company, Inc.” (the “Company”), and Vision Opportunity China, LP, LLC (“Vision”). Capitalized terms used herein and not otherwise defined shall have the meanings ascribed to such terms in the Warrant (as defined below).
FIRST AMENDMENT TO SECURITIES ESCROW AGREEMENTSecurities Escrow Agreement • July 31st, 2008 • Southern Sauce Company, Inc. • Miscellaneous food preparations & kindred products • New York
This First Amendment to Securities Escrow Agreement dated as of July 31, 2008 (this “Agreement”), is entered into by and among Southern Sauce Company, Inc., a Florida corporation (the “Company”), Li Shaoqing (“Principal Stockholder”), Vision Opportunity China LP, a closed-ended investment company incorporated in Guernsey (“Vision”), and Loeb & Loeb, LLP, as escrow agent.
Plant and Office Building Lease Agreement [Unofficial Translation] Lessor (hereinafter referred to as Party A) : Tianjin Shengkai Industrial Technology Development Co., Ltd.Plant and Office Building Lease Agreement • September 26th, 2011 • Shengkai Innovations, Inc. • Miscellaneous fabricated metal products
This agreement is made by and between the parties on the matter of lease of the plant and office building pursuant to the Contract Law of the People’s Republic of China, Law of the People’s Republic of China on Urban Real Estate Administration and other relevant laws under the principles of equality, mutual- benefit, and valuable consideration.
Technology Service Agreement by and among Tianjin Shengkai Industrial Technology Development Co., Ltd. Shengkai (Tianjin) Ceramic Valve Co., Ltd. andTechnology Service Agreement • June 23rd, 2008 • Southern Sauce Company, Inc. • Miscellaneous food preparations & kindred products
(Party A, Party B and the Shareholders are referred to collectively in this agreement as the “Parties” and individually as “a Party” or “each Party”.)
ESCROW AGREEMENTEscrow Agreement • June 23rd, 2008 • Southern Sauce Company, Inc. • Miscellaneous food preparations & kindred products • New York
This Agreement, dated as of June 2, 2008 (this “Agreement”), is entered into by and among Shen Kun International Limited, a limited liability company organized under the laws of the British Virgin Islands (“Shen Kun”), Southern Sauce Company, Inc., a Florida corporation (the “Company”), Loeb & Loeb LLP (the “Escrow Agent”), Vision Opportunity China LP, a closed-ended investment company incorporated in Guernsey (“Vision”), together with the Company, the “Escrowing Parties”), and each of the investors as set forth on Exhibit A attached hereto (together with Vision, each, a “Subscriber”, and collectively, the “Subscribers”). The principal address of each party hereto is set forth on Exhibit A.
ASSIGNMENT OF INTELLECTUAL PROPERTYIp Transfer Agreement • June 23rd, 2008 • Southern Sauce Company, Inc. • Miscellaneous food preparations & kindred products
This ASSIGNMENT OF INTELLECUTAL PROPERTY (“Assignment”) is made and entered into as of June 9, 2008 (the “Effective Date”), by and between Southern Sauce Company, Inc. (“Assignor”), and Michael Jordan (“Assignee”).
Intellectual Property Development Protection Agreement Deposit Account Number: ____________________Intellectual Property Development Protection Agreement • November 24th, 2010 • Shengkai Innovations, Inc. • Miscellaneous fabricated metal products
This Intellectual Property Development Protection Service Agreement (the “Agreement”) is entered into by and between Shengkai Innovations, Inc., a Florida corporation, located at No. 27, Wang Gang Road, Jin Nan (Shuang Gang) Economic and Technology Development Area, Tianjin, People’s Republic of China 300350 (the “Depositor”) and by Iron Mountain Intellectual Property Management, Inc. (“Iron Mountain”) on this 24th day of November, 2010 (the “Effective Date”). Depositor and Iron Mountain may be referred to individually as a "Party" or collectively as the "Parties" throughout this Agreement.
INVESTOR AND PUBLIC RELATIONS ESCROW AGREEMENTInvestor and Public Relations Escrow Agreement • June 23rd, 2008 • Southern Sauce Company, Inc. • Miscellaneous food preparations & kindred products • New York
This Agreement, dated as of June 10, 2008 (this “Agreement”), is entered into by and among Southern Sauce Company, Inc., a Florida corporation (the “Company”), Sichenzia Ross Friedman Ference LLP (the “Escrow Agent”), Vision Opportunity China LP, a closed-ended investment company incorporated in Guernsey (“Vision”), and each of the investors as set forth on Exhibit A attached hereto (together with Vision, each, a “Subscriber”, and collectively, the “Subscribers”) (the Company and the Subscribers are collectively referred to as “Escrowing Parties”). The principal address of each party hereto is set forth on Exhibit A.
EMPLOYMENT AGREEMENTEmployment Agreement • March 1st, 2010 • Shengkai Innovations, Inc. • Miscellaneous fabricated metal products • New York
THIS AGREEMENT is dated as of the 25th day of February, 2010 by and between Shengkai Innovations Inc., a Florida corporation with its principal office at 27 Wanggang Road, Jin Nan (Shuang Gang) Economic and Technology and Technology Development, Tianjin, People’s Republic of China (the “Company”), and, David Ming He, residing at 1378 Perry St, Unit# 301, Des Plaines, IL 60016, U.S.A. (“Executive”).
STOCK PURCHASE AND SALE AGREEMENT February 14, 2008Stock Purchase and Sale Agreement • February 20th, 2008 • Southern Sauce Company, Inc. • Miscellaneous food preparations & kindred products • Florida
THIS STOCK PURCHASE AND SALE AGREEMENT, (the “Agreement”), dated as of February 14, 2008, is entered into by and among Vision Opportunity China LP (“Vision”), Lomond International Inc. (“Lomond”), as agent for the other purchasers listed on Schedule A attached hereto (each a “Purchaser” and collectively, the “Purchasers”), and the sellers, as listed on Schedule B attached hereto (each a “Seller” and collectively, the “Sellers”).
1,058,646 SHARES OF COMMON STOCK SHENGKAI INNOVATIONS, INC. UNDERWRITING AGREEMENT December 17, 2010Underwriting Agreement • December 17th, 2010 • Shengkai Innovations, Inc. • Miscellaneous fabricated metal products • New York
FIRST AMENDMENT TO ESCROW AGREEMENTEscrow Agreement • June 23rd, 2008 • Southern Sauce Company, Inc. • Miscellaneous food preparations & kindred products • New York
This First Amendment to Escrow Agreement, dated as of June 4, 2008 (this “Agreement”), is entered into by and among Shen Kun International Limited, a limited liability company organized under the laws of the British Virgin Islands (“Shen Kun”), Southern Sauce Company, Inc., a Florida corporation (the “Company”), Loeb & Loeb LLP (the “Escrow Agent”) and Vision Opportunity China LP, a closed-ended investment company incorporated in Guernsey (“Vision”, together with the Company, the “Escrowing Parties”). The principal address of each party hereto is set forth on Exhibit A.
Property Lease Agreement [Unofficial Translation]Property Lease Agreement • September 20th, 2012 • Shengkai Innovations, Inc. • Miscellaneous fabricated metal products
In accordance with Contract Law of the People’s Republic of China and other relevant laws and regulations and through friendly consultation, Party A and Party B have reached the following agreement (the “Agreement”):
SUPPLEMENTARY AGREEMENT OF EQUITY PLEDGE AGREEMENTEquity Pledge Agreement • July 24th, 2008 • Southern Sauce Company, Inc. • Miscellaneous food preparations & kindred products
THIS SUPPLEMENTARY AGREEMENT OF EQUITY PLEDGE AGREEMENT (hereinafter referred to as “this Supplementary Agreement”) is executed by the following parties on July 3rd, 2008 in Tianjin, the PRC:
