Shares1 China Shenghuo Pharmaceutical Holdings, Inc. Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • June 11th, 2007 • China Shenghuo Pharmaceutical Holdings Inc • Pharmaceutical preparations • California
China Shenghuo Pharmaceutical Holdings, Inc., a Delaware corporation (the “Company”), proposes to sell to you and other firms and corporations named in Schedule A attached hereto (the “Underwriters,” which term shall also include any underwriter substituted as provided in Section 9 hereof), for which you are acting as representative (“Representative”), _______________ shares (the “Primary Shares”) of the Company’s Common Stock, par value $.0001 per share (“Common Stock”). In addition, the Company proposes to grant to the Underwriters an option to purchase, solely for the purpose of covering over-allotments, up to an additional __________ shares of the Common Stock (the “Over-Allotment Shares”). The Primary Shares and the Over-Allotment Shares are collectively referred to below as the “Shares.” The Company agrees with the several Underwriters as set forth below.
WARRANT TO PURCHASE COMMON STOCK OF CHINA SHENGHUO PHARMACEUTICAL HOLDINGS, INC.Warrant Agreement • June 11th, 2007 • China Shenghuo Pharmaceutical Holdings Inc • Pharmaceutical preparations
and the Company will reimburse each such Holder, partner, officer or director, underwriter or controlling person for any legal or other expenses reasonably incurred by them, as incurred, in connection with investigating or defending any such loss, claim, damage, liability or action; provided, however, that the indemnity agreement contained in this subsection 1.6(a) shall not apply to amounts paid in settlement of any such loss, claim, damage, liability or action if such settlement is effected without the consent of the Company (which consent shall not be unreasonably withheld), nor shall the Company be liable in any such case for any such loss, claim, damage, liability or action to the extent that it arises out of or is based upon a Violation which occurs in reliance upon and in conformity with written information furnished expressly for use in connection with such registration by such Holder, partner, officer, director, underwriter or controlling person of such Holder.
Labor Contract AttentionLabor Contract • September 1st, 2006 • SRKP 8 Inc • Blank checks
Mortgage ContractMortgage Contract • August 15th, 2011 • China Shenghuo Pharmaceutical Holdings Inc • Pharmaceutical preparations
This Mortgage Contract is entered into by and among the two parties in accordance with relevant Chinese laws and regulations for purpose of ensuring that Kunming Shenghuo Pharmaceutical (group) Co., Ltd. will repay the loan under the Loan Contract (“Principal Contract”) as above mentioned.
SUBSCRIPTION AGREEMENTSubscription Agreement • September 1st, 2006 • SRKP 8 Inc • Blank checks • Delaware
SUBSCRIPTION AGREEMENT (“Subscription Agreement”) made as of this [__] day of [__________________], 2006, by and among SRKP 8, Inc., a Delaware corporation (the “Company”); Kunming Shenghuo Pharmaceutical (Group) Co., Ltd., a company formed under the laws of the People's Republic of China and upon the Closing Date (as defined below) a 93.75%-owned subsidiary of the Company (the "Kunming"); and the undersigned (the “Subscriber”).
Loan Contract ( ) Nong Ying Jie Zi ( ) No. （ ）Loan Contract • May 24th, 2010 • China Shenghuo Pharmaceutical Holdings Inc • Pharmaceutical preparations
Pursuant to the relevant PRC laws and regulations, the two parties, following consultations, mutually agree to enter into this Contract (“Contract”) as follows.
Mortgage ContractMortgage Contract • May 30th, 2012 • China Shenghuo Pharmaceutical Holdings Inc • Pharmaceutical preparations
This Mortgage Contract is entered into by and among the two parties in accordance with relevant Chinese laws and regulations for purpose of ensuring that Kunming Shenghuo Pharmaceutical (Group) Co., Ltd. will repay the loan under the Loan Contract (No. 53010120120001121) as above mentioned.
Factoring AgreementFactoring Agreement • May 16th, 2011 • China Shenghuo Pharmaceutical Holdings Inc • Pharmaceutical preparations
Party A sells products or provides service in the term of credit sale, and applies for the factoring service provided by Party B. According to relevant laws and rules, after the fully amicable negotiation between the two parties, the two parties entered into this contract to comply with it jointly.
Guarantee Agreement on Pledge of RightGuarantee Agreement • May 16th, 2011 • China Shenghuo Pharmaceutical Holdings Inc • Pharmaceutical preparations
Pledgee ( Hereinafter referred to as Party B): Yunnan Fudian Bank Co., Ltd. (Fudian Bank), Kunming Hi-tech Development Zone Branch
On the Project of Construction of Shilin Shenghuo TCM Cultural Garden in the Startup Hub of Taiwan Farmers located at Shilin ( Stone Forest County), Yunnan ProvinceLease Agreement • November 12th, 2010 • China Shenghuo Pharmaceutical Holdings Inc • Pharmaceutical preparations
Pursuant to the Project Investment Agreement signed by and between Party A and Party B on May 12, 2010 per investment project in the Startup Hub of Taiwan Farmers located at the Stone Forest County, Kunming, Yunnan Province, Party B is entitled to begin development and construction of the project of Shilin Shenghuo TCM Cultural Garden within the Startup Hub of Taiwan Farmers. In order to coordinate the use of land and guarantee the benefits of both parties, Party A and Party B hereby have reached the following agreement through negotiation.
Labor Contract for Part-time CFOLabor Contract • April 21st, 2011 • China Shenghuo Pharmaceutical Holdings Inc • Pharmaceutical preparations
The two parties, pursuant to the Labor Law, Labor Contract Law and relevant regulations, have entered this Contract ( “Contract”).
AMENDMENT NO. 2 TO THE SHARE EXCHANGE AGREEMENTShare Exchange Agreement • September 1st, 2006 • SRKP 8 Inc • Blank checks
THIS AMENDMENT NO. 2 TO THE SHARE EXCHANGE AGREEMENT, dated and effective as of the August 28, 2006 (this "Amendment"), is by and among SRKP 8, Inc. a Delaware corporation (the "Company"); Lan’s Int’l Medicine Investment Co., Limited, a Hong Kong corporation (the "Seller"); and Kunming Shenghuo Pharmaceutical (Group) Co., Ltd., a company formed under the laws of the People's Republic of China ("Kunming"). The Company, the Seller and Kunming are collectively referred to herein as the "Parties". Terms not defined in this Amendment shall have such meanings as set forth in the Agreement (as defined below).
Indemnity Transfer Agreement (Applicable to domestic trade credit insurance)Indemnity Transfer Agreement • November 16th, 2009 • China Shenghuo Pharmaceutical Holdings Inc • Pharmaceutical preparations
The Maximum Amount Right Pledge ContractPledge Contract • August 15th, 2011 • China Shenghuo Pharmaceutical Holdings Inc • Pharmaceutical preparations
This Pledge Contract is entered into by and among the two parties in accordance with relevant Chinese laws and regulations since the Pledgeor is willing to provide the maximum amount guaranty for the creditor’s right generated from the Loan Contract between Kunming Shenghuo and the Pledgee (“Principal Contract”).
Kunming Shenghuo Pharmaceutical Group Co., LtdJoint Venture Agreement • December 21st, 2006 • China Shenghuo Pharmaceutical Holdings Inc • Pharmaceutical preparations
Unless the terms or context of this Contract provide otherwise, the following terms shall have the meaning set forth below:
Joint Venture ContractJoint Venture Contract • May 24th, 2010 • China Shenghuo Pharmaceutical Holdings Inc • Pharmaceutical preparations
This Contract is hereby entered into between China Shenghuo Pharmaceutical Holdings, Inc. and Kunming Tianzhiheng Hotel Management Co., Ltd. for the purpose of mutual investment in Shenghuo Minglou Hotel at the address of No.2 Jing You Road, Kunming Economy and Technology Developing District under the principle of equality and mutual benefits.
Agreement on Indemnities Transfer ——Domestic Trade Credit Insurance PolicyIndemnification & Liability • May 24th, 2010 • China Shenghuo Pharmaceutical Holdings Inc • Pharmaceutical preparations
Lease Agreement on the Project of Construction of Shilin Shenghuo TCM Cultural GardenLease Agreement • November 14th, 2011 • China Shenghuo Pharmaceutical Holdings Inc • Pharmaceutical preparations
In connection with the construction of the project in the Kunming Shilin Taiwan Farmer Entrepreneur Centre (the “Entrepreneur Centre”) located at the Stone Forest County, Kunming, Yunnan Province, Party A and Party B signed the Project Investment Agreement on May 12, 2010. Party B is entitled to begin the development and construction of the project of Shilin Shenghuo TCM Cultural Garden within the Entrepreneur Centre. In order to coordinate the use of land and protect mutual benefits, Party A and Party B hereby have reached the following lease agreement (the “Agreement”) through negotiation.
AGRICULTURAL BANK OF CHINA Loan Contract of Current Capital No. 53010120110002461Loan Contract • November 14th, 2011 • China Shenghuo Pharmaceutical Holdings Inc • Pharmaceutical preparations
For your best interest, please read all provisions under this Contract carefully before executing it, especially those provisions in black, paying attention to your rights and obligations. Please feel free to contact the administering branch for any questions.
Agreement on Registration of Accounts Receivable TransferAccounts Receivable Transfer Agreement • May 24th, 2010 • China Shenghuo Pharmaceutical Holdings Inc • Pharmaceutical preparations
Since the entering of the Domestic Factoring Contract with Recourse No. HPBL20100001 (hereinafter referred to as “Factoring Contract”), both parties, upon negotiation, mutually agree to conclude this Agreement regarding to the registration of accounts receivable according to relevant laws, rules and regulations.
Loan ContractLoan Contract • April 14th, 2010 • China Shenghuo Pharmaceutical Holdings Inc • Pharmaceutical preparations
Pursuant to the relevant PRC laws and regulations, the two parties, following consultations, mutually agree to enter into this Contract (“Contract”) as follows.
CHINA MERCHANTS BANK Loan Contract of Current Capital No. 873411DLD00008Loan Contract • March 30th, 2012 • China Shenghuo Pharmaceutical Holdings Inc • Pharmaceutical preparations
The Borrower apple for Current Capital Loan for current capital turnover . Pursuant to the relevant PRC laws and regulations, the two parties, following consultations, mutually agree to enter into this Contract (“Contract”) as follows.
AMENDMENT NO. 1 TO THE SHARE EXCHANGE AGREEMENTShare Exchange Agreement • December 21st, 2006 • China Shenghuo Pharmaceutical Holdings Inc • Pharmaceutical preparations
THIS AMENDMENT NO. 1 TO THE SHARE EXCHANGE AGREEMENT, dated and effective as of the August 11, 2006 (this "Amendment"), is by and among SRKP 8, Inc. a Delaware corporation (the "Company"); Lan’s Int’l Medicine Investment Co., Limited, a Hong Kong corporation (the "Seller"); and Kunming Shenghuo Pharmaceutical (Group) Co., Ltd., a company formed under the laws of the People's Republic of China ("Kunming"). The Company, the Seller and Kunming are collectively referred to herein as the "Parties". Terms not defined in this Amendment shall have such meanings as set forth in the Agreement (as defined below).
The Agreement Of Jointly Establishment of Kunming Shenghuo Pharmaceutical Science & Technology Development Co., LtdJoint Venture Agreement • December 21st, 2006 • China Shenghuo Pharmaceutical Holdings Inc • Pharmaceutical preparations
In order to exploit the resource of Yunnan Province, and to develop the high- technology Yunnan medicine, the two parts through friendly negotiations, have agreed to enter into the agreement:
Agreement on Indemnities Transfer ——Domestic Trade Credit Insurance PolicyIndemnification & Liability • August 15th, 2011 • China Shenghuo Pharmaceutical Holdings Inc • Pharmaceutical preparations
Mortgage ContractMortgage Contract • April 14th, 2010 • China Shenghuo Pharmaceutical Holdings Inc • Pharmaceutical preparations
This Mortgage Contract is entered into by and among the two parties in accordance with relevant Chinese laws and regulations for purpose of ensuring that Kunming Shenghuo Pharmaceutical (group) Co., Ltd. will repay the loan under the Loan Contract as above mentioned.
Service ContractFinancial Service Contract • March 30th, 2012 • China Shenghuo Pharmaceutical Holdings Inc • Pharmaceutical preparations
The Loan Contract on Working Capital (therein after referred to as "this Contract") comprises as a part of the "Small Medium Enterprise ("SME ") Financial Service Contract".
Borrowing ContractBorrowing Contract • May 30th, 2012 • China Shenghuo Pharmaceutical Holdings Inc • Pharmaceutical preparations
Lender：Kunming Land and Mine reservation Center - Branch Center in Kunming National Economy and Technology Development Zone
SHARE EXCHANGE AGREEMENTShare Exchange Agreement • July 28th, 2006 • SRKP 8 Inc • Blank checks
THIS SHARE EXCHANGE AGREEMENT, dated as of the 30th day of June, 2006 (the "Agreement"), by and among SRKP 8, Inc. a Delaware corporation (the "Company"); Lan’s Int’l Medicine Investment Co., Limited, a Hong Kong corporation (the "Seller"); and Kunming Shenghuo Pharmaceutical (Group) Co., Ltd., a company formed under the laws of the People's Republic of China ("Kunming"). The Company, the Seller and Kunming are collectively referred to herein as the "Parties".
Insurance PolicyDomestic Short Term Credit Insurance • November 16th, 2009 • China Shenghuo Pharmaceutical Holdings Inc • Pharmaceutical preparations
This insurance contract consists of this insurance policy, the supplementary provisions attached hereto, the “Basic Provisions of China Ping An Domestic Short Term Credit Insurance,” endorsement, and the “China Ping An Domestic Credit Insurance Bills” submitted by the Insured.
China Construction Bank Mortgage Contract in Maximum AmountMortgage Contract • April 14th, 2010 • China Shenghuo Pharmaceutical Holdings Inc • Pharmaceutical preparations
In order to ensure the realization of the Party B’s rights, Party A would like to provide the maximum mortgage for the loan entered into by and between the two parties. Accordance with relevant laws and regulations, the two parties agree to enter into this contract and the two parties should comply with this contract together.
Rights Pledge ContractRights Pledge Contract • April 14th, 2010 • China Shenghuo Pharmaceutical Holdings Inc • Pharmaceutical preparations
This Pledge Contract is entered into by and among the two parties in accordance with relevant Chinese laws and regulations for purpose of ensuring that Kunming Shenghuo Pharmaceutical (group) Co., Ltd. (“Kunming Shenghuo”) will repay the loan under the Loan Contract between Kunming Shenghuo and the Pledgee, dated August 24, 2009(“Principal Contract”).
Supplemental Agreement on the Project of Construction of Shilin Shenghuo TCM Cultural GardenSupplemental Agreement • November 14th, 2011 • China Shenghuo Pharmaceutical Holdings Inc • Pharmaceutical preparations
Through friendly negotiations, Party A and Party B have reached the following supplemental agreements with respect to the purchase price of certain land of Shinlin Shenghuo TCM Cultural Garden that Party B will invest in, develop and construct:
Loan Contract (Yun Ying Shuang) Nong Ying Jie Zi (2007) No. 12Loan Agreement • November 15th, 2007 • China Shenghuo Pharmaceutical Holdings Inc • Pharmaceutical preparations
Pursuant to the relevant PRC laws and regulations, the two parties, following consultations, mutually agree to enter into this Contract (“Contract”) as follows.
ContractShort Term Domestic Credit Insurance • August 15th, 2011 • China Shenghuo Pharmaceutical Holdings Inc • Pharmaceutical preparations
