4,000,000 Shares HUIHENG MEDICAL, INC. Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • August 29th, 2008 • Huiheng Medical, Inc. • Surgical & medical instruments & apparatus • New York
This is to confirm the agreement concerning the purchase of the Securities from the Company and the Selling Stockholders by the Underwriters.
ContractPurchase Option Agreement • July 7th, 2008 • Huiheng Medical, Inc. • Surgical & medical instruments & apparatus • New York
THE REGISTERED HOLDER OF THIS PURCHASE OPTION BY ITS ACCEPTANCE HEREOF, AGREES THAT IT WILL NOT SELL, TRANSFER OR ASSIGN THIS PURCHASE OPTION EXCEPT AS HEREIN PROVIDED.
Sample Form of Purchase Contract of Cobalt-60 Radiation Sources Used in [ ]Purchase Contract • July 7th, 2008 • Huiheng Medical, Inc. • Surgical & medical instruments & apparatus
After friendly negotiation, Party A and Party B agrees to enter this Contract, under which Party A consigns Party B the matter related to processing and manufacture of Cobalt-60 radiation sources used in [ ].
Capital Contribution Transfer AgreementCapital Contribution Transfer Agreement • July 7th, 2008 • Huiheng Medical, Inc. • Surgical & medical instruments & apparatus
Legal Representative: Registered Place: Registered Address: Hui Xiaobing China No. 506 Block B, Yingdali Digital Park, Hongmian Road Futian Free Trade Zone, Shenzhen, Guangdong
INVESTORS’ RIGHTS AGREEMENTInvestors’ Rights Agreement • April 18th, 2008 • Huiheng Medical, Inc. • Surgical & medical instruments & apparatus • New York
This Investors’ Rights Agreement (the “Agreement”) is made as of January 11, 2007, by and among Allied Moral Holdings, Limited, a British Virgin Islands company (the “Company”), Clear Honest International Limited, a British Virgin Islands company (the “Shareholder”), the Purchasers set forth on Schedule 1 of the Securities Purchase Agreement (each a “Purchaser” and collectively the “Purchasers”) and Chardan Capital, LLC (“Chardan Capital”) (each a “Party” and together “Parties”). Terms not otherwise defined herein shall have the meaning assigned to them in the Securities Purchase Agreement by and between the Company, the Shareholder and Purchasers dated even date herewith (“Securities Purchase Agreement”).
Contract for Commissioned Manufacturing of SGS-ICommission Agreement • April 18th, 2008 • Huiheng Medical, Inc. • Surgical & medical instruments & apparatus
Based on mutual benefit and long-term cooperation, after friendly consultation, for Party A’s commission to Party B to manufacture the mainframe of the SGS-I invented by Party A, now Party A and Party B both agree to sign the contract hereunder:
JOINT VENTURE AGREEMENTJoint Venture Agreement • December 14th, 2011 • Huiheng Medical, Inc. • Surgical & medical instruments & apparatus • Massachusetts
THIS JOINT VENTURE AGREEMENT (this "Agreement") is made and entered into this 6th day of September, 2011 by and among Allied Moral Holdings, Ltd., a company incorporated under the laws of the British Virgin Islands with its principal place of business located at Huiheng Building, Gaoxin 7 Street South, Keyuannan Road, Nanshan District, Shenzhen Guangdong, P.R. China 518057 (hereinafter “Allied”), Intact Medical Corporation, a Delaware corporation with its principal place of business at 550 Cochituate Road, Suite 25, East Wing, Floor 4, Framingham MA 01701 (hereinafter "Intact"), and BMG Diamond Holdings Limited, a company incorporated under the laws of the British Virgin Islands with its principal place of business at Flat A, 15/F, Hillier Commercial Building, No. 65-67 Bonham Strand East, Sheung Wan, Hong Kong (hereinafter “BMG”). Allied, Intact and BMG are sometimes referred to singularly as a “Party” and collectively “Parties.
Creditor’s Rights and Liability Confirmation AgreementCreditor’s Rights and Liability Confirmation Agreement • July 7th, 2008 • Huiheng Medical, Inc. • Surgical & medical instruments & apparatus
Contract for Commissioned Manufacturing of Collimators and Tungalloy PartsCommission Agreement • April 18th, 2008 • Huiheng Medical, Inc. • Surgical & medical instruments & apparatus
After friendly negotiation, Party A and Party B agreed to execute this Contract, under with Party A will commission Party B to manufacture the collimators and tungalloy parts used in SGS-I according to the drawings provided by Party A.
SECURITIES EXCHANGE AGREEMENTSecurities Exchange Agreement • August 13th, 2007 • Mill Basin Technologies, Ltd. • Retail-lumber & other building materials dealers • New York
This SECURITIES EXCHANGE AGREEMENT (the “Agreement”) is entered into as of May 15, 2007 by and among MILL BASIN TECHNOLOGIES, LTD, a Nevada corporation (“Mill Basin”); HARBORVIEW MASTER FUND LP and DIVERSE TRADING LTD., (collectively, the “Mill Basin Guarantors”); ALLIED MORAL HOLDINGS, LTD., an international business company organized under the laws of the British Virgin Islands (the “Company”); and all the shareholders of the Company who have executed this Agreement on the signature page hereto (the “Company Shareholders”), with respect to the following facts:
FORM OF EQUIPMENT SALES CONTRACTEquipment Sales Contract • February 1st, 2008 • Huiheng Medical, Inc. • Surgical & medical instruments & apparatus
Buyer and Seller, adhering to the principles of equality and mutual benefits and through friendly consultations, for the deal concerning the _______________ (hereinafter referred to as the “equipment”) agree to enter into this Contract:
Transfer AgreementTransfer Agreement • October 20th, 2011 • Huiheng Medical, Inc. • Surgical & medical instruments & apparatus
Both parties reached the following agreement regarding transferring all the assets, operating rights and interests held by Party A in the “Project of Accelerator Center at Lianyungang Sheng’an Hospital” (hereafter “Lianyungang Project”) to Party B.
COMMON STOCK PURCHASE AGREEMENTCommon Stock Purchase Agreement • May 13th, 2010 • Huiheng Medical, Inc. • Surgical & medical instruments & apparatus • California
THIS AGREEMENT is made and entered into as of May 7, 2010, by and among Huiheng Medical, Inc., a Nevada corporation (“Buyer”), Three Arch Capital, L.P., TAC Associates, L.P., Three Arch Partners IV, L.P., and Three Arch Associates IV, L.P. (each a “Seller” and collectively, the “Sellers”).
Transfer AgreementTransfer Agreement • June 23rd, 2011 • Huiheng Medical, Inc. • Surgical & medical instruments & apparatus
Both parties reached the following agreement regarding transferring all the assets and equity held by Party A in the “Project of accelerator center of Shengan Hospital in Lianyungang” to Party B.
AMENDMENT TO INVESTORS’ RIGHTS AGREEMENTInvestors’ Rights Agreement • February 1st, 2008 • Huiheng Medical, Inc. • Surgical & medical instruments & apparatus
This Amendment to Investors’ Rights Agreement is entered into as of December 27, 2007, by and among Huiheng Medical, Inc., a Nevada corporation (the “Company”), and those holders of outstanding shares of Series A Preferred Stock issued by the Company (the “Series A Holders”) who execute this Amendment, with respect to the following:
Purchase Contract of Cobalt-60 Radiation Sources Used in SGS-I Contract Number: Co-Y-05-01 Time of Signing: September 1, 2005 Place of Signing: Beijing, ChinaPurchase Contract • November 22nd, 2010 • Huiheng Medical, Inc. • Surgical & medical instruments & apparatus
After friendly negotiation, Party A and Party B agrees to enter this Contract, under which Party A consigns Party B the matter related to processing and manufacture of Cobalt-60 radiation sources used in SGS-I
AGREEMENTLegal Services Agreement • February 27th, 2006 • Pinewood Imports, Ltd.
AGREEMENT dated this 15th day of February 2006, by and between Pinewood Imports, Ltd. (hereinafter “PWI”), a Nevada Corporation, with offices located at 1611 Gate Creek Drive, Pearland, TX 77258, Keith Barton, President of PWI and Gary B. Wolff, P.C., counsel to PWI, with offices located at 805 Third Avenue, New York, New York.
AMENDMENT TO INVESTORS’ RIGHTS AGREEMENTInvestors’ Rights Agreement • July 7th, 2008 • Huiheng Medical, Inc. • Surgical & medical instruments & apparatus
This Amendment to Investors’ Rights Agreement is entered into as of December 27, 2007, by and among Huiheng Medical, Inc., a Nevada corporation (the “Company”), and those holders of outstanding shares of Series A Preferred Stock issued by the Company (the “Series A Holders”) who execute this Amendment, with respect to the following:
FORM OF COMMON STOCK PURCHASE WARRANT To Purchase __________ Shares of Common Stock of HUIHENG MEDICAL, INC.Common Stock Purchase Warrant • August 29th, 2008 • Huiheng Medical, Inc. • Surgical & medical instruments & apparatus
THIS COMMON STOCK PURCHASE WARRANT CERTIFIES that, for value received, _________ (the “Holder”), is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after _______ __, 2008 (the “Initial Exercise Date”) and on or prior to the close of business on _______ __, 2013 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Huiheng Medical, Inc., a corporation incorporated in the State of Nevada (the “Company”), up to ________ shares (the “Warrant Shares”) of Common Stock, par value $0.001 per share, of the Company (the “Common Stock”). The purchase price of one share of Common Stock (the “Exercise Price”) under this Warrant shall be $________ (115% of the initial public offering (“Offering”) price per share of Common Stock registered under the registration statement on Form SB-2, as amended on Form S-1 (No. 333-146975) (the “Registration Statement”)), subject to adjustment hereunder.
Capital Contribution Transfer AgreementCapital Contribution Transfer Agreement • July 7th, 2008 • Huiheng Medical, Inc. • Surgical & medical instruments & apparatus
Therefore, after friendly consultations, Party A and Party B hereby execute this capital contribution transfer agreement (“Agreement” hereunder) upon matters related to the transfer of the Designated Contribution.
Capital Contribution Transfer AgreementCapital Contribution Transfer Agreement • July 7th, 2008 • Huiheng Medical, Inc. • Surgical & medical instruments & apparatus
After friendly consultations, Party A and Party B hereby execute this capital contribution transfer agreement (“Agreement” hereunder) upon matters related to the transfer of the Designated Contribution.
Transfer AgreementTransfer Agreement • August 30th, 2011 • Huiheng Medical, Inc. • Surgical & medical instruments & apparatus
Both parties reached the following agreement regarding transferring all the assets and equity held by Party A in the “Project of accelerator center of Dali 60 Hospital” (hereafter “Dali Project”) to Party B.
Transfer AgreementTransfer Agreement • August 30th, 2011 • Huiheng Medical, Inc. • Surgical & medical instruments & apparatus
Both parties reached the following agreement regarding transferring all the assets and equity held by Party A in the “Project of accelerator center of Sheng’an Hospital in Lianyungang” (hereafter “Lianyungang Project”) to Party B.
Agreement for Debts SettlementDebt Settlement Agreement • June 23rd, 2011 • Huiheng Medical, Inc. • Surgical & medical instruments & apparatus
According to the “Transfer Agreement” signed by both parties on Mar. 14, 2011, Party B should pay Party A RMB54,000,000.00 for the project transfer;
Transfer AgreementTransfer Agreement • August 30th, 2011 • Huiheng Medical, Inc. • Surgical & medical instruments & apparatus
If either party has the activity that is in violation of Clauses 1 and 2 of Article 5 of the Agreement, the other party has the right to cancel the Agreement, and the Party in violation shall be liable for all financial damages of the other party.
Transfer AgreementTransfer Agreement • August 30th, 2011 • Huiheng Medical, Inc. • Surgical & medical instruments & apparatus
Both parties reached the following agreement regarding transferring all the assets and equity held by Party A in the “Project of accelerator center of Huici Hospital in Heze” (hereafter “Heze Project”) to Party B.
EXECUTION COPY UNDERWRITING AGREEMENT Between HUIHENG MEDICAL, INC. And CHARDAN CAPITAL MARKETS, LLC Dated: _______ __, 2007Underwriting Agreement • December 5th, 2007 • Huiheng Medical, Inc. • Surgical & medical instruments & apparatus • New York
The undersigned, Huiheng Medical, Inc., a Nevada corporation (“Company”), hereby confirms its agreement with Chardan Capital Markets, LLC (being referred to herein variously as “you,” “Chardan” or the “Representative”) and with the other underwriters named on Schedule I hereto for which Chardan is acting as Representative (the Representative and the other Underwriters being collectively called the “Underwriters” or, individually, an “Underwriter”) as follows:
Transfer AgreementTransfer Agreement • October 20th, 2011 • Huiheng Medical, Inc. • Surgical & medical instruments & apparatus
Both parties reached the following agreement regarding transferring all the assets, operating rights and interests held by Party A in the “Project of Accelerator Center at Dali 60 Hospital” (hereafter “Dali Project”) to Party B.
LEASELease Agreement • December 5th, 2007 • Huiheng Medical, Inc. • Surgical & medical instruments & apparatus
Pursuant to PRC Contract Law and other relevant regulations, the Parties have agreed to the following terms and conditions, on which Party A leases its Property to Party B:
Sample Form of Contract for Commissioned Manufacturing of [ ] PartsCommission Agreement • July 7th, 2008 • Huiheng Medical, Inc. • Surgical & medical instruments & apparatus
After friendly negotiation, Party A and Party B agreed to execute this Contract, under with Party A will commission Party B to manufacture the [ ] parts used in [ ] according to the drawings provided by Party A.
Transfer AgreementTransfer Agreement • October 20th, 2011 • Huiheng Medical, Inc. • Surgical & medical instruments & apparatus
Both parties reached the following agreement regarding transferring all the assets, operating rights and interests held by Party A in the “Project of Accelerator Center at Heze Huici Hospital” (hereafter “Heze Project”) to Party B.
Transfer AgreementTransfer Agreement • October 20th, 2011 • Huiheng Medical, Inc. • Surgical & medical instruments & apparatus
Both parties reached the following agreement regarding transferring all the assets, operating rights and interests held by Party A in the “Project of Accelerator Center at Liaocheng Traditional Chinese Hospital” (hereafter “Liaocheng Project”) to Party B.
