EXHIBIT A TO COMMON STOCK AND WARRANT PURCHASE AGREEMENT FORM OF WARRANTWarrant Agreement • November 13th, 2007 • China Power Equipment, Inc. • Maryland
ARTICLE II PURCHASER'S REPRESENTATIONS AND WARRANTIESPreferred Stock and Warrant Purchase Agreement • November 13th, 2007 • China Power Equipment, Inc. • New York
Employment Contract of Key OfficerEmployment Contract • April 30th, 2008 • China Power Equipment, Inc. • Electrical industrial apparatus
This Contract is signed on a mutuality voluntary basis by and between Party A and Party B in accordance with the “Labour Law of People's Republic of China."
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • December 4th, 2009 • China Power Equipment, Inc. • Electrical industrial apparatus • New York
SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of November30, 2009, by and among China Power Equipment, Inc., a Maryland corporation, with headquarters located at 6th Floor, Fei Jing International, No. 15 Gaoxin 6 Road, Hi-tech Industrial Development Zone Xi’an, Shaanxi, China 710075 (the “Company”), and the Buyers listed on the Schedule of Buyers attached hereto (individually, a “Buyer” and collectively, the “Buyers”). The Company and the Buyers shall collectively be referred to as the “Parties” and individually, a “Party”.
Investment Trust AgreementInvestment Trust Agreement • August 5th, 2008 • China Power Equipment, Inc. • Electrical industrial apparatus
Management Entrustment Agreement This Agreement is made and entered into on November 8, 2006 in Xi'an City, China, by and between the following parties: PARTY A: Xi'an Amorphous Alloy Zhongxi Transformer Co., Ltd Registered business address: Xin Yuan...Management Entrustment Agreement • November 13th, 2007 • China Power Equipment, Inc.
RECITALS:Voting Trust and Escrow Agreement • November 13th, 2007 • China Power Equipment, Inc. • New York
Termination AgreementTermination Agreement • August 5th, 2008 • China Power Equipment, Inc. • Electrical industrial apparatus
Each Party of this termination agreement entered into “AGREEMENT”(hereafter referred to as “original agreement”) on Nov.11, 2007 in Xi’an, Shaanxi province, each Party of this agreement agreed that they would offer the paid-in capital for RMB30,000,000 together to establish Shaanxi Amorphous Alloy Power Co., Ltd.( temporary name, hereafter referred to “intent established company”) in Jingyang county, Shaanxi province .Due to Party B, Party C and Party D failed to offer the paid-in capital in a timely manner based on original agreement, so, the intent established company failed to be founded, after through equal negotiation, all Parties agreed to terminate the original agreement, and made the following terms to execute.
Sublease AgreementSublease Agreement • April 30th, 2008 • China Power Equipment, Inc. • Electrical industrial apparatus
Party A and Party B agreed through friendly negotiation based on “The Contract Law of People’s Republic of China” regarding Party B will lease and operate Party A’s branch factory of transformer, and made this agreement as follows:
AMENDMENTPreferred Stock and Warrant Purchase Agreement • November 13th, 2007 • China Power Equipment, Inc. • New York
Management Entrustment AgreementManagement Entrustment Agreement • April 30th, 2008 • China Power Equipment, Inc. • Electrical industrial apparatus
This Agreement amends and restates that certain Management Entrustment Agreement made and entered into on November 8, 2006 in Xi’an City, China, by and between the following parties:
AGREEMENTManagement Entrustment Agreement • September 25th, 2008 • China Power Equipment, Inc. • Electrical industrial apparatus
This agreement, entered into on September 24, 2008, hereby supplements and restates that certain Management Entrustment Agreement made and entered into on November 8, 2006 and amended and restated on April 24, 2008 in Xi’an City, China (the “Management Entrustment Agreement”), by and among the following parties: Xi'an Amorphous Alloy Zhongxi Transformer Co., Ltd. (“Zhongxi”), An Sen (Xi'an) Power Science & Technology Co., Ltd. (“An Sen”), Zhejiang Lvneng Electric Co.Ltd. (“ZLE”) and Xi'an Zhongxi Zhengliu Dianlu Transformer Factory, Ltd. (“Dianlu”).
Exhibit A to Common Stock and Warrant Purchase Agreement FORM OF WARRANTCommon Stock and Warrant Purchase Agreement • April 30th, 2008 • China Power Equipment, Inc. • Electrical industrial apparatus • Maryland
NEITHER THIS WARRANT NOR ANY SHARES OF COMMON STOCK ISSUABLE UPON THE EXERCISE OF THIS WARRANT HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND THE RULES AND REGULATIONS PROMULGATED THEREUNDER (THE “SECURITIES ACT”). THIS WARRANT AND THE COMMON STOCK ISSUABLE UPON EXERCISE OF THIS WARRANT MAY NOT BE OFFERED, SOLD, OR OTHERWISE TRANSFERRED IN THE ABSENCE OF REGISTRATION UNDER THE SECURITIES ACT OR UNLESS SUCH OFFER, SALE OR TRANSFER IS EXEMPT FROM SUCH REGISTRATION.
AMENDED PRELIMINARY FINANCIAL SERVICE AGREEMENTPreliminary Financial Service Agreement • August 5th, 2008 • China Power Equipment, Inc. • Electrical industrial apparatus
The Preliminary Financial Service Agreement is entered into as of May 14, 2008 between ELZ Accountancy Corp., its designated employee Elaine Zhao (collectively “Zhao”), and China Power Equipment, Inc. (the ‘Company”). ELZ Accountancy Corp. hereby agrees to designate its employee Elaine Zhao to serve as Chief Financial Officer of China Power Equipment, Inc., for an initial period of two years. The annual compensation, paid quarterly to ELZ Accountancy Corp. or Elaine Zhao at the beginning of each quarter, shall be US $45,000.
PREFERRED STOCK AND WARRANT PURCHASE AGREEMENTPreferred Stock and Warrant Purchase Agreement • March 3rd, 2008 • China Power Equipment, Inc. • Electrical industrial apparatus • New York
THIS PREFERRED STOCK AND WARRANT PURCHASE AGREEMENT (the "Agreement") is entered into as of _______, 2007, by and among CHINA POWER EQUIPMENT, INC., a Maryland corporation (the "Company"), with headquarters located at 76 Cranbrook Road, Cockeysville, County of Baltimore, MD 21020, and the purchasers (collectively, the "Purchasers" and each a "Purchaser") set forth on Schedule 1 hereof, with regard to the following:
Transfer Agreement of Offering the CapitalTransfer Agreement • August 5th, 2008 • China Power Equipment, Inc. • Electrical industrial apparatus
After approval by the shareholders meeting of Xi’an Amorphous Alloy Zhongxi Transformer Co., Ltd. which held on July 10, 2007, consulted by Party A and Party B, regarding Party A will transfer it’s offering capital in Xi’an Amorphous Alloy Zhongxi Transformer Co., Ltd to Party B, they agreed to sign this agreement.
November 30, 2009Make Good Escrow Agreement • December 4th, 2009 • China Power Equipment, Inc. • Electrical industrial apparatus • New York
This Agreement will set forth the terms pursuant to which China Power Equipment, Inc., a Maryland corporation (the “Company”), will deposit into escrow with you (the “Escrow Agent”) 2,080,000 shares of common stock, par value $0.001 per share, of the Company (the “Common Stock”), which are the shares defined as the Make Good Shares in that certain securities purchase agreement (the “Purchase Agreement”), dated November 30, 2009 among the Company, Barron Partners L.P. (“Barron Partners”) and the other investors named therein. Barron Partners and the Company shall be collectively called “Interested Parties”.
Cooperation AgreementCooperation Agreement • April 30th, 2008 • China Power Equipment, Inc. • Electrical industrial apparatus
TERMINATION AGREEMENTTermination Agreement • April 30th, 2008 • China Power Equipment, Inc. • Electrical industrial apparatus
Based on the agreement signed both Parties on Aug. 20, 2005, the series No. is ycfj-2005-02, regarding Party B would cooperate with Party A to construct the factory of product line of 5 thousand tons capability per year for AMDT-core in Yongchun Science & Technology Industry Centre, and offer money RMB4.90 million as construction fees. The factory would complete at the end of June in 2007. Due to jurisdictional department of Party A would purchase the whole area of Party A’s industry centre, and Party A’s surrounding environment is becoming a standard office building, result in increased in cost of industry environment, after consultation by both Parties, they made the consent as follows regarding the origin agreement and would obey the terms.
VOTING TRUST AND ESCROW AGREEMENTVoting Trust and Escrow Agreement • March 3rd, 2008 • China Power Equipment, Inc. • Electrical industrial apparatus • New York
THIS VOTING TRUST AND ESCROW AGREEMENT (“Agreement”) is made and entered into as of the 21st day of November, 2006 by and among the board members of Xi’an Amorphous Alloy Science & Technology Co., Ltd. (“Alloy Science”), the holding company of Xi’an Amorphous Alloy Zhongxi & Technology Co., Ltd. (“Zhongxi”), as attorney-in-fact for each of the shareholders of China Power Equipment, Inc. (the “Corporation”) set forth on Schedule A attached hereto (each a “Holder” and collectively, the “Holders”), and Yarong Feng and Guoan Zhang (“Voting Trustees”).
COMMON STOCK AND WARRANT PURCHASE AGREEMENTCommon Stock and Warrant Purchase Agreement • March 3rd, 2008 • China Power Equipment, Inc. • Electrical industrial apparatus • New York
THIS COMMON STOCK AND WARRANT PURCHASE AGREEMENT (the "Agreement") is entered into as of January 4, 2008, by and among CHINA POWER EQUIPMENT, INC., a Maryland corporation (the "Company"), with headquarters located at YASEN INDUSTRY CENTER, 4TH FLOOR, NO.15 GAO XIN 6TH ROAD , HI-TECH INDUSTRIAL DEVELOPMENT ZONE , XI'AN, SHAANXI, CHINA 710075 , and the purchasers (collectively, the "Purchasers" and each a "Purchaser") set forth on Schedule 1 hereof, with regard to the following:
INDEPENDENT DIRECTOR AGREEMENTIndependent Director Agreement • March 17th, 2010 • China Power Equipment, Inc. • Electrical industrial apparatus • New York
THIS AGREEMENT (the "Agreement") is made as of the ___ day of ___________, 2010 and is by and between CHINA POWER EQUIPMENT, INC., a Maryland corporation (hereinafter referred to as the "Company"), and ______________ (hereinafter referred to as the "Director").
Technology Transfer AgreementTechnology Transfer Agreement • August 5th, 2008 • China Power Equipment, Inc. • Electrical industrial apparatus
Share Holding Transfer AgreementShare Transfer Agreement • August 5th, 2008 • China Power Equipment, Inc. • Electrical industrial apparatus
Party A and Party B agreed through friendly negotiation regarding Party A shall transfer it’s shares which it owned 1,500,000 shares of Yan’an Amorphous Alloy Transformer Co., Ltd. to Party B, Party A and Party B made this agreement as follows:
AgreementConstruction Agreement • April 30th, 2008 • China Power Equipment, Inc. • Electrical industrial apparatus
Lease Contract For Workshop, Land and Affiliated EquipmentLease Contract • April 30th, 2008 • China Power Equipment, Inc. • Electrical industrial apparatus
Party A and Party B agreed through friendly negotiation based on “The Contract Law of People’s Republic of China” regarding lease Party B’s workshop, land and affiliated equipment, and made this agreement as follows:
