INDEMNIFICATION AGREEMENTIndemnification Agreement • July 23rd, 2010 • China Kanghui Holdings • New York
THIS INDEMNIFICATION AGREEMENT (this “Agreement”) is made as of , 2010, by and between CHINA KANGHUI HOLDINGS, an exempted company duly incorporated and validly existing under the Law of the Cayman Islands (the “Company”), and (the “Indemnitee”), a director of the Company.
7,676,250 American Depositary Shares Representing 46,057,500 Ordinary Shares, par value US$0.001 per share CHINA KANGHUI HOLDINGS UNDERWRITING AGREEMENTChina Kanghui Holdings • August 5th, 2010 • Surgical & medical instruments & apparatus • New York
EMPLOYMENT AGREEMENTEmployment Agreement • July 23rd, 2010 • China Kanghui Holdings • New York
THIS EMPLOYMENT AGREEMENT (this “Agreement”) is made and entered into on April , 2010 by and between China Kanghui Holdings, a company incorporated and existing under the laws of the Cayman Islands (the “Company” and, together with all of its direct or indirect parent companies, subsidiaries, affiliates, or subsidiaries or affiliates of its parent companies, collectively referred to as the “Company Group”), and , an individual, a Chinese citizen with its ID/passport number being (the “Executive”).
SERIES B PREFERRED RIGHT OF FIRST REFUSAL AND CO-SALE AGREEMENT by and among CHINA KANGHUI HOLDINGS KANGHUI PARTIES OTHER EXISTING SHAREHOLDERS and SERIES B-1 INVESTORS dated as of April 21, 2009Sale Agreement • July 23rd, 2010 • China Kanghui Holdings • New York
THIS SERIES B PREFERRED RIGHT OF FIRST REFUSAL AND CO-SALE AGREEMENT (this “Agreement”) is made as of April 21, 2009, by and among China Kanghui Holdings, an exempt company organized and existing under the Laws of the Cayman Islands (the “Company”), each of the parties set forth in Part A of Schedule A (each a “Kanghui Party”, and collectively the “Kanghui Parties”); each of the parties set forth in Part B of Schedule A (each an “Other Existing Shareholder”, and collectively the “Other Existing Shareholders”); and VIVO Ventures Fund VI, L.P. and Vivo Ventures VI Affiliates Fund, L.P. (collectively, the “Series B-1 Investors”).
EQUITY TRANSFER AGREEMENT FOR BEIJING LIBEIER BIOLOGY ENGINEERING RESEARCH INSTITUTE CO., LTD. BETWEEN CHINA KANGHUI HOLDINGS AND GUO QIAN NIE HONGXIN BEIJING LIBEIER BIOLOGY ENGINEERING RESEARCH INSTITUTE CO., LTD. Dated April 29, 2008Supplementary Agreement • July 23rd, 2010 • China Kanghui Holdings
THIS EQUITY TRANSFER AGREEMENT (this “Agreement”) dated April 29, 2008 is entered into in Changzhou, China by and among the following parties:
SERIES B PREFERRED SHARE RESTRICTION AGREEMENT by and among CHINA KANGHUI HOLDINGS RESTRICTED HOLDERS OTHER EXISTING SHAREHOLDERS and SERIES B-1 INVESTORS dated as of April 21, 2009Preferred Share Restriction Agreement • July 23rd, 2010 • China Kanghui Holdings • New York
THIS SERIES B PREFERRED SHARE RESTRICTION AGREEMENT (this “Agreement”) is made as of April 21, 2009, by and among China Kanghui Holdings, an exempt company organized and existing under the Laws of the Cayman Islands (the “Company”); each of the parties set forth in Part A of Schedule A (each a “Restricted Holder”, and collectively, “Restricted Holders”); each of the parties set forth in Part B of Schedule A (each an “Other Existing Shareholder”, and collectively the “Other Existing Shareholders”); and VIVO Ventures Fund VI, L.P. and Vivo Ventures VI Affiliates Fund, L.P. (collectively, the “Series B-1 Investors”).
Lease ContractChina Kanghui Holdings • April 30th, 2012 • Surgical & medical instruments & apparatus
TOLL MANUFACTURING AGREEMENTToll Manufacturing Agreement • July 23rd, 2010 • China Kanghui Holdings
In the principle of equality, good faith and mutual benefit and upon consultation, Party A and Party B agree that Party B will manufacture for Party A dental implant parts and accessories surgical instruments for dental implant on the terms set forth below:
Premises Lease ContractPremises Lease Contract • July 23rd, 2010 • China Kanghui Holdings
SHARE PURCHASE AGREEMENTShare Restriction Agreement • July 23rd, 2010 • China Kanghui Holdings • New York
THIS SHARE PURCHASE AGREEMENT (this “Agreement”) is made as of July 10, 2006, by and among China Kanghui Holdings, an exempt company organized and existing under the Laws of the Cayman Islands (the “Company”), Changzhou Kanghui Medical Innovation Co., Ltd., a wholly foreign owned enterprise organized and existing under the Laws of the PRC (the “Domestic Entity”), each of the parties set forth in Schedule A (each a “Guarantor”, and collectively, “Guarantors”), and each of the parties set forth in Schedule B (each an “Investor”, and collectively, “Investors”).
AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT by and among CHINA KANGHUI HOLDINGS EXISTING SHAREHOLDERS and SERIES B-1 INVESTORS dated as of April 21, 2009Investors’ Rights Agreement • July 23rd, 2010 • China Kanghui Holdings • New York
THIS AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT (this “Agreement”) is made as of April 21, 2009, by and among China Kanghui Holdings, an exempt company organized and existing under the Laws of the Cayman Islands (the “Company”); each of the parties set forth in Schedule A (each an “Existing Shareholder”, and collectively the “Existing Shareholders”); and VIVO Ventures Fund VI, L.P. and Vivo Ventures VI Affiliates Fund, L.P. (collectively, the “Series B-1 Investors”).
Factory Building Lease ContractChina Kanghui Holdings • July 23rd, 2010
Upon friendly negotiation, Party A and Party B enter into the following agreements in respect of Party B’s lease from Party A of some offices and factory building located at Guangde factory building compound in the East Industrial Park as Party B’s operational premises:
Agency AgreementAgency Agreement • July 23rd, 2010 • China Kanghui Holdings
Premises Lease ContractPremises Lease Contract • July 23rd, 2010 • China Kanghui Holdings
SHARE PURCHASE AGREEMENT by and among CHINA KANGHUI HOLDINGS CHANGZHOU KANGHUI MEDICAL INNOVATION CO., LTD. GUARANTORS and INVESTORS dated as of January 3, 2008Share Purchase Agreement • July 23rd, 2010 • China Kanghui Holdings • New York
THIS SHARE PURCHASE AGREEMENT (this “Agreement”) is made as of January 3, 2008 by and among China Kanghui Holdings, an exempt company organized and existing under the Laws of the Cayman Islands (the “Company”); Changzhou Kanghui Medical Innovation Co., Ltd., a wholly foreign owned enterprise organized and existing under the Laws of the PRC (the “Domestic Entity”); each of the parties set forth in Schedule A (each a “Guarantor”, and collectively, “Guarantors”); SIG China Investments One, Ltd. (the “Lead Investor”), and each of other parties set forth in Schedule B (together with the Lead Investor, each an “Investor”, and collectively, the “Investors”).
EXHIBIT A Joint Filing AgreementJoint Filing Agreement • February 10th, 2011 • China Kanghui Holdings • Surgical & medical instruments & apparatus
SHARE PURCHASE AGREEMENT by and among CHINA KANGHUI HOLDINGS CHANGZHOU KANGHUI MEDICAL INNOVATION CO., LTD. BEIJING LIBEIER BIOLOGY ENGINEERING RESEARCH INSTITUTE CO., LTD. GUARANTORS and INVESTORS dated as of April 21, 2009Share Purchase Agreement • July 23rd, 2010 • China Kanghui Holdings • New York
THIS SHARE PURCHASE AGREEMENT (this “Agreement”) is made as of April 21, 2009 by and among China Kanghui Holdings, an exempt company organized and existing under the Laws of the Cayman Islands (the “Company”); Changzhou Kanghui Medical Innovation Co., Ltd., a wholly foreign owned enterprise organized and existing under the Laws of the PRC (“Changzhou Kanghui”); Beijing Libeier Biology Engineering Research Institute Co., Ltd., a wholly foreign owned enterprise organized and existing under the Laws of the PRC (“Beijing Libeier”, together with Changzhou Kanghui, collectively, the “Domestic Entities”, each, a “Domestic Entity”); each of the parties set forth in Schedule A (each a “Guarantor”, and collectively, “Guarantors”); and VIVO Ventures Fund VI, L.P. and Vivo Ventures VI Affiliates Fund, L.P. (each an “Investor”, collectively, the “Investors”).
LETTER OF INTENT July 28, 2010Letter Of • July 28th, 2010 • China Kanghui Holdings • Surgical & medical instruments & apparatus
THIS LETTER OF INTENT (this “Letter of Intent”) outlines the principal commercial terms proposed for the lease of certain premises in Beijing Kechuang 6th Street (the “Premises”). Other than the obligations described in the paragraphs herein titled “Leased” and “Validity”, this Letter of Intent does not constitute the legally binding agreement of any party to consummate the transactions proposed herein. The final and binding agreement of the parties hereto shall be contained only in a lease agreement (the “Lease”) to be subsequently concluded by the parties in respect of the subject matter hereof.
EQUIPMENT PURCHASE AGREEMENTEquipment Purchase Agreement • July 23rd, 2010 • China Kanghui Holdings
Pursuant to the provisions of the General Principles of the Civil Law of the People’s Republic of China and the Contract Law of the People’s Republic of China, upon amicable consultation and on the basis of equality and free will, the parties hereby enter into this purchase agreement with the main contents as follows:
Wanliu Yicheng Mansion Office Building Lease ContractChina Kanghui Holdings • July 23rd, 2010
In accordance with the Beijing Property Lease Regulations and its implementing rules, Party A and Party B, upon mutual consultation, enter into this Contract:
Factory Building Lease ContractChina Kanghui Holdings • July 23rd, 2010
Upon friendly negotiation, Party A and Party B enter into the following agreements in respect of Party B’s lease from Party A of some offices, factory building and site (the drawings thereof are attached hereto) located at Guangde factory building compound in the East Industrial Park as Party B’s operational premises:
