Haiwang Resources & Technology Ltd. Sample Contracts

Asset transfer Agreement
Asset Transfer Agreement • February 2nd, 2011 • Haiwang Resources & Technology Ltd.

Party A agrees to acquire the assets and ancillary facilities of Party B’s bromine plant (located on Zhongxin road, Shixing project region, Hanting District). In order to clarify the rights and obligations, both parties reach the following agreement upon mutual consent.

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Dongying Haihui Industry& Commerce Co., Ltd Equity Transfer Agreement
Equity Transfer Agreement • February 2nd, 2011 • Haiwang Resources & Technology Ltd.

According to “company law” and the relevant provisions of articles of incorporation, both parties reached the following agreement regarding equity transfer matters on a voluntary and equal basis upon the approval of all shareholders.

EXCLUSIVE TECHNICAL AND CONSULTING SERVICE AGREEMENT
Exclusive Technical and Consulting Service Agreement • February 2nd, 2011 • Haiwang Resources & Technology Ltd.

This Exclusive Technical and Consulting Service Agreement (hereinafter referred to as “Agreement”) is made and entered into effective as of February 1, 2011 in Weifang, Shandong Province, People’s Republic of China (the “PRC”) by and between the following parties:

EXCLUSIVE EQUITY INTEREST PURCHASE AGREEMENT
Exclusive Equity Interest Purchase Agreement • February 2nd, 2011 • Haiwang Resources & Technology Ltd.

This Exclusive Equity Interest Purchase Agreement (hereinafter referred to as “Agreement”) is entered into by and among the following parties effective in Weifang, Shandong Province, People’s Republic of China (hereinafter referred to as the “PRC”) as of February 1, 2011.

Transfer Agreement
Transfer Agreement • February 2nd, 2011 • Haiwang Resources & Technology Ltd.

Party B owns a bromine plant, which is located i in the east of Mi River within Hanting District to be transferred. Party A agrees to acquire it upon negotiation. In order to clarify the rights and obligations, both parties enter into the following agreement.

Employment Contract – Chunbin Yang
Employment Contract • February 2nd, 2011 • Haiwang Resources & Technology Ltd.

BETWEEN: Haiwang Resources & Technology Ltd., a company legally incorporated under the laws of People’s Republic of China, having a mailing address at No. 24, Lesperance, Providence Industrial Estate, MAHE Seychelles, acting and represented herein by Mr. Yang Chunbin, chairman of the board, declaring duly authorized, (hereinafter called “Haiwang”)

Land Lease Agreement
Land Lease Agreement • March 21st, 2011 • Haiwang Resources & Technology Ltd. • Mining & quarrying of nonmetallic minerals (no fuels)

According to its business development plan, party A agrees to lease its shrimp ponds to party B for constructing salt farm and salt-chemical projects. Both parties reach the following terms regarding to the leasing matters upon mutual consultation.

Assets swap Agreement
Assets Swap Agreement • February 2nd, 2011 • Haiwang Resources & Technology Ltd.

In order to consolidate Shandong Haiwang’s strength and boost its profitability, Part A and Part B, on a negation basis, reaches an agreement to swap Party A’s equity inteests in Haijing and Haitai with Haike’s assets as following:

PROXY AGREEMENT
Proxy Agreement • February 2nd, 2011 • Haiwang Resources & Technology Ltd.

This Proxy Agreement (hereinafter referred to as “Agreement”) is entered into effective as of February 1, 2011 by and among the following parties in Weifang, Shandong Province, People’s Republic of China (the “PRC”).

OPERATING AGREEMENT
Operating Agreement • February 2nd, 2011 • Haiwang Resources & Technology Ltd.

Registered Address: Room 2006, Floor 20, Qingyun Dangdai Plaza, Building 9 of Mantingfangyuan Community, Qingyunli, Haidian District, Beijing, PRC.

EQUITY INTEREST PLEDGE AGREEMENT
Equity Interest Pledge Agreement • February 2nd, 2011 • Haiwang Resources & Technology Ltd.

This Equity Interest Pledge Agreement (hereinafter referred to as “Agreement”) is entered into by and between the following Parties effective in Weifang, Shandong Province, People’s Republic of China (hereinafter referred to as the “PRC”) as of February 1, 2011.

Cooperation Agreement
Cooperation Agreement • February 2nd, 2011 • Haiwang Resources & Technology Ltd.

This Cooperation Agreement (this “Agreement”) is dated as of January 17, 2011 by and among each of the individuals listed on Schedule A hereto (the “Controlling Shareholders”); Shandong Haiwang Chemical Co., Ltd, a People’s Republic of China company (the “Company”); and Chunbin Yang , an individual agreeing to serve as the Controlling Shareholders’ agent hereunder (the “Agent”).

Transfer Agreement
Transfer Agreement • February 2nd, 2011 • Haiwang Resources & Technology Ltd.

Party A agrees to acquire the assets and ancillary facilities of Party B’s bromine plant (located in the east of Bailang River dyke and in the north of Fengtai village, Yangzi town). In order to clarify the rights and obligations, both parties reach the following agreement upon mutual agreement.

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