AMENDED AND RESTATED JOINT VENTURE AGREEMENT BETWEEN LOGIC EXPRESS LIMITED AND SHANDONG BIOLOGIC PRODUCTS RESEARCH INSTITUTE DATED AS OF MARCH 12, 2006 (Summary Translation)
EXHIBIT
10.2
AMENDED AND RESTATED JOINT VENTURE AGREEMENT
BETWEEN LOGIC EXPRESS LIMITED AND SHANDONG
BIOLOGIC PRODUCTS RESEARCH INSTITUTE
DATED AS OF MARCH 12, 2006
BETWEEN LOGIC EXPRESS LIMITED AND SHANDONG
BIOLOGIC PRODUCTS RESEARCH INSTITUTE
DATED AS OF MARCH 12, 2006
(Summary
Translation)
This
Joint Venture Contract (hereinafter referred to as “Contract”)
is
made as of the [ ] day of [ ] 2006 by and between the following Party A and
Party B:
Preamble
WHEREAS
The
shareholding of Shandong Missile Biologic Products Co., Ltd. (hereinafter
referred to as “Joint
Venture”)
has
been changed and the original shareholder Xxx Xxxx Investment Co., Ltd.
(志扬投犼有榰公司)
has
assigned all his equity interest in the Joint Venture to LOGICEXPRESS LTD
(hereinafter referred to as “Party
A”).
Pursuant to the Law of the People's Republic of China on Sino-Foreign Equity
Joint Ventures, the Company Law of the People’s Republic of China and other
applicable laws and regulations of the People’s Republic of China, both Party A
and Shandong Province Biologic Products Research Institute (山东省生物制品研究所)
(hereinafter referred to as “Party
B”),
based
on the principles of equality and mutual benefit and through friendly
consultation, have agreed to establish a Sino-foreign equity joint venture
in
the Shandong Province of the People’s Republic of China and to amend the
original joint venture contract correspondingly.
NOW
THEREFORE THE PARTIES agree
as
follows:
Chapter
1. The Parties
|
1.
|
The
contracting Parties of this Contract are:
|
Party
A:
LOGIC
EXPRESS LTD
Legal
Address: Xxxxxxxxxx
PlazaôWickhams
Cay 1ô2nd
Floor, Road Town,Tortola,British Virgin
Islands.
Office
Address: Room
1606, Xxx Xxxx Centre, 264 Castle Peak Road, Tsuen Wan, Hong Kong.
Representative: Li
Linling (李林玲)
Nationality: China
-1-
Party
B: Shandong
Province Biologic Products Research Institute
(山东省生物制品研究所)
Legal
Address: 00
Xxxxxx
Xxxx Xxxx, Xxxxx Xxxx, Xxxxxxxx Xxxxxxxx, Xxxxx.
Legal
Representative: Xxxx
Xxxxxxx (庞广礼)
Position: President
of the Institute
Nationality: China
|
2.
|
Each
of the Parties represents that his identity and information are true
and
up-to-date, and each of the Parties has full power and capacity to
execute
this Contract and to perform all the obligations under this Contract.
|
Chapter
2. Incorporation
|
3.
|
Both
Parties of this Contract agrees to incorporate a biologic products
company
limited (hereinafter referred to as “Joint
Venture”),
which is an equity joint venture, in Taian City, Shandong Province
of
China in accordance with the applicable laws and regulations of China.
|
|
4.
|
The
Chinese name of the Joint Venture is: 山东米歇尔生物制品有榰公司。
|
The
English name of the Joint Venture is: SHANDONG MISSILE BIOLOGIC PRODUCTS CO.
LTD.
Legal
Address is: 00 Xxxxxx Xxxx Xxxx, Xxxxx Xxxx, Xxxxxxxx Xxxxxxxx, Xxxxx.
(中国山东省泰安市禲山东爑14号)
|
5.
|
The
Joint Venture is a Chinese legal person, and is governed and protected
by
the laws, regulations, and related rules of China (hereinafter referred
to
as “Laws of China”). The Joint Venture can operate all the legal
businesses under the Laws of China.
|
|
6.
|
The
Joint Venture shall be incorporated as a limited liability company
and its
liability is limited to all of its assets. The liability of each
Party
shall be limited to his capital contribution to the registered capital
of
the Joint Venture. The Parties shall share the profits the Joint
Venture
in proportion to their capital contributions to the registered capital.
|
-2-
Chapter 3. Mission, Scope and Scale of Business
|
7.
|
The
mission of the Joint Venture is: In accordance with the principles
of
equality and mutual benefit, and the intent to have a long-term
partnership, both Parties fully utilize their comparative advantages,
and
apply advance technologies and scientific management methods to establish
Joint Venture, and to make it a modern biological and pharmaceutical
enterprise, which produces competitive products in terms of scope,
quality
and price in the Chinese and overseas markets, and as a result, both
Parties can achieve their economic
efficiency.
|
|
8.
|
The
scope of production and business of Joint Venture is: Research, production
and marketing of biologic products, blood products, biochemical products,
small volume parenteral solution, and genetic engineering product
in
compliance with the Pharmaceutical Administration Law of the People’s
Republic of China, Regulations for Implementation of the Pharmaceutical
Administration Law of the People’s Republic of China, and Good Management
Practice for the Quality and Production of Pharmaceutical Products
(GMP)
issued by the State Food and Drug Administration.
|
|
9.
|
The
scale of production of Joint Venture is: In the first year of the
establishment of Joint Venture, revenue income for the production
of
existing products reaches 40 million Yuan; within three (3) years,
three
(3) new product types will be added and the revenue income will reach
80
million Yuan; after five (5) years, revenue income will reach 100
million
Yuan.
|
Chapter
4. Total Investment and Registered Capital
|
10.
|
Total
investment:
|
The
total
amount of investment of Joint Venture is 160 million RMB Yuan.
-3-
|
11.
|
Registered
Capital:
|
The
registered capital of Joint Venture is 87 million RMB Yuan, in
which:
Party
A:
72 million RMB Yuan, equivalent to 82.76% of total equity interest;
Party
B:
15 million RMB Yuan, equivalent to 17.24% of total equity interest.
|
12.
|
The
following items shall be used in capital contribution by the
Parties:
|
Party
A:
Cash: Hong Kong Dollar cash equivalent to 68.8754 million RMB Yuan; Equipment
and Machinery equivalent to 3.1246 million RMB Yuan. The aforesaid capital
contribution is in the total sum of 72.00 million RMB Yuan which is equivalent
to 82.76% of registered capital.
Party
B:
Factory, machinery, inventory, liquid asset, etc in kind equivalent to 6.40
million RMB Yuan; non-patented technology equivalent to 8.60 million RMB Yuan.
The aforesaid capital contribution is in the total sum of 15.00 million RMB
Yuan
which is equivalent to 17.24% of registered capital.
|
13.
|
Party
B has already paid up all his subscribed capital contribution to
Joint
Venture.
|
Party
A
was assigned from Up wing Investment Limited. its subscribed capital
contribution amounting to RMB 72.00 million Yuan which is equivalent to 82.76%
of the company registered capital, in which Party A has already paid up capital
contribution 45.60 million Yuan and the rest 26.40 million Yuan shall be
deposited in cash into the designated bank account of Joint Venture on
30th
day of
June 2006.
|
14.
|
The
capital contribution paid by the Parties in accordance with this
Contract
shall be in cash which shall be owned by the corresponding Party,
in kind
or in the form of land use right, industrial intellectual property,
non-patented technology or other kinds of legal rights which shall
be
owned by the respective Party and shall not be restricted by guarantee
or
any kind of encumbrance.
|
In
the
case that the capital contribution is in kind or in the form of industrial
intellectual property, non-patented technology or any other legal rights, the
contributing Party shall provide relevant documents to proof his possession
of
the ownership of and the right to dispose the same.
|
15.
|
Each
and either Party of Joint Venture shall not use the loans, rental
machinery and equipment, or any other properties owned or obtained
under
the name of Joint Venture, or any other people’s property as his own
capital contribution, and also shall not use the property or rights
of the
Joint Venture or the other Party’s property or rights to guarantee his
capital contribution.
|
-4-
|
16.
|
Either
Party fails to contribute his committed capital totally or partially
in
accordance with this Contract shall constitute a breach of contract.
In
addition to the relevant treatment stipulated by the State, non-breaching
Party should also remind the breaching Party to pay or to pay up
his
capital contribution within one (1) month. If the breaching party
fails to
do so within the said time limit, the breaching Party shall pay the
late
payment interest (refer to interest penalty on late payment of loan)
and
compensate the non-breaching Party for the loss and damages. The
breaching
Party shall also be liable for the breach of the Contract in accordance
with the applicable laws and regulations of the State.
|
|
17.
|
A
Chinese chartered public accountant firm shall verify the capital
contributed by each Party and issue a capital verification certificate.
Joint Venture shall issue a capital contribution certificate to each
contributing Party pursuant to the capital verification certificate.
The
capital contribution certificate shall include the following items:
name
of the Joint Venture, incorporation date of the Joint Venture, Name
of the
investors and the amount, proportion, form and date of his capital
contribution, and the issue date of the capital contribution certificate.
|
The
capital contribution certificate is the material evidence for the proportion
of
the capital contribution and the rights of each Party, and has the highest
evidential weight for the Parties.
|
18.
|
Equity
interest assignment and change:
|
The
assignment of the equity interest in Joint Venture shall be conducted in
compliance with the laws and regulations of China.
In
the
case that any Party intend to assign his subscribed equity interest totally
or
partially to any other third parties, the other Party has the right of first
refusal to purchase such equity interest in the terms and conditions not worse
than those given to the aforesaid third party. In the case that the said other
Party does not wish to exercise his right of first refusal, the aforesaid
assignment shall be deemed agreed by the said other Party.
Any
increase of Joint Venture’s registered capital shall be processed by the board
of directors in compliance with Change of Equity Interest Agreement, and shall
be submitted to the original government authority for approval.
-5-
Chapter
5. Obligations of both Parties
|
19.
|
Both
Parties shall complete the following items
respectively:
|
Party
A’s
obligations:
|
l
|
To
pay up capital contribution in accordance with Chapter 4 and to assist
in
capital arrangement, and to be responsible for the listing of the
company;
|
|
l
|
To
assist Joint Venture to obtain preferential policy and
conditions;
|
|
l
|
To
assist foreign employees to apply for the visa, work permit and traveling
documents, etc.
|
Party
B’s
obligations:
|
l
|
To
pay up capital contribution in accordance with Chapter 4 and to assist
in
capital arrangement;
|
|
l
|
To
assist Joint Venture to the Land Administration Authorities for land
use
right;
|
|
l
|
To
assist Joint Venture to organize the design and building of the factory
and other engineering facilities of the Joint
Venture;
|
|
l
|
To
assist Joint Venture to apply for and install water, electricity,
transportation and other infrastructure
setup;
|
|
l
|
To
assist Joint Venture to employ management in China, technical personnel,
workers and any other necessary
personnel;
|
|
l
|
To
provide the necessary machinery installation and customization, personnel
to conduct test run, and personnel for production and
control;
|
|
l
|
To
be responsible for other business entrusted by Joint
Venture.
|
Chapter
6. Use of Premises
|
20.
|
Joint
Venture has the right to obtain the right to use a premise by rental
or
purchase in accordance with the Laws of China.
|
|
21.
|
Before
the Joint Venture obtains the right to use a premise, Party B shall
guarantee Joint Venture has the right to use Party B’s premise (refer to
Annex 3: Blueprint). Save for the portion reserved for Party B, the
right
to use the land set forth in Annex 3 shall be owned by Joint Venture.
Joint Venture shall pay, no matter how or what nature of the aforesaid
land is changed, the related fee to Party B regularly and sufficiently
according to the principles set forth in the meeting minutes of Shandong
Province Government dated 28th
of
June 2002 and the summary of Taian City Government Special Topic
Conference (ref.: [2002] No. 31) before the restructuring of Party
B.
During the restructuring of Party B, both Joint Venture and Party
B shall
comply with the Land Use Compensation Agreement entered between Joint
Venture and Party B on 14th
day of July 2003, and Joint Venture shall not use the aforesaid land
in
any other way without the consent of Party B (except for the loan
guarantee).
|
-6-
Chapter
7. Board of Directors and Supervisors
|
22.
|
The
board of directors is founded on the registration date of the Joint
Venture.
|
|
23.
|
The
board of directors shall consist of five (5) directors, in which
Party A
shall appoint four (4) directors and Party B shall appoint one (1)
director. The board has one chairman and one vice-chairman, who shall
be
elected by the board of directors. If a director appointed by a Party
becomes the chairman, a director appointed by other Party shall assume
the
office of vice-chairman. Both Parties has right to change the directors
appointed by him from time to time. The term of the chairman and
vice-chairman of the board, and the directors are four (4) years
provided
that the respective appointing Party has not changed his directors.
The
directors may stay for another term if appointed by the Party.
|
|
24.
|
The
board of directors is the highest authority of the Joint Venture
and
decides all the major issues in relation to Joint Venture. The power
of
the board of directors includes the following:
|
|
1.
|
Amendment
of the Articles of Association of the Joint
Venture;
|
|
2.
|
Termination
and dissolution of Joint Venture;
|
|
3.
|
Merger
and spin-off of Joint Venture;
|
|
4.
|
Change
of registered capital of Joint
Venture;
|
|
5.
|
Discussion
and Decision on the remuneration system of the
employees;
|
|
6.
|
Decision
on the profit distribution and deficit make up
scheme;
|
|
7.
|
Approval
of annual budget and financial
report;
|
|
8.
|
Decision
on major acquisition and
investment;
|
|
9.
|
Decision
on taking out mortgage and guarantee on the Joint Venture’s
asset;
|
|
10.
|
Adoption,
amendment and termination of group labor contract and staff benefit
scheme;
|
|
11.
|
Appointment
or dismissal of the general manager, deputy general manager of Joint
Venture; appointment or dismissal of financial controller, marketing
and
sales director and assistant to general manager according to the
nominations of the general manager, and decision on their remuneration
and
appraisal scheme;
|
|
12.
|
Decision
on the establishment of the business management structure of Joint
Venture;
|
|
13.
|
Other
major issues which shall be decided by the board of directors.
|
-7-
|
25.
|
For
item 1 to item 5 set forth in Article 24, a unanimous approval of
the
directors who has right to vote and has attended the corresponding
board
of directors meeting shall be required; for item 6 to item 10, the
approval of two third (2/3) of the directors who has attended the
corresponding board of directors meeting shall be required; and for
the
rest of the items, the approval of half (1/2) of the directors who
has
attended the corresponding board of directors meeting shall be required.
|
|
26.
|
The
chairman shall chair the board of directors meeting. If the chairman
cannot exercise his authority, he shall entrust the vice-chairman
in
writing. If the vice-chairman cannot exercise his authority, he can
entrust a director in writing.
|
The
board
of directors shall convene at least one meeting every year. An interim board
of
directors meeting can be convened on the request of one third (1/3) of the
directors. The resolution and minutes of the meeting shall be filed by Joint
Venture.
The
board
of directors meeting requires a quorum of over two third (2/3) of the total
number of directors. Each director shall assign a proxy to attend and vote
in
the board of directors meeting in writing if he cannot attend the meeting.
If a
director does not attend the meeting and does not assign a proxy to attend
the
meeting, he shall be deemed to abstain from voting.
The
rules
of procedure for the board of directors meeting shall be set up separately
by
the board of directors in compliance with the Articles of Association of Joint
Venture.
|
27.
|
The
company shall establish the board of supervisors which shall consist
of 3
members. Each of the investing Parties shall appoint one member and
one
member shall represent the employees. The chairman of the board of
supervisor shall be elected by the members from the members appointed
by
the Party who does not appoint a director who subsequently becomes
the
chairman of the board of directors. The board of supervisors exercise
the
following powers:
|
|
1.
|
Check
the financial conditions of the
company;
|
|
2.
|
Supervise
the duty-related acts of the directors and managers and to check
if they
have violated any laws and regulations, or the articles of association;
and to request the director and the manager to correct if their acts
cause
damages to the company;
|
|
3.
|
Inform
the related shareholder and individual to handle before certain time
limit
if the directors, managers and supervisors are not in compliance
with the
Article 57 of Company Law. In the case that individual has an outstanding
debt amounting to over one (1) million RMB Yuan, the related shareholder
and individual shall be replaced or
resigned;
|
|
4.
|
Perform
other duties agreed by the board of
directors;
|
|
5.
|
Attend
the board of directors meeting as a non-voting
member.
|
-8-
Chapter
8. Business Management Structure
|
28.
|
The
Joint Venture shall establish a management office which shall be
responsible for its daily management. The management office shall
have one
general manager, one deputy general manager. The general manager
and the
deputy general manger shall be employed by the board of directors
and
their term of office shall be three (3)
years.
|
|
29.
|
The
general manager is the legal representative of Joint Venture, and
has the
responsibility to execute the decisions of the board of directors,
to
organize and to lead the daily operation of the Joint Venture. The
deputy
general manger shall assist the general manager to perform his duty.
The
detail job description of the general manager shall be specified
in the
Articles of Association of Joint Venture.
|
|
30.
|
The
financial controller, marketing and sales director and assistant
to
general manager shall be nominated by the general manager and appointed
by
the board of directors.
|
|
31.
|
Directors,
supervisors and the employees appointed by the board of directors
are
senior personnel. The remuneration and bonus of senior personnel
are
decided by the board of directors.
|
|
32.
|
If
any of the senior personnel has committed embezzlement or has serious
dereliction of duty, they may be dismissed at any time upon the decision
of the board of directors.
|
-9-
Chapter
9. Staff Management
|
33.
|
The
recruitment, penalty, dismissal, term of contract, salary, reward
and
punishment, labor insurance, society security, welfare and other
matters
of the employees of the Joint Venture shall be decided by the board
of
directors in compliance with the Labor Law of the People’s Republic of
China, the Regulations of the People’s Republic of China on Labor
Management in Sino-foreign Equity Joint Ventures and its implementation
rules, and relevant rules and regulations issued by the Taian City
of
Shandong Province Government. Joint Venture and the labor union of
Joint
Venture or individual can enter into group or individual labor contract.
The labor contracts shall be submitted to the local Labor Administration
Authority for verification and filing.
|
The
employees of Shandong Province Biologic Products Research Institute under the
custody of the company shall be managed in compliance with the Labor Custody
Agreement.
|
34.
|
The
board of directors shall set up separate schemes for the employment
and
management of special personnel whenever necessary.
|
Chapter
10. Labor Union
|
35.
|
Labor
union can be established pursuant to the Laws of China. The labor
union’s
major duties are:
|
|
l
|
Protect
the rights and benefits of employees stipulated by the
laws;
|
|
l
|
Assist
Joint Venture to arrange and use the welfare fund
properly;
|
|
l
|
Participate
in resolving any disputes between employees and Joint
Venture;
|
|
l
|
Execute
the group labor contract on behalf of the employees and monitor its
implementation;
|
|
l
|
Protect
the rights of employees under the
laws.
|
|
36.
|
The
representatives of the labor union has right to negotiate the issues
in
relation to bonus, penalty, discharge, salary, welfare, job safety
and
labor insurance of employees, etc. with management.
|
|
37.
|
Pursuant
to the Laws of China and related rules and regulations, Joint Venture
shall monthly allot an amount of money amounting to 2% of the sum
of the
actual salaries of all the employees of Joint Venture to the labor
union
fund.
|
-10-
Chapter
11. Tax, Finance, Audit and Company Seal
|
38.
|
Joint
Venture shall conduct financial audit in compliance with the Accounting
Law of the People’s Republic of China and shall pay all the taxes in
compliance with the Laws of China.
|
|
39.
|
The
employees of Joint Venture shall pay income tax in compliance with
the Tax
Law of China.
|
|
40.
|
Joint
Venture shall allocate to the reserve fund, company development fund
and
staff welfare fund in compliance with the Sino-foreign Equity Joint
Venture Law of the People’s Republic of China. The annual allocation
percentage to the funds shall be discussed and decided by the board
of
directors according to the business conditions of the company.
|
|
41.
|
The
financial year of Joint Venture is the same as the calendar year
and
starts from 1st
day of January to 31st
day of December in every year. Chinese language shall be used in
all
accounting vouchers, receipts, reports and accounting statements.
The bank
accounts and the company seal of the Joint Venture shall be controlled
and
managed by both Sino and foreign Parties together and the respective
detail methods shall be set up by the board of directors.
|
|
42.
|
The
financial statements of Joint Venture shall be audited once a year
by a
Chinese chartered public accountant firm and Joint Venture shall
be liable
for the related fee. Either Party has right to appoint a separate
accountant firm to audit the aforesaid financial statements at his
own
costs.
|
|
43.
|
The
balance sheet, profit and loss statement and profit distribution
scheme
for the last financial year shall be complied within the first three
(3)
months of every financial year and shall be submitted to the board
of
directors for verification. The profit distribution ratio shall be
calculated based on the actual paid up capital of each shareholder.
|
Chapter
12. Insurance
|
44.
|
Joint
Venture shall purchase insurance from the insurance company in the
territory of China to avoid the risk of loss and damages caused by
accidents and natural disasters to the Joint Venture. The board of
director shall decide the type, amount and the term of the insurance
purchased. Joint Venture shall be liable for the related insurance
premium.
|
-11-
Chapter
13. Term and Termination of Joint Venture
|
45.
|
The
term for operation of Joint Venture is thirty (30) years. The date
of
incorporation of Joint Venture is the issue date of the business
license
of Joint Venture.
|
The
term
of operation of Joint Venture can be extended by applying to the original
Government Authority six (6) months before the expiry date upon the unanimous
approval by the board of directors on a motion by either Party.
|
46.
|
If
Joint Venture is terminated upon expiry or before the expiry date,
it
shall be liquidated in compliance with the applicable laws and the
Articles of Association of Joint Venture.
|
Chapter
14. Amendment, Alternation and Termination of Contract
|
47.
|
Any
amendment to this Contract or its Annex shall be agreed by the Parties
by
entering into a written agreement and approved by the original government
authority before the said amendment becomes effective.
|
|
48.
|
In
the case that this Contract is not able to be executed due to force
majeure, or the Joint Venture cannot sustain the operation due to
many
years of continuous deficit, this Contract can be terminated upon
the
unanimous approval from the board of directors and approval by the
original Government Authority.
|
|
49.
|
In
the case that Joint Venture cannot operate its business or cannot
achieve
the objectives of its business operation due to the non-performance
or
substantial violation of this Contract or the Articles of Association
by
either Party, the breaching Party shall be deemed to terminate the
Contract unilaterally and the non-breaching Party has right to claim
compensation from the breaching Party and to submit the application
to the
original Government Authority in accordance with this Contract for
the
approval to terminate this Contract.
|
Chapter
15. Force Majeure
|
50.
|
In
the case of earthquake, typhoon, flooding, fire, war and other
unforeseeable and unavoidable force majeure, which has direct influence
on
the execution of the Contract or cause the inability for the Contract
to
be executed in the agreed conditions, the Party hindered by the event
of
force majeure shall telex the other Party immediately and shall provide
documents within fifteen (15) days to explain the details of the
event of
force majeure and to proof the reasons why the Contract cannot be
performed completely or partially, or has to be performed in a later
time.
The said document of proof shall be issued by the local notary office
in
the location where the said event occurred. Both Parties shall negotiate
and decide together if the Contract shall be terminated or part of
the
obligations under the Contract shall be exempted or be performed
in a
later time, according to the influence of the said event of force
majeure.
|
-12-
Chapter
16. Applicable Laws
|
51.
|
The
execution, validity, interpretation and performance of this Contract
shall
be governed by the Laws of China.
|
Chapter
17. Dispute Resolution
|
52.
|
Any
dispute arising from or in connection with this Agreement, both Parties
should have friendly negotiation to resolve. In the case that the
disputes
cannot be resolved, either Party can submit the disputes to China
International Economic and Trade Arbitration Commission Beijing Commission
for arbitration which shall be conducted in accordance with the
Commission’s arbitration rules. The arbitral award is final and binding
upon both Parties.
|
Chapter
18. Language of the Contract
|
53.
|
This
Chinese version of this Contract is the only valid and legally binding
version.
|
Chapter
19. Miscellaneous
|
54.
|
This
Contract and its annex shall come into effect on the approval date
given
by the approval authority of the People’s Republic of China.
|
|
55.
|
Telex
and fax notifications sent by one Party to another Party shall be
followed
by letters in writing if the notice is in relation to the rights
and
obligations of either Party. The legal address of the Parties set
forth
herein shall be the correspondence address.
|
|
56.
|
Any
matters not stipulated in this Contract shall be handled in compliance
with the Company Law, Sino-foreign Equity Joint Venture Law of the
People’s Republic of China, Labor Law of the People’s Republic of China
and its Shandong Province Labor Law Ordinance.
|
|
57.
|
This
Contract is executed by both Parties on 12th
day of March 2006 in Taian City, Shandong Province of China.
|
-13-
IN
WITNESS WHEREOF,
the
parties hereto have executed this Agreement as of the day and year first set
forth above.
Party
A:
LOGIC
EXPRESS LTD
Legal
Representative (signature):
Party
B: Shandong
Province Biologic Products Research Institute
山东省生物制品研究所
Legal
Representative (signature):
-14-
