AGREEMENT (English Translation)
Exhibit
2.1
AGREEMENT
(English
Translation)
PartyA:
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Jiling
Dongshen Weiye Science and Technological Development Co.,
Ltd.
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Party B: | Jiling Dongshen Weiye Bio-Engineering Co., Ltd |
Both
Party A and Party B have agreed to reach the following agreement through
negotiation.
1. Party
A agrees to purchase the two-storey manufacturing facility of 7,916 square
meters, built in June, 2007 under the ownership of Party B, which is located in
the northwest of Party B’s manufacturing facilities on the East Jifeng Road,
Jiling City (on the north of the oral liquid medicine workshop), the land use
right to an area of 34,830 square meters with a net area of 5,140 square meters
and the related facilities. The total purchase price was based on negotiations
by the parties and the Asset Appraisal Report issued by Jiling Minlin Accounting
Firm which appraised the aggregate value of the properties at RMB¥42,566,000.00
which consists of real estate for the net area of 5,140 square meters appraised
at RMB ¥19,906,000, land
use rights appraised at XXX x0,000,000,
xxxxxxxx XXXx22,373,200.
With a
premium of 90% of total appraised value, the parties agreed on the final
purchase price of RMB¥42,509,080.
2. Party
A, meanwhile, agrees to purchase, at the original value of RMB¥230,800, the five
production lines that Party B has completely assembled and the aging
racks.
3. Party
B agrees that Party A shall pay 60% of the total purchase price by the end of
July, 2008, and pay off the remaining balance by the end of December,
2008.
4. Both
Party A and Party B agree that the ownership transfer should be processed in
five full years following the execution of this Agreement. This
Agreement shall be in full force and effect upon the delivery in full of the
total purchase price. Party A should possess the right to full
ownership while Party B should forfeit all such right. Party B will pay any
related charges in advance and Party A shall reimburse Party B for such expenses
on December 31 of each year.
5. Both
Party A and Party B should solve any outstanding issues under this Agreement, if
any, through negotiation.
6. This
Agreement consists of two pages and Party A and Party B respectively keep one
copy of the Agreement. The Agreement is in effect up full execution by both
Party A and Party B.
Party A | Party B | |||
/s/
Xxxxxx Xx
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/s/
Xxxxxx
Xxx
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July
7, 2008
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July
7, 2008
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