CONSULTATION AGREEMENTConsultation Agreement • November 21st, 2008 • General Red International, Inc. • Services-personal services • New York
This Consultation Agreement (this “Agreement”) is dated November 17, 2008, and is entered into between General Red Company, Ltd., a limited liability company organized under the laws of British Virgin Islands (“General Red BVI”), Xingguo General Red Navel Orange Preservation Company, Ltd, a limited liability company organized under the laws of the People’s Republic of China (“Xingguo”) and the majority shareholders of Xingguo (‘Shareholders”). General Red BVI, Shareholders and Xingguo are referred to collectively in this Agreement as the “Parties.”
PROXY AGREEMENTProxy Agreement • November 21st, 2008 • General Red International, Inc. • Services-personal services
This Proxy Agreement (the “Agreement”) is entered into as of November 17, 2008 between General Red Company, Ltd., a limited liability company organized under the laws of British Virgin Islands (“General Red BVI”), and Xingguo General Red Navel Orange Preservation Company, Ltd (“Xingguo”), a limited liability company organized under the laws of the People’s Republic of China (“PRC”), and each of the shareholders of Xingguo (“Shareholders”). General Red BVI, Xingguo, and Shareholders are collectively referred to in this Agreement as the “Parties.”
SHARE TRANSFER AND ISSUANCE AGREEMENTShare Transfer and Issuance Agreement • November 21st, 2008 • General Red International, Inc. • Services-personal services • New York
This SHARE TRANSFER AND ISSUANCE AGREEMENT, dated November 17, 2008 (“Agreement”) is entered by and among General Red International, Inc. (“Company”), a Texas corporation, General Red Company, Ltd. (“General Red BVI”), a limited liability company organized under the laws of British Virgin Islands, Xingping Hou, the sole shareholders of General Red BVI (“Xingping Hou”), and Xingguo General Fruits Development Company, Ltd. (“General Fruits”). Company, General Red BVI, Xingping Hou, and General Fruits are hereinafter collectively referred to as “parties”.
OPERATING AGREEMENTOperating Agreement • November 21st, 2008 • General Red International, Inc. • Services-personal services
This Operating Agreement (this “Agreement”) is dated November 17, 2008 and is entered into between General Red Company, Ltd., a limited liability company organized under the laws of British Virgin Islands (“General Red BVI”), Xingguo General Red Navel Orange Preservation Company, Ltd, a limited liability company organized under the laws of the People’s Republic of China (“Xingguo”) and the majority shareholders of Xingguo (‘Shareholders”). General Red BVI, Shareholders and Xingguo are referred to collectively in this Agreement as the “Parties.”
RESCISSION AGREEMENTRescission Agreement • November 21st, 2008 • General Red International, Inc. • Services-personal services
This Rescission Agreement ("Agreement") is entered into and effective as of November 17, 2008, by and between General Red International, Inc, a Texas corporation ("Company"), Xingping Hou ("Xingping Hou"), Xingguo General Red Navel Orange Preservation Company, Ltd. (“Xingguo”) and Xingguo General Fruits Development Company, Ltd. ("General Fruits"). All parties to this Agreement are hereinafter collectively referred to as “Parties”. RECITALS WHEREAS, on August 08, 2008, the Company entered five agreements (including a Consultation Agreement, an Operating Agreement, a Proxy Agreement, a Share Pledge Agreement, and an Option Agreement, collectively referred to as "Control Transaction Agreements”) with Xingguo, Xingping Hou and General Fruits.
OPTION AGREEMENTOption Agreement • November 21st, 2008 • General Red International, Inc. • Services-personal services
This Option Agreement (this “Agreement”) is entered into as of November 17, 2008 between and among General Red Company, Ltd., a limited liability company organized under the laws of British Virgin Islands (“General Red BVI”), and Xingguo General Red Navel Orange Preservation Company, Ltd (“Xingguo”), a limited liability company organized under the laws of the People’s Republic of China (“PRC”), and each of the shareholders of Xingguo (“Shareholders”). General Red BVI, Xingguo, and Shareholders are collectively referred to in this Agreement as the “Parties.”
SHARE PLEDGE AGREEMENTShare Pledge Agreement • November 21st, 2008 • General Red International, Inc. • Services-personal services
This Share Pledge Agreement (hereinafter this “Agreement”) is dated November 17, 2008, and is entered into between General Red Company, Ltd., a limited liability company organized under the laws of British Virgin Islands (“Pledgee”), and each of the shareholders of Xingguo General Red Navel Orange Preservation Company, Ltd (collectively, the “Pledgors”), and Xingguo General Red Navel Orange Preservation Company, Ltd (hereinafter “Xingguo”), a limited liability company organized under the laws of the People’s Republic of China .
