LIMITED GUARANTYLimited Guaranty • August 28th, 2013 • Fosun Industrial Co., LTD • Pharmaceutical preparations • New York
This Limited Guaranty (this “Limited Guaranty”), dated as of August 28, 2013, by Fosun Industrial Co., Limited (the “Guarantor”), in favor of Simcere Pharmaceutical Group, an exempted company with limited liability incorporated under the laws of the Cayman Islands (the “Guaranteed Party”). Capitalized terms used herein and not otherwise defined shall have the meanings ascribed to them in the Merger Agreement (as defined below).
CONTRIBUTION AGREEMENTContribution Agreement • August 28th, 2013 • Fosun Industrial Co., LTD • Pharmaceutical preparations • New York
This CONTRIBUTION AGREEMENT (this “Agreement”) is made and entered into as of August 28, 2013 by and among Simcere Holding Limited, an exempted company with limited liability incorporated under the laws of the Cayman Islands (“Parent”), and certain shareholders of Simcere Pharmaceutical Group, an exempted company with limited liability incorporated under the laws of the Cayman Islands (the “Company”), listed on Schedule A hereto (each, a “Rollover Shareholder” and collectively, the “Rollover Shareholders” or the “Consortium”). Capitalized terms used but not defined herein shall have the meanings ascribed to such terms in the Merger Agreement (as defined below).
