0001144204-06-048273 Sample Contracts

Supplementary Agreement
Supplementary Agreement • November 15th, 2006 • Kiwa Bio-Tech Products Group Corp • Agricultural chemicals

Whereas the contract in connection with issuance of L/C dated on August 8, 2006, Party B should issue revolving L/C with the term of one year, and whereas Party B’s opening bank agrees to issue L/C with the term of 90 days, and to reissue a substitute L/C with same amount when the former one expires, both parties come to terms of this supplementary agreement through negotiation:

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AMENDMENT TO REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • November 15th, 2006 • Kiwa Bio-Tech Products Group Corp • Agricultural chemicals

AMENDMENT, dated as of October 31, 2006, to REGISTRATION RIGHTS AGREEMENT (the “Agreement”), dated as of June 29, 2006, by and among Kiwa Bio-Tech Products Group Corporation, a Delaware corporation (the “Company”), and each of the undersigned Initial Investors. All capitalized terms herein not otherwise defined have the meanings given in the Agreement.

Contract
Kiwa Bio-Tech Products Group Corp • November 15th, 2006 • Agricultural chemicals

Whereas Party A entered into Urea Purchase Contract (Contract No.: (SELLER/SHENGKUI051/08/2006/UREA) with Shengkui Technologies, Inc. (“Shengkui”) on July 31, 2006 and Urea Sales Contract (Contract No.: SELLER/KIWA0085/07/2006/UREA) with China HuaYang Roneo Corporation (“Hua Yang”) on July 28, 2006, both parties agreed to enter into this contract in connection with issuance of letter of credit (“L/C”) under such urea trade contracts.

SHORT TERM LOAN AGREEMENT
Short Term Loan Agreement • November 15th, 2006 • Kiwa Bio-Tech Products Group Corp • Agricultural chemicals

Pursuant to the laws and regulations of the People's Republic of China, Borrower and Lender enter into and consent to be bound by this Short Term Loan Agreement (the “Loan Agreement”) as of October 23, 2006.

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