0001144204-06-053408 Sample Contracts

English Translation of Employment Agreement
Employment Agreement • December 19th, 2006 • Winner Medical Group Inc • Orthopedic, prosthetic & surgical appliances & supplies

In accordance with the Labor Law of People's Republic of China (“PRC”) and relevant laws and regulations, both Parties have reached the following agreement pursuant to the principles of equality, free will and mutual negotiation:

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English Translation of Loan Contract
Winner Medical Group Inc • December 19th, 2006 • Orthopedic, prosthetic & surgical appliances & supplies

Whereas Party B has applied to Party A for working capital loan for the purpose of turnover of working capital (the "Loan") and, upon examinations, Party A has agreed to grant the Loan to Party B. Parties A and B, after thorough negotiations, hereby enter into this Contract subject to the following terms and conditions and in accordance with relevant laws and regulations:

English Translation of Loan Contract
Winner Medical Group Inc • December 19th, 2006 • Orthopedic, prosthetic & surgical appliances & supplies
English Translation of Mortgage Contract of Maximum Amount
Winner Medical Group Inc • December 19th, 2006 • Orthopedic, prosthetic & surgical appliances & supplies

Whereas: The Debtor and the Mortgagee have entered into a serial of Loan Contracts (hereinafter referred to as “Loan Contracts”) within the period and under the maximum amount as stipulated in Clause I of this Contract. The Mortgagor undertakes to provide security for the indebtedness of the Debtor under the Loan Contracts. In accordance with relevant PRC laws and regulations and through friendly negotiation, the Parties agree to enter into this Contract:

English Translation of Working Capital Loan Contract
Winner Medical Group Inc • December 19th, 2006 • Orthopedic, prosthetic & surgical appliances & supplies

Whereas Party A has applied to Party B for a loan for the purpose as specified in Clause 2.1 of this Contract and Party B agrees to provide such loan to Party A. After friendly negotiations, the Parties enter into this Contract subject to the following terms and in accordance with relevant laws and regulations:

English Translation of Credit Facility Agreement
Facility Agreement • December 19th, 2006 • Winner Medical Group Inc • Orthopedic, prosthetic & surgical appliances & supplies

In consideration of Party B’s application, Party A has agreed to grant to Party B a facility of up to the aggregate amount of RMB 40,000,000 yuan (or the equivalent amount of foreign currencies). Party A and Party B, after thorough negotiations, hereby enter into this Agreement subject to the following terms and in accordance with the relevant laws and regulations.

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