ContractUnited National Film Corp • February 13th, 2007 • Blank checks • New York
THIS WARRANT AND THE SHARES OF COMMON STOCK ISSUABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT") OR ANY STATE SECURITIES LAWS AND MAY NOT BE SOLD, TRANSFERRED OR OTHERWISE DISPOSED OF UNLESS REGISTERED UNDER THE SECURITIES ACT AND UNDER APPLICABLE STATE SECURITIES LAWS OR THE ISSUER SHALL HAVE RECEIVED AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE ISSUER THAT REGISTRATION OF SUCH SECURITIES UNDER THE SECURITIES ACT AND UNDER THE PROVISIONS OF APPLICABLE STATE SECURITIES LAWS IS NOT REQUIRED.
EMPLOYMENT AGREEMENTEmployment Agreement • February 13th, 2007 • United National Film Corp • Blank checks
ContractConvertible Preferred Stock Purchase Agreement • February 13th, 2007 • United National Film Corp • Blank checks • New York
THIS WARRANT AND THE SHARES OF COMMON STOCK ISSUABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT") OR ANY STATE SECURITIES LAWS AND MAY NOT BE SOLD, TRANSFERRED OR OTHERWISE DISPOSED OF UNLESS REGISTERED UNDER THE SECURITIES ACT AND UNDER APPLICABLE STATE SECURITIES LAWS OR THE ISSUER SHALL HAVE RECEIVED AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE ISSUER THAT REGISTRATION OF SUCH SECURITIES UNDER THE SECURITIES ACT AND UNDER THE PROVISIONS OF APPLICABLE STATE SECURITIES LAWS IS NOT REQUIRED.
Shanghai Pudong Development Bank Real Estate Maximum Mortgage AgreementUnited National Film Corp • February 13th, 2007 • Blank checks
Whereas Party B has granted or intends to grant a series of credits (including but not limited to offering loans, opening banker’s acceptance bill, etc.) to Wuhan Blower Co., Ltd (hereinafter referred to as “Debtor”) in accordance with the period and amount of claims provided by Article 2.1 of this Agreement. To safeguard the implementation of Party B’s claims, Party A hereby agrees to mortgage the following collateral as security and grant Party B the priority of claim. In conformity with the principle of equality and through consultation, the two Parties hereby enter into this Agreement.
MORTGAGE AGREEMENT OF MAXIMUM AMOUNT CHINA CITIC BANK Wuhan BranchUnited National Film Corp • February 13th, 2007 • Blank checks
In order to ensure the enforcement of Party B's claims, Party A is willing to provide guaranty of mortgage of maximum amount for a series of debts between Party B and the debtor to the principal Agreement. For this reason, through friendly consultations conducted based on the principles of equality and mutual benefit, and in accordance with Contract Law of the People's Republic of China, The Guaranty Law of the People's Republic of China as well as other relevant laws and regulations, Party A and Party B have entered into agreement on the terms and conditions specified as below.
Agricultural Bank of China Pattern Contract Loan Agreement November 2004Pattern Contract • February 13th, 2007 • United National Film Corp • Blank checks
This contract is entered by and between the two parties above via negotiation pursuant to relevant laws and regulations of PRC.
Agreement on Short-term Loans from Shanghai Pudong Development BankUnited National Film Corp • February 13th, 2007 • Blank checks
Whereas the borrower applies for short-term loans from the lender, the parties hereby enter into this Agreement for observation in accordance with relative laws, regulations and provision of the People’s Republic of China.
Technology Development AgreementTechnology Development Agreement • February 13th, 2007 • United National Film Corp • Blank checks
As per the regulation in <Contract Law of People’s Republic Of China>, both parties in the contract sign this contract regarding the project for the development of an integrated platform for fan design and numerical value test after negotiation.
ESCROW AGREEMENTEscrow Agreement • February 13th, 2007 • United National Film Corp • Blank checks • New York
THIS ESCROW AGREEMENT (this “Agreement”) is made as of February 7, 2007, by and among United National Film Corporation (the “Company”), 1st BridgeHouse Securities, LLC (“1st BridgeHouse”) and American Stock Transfer and Trust Company (the “Escrow Agent”).
SHARE EXCHANGE AGREEMENTShare Exchange Agreement • February 13th, 2007 • United National Film Corp • Blank checks • Nevada
This SHARE EXCHANGE AGREEMENT (this “Agreement”), dated as of February 7, 2007, is by and among United National Film Corporation, a Nevada corporation (the “Parent”), Universe Faith Group Limited, a British Virgin Islands company (the “Company”), and Fame Good International Limited, a British Virgin Islands company and the sole stockholder of the Company (the “Stockholder”).
ContractRMB Loan Agreement • February 13th, 2007 • United National Film Corp • Blank checks
Agricultural Bank of China Pattern Contract Loan Agreement November 2004Loan Agreement • February 13th, 2007 • United National Film Corp • Blank checks
This contract is entered by and between the two parties above via negotiation pursuant to relevant laws and regulations of PRC.
BANK OF COMMUNICATIONS BORROWING AGREEMENT 7th November, 2005Borrowing Agreement • February 13th, 2007 • United National Film Corp • Blank checks
WHEREAS, the Borrower applies to the Lender for a loan, and, in order to specify the rights and obligations of both parties, the Borrower and the Lender hereby enter into this Agreement through amicable negotiation on terms and conditions as follows:
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • February 13th, 2007 • United National Film Corp • Blank checks • New York
This Registration Rights Agreement (this "Agreement") is made and entered into as of February 7, 2007, by and among United National Film Corporation, a Nevada corporation (the "Company"), and the purchasers listed on Schedule I hereto (the "Purchasers").
SECURITIES ESCROW AGREEMENTSecurities Escrow Agreement • February 13th, 2007 • United National Film Corp • Blank checks • New York
THIS SECURITIES ESCROW AGREEMENT (the “Agreement”), dated February 7, 2007, is entered into by and among United National Film Corporation, a Nevada corporation (the “Company”), Vision Opportunity Master Fund, Ltd., a Cayman Islands company, as representative of the Purchasers (the “Purchaser Representative”), Fame Good International Limited (the “Principal Stockholder”), and Kramer Levin Naftalis & Frankel LLP, with an address at 1177 Avenue of the Americas, New York, New York 10036 (the “Escrow Agent”). Capitalized terms used but not defined herein shall have the meanings set forth in the Purchase Agreement (as defined below).
SERIES A CONVERTIBLE PREFERRED STOCK PURCHASE AGREEMENT Dated as of February 7, 2007 among UNITED NATIONAL FILM CORPORATION and THE PURCHASERS LISTED ON EXHIBIT AConvertible Preferred Stock Purchase Agreement • February 13th, 2007 • United National Film Corp • Blank checks • New York
This SERIES A CONVERTIBLE PREFERRED STOCK PURCHASE AGREEMENT (the “Agreement”) is dated as of February 7, 2007 by and among United National Film Corporation, a Nevada corporation (the “Company”), and each of the Purchasers of shares of Series A Convertible Preferred Stock of the Company whose names are set forth on Exhibit A hereto (individually, a “Purchaser” and collectively, the “Purchasers”).
Contract No.:Borrowing Agreement • February 13th, 2007 • United National Film Corp • Blank checks
The Borrower is requested to carefully read the content of this Agreement, especially the terms with ▲ ▲. If you have any questions, please ask the Lender.
Agricultural Bank of China Pattern Agreement Maximum Amount Mortgage Agreement November 2004Pattern Agreement • February 13th, 2007 • United National Film Corp • Blank checks
In view of the fact that the mortgagee and the debtor signed a series of liability/debt contracts (the main contracts) during the period and within the maximum balance stipulated in Article 1 of this Agreement, the mortgagor is willing to provide a mortgage guarantee for the debtor on the liability between the debtor and mortgagee according to the loan agreement. This agreement is entered by and between the parties involved via negotiation pursuant to relevant laws and regulations of PRC.
ESCROW DEPOSIT AGREEMENTEscrow Agreement • February 13th, 2007 • United National Film Corp • Blank checks • New York
THIS ESCROW AGREEMENT (this “Agreement”) is made as of February 7, 2007, by and among United National Film Corporation, a Nevada corporation (the “Company”), Vision Opportunity Master Fund, Ltd. (“Vision”) and the other purchasers signatory hereto (collectively with Vision, the “Purchasers”), and Kramer Levin Naftalis & Frankel LLP, with an address at 1177 Avenue of the Americas, New York, New York 10036 (the “Escrow Agent”). Capitalized terms used but not defined herein shall have the meanings set forth in the Purchase Agreement (as defined below).
BANK OF COMMUNICATIONS MAXIMUM MORTGAGE AGREEMENT (Applicable to Guarantee of Agreement without limitation of amount where the Mortgagor is a legal entity or any other organization) October 11, 2005Maximum Mortgage Agreement • February 13th, 2007 • United National Film Corp • Blank checks
WHEREAS, the Mortgagee provides or will provide Wuhan Blower Co., Ltd. (hereinafter referred to as the “Debtor”) with a series of credit, in order to guarantee the realization of the credit rights of the Mortgagee, the Mortgagor would like to establish the Maximum Mortgage by the property of which the Mortgagor has right to dispose for the right of credit entitled by the Mortgagee against the Debtor in respect of such credit.
LOCK-UP AGREEMENTLock-Up Agreement • February 13th, 2007 • United National Film Corp • Blank checks • New York
THIS AGREEMENT (this "Agreement") is dated as of February 7, 2007 by and among United National Film Corporation, a Nevada corporation (the "Company"), and the shareholders of the Company listed on Schedule A attached hereto (collectively, the "Shareholders").
Construction AgreementConstruction Agreement • February 13th, 2007 • United National Film Corp • Blank checks
According to <Contract Law of the People’s Republic Of China> and <Construction Law of the People’s Republic Of China>as well as other related laws and regulations and regulations related to the engineering construction by Hubei Province and detailed condition of this project, both parties negotiate and reach an agreement regarding the construction project of this engineering project and sign this contract based on following the principles of equality, voluntaries, fairness and good faith.
LICENSE AND TECHNICAL ASSISTANCE AGREEMENT between WUHAN BLOWER CO., LTD. and MITSUBISHI HEAVY INDUSTRIES, LTD.License and Technical Assistance Agreement • February 13th, 2007 • United National Film Corp • Blank checks
This Agreement made and entered into as of July 5, 2005, between Wuhan Blower Co., Ltd., a corporation organized and existing under the laws of the People’s Republic of China, having its principal office at Cang Long dao Science Park East Lake Technology Development Zone, PRC (hereinafter called “WBC”), and Mitsubishi Heavy Industries, Ltd., a corporation organized and existing under the laws of Japan, having its principal office at 16-5, Konan 2-chome, Minato-ku, Tokyo 108-8215 JAPAN (hereinafter called “MHI”).
