0001144204-07-045684 Sample Contracts

EQUITY PURCHASE AGREEMENT by and among MOVEUP LIMITED and HUNAN MULIN MODERN FOOD COMPANY, LTD. AUSTRALIA AUSNUTRIA DAIRY PTY CHEN YUANRONG and AUSNUTRIA DAIRY (HUNAN) COMPANY LTD. Dated as of August 2, 2007
Equity Purchase Agreement • August 22nd, 2007 • American Dairy Inc • Dairy products

WHEREAS, the Sellers own legally and beneficially all of the issued and outstanding share capital of the Company as more specifically set forth in Schedule I attached hereto (“Equity Interests”); and

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SHARE SUBSCRIPTION AGREEMENT by and between MOVEUP LIMITED and AUSNUTRIA DAIRY INTERNATIONAL LTD. Dated: August 12, 2007
Share Subscription Agreement • August 22nd, 2007 • American Dairy Inc • Dairy products

WHEREAS, the Company is authorized to issue 1,000,000 one class and one series ordinary shares with par value of US$1.00, out of which 1 share has been issued and is currently outstanding;

SHARE SUBSCRIPTION AGREEMENT by and between AUSNUTRIA DAIRY INTERNATIONAL LTD. and AMERICAN DAIRY, INC. Dated: August 12, 2007
Share Subscription Agreement • August 22nd, 2007 • American Dairy Inc • Dairy products

WHEREAS, the Company is a company incorporated under the laws of Cayman Islands, and is authorized to issue 5,000,000 shares of ordinary shares with par value of US$0.01, out of which 50 shares have been issued to Mr. Michael Tung and are currently outstanding;

LOAN AGREEMENT
Loan Agreement • August 22nd, 2007 • American Dairy Inc • Dairy products • New York

NOW, THEREFORE, in consideration of the premises and the mutual covenants and agreements hereinafter contained, the Parties hereby agree as follows:

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