Merger & Acquisition AgreementMerger & Acquisition Agreement • August 12th, 2011 • Global Pharm Holdings Group, Inc. • Wholesale-drugs, proprietaries & druggists' sundries
Party B, the limited liability company with going-concern basis, is incorporated under the Company Law of the People's Republic of China and relevant laws and regulations. The natural persons of Party A are the shareholders of Party B, thus they held 100％equity of Party B.
ContractHouse Lease Agreement • August 12th, 2011 • Global Pharm Holdings Group, Inc. • Wholesale-drugs, proprietaries & druggists' sundries
MERGER AND ACQUISITION AGREEMENT – SUPPLEMENTAL AGREEMENTMerger and Acquisition Agreement • August 12th, 2011 • Global Pharm Holdings Group, Inc. • Wholesale-drugs, proprietaries & druggists' sundries
Party A, Party B and Party C have entered into the Merger and Acquisition Agreement dated July 4, 2011 in respect of Party C’s acquisition of Party B in its entirety. Through mutual negotiation, the parties have entered into this supplemental agreement to address and supplement matters unaddressed in the Merger and Acquisition Agreement and hereby agree to comply with the obligations hereunder.
EQUITY TRANSFER AGREEMENT OF TAIAN SENLIN PHARMACEUTICAL CO., LTD.Equity Transfer Agreement • August 12th, 2011 • Global Pharm Holdings Group, Inc. • Wholesale-drugs, proprietaries & druggists' sundries
In accordance with the regulations of the Company Law of the People’s Republic of China, Party A and Party B hereto have entered into the agreement (the “Agreement”) on equity transfer agreed by all the shareholders based on the principle of equality and rationality.
House Lease ContractHouse Lease Contract • August 12th, 2011 • Global Pharm Holdings Group, Inc. • Wholesale-drugs, proprietaries & druggists' sundries
Party A and Party B reached the agreement to lease five rooms (including two side-rooms) located in the South of the Road, Xuzhai Village, Shibali Town, with the usable area of 200 square meters.
House Lease ContractHouse Lease Contract • August 12th, 2011 • Global Pharm Holdings Group, Inc. • Wholesale-drugs, proprietaries & druggists' sundries
In accordance with the relevant regulations in the Contract Law of the People’s Republic of China, Party A and Party B have entered the Contract based on the negotiation to clear the rights and obligations of both parties.
Warehouse & Storage Supervision and Management Agreement of Qilu Bank No.: Q.L.Y.L.S.D.L.C.J.Z.No.007Warehouse & Storage Supervision and Management Agreement • August 12th, 2011 • Global Pharm Holdings Group, Inc. • Wholesale-drugs, proprietaries & druggists' sundries
To guarantee the performance of No. 007 Comprehensive Credit Granting Contract of Legal Person of Qilu Bank (L.S.D.L.F.S.Z.) and No. 007 Mortgage Contract of Maximum Amount for Goods Control and Financing Of Qilu Bank (L.S.D.L.K.H.Z.G.Z.Z.) signed by Party A and Party B in 2011 (the two contracts are called “Credit Granting & Pledge Guarantee Agreement”), the pledger agrees to make its own goods stored in the warehouse of Party C as the pledge guarantee of the credit granting provided by Party A. As the agent of Party A, Party C occupies the goods and assumes the supervision obligations according to the agreement of this agreement. The agreement is made by the three parties through equal negotiation in accordance with the Contract Law of The People’s Republic of China, Guarantee Law of The People's Republic of China and relevant laws and regulations.
EQUITY TRANSFER AGREEMENTEquity Transfer Agreement • August 12th, 2011 • Global Pharm Holdings Group, Inc. • Wholesale-drugs, proprietaries & druggists' sundries
In accordance with the regulations of the Company Law of the People’s Republic of China and the provisions of the Articles of Association of the Company, Party A and Party B hereto have entered into the agreement (the “Agreement”) on equity transfer in the Company’s Meeting Room on May 31, 2011, agreed by all the shareholders based on the principle of equality and rationality.
Land Contracting Operation Rights Transfer ContractLand Contracting Operation Rights Transfer Contract • August 12th, 2011 • Global Pharm Holdings Group, Inc. • Wholesale-drugs, proprietaries & druggists' sundries
To promote the development of TCM industry in Bozhou City, and strengthen the construction of standard quality TCM base, Global Pharm Holdings Group and Shibali Town Government have negotiated to reach this Contract based on the principle of equality and mutual benefits, in accordance with the laws and regulations of rural land contracting:
EQUITY TRANSFER AGREEMENTEquity Transfer Agreement • August 12th, 2011 • Global Pharm Holdings Group, Inc. • Wholesale-drugs, proprietaries & druggists' sundries
Party A hereto agrees to transfer its 38% equity interest of RMB 7.6 million in Bozhou Xinghe Pharmaceutical Co., Ltd. to Party B through the negotiation of the two parties.
Qilu Bank Mortgage Contract of Maximum Amount for Goods Control and Financing (First version in 2010) Contract No. 2011 L.S.D.L.K.H.Z.G.Z.Z. No. 007Mortgage Contract • August 12th, 2011 • Global Pharm Holdings Group, Inc. • Wholesale-drugs, proprietaries & druggists' sundries
To guarantee the performance of the debts under Article 1 of this Contract, the pledger is willing to provide its property with legal disposal right as the mortgage for the creditor’s right of pledgee. Party A and Party B reached this Contract through friendly negotiation in accordance with Property Law of the People’s Republic of China and Guarantee Law of The People's Republic of China and relevant laws and regulations.
Merger & Acquisition Agreement-Supplementary AgreementMerger & Acquisition Agreement • August 12th, 2011 • Global Pharm Holdings Group, Inc. • Wholesale-drugs, proprietaries & druggists' sundries
Party A, Party B and Party C have entered the merger & acquisition agreement on Party C fully acquiring Party B on May 20, 2011. Through negotiation of three parties, matters unmentioned in the former merger & acquisition agreement has been supplemented and entered the supplementary agreement, which shall be observed by all parties.
House Lease AgreementHouse Lease Agreement • August 12th, 2011 • Global Pharm Holdings Group, Inc. • Wholesale-drugs, proprietaries & druggists' sundries
Based on the principles of equality, voluntariness and mutual benefit, Party A and Party B have entered the following Agreement on Party A renting partial of its less-than-carload steel structure warehouse in Taian Logistics Center and partial of its office building to Party B for drugs storage, operation and office through friendly negotiation:
House Lease AgreementHouse Lease Agreement • August 12th, 2011 • Global Pharm Holdings Group, Inc. • Wholesale-drugs, proprietaries & druggists' sundries
Based on the principles of mutual benefit, friendly cooperation and co-development, Party A and Party B have entered the following Agreement on leasing office building:
EQUITY TRANSFER AGREEMENTEquity Transfer Agreement • August 12th, 2011 • Global Pharm Holdings Group, Inc. • Wholesale-drugs, proprietaries & druggists' sundries
Party A hereto agrees to transfer its 62% equity interest of RMB 12.4 million in Bozhou Xinghe Pharmaceutical Co., Ltd. to Party B through the negotiation of the two parties.
Merger & Acquisition Agreement-Supplementary AgreementMerger & Acquisition Agreement • August 12th, 2011 • Global Pharm Holdings Group, Inc. • Wholesale-drugs, proprietaries & druggists' sundries
Party A, Party B and Party C have entered the merger & acquisition agreement on Party C fully acquiring Party B on May 20, 2011. Through negotiation of three parties, matters unmentioned in the former merger & acquisition agreement has been supplemented and entered the supplement agreement, which shall be observed by all parties.
EQUITY TRANSFER AGREEMENT OF TAIAN SENLIN PHARMACEUTICAL CO., LTD.Equity Transfer Agreement • August 12th, 2011 • Global Pharm Holdings Group, Inc. • Wholesale-drugs, proprietaries & druggists' sundries
In accordance with the regulations of the Company Law of the People’s Republic of China, Party A and Party B hereto have entered into the agreement (the “Agreement”) on equity transfer agreed by all the shareholders based on the principle of equality and rationality.
Qilu Bank Credit Granting Contract of Legal Person (First version in 2010) Contract No.: L.S.D.L.F.S.Z.No.007 in 2010Credit Granting Contract • August 12th, 2011 • Global Pharm Holdings Group, Inc. • Wholesale-drugs, proprietaries & druggists' sundries
Party A applied for comprehensive credit granting (hereinafter referred to as “the granting”) and Party B agreed to provide comprehensive credit granting. To specify both parties’ respective rights and obligations, Party A and Party B entered into the Contract through friendly negotiation according to Contract Law of the People's Republic of China, Property Law of the People’s Republic of China and Guarantee Law of The People's Republic of China and other relevant laws and regulations.
Framework Agreement of Land TransferFramework Agreement • August 12th, 2011 • Global Pharm Holdings Group, Inc. • Wholesale-drugs, proprietaries & druggists' sundries
In accordance with the Law of the People’s Republic of China on Land Contract in Rural Areas, Measures for the Administration of Circulation of Rural Land Contracted Management Right and Measures on Implementing ‘the People’s Republic of China on Land Contract in Rural Areas in Shandong Province, and relevant laws, regulations and national policies, Party A and Party B reached the Contract through negotiation based on the principle of fairness, volunteer and value, to speed up the construction process of TCM herbs planting base of Party B.
