0001193125-06-222280 Sample Contracts

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • November 2nd, 2006 • Unipro Financial Services Inc • Finance services • New York

This Registration Rights Agreement (the “Agreement”) is made and entered into as of this 27 day of October, 2006 by and among UNIPRO Financial Services, Inc., a Florida corporation (the “Company”), and the “Investors” named in that certain Securities Purchase Agreement by and among the Company and the Investors (the “Purchase Agreement”).

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Purchase & Sales Contract
Purchase & Sales Contract • November 2nd, 2006 • Unipro Financial Services Inc • Finance services

According to the Contract Law of the People’s Republic of China, this contract is made by and between Party A and Party B through friendly negotiation, whereby Party A has agreed to buy and Party B agreed to sell relevant goods and materials (hereinafter referred to as the subject matter) and both parties have confirmed to jointly observe this contract signed with the following terms and conditions:

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • November 2nd, 2006 • Unipro Financial Services Inc • Finance services • Florida

This Registration Rights Agreement (the “Agreement”) is made and entered into as of this 1st day of September, 2006 by and among UNIPRO Financial Services, Inc., a Florida corporation (the “Company”), and the “Shareholders” named in Appendix A.

Acceptance for Carriage Service Contract
Acceptance for Carriage Service Contract • November 2nd, 2006 • Unipro Financial Services Inc • Finance services

Both parties hereto, through sufficient negotiation and in accordance with <Contract Law of P.R.C> and related provisions on goods transport, reaching at consensus as regards the subject matter of Party B providing with transport service for Party A, hereby make and enter into this contract on following terms and conditions for joint complying with.

Cooperation Agreement
Cooperation Agreement • November 2nd, 2006 • Unipro Financial Services Inc • Finance services

Both parties hereto, in the principle of reciprocity and mutual benefit, predominance complementation, good faith cooperation and joint development, and through amiable negotiation hereby make and enter into this agreement on following terms and conditions:

OEM Cooperation Agreement
Oem Cooperation Agreement • November 2nd, 2006 • Unipro Financial Services Inc • Finance services

Party A is a Chinese subsidiary under Honeywell, a famous transnational corporation of Top 500 Corporation, with extensive global sales network; Party B is a development manufacturer of linear heat fire detector with advanced technology and reliable quality. On the principle of reciprocity and mutual benefit, complementing advantages, cooperative development of market and common development, whereas, Party A consigns Party B to manufacture the series linear heat fire detector developed by Party A and its accessories in the method of OEM, and sell in the brand of Party A, the following agreement is entered by and between Party A and Party B in Beijing on May 26, 2004.

House Lease Contract
House Lease Contract • November 2nd, 2006 • Unipro Financial Services Inc • Finance services

To define the rights and obligations of Party A and Party B, this contract is concluded between and by Party A and Party B through friendly negotiations in accordance with the relative articles of economic contracts, national policies, laws and regulations in China, on the principle of equality and mutual benefit.

Stock Ownership Assignment Contract
Stock Ownership Assignment Contract • November 2nd, 2006 • Unipro Financial Services Inc • Finance services

Through amiable negotiation by parties hereto, this agreement is made and entered into on following terms and conditions:

Purchase Agreement
Purchase Agreement • November 2nd, 2006 • Unipro Financial Services Inc • Finance services

According to the Contract Law of the People’s Republic of China, this agreement is made by and between Party A and Party B on the principles of honesty, credit and equality, whereby Party A has agreed to buy and Party B agreed to sell the goods involved and both parties have confirmed to jointly observe this agreement signed with the following terms and conditions:

ESCROW AGREEMENT
Escrow Agreement • November 2nd, 2006 • Unipro Financial Services Inc • Finance services • New York

This Escrow Agreement (the “Agreement”), dated October __, 2006, is entered into by and among UNIPRO Financial Services, Inc., a Florida corporation (the “Company”), H.C. Wainwright & Co., Inc., a corporation, as placement agent, and H.C. Wainwright & Co., Inc., a corporation, as representative of the Investors (the “Investor Representative”), Gangjin Li (“GL”) and Brian Lin (“BL” and, together with GL, the “Stockholders”), and American Stock Transfer & Trust Company (hereinafter referred to as “Escrow Agent”). All capitalized terms used but not defined herein shall have the meanings assigned them in the Securities Purchase Agreement, between the Company and each Investor in the Offering (each an “Investor” and collectively, the “Investors”).

Purchase Agreement
Purchase Agreement • November 2nd, 2006 • Unipro Financial Services Inc • Finance services

According to the Contract Law of the People’s Republic of China, this agreement is made by and between Party A and Party B on the principles of honesty, credit and equality, whereby Party A has agreed to buy and Party B agreed to sell the goods involved and both parties have confirmed to jointly observe this agreement signed with the following terms and conditions:

Sales Contract
Sales Contract • November 2nd, 2006 • Unipro Financial Services Inc • Finance services

In accordance with the Contract Law of the People’s Republic of China and on basis of honesty, credit and equality, both parties have signed this contract with the following terms and conditions:

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