0001213900-13-005378 Sample Contracts

TOLLING AGREEMENT
Tolling Agreement • September 25th, 2013 • Keyuan Petrochemicals, Inc. • Industrial organic chemicals • New York

This Tolling Agreement (“Agreement”) is entered into on September 24, 2013, effective as of September 9, 2013 (the “Effective Date”), among DRAGON STATE INTERNATIONAL LIMITED (“Dragon State”), a Local Limited Company (private company) registered in Hong Kong with its principal offices at Level 9 Central Building, 1-3 Pedder Street, Central, Hong Kong, KEYUAN PETROCHEMICAL, INC. (“Keyuan”), a Nevada corporation with its principal offices located at Qingshi Industrial Park, Ningbo Economic & Technological Development Zone, Ningbo, Zhejiang Province, P.R. China, 315803, and CHUNFENG TAO, the Chairman of the Board and Chief Executive Officer of Keyuan (“Tao”, and, collectively with Keyuan, the “Keyuan Parties”). For purposes of this Agreement, each of Dragon State, Tao and Keyuan is sometimes individually referred to as a “Party” and all three are sometimes collectively referred to as the “Parties.”

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AMENDMENT TO
Series C Warrant and Series D Warrant Amendment • September 25th, 2013 • Keyuan Petrochemicals, Inc. • Industrial organic chemicals • New York

This AMENDMENT TO SERIES C WARRANT AND SERIES D WARRANT (this “Amendment”) is dated as of September 24, 2013 by and between Keyuan Petrochemicals, Inc., a Nevada corporation (the “Company”), and the investor signatory hereto (the “Investor”). Capitalized terms used herein and not otherwise defined shall have the meanings ascribed to such terms in the Securities Purchase Agreement (as defined below).

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