PURCHASE AGREEMENT 收购协议Purchase Agreement 收购协议 • February 10th, 2012 • Tsingyuan Brewery Ltd. • Malt beverages • New York
This Purchase Agreement (this “Agreement”) is dated as of February 10, 2012 (the “Effective Date”), by and among DINGYOU ZHANG, an individual and a Chinese citizen (“Zhang” or the “Buyer”), each seller listed on Exhibit A attached to this Agreement and has executed his or her signature page (each a “Seller” and, collectively, the “Sellers”), and (solely for the purpose of Article 4.2 and V) TSINGYUAN BREWERY LTD., a Delaware corporation (the “Company”), Leyun Yu (in her capacity as escrow agent, solely for the purpose of Sections 1.3 and 1.4) (the “Funds Escrow Agent”), and Helen Huo (in her capacity as escrow agent, solely for the purpose of Sections 1.3 and 1.4) (the “Share Escrow Agent”). Each of Zhang and each Seller is referred to herein as a “Party” and collectively, as the “Parties”.
