Back to top

Sample Joint Defense Agreement

Search Millions of Contracts and Agreements

The Investment Agreement | Document Parties: GOLD HORSE INTERNATIONAL, INC. | Erlianhot HenYuan Wind Power Co You are currently viewing:
This Joint Defense Agreement involves

GOLD HORSE INTERNATIONAL, INC. | Erlianhot HenYuan Wind Power Co

. RealDealDocs™ contains millions of easily searchable legal documents and clauses from top law firms. Search for free - click here.
Title: The Investment Agreement
Date: 6/9/2008

This Sample Joint Defense Agreement comes from our legal document library containing millions of contracts and agreements drafted by top firms.
50 of the Top 250 law firms use our Products every day

Exhibit 10.22

 

The Investment Agreement

 

This Investment Agreement (this “Agreement”) is made and entered into by and among Inner Mongolia Jin Ma Construction Co., Ltd (hereafter referred to as Party A), Erlianhot HengYuan Wind Power Co., ltd.(hereafter referred to as Party B), Inner Mongolia TianWei Wind Energy Equipment Co., Ltd (hereafter referred to as Party C).

 

Preamble

 

1.         Party A is a limited company, and engaged in construction projects mainly in Inner Mongolia, PRC.

 

2.         Party B is also a limited company, and engaged in marketing and management of wind power plant with capacity of 45 MW power in Erlianhot, Xinlinguor League, Inner Mongolia, PR China. The Wind Power Plant shall be constructed and built under the approval of 361-Document issued by Inner Mongolia Development & Reform Commission in 2006, 213-Document issued by Inner Mongolia Homeland Resource Bureau in 2006, 19-Document issued by Inner Mongolia Electricity Group Co., Ltd. in 2007.

 

3.         Party C owns the technology and license for a 2MW asynchronous wind turbine with variable speed and constant frequency.(the international advanced mainstream wind turbine) developed together with Fuhrlander AG, a German Corporation. This licensed product is also the only recommended wind turbine by Inner Mongolia Municipal government prescribed in government 5-Document Party C also specializes in developing and generating wind energy equipment.

 

4.         Party B and Party C are willing to transfer the shares to Party A according to the terms of this agreement, in return, party A agrees to invest.

 

Through rounds of negotiations and according to “Company Law of PRC” and other related laws and regulations, upon the terms and subject to the conditions about the investment set forth hereinafter by which all parties shall all be guided, the parties hereby agree as follows:

 

1.         Rectification and Approval:

 

This investment and all related issues have been approved and rectified by the corresponding authority and organization of all three parties.

 

2.         Investment issues

 

a.         Party B agrees to transfer 60% shares to Party A within three business days after this agreement will be signed and taken into effect.

 

(i)         Party A shall collectively own 60% of the equity interests; Party B shall own 40% after the alteration of ownership.

 

(ii)         After the alteration of the Business License and related documents of party B will be completed, Party A shall agree to invest 500 million RMB through financing as capital for building 45 MW wind power plant.

 

1


 


b.  

Party C agrees to transfer 60% shares to Party A within three business days after this agreement will be signed and taken into effect.

 

(i)

Party A shall collectively own 60% of the equity interests; Party C shall own 40% after the alteration.

 

(ii)         After the alteration of the Business License and related documents of party B will be completed, Party A shall agree to invest 200 million RMB through financing as capital for developing and generating 2MW asynchronous Wind turbine with variable speed and constant frequency.

 

3.

Conditions and Priority

 

a.          Hereafter every time party A invests 60%, party B and C shall jointly invest 40% accordingly among which 15% will be tech shares and only share the profits.

 

b.          Party B and C shall provide the complete set of related documents including but not limited to: the original projects documents approved by the government, patent certificate and registered trademark certificate with property right, validity date description, technique features, practical values, price calculation, which are the basis and evidence and backup for this investment.

 

c.          Party B and C have no other debts other than the fees related with approval certificates. But if party B and C have any other debt, then the original shareholders of Party B and C should be responsible for all the debts.

 

d.          If by any reason any party has the intention to assign and transfer the ownership, this transfer shall be subject to the approval of other parties and this party’s government. Other parties shall have the priority to own the transferred shares

 

4.

Further statements and guaranties and promises.

 

It is agreed that the following statements and warranties are made and into effect hereinto. All the parties hereto sign the agreement based on these statements and warranties.

 

a.          Party A, B and C all are legally incorporated and are enterprise legal person swith effective duration. All the parties have required all authorization, rectification and approval for this investment.

 

b.          Party A, B and C have the right of authorship and the capacity of signing the agreement. The agreement shall be binding upon all parties once it will be signed and taken into effect.

 

c.          It is agreed that all parties shall take the obligations under this agreement which are legal and effective. The obligations exist side by side with other obligations the parties are taking and taken and shall not collide with others.

 

5.

The basic rights of the new shareholders

 

a.

The new shareholders shall share the equal legal status and shall be equal with the former shareholders.

 

2

 


 


 

b.       &nbs


 
SITE SEARCH

AGREEMENTS / CONTRACTS

Document Title:

Entire Document: (optional)

Governing Law:(optional)


Try our advanced search >>
 

CLAUSES

Search Contract Clauses >>

Browse Contract Clause Library>>

Get Email Updates
Email:
This is only a partial view of this document. We have millions of legal documents and clauses drafted by top law firms. learn more search for free browse for free learn more