Shares Pledge Agreement
This Agreement
was signed by both parties in Xi’an, the People’s
Republic of China (“PRC”) on 25th September,
2008.
Pledger
(hereinafter referred to as Party A):
Pu Jun, ID
number: 610113197305172133
Zhang Yong, ID
number: 610404196907211075
Pledgee (hereinafter
referred to as Party B) : Xi’an Huifeng Bio-Technic Inc.
Registered Address: 16B/F, Ruixin Bldg, Gaoxin
RD, Xi’an, PRC.
1. Since the date when this agreement is signed,
the members of Party A is the shareholder of XI’AN QINBA
XINTONG MEDICAL LTD., Pu Jun holds 50% and Zhang Yong holds 50% of
the equity of XI’AN QINBA XINTONG MEDICAL LTD.,
2. Party B is a wholly foreign-owned enterprise
established under the laws of PRC, and registered at Administration
of Industry and Commerce Bureau of Xi’an, with the legally
valid business license number: 002469 Shaanxi;
3. XI’AN QINBA XINTONG MEDICAL LTD, is a
sole proprietorship enterprise established in accordance with the
laws of P.R.C., and registered at Administration of Industry and
Commerce Bureau of Xi’an. It legally exists to date, with the
legally valid business license No.6101001401713.
4. XI’AN QINBA XINTONG MEDICAL LTD., and
Party B have signed the Entrusted Management Agreement dated 25th
September, 2008. The management of XI’AN QINBA XINTONG
MEDICAL LTD., is entrusted to Party B. In order to protect the
interests of Party B, Party A agrees to pledge 100% of the shares
of XI’AN QINBA XINTONG MEDICAL LTD, which they own to Party
B.
5. Party B accepts the pledge by Party A of all
of the issued and outstanding shares of owned by Party A which
consists of 100% of all issued and outstanding shares of
XI’AN QINBA XINTONG MEDICAL LTD.
Therefore , in accordance with applicable laws and
regulations of the People’s Republic of China, the Parties
hereto reach the Agreement through friendly negotiation in the
principle of equality and mutual benefit.
Article
1 Guaranteed Obligations
The shares are
being pledged to guarantee all of the rights and interests Party B
is entitled to under the Transaction Documents.
Article
2 Pledged Properties
The pledged
properties are 100% of the issued and outstanding shares of
XI’AN QINBA XINTONG MEDICAL LTD. that are currently held by
Party A.
Article
3 Scope of Guaranteed Obligations
The scope of
the guaranteed obligations is al