China Hospitals Inc Sample Contracts

China Hospitals Inc – FINDER’S FEE AGREEMENT (February 7th, 2006)

THIS FINDER’S FEE AGREEMENT (hereinafter referred to as the “Agreement”) is entered into on this 21st day of December, 2005 (the “Effective Date”), by and between China Hospitals, Inc., a Cayman Islands corporation (the “Company”) and Pin Financial, LLC, a New York limited liability company (“Finder”) (collectively, the “Parties”) and is made with respect to the following facts:

China Hospitals Inc – SHARE EXCHANGE AGREEMENT (February 7th, 2006)

THIS SHARE EXCHANGE AGREEMENT (the “Agreement”) is made this 3rd day of January 2006, by and between China Hospitals, Inc., a Cayman Islands corporation (“Company”), and Frank Hu, in his capacity as shareholder of the Company (“Shareholder”). The Company and the Shareholder may sometimes be referred to herein individually as the “Party” and collectively as the “Parties.”

China Hospitals Inc – CHINA HOSPITALS, INC. WARRANT TO PURCHASE COMMON STOCK EXERCISABLE ON OR BEFORE 5:00 P.M., CALIFORNIA TIME, [ ], 2008 CHINA HOSPITALS, INC. REDEEMABLE WARRANT (September 6th, 2005)

This warrant certificate (the "Warrant Certificate") certifies that [ ] or registered assigns, is the registered holder of warrants to purchase, at any time until 5:00 P.M. California City time on February 24, 2008 (the "Expiration Date"), up to [ ] fully-paid and non-assessable shares, subject to adjustment in accordance with Article 6 hereof (the "Warrant Shares"), of the common stock, par value per $.01 share (the "Common Shares"), of China Hospitals, Inc., a Cayman Islands corporation (the "Company"), subject to the terms and conditions set forth herein. The warrants represented by this Warrant Certificate and any warrants resulting from a transfer or subdivision of the warrants represented by this Warrant Certificate shall sometimes hereinafter be referred to, individually, as a "Warrant" and, collectively, as the "Warrants."

China Hospitals Inc – EMPLOYMENT AGREEMENT (June 30th, 2005)

THIS EMPLOYMENT AGREEMENT ("Agreement") is made effective as of December 28, 2002 ("Effective Date"), by and between China Hospitals, Inc. ("Company"), and Steve Yu, an individual ("Employee").

China Hospitals Inc – TENANCY AGREEMENT OF CHINA WORLD TOWER 1 (June 30th, 2005)

Party Two Thousand and Four BETWEEN the party named and described as Landlord in Part 1 of the Schedule hereto ("the Landlord" which expression shall where the context admits include its successors and assignees)of the one part and the party named and described as the Tenant in Part 1 of the Schedule hereto ("the Tenant") of the other part.

China Hospitals Inc – The Mayor's MEMO (Letter of Intent) No. 194 (June 30th, 2005)

The vice major of Wang Xiangkung of Shengyang city consigned by Major Chen Zhenggao chaired the major's business affair meeting on August 22, 2003. The affairs relate to the investment of the members of CODPA in Shengyang were confirmed and assigned to relevant parties at the meeting. Secretary general of the city, Chang Ming, and the heads of relevant division of the city also attended the meeting. The vice major of Wang Xiangkung made a final summary about the projects.

China Hospitals Inc – EMPLOYMENT AGREEMENT (June 30th, 2005)

THIS EMPLOYMENT AGREEMENT ("Agreement") is made effective as of December 18, 2002 ("Effective Date"), by and between China Hospitals, Inc. ("Company"), and Frank Hu, an individual ("Employee").

China Hospitals Inc – Power of Attorney (February 14th, 2005)

I, Zhengmao Hu, a Chinese citizen with Chinese Identification Card No.: 410221700414021, and a holder of 99.9% of the entire registered capital in Beijing Dongjun Hospitals Investment and Management Co., Ltd. ("Beijing Dongjun") ("My Shareholding"), hereby irrevocably authorize Beijing RaiseChina BioTech, Inc. ("Beijing RaiseChina") to exercise the following rights relating to My Shareholding during the term of this Power of Attorney:

China Hospitals Inc – STOCK PURCHASE AGREEMENT (February 14th, 2005)

THIS STOCK PURCHASE AGREEMENT ("Agreement"), dated as of December 18, 2002, is by and between Steve Li, an individual ("PURCHASER"), and China Hospitals, Inc., a Delaware corporation ("SELLER") (collectively, the "PARTIES").

China Hospitals Inc – ADVISORY BOARD AGREEMENT (February 14th, 2005)

This ADVISORY BOARD AGREEMENT made as of this 18th day of November, 2003 by and between China Hospitals, Inc., a Delaware corporation, (the "Company") and Kaiye Fung, an individual (the "Advisor").

China Hospitals Inc – Share Pledge Agreement (February 14th, 2005)

Party B is a citizen of the People's Republic of China ("China"), and holds 0.1% of the equity interest in Party C. Party C is a limited liability company registered in Beijing, China engaging in hospital investment and management business. Party C intends to acknowledge the respective rights and obligations of Pledgor and Pledgee under this Agreement, and to provide any necessary assistance in registering the Pledge;

China Hospitals Inc – Exclusive Option Agreement (February 14th, 2005)

Party A: China Hospitals, Inc., a limited liability company organized and existing under the laws of Cayman Islands ("Cayman"), with its address at Walker House, Mary Street, P.O. Box 908GT, George Town, Grand Cayman, Cayman Islands;

China Hospitals Inc – CHINA HOSPITALS, INC. NONSTATUTORY STOCK OPTION AGREEMENT (February 14th, 2005)

THIS STOCK OPTION AGREEMENT is made and entered into as of this day of , , by and between China Hospitals, Inc., a Delaware corporation ("Company"), and (referred to herein as the "Optionee"), with reference to the following recitals of facts:

China Hospitals Inc – PLACEMENT AGENT WARRANT AGREEMENT (February 14th, 2005)

WARRANT AGREEMENT dated as of December 1, 2003, between China Hospitals, Inc., a Delaware corporation ("Company"), and Adamson Brothers, Inc. ("Agent").

China Hospitals Inc – ADAMSON BROTHERS, INC. Paramus Plaza IV, 12 Route 17 North Paramus, New Jersey 07652 December 1, 2003 (February 14th, 2005)

Adamson Brothers, Inc. ("Adamson") is pleased to act as exclusive placement agent to CHINA HOSPITALS, INC. (the "Company") in connection with the sale of securities of the Company pursuant to the Private Placement, as hereinafter defined, from the date of this letter agreement (the "Agreement") through the end of the Engagement Period (as in hereafter defined). In such capacity Adamson shall act as an independent contractor, and any duties of Adamson arising out of its engagement pursuant to this Agreement shall be solely to the Company.

China Hospitals Inc – STOCK PURCHASE AGREEMENT (February 14th, 2005)

THIS STOCK PURCHASE AGREEMENT ("Agreement"), dated as of November 24, 2003, is by and between Kai-Ye Fung, an individual ("PURCHASER"), and China Hospitals, Inc., a Delaware corporation ("SELLER") (collectively, the "PARTIES").

China Hospitals Inc – ADVISORY BOARD AGREEMENT (February 14th, 2005)

This ADVISORY BOARD AGREEMENT made as of this 18th day of November, 2003 by and between China Hospitals, Inc., a Delaware corporation, (the "Company") and Ann N. James, Ph.D., an individual (the "Advisor").

China Hospitals Inc – Exclusive Business Cooperation Agreement (February 14th, 2005)

This Exclusive Business Cooperation Agreement (this "Agreement") is made and entered into by and between the following parties on April 29, 2004 in Beijing.

China Hospitals Inc – ANQIU CITY PEOPLE'S HOSPITAL ASSETS TRANSFER AGREEMENT (February 14th, 2005)

Due to the need for economic developments, the Anqiu City Committee and City Governments decided to transform the ownership system of the state-owned Anqiu City People's Hospital through the method of transferring state-owned assets, in order to bring in outside finance and advanced management system.

China Hospitals Inc – Loan Agreement (February 14th, 2005)

This Loan Agreement (this "Agreement") is made and entered into by and between the parties listed below as of the 9th day of April, 2004 in Beijing:

China Hospitals Inc – STOCK PURCHASE AGREEMENT (February 14th, 2005)

THIS STOCK PURCHASE AGREEMENT ("Agreement"), dated as of December 18, 2002, is by and between Wei Rongzen, an individual ("PURCHASER"), and China Hospitals, Inc., a Delaware corporation ("SELLER") (collectively, the "PARTIES").

China Hospitals Inc – Finder's Agreement (February 14th, 2005)

FINDER'S AGREEMENT dated as of December 1, 2003, between China Hospitals, Inc., a Delaware corporation ("Company"), and Adamson Brothers, Inc. ("Agent").

China Hospitals Inc – STOCK PURCHASE AGREEMENT (February 14th, 2005)

THIS STOCK PURCHASE AGREEMENT ("Agreement"), dated as of December 18, 2002, is by and between Liu Fengying, an individual ("PURCHASER"), and China Hospitals, Inc., a Delaware corporation ("SELLER") (collectively, the "PARTIES").

China Hospitals Inc – STOCK PURCHASE AGREEMENT (February 14th, 2005)

THIS STOCK PURCHASE AGREEMENT ("Agreement"), dated as of December 18, 2002, is by and between Duan Wei, an individual ("PURCHASER"), and China Hospitals, Inc., a Delaware corporation ("SELLER") (collectively, the "PARTIES").

China Hospitals Inc – CHINA HOSPITALS, INC. 2003 INCENTIVE AND NONSTATUTORY STOCK OPTION PLAN (February 14th, 2005)
China Hospitals Inc – Share Pledge Agreement (February 14th, 2005)

Party B is a citizen of the People's Republic of China ("China"), and holds 99.9% of the equity interest in Party C. Party C is a limited liability company registered in Beijing, China engaging in hospital investment and management business. Party C intends to acknowledge the respective rights and obligations of Pledgor and Pledgee under this Agreement, and to provide any necessary assistance in registering the Pledge;

China Hospitals Inc – Power of Attorney (February 14th, 2005)

I, Min Hu, a Chinese citizen with Chinese Identification Card No.: 41071119640703102X, and a holder of 0.1% of the entire registered capital in Beijing Dongjun Hospitals Investment and Management Co., Ltd. ("Beijing Dongjun") ("My Shareholding"), hereby irrevocably authorize Beijing RaiseChina BioTech, Inc. ("Beijing RaiseChina") to exercise the following rights relating to My Shareholding during the term of this Power of Attorney:

China Hospitals Inc – STOCK PURCHASE AGREEMENT (February 14th, 2005)

THIS STOCK PURCHASE AGREEMENT ("Agreement"), dated as of June 28, 2003, is by and between Kai-Ye Fung, an individual ("PURCHASER"), and China Hospitals, Inc., a Delaware corporation ("SELLER") (collectively, the "PARTIES").

China Hospitals Inc – REGISTRATION RIGHTS AGREEMENT Dated as of [ ], 2003 by and among CHINA HOSPITALS, INC. and CERTAIN INVESTORS LISTED ON THE SIGNATURE PAGE (February 14th, 2005)

This Registration Rights Agreement (the "Agreement") is made and entered into as of this day of 2003 by and among China Hospitals, Inc., a California corporation (the "Company"), and the persons identified on the signature page(s) hereof (collectively, the "Investors").

China Hospitals Inc – CHINA HOSPITALS, INC. INCENTIVE STOCK OPTION AGREEMENT (February 14th, 2005)

THIS INCENTIVE STOCK OPTION AGREEMENT is made and entered into as of this day of , , by and between China Hospitals, Inc., a Delaware corporation ("Company"), and (referred to herein as the "Optionee"), with reference to the following recitals of facts:

China Hospitals Inc – EMPLOYMENT AGREEMENT (February 14th, 2005)

THIS EMPLOYMENT AGREEMENT ("Agreement") is made effective as of December 28, 2002 ("Effective Date"), by and between China Hospitals, Inc. ("Company"), and Kangmao Wang, an individual ("Employee").

China Hospitals Inc – STOCK PURCHASE AGREEMENT (February 14th, 2005)

THIS STOCK PURCHASE AGREEMENT ("Agreement"), dated as of December 18, 2002, is by and between Frank Hu, Ph.D., an individual ("PURCHASER"), and China Hospitals, Inc., a Delaware corporation ("SELLER") (collectively, the "PARTIES").

China Hospitals Inc – Exclusive Option Agreement (February 14th, 2005)

A: China Hospitals, Inc., a limited liability company organized and existing under the laws of Cayman Islands ("Cayman"), with its address at Walker House, Mary Street, P.O. Box 908GT, George Town, Grand Cayman, Cayman Island;

China Hospitals Inc – STOCK PURCHASE AGREEMENT (February 14th, 2005)

THIS STOCK PURCHASE AGREEMENT ("Agreement"), dated as of December 18, 2002, is by and between Liu Yaping, an individual ("PURCHASER"), and China Hospitals, Inc., a Delaware corporation ("SELLER") (collectively, the "PARTIES").