Exhibit 1.1 ASPEN RACING STABLES, INC. SUBSCRIPTION AGREEMENT The undersigned hereby subscribed for ____________ shares or common stock $0.001 par value per share (the "Shares"), of ASPEN RACING STABLES, INC., a Nevada corporation (the "Company"), at...Aspen Racing Stables • April 27th, 2007 • Agricultural prod-livestock & animal specialties • Nevada
ARTICLE I THE SALEStock Purchase Agreement • August 22nd, 2008 • Aspen Racing Stables. Inc. • Agricultural prod-livestock & animal specialties • Nevada
Translated from the original Chinese version]Kun Run Biotechnology, Inc. • July 30th, 2009 • Agricultural prod-livestock & animal specialties
[***] — Certain information in this exhibit has been omitted and filed separately with the Securities and Exchange Commission. Confidential treatment has been requested with respect to the omitted portions.
STOCK PURCHASE AGREEMENTStock Purchase Agreement • October 10th, 2008 • Aspen Racing Stables. Inc. • Agricultural prod-livestock & animal specialties • Nevada
STOCK PURCHASE AGREEMENT (“Agreement”) made this 15th day of August, 2008 by and among Aspen Racing Stables, Inc., a Nevada corporation (“Parent”), Trixy Sasyniuk-Walt, the principal shareholder of the Parent (“Walt”) KUN RUN Biotechnology LTD, a Hong Kong holding company (“the Company”), and Cui Xueyun and Yang Liqiong, the shareholders of the Company (“Sellers”).
INVESTOR RIGHTS AGREEMENTInvestor Rights Agreement • May 6th, 2010 • Kun Run Biotechnology, Inc. • Pharmaceutical preparations
This Investor Rights Agreement (this “Agreement”) is made and entered into as of April 28, 2010, by and among Kun Run Biotechnology, Inc., a Nevada corporation (the “Company”), the purchasers signatory hereto (including any successor or assign of any purchaser signatory hereto, each a “Purchaser” and, collectively, the “Purchasers”) and the holders of Capital Stock signatory hereto (each a “Key Holder” and, collectively, the “Key Holders”). Capitalized terms used and not otherwise defined herein that are defined in the Purchase Agreement shall have the meanings given such terms in the Purchase Agreement.
LABOR CONTRACTLabor Contract • March 31st, 2009 • Kun Run Biotechnology, Inc. • Agricultural prod-livestock & animal specialties
This Labor Contract (hereinafter referred as “Contract”) is signed in accordance with the “Labor Law of People's Republic of China" and “Law of The People’s Republic of China on Employment Contracts” and other laws and regulations on a mutuality voluntary and consultation basis by and between the following Employer and Employee, both Employer and Employer agree to and abide by the following terms and provisions of this Contract.
REDEMPTION AGREEMENTRedemption Agreement • September 10th, 2010 • Kun Run Biotechnology, Inc. • Pharmaceutical preparations • New York
This REDEMPTION AGREEMENT (the “Agreement”) is made as of September 3, 2010, by and between Kun Run Biotechnology, Inc., a Nevada corporation (the “Company”), and Caduceus Asia Partners, LP (the “Purchaser”).
VOTING AGREEMENTVoting Agreement • May 6th, 2010 • Kun Run Biotechnology, Inc. • Pharmaceutical preparations • New York
This VOTING AGREEMENT (this “Agreement”) is entered into as of April 28, 2010, by and among Kun Run Biotechnology, Inc., a Nevada corporation (the “Company”), the holders of capital stock of the Company listed on Exhibit A hereto (each, a “Stockholder” and collectively, the “Stockholders”) and the Investors listed on the signature pages hereto (each, an “Investor”, and collectively, the “Investors”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • April 22nd, 2010 • Kun Run Biotechnology, Inc. • Pharmaceutical preparations • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of April 17, 2010, by and among Kun Run Biotechnology, Inc., a Nevada corporation (the “Company”), each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”) and Xueyun Cui (the “Key Stockholder”).
Property Sale and Purchase ContractKun Run Biotechnology, Inc. • March 31st, 2009 • Agricultural prod-livestock & animal specialties
This contract (hereinafter referred as “Contract”) is made by and between Parties in consideration of the property and based on the mutual covenants contained herein, whereby the both parties agree as follows:
Property Sale and Purchase ContractProperty Sale and Purchase Contract • March 31st, 2009 • Kun Run Biotechnology, Inc. • Agricultural prod-livestock & animal specialties
POWER CABLE PURCHASE CONTRACTPower Cable Purchase Contract • March 31st, 2009 • Kun Run Biotechnology, Inc. • Agricultural prod-livestock & animal specialties
In accordance with “Contract Law of the People’s Republic of China”, the Parties have through sufficient and friendly consultations entered into the Contract concerned power cables used for Zhonghe pharmaceutical constructing project, both parties shall perform their obligations thoroughly according to the terms of the contract.
CONSULTING AGREEMENTConsulting Agreement • September 22nd, 2008 • Aspen Racing Stables. Inc. • Agricultural prod-livestock & animal specialties
THIS CONSULTING AGREEMENT (“Agreement”) is made and entered into on this the 16th day of September, 2008 by and between Halter Capital Corporation, a Texas corporation (“HCC”), and KUN RUN Biotechnology LTD., a Hong Kong Holding Company (the “Company”) .
MAKE GOOD ESCROW AGREEMENTGood Escrow Agreement • September 22nd, 2008 • Aspen Racing Stables. Inc. • Agricultural prod-livestock & animal specialties • Nevada
This Make Good Escrow Agreement (the “Make Good Agreement”), dated effective as of September 16, 2008, is entered into by and among ASPEN RACING STABLES, INC., a Nevada corporation (the “Company”), CUI XUEYN (the “Make Good Pledgor”), TRIXY SASYNIUK-WALT (the “Indemnitor”) and SECURITIES TRANSFER CORPORATION, as escrow agent (“Escrow Agent”).
MAKE GOOD ESCROW AGREEMENTMake Good Escrow Agreement • October 10th, 2008 • Aspen Racing Stables. Inc. • Agricultural prod-livestock & animal specialties • Nevada
This Make Good Escrow Agreement (the “Make Good Agreement”), dated effective as of September 16, 2008, is entered into by and among ASPEN RACING STABLES, INC., a Nevada corporation (the “Company”), CUI XUEYN (the “Make Good Pledgor”), TRIXY SASYNIUK-WALT (the “Indemnitor”) and SECURITIES TRANSFER CORPORATION, as escrow agent (“Escrow Agent”).
LABOR CONTRACTLabor Contract • March 31st, 2009 • Kun Run Biotechnology, Inc. • Agricultural prod-livestock & animal specialties
This Labor Contract (hereinafter referred as “Contract”) is signed in accordance with the “Labor Law of People's Republic of China" (hereinafter referred as “Labor Law”) and other laws and regulations on a mutuality voluntary and consultation basis by and between the following Employer and Employee, both Employer and Employer agree to and perform the following terms and provisions of this Contract.
Supplement ContractSupplement Contract • March 31st, 2009 • Kun Run Biotechnology, Inc. • Agricultural prod-livestock & animal specialties
Through friendly consultation between both parties, to ensure better performance of “Property Sale and Purchase Contract” (hereinafter referred as “Original Contract”) signed on October 9, 2008, it is agreed by both parties to revise the Original Contract as following:
