0001144204-07-034319 Sample Contracts

SHARE PURCHASE AGREEMENT
Share Purchase Agreement • June 29th, 2007 • Highway Holdings LTD • Miscellaneous fabricated metal products • Hong Kong

Kienzle Time (H.K.) Limited, a company organized under the laws of Hong Kong and having an office at Suite 810, Level 8, Landmark North, 39 Lung Sum Avenue, Sheung Shui New Territories, Hong Kong (“Purchaser”), and Highway Holdings Limited, a company incorporated under the laws of British Virgin Islands (“Highway Holdings”), on the one hand,

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Rental Contract
Highway Holdings LTD • June 29th, 2007 • Miscellaneous fabricated metal products

This contract is made by and between Party A and Party B according to <<Contract Law of People’s Republic of China>> and relevant regulations, on the basic of amicable negotiation, to specify the rights and obligations of the both parties.

Agreement on Imported Material for Processing
Highway Holdings LTD • June 29th, 2007 • Miscellaneous fabricated metal products

The three parties are on the basis of obeying the laws and related regulations of PRC, with equality and mutual benefits. Regarding to the processing assembly of plastic products, electronic assembly, toy products, etc business for Party B, it is agreed unanimously as follows:

Supplementary Agreement on Imported Material for Processing
Supplementary Agreement • June 29th, 2007 • Highway Holdings LTD • Miscellaneous fabricated metal products

The original agreement is expired on 20 February, 1999. Due to successful mutual cooperation and the expansion on production capacity, Party A and Party B agree to extend the agreement by ten years, i.e. the new expiry date is 20 February, 2009. Below are the supplementary clauses:

Rental Contract
Highway Holdings LTD • June 29th, 2007 • Miscellaneous fabricated metal products
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