0001144204-10-066888 Sample Contracts

CONTINUOUS OFFERING PROGRAM AGREEMENT
Continuous Offering Program Agreement • December 16th, 2010 • Origin Agritech LTD • Agricultural production-crops • New York

Origin Agritech Limited, a company organized under the laws of the British Virgin Islands (the “Company”), confirms its agreement (this “Agreement”) with Rodman & Renshaw, LLC (the “Manager”) as follows:

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Chardan Capital Markets , LLC Suite 1600 New York, NY 10004
Origin Agritech LTD • December 16th, 2010 • Agricultural production-crops • New York

Chardan Capital Markets Group (“CCM”) is pleased to act as a non-exclusive financial advisor to Origin Agritech Limited (the “Company”). This letter agreement (the “Agreement”) sets forth the terms of our engagement.

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