Summary
of Loan Agreement

    Agreement
#YYB381011090001

    


    Party A
(Borrower): Beijing Jiachenhong Biological Technologies, Co., Ltd.

    Party B
(Lender): Huaxia Bank, Beijing Xiushui Branch

    


    Article 1
Type of Loan

    Short
Term Loan

    


    Article 2
Amount and Currency of Loan

    
      	
              2.1

            	
              The
      currency of the loan stipulated in the agreement is Renminbi
      (“RMB”).

            


    

    
      	
              2.2

            	
              The
      amount of the loan under this agreement is
  RMB45,000,000.

            


    

    


    Article 3
Purpose of Loan

    The loan
under this agreement is limited to be used for purchasing raw materials. Without
Party B’s written consent, Party A shall not change the purpose of the
loan.

    


    Article 4
Term of Loan

    
      
        	
                4.1

              	
                The
      term of  the loan under this agreement is one year, commencing
      April 27, 2009 to April 27,
2010.

              


      

    

    
      	
              4.2

            	
              The
      total amount of the loan is drawn down on April 27,
  2009.

            


    

    
      	
              4.3

            	
              The
      loan shall be repaid on April 27,
2010.

            


    

    
      
        	
                4.4

              	
                In
      the event the actual drawdown date and the due date of the last repayment
      date is inconsistent to the aforementioned provisions, the drawdown date
      and the due date shall be determined by the date specified on the
      borrowing certificate.

              


      

    

    


    
      Article 5
Interest Rate of Loan

    

    
      
        	
                5.1

              	
                The
      interest rate of the loan under the agreement is 5.841% per annum. After
      the agreement is executed, in the event the People’s Bank of China (the
      “PBOC”) adjusts the benchmark interest rate prior to the actual drawdown
      date, the interest rate of the loan under the agreement shall be
      calculated pursuant to the floating adjustment set forth in Article 5.4
      based on the adjusted benchmark interest rate of the same
      term.

              


      

    

    
      
        	
                5.2

              	
                The
      interest of the loan under the agreement shall be calculated monthly. The
      interest payment date is the 20th
      day of every month. The last interest payment date is the due date of the
      agreement.

              


      

    

    
      
        	
                5.3

              	
                In
      the event the PBOC adjusts the benchmark interest rate of the same term
      after the loan is launched, the interest of the loan shall be adjusted
      monthly. The adjusted interest rate of the loan shall commence to be
      applied from the second day of the first interest payment date after the
      adjustment.

              


      

    

    
      
        	
                5.4

              	
                In
      the event the interest rate is adjusted pursuant to Article 5.1 and
      Article 5.3, it shall be up-floated 10% based on the adjusted PBOC
      benchmark interest rate.

              


      

    

    


    
      Article 6
Condition Precedent of Drawdown

    

    


    Article 7
Repayment of Loan

    
      
        	
                7.1

              	
                The
      repayment source of Party A is including but not limited to its operating
      income.

              


      

    


    
      
         


      

      
        1

        
          

        

      

      
         


      

    

    


    
      
        	
                7.2

              	
                Party
      A shall deposit the full amount of the repayment (the interests, the
      principal) in the account opened with Party B upon the maturity date (the
      interest payment date, the principal repayment date). Party B is entitled
      to withdraw the aforesaid repayment from such
  account.

              


      

    

    
      
        	
                7.5

              	
                In
      case Party A intends to prepay the loan before maturity, it shall submit
      an advance written application within 10 business days prior to the
      prepayment to obtain the written consent of Party B. Party B shall
      calculate the interest based on the aforesaid interest rate and the actual
      borrowing days of the loan.

              


      

    

    


    
      Article 8
Guarantee/Mortgage/ Pledge of Loan

    

    
      
        	
                8.2

              	
                The
      loan is guaranteed by the maximum mortgage agreement entered into by and
      between Party A (as the mortgagor) and Party
B.

              


      

    

    


    
      Article 9
Right and Obligation of Party A

    

    
      
        	
                9.1

              	
                Party
      A shall warrant that it was legally
  incorporated.

              


      

    

    
      
        	
                9.2

              	
                Party
      A shall warrant that it obtained all the approvals of the competent
      authorities and the board of
directors.

              


      

    

    
      
        	
                9.3

              	
                Party
      A shall warrant that the execution of this agreement does not violate any
      terms binding Party A and its assets, any other agreement, and guarantee/
      mortgage/ pledge agreement entered between Party A and the other party,
      and terms of any document, covenant and promise binding Party
      A.

              


      

    

    
      
        	
                9.4

              	
                Party
      A shall warrant that it provided all necessary documents and information
      as requested by Party B, and all of the documents and information
      submitted are true, accurate, legal and
valid.

              


      

    

    
      
        	
                9.5

              	
                Party
      A is entitled to drawdown and use the loan in accordance with the
      agreement.

              


      

    

    
      
        	
                9.6

              	
                Party
      A shall use the loan in compliance with the purpose of the loan
      aforementioned in this
agreement.

              


      

    

    
      
        	
                9.7

              	
                Party
      A shall cooperate with Party B with regard to the credit check performed
      by Party B upon issuance, execution and maturity of the
    loan.

              


      

    

    
      
        	
                9.8

              	
                Party
      A shall repay the loan and relevant interests in accordance with the
      agreement.

              


      

    

    
      
        	
                9.9

              	
                Party
      A shall send Party B a 30-day written notice prior to the occurrence of
      the events, including but not limited to the outsource, lease, escrow,
      asset restructure, debt restructure, equity restructure, co-operating
      business, merger, acquisition, joint venture, capital deduction,
      dissolution application, reforming application, bankruptcy application or
      other events could change its organization or system and legal status, and
      complies with repayment obligation agreed by the written consent of Party
      B, or provides new guarantees/ mortgages/ pledges accepted by Party B,
      otherwise Party A shall not carry out the aforesaid activities unless
      repayment under this agreement has been fully
  made.

              


      

    

    
      
        	
                9.10

              	
                Party
      A shall send a written notice to Party B within 3 days after the
      occurrence of the events, including but not limited to being announced to
      cease productions, suspend its business, be dissolved, be reformed,
      bankrupt, and other events could change its organization or system and
      legal status, and shall adopt adequate treatments to protect rights and
      interests of Party B.

              


      

    

    
      
        	
                9.11

              	
                Party
      A shall send a written notice to Party B within 3 days after the
      occurrence of any other event that might affect its own business operation
      or rights of Party B.

              


      

    

    
       

      
        
           

        

        
          2

          
            

          

        

        
           

        

      

       

      
        	
                9.12

              	
                In
      the event Party A changes its address, legal representative, or have major
      changes in the management, it shall notify Party B in writing within 7
      days after the occurrence of such
changes.

              


      

    

    
      
        	
                9.13

              	
                Without
      written consent of Party B, Party A shall not sell certain assets, prepay
      other debts, or provide guarantees/ mortgages/ pledges to the third party
      before Party A fully repays the principal and interests of the
      loan.

              


      

    

    
      
        	
                9.14

              	
                Party
      A shall not enter into any agreement that would damage the interests and
      rights of Party B under this
agreement.

              


      

    

    
      
        	
                9.15

              	
                In
      the event the guarantee/ mortgage/ pledge is provided, if the guarantor/
      mortgagor/ pledgor violates its obligations or is incapable to provide
      such guarantee/ mortgage/ pledge, Party A shall provide new guarantee/
      mortgage/ pledge.

              


      

    

    


    
      Article
10 Right and Obligation of Party B

    

    
      
        	
                10.1

              	
                Party
      B is entitled to request Party A to provide relevant materials and
      information under this
agreement.

              


      

    

    
      
        	
                10.2

              	
                Party
      B is entitled to monitor and supervise the use of loan, and inquire the
      business operation, financial condition and condition of guarantees/
      mortgages/ pledges, and
disputes.

              


      

    

    
      
        	
                10.3

              	
                Party
      B shall issue the loan if Party A fulfills all the obligations under this
      agreement.

              


      

    

    
      
        	
                10.4

              	
                Party
      B shall comply with its confidential obligations to the business,
      financial and production materials provided by Party
  A.

              


      

    

    


    
      Article
11 Breach Liability

    

    
      
        	
                11.1

              	
                In
      the event any party does not perform or partially perform its obligations
      under this agreement, it shall bear the breach
  liabilities.

              


      

    

    
      
        	
                11.2

              	
                In
      the event Party A or the guarantor/ mortgagor/ pledgor does not complete
      the guarantee/ mortgage/ pledge procedure, or does not conduct the
      drawdown procedure in accordance with the agreement, and the date to
      launch the loan has passed for 30 days, Party B is entitled to cancel the
      agreement and request Party A to prepay the launched
  loan.

              


      

    

    
      
        	
                11.3

              	
                In
      the event Party A is not in compliance with the agreement to repay the
      principal, it shall pay Party B the punitive interests calculated by the
      interest rate stipulated in this agreement plus 50% commencing the
      deferral date. Party A shall pay Party B the compound interest for the
      default interests during the term of the loan. In the event Party A does
      not repay the interest after the repayment of the loan is default, it
      shall pay compound interests calculated by the punitive interest rate
      under this agreement.

              


      

    

    
      
        	
                11.4

              	
                In
      the event Party A does not use the loan in compliance with the purpose, is
      shall pay Party B the punitive interests and compound interests calculated
      based on the interest rate stipulated in this agreement plus 100% as
      punitive interest rate against the breach amount of the principle and
      interests commencing the breach
date.

              


      

    

    
      
        	
                11.5

              	
                In
      the event Party A defers to repay the loan or does not use the loan in
      compliance with the purpose, it shall pay deferral interests, punitive
      interests and compound interests calculated on a monthly
      basis.

              


      

    


    
      
         


      

      
        3

        
          

        

      

      
         


      

    


    


    
      
        	
                11.6

              	
                Party
      A shall bear the legal expense, arbitration expense and other relevant
      expense incurred by Party B, due to the lawsuit against the breach of
      Party A.

              


      

    

    
      
        	
                11.7

              	
                Party
      B is entitled to declare that all issued loan shall become immediately due
      and the principal and interests of the issued loan shall be repaid by
      Party A and at the same time adopt corresponding measures, if one of the
      following events occur:

              


      

    

    
      
        	
                11.7.1

              	
                Party
      A does not comply with the purpose of using the loan, or not fully repay
      the principal, interests and other payments in accordance with the
      agreement;

              


      

    

    
      
        	
                11.7.2

              	
                Party
      A provides Party B with false information, or omits material financial
      information;

              


      

    

    
      
        	
                11.7.3

              	
                Party
      A rejects Party B’s inspection of  the usage of the loan or
      monitoring of its production, operation and financial
      activities;

              


      

    

    
      
        	
                11.7.4

              	
                Party
      A uses the loan to make equity
investments;

              


      

    

    
      
        	
                11.7.5

              	
                Party
      A uses the loan to conduct speculative businesses on securities, futures,
      real estates, or other illegal
transactions;

              


      

    

    
      
        	
                11.7.6

              	
                Party
      A lends the loan to the other persons to make illegal
    profits;

              


      

    

    
      
        	
                11.7.7

              	
                Party
      A obtains the loan by
fraudulence;

              


      

    

    
      
        	
                11.7.8

              	
                Party
      A and its related parties use fake agreements, note receivables, account
      receivables as pledge to obtain the loan from Party
  B;

              


      

    

    
      
        	
                11.7.9

              	
                Party
      A intends to breach its obligations to Party B through the related
      transactions;

              


      

    

    
      
        	
                11.7.10

              	
                Party
      A violates any representation or warranty of the agreements, in which it
      is one of the parties, and causes material breaches to other
      debts;

              


      

    

    
      
        	
                11.7.11

              	
                Any
      change of Party A’s business model, organization or legal status,
      including but not limited to the outsource, lease, escrow, asset
      restructure, debt restructure, equity restructure, joint venture business,
      merger, acquisition, spin-off, capital reduction, dissolution application,
      reforming application, bankruptcy application, and Party A does not obtain
      the written consent of Party B and complies with repayment obligations in
      accordance with the agreement, or provides new guarantees/ mortgages/
      pledges accepted by Party B;

              


      

    

    
      
        	
                11.7.12

              	
                The
      adverse changes occur to the guarantees/ mortgages/ pledges under this
      agreement, including but not limited to the loss or value decrease of the
      collaterals, or the guarantor/ mortgagor/ pledgor breaches any of its
      obligations and Party A is unable to provide new guarantee/ mortgage/
      pledge requested by Party B;

              


      

    

    
      
        	
                11.7.13

              	
                The
      guarantee/ mortgage/ pledge agreement does not become effective, is void,
      or is cancelled, or the guarantor/ mortgagor/ pledgor partially or fully
      loses its ability to provide the aforesaid, or expressly states that it
      will not perform such obligations, or violates any obligation under the
      guarantee/ mortgage/ pledge agreement or the agreement entered into with
      the third party, and Party A does not provide new guarantee/ mortgage/
      pledge requested by Party B;

              


      

    

    
      
        	
                11.7.14

              	
                Party
      A’s representations and warranties are untrue, incorrect or contain
      material omission;

              


      

    

    
      
        	
                11.7.15

              	
                Party
      A expressly states or acts that it would not perform its obligations under
      the agreement;

              


      

    

    
      
        	
                11.7.16

              	
                Party
      A violates other obligations under this agreement and Party B acknowledges
      such violation would affect its rights and interests under this
      agreement.

              


      

    


    
      
         


      

      
        4

        
          

        

      

      
         


      

    

    


    
      Article
12 Effectiveness

    

    
      This
agreement becomes effective upon the execution.

    

    


    
      Article
13 Transfer, Change and Cancellation

    

    
      
        	
                13.1

              	
                Party
      B may transfer rights and claims under this agreement in whole or in part
      to a third party without Party A’s
consent.

              


      

    

    
      
        	
                13.2

              	
                With
      written consent of Party B, Party A shall provide Party B with the written
      documents of the guarantor/ mortgagor/ pledgor agreeing to continue to
      provide such guarantee/ mortgage/ pledge, or provide new guarantor/
      mortgagor/ pledgor to Party B, in order to transfer its debts under this
      agreement in whole or in part to a third
party.

              


      

    

    
      
        	
                13.3

              	
                Any
      change to this agreement shall be reached through written consents of both
      parties.

              


      

    

    
      
        	
                13.4

              	
                In
      the event Party A requests to extend this agreement, it shall obtain Party
      B’s consent and sign the extension
agreement.

              


      

    

    
      
        	
                13.5

              	
                Party
      B is entitled to cancel this agreement and request the principal and
      interests of the loan to be prepaid, if one of the following events
      occurs:

              


      

    

    
      
        	
                13.5.1

              	
                The
      operational and financial condition of Party A worsens, and it is unable
      to repay the debts when due, or it involves material lawsuits which
      adversely affect the repayment of the
debts.

              


      

    

    
      
        	
                13.5.2

              	
                The
      credit condition, business operation and financial condition of the
      corporate group customers of Party A materially worsen, and cause material
      adverse effects to Party B’s interests and rights to the
    loan.

              


      

    

    
      
        	
                13.5.3

              	
                Party
      A’s business is suspended, or it is dissolved, or its business license is
      withdrawn.

              


      

    

    
      
        	
                13.5.4

              	
                Other
      events causing material damages to the rights and interests of Party B
      under this agreement occur.

              


      

    

    


    
      Article
14 Dispute Resolution

    

    


    
      Article
15 Miscellaneous

       

    

    Party A:
Beijing Jiachenhong Biological Technologies, Co., Ltd.

    Legal
Representative: Ms. Ting Zheng  (with signature and corporate
seal)

     

    Party B:
Huaxia Bank, Beijing Xiushui Branch

    Legal
Representative/ Responsible Person: Yu Yang  (with signature and
corporate seal)

     

    
      Execution
Date: April 27, 2009

    


    
      
         


      

      
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