SECURITIES
      ESCROW AGREEMENT

     

    THIS
      SECURITIES ESCROW AGREEMENT (the “Agreement”),
      dated
      as of July 18, 2008, is entered into by and among Southern Sauce Company, Inc.,
      a Florida corporation (the “Company”),
      Blue
      Ridge Investments, LLC, a limited liability company incorporated in Delaware,
      (the “Purchaser”),
      the
      individual listed on Schedule
      A
      hereto
      (the “Principal
      Stockholder”),
      and
      Loeb & Loeb LLP, with an address at 345 Park Avenue, New York, NY 10154 (the
“Escrow
      Agent”).
      Capitalized terms used but not defined herein shall have the meanings set forth
      in the Purchase Agreement (as defined below).

     

    WITNESSETH:

     

    WHEREAS,
      the Purchaser will be purchasing from the Company Units consisting of shares
      of
      the Company’s Series A Convertible Preferred Stock, par value $0.001 per share
      (the “Series
      A Preferred”),
      convertible into shares of the Company’s common stock, par value $0.001 per
      share (the “Common
      Stock”),
      and
      certain common stock purchase warrants (the “Warrants”)
      pursuant to a Securities Purchase Agreement dated as of the date hereof (the
      “Closing
      Date”)
      by and
      among the Company and the Purchaser (the “Purchase
      Agreement”);
      

     

    WHEREAS,
      the Company issued shares of its Common Stock to Shen Kun International Limited,
      a company organized in the British Virgin Islands (the “BVI”) (“Shen Kun”),
      pursuant to that certain Merger Agreement, dated as of June 9, 2008 by and
      among
      the Company, Shen Kun Acquisition Sub Limited, a BVI company which is a wholly
      owned subsidiary of Parent (“Acquisition Subsidiary”), Shen Kun, Parent
      Controlling Shareholders (as that term is defined in the Merger Agreement),
      Shen
      Kun Shareholders (as that term is defined in the Merger Agreement), and Shengkai
      (Tianjin) Ceramic Valves Co., Ltd., a PRC wholly foreign-owned enterprise
      (“WFOE”) organized under the laws of the People’s Republic of China (the “PRC”),
      and Tianjin Shengkai Industrial Technology Development Co., Ltd., a PRC company,
      (the “Merger Agreement”), and upon the consummation of the transactions
      contemplated by the Merger Agreement, WFOE, a direct wholly-owned subsidiary
      of
      Shen Kun immediately prior to the consummation of the transactions contemplated
      by the Merger Agreement, will become an indirect wholly-owned subsidiary of
      the
      Company (the “Reverse Merger Transaction”);

     

    WHEREAS,
      the Company and the Purchaser agree that the capitalization table upon which
      the
      transactions contemplated by this Agreement and the Purchase Agreement are
      based
      is set forth as Schedule
      B
      hereto;
      and 

     

    WHEREAS,
      as an inducement to the Purchaser to enter into the Purchase Agreement, the
      Principal Stockholder has agreed to place the Escrow Shares (as hereinafter
      defined) into escrow for the benefit of the Purchaser in the event the Company
      fails to achieve the following financial performance thresholds for the 12-month
      periods ending June 30, 2008 (“2008”)
      and
      June 30, 2009 (“2009”):

     

    (a) In
      2008,
      (i) Both Net Income, as defined in accordance with US GAAP and reported by
      the
      Company in its audited financial statements for 2008 (the “2008
      financial statements”)
      exceeds $8.88 million and Cash from Operations, as reported by the Company
      in
      the 2008 financial statements exceed $6.5 million and (ii) Net Income Earnings
      Per Share equals or exceeds $0.22 per share on a fully diluted basis and Cash
      from Operations Earnings Per Share equals or exceeds $0.16 per share on a fully
      diluted basis. “Earnings Per Share” is to be calculated by dividing (A) the
      respective result of Net Income and Cash from Operations, as reported in the
      2008 financial statements plus
      any
      amounts that may have been recorded as charges or liabilities on the 2008
      financial statements due to the application of EITF No. 00-19 that are
      associated with (1) any outstanding Warrants of the Company issued in connection
      with the Purchase Agreement or (2) any liabilities created as a result of the
      Escrow Shares being released to any officers or directors of the Company
      (“2008
      Net Income”)
      by (B)
      the aggregate number of shares of then outstanding Common Stock on a
      fully-diluted basis, which number shall include, without limitation, the number
      of shares of Common Stock issuable upon conversion of the Company’s then
      outstanding shares of Series A Preferred and the number of shares of Common
      Stock issuable upon the exercise of any then outstanding preferred stock,
      warrants or options of the Company (“Outstanding
      Shares”)
      (the
      performance thresholds set forth in (i) and (ii) above shall be collectively
      referred to herein as the “2008
      Performance Thresholds”);


    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    

     

    (b) In
      2009,
      (i) Both Net Income, as defined in accordance with US GAAP and reported by
      the
      Company in its audited financial statements for 2009 (the “2009
      financial statements”)
      exceeds $13 million and Cash from Operations, as reported by the Company in
      the
      2009 financial statements exceed $11 million and (ii) Net Income Earnings Per
      Share equals or exceeds $0.33 per share on a fully diluted basis and Cash from
      Operations Earnings Per Share equals or exceeds $0.28 per share on a fully
      diluted basis. “Earnings Per Share” is to be calculated by dividing (A) the
      respective result of Net Income and Cash from Operations, as reported by the
      Company in the 2009 financial statements plus
      any
      amounts that may have been recorded as charges or liabilities on the 2009
      financial statements due to the application of EITF No. 00-19 that are
      associated with (1) any outstanding Warrants of the Company issued in connection
      with the Purchase Agreement or (2) any liabilities created as a result of the
      Escrow Shares being released to any officers or directors of the Company
      (“2009
      Net Income”)
      by (B)
      the then Outstanding Shares (the performance thresholds set forth in (i) and
      (ii) above shall be collectively referred to herein as the “2009
      Performance Thresholds”)Purchaser;
      and

     

    WHEREAS,
      the Company, Vision Opportunity China LP and the Purchaser have requested that
      the Escrow Agent hold the Escrow Shares on the terms and conditions set forth
      in
      this Agreement and the Escrow Agent has agreed to act as escrow agent pursuant
      to the terms and conditions of this Agreement.

     

    NOW,
      THEREFORE, in consideration of the covenants and mutual promises contained
      herein and other good and valuable consideration, the receipt and legal
      sufficiency of which are hereby acknowledged and intending to be legally bound
      hereby, the parties agree as follows:


    
      
        
        

      

      
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    ARTICLE
      I

     

    TERMS
      OF
      THE ESCROW

     

    1.1. The
      parties hereby agree to establish an escrow account with the Escrow Agent
      whereby the Escrow Agent shall hold the Escrow Shares as contemplated by this
      Agreement.

     

    1.2. Upon
      the
      execution of this Agreement, the Principal Stockholder shall deliver to the
      Escrow Agent a stock certificate evidencing one hundred percent (100%) of the
      shares of Common Stock underlying the Preferred Shares issuable under the
      Purchase Agreement and indicated on Schedule
      A
      hereto
      (such shares of Common Stock plus such additional number of shares of Common
      Stock as may be required to be deposited hereunder pursuant to Section 1.3(i)
      or
      1.3(ii) hereof shall be collectively referred to in this Agreement as the
“Escrow
      Shares”),
      along
      with updated stock powers executed in blank with signature medallion
      guaranteed.

     

    1.3. The
      parties hereby agree that the 2008 Escrow Shares (as hereinafter defined) shall
      be delivered based on the achievement of the 2008 Performance Thresholds as
      set
      forth below:

     

    (i) If
      the
      Company does not achieve at least 50% of each of the 2008 Performance
      Thresholds, then all of the Escrow Shares (the “2008
      Escrow Shares”)
      shall
      be distributed on a pro rata basis to the Purchaser based on the number of
      shares of Series A Preferred and Conversion Shares owned by such Purchaser
      as of
      the date thereof. Within five (5) business days of the Purchaser’s receipt of
      the 2008 financial statements, the Company and the Purchaser shall provide
      written instruction to the Escrow Agent instructing the Escrow Agent to issue
      and deliver the 2008 Escrow Shares to the Purchaser on a pro rata basis based
      on
      the number of shares of Series A Preferred owned by the Purchaser as of the
      date
      thereof. Within five (5) business days after the release of the 2008 Escrow
      Shares to the Purchaser, the Principal Stockholder shall deposit into the escrow
      account maintained by the Escrow Agent, stock certificates evidencing one
      hundred percent (100%) of the shares of Common Stock underlying the Preferred
      Shares issuable under the Purchase Agreement.

     

    (ii) If
      the
      Company achieves between 50% and 95% of the 2008 Performance Thresholds, the
      Escrow Agent shall deliver to the Purchaser, on a pro rata basis based on the
      number of shares of Series A Preferred and Conversion Shares owned by such
      Purchaser as of the date thereof, the number of 2008 Escrow Shares multiplied
      by
      the percentage by which the lowest of the 2008 Performance Thresholds was not
      achieved and multiplied by 200%. By way of example, if the Company’s Earnings
      Per Share for 2008 is an amount equal to 60% of the 2008 Performance Thresholds,
      the Company’s Net Income reported on the 2008 financial statements is an amount
      equal to 70% of the 2008 Performance Thresholds and the Company’s Cash from
      Operations reported on the 2008 financial statements is an amount equal to
      80%
      of the 2008 Performance Thresholds, the Purchaser shall receive 200% of the
      product of 40% of the 2008 Escrow Shares (100%-60%) and, the remaining Escrow
      Shares shall continue to be held in escrow hereunder. Within five (5) business
      days of the Purchaser’s receipt of the 2008 financial statements, the Company
      and the Purchaser shall provide written instructions to the Escrow Agent
      instructing the Escrow Agent to deliver the applicable number of 2008 Escrow
      Shares to the Purchaser and to hold the remaining Escrow Shares in escrow.
      Within five (5) business days after the release of the 2008 Escrow Shares to
      the
      Purchaser, each Principal Stockholder shall deposit into the escrow account
      maintained by the Escrow Agent, stock certificates evidencing such number of
      shares of Common Stock so that the number of Escrow Shares shall equal the
      number of shares of Common Stock initially deposited pursuant to Section
      1.2.


    
      
        
        

      

      
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    (iii) If
      the
      Company achieves at least 95% of each of the 2008 Performance Thresholds, then
      the Escrow Shares shall continue to be held in escrow hereunder. 

     

    1.4. The
      parties hereby agree that the 2009 Escrow Shares (as hereinafter defined) shall
      be delivered based on achievement of the 2009 Performance Thresholds as set
      forth below:

     

    (i) If
      the
      Company does not achieve at least 50% of each of the 2009 Performance
      Thresholds, then all of the Escrow Shares (the “2009
      Escrow Shares”),
      shall
      be distributed on a pro rata basis to the Purchaser based on the number of
      shares of Series A Preferred and Conversion Shares owned by such Purchaser
      as of
      the date thereof. Within five (5) business days of the Purchaser’s receipt of
      the 2009 financial statements, the Company and the Purchaser shall provide
      written instruction to the Escrow Agent instructing the Escrow Agent to issue
      and deliver the 2009 Escrow Shares to the Purchaser on a pro rata basis based
      on
      the number of shares of Series A Preferred owned by the Purchaser as of the
      date
      thereof.

     

    (ii) If
      the
      Company achieves between 50% and 95% of the 2009 Performance Thresholds, (a)
      the
      Escrow Agent shall deliver to the Purchaser, on a pro rata basis based on the
      number of shares of Series A Preferred and Conversion Shares owned by such
      Purchaser as of the date thereof, the number of 2009 Escrow Shares equal to
      the
      number of 2009 Escrow Shares multiplied by the percentage by which the lowest
      of
      2009 Performance Thresholds was not achieved and multiplied by 200% and (b)
      the
      remaining 2009 Escrow Shares shall be returned to the Principal Stockholder.
      By
      way of example, if the Company’s Earnings Per Share for 2009 is an amount equal
      to 60% of the 2009 Performance Thresholds, the Company’s Net Income reported on
      the 2009 financial statements is an amount equal to 70% of the 2009 Performance
      Thresholds and the Company’s Cash from Operations reported on the 2009 financial
      statements is an amount equal to 80% of the 2009 Performance Thresholds, the
      Purchaser shall receive 200% of 40% of the 2009 Escrow Shares (100% - 60%)
      and
      the remaining 2009 Escrow Shares shall be returned to the Principal Stockholder.
      Within five (5) business days of the Purchaser’s receipt of the 2009 financial
      statements, the Company and the Purchaser shall provide written instructions
      to
      the Escrow Agent instructing the Escrow Agent to deliver the applicable number
      of 2009 Escrow Shares to the Purchaser and to the Principal
      Stockholder.

     

    (iii) In
      the
      event the Company achieves at least 95% of each of the 2009 Performance
      Thresholds, all of the 2009 Escrow Shares shall be returned to the Principal
      Stockholder at the address set forth in Section 5.3 hereof.


    
      
        
        

      

      
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    Notwithstanding
      anything to the contrary set forth herein, only those Purchaser who own shares
      of Series A Preferred acquired under the Purchase Agreement and remain
      shareholders of the Company at the time that the 2009 Escrow Shares become
      deliverable hereunder shall be entitled to their pro rata portion of such 2009
      Escrow Shares calculated based on their ownership interest at the time when
      such
      2009 Escrow Shares become deliverable hereunder. Any 2009 Escrow Shares not
      delivered to Purchaser because the Purchaser no longer holds shares of Series
      A
      Preferred acquired under the Purchase Agreement will be delivered to the
      Company.

     

    1.5. If
      the
      Company fails to timely comply with its obligations set forth in Section 3.25
      of
      the Purchase Agreement (the “Listing
      Obligation”),
      then
      1,000,000 shares of Common Stock collectively owned by the Principal Stockholder
      (the “Penalty
      Shares”)
      shall
      be distributed to the Purchaser and Vision Opportunity China LP on a pro rata
      basis as set forth in Section 3.25 of the Purchase Agreement. Within five (5)
      business days after the release of the Penalty Shares to the Purchaser, the
      Principal Stockholder shall deposit into the escrow account maintained by the
      Escrow Agent stock certificates evidencing an aggregate of 1,000,000 shares
      of
      Common Stock.

     

    1.6. If
      the
      Company does not achieve each of the 2008 Performance Thresholds or each of
      the
      2009 Performance Thresholds and/or if the Company does not comply with the
      Listing Obligation, the Company shall use best efforts to promptly cause the
      2008 Escrow Shares, the 2009 Escrow Shares or the Penalty Shares, as applicable,
      to be delivered to the Purchaser, including causing its transfer agent promptly
      to issue the certificates in the names of the Purchaser and causing its
      securities counsel to provide any written instruction required by the Escrow
      Agent in a timely manner so that the issuances and delivery contemplated above
      can be achieved within five business days following delivery of the 2008
      financial statements or 2009 financial statements in the case of the 2008 Escrow
      Shares or the 2009 Escrow Shares, as applicable, to the Purchaser
      Representative, or, within five business days of September 28, 2009, in the
      case
      of the Penalty Shares.

     

    1.7. The
      Company will provide the Purchaser with (i) the Company’s audited financial
      statements for 2008, prepared in accordance with US GAAP, on or before March
      31,
      2009 and (ii) the Company’s audited financial statements for 2009, prepared in
      accordance with US GAAP, on or before March 31, 2010, so as to allow the
      Purchaser the opportunity to evaluate whether each of the 2008 Performance
      Thresholds and each of the 2009 Performance Thresholds were attained. In the
      event that the Purchaser receives the financial information prior to its
      dissemination by the Company in either a press release or in the Company’s
      Commission Documents, the Company shall issue a press release announcing the
      information or file a Form 8-K within one trading day of a request by the
      Purchaser to make such information public.

     

    1.8. Upon
      the
      written request of the Company and the Purchaser, the Escrow Agent shall deliver
      the 2008 Escrow Shares, the 2009 Escrow Shares and the Penalty Shares, as
      applicable, to the Purchaser and/or the Principal Stockholder pursuant to the
      written instructions of the Company and the Purchaser.


    
      
        
        

      

      
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    ARTICLE
      II

    REPRESENTATIONS
      OF THE PRINCIPAL STOCKHOLDER

     

    2.1. The
      Principal Stockholder hereby represents and warrants to the Purchaser as
      follows:

     

    (i) The
      Escrow Shares placed into escrow hereunder by the Principal Stockholder are
      validly issued, fully paid and nonassessable shares of the Company. The
      Principal Stockholder is the record and beneficial owner of the Escrow Shares
      placed into escrow pursuant to this Agreement by the Principal Stockholder
      and
      has good title to such Escrow Shares, free and clear of all pledges, liens,
      claims and encumbrances, except encumbrances created by this Agreement. There
      are no restrictions on the ability of the Principal Stockholder to transfer
      the
      Escrow Shares placed into escrow pursuant to this Agreement by the Principal
      Stockholder or to enter into this Agreement other than transfer restrictions
      under the Lock-Up Agreement and/or applicable federal and state securities
      laws.
      Upon any delivery of Escrow Shares placed into escrow pursuant to this Agreement
      by the Principal Stockholder to the Purchaser hereunder, the Purchaser will
      acquire good and valid title to such Escrow Shares, free and clear of any
      pledges, liens, claims and encumbrances.

     

    (ii) The
      performance of this Agreement and compliance with the provisions hereof will
      not
      violate any provision of any law applicable to the Principal Stockholder and
      will not conflict with or result in any breach of any of the terms, conditions
      or provisions of, or constitute a default under, or result in the creation
      or
      imposition of any lien, charge or encumbrance upon, any of the properties or
      assets of the Principal Stockholder pursuant to the terms of the certificate
      of
      incorporation or by-laws of the Company or any indenture, mortgage, deed of
      trust or other agreement or instrument binding upon the Principal Stockholder
      or
      affecting the Escrow Shares. No notice to, filing with, or authorization,
      registration, consent or approval of any governmental authority or other person
      is necessary for the execution, delivery or performance of this Agreement or
      the
      consummation of the transactions contemplated hereby by the Principal
      Stockholder.

     

    ARTICLE
      III

    COVENANTS

     

    3.1. [Intentionally
      Omitted.]

     

    3.2. [Intentionally
      Omitted.]

     

    ARTICLE
      IV

    MISCELLANEOUS

     

    4.1. No
      waiver
      or any breach of any covenant or provision herein contained shall be deemed
      a
      waiver of any preceding or succeeding breach thereof, or of any other covenant
      or provision herein contained. No extension of time for performance of any
      obligation or act shall be deemed an extension of the time for performance
      of
      any other obligation or act.


    
      
        
        

      

      
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    All
      notices, demands, consents, requests, instructions and other communications
      to
      be given or delivered or permitted under or by reason of the provisions of
      this
      Agreement or in connection with the transactions contemplated hereby shall
      be in
      writing and shall be deemed to be delivered and received by the intended
      recipient as follows: (i) if personally delivered, on the business day of such
      delivery (as evidenced by the receipt of the personal delivery service), (ii)
      if
      mailed certified or registered mail return receipt requested, two (2) business
      days after being mailed, (iii) if delivered by overnight courier (with all
      charges having been prepaid), on the business day of such delivery (as evidenced
      by the receipt of the overnight courier service of recognized standing), or
      (iv)
      if delivered by facsimile transmission, on the business day of such delivery
      if
      sent by 6:00 p.m. in the time zone of the recipient, or if sent after that
      time,
      on the next succeeding business day (as evidenced by the printed confirmation
      of
      delivery generated by the sending party’s telecopier machine). If any notice,
      demand, consent, request, instruction or other communication cannot be delivered
      because of a changed address of which no notice was given (in accordance with
      this Section 4), or the refusal to accept same, the notice, demand, consent,
      request, instruction or other communication shall be deemed received on the
      second business day the notice is sent (as evidenced by a sworn affidavit of
      the
      sender). All such notices, demands, consents, requests, instructions and other
      communications will be sent to the following addresses or facsimile numbers
      as
      applicable.

     

    If
      to
      Escrow Agent: Loeb & Loeb LLP

     

    345
      Park
      Avenue

    New
      York,
      New York 10154

    Attention:
      Mitchell Nussbaum, Esq.

    Tel
      No.:212-407-4000

    Fax
      No.:
      212-407-4990

     

    If
      to the
      Company or the Principal Stockholders:

    Southern
      Sauce Company, Inc.

    No.
      27,
      Wang Gang Road, Jin Nan (Shuang Gang) Development Area

    Tianjin,
      People’s Republic of China 300350

    Attention:
      Wang Chen  

    Tel.
      No.:
      86-22-2858-8899

    Fax
      No.:
      86-22-2859-0003

     

    With
      a
      copy to:

    Sichenzia
      Ross Friedman Ference LLP

    61
      Broadway, 32nd Floor

    New
      York,
      NY 10006

    Attention:
      Marc J. Ross, Esq.

    Tel.
      No.:
      (212) 930-9700

    Fax
      No.:
      (212) 930-9725 

     

    If
      to the
      Purchaser:  

    John
      Hiebendahl

    Blue
      Ridge Investments, LLC

    214
      N.
      Tryon Street

    Charlotte,
      NC 28255

    Mailcode:
      NC1-027-14-01

     

    or
      to
      such other address and to the attention of such other person as any of the
      above
      may have furnished to the other parties in writing and delivered in accordance
      with the provisions set forth above.


    
      
        
        

      

      
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    4.2. This
      Escrow Agreement shall be binding upon and shall inure to the benefit of the
      permitted successors and permitted assigns of the parties hereto.

     

    4.3. This
      Escrow Agreement is the final expression of, and contains the entire agreement
      between, the parties with respect to the subject matter hereof and supersedes
      all prior understandings with respect thereto. This Escrow Agreement may not
      be
      modified, changed, supplemented or terminated, nor may any obligations hereunder
      be waived, except by written instrument signed by the parties to be charged
      or
      by its agent duly authorized in writing or as otherwise expressly permitted
      herein.

     

    4.4. Whenever
      required by the context of this Escrow Agreement, the singular shall include
      the
      plural and masculine shall include the feminine. This Escrow Agreement shall
      not
      be construed as if it had been prepared by one of the parties, but rather as
      if
      both parties had prepared the same. Unless otherwise indicated, all references
      to Articles are to this Escrow Agreement.

     

    4.5. The
      parties hereto expressly agree that this Escrow Agreement shall be governed
      by,
      interpreted under and construed and enforced in accordance with the laws of
      the
      State of New York, without regard to conflicts of law principles that would
      result in the application of the substantive laws of another jurisdiction.
      Any
      action to enforce, arising out of, or relating in any way to, any provisions
      of
      this Escrow Agreement shall only be brought in a state or Federal court sitting
      in New York City, Borough of Manhattan.

     

    4.6. The
      Escrow Agent’s duties hereunder may be altered, amended, modified or revoked
      only by a writing signed by the Company, the Principal Stockholders, the
      Purchaser and the Escrow Agent.

     

    4.7. The
      Escrow Agent shall be obligated only for the performance of such duties as
      are
      specifically set forth herein and may rely and shall be protected in relying
      or
      refraining from acting on any instrument reasonably believed by the Escrow
      Agent
      to be genuine and to have been signed or presented by the proper party or
      parties. The Escrow Agent shall not be personally liable for any act the Escrow
      Agent may do or omit to do hereunder as the Escrow Agent while acting in good
      faith and in the absence of gross negligence, fraud and willful misconduct,
      and
      any act done or omitted by the Escrow Agent pursuant to the advice of the Escrow
      Agent’s attorneys-at-law shall be conclusive evidence of such good faith, in the
      absence of gross negligence, fraud and willful misconduct.

     

    4.8. The
      Escrow Agent is hereby expressly authorized to disregard any and all warnings
      given by any of the parties hereto or by any other person or corporation,
      excepting only orders or process of courts of law and is hereby expressly
      authorized to comply with and obey orders, judgments or decrees of any court.
      In
      case the Escrow Agent obeys or complies with any such order, judgment or decree,
      the Escrow Agent shall not be liable to any of the parties hereto or to any
      other person, firm or corporation by reason of such decree being subsequently
      reversed, modified, annulled, set aside, vacated or found to have been entered
      without jurisdiction.


    
      
        
        

      

      
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    4.9. The
      Escrow Agent shall not be liable in any respect on account of the identity,
      authorization or rights of the parties executing or delivering or purporting
      to
      execute or deliver any documents or papers deposited or called for thereunder
      in
      the absence of gross negligence, fraud and willful misconduct.

     

    4.10. The
      Escrow Agent shall be entitled to employ such legal counsel and other experts
      as
      the Escrow Agent may deem necessary properly to advise the Escrow Agent in
      connection with the Escrow Agent’s duties hereunder, may rely upon the advice of
      such counsel, and may pay such counsel reasonable compensation therefor which
      shall be paid by the Escrow Agent. The
      Escrow Agent has acted as legal counsel for one of the Purchaser and may
      continue to act as legal counsel for such Purchaser from time to time,
      notwithstanding its duties as the Escrow Agent hereunder. The Company and the
      Purchaser consent to the Escrow Agent in such capacity as legal counsel for
      one
      of the Purchaser and waive any claim that such representation represents a
      conflict of interest on the part of the Escrow Agent. The Company and the
      Purchaser understand that the Escrow Agent is relying explicitly on the
      foregoing provision in entering into this Escrow
      Agreement.

     

    4.11. The
      Escrow Agent’s responsibilities as escrow agent hereunder shall terminate if the
      Escrow Agent shall resign by giving written notice to the Company and the
      Purchaser. In the event of any such resignation, the Purchaser and the Company
      shall appoint a successor Escrow Agent and the Escrow Agent shall deliver to
      such successor Escrow Agent any escrow funds and other documents held by the
      Escrow Agent.

     

    4.12. If
      the
      Escrow Agent reasonably requires other or further instruments in connection
      with
      this Escrow Agreement or obligations in respect hereto, the necessary parties
      hereto shall join in furnishing such instruments.

     

    4.13. It
      is
      understood and agreed that should any dispute arise with respect to the delivery
      and/or ownership or right of possession of the documents or the Escrow Shares
      held by the Escrow Agent hereunder, the Escrow Agent is authorized and directed
      in the Escrow Agent’s sole discretion (1) to retain in the Escrow Agent’s
      possession without liability to anyone all or any part of said documents or
      the
      Escrow Shares until such disputes shall have been settled either by mutual
      written agreement of the parties concerned by a final order, decree or judgment
      or a court of competent jurisdiction after the time for appeal has expired
      and
      no appeal has been perfected, but the Escrow Agent shall be under no duty
      whatsoever to institute or defend any such proceedings or (2) to deliver the
      Escrow Shares and any other property and documents held by the Escrow Agent
      hereunder to a state or Federal court having competent subject matter
      jurisdiction and located in the City of New York, Borough of Manhattan, in
      accordance with the applicable procedure therefor.


    
      
        
        

      

      
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    4.14. The
      Company agrees to indemnify and hold harmless the Escrow Agent and its partners,
      employees, agents and representatives from any and all claims, liabilities,
      costs or expenses in any way arising from or relating to the duties or
      performance of the Escrow Agent hereunder or the transactions contemplated
      hereby or by the Purchase Agreement other than any such claim, liability, cost
      or expense to the extent the same shall have been determined by final,
      unappealable judgment of a court of competent jurisdiction to have resulted
      from
      the gross negligence, fraud or willful misconduct of the Escrow
      Agent.

     

    [Signature
      Page Follows]


    
      
        
        

      

      
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    [SIGNATURE
      PAGE TO SECURITIES ESCROW AGREEMENT]

     

    IN
      WITNESS WHEREOF, the parties hereto have executed this Agreement as of the
      day
      and year first above written.

    


    
      	
              SOUTHERN
                SAUCE COMPANY, INC.

            
	 	 
	
              By:

            	
              /s/
                Wang Chen

            
	 	
              Name:
                

            	
              Wang
                Chen

            
	 	
              Title:

            	
              Chief
                Executive Officer

            
	 	 	 
	
              PURCHASER:

            
	
              BLUE
                RIDGE INVESTMENTS, LLC

            
	 
	
              By:

            	
              /s/
                John Hiebendahl

            
	 	
              Name:
                

            	
              John
                Hiebendahl

            
	 	
              Title:

            	
              Vice
                President

            
	 	 	 
	
              ESCROW
                AGENT:

            
	
              Loeb
                & Loeb LLP

            
	 	 	 
	
              By:

            	
              /s/
                Mitchell S. Nussbaum

            
	 	
              Name:
                

            	
              Mitchell
                S. Nussbaum

            
	 	
              Title:

            	
              Partner

            
	 	 	 
	
              PRINCIPAL
                STOCKHOLDER:

            
	 	 	 
	
              Li
                Shaoqing

            
	 	 	 
	
              By:

            	
              /s/
                Li Shaoqing

            
	 	
              Name:
                

            	
              Li
                Shaoqing

            


    


    
      
        
        

      

      
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