Assigns. Except as otherwise provided herein, the terms and
conditions of this Agreement shall be binding upon, and inure to the benefit of,
the respective representatives, successors and assigns of the parties hereto.
Unless otherwise provided herein, Citadel may assign its rights hereunder to any
of its Affiliates (as defined below). For purposes of this Agreement, an
"Affiliate" shall refer to: (i) any Person directly or indirectly controlling,
controlled by or under common control with another Person, (ii) any Person
owning or controlling 50% or more of the outstanding voting securities of such
other Person, (iii) any officer, director or partner of such Person, (iv) a
trust for the benefit of such Person referred to in the foregoing clause (ii) of
this definition.
6.9 Counterparts. This Agreement may be executed in two or more counterparts,
each of which shall be deemed an original, but all of which together shall
constitute one and the same instrument.
[Signature page(s) to follow]
8
IN WITNESS WHEREOF, the undersigned have executed this Investor Rights Agreement
as of the day and year written above.
GROUP COMPANIES:
American Dairy, Inc.
By:
/s/ Leng You-Bin
Name: Leng You-Bin
Title: CEO
American Flying Crane Corporation
By:
/s/ Leng You-Bin
Name: Leng You-Bin
Title: Chairman
LangFang Feihe Dairy Company Limited
By:
/s/ Leng You-Bin
Name: Leng You-Bin
Title: Chairman
GanHan Feihe Dairy Company Limited
By:
/s/ Leng You-Bin
Name: Leng You-Bin
Title: Chairman
Shanxi Feihesantai Biotechnology Scientific and Commercial Co., Limited
By:
/s/ Leng You-Bin
Name: Leng You-Bin
Title: Chairman
Heilongjiang Feihe Dairy Co., Limited
By:
/s/ Leng You-Bin
Name: Leng You-Bin
Title: Chairman
BaiQuan Feihe Dairy Co., Limited
By:
/s/ Lian AiYun
Name: Liang AiYun
Title: Chairman
Beijing Feihe Biotechnology Scientific and Commercial Co., Limited
By:
/s/ Leng You-Bin
Name: Leng You-Bin
Title: Chairman
CONTROLLING SHAREHOLDERS:
By:
/s/ Leng You-Bin
Mr. Leng You-Bin
By:
/s/ Liu Hua
Mr. Liu Hua
Accepted and Agreed to:
CITADEL EQUITY FUND LTD.
By: Citadel Limited Partnership, its Portfolio Manager
By: Citadel Investment Group, L.L.C., its General Partner
By:
/s/ Andrew Fong
Name: Andrew Fong
Title: Authorized Signatory