Sample Business Contracts

Agreement for Processing (OEM) - Shenyang Tianwei Werke Pharmaceutical Co. Ltd. and Qiqihaer No. 2 Pharmaceutical Factory

                         AGREEMENT FOR PROCESSING (OEM)

                              (English Translation)

PARTY A: SHENYANG TIANWEI WERKE PHARMACEUTICAL CO., LTD.

PARTY B: QIQIHAER NO. 2 PHARMACEUTICAL FACTORY

Whereas Party A needs to build a new factory in light of GMP Standard because of
the City government's policy regarding the Tiexi District Reconstruction and the
establishment  of joint  venture with  American  party.  Under the  principle of
mutual benefit,  Party A and Party B through  friendly  consultation  agree that
Party A will entrust Party B to manufacture  the  pharmaceutical  products whose
license  are owned by Party A. Both  parties  hereby  enter  into the  following
agreements:

I.        Party A shall provide the raw & supplementary materials, and package.

II.       Party A shall  notify Party B the  specific  products for  manufacture
          based on its own sale plan each month.

III.      Party B shall provide Party A with certified  products in both quality
          and quantity in time according to Party A's requirement.

IV.       Party B shall not sell or market the products  appointed to process by
          Party A.

V.        The detailed prices are listed as below:
      1. Cephalothin:  one bottle contains 15 granules.  The price per bottle is
      RMB0.30, and the price may rise by RMB0.10 seasonally.
      2. Weifukang Cream: the price per tube is RMB1.65,  and the price may rise
      by RMB0.10 seasonally.
      3. Asarone: one box contains 18 tablets. The price per box is RMB1.20, and
      the price may rise by RMB0.10--RMB0.60 seasonally.
      4. Norfloxacin: the price per bottle is RMB0.95.
      5. Rifampicin:  one bottle contains 100 granules.  The price per bottle is
      not more  than  RMB1.80.
      6.  Other  specific  products:  the price may be
      discussed seasonally.

VI. If any change occurs to any party,  the other party shall be notified within
one month.

VII. Payment: the payment shall be made upon delivery.

VIII. All other matters shall be negotiated by both parties.

IX. The valid term of this  Agreement  is two years  effective  from the date of
signature by both parties.

PARTY A: SHENYANG TIANWEI WERKE PHARMACEUTICAL CO., LTD.

                Sept. 19, 2002

PARTY B: QIQIHAER NO. 2 PHARMACEUTICAL FACTORY

                Sept. 19, 2002













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