Common use of Termination Letter Clause in Contracts

Termination Letter. Gentlemen: Pursuant to paragraph 1(i) of the Investment Management Trust Agreement between New Asia Partners China I Corporation (“Company”) and Continental Stock Transfer & Trust Company (“Trustee”), dated as of ______________, 2008 (“Trust Agreement”), this is to advise you that the Company has been unable to effect a Business Combination with a Target Company within the time frame specified in the Company’s Certificate of Incorporation, as described in the Company’s prospectus relating to its IPO. In accordance with the terms of the Trust Agreement, we hereby authorize you, to commence liquidation of the Trust Account as promptly as practicable. The Company has appointed [__________________] to serve as its Designated Paying Agent; accordingly, you will notify the Company and the “Designated Paying Agent” in writing as to when all of the funds in the Trust Account will be available for immediate transfer (the “Transfer Date”). The Designated Paying Agent shall thereafter notify you as to the account or accounts of the Designated Paying Agent that the funds in the Trust Account should be transferred to on the Transfer Date so that the Designated Paying Agent may commence distribution of such funds in accordance with the Company’s instructions. You shall have no obligation to oversee the Designated Paying Agent’s distribution of the funds. Upon the payment to the Designated Paying Agent of all the funds in the Trust Account, the Trust Agreement shall terminate in accordance with the terms thereof. Very truly yours, NEW ASIA PARTNERS CHINA I CORPORATION By: Name: Title:

Termination Letter. Gentlemen: Pursuant to paragraph 1(i) of the Investment Management Trust Agreement between New Asia Partners China I Corporation VantagePoint Acquisition Company (the “Company”) and Continental Stock Transfer & Trust Company (“Trustee”), dated as of [______________] (the “Trustee”), 2008 dated as of [●], 2011 (the “Trust Agreement”), this is to advise you that (i) the Company has been unable to effect a Business Combination with a Target Company within the time frame specified in the Amended and Restated Articles of Association of the Company’s Certificate of Incorporation, as described in (ii) the Company’s prospectus relating existence expired in accordance with the terms of its Amended and Restated Articles of Association on [●]; and (iii) the Company is proceeding to its IPOdissolve and liquidate. Capitalized terms used but not defined herein shall have the meanings given them in the Trust Agreement. In accordance with the terms of the Trust Agreement, we hereby authorize you, to and request that you commence liquidation of the Trust Account as promptly part of the Company’s plan of dissolution and distribution. In connection with this liquidation, you are hereby authorized to establish a record date for the purposes of determining the stockholders of record entitled to receive their per share portion of the Trust Account. The record date shall be within 10 days of the liquidation date, or as soon thereafter as is practicable. The Company has appointed [__________________●] to serve as its designated paying agent (the “Designated Paying Agent; accordingly, you ”). You will notify the Company and the “Designated Paying Agent” Agent in writing as to when all of the funds in the Trust Account will be available for immediate transfer (the “Transfer Date”). The Designated Paying Agent shall thereafter notify you as to the account or accounts of the Designated Paying Agent that the funds in the Trust Account should be transferred to on the Transfer Date so that the Designated Paying Agent may commence distribution of such funds in accordance with the Company’s instructions. You shall have no obligation to oversee the Designated Paying Agent’s distribution of the funds. Upon the payment to the Designated Paying Agent of all the funds in the Trust Account, the Trust Agreement shall terminate in accordance with be terminated and the terms thereofTrust Account closed. Very truly yours, NEW ASIA PARTNERS CHINA I CORPORATION VANTAGEPOINT ACQUISITION COMPANY By: Name: Title:: Affirmed: By: Name: Title: cc: EarlyBirdCapital, Inc. Exhibit C [LETTERHEAD OF COMPANY] [date] [Trustee] [Address] Re: Trust Account No. [●] Tax Disbursement Letter Gentlemen: Pursuant to paragraph 3(a)(i) of the Investment Management Trust Agreement between China VantagePoint Acquisition Company (the “Company”) and [______________] (the “Trustee”) dated as of [●] (the “Trust Agreement”), this is to advise you that the Trust Account, as defined in the Trust Agreement, has incurred a total of [●] in taxes (the “Tax Payments”) for the period from [●], 200[●] to [●], 200[●] (the “Tax Period”) as a result of interest and other income earned on the Property, as defined in the Trust Agreement or other tax obligations of the Company, in each case during the Tax Period. In accordance with the terms of the Trust Agreement, we hereby authorize you to distribute from the Trust Account interest income earned on the Property (as defined in the Trust Agreement) equal to the aggregate Tax Payments on such dates, in such amounts and to such payees as indicated on the Schedule of Tax Payments attached hereto as Schedule 1. All checks should be delivered to the Company at [address]. Very truly yours, CHINA VANTAGEPOINT ACQUISITION COMPANY By: Name: Title: Authorized Counsel Signatory: By: Name: Title: cc: EarlyBirdCapital, Inc. Schedule 1 Schedule of Tax Payments Payment Date: [●] Amount: [●] Payee: [●] Payment Date: [●] Amount: [●] Payee: [●] Payment Date: [●] Amount: [●] Payee: [●] Exhibit D [LETTERHEAD OF COMPANY] [date] [Trustee] [Address] Re: Trust Account No. [●] Disbursement Letter Gentlemen: Pursuant to paragraph 3(b) of the Investment Management Trust Agreement between China VantagePoint Acquisition Company (the “Company”) and [_____________________] dated as of [●] (the “Trust Agreement”), we hereby authorize you to disburse from the Trust Account interest income earned on the Property, as defined in the Trust Agreement, equal to $[●], to [●] via wire transfer on [●], 200[●]. The Company needs such funds to cover its expenses relating to investigating and selecting a target business and other working capital requirements. Very truly yours, CHINA VANTAGEPOINT ACQUISITION COMPANY By: Name: Title: Authorized Counsel Signatory: By: Name: Title: cc: EarlyBirdCapital, Inc. Exhibit E [LETTERHEAD OF COMPANY] [date] [Trustee] [Address] Re: Trust Account No. [●] Purchases of Subunits Gentlemen: Pursuant to paragraph 3(c) of the Investment Management Trust Agreement between China VantagePoint Acquisition Company (the “Company”) and [_________] dated as of [●] (the “Trust Agreement”), pursuant to the instructions attached hereto as Schedule A, you are instructed to distribute funds held in the Trust Account to those shareholders listed on Schedule A, from whom the Company has made purchases of Subunits at a price of $___ per Subunit, including commissions (the “Purchase Price”) pursuant to the Company’s 10b5-1 Plan. The Purchase Price is equal to or below the Maximum Price (as defined in the Trust Agreement). Additionally, the Subunits, together with any Subunits previously purchased by the Company pursuant to paragraph 3(c) of the Trust Agreement, do not exceed the Maximum Amount (as defined in the Trust Agreement). CHINA VANTAGEPOINT ACQUISITION COMPANY By: Name: Title: Authorized Counsel Signatory: By: Name: Title: cc: EarlyBirdCapital, Inc. SCHEDULE A TO INVESTMENT MANAGEMENT TRUST AGREEMENT: SCHEDULE OF FEES Schedule of fees pursuant to Section 3(c) of Investment Management Trust Agreement between China VantagePoint Acquisition Company and Continental Stock Transfer & Trust Company Fee Item Time and method of payment Amount Initial acceptance fee, legal review, establishment of bank and investment accounts Initial closing of IPO by wire transfer $ 3,000 Annual fee First year, initial closing of IPO by wire transfer; thereafter on the anniversary of the effective date of the IPO by wire transfer or check $ 10,000 Transaction processing fee for disbursements to Company under Sections 3(a), 3(b) and Schedule 1 Deduction by Trustee from disbursement made to Company under Section 3(a), 3(b) and Schedule 1 $ 250 Paying Agent services as required service pursuant to section 1(i) and 3(c) Billed to Compoany upon delivery of service pursuant to section 1(i) and 3(c) Prevailing rates Agreed: Dated: _________, 2011 By: Authorized Officer Continental Stock Transfer & Trust Co. By: Authorized Officer

Termination Letter. Gentlemen: Pursuant to paragraph 1(i) of the Investment Management Trust Agreement between New Asia Partners Chardan 2008 China I Corporation Acquisition Corp. (the “Company”) and Continental Stock Transfer & Trust Company (“Trustee”), dated as of _____________ __, 2008 (the “Trust Agreement”), this letter is to advise you that the board of directors of the Company has been unable voted to effect a Business Combination with a Target Company within the time frame specified in dissolve and liquidate the Company’s Certificate . Attached hereto is a copy of Incorporationthe minutes of the meeting of the board of directors of the Company relating thereto, certified by the Secretary of the Company as described true and correct and in the Company’s prospectus relating to its IPOfull force and effect. In accordance with the terms of the Trust Agreement, we hereby authorize you, to commence liquidation of the Trust Account as promptly as practicableAccount. The Company has appointed [__________________] to serve as its Designated Paying Agent; accordingly, you You will notify the Company and (the “Designated Paying Agent” ”) in writing as to when all of the funds in the Trust Account will be available for immediate transfer (the “Transfer Date”). The Designated Paying Agent shall thereafter notify you as to the account or accounts of the Designated Paying Agent that the funds in the Trust Account should be transferred to on the Transfer Date so that the Designated Paying Agent may commence distribution of such funds in accordance with the Company’s instructions. You shall have no obligation to oversee the Designated Paying Agent’s distribution of the funds. Upon the payment to the Designated Paying Agent of all the funds in the Trust Account, the Trust Agreement shall terminate in accordance with the terms thereofbe terminated. Very truly yours, NEW ASIA PARTNERS CHARDAN 2008 CHINA I CORPORATION By: ACQUISITION CORP. Name: Title:

Termination Letter. Gentlemen: Pursuant to paragraph 1(i) of the Investment Management Trust Agreement between New Asia Partners China I Corporation VantagePoint Acquisition Company (the “Company”) and Continental Stock Transfer & Trust Company (“Trustee”), dated as of [______________] (the “Trustee”), 2008 dated as of [●], 2011 (the “Trust Agreement”), this is to advise you that (i) the Company has been unable to effect a Business Combination with a Target Company within the time frame specified in the Amended and Restated Articles of Association of the Company’s Certificate of Incorporation, as described in (ii) the Company’s prospectus relating existence expired in accordance with the terms of its Amended and Restated Articles of Association on [●]; and (iii) the Company is proceeding to its IPOdissolve and liquidate. Capitalized terms used but not defined herein shall have the meanings given them in the Trust Agreement. In accordance with the terms of the Trust Agreement, we hereby authorize you, to and request that you commence liquidation of the Trust Account as promptly part of the Company’s plan of dissolution and distribution. In connection with this liquidation, you are hereby authorized to establish a record date for the purposes of determining the stockholders of record entitled to receive their per share portion of the Trust Account. The record date shall be within 10 days of the liquidation date, or as soon thereafter as is practicable. The Company has appointed [__________________●] to serve as its designated paying agent (the “Designated Paying Agent; accordingly, you ”). You will notify the Company and the “Designated Paying Agent” Agent in writing as to when all of the funds in the Trust Account will be available for immediate transfer (the “Transfer Date”). The Designated Paying Agent shall thereafter notify you as to the account or accounts of the Designated Paying Agent that the funds in the Trust Account should be transferred to on the Transfer Date so that the Designated Paying Agent may commence distribution of such funds in accordance with the Company’s instructions. You shall have no obligation to oversee the Designated Paying Agent’s distribution of the funds. Upon the payment to the Designated Paying Agent of all the funds in the Trust Account, the Trust Agreement shall terminate in accordance with be terminated and the terms thereofTrust Account closed. Very truly yours, NEW ASIA PARTNERS CHINA I CORPORATION VANTAGEPOINT ACQUISITION COMPANY By: Name: Title:: Affirmed: By: Name: Title: cc: EarlyBirdCapital, Inc. Exhibit C [LETTERHEAD OF COMPANY] [date] [Trustee] [Address]

Termination Letter. Gentlemen: Pursuant to paragraph 1(i) of the Investment Management Trust Agreement between New Asia Partners China I Corporation VantagePoint Acquisition Company (the “Company”) and Continental Stock Transfer & Trust Company (“Trustee”), dated as of [______________] (the “Trustee”), 2008 dated as of [●], 2011 (the “Trust Agreement”), this is to advise you that (i) the Company has been unable to effect a Business Combination with a Target Company within the time frame specified in the Amended and Restated Articles of Association of the Company’s Certificate of Incorporation, as described in (ii) the Company’s prospectus relating existence expired in accordance with the terms of its Amended and Restated Articles of Association on [●]; and (iii) the Company is proceeding to its IPOdissolve and liquidate. Capitalized terms used but not defined herein shall have the meanings given them in the Trust Agreement. In accordance with the terms of the Trust Agreement, we hereby authorize you, to and request that you commence liquidation of the Trust Account as promptly part of the Company’s plan of dissolution and distribution. In connection with this liquidation, you are hereby authorized to establish a record date for the purposes of determining the stockholders of record entitled to receive their per share portion of the Trust Account. The record date shall be within 10 days of the liquidation date, or as soon thereafter as is practicable. The Company has appointed [__________________●] to serve as its designated paying agent (the “Designated Paying Agent; accordingly, you ”). You will notify the Company and the “Designated Paying Agent” Agent in writing as to when all of the funds in the Trust Account will be available for immediate transfer (the “Transfer Date”). The Designated Paying Agent shall thereafter notify you as to the account or accounts of the Designated Paying Agent that the funds in the Trust Account should be transferred to on the Transfer Date so that the Designated Paying Agent may commence distribution of such funds in accordance with the Company’s instructions. You shall have no obligation to oversee the Designated Paying Agent’s distribution of the funds. Upon the payment to the Designated Paying Agent of all the funds in the Trust Account, the Trust Agreement shall terminate in accordance with be terminated and the terms thereofTrust Account closed. Very truly yours, NEW ASIA PARTNERS CHINA I CORPORATION VANTAGEPOINT ACQUISITION COMPANY By: Name: Title:: Affirmed: By: Name: Title: cc: EarlyBirdCapital, Inc. Exhibit C [LETTERHEAD OF COMPANY] [date] [Trustee] [Address] Re: Trust Account No. [●] Tax Disbursement Letter Gentlemen: Pursuant to paragraph 3(a)(i) of the Investment Management Trust Agreement between China VantagePoint Acquisition Company (the “Company”) and [______________] (the “Trustee”) dated as of [●] (the “Trust Agreement”), this is to advise you that the Trust Account, as defined in the Trust Agreement, has incurred a total of [●] in taxes (the “Tax Payments”) for the period from [●], 200[●] to [●], 200[●] (the “Tax Period”) as a result of interest and other income earned on the Property, as defined in the Trust Agreement or other tax obligations of the Company, in each case during the Tax Period. In accordance with the terms of the Trust Agreement, we hereby authorize you to distribute from the Trust Account proceeds from the Property (as defined in the Trust Agreement) equal to the aggregate Tax Payments on such dates, in such amounts and to such payees as indicated on the Schedule of Tax Payments attached hereto as Schedule 1. All checks should be delivered to the Company at [address]. Very truly yours, CHINA VANTAGEPOINT ACQUISITION COMPANY By: Name: Title: Authorized Counsel Signatory: By: Name: Title: cc: EarlyBirdCapital, Inc. Schedule 1 Schedule of Tax Payments Payment Date: [●] Amount: [●] Payee: [●] Payment Date: [●] Amount: [●] Payee: [●] Payment Date: [●] Amount: [●] Payee: [●] Exhibit D [LETTERHEAD OF COMPANY] [date] [Trustee] [Address] Re: Trust Account No. [●] Disbursement Letter Gentlemen: Pursuant to paragraph 3(a)(ii) of the Investment Management Trust Agreement between China VantagePoint Acquisition Company (the “Company”) and [_____________________] dated as of [●] (the “Trust Agreement”), we hereby authorize you to disburse from the Trust Account proceeds from the Property, as defined in the Trust Agreement, equal to $[●], to [●] via wire transfer on [●], 200[●]. Very truly yours, CHINA VANTAGEPOINT ACQUISITION COMPANY By: Name: Title: Authorized Counsel Signatory: By: Name: Title: cc: EarlyBirdCapital, Inc. Exhibit E [LETTERHEAD OF COMPANY] [date] [Trustee] [Address]

Termination Letter. Gentlemen: Pursuant to paragraph 1(i) of the Investment Management Trust Agreement between New Asia Partners China I Corporation VantagePoint Acquisition Company (the “Company”) and Continental Stock Transfer & Trust Company (“Trustee”), dated as of [______________] (the “Trustee”), 2008 dated as of [●], 2011 (the “Trust Agreement”), this is to advise you that (i) the Company has been unable to effect a Business Combination with a Target Company within the time frame specified in the Amended and Restated Articles of Association of the Company’s Certificate of Incorporation, as described in (ii) the Company’s prospectus relating existence expired in accordance with the terms of its Amended and Restated Articles of Association on [●]; and (iii) the Company is proceeding to its IPOdissolve and liquidate. Capitalized terms used but not defined herein shall have the meanings given them in the Trust Agreement. In accordance with the terms of the Trust Agreement, we hereby authorize you, to and request that you commence liquidation of the Trust Account as promptly part of the Company’s plan of dissolution and distribution. In connection with this liquidation, you are hereby authorized to establish a record date for the purposes of determining the stockholders of record entitled to receive their per share portion of the Trust Account. The record date shall be within 10 days of the liquidation date, or as soon thereafter as is practicable. The Company has appointed [__________________●] to serve as its designated paying agent (the “Designated Paying Agent; accordingly, you ”). You will notify the Company and the “Designated Paying Agent” Agent in writing as to when all of the funds in the Trust Account will be available for immediate transfer (the “Transfer Date”). The Designated Paying Agent shall thereafter notify you as to the account or accounts of the Designated Paying Agent that the funds in the Trust Account should be transferred to on the Transfer Date so that the Designated Paying Agent may commence distribution of such funds in accordance with the Company’s instructions. You shall have no obligation to oversee the Designated Paying Agent’s distribution of the funds. Upon the payment to the Designated Paying Agent of all the funds in the Trust Account, the Trust Agreement shall terminate in accordance with be terminated and the terms thereofTrust Account closed. Very truly yours, NEW ASIA PARTNERS CHINA I CORPORATION VANTAGEPOINT ACQUISITION COMPANY By: Name: Title:: Affirmed: By: Name: Title: cc: EarlyBirdCapital, Inc. Exhibit C [LETTERHEAD OF COMPANY] [date] [Trustee] [Address] Re: Trust Account No. [●] Tax Disbursement Letter Gentlemen: Pursuant to paragraph 3(a)(i) of the Investment Management Trust Agreement between China VantagePoint Acquisition Company (the “Company”) and [______________] (the “Trustee”) dated as of [●] (the “Trust Agreement”), this is to advise you that the Trust Account, as defined in the Trust Agreement, has incurred a total of [●] in taxes (the “Tax Payments”) for the period from [●], 200[●] to [●], 200[●] (the “Tax Period”) as a result of interest and other income earned on the Property, as defined in the Trust Agreement or other tax obligations of the Company, in each case during the Tax Period. In accordance with the terms of the Trust Agreement, we hereby authorize you to distribute from the Trust Account interest income earned on the Property (as defined in the Trust Agreement) equal to the aggregate Tax Payments on such dates, in such amounts and to such payees as indicated on the Schedule of Tax Payments attached hereto as Schedule 1. All checks should be delivered to the Company at [address]. Very truly yours, CHINA VANTAGEPOINT ACQUISITION COMPANY By: Name: Title: Authorized Counsel Signatory: By: Name: Title: cc: EarlyBirdCapital, Inc. Schedule 1 Schedule of Tax Payments Payment Date: [●] Amount: [●] Payee: [●] Payment Date: [●] Amount: [●] Payee: [●] Payment Date: [●] Amount: [●] Payee: [●] Exhibit D [LETTERHEAD OF COMPANY] [date] [Trustee] [Address] Re: Trust Account No. [●] Disbursement Letter Gentlemen: Pursuant to paragraph 3(b) of the Investment Management Trust Agreement between China VantagePoint Acquisition Company (the “Company”) and [_____________________] dated as of [●] (the “Trust Agreement”), we hereby authorize you to disburse from the Trust Account interest income earned on the Property, as defined in the Trust Agreement, equal to $[●], to [●] via wire transfer on [●], 200[●]. The Company needs such funds to cover its expenses relating to investigating and selecting a target business and other working capital requirements. Very truly yours, CHINA VANTAGEPOINT ACQUISITION COMPANY By: Name: Title: Authorized Counsel Signatory: By: Name: Title: cc: EarlyBirdCapital, Inc. Exhibit E [LETTERHEAD OF COMPANY] [date] [Trustee] [Address] Re: Trust Account No. [●] Purchases of Subunits Gentlemen: Pursuant to paragraph 3(c) of the Investment Management Trust Agreement between China VantagePoint Acquisition Company (the “Company”) and [_________] dated as of [●] (the “Trust Agreement”), pursuant to the instructions attached hereto as Schedule A, you are instructed to distribute funds held in the Trust Account to those shareholders listed on Schedule A, from whom the Company has made purchases of Subunits at a price of $___ per Subunit, including commissions (the “Purchase Price”) pursuant to the Company’s 10b5-1 Plan. The Purchase Price is equal to or below the Maximum Price (as defined in the Trust Agreement). Additionally, the Subunits, together with any Subunits previously purchased by the Company pursuant to paragraph 3(c) of the Trust Agreement, do not exceed the Maximum Amount (as defined in the Trust Agreement). CHINA VANTAGEPOINT ACQUISITION COMPANY By: Name: Title: Authorized Counsel Signatory: By: Name: Title: cc: EarlyBirdCapital, Inc. SCHEDULE A TO INVESTMENT MANAGEMENT TRUST AGREEMENT: SCHEDULE OF FEES Schedule of fees pursuant to Section 3(c) of Investment Management Trust Agreement between China VantagePoint Acquisition Company and Continental Stock Transfer & Trust Company Fee Item Time and method of payment Amount Initial acceptance fee, legal review, establishment of bank and investment accounts Initial closing of IPO by wire transfer $3,000 Annual fee First year, initial closing of IPO by wire transfer; thereafter on the anniversary of the effective date of the IPO by wire transfer or check $10,000 Transaction processing fee for disbursements to Company under Sections 3(a), 3(b) and Schedule 1 Deduction by Trustee from disbursement made to Company under Section 3(a), 3(b) and Schedule 1 $250 Paying Agent services as required service pursuant to section 1(i) and 3(c) Billed to Compoany upon delivery of service pursuant to section 1(i) and 3(c) Prevailing rates Agreed: Dated: _________, 2007 By: Authorized Officer Continental Stock Transfer & Trust Co. By: Authorized Officer