China Holdings Acquisition Corp. 10,000,000 Units 1 Common Stock Warrants UNDERWRITING AGREEMENTUnderwriting Agreement • October 25th, 2007 • China Holdings Acquisition Corp. • Blank checks • New York
Citigroup Global Markets Inc. As Representative of the several Underwriters, c/o Citigroup Global Markets Inc. 388 Greenwich Street New York, New York 10013
WARRANT AGREEMENTWarrant Agreement • November 28th, 2007 • China Holdings Acquisition Corp. • Blank checks • New York
This Warrant Agreement made as of November 15, 2007, is between China Holdings Acquisition Corp., a Delaware corporation, with offices at 33 Riverside Avenue, 5th Floor Westport, CT 06880 (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation, with offices at 17 Battery Place, New York, New York 10004 (the “Warrant Agent”).
REGISTRATION RIGHTS AGREEMENT dated as of , 2007 among CHINA HOLDINGS ACQUISITION CORP. and THE PERSONS NAMED HEREINRegistration Rights Agreement • October 3rd, 2007 • China Holdings Acquisition Corp. • Blank checks • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is entered into as of the _____ day of ______, 2007, by and among CHINA HOLDINGS ACQUISITION CORP., a Delaware corporation (the “Company”) and the Persons listed on Schedule I hereto (each, a “Founder”).
INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • October 3rd, 2007 • China Holdings Acquisition Corp. • Blank checks • New York
Pursuant to the Investment Management Trust Agreement between China Holdings Acquisition Corp. (the “Company”) and [ ] dated as of , 2007 (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, during the Tax Period.
INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • November 6th, 2007 • China Holdings Acquisition Corp. • Blank checks • New York
Pursuant to the Investment Management Trust Agreement between China Holdings Acquisition Corp. (the “Company”) and [ ] dated as of , 2007 (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, during the Tax Period.
INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • November 28th, 2007 • China Holdings Acquisition Corp. • Blank checks • New York
This INVESTMENT MANAGEMENT TRUST AGREEMENT (this “Agreement”) is made as of November 15, 2007, by and between China Holdings Acquisition Corp. whose principal office is located at 33 Riverside Avenue, 5th Floor, Westport, CT 06880 (the “Company”) and Continental Stock Transfer and Trust Company, located at 17 Battery Place, New York, NY 10004 (the “Trustee”).
Form of Letter Agreement for Directors, Officers and Initial Stockholders of China HoldingsLetter Agreement • October 3rd, 2007 • China Holdings Acquisition Corp. • Blank checks • New York
This letter is being delivered to you in accordance with the Underwriting Agreement entered into by and between China Holdings Acquisition Corp., a Delaware Corporation (the “Company”) and Citigroup Global Markets Inc., as representative of the several underwriters, relating to an underwritten initial public offering (the “IPO”) of 10,000,000 of the Company’s units (11,500,000 if the over-allotment is exercised in full) each comprised of one share of the Company’s common stock, par value $0.001 per share (the “Common Stock”), and one warrant exercisable for one share of Common Stock (the “Units”). The Units sold in the IPO will be listed and traded on the American Stock Exchange pursuant to a Registration Statement on Form S-1 and prospectus filed by the Company with the Securities and Exchange Commission. Certain capitalized terms used herein are defined in paragraph 14 hereof.
WARRANT PURCHASE AGREEMENTWarrant Purchase Agreement • October 3rd, 2007 • China Holdings Acquisition Corp. • Blank checks • New York
WARRANT PURCHASE AGREEMENT (this “Agreement”) made as of this ___________day of _________, 2007 among China Holdings Acquisition Corp., a Delaware corporation (the “Company”) and the undersigned (the “Purchasers”).
Dated 29 April 2009 China Holdings Acquisition Corp. and World Sharehold Limited and Wang Wei Yao and Shao Jian Jun DEED OF TERMINATION AND MUTUAL RELEASEDeed of Termination and Mutual Release • May 15th, 2009 • China Holdings Acquisition Corp. • Blank checks • Delaware
CHINA HOLDINGS ACQUISITION CORP.Service Agreement • October 16th, 2007 • China Holdings Acquisition Corp. • Blank checks
This letter will confirm our agreement, that commencing on the effective date (the “Effective Date”) of the registration statement (Registration No. 333-145085) (the “Registration Statement”) relating to the initial public offering of the securities of China Holdings Acquisition Corp. (the “Company”) and continuing until the consummation by the Company of a “Business Combination” (as described in the Registration Statement) or the Company’s liquidation, Stuart Management Co. (the “Firm”) shall make available to the Company certain technology and administrative and secretarial services, as well as the use of certain limited office space in Westport, as may be required by the Company from time to time, situated at in 33 Riverside Avenue, 5th Floor, Westport, CT 06880 (or any successor location). In exchange therefor, the Company shall pay to the Firm the sum of $10,000 per month.
