CHINA RESOURCES LTD.
July 17, 2007
Xxxx Xxxx
This sets forth our agreement with respect to repayment of advances
by you, as our sponsor, for certain offering expenses in connection with our
initial public offering, as described in the letter of intent dated as of May
10, 2007 with Maxim Group LLC
The advances, in the amount of $104,000 as of June 30, 2007,
together with subsequent advances after that date, will be repaid out of the
proceeds of our initial public offering to be underwritten on a firm commitment
basis by a group of underwriters for which Maxim Group LLC will be the
representative, as contemplated in the letter of intent. You understand and
acknowledge that our ability to repay the advances is subject to the
consummation of the public offering, or an alternative financing, and that you
do not consider repayment of these advances an obligation payable on demand.
If the forgoing represents the agreement between us, please confirm
by signing this letter in the space provided for your signature below.
Very truly yours,
/s/ Xxxx Xxxx
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Xxxx Xxxx
Chief Executive Officer
cc.: Xxxxxx Xxxxxxxx, Chief Financial Officer
Accepted and agreed to this 17th day of July, 2007.
/s/ Xxxx Xxxx
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Xxxx Xxxx