REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • August 31st, 2005 • Phoenix India Acquisition Corp. • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is entered into as of the __ day of __________, 2005, by and among Phoenix India Acquisition Corp., a Delaware corporation (the “Company”), and the undersigned parties listed under Investors on the signature page hereto (each, an “Investor” and collectively, the “Investors”).
UNDERWRITING AGREEMENT between PHOENIX INDIA ACQUISITION CORP. and RODMAN & RENSHAW, LLC Dated: ___________, 2005Underwriting Agreement • August 31st, 2005 • Phoenix India Acquisition Corp. • New York
The undersigned, Phoenix India Acquisition Corp., a Delaware corporation (“Company”), hereby confirms its agreement with Rodman & Renshaw, LLC (hereinafter referred to as “you,”“Rodman” or the “Representative”) and with the other underwriters named on Schedule I hereto for which Rodman is acting as Representative (the Representative and the other Underwriters being collectively called the “Underwriters” or, individually, an “Underwriter”) as follows:
WARRANT AGREEMENTWarrant Agreement • August 31st, 2005 • Phoenix India Acquisition Corp. • New York
This Warrant Agreement (this “Agreement”) made as of _________ __, 2005, by and between Phoenix India Acquisition Corp., a Delaware corporation with offices at ________________ (“Company”), and American Stock Transfer & Trust Company, a New York corporation with offices at 59 Maiden Lane, New York, New York 10038 (“Warrant Agent”).
THE REGISTERED HOLDER OF THIS PURCHASE OPTION BY ITS ACCEPTANCE HEREOF, AGREES THAT IT WILL NOT SELL, TRANSFER OR ASSIGN THIS PURCHASE OPTION EXCEPT AS HEREIN PROVIDED AND THE REGISTERED HOLDER OF THIS PURCHASE OPTION AGREES THAT IT WILL NOT SELL,...Purchase Option Agreement • August 31st, 2005 • Phoenix India Acquisition Corp. • New York
THIS PURCHASE OPTION IS NOT EXERCISABLE PRIOR TO THE LATER OF THE CONSUMMATION BY PHOENIX INDIA ACQUISITION CORP. OF A MERGER, CAPITAL STOCK EXCHANGE, ASSET ACQUISITION OR OTHER SIMILAR BUSINESS COMBINATION (“BUSINESS COMBINATION”) (AS DESCRIBED MORE FULLY IN THE COMPANY’S REGISTRATION STATEMENT (DEFINED HEREIN) OR _____________, 2006. VOID AFTER 5:00 P.M. EASTERN TIME, _____________, 2010.
INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • August 31st, 2005 • Phoenix India Acquisition Corp. • New York
This Agreement is made as of _________, 2005 by and between Phoenix India Acquisition Corp. (the “Company”) and American Stock Transfer & Trust Company (“Trustee”).
STOCK ESCROW AGREEMENTStock Escrow Agreement • August 31st, 2005 • Phoenix India Acquisition Corp. • New York
STOCK ESCROW AGREEMENT, dated as of ___________ ___, 2005 (“Agreement”) by and among Phoenix India Acquisition Corp., a Delaware corporation (“Company”), the undersigned parties listed as Initial Stockholders on the signature page hereto (collectively, the “Initial Stockholders”) and American Stock Transfer & Trust Company, a New York corporation (“Escrow Agent”).
PHOENIX INDIA ACQUISITION CORPORATIONService Agreement • August 31st, 2005 • Phoenix India Acquisition Corp.
RODMAN & RENSHAW, LLC SELECTED DEALERS AGREEMENTSelected Dealers Agreement • August 31st, 2005 • Phoenix India Acquisition Corp. • New York
Rodman & Renshaw, LLCWarrant Purchase Agreement • August 31st, 2005 • Phoenix India Acquisition Corp.
