0001104659-12-040210 Sample Contracts

AMBOW EDUCATION HOLDING LTD. REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • May 29th, 2012 • Ambow Education Holding Ltd. • Services-educational services • New York

This Registration Rights Agreement (this “Agreement”) is made and entered into as of October 26, 2011, by and among Ambow Education Holding Ltd., a company incorporated under the laws of the Cayman Islands (the “Company”), Campus Holdings Limited, a company incorporated under the laws of the British Virgin Islands (the “Investor”), Dr. Jin Huang (the “Co-Investor Shareholder”), and Spin-Rich Ltd., a company incorporated under the laws of the British Virgin Islands, wholly-owned by Dr. Jin Huang (the “Co-Investor”, and together with the Co-Investor Shareholder, the “Co-Investor Group”).

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