AMENDED AND RESTATED SECURITY AGREEMENTSecurity Agreement • March 29th, 2006 • Xinhua China LTD • Wholesale-miscellaneous nondurable goods • New York
THIS AMENDED AND RESTATED SECURITY AGREEMENT (the “Agreement”), is entered into and made effective as of March 23, 2006, by and between XINHUA CHINA LTD, a Nevada corporation (the “Company”), and the BUYER(S) listed on Schedule I attached to the Securities Purchase Agreement dated the date hereof (the “Secured Party”).
AMENDED AND RESTATED INVESTOR REGISTRATION RIGHTS AGREEMENTInvestor Registration Rights Agreement • March 29th, 2006 • Xinhua China LTD • Wholesale-miscellaneous nondurable goods • New York
THIS AMENDED AND RESTATED INVESTOR REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of March 23, 2006, by and among XINHUA CHINA LTD, a Nevada corporation (the “Company”), and the undersigned investors listed on Schedule I attached hereto (each, an “Investor” and collectively, the “Investors”).
AMENDED AND RESTATED SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • March 29th, 2006 • Xinhua China LTD • Wholesale-miscellaneous nondurable goods • New York
THIS AMENDED AND RESTATED SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of March 23, 2006, by and among XINHUA CHINA LTD, a Nevada corporation (the “Company”), and the Buyers listed on Schedule I attached hereto (individually, a “Buyer” or collectively “Buyers”).
AMENDED AND RESTATED IRREVOCABLE TRANSFER AGENT INSTRUCTIONS March 23, 2006Irrevocable Transfer Agent Instructions • March 29th, 2006 • Xinhua China LTD • Wholesale-miscellaneous nondurable goods
This opinion is furnished to Transfer Agent specifically in connection with the transfer of the Shares, and solely for your information and benefit. This letter may not be relied upon by Transfer Agent in any other connection, and it may not be relied upon by any other person or entity for any purpose without our prior written consent. This opinion may not be assigned, quoted or used without our prior written consent. The opinions set forth herein are rendered as of the date hereof and we will not supplement this opinion with respect to changes in the law or factual matters subsequent to the date hereof.
March 23, 2006Securities Purchase Agreement • March 29th, 2006 • Xinhua China LTD • Wholesale-miscellaneous nondurable goods
Xinhua China Ltd. B-26F Oriental Kenzo, No. 48 Dongxhimenwai, Dongcheng District Beijing, P.R. China 100027 Attention: Clement Wu and Xiamnping Wang
