0001144204-06-023946 Sample Contracts

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • June 7th, 2006 • Cti Industries Corp • Fabricated rubber products, nec • New Jersey

REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of June 6, 2006, by and between CTI INDUSTRIES CORPORATION, an Illinois corporation (the “Company”), and CORNELL CAPITAL PARTNERS, LP, a Delaware limited partnership (the “Investor”).

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STANDBY EQUITY DISTRIBUTION AGREEMENT
Equity Distribution Agreement • June 7th, 2006 • Cti Industries Corp • Fabricated rubber products, nec • New Jersey

THIS AGREEMENT dated as of the 6th day of June 2006 (the “Agreement”) between CORNELL CAPITAL PARTNERS, LP, a Delaware limited partnership (the “Investor”), and CTI INDUSTRIES CORPORATION, a corporation organized and existing under the laws of the State of Illinois (the “Company”).

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CTI INDUSTRIES CORPORATION PLACEMENT AGENT AGREEMENT
Placement Agent Agreement • June 7th, 2006 • Cti Industries Corp • Fabricated rubber products, nec • New Jersey

The undersigned, CTI Industries Corporation, a Illinois corporation (the “Company”), hereby agrees with Newbridge Securities Corporation (the “Placement Agent”) as follows:

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