REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • July 20th, 2006 • Middle Kingdom Alliance Corp. • Blank checks • Delaware
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is entered into as of the day of , 2006, by and among, Middle Kingdom Alliance Corporation, a corporation organized under the laws of Delaware (the “Company”), and the undersigned parties listed under Investor on the signature page hereto (each, an “Investor” and collectively, the “Investors”).
CLASS B WARRANT AGREEMENTClass B Warrant Agreement • July 20th, 2006 • Middle Kingdom Alliance Corp. • Blank checks • Delaware
Agreement made as of [____], 2006 between Middle Kingdom Alliance Corp., a corporation organized under the laws of Delaware, with offices at 333 Sandy Springs Circle, Suite 223, Atlanta, GA 30328 (“Company”), and Continental Stock Transfer & Trust Company, a New York corporation, with offices at Continental Stock Transfer & Trust Company, 17 Battery Place, 8th floor, New York NY, 10004 (“Warrant Agent”).
INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • July 20th, 2006 • Middle Kingdom Alliance Corp. • Blank checks • New York
This Agreement is made as of [___], 2006 by and between Middle Kingdom Alliance Corporation (the “Company”) and Continental Stock Transfer & Trust Company (“Trustee”).
CLASS A WARRANT AGREEMENTClass a Warrant Agreement • July 20th, 2006 • Middle Kingdom Alliance Corp. • Blank checks • Delaware
Agreement made as of [____], 2006 between Middle Kingdom Alliance Corp., a corporation organized under the laws of Delaware, with offices at 333 Sandy Springs Circle, Suite 223, Atlanta, GA 30328 (“Company”), and Continental Stock Transfer & Trust Company, a New York corporation, with offices at Continental Stock Transfer & Trust Company, 17 Battery Place, 8th floor, New York NY, 10004 (“Warrant Agent”).
MIDDLE KINGDOM ALLIANCE CORPORATIONInvestment Agreement • July 20th, 2006 • Middle Kingdom Alliance Corp. • Blank checks
SECURITIES ESCROW AGREEMENTSecurities Escrow Agreement • July 20th, 2006 • Middle Kingdom Alliance Corp. • Blank checks • New York
SECURITIES ESCROW AGREEMENT, dated as of , 2006 (“Agreement”), by and among MIDDLE KINGDOM ALLIANCE CORPORATION, a corporation organized under the laws of Delaware (“Company”), HIGH CAPITAL FUNDING LLC, DAVID A. RAPAPORT, FRED A. BRASCH, BERNARD JEROME TANENBAUM III FAMILY TRUST, GEDEON INTERNATIONAL LIMITED, MTP HOLDINGS LTD., ALLAN LAM, and ANTHONY NG (collectively “Initial Shareholders”) and Continental Stock Transfer & Trust Company (“Escrow Agent”).
