MIDDLE KINGDOM ALLIANCE CORP. UNDERWRITING AGREEMENTUnderwriting Agreement • August 25th, 2006 • Middle Kingdom Alliance Corp. • Blank checks • Florida
Middle Kingdom Alliance Corp., a Delaware corporation (the “Company”) proposes, subject to the terms and conditions contained herein, to sell to Newbridge Securities Corporation ("Newbridge") and I-Bankers Securities Incorporated ("I-Bankers") and the other underwriters named on Schedule I to this Agreement (the “Underwriters”) for whom Newbridge and I-Bankers are acting as Representatives (the “Representatives”):
CLASS B WARRANT AGREEMENTClass B Warrant Agreement • August 25th, 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”).
CLASS A WARRANT AGREEMENTClass a Warrant Agreement • August 25th, 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 • August 25th, 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”).
