WARRANT AGENCY AGREEMENT CHINA ARCHITECTURAL ENGINEERING, INC. 800,000 WARRANTS EXPIRING 2010 April 12, 2007Warrant Agency Agreement • April 18th, 2007 • China Architectural Engineering, Inc. • Services-engineering services
REGISTRATION RIGHTS AGREEMENT CHINA ARCHITECTURAL ENGINEERING, INC. US$10,000,000 VARIABLE RATE CONVERTIBLE BONDS DUE 2012 800,000 WARRANTS EXPIRING 2010 April 12, 2007Registration Rights Agreement • April 18th, 2007 • China Architectural Engineering, Inc. • Services-engineering services • New York
SUBSCRIPTION AGREEMENT CHINA ARCHITECTURAL ENGINEERING, INC. US$10,000,000 VARIABLE RATE CONVERTIBLE BONDS DUE 2012 800,000 WARRANTS EXPIRING 2010 March 27, 2007Subscription Agreement • April 18th, 2007 • China Architectural Engineering, Inc. • Services-engineering services
The Issuer and the Subscriber wish to record the arrangements agreed among them in relation to an issue of (a) US$10,000,0000 Variable Rate Convertible Bonds due 2012 of the Issuer (the “Bonds”, which expression where the context so admits shall include the global certificate (the “Global Certificate”) to be delivered in respect of them) and (b) 800,000 warrants to purchase 800,000 shares of common stock of the Issuer (the “Warrants”, which expression where the context so admits shall include the Warrant Instrument and certificate or certificates for the Warrants (the “Warrant Instrument” and the “Warrant Certificate(s)”) to be delivered in respect of them). The definitive Bonds, if required to be issued, will be in registered form in denominations of US$1,000 each. Each Bond will be convertible at the option of the holder thereof into fully paid shares of common stock of par value US$0.001 per share that will be listed on the AMEX (as defined below) (the “Shares”) of the Issuer at an
