REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • February 15th, 2008 • New Asia Partners China I Corp • Blank checks • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is entered into as of the _____ day of __________________, 2008, by and among New Asia Partners China I Corporation, a Delaware corporation (the “Company”), and the undersigned parties listed under Investor on the signature page hereto (each, an “Investor” and collectively, the “Investors”).
WARRANT AGREEMENTWarrant Agreement • February 15th, 2008 • New Asia Partners China I Corp • Blank checks • New York
Agreement made as of _____________________, 2008 between New Asia Partners China I Corporation, a Delaware corporation, with offices at 1401-02 China Insurance Building, 166 Lu Jia Zui Dong Lu, Pudong, Shanghai, 200120 China (“Company”), and Continental Stock Transfer & Trust Company, a New York corporation, with offices at 17 Battery Place, New York, New York 10004 (“Warrant Agent”).
STOCK ESCROW AGREEMENTStock Escrow Agreement • February 15th, 2008 • New Asia Partners China I Corp • Blank checks • New York
STOCK ESCROW AGREEMENT, dated as of _________________, 2008 (“Agreement”), by and among NEW ASIA PARTNERS CHINA I CORPORATION, a Delaware corporation (“Company”), NEW ASIA PARTNERS LIMITED and CAPITAL TEN PARTNERS, LLC (collectively, the “Initial Stockholders”) and CONTINENTAL STOCK TRANSFER & TRUST COMPANY, a New York corporation (“Escrow Agent”).
INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • February 15th, 2008 • New Asia Partners China I Corp • Blank checks • New York
This Agreement is made as of ___________, 2008 by and between New Asia Partners China I Corporation (the “Company”) and Continental Stock Transfer & Trust Company (“Trustee”).
NEW ASIA PARTNERS CHINA I CORPORATIONService Agreement • February 15th, 2008 • New Asia Partners China I Corp • Blank checks
Private Placement Purchase and Escrow AgreementPrivate Placement Purchase and Escrow Agreement • February 15th, 2008 • New Asia Partners China I Corp • Blank checks
The undersigned hereby subscribes for and agrees to purchase [___________] Warrants (“Insider Warrants”), at $1.00 per Insider Warrant, of New Asia Partners China I Corporation (the “Corporation”) for a purchase price of $[___________] (“Purchase Price”). The purchase and issuance of the Insider Warrants shall occur simultaneously with the consummation of the Corporation's initial public offering of securities (“IPO”) which is being underwritten by Ladenburg Thalmann & Co. Inc. (“Ladenburg”) and Morgan Joseph & Co. Inc. (“Morgan Joseph”). The Insider Warrants will be sold to the undersigned on a private placement basis and not as part of the IPO. Except as set forth herein, the Insider Warrants shall be identical to the warrants included in the units issued in the IPO.
