REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • July 30th, 2008 • NIVS IntelliMedia Technology Group, Inc. • Blank checks • Delaware
THIS REGISTRATION RIGHTS AGREEMENT (“Agreement”) made as of this 25th day of July, 2008, by and among SRKP 19, Inc., a Delaware corporation (the “Company”); NIVS Holding Company Limited, a British Virgin Islands corporation and upon the Closing Date (as defined below) a 100%-owned subsidiary of the Company ("NIVS"); and the undersigned (each a “Holder” and together the “Holders”).
Contract No.: (2003) Hao He Zi No.1NIVS IntelliMedia Technology Group, Inc. • July 30th, 2008 • Blank checks
In accordance with the stipulations in the relevant national laws and regulations, on the principles of equality, voluntary willingness, compensation as well as honest and credit, the three parties concluded this contract through negotiations.
SHARE EXCHANGE AGREEMENTShare Exchange Agreement • July 30th, 2008 • NIVS IntelliMedia Technology Group, Inc. • Blank checks
Employment Agreement of Huicheng District, Huizhou CityEmployment Agreement • July 30th, 2008 • NIVS IntelliMedia Technology Group, Inc. • Blank checks
In accordance with Labor Law of the People’s Republic of China and relevant national, provincial and municipal regulations, Party A and Party B agree to enter into this Agreement:
Guangdong Province Labor Contract Produced by Guangdong Labor and Social Security DepartmentGuangdong Province • July 30th, 2008 • NIVS IntelliMedia Technology Group, Inc. • Blank checks
Both Party A and Party B, in accordance with the applicable provisions of the Labor Law of the People’s Republic of China, the Labor Contract Law of the People’s Republic of China, and national and provincial provisions, reach this Contract under the principles of legitimacy, equity, equality, free will, consensus, honesty and creditability.
SHARE AND WARRANT CANCELLATION AGREEMENTShare and Warrant Cancellation Agreement • July 30th, 2008 • NIVS IntelliMedia Technology Group, Inc. • Blank checks • Delaware
THIS SHARE AND WARRANT CANCELLATION AGREEMENT (this “Agreement”) is made and entered into as of this 25th day of July, 2008 by and between SRKP 19, Inc., a Delaware corporation (“SRKP 19”) and the stockholders of SRKP 19, as set forth on Schedule I attached hereto (such stockholders collectively referred to herein as the “Stockholders”). Capitalized terms used herein and not otherwise defined herein shall have the meanings ascribed to them in the Exchange Agreement (as hereinafter defined).
Loan ContractLoan Contract • July 30th, 2008 • NIVS IntelliMedia Technology Group, Inc. • Blank checks
In accordance with the relevant national laws and regulations, the Parties, through mutual negotiations, conclude this contract,
Supplementary AgreementSupplementary Agreement • July 30th, 2008 • NIVS IntelliMedia Technology Group, Inc. • Blank checks
Party A, Party B and Shuikou County Real Estate Development Corporation concluded “Contract” on November 24th, 2003 (No.: (2003) Hao He Zi No. 1) in which Party A agrees to transfer the use right of the land that is located in Wei Village, Lianhe Ridge, Shuikou County with an area of 184,810 square meters to Party B. The total transfer fee is 18,799,982 RMB. In accordance with the stipulations in “Contract”, Party B has paid the deposit of 3,000,000 RMB to Party A. Party A has transferred the stated-owned land use right to the name of Party B. The parties hereby reach the following agreements on the payment of the transfer fee and the guarantee:
AMENDMENT NO. 1 TO THE SHARE EXCHANGE AGREEMENTShare Exchange Agreement • July 30th, 2008 • NIVS IntelliMedia Technology Group, Inc. • Blank checks
This AMENDMENT NO. 1 TO THE SHARE EXCHANGE AGREEMENT, dated and effective as of July 25, 2008 (this "Amendment"), is entered into by and among SRKP 19, Inc., a Delaware corporation (the “Company”), Niveous Holding Company Limited, a British Virgin Islands corporation (“Niveous”), and all of the shareholders of Niveous, each of whom has executed a counterpart signature page to this Amendment (each, a “Shareholder” and collectively, the “Shareholders”). The Company, Niveous and the Shareholders are collectively referred to herein as the “Parties.” Terms not defined in this Amendment shall have such meanings as set forth in the Agreement (as defined below).
