THE REGISTERED HOLDER OF THIS PURCHASE OPTION, BY ITS ACCEPTANCE HEREOF, AGREES THAT IT WILL NOT SELL, TRANSFER OR ASSIGN THIS PURCHASE OPTION, EXCEPT AS HEREIN PROVIDED, AND THE REGISTERED HOLDER OF THIS PURCHASE OPTION AGREES THAT IT WILL NOT SELL,...Purchase Option Agreement • November 13th, 2009 • GSME Acquisition Partners I • Blank checks • New York
THIS PURCHASE OPTION IS NOT EXERCISABLE PRIOR TO THE LATER OF: (I) __________ __, 2010 AND (II) THE CONSUMMATION BY GSME ACQUISITION PARTNERS I (THE “COMPANY”) OF A MERGER, CAPITAL STOCK EXCHANGE, ASSET ACQUISITION OR OTHER SIMILAR BUSINESS COMBINATION (A “BUSINESS COMBINATION”) (AS DESCRIBED MORE FULLY IN THE COMPANY’S REGISTRATION STATEMENT (AS DEFINED HEREIN)). THIS PURCHASE OPTION SHALL BE VOID AFTER 5:00 P.M, NEW YORK CITY LOCAL TIME, ON ___________ __, 2014.
STOCK ESCROW AGREEMENTStock Escrow Agreement • November 13th, 2009 • GSME Acquisition Partners I • Blank checks • New York
STOCK ESCROW AGREEMENT, dated as of ________, 2009 (“Agreement”), by and among GSME ACQUISITION PARTNERS I, a Cayman Islands corporation (“Company”), MCK CAPITAL CO., LIMITED, ELI D. SCHER and LAWRENCE S. WIZEL (collectively “Initial Shareholders”) and CONTINENTAL STOCK TRANSFER & TRUST COMPANY, a New York corporation (“Escrow Agent”).
WARRANT AGREEMENTWarrant Agreement • November 13th, 2009 • GSME Acquisition Partners I • Blank checks • New York
WHEREAS, the Company has received a binding commitment from Eli D. Scher, Larry Wizel and MCK Capital Co., Limited (the “Insiders”), to purchase an aggregate of 3,600,000 warrants (“Insider Warrants”) simultaneously with the Public Offering (as defined below) pursuant to a Subscription Agreement dated as of _______ __, 2009 (the “Subscription Agreement”); and
INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • November 13th, 2009 • GSME Acquisition Partners I • Blank checks • New York
This agreement (“Agreement”) is made as of ___________, 2009 by and between GSME Acquisition Partners I (the “Company”) its principal office located at 762 West Beijing Road, Shanghai, PRC 200041 and Continental Stock Transfer & Trust Company (“Trustee”) located at 17 Battery Place, New York, New York 10004.
