REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • December 2nd, 2009 • Yi Xin International Copper, Inc. • Blank checks • New York
THIS REGISTRATION RIGHTS AGREEMENT (the “Agreement”) is made as of November 25, 2009 by and among YI XIN INTERNATIONAL COPPER, INC. a Delaware corporation (the “Company”), and INVESTORS listed in the Schedule A hereto (each, an “Investor”). The Company may update Schedule A from time to time to reflect changes to the information therein, including, without limitation, the addition of additional Investors.
YI XIN INTERNATIONAL COPPER, INC. SUBSCRIPTION AGREEMENTSubscription Agreement • December 2nd, 2009 • Yi Xin International Copper, Inc. • Blank checks • New York
The undersigned (hereinafter “Subscriber”) hereby confirms his/her/its subscription for the purchase of Units (the “Units”) of Yi Xin International Copper, Inc., a Delaware corporation (the “Company”), at a purchase price of $25,000 per Unit (the “Per Unit Purchase Price”) on the terms described herein.
ContractWarrant Agreement • December 2nd, 2009 • Yi Xin International Copper, Inc. • Blank checks • New York
THIS WARRANT AND THE SHARES OF COMMON STOCK ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED OR ANY STATE SECURITIES LAWS. THIS WARRANT AND THE SHARES OF COMMON STOCK ISSUABLE UPON EXERCISE OF THIS WARRANT MAY NOT BE TRANSFERRED, SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933, AS AMENDED AND UNDER APPLICABLE STATE SECURITIES LAWS AS TO THIS WARRANT AND THE SHARES OF COMMON STOCK ISSUABLE UPON EXERCISE OF THIS WARRANT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO YI XIN INTERNATIONAL COPPER, INC. THAT SUCH REGISTRATION IS NOT REQUIRED.
ContractConvertible Note Agreement • December 2nd, 2009 • Yi Xin International Copper, Inc. • Blank checks • New York
THIS NOTE AND THE SHARES OF COMMON STOCK ISSUABLE UPON CONVERSION OF THIS NOTE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED OR ANY STATE SECURITIES LAWS. THIS NOTE AND THE SHARES OF COMMON STOCK ISSUABLE UPON CONVERSION OF THIS NOTE MAY NOT BE TRANSFERRED, SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933, AS AMENDED AND UNDER APPLICABLE STATE SECURITIES LAWS AS TO THIS NOTE AND THE SHARES OF COMMON STOCK ISSUABLE UPON CONVERSION OF THIS NOTE OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO YI XIN INTERNATIONAL COPPER, INC. THAT SUCH REGISTRATION IS NOT REQUIRED.
