1,400,000 Shares1 Common Stock CHINA CENTURY DRAGON MEDIA, INC. UNDERWRITING AGREEMENTUnderwriting Agreement • January 25th, 2011 • China Century Dragon Media, Inc. • Services-advertising • California
China Century Dragon Media, Inc., a Delaware corporation (the “Company”), proposes to sell to you and other firms and corporations named in Schedule A attached hereto (the “Underwriters,” which term shall also include any underwriter substituted as provided in Section 9 hereof), for which you are acting as representative (“Representative”), 1,400,000 shares (the “Primary Shares”) of the Company’s Common Stock, par value $.0001 per share (“Common Stock”). In addition, the Company proposes to grant to the Underwriters an option to purchase, solely for the purpose of covering over-allotments, up to an additional 210,000 shares of the Common Stock (the “Over-Allotment Shares”). The Primary Shares and the Over-Allotment Shares are collectively referred to below as the “Shares.” The Company agrees with the several Underwriters as set forth below.
WARRANT TO PURCHASE COMMON STOCK OF CHINA CENTURY DRAGON MEDIA, INC.Warrant Agreement • January 25th, 2011 • China Century Dragon Media, Inc. • Services-advertising
