0001144204-11-025870 Sample Contracts

LOCK-UP AGREEMENT
Lock-Up Agreement • May 3rd, 2011 • Asia Entertainment & Resources Ltd. • Services-amusement & recreation services • New York

THIS LOCK-UP AGREEMENT (this “Lock-Up Agreement”), dated as of April 18, 2011, by and among Asia Entertainment & Resources Ltd., a Cayman Islands corporation (the “Company”) and the undersigned shareholder (the “Shareholder”).

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AMENDMENT NO. 4 TO STOCK PURCHASE AGREEMENT
Stock Purchase Agreement • May 3rd, 2011 • Asia Entertainment & Resources Ltd. • Services-amusement & recreation services

This Amendment No. 4 (this “Amendment”), dated as of April 18, 2011, to the Stock Purchase Agreement (as defined below) is made among Asia Entertainment & Resources Ltd. (f/k/a CS China Acquisition Corp.), a Cayman Islands corporation (the “Company”), Asia Gaming & Resort, Ltd. (“AGRL”), a Hong Kong corporation, and Spring Fortune Investment Ltd (“Spring Fortune”), a British Virgin Islands corporation. All capitalized terms used herein and not defined herein shall have the meanings ascribed to them in the Stock Purchase Agreement, as amended.

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