SECURITIES ESCROW AGREEMENTSecurities Escrow Agreement • July 12th, 2011 • China Internet Cafe Holdings Group, Inc. • Retail-nonstore retailers • New York
This Securities Escrow Agreement (this “Agreement”), dated as of February 22, 2011 by and among China Internet Café Holdings Group, Inc., a Nevada corporation (the “Company”), TriPoint Global Equities, LLC, as representative of the Purchasers (the “Purchaser Representative”), Mr. Dishan Guo (the “Principal Stockholder”), and Sichenzia Ross Friedman Ference LLP (the “Escrow Agent”). Capitalized terms used but not defined herein shall have the meanings set forth in the Purchase Agreement (as defined below).
Employment Contract for DirectorsEmployment Agreement • July 12th, 2011 • China Internet Cafe Holdings Group, Inc. • Retail-nonstore retailers
In order to integrate resources and seek career development, both parties agree that Party A will employ Party B. Both parties enter this contract according to the State Law.
LOCK-UP AGREEMENTLock-Up Agreement • July 12th, 2011 • China Internet Cafe Holdings Group, Inc. • Retail-nonstore retailers • New York
This LOCK-UP AGREEMENT (this “Agreement”) is dated as of February 22, 2011 by and among China Internet Café Holdings Group, Inc., a Nevada corporation, (the “Company”), and Mr. Dishan Guo (the “Affiliate”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • July 12th, 2011 • China Internet Cafe Holdings Group, Inc. • Retail-nonstore retailers • New York
MKM Opportunity Master Fund, Ltd MKM Opportunity Master Fund, Ltd C/O MKM Capital Advisors, ATTN: David Skriloff, 1515 Broadway 15th FL., New York, NY 10036 112,000 Lennox Capital Partners, LP Lennox Capital Partners, LP, ATTN: Richard Squires, 2101 Cedar Springs Rd, Ste 1525, Dallas, TX 75201 518,000 Squires Family LP Squires Family LP, 2101 Cedar Springs Rd, Ste 1525, Dallas, TX 75201 196,000 Rushlade Investments Ltd Rushlade Investments Ltd, 10 Wanless Ave Suite 201, Toronto Ontario M4N1V6 105,000 Cranshire Capital, LP Cranshire Capital, 3100 Dundee Road, Ste.703, Northbrook, IL 60062 103,600 John Charles Kleinert John Kleinert, 316 Briarly Drive, Franklin Lakes, NJ 07417 14,000 Venturetek, L.P. Venturetek L.P., David Selengut, c/o Ellenoff Grossman, 150 E. 42nd Street. 11th FL, NY, NY 10017; Also to: Dov Perlysky, c/o Nesner LLC, P.O. Box 339, Lawrence, NY 11559 182,000 Stephen S. Taylor Roth IRA c/o First Clearing, LLC Stephen S. Taylor Roth IRA c/o First Clearing, LLC ; First Cle
SECURITIES PURCHASE AGREEMENT among CHINA INTERNET CAFÉ HOLDINGS GROUP, INC. and THE PURCHASERS LISTED ON EXHIBIT A Dated as of February 22, 2011Securities Purchase Agreement • July 12th, 2011 • China Internet Cafe Holdings Group, Inc. • Retail-nonstore retailers • New York
This SECURITIES PURCHASE AGREEMENT (this “Agreement”) is dated as of February 22, 2011 by and among China Internet Café Holdings Group, Inc (formerly, China Unitech Group Inc.), a Nevada corporation (the “Company”), and each of the Purchasers whose names are set forth on Exhibit A hereto (individually, a “Purchaser” and collectively, the “Purchasers”).
Agreement on Small Line Unsecured Loan in RMB for Small-scale EnterpriseSmall Line Unsecured Loan Agreement • July 12th, 2011 • China Internet Cafe Holdings Group, Inc. • Retail-nonstore retailers
Party A hereby applies from Party B for a small line unsecured RMB Loan for Small Business; Party B agrees to provide small line unsecured loan for small business. In accordance with applicable laws and regulations, through consultations, both Party A and Party B have concluded this agreement in consensus for both parties to follow.
ContractWarrant Agreement • July 12th, 2011 • China Internet Cafe Holdings Group, Inc. • Retail-nonstore retailers • New York
THIS WARRANT AND THE SHARES OF COMMON STOCK ISSUABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY STATE SECURITIES LAWS AND MAY NOT BE SOLD, TRANSFERRED OR OTHERWISE DISPOSED OF UNLESS REGISTERED UNDER THE SECURITIES ACT AND UNDER APPLICABLE STATE SECURITIES LAWS OR THE ISSUER SHALL HAVE RECEIVED AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE ISSUER THAT REGISTRATION OF SUCH SECURITIES UNDER THE SECURITIES ACT AND UNDER THE PROVISIONS OF APPLICABLE STATE SECURITIES LAWS IS NOT REQUIRED. THIS SECURITY AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN SECURED BY SUCH SECURITIES.
ContractWarrant Agreement • July 12th, 2011 • China Internet Cafe Holdings Group, Inc. • Retail-nonstore retailers • New York
THIS WARRANT AND THE SHARES OF COMMON STOCK ISSUABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY STATE SECURITIES LAWS AND MAY NOT BE SOLD, TRANSFERRED OR OTHERWISE DISPOSED OF UNLESS REGISTERED UNDER THE SECURITIES ACT AND UNDER APPLICABLE STATE SECURITIES LAWS OR THE ISSUER SHALL HAVE RECEIVED AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE ISSUER THAT REGISTRATION OF SUCH SECURITIES UNDER THE SECURITIES ACT AND UNDER THE PROVISIONS OF APPLICABLE STATE SECURITIES LAWS IS NOT REQUIRED. THIS SECURITY AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN SECURED BY SUCH SECURITIES.
