REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • May 25th, 2012 • CIS Acquisition Ltd. • Blank checks • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is entered into as of the __ day of ______, 2012, by and among CIS Acquisition Ltd., a British Virgin Islands company (the “Company”), and the undersigned parties listed under Investors on the signature page hereto (each, an “Investor” and collectively, the “Investors”).
INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • May 25th, 2012 • CIS Acquisition Ltd. • Blank checks • New York
This Agreement is made as of _________, 2012 by and between CIS Acquisition Ltd. (the “Company”) and Continental Stock Transfer & Trust Company, as trustee (the “Trustee”).
WARRANT AGREEMENT CIS ACQUISITION LTD. and CONTINENTAL STOCK TRANSFER & TRUST COMPANY, as Warrant Agent Dated as of [●], 2012Warrant Agreement • May 25th, 2012 • CIS Acquisition Ltd. • Blank checks
SPECIMEN PLACEMENT WARRANT CERTIFICATECIS Acquisition Ltd. • May 25th, 2012 • Blank checks
This Warrant Certificate certifies that ________________________, or registered assigns, is the registered holder of __________ warrants (the “Warrants”) to purchase ordinary shares, $0.0001 par value (the “Ordinary Shares”), of CIS Acquisition Ltd., a British Virgin Islands company (the “Company”). Subject to the conditions set forth herein and in the Warrant Agreement dated as of ________, 2012 by and between the Company and the Warrant Agent (the “Warrant Agreement”), each Warrant entitles the holder, upon exercise during the period set forth in the Warrant Agreement, to receive from the Company that number of fully paid and nonassessable Ordinary Shares (each, a “Warrant Share”) as set forth below at the exercise price (the “Exercise Price”) as determined pursuant to the Warrant Agreement payable in lawful money of the United States of America or cashlessly upon surrender of this Warrant Certificate and payment of the Exercise Price at the office or agency of the Warrant Agent.
SECURITIES ESCROW AGREEMENTSecurities Escrow Agreement • May 25th, 2012 • CIS Acquisition Ltd. • Blank checks • New York
SECURITIES ESCROW AGREEMENT, dated as of __________, 2012 (“Agreement”) by and among CIS Acquisition Ltd., a British Virgin Islands company (“Company”), the undersigned parties listed as Initial Shareholders on the signature page hereto (the “Initial Shareholders”) and Continental Stock Transfer & Trust Company, as escrow agent (the “Escrow Agent”).
PLACEMENT WARRANT PURCHASE AGREEMENTPlacement Warrant Purchase Agreement • May 25th, 2012 • CIS Acquisition Ltd. • Blank checks • New York
PLACEMENT WARRANT PURCHASE AGREEMENT (this “Agreement”) made as of this ___ day of _____, 2012 among CIS Acquisition Ltd., a British Virgin Islands company (the “Company”), and the undersigned parties listed under Purchasers on the signature page hereto (each, a “Purchaser” and collectively, the “Purchasers”).
CIS Acquisition Ltd.CIS Acquisition Ltd. • May 25th, 2012 • Blank checks
This letter will confirm our agreement that commencing on the effective date (the “Effective Date”) of the registration statement (the “Registration Statement”) relating to the initial public offering of the securities of CIS Acquisition Ltd. (the “Company”) and continuing until the consummation by the Company of an acquisition transaction or the distribution of the trust account to the Company’s then public shareholders (as described in the Registration Statement), Intercarbo Holding AG (the “Firm”) shall make available to the Company certain general and administrative services, including the use of office space, utilities and secretarial support, as may be required by the Company from time to time, at 89 Udaltsova Street, Suite 84, Moscow, Russia 119607 (or any successor location). In exchange therefor, the Company shall pay the Firm at the rate of $7,500 per month.
