0001168542-09-000047 Sample Contracts

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • November 13th, 2009 • L & L International Holdings, Inc • Finance services • California

REGISTRATION RIGHTS AGREEMENT (this "Agreement "), dated as of November 6, 2009, by and among L & L International Holdings, Inc. , a Nevada corporation (the "Company"), and the undersigned buyers (each, a "Buyer ", and collectively, the "Buyers") .

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SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • November 13th, 2009 • L & L International Holdings, Inc • Finance services • California

SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of November 6, 2009, by and among L & L International Holdings, Inc., a Nevada corporation (the “Company”), and the investors listed on the Schedule of Buyers attached hereto (individually, a “Buyer” and collectively, the “Buyers”).

MAKE GOOD ESCROW AGREEMENT
Make Good Escrow Agreement • November 13th, 2009 • L & L International Holdings, Inc • Finance services • California

This Make Good Escrow Agreement (the “Make Good Agreement”), dated effective as of November 6, 2009, is entered into by and among L & L International Holdings, Inc. , a Nevada corporation (the “Company”), the Investors (as defined below), Dickson V. Lee (the “Make Good Pledgor”) and Richardson & Patel, LLP, with an office at 10900 Wilshire Blvd. , Suite 500, Los Angeles, CA 90024, as escrow agent (“Escrow Agent”). The Company and Investors are referred to collectively as the “Interested Parties. ”

ESCROW AGREEMENT
Escrow Agreement • November 13th, 2009 • L & L International Holdings, Inc • Finance services • California

THIS ESCROW AGREEMENT (this “Agreement”) is made as of November 6, 2009, by and among L & L International Holdings, Inc. , a corporation incorporated under the laws of Nevada (the “Company”), the Buyers signatory hereto (each a “Buyer” and together the “Buyers”), and Richardson & Patel LLP, with an address at 10900 Wilshire Boulevard, Suite 500, Los Angeles, California 90024 (the “Escrow Agent”). Capitalized terms used but not defined herein shall have the meanings set forth in the Securities Purchase Agreement referred to in the first recital.

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