0001193125-06-162172 Sample Contracts

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • August 4th, 2006 • Trans-India Acquisition Corp • Delaware

This Registration Rights Agreement (this “Agreement”) is made as of , 2006, by and among Trans-India Acquisition Corporation, a Delaware corporation (the “Company”), and the undersigned parties listed under the heading “Investors” on the signature page hereto (each, an “Investor” and collectively, the “Investors”).

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WARRANT AGREEMENT
Warrant Agreement • August 4th, 2006 • Trans-India Acquisition Corp • New York

This Warrant Agreement (this “Agreement”) is made as of , 2006 between Trans-India Acquisition Corporation, a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Warrant Agent”).

INVESTMENT MANAGEMENT TRUST AGREEMENT
Investment Management Trust Agreement • August 4th, 2006 • Trans-India Acquisition Corp • New York

This Investment Management Trust Agreement Agreement (this “Agreement”) is made as of , 2006 by and between Trans-India Acquisition Corporation, a Delaware corporation (the “Company”) and Continental Stock Transfer & Trust Company, a New York corporation (the “Trustee”).

SECURITIES ESCROW AGREEMENT
Securities Escrow Agreement • August 4th, 2006 • Trans-India Acquisition Corp • New York

This Securities Escrow Agreement is made as of , 2006 (this “Agreement”), by and among Trans-India Acquisition Corporation, a Delaware corporation (the “Company”), Marillion Pharmaceuticals India Pvt. Ltd., Business Ventures Corp., Bobba Venkatadri, Craig Colmar, Nalluru Murthy, Narayanan Vaghul, Edmund Olivier and Rasheed Yar Khan (collectively “Initial Stockholders”) and Continental Stock Transfer & Trust Company, a New York corporation (the “Escrow Agent”).

TRANS-INDIA ACQUISITION CORPORATION
Trans-India Acquisition Corp • August 4th, 2006

This will confirm our agreement that you have agreed to serve Trans-India Acquisition Corporation (the “Company”) in the role of special advisor to the Board of Directors (“you” or “Special Advisor”) commencing on or about July 28, 2006. You also consent to be named in the Company’s registration statement on Form S-1 (the “Registration Statement”) and to the use of a summary of your background for the Registration Statement.

LOAN AGREEMENT
Loan Agreement • August 4th, 2006 • Trans-India Acquisition Corp • Delaware

This Agreement is entered into as of June 17, 2006 by and Trans-India Acquisition Corporation, a Delaware corporation (“Trans-India”), and the lenders whose names appear on the schedule of loan commitments attached as Exhibit A (the “Lenders”).

SUBSCRIPTION AGREEMENT
Subscription Agreement • August 4th, 2006 • Trans-India Acquisition Corp • New York

This Subscription Agreement (this “Agreement”) is made as of July 28, 2006 by and among Trans-India Acquisition Corporation, a Delaware corporation (the “Company”), Marillion Pharmaceuticals Pvt. Ltd., Business Ventures Corp., Bobba Venkatadri, Nalluru Murthy and Rasheed Yar Khan (each a “Purchaser,” and collectively, the “Purchasers”).

TRANS-INDIA ACQUISITION CORPORATION July 28, 2006
Trans-India Acquisition Corp • August 4th, 2006
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