0001193125-10-068388 Sample Contracts

Assignment Agreement
Assignment Agreement • March 26th, 2010 • China Education, Inc • Services-educational services

This Assignment Agreement is made on the date of January 4, 2008, by and among HK Frank Education Investment and Management Limited, a limited liability company incorporated under the laws of Hong Kong (“HK Frank”), Michael Qu a citizen of Singapore, Min Hu, a citizen of PRC, Zhengmao Hu, a citizen of PRC.

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CHINA EDUCATION, INC. UNDERWRITING AGREEMENT
Underwriting Agreement • March 26th, 2010 • China Education, Inc • Services-educational services • New York

The undersigned, China Education, Inc., a company formed under the laws of the Cayman Islands (“Company”), hereby confirms its agreement with Rodman & Renshaw, LLC (hereinafter referred to as “you” (including its correlatives) or the “Representative”) and with the other underwriters named on Schedule 1 hereto for which the Representative is acting as representative (the Representative and such other underwriters being collectively called the “Underwriters” or, individually, an “Underwriter”) as follows:

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