Purchase AgreementPurchase Agreement • December 21st, 2010 • China Growth CORP • Blank checks
Purchase AgreementPurchase Agreement • December 21st, 2010 • China Growth CORP • Blank checks
Purchase AgreementPurchase Agreement • December 21st, 2010 • China Growth CORP • Blank checks
To enhance sense of responsibility, strengthen economic accounting, improve economic returns and achieve both parties’ economic goals, the parties hereby entered into this contract and abide by the contract after sufficient negotiation.
MAKE GOOD ESCROW AGREEMENTMake Good Escrow Agreement • December 21st, 2010 • China Growth CORP • Blank checks • New York
This Make Good Escrow Agreement (the “Agreement”), dated as of December 15, 2010, is entered into by and among China Growth Corporation, an exempted company incorporated in the Cayman Islands with limited liability (the “Company”), with its address at Jing Gen Industrial Park, #10 Gangkouerlu Road, Du Ruan Town, Jiangmen City, Guangdong Province, China, Anslow & Jaclin, LLP, with its address at 195 Route 9 South, Manalapan, New Jersey 07726 (the “Escrow Agent”), Access America Investments, LLC, as representative of the Investors (the “Investor Representative”), and Star Prince Group Limited (the “Make Good Shareholder”), a British Virgin Islands company. All capitalized terms used in this Agreement and not otherwise defined herein shall have the respective meanings assigned them in the Subscription Agreement, between the Company and each investor signatory thereto (each, an “Investor” and collectively, the “Investors”), dated December 15, 2010 (the “Subscription Agreement”).
INVESTOR RELATIONS ESCROW AGREEMENTInvestor Relations Escrow Agreement • December 21st, 2010 • China Growth CORP • Blank checks • New York
This INVESTOR RELATIONS ESCROW AGREEMENT (this “Agreement”) is made as of December 15, 2010 by and among China Growth Corporation, an exempted company incorporated in the Cayman Islands with limited liability (the “Company”), with its address at Jing Gen Industrial Park, #10 Gangkouerlu Road, Du Ruan Town, Jiangmen City, Guangdong Province, China, Anslow & Jaclin, LLP, with its address at 195 Route 9 South, Manalapan, New Jersey 07726 (the “Escrow Agent”), and Access America Investments, LLC (the “Investor Representative”). All capitalized terms used in this Agreement and not otherwise defined herein shall have the respective meanings assigned them in the Subscription Agreement, between the Company and each investor signatory thereto (collectively, the “Investors”), dated December 15, 2010.
SHARE EXCHANGE AGREEMENT by and among CHINA GROWTH CORPORATION, WEALTH ENVIRONMENTAL PROTECTION GROUP, INC. and SHAREHOLDERS OF WEALTH ENVIRONMENTAL PROTECTION GROUP, INC. LISTED ON EXHIBIT A Dated as of December 15, 2010Share Exchange Agreement • December 21st, 2010 • China Growth CORP • Blank checks • New York
This SHARE EXCHANGE AGREEMENT (this “Agreement”), dated as of December 15, 2010, is by and among China Growth Corporation, an exempted company incorporated in the Cayman Islands with limited liability (“China Growth”), Wealth Environmental Protection Group, Inc., a British Virgin Islands company (“Wealth”), and shareholders of Wealth whose names are set forth on Exhibit A (the “Wealth Shareholder,” and collectively, the “Wealth Shareholders”). Each of the parties to this Agreement is individually referred to herein as a “Party” and collectively, as the “Parties.” Capitalized terms used herein that are not otherwise defined herein shall have the meanings ascribed to them in Annex A hereto.
HOLDBACK ESCROW AGREEMENTHoldback Escrow Agreement • December 21st, 2010 • China Growth CORP • Blank checks • New York
This ESCROW AGREEMENT (the “Agreement”) is made as of December 15, 2010 by and among China Growth Corporation, an exempted company incorporated in the Cayman Islands with limited liability (the “Company”), with its address at Jing Gen Industrial Park, #10 Gangkouerlu Road, Du Ruan Town, Jiangmen City, Guangdong Province, China, Anslow & Jaclin, LLP, with its address at 195 Route 9 South, Manalapan, New Jersey 07726 (the “Escrow Agent”), and Access America Investments, LLC (the “Investor Representative”). All capitalized terms used in this Agreement and not otherwise defined herein shall have the respective meanings assigned them in the Subscription Agreement, between the Company and each investor signatory thereto (collectively, the “Investors”), dated December 15, 2010 (the “Subscription Agreement”).
ContractWarrant Agreement • December 21st, 2010 • China Growth CORP • Blank checks • Delaware
THIS WARRANT AND THE SECURITIES ISSUABLE UPON EXERCISE HEREOF HAVE BEEN ACQUIRED FOR INVESTMENT AND HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY STATE SECURITIES LAW. THIS WARRANT AND SUCH SECURITIES MAY NOT BE OFFERED, SOLD OR OTHERWISE PLEDGED, TRANSFERRED OR HYPOTHECATED IN THE ABSENCE OF SUCH REGISTRATION OR DELIVERY OF AN OPINION OF COUNSEL IN FORM AND SUBSTANCE REASONABLY SATISFACTORY TO THE COMPANY THAT SUCH OFFER, SALE OR TRANSFER, PLEDGE OR HYPOTHECATION IS IN COMPLIANCE WITH THE SECURITIES ACT OR UNLESS SOLD IN FULL COMPLIANCE WITH RULE 144 UNDER THE SECURITIES ACT.
LOCKUP AGREEMENTLockup Agreement • December 21st, 2010 • China Growth CORP • Blank checks • New York
This AGREEMENT (the “Agreement”) is made as of December ____, 2010 by _____________ (“Holder”), in connection with its ownership of shares of China Growth Corporation, an exempted Cayman Islands company with limited liability (the “Company”). Capital terms used and not otherwise defined herein shall have the respective meanings set forth in the Subscription Agreement of the Company, dated as of December _____, 2010, and its attachments thereto.
Purchase AgreementPurchase Agreement • December 21st, 2010 • China Growth CORP • Blank checks
To enhance sense of responsibility, strengthen economic accounting, improve economic returns and achieve both parties’ economic goals, the parties hereby entered into this contract and abide by the contract after sufficient negotiation.
Purchase AgreementPurchase Agreement • December 21st, 2010 • China Growth CORP • Blank checks
To enhance sense of responsibility, strengthen economic accounting, improve economic returns and achieve both parties’ economic goals, the parties hereby entered into this contract and abide by the contract after sufficient negotiation.
LOCKUP AGREEMENTLockup Agreement • December 21st, 2010 • China Growth CORP • Blank checks • New York
This AGREEMENT (the “Agreement”) is made as of December 15, 2010 by Star Prince Group Limited (“Holder”), in connection with its ownership of shares of China Growth Corporation, an exempted Cayman Islands company with limited liability (the “Company”). Capital terms used and not otherwise defined herein shall have the respective meanings set forth in the Subscription Agreement of the Company, dated as of December 15, 2010, and its attachments thereto.
