0001213900-14-000245 Sample Contracts

UNDERWRITING AGREEMENT between CHINA COMMERCIAL CREDIT, INC. and AXIOM CAPITAL MANAGEMENT INC., as Representative of the Several Underwriters
Underwriting Agreement • January 15th, 2014 • China Commercial Credit Inc • National commercial banks • New York

The undersigned, China Commercial Credit, Inc., a corporation formed under the laws of the State of Delaware (“CCC”) together with each of CCC’s direct and indirect subsidiaries (the “Subsidiaries”) identified on Schedule 1-A hereto and the variable interest entity (the “VIE”) identified on Schedule 1-B hereto through which CCC partially conducts its operations in the People’s Republic of China (the “PRC”) by way of contractual arrangements (CCC, all of the Subsidiaries and the VIE collectively as the “Company”), hereby confirm the agreement (this “Agreement”) with Axiom Capital Management, Inc. (hereinafter referred to as “you” (including its correlatives) or the “Representative”) and with the other underwriters named on Schedule 2 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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CHINA COMMERCIAL CREDIT, INC. FORM OF WARRANT AGENCY AGREEMENT
Warrant Agency Agreement • January 15th, 2014 • China Commercial Credit Inc • National commercial banks • New York

WARRANT AGENCY AGREEMENT (this “Warrant Agreement”) made as of [______________], 2014 (the “Issuance Date”), between China Commercial Credit, Inc., a Delaware corporation, with offices at No. 1688, Yunli Road, Tongli, Wujiang, Jiangsu Province, People’s Republic of China (“Company”), and [_____________], with offices at [__________________________] (“Warrant Agent”).

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