0001213900-15-006301 Sample Contracts

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • August 18th, 2015 • E-Compass Acquisition Corp. • Blank checks • New York

THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is entered into as of the 12th day of August, 2015, by and among E-compass Acquisition Corp., a Cayman Islands corporation (the “Company”) and the undersigned parties listed under Investor on the signature page hereto (each, an “Investor” and collectively, the “Investors”).

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RIGHTS AGREEMENT
Rights Agreement • August 18th, 2015 • E-Compass Acquisition Corp. • Blank checks • New York

Agreement made as of August 12, 2015 between E-compass Acquisition Corp., a Cayman Islands exempted company, with offices at 6F/Tower, 2 West Proper Centre, No.5, Guanghua Road, Chaoyang District, Beijing, 100020, P.R. China (“Company”), and Continental Stock Transfer & Trust Company, a New York corporation, with offices at 17 Battery Place, New York, New York 10004 (“Right Agent”).

INVESTMENT MANAGEMENT TRUST AGREEMENT
Investment Management Trust Agreement • August 18th, 2015 • E-Compass Acquisition Corp. • Blank checks • New York

This Agreement is made as of August 12, 2015 by and between E-compass Acquisition Corp. (the “Company”) and Continental Stock Transfer & Trust Company (“Trustee”).

STOCK ESCROW AGREEMENT
Stock Escrow Agreement • August 18th, 2015 • E-Compass Acquisition Corp. • Blank checks • New York

STOCK ESCROW AGREEMENT, dated as of August 12, 2015 (“Agreement”), by and among E-COMPASS ACQUISITION CORP., a Cayman Islands corporation (“Company”), LODESTAR INVESTMENT HOLDINGS I LLC, HANDY GLOBAL LIMITED, CLASSICAL SKY LIMITED, CARNELIAN BAY CAPITAL INC. and XINLI LI (collectively “Initial Shareholders”) and CONTINENTAL STOCK TRANSFER & TRUST COMPANY, a New York corporation (“Escrow Agent”).

UNDERWRITING AGREEMENT between E-COMPASS ACQUISITION CORP. and CANTOR FITZGERALD & CO. Dated: August 12, 2015 E-COMPASS ACQUISITION CORP. UNDERWRITING AGREEMENT
Underwriting Agreement • August 18th, 2015 • E-Compass Acquisition Corp. • Blank checks • New York
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