Universal Travel Group Sample Contracts

BY AND AMONG
Subscription Agreement • February 11th, 2008 • Universal Travel Group • Blank checks • New York
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FORM OF SENIOR INDENTURE by and between UNIVERSAL TRAVEL GROUP as Issuer, and as Trustee Dated as of ______________
Senior Indenture • August 7th, 2009 • Universal Travel Group • Transportation services • New York

SENIOR INDENTURE (this “Indenture”), dated as of ________, by and between UNIVERSAL TRAVEL GROUP, a Nevada corporation (the “Company”), as issuer, and ______________, a ____________, as trustee (the “Trustee”).

FORM OF SUBORDINATED INDENTURE by and between UNIVERSAL TRAVEL GROUP as Issuer, and as Trustee Dated as of ______________
Subordinated Indenture • August 7th, 2009 • Universal Travel Group • Transportation services • New York

SUBORDINATED INDENTURE (this “Indenture”), dated as of ________, by and between UNIVERSAL TRAVEL GROUP, a Nevada corporation (the “Company”), as issuer, and ______________, a ____________, as trustee (the “Trustee”).

2,857,143 Shares UNIVERSAL TRAVEL GROUP Common Stock UNDERWRITING AGREEMENT
Underwriting Agreement • June 16th, 2010 • Universal Travel Group • Transportation services • New York

Universal Travel Group, a Nevada corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to Brean Murray, Carret & Co, LLC (“Brean” or the “Representative”) as representative of the underwriters listed on Schedule IV hereto, (collectively, the Underwriters”) an aggregate of 2,857,143 authorized but unissued shares (the “Underwritten Shares”) of Common Stock, par value $0.001 per share (the “Common Stock”), of the Company. The Company has granted the Representative the option to purchase an aggregate of up to 428,572 additional shares of Common Stock (the “Additional Shares”) as may be necessary to cover over-allotments made in connection with the offering. The Underwritten Shares and Additional Shares are collectively referred to as the “Shares.”

EMPLOYMENT AGREEMENT
Employment Agreement • February 7th, 2012 • Universal Travel Group • Transportation services • New York

THIS AGREEMENT is dated as of the 1st of February, 2012 by and between Universal Travel Group, a Nevada corporation with its principal office at 9F,Building A, Rongchao Marina Bay Center,No.2021,Haixiu Rd, Baoan District, Shenzhen, China 518133(the “Company”), and Jun Liu, residing at Room 3, 6F, Unit l, Building 6, Block 1, Hepingli, Dongcheng, Chaoyang District, Beijing (“Executive”).

2,222,222 Shares of Common Stock UNIVERSAL TRAVEL GROUP PLACEMENT AGENT AGREEMENT
Placement Agent Agreement • December 16th, 2009 • Universal Travel Group • Transportation services • New York
Acquisition Agreement
Acquisition Agreement • June 30th, 2010 • Universal Travel Group • Transportation services

Whereas: Party A I and Party A II are the shareholders of Party B and Party A I has 60% of shares of Party B and Party A II has 40% of shares of Party B;

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • September 3rd, 2008 • Universal Travel Group • Transportation services • New York

REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of August 28, 2008, by and among Universal Travel Group, a Nevada corporation, with headquarters located at Shennan Road, Hualian Center, Room 301-309, Shenzhen, the People’s Republic of China (the “Company”), and the investors listed on the Schedule of Buyers attached hereto (each, a “Buyer” and collectively, the “Buyers”).

FORM OF SUBSCRIPTION AGREEMENT
Subscription Agreement • December 16th, 2009 • Universal Travel Group • Transportation services • New York
AMONG
Share Exchange Agreement • October 23rd, 2007 • Universal Travel Group • Blank checks • New York
AGREEMENT
Agreement • September 10th, 2007 • Universal Travel Group • Blank checks • New York
MAKE GOOD SECURITIES ESCROW SUPPLEMENT AGREEMENT
Make Good Securities Escrow Supplement Agreement • August 10th, 2009 • Universal Travel Group • Transportation services • New York

THIS MAKE GOOD SECURITIES ESCROW SUPPLEMENT AGREEMENT (the “Make Good Supplement Agreement”), dated as of August __, 2009, is entered into by and among Universal Travel Group, a Nevada corporation (the “Company”), the investors listed on the Schedule of Buyers in the Securities Purchase Agreement dated August 28, 2008 (the “Buyers”), Jiangping Jiang (the “Principal Shareholder”) and Sichenzia Ross Friedman Ference LLP with an address at 61 Broadway, 32nd Floor, New York, NY 10006 (the “Escrow Agent”).

AMONG
Share Exchange Agreement • April 12th, 2007 • Universal Travel Group • Blank checks • New York
PURCHASE AND SALE AGREEMENT
Purchase and Sale Agreement • September 10th, 2010 • Universal Travel Group • Transportation services

THIS AGREEMENT is dated September 9, 2010, between Shenzhen Yuzhilu Aviation Service Co., Ltd, a subsidiary of Universal Travel Group (“Seller”), and Shenzhen Xunbao E-Commerce Co., Ltd (“Buyer”). For value received, Seller and Buyer agree as follows:

Agreement of Contract Termination
Agreement • June 17th, 2009 • Universal Travel Group • Transportation services

NOW THEREFORE in consideration of the premises and for other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties agree as follows:

LOCK-UP AGREEMENT
Lock-Up Agreement • September 3rd, 2008 • Universal Travel Group • Transportation services • New York

THIS AGREEMENT (this “Agreement”) is dated as of August 28, 2008 by and between Universal Travel Group, a Nevada corporation (the “Company”), and Jiangping Jiang (“Shareholder”).

Acquisition Agreement
Universal Travel Group • March 29th, 2010 • Transportation services

Whereas: Party A I and Party A II are the shareholders of Party B and Party A I has 90% of shares of Party B and Party A II has 10% of shares of Party B;

EMPLOYMENT AGREEMENT
Employment Agreement • June 25th, 2012 • Universal Travel Group • Transportation services • New York

THIS AGREEMENT is dated as of the 23rd of June, 2012 by and between Universal Travel Group, a Nevada corporation with its principal office at 9F,Building A, Rongchao Marina Bay Center,No.202 I ,Haixiu Rd, Baoan District, Shenzhen, China 5 18133(the "Company"), and Hui.jie Gao, residing at 3F,Hualian Building, No.2008 Sherman Middle Road, Futian District, Shenzhen ("Executive").

AMONG
Share Exchange Agreement • September 25th, 2007 • Universal Travel Group • Blank checks • New York
WAIVER AGREEMENT
Waiver Agreement • July 21st, 2009 • Universal Travel Group • Transportation services • New York

THIS WAIVER AGREEMENT (this “Agreement”) dated as of 20th July, 2009, by and Universal Travel Group, a Nevada corporation, with headquarters located at Shennan Road, Hualian Center, Room 301-309, Shenzhen, the People’s Republic of China (the “ Company ”), and the investors listed on the Schedule of Buyers in the Securities Purchase Agreement (each, a “ Buyer ” and collectively, the “ Buyers ”).

EMPLOYMENT AGREEMENT
Employment Agreement • June 25th, 2012 • Universal Travel Group • Transportation services • New York

THIS AGREEMENT is dated as of the 23rd of June, 2012 by and between Universal Travel Group, a Nevada corporation with its principal office at 9F, Building A, Rongchao Marina Bay Center, No.202 I ,Haixiu Rd, Baoan District, Shenzhen, China 5 18133(the "Company"), and Caiying Yan, residing at Room 104, Building 4,Meilin Ercun, Meihua Road, Futian District, Shenzhen ("Executive").

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AGREEMENT TO AMEND WARRANTS
Agreement • August 10th, 2009 • Universal Travel Group • Transportation services • New York

THIS AGREEMENT TO AMEND WARRANTS (“Agreement”), dated as of August 10, 2009, is entered into by and among Universal Travel Group, a Nevada corporation (the “Company”), the investors listed on the Schedule of Buyers in the Securities Purchase Agreement (“Securities Purchase Agreement”) dated August 28, 2008 (the “Buyers”).

FORM OF PROMISSORY NOTE UNIVERSAL TRAVEL GROUP PROMISSORY NOTE
Universal Travel Group • December 6th, 2007 • Blank checks • New York
EXHIBIT 4.1 FORM OF PROMISSORY NOTE UNIVERSAL TRAVEL GROUP PROMISSORY NOTE
Universal Travel Group • August 10th, 2007 • Blank checks • New York
FORM OF PROMISSORY NOTE UNIVERSAL TRAVEL GROUP PROMISSORY NOTE
Universal Travel Group • August 7th, 2007 • Blank checks • New York
AMONG
Share Exchange Agreement • August 10th, 2007 • Universal Travel Group • Blank checks • New York
AGREEMENT AND PLAN OF MERGER
Agreement and Plan of Merger • June 27th, 2006 • TAM of Henderson, Inc. • Blank checks • Nevada

This AGREEMENT AND PLAN OF MERGER (this "AGREEMENT") has been made as of June 26, 2006, by and among TAM OF HENDERSON, INC., a Nevada corporation ("TMHN"), Full Power Enterprise Global Limited, a British Virgin Islands corporation ("FPEG"), and the shareholders of FPEG, each of whom is identified on Schedule A to this Agreement (the "FPEG SHAREHOLDERS").

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • September 3rd, 2008 • Universal Travel Group • Transportation services • New York

SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of August 28, 2008, by and among Universal Travel Group, a Nevada corporation, with headquarters located at Shenzhen, the People’s Republic of China (the “Company”), and the investors listed on the Schedule of Buyers attached hereto (individually, a “Buyer” and collectively, the “Buyers”). The Company and the Buyers shall collectively be referred to as the “Parties” and individually, a “Party”.

Acquisition Agreement
Acquisition Agreement • June 30th, 2010 • Universal Travel Group • Transportation services
ESCROW AGREEMENT
Escrow Agreement • September 3rd, 2008 • Universal Travel Group • Transportation services • New York

This Escrow Agreement, dated as of August 28, 2008 (this “Escrow Agreement”), is entered into by and among Universal Travel Group, a Nevada corporation, with headquarters located at Shenzhen, the People’s Republic of China (the “Company”), the investors listed on the Schedule of Buyers in the Securities Purchase Agreement dated August 15, 2008 (the “Buyers”), Jiangping Jiang (the “Principal Shareholder”) and Sichenzia Ross Friedman Ference LLP with an address at 61 Broadway, 32nd Floor, New York, NY 10006 (the “Escrow Agent”).

AGREEMENT
Agreement • December 12th, 2007 • Universal Travel Group • Blank checks • New York
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