WARRANT AGREEMENTWarrant Agreement • April 28th, 2008 • China Mining Resources Holdings LTD • Blank checks • New York
THIS WARRANT AGREEMENT (this "Agreement"), dated as of , 2008, is entered into by and between China Mining Resources Holdings Limited, a Delaware corporation (the "Company"), and Continental Stock Transfer & Trust Company, a New York corporation (the "Warrant Agent").
10,000,000 Units China Mining Resources Holdings Limited UNDERWRITING AGREEMENTUnderwriting Agreement • February 22nd, 2008 • China Mining Resources Holdings LTD • Blank checks • New York
CHINA MINING RESOURCES HOLDINGS LIMITEDWarrant Purchase Agreement • September 23rd, 2008 • China Mining Resources Holdings LTD • Blank checks • Delaware
THIS SECOND AMENDED AND RESTATED WARRANT PURCHASE AGREEMENT (this "Agreement"), dated as of September 4, 2008, is entered into by and among China Mining Resources Holdings Limited, a Delaware corporation (the "Company"), and the purchasers named on Schedule A hereto (each a "Purchaser" and collectively, the "Purchasers").
Form of Letter Agreement among the Company, the Representative and each officer, director and initial stockholder of the Company]China Mining Resources Holdings LTD • September 23rd, 2008 • Blank checks • New York
CHINA MINING RESOURCES HOLDINGS LIMITED Suite 3015, 30F One International Finance CenterChina Mining Resources Holdings LTD • February 22nd, 2008 • Blank checks
This letter will confirm our agreement that, commencing on the effective date (the “Effective Date”) of the registration statement (the “Registration Statement”) for the initial public offering (the “IPO”) of the securities of China Mining Resources Holdings Limited (the “Company”) and continuing until the earlier of (i) the consummation by the Company of an initial business combination or (ii) the Company’s liquidation (in each case as described in the Registration Statement) (such earlier date hereinafter referred to as the “Termination Date”), SSC Mandarin Financial Services Limited shall make available to the Company certain office space and administrative and support services as may be required by the Company from time to time, situated at Suite 3015, 30F, One International Finance Center, 1 Harbor View Street, Central, Hong Kong. In exchange therefore, the Company shall pay SSC Mandarin Financial Services Limited the sum of US$10,000 per month on the Effective Date and continuing
INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • April 28th, 2008 • China Mining Resources Holdings LTD • Blank checks • New York
This INVESTMENT MANAGEMENT TRUST AGREEMENT (the “Agreement”) is made as of [ . , 2008] by and between China Mining Resources Holdings Limited, a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Trustee”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • April 28th, 2008 • China Mining Resources Holdings LTD • Blank checks • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is entered into as of the day of , 2008, by and among CHINA MINING RESOURCES HOLDINGS LIMITED, a Delaware corporation (the “Company”), and the undersigned parties listed as “Investors” on the signature page hereto (each, an “Investor” and collectively, the “Investors”).
CHINA MINING RESOURCES HOLDINGS LIMITED SECURITIES ESCROW AGREEMENTSecurities Escrow Agreement • April 28th, 2008 • China Mining Resources Holdings LTD • Blank checks • New York
THIS SECURITIES ESCROW AGREEMENT (this "Agreement") is entered into as of , 2008 by and among China Mining Resources Holdings Limited, a Delaware corporation (the "Company"), the initial stockholders listed on Exhibit A hereto (each an "Initial Stockholder" and collectively, the "Initial Stockholders") and Continental Stock Transfer & Trust Company, a New York corporation (the "Escrow Agent").
10b5-1 Purchase PlanChina Mining Resources Holdings LTD • September 23rd, 2008 • Blank checks
WHEREAS, the Purchaser desires to establish a plan that qualifies for the affirmative defense and safe harbor provided by Rule 10b5-1 ("Rule 10b5-1") under the Securities Exchange Act of 1934, as amended (the "Exchange Act") to purchase warrants (the "Warrants") which entitle the holder thereof to purchase shares of common stock, par value $0.0001 per share (the "Common Stock") of China Mining Resources Holding Limited (the "Issuer").
