Chardan North China Acquisition Corporation
Exhibit
10.8
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May
16,
2006
Continental
Stock Transfer & Trust Company
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Attn:
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EarlyBirdCapital,
Inc.
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Attn:
▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇, Chairman
Gentlemen:
Reference
is made to that certain Investment Management Trust Agreement (the “Agreement”),
dated as of August 2, 2005, between Chardan North China Acquisition Corporation
(“Company”) and Continental Stock Transfer & Trust Company. Section 1(c) is
hereby deleted in its entirety and replaced with the following:
“(c)
In a
timely manner, upon the instruction of the Company, to invest and reinvest
the
Property in United States “Government Securities” with the meaning of Section
2(a)(16) of the Investment Company Act of 1940 having a maturity of 180 days
or
less, and/or in any open ended investment company registered under the
Investment Company Act of 1940 that holds itself out as a money market fund
selected by the Company meeting the conditions of paragraphs (c)(2), (c)(3)
and
(c)(4) of Rule 2a-7 promulgated under the Investment Company Act of 1940; as
determined by the Company;”
Except
as
indicated above, the Agreement shall remain in full force and
effect.
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CHARDAN
NORTH CHINA ACQUISITION
CORPORATION
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Name: ▇▇▇▇▇▇▇
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Title: Chairman
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Acknowledged
and agreed this 16 day of May, 2006
CONTINENTAL
STOCK TRANSFER &
TRUST
COMPANY
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Name: ▇▇▇▇▇▇
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Title: Chairman
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The
undersigned is required to consent to this amendment pursuant to Section 5(c)
of
the Investment Management Trust Agreement and hereby does so.
EARLYBIRDCAPITAL,
INC.
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Name:
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Title: President
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