0000950124-05-005101 Sample Contracts

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EXHIBIT 1.1 UNDERWRITING AGREEMENT
Underwriting Agreement • August 22nd, 2005 • Asia Automotive Acquisition Corp. • New York
Asia Automotive Acquisition Corporation 401 South Old Woodward, Suite 450 Birmingham, Michigan 48009 Gentlemen: This letter will confirm our agreement that, commencing on the effective date ("Effective Date") of the registration statement for the...
Asia Automotive Acquisition Corp. • August 22nd, 2005

This letter will confirm our agreement that, commencing on the effective date ("Effective Date") of the registration statement for the initial public offering ("IPO") of the securities of Asia Automotive Acquisition Corporation ("AAAC") and continuing until the earlier of the consummation by the Company of a "Business Combination" or AAAC's liquidation (as described in AAAC's IPO prospectus) (the "Termination Date"), Asia Development Capital LLC shall make available to AAAC certain general and administrative services, due diligence and global customer contact services, including office space, personnel, travel expenses, utilities and secretarial support as may be required by AAAC from time to time, situated at Asia Development Capital, LLC's offices in:

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Asia Automotive Acquisition Corp. • August 22nd, 2005 • New York

Each Unit ("Unit") consists of one (1) share of common stock, par value $.0001 per share ("Common Stock"), of Asia Automotive Acquisition Corp., a Delaware corporation (the "Company"), and one warrant (the "Warrants"). Each Warrant entitles the holder to purchase one (1) share of Common Stock for $6.00 per share (subject to adjustment). Each Warrant will become exercisable on later of (i) the Company's completion of a merger, capital stock exchange, asset acquisition or other similar business combination and (ii) ___________, 2006, and will expire unless exercised before 5:00 p.m., New York City Time, on ____________, 2010, or earlier upon redemption (the "Expiration Date"). The Common Stock and Warrants comprising the Units represented by this certificate are not transferable separately prior to ___________, 2005, subject to earlier separation in the discretion of Rodman and Renshaw. The terms of the Warrants are governed by a Warrant Agreement, dated as of ___________, 2005, between

EXHIBIT 10.10 Rodman & Renshaw, LLC 1270 Avenue of the Americas, 16th Floor New York, NY 10020 Re: Asia Automotive Acquisition Corporation Gentlemen: This letter will confirm the agreement of the undersigned to purchase warrants ("Warrants") of Asia...
Asia Automotive Acquisition Corp. • August 22nd, 2005

This letter will confirm the agreement of the undersigned to purchase warrants ("Warrants") of Asia Automotive Acquisition Corporation ("Company") included in the units ("Units") being sold in the Company's initial public offering ("IPO") upon the terms and conditions set forth herein. Each Unit is comprised of one share of Common Stock and one Warrant. The shares of Common Stock and Warrants will not be separately tradeable until 20 days after the effective date of the Company's IPO unless Rodman & Renshaw, LLC ("Rodman") informs the Company of its decision to allow earlier separate trading.

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