0001204459-10-002155 Sample Contracts

INDEMNIFICATION AGREEMENT
Indemnification Agreement • September 9th, 2010 • JINHAO MOTOR Co • Motorcycles, bicycles & parts • New York

This Indemnification Agreement, dated as of September 2, 2010, is made by and between Jinhao Motor Company, a Nevada corporation (the “Company”), and Stanley Leung, a director of the Company (the “Indemnitee”).

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INVESTORS’ RIGHTS AGREEMENT
Investors’ Rights Agreement • September 9th, 2010 • JINHAO MOTOR Co • Motorcycles, bicycles & parts • New York

THIS INVESTORS’ RIGHTS AGREEMENT is made as of the 2nd day of September 2010, by and among Jinhao Motor Company (the “Company”), the investors listed on the Schedule of Series A Preferred Investors attached hereto as Exhibit A and identified on the signature pages hereto (each, an “Investor” and collectively, the “Investors”) and Mr. Tsoi Chak Shing (the “Major Shareholder”).

PLEDGE AGREEMENT
Pledge Agreement • September 9th, 2010 • JINHAO MOTOR Co • Motorcycles, bicycles & parts • New York

THIS PLEDGE AGREEMENT (this “Agreement”), made as of September 2, 2010, is between Tsoi Chak Shing (the “Pledgor”) and the secured parties identified on the signature pages hereto (each a “Secured Party” and, collectively, the “Secured Parties”).

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