0001437749-10-003026 Sample Contracts

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • September 16th, 2010 • China Golf Group, Inc. • Heavy construction other than bldg const - contractors • New York

This Registration Rights Agreement (this "Agreement") is made and entered into as of September 10, 2010, by and among China Golf Group, Inc., a Delaware corporation (the “Company”), and the investors named on the signature page of this Agreement (each a "Investor" and collectively, the "Investors").

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SECURITIES ESCROW AGREEMENT
Securities Escrow Agreement • September 16th, 2010 • China Golf Group, Inc. • Heavy construction other than bldg const - contractors • New York

This Securities Escrow Agreement (this “Agreement”) is made on September 10, 2010, by and among China Golf Group, Inc., a Delaware corporation (the “Company”), and the investors named on the signature page of this Agreement (together, the “Investors” and each an “Investor”) and Guzov Ofsink, LLC (the “Escrow Agent”). The aforementioned are also referred to individually herein as a “Party” and collectively herein as the “Parties.”

CLOSING ESCROW AGREEMENT
Closing Escrow Agreement • September 16th, 2010 • China Golf Group, Inc. • Heavy construction other than bldg const - contractors • New York

This Closing Escrow Agreement, dated as of September 10, 2010 (this “Agreement”), is entered into by and among China Golf Group, Inc., a Delaware corporation (the “Company”), and the investors named on the signature page of this Agreement (together, the “Investors” and each an “Investor” or an “Escrowing Party”) and Guzov Ofsink LLC (the “Escrow Agent”). The principal address of each party hereto is set forth on Exhibit A.

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • September 16th, 2010 • China Golf Group, Inc. • Heavy construction other than bldg const - contractors • New York

This SECURITIES PURCHASE AGREEMENT (the “Agreement”) is made and entered into as of the 10th day of September, 2010 between China Golf Group, Inc., a Delaware corporation (the “Company”), and the investors named on the signature page of this Agreement (together, the “Investors” and each an “Investor”).

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