private equity credit agreement 私募股权投资协议（范本）.doc

PRIVATE EQUITY CREDIT AGREEMENT
BY AND BETWEEN
A,
a corporation
AND
B,
pany
Dated as of , 2010
This PRIVATE EQUITY CREDIT AGREEMENT is entered into as of 2010 (this "AGREEMENT"), by and between A, a Islands limited pany ("INVESTOR"), and B, a Delaware
corporation (the "COMPANY").
WHEREAS, the parties desire that, upon the terms and subject to the conditions contained herein, pany may issue and sell to Investor, from time to time as provided herein, and Investor shall purchase, shares of the
Common Stock (as defined below) with an aggregate purchase price not to exceed $ ; and
WHEREAS, such investments will be made in reliance upon the provisions of Section 4(2) ("SECTION 4(2)") of the Securities Act of 1933 and the rules and
regulations promulgated thereunder (the "SECURITIES ACT"), and/or upon such
other exemption from the registration requirements of the Securities Act as may
be available with respect to any or all of the investments mon Stock to be
made hereunder.
NOW, THEREFORE, the parties hereto agree as follows:
ARTICLE I
CERTAIN DEFINITIONS
Section DEFINED TERMS. As used in this Agreement, the following terms
shall have the following meanings specified or indicated (such meanings to be
equally applicable to both the singular and plural forms of the terms defined).
"AFFILIATE" shall mean, with respect to the Person referred to any
officer, director, or employee of the Person, and any Person who controls that
Person within the meaning of Section 20 of the Exchange Act and Section 15 of
the Securities Act.
"AGREEMENT" shall have the meaning specified in the preamble hereof.
"BID PRICE" shall mean the closing bid price of mon Stock on
the Principal Market.
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"BY-LAWS" shall have the meaning specified in Section .
"CERTIFICATE" shall have the meaning specified in Section .
"CLAIM NOTICE" shall have the meaning specified in Section (a).
"CLOSING" shall mean one of the closings of a purchase and sale