EXHIBIT 10.8
THE REGISTERED HOLDER OF THIS PURCHASE OPTION, BY ITS ACCEPTANCE HEREOF,
AGREES THAT IT WILL NOT SELL, TRANSFER OR ASSIGN THIS PURCHASE OPTION,
EXCEPT AS HEREIN PROVIDED, AND THE REGISTERED HOLDER OF THIS PURCHASE
OPTION AGREES THAT IT WILL NOT SELL, TRANSFER, ASSIGN, PLEDGE OR
HYPOTHECATE THIS PURCHASE OPTION FOR A PERIOD OF SIX MONTHS FOLLOWING
THE EFFECTIVE DATE (DEFINED BELOW) TO ANYONE OTHER THAN (I) CHARDAN
CAPITAL MARKETS LLC (“CHARDAN”) OR ITS AFFILIATES OR AN UNDERWRITER OR A
SELECTED DEALER IN CONNECTION WITH THE OFFERING (DEFINED HEREIN), OR (II) A
BONA FIDE OFFICER, PARTNER OR EMPLOYEE OF CHARDAN OR OF ANY SUCH
UNDERWRITER OR SELECTED DEALER.
THIS PURCHASE OPTION IS NOT EXERCISABLE PRIOR TO THE LATER OF: (I)
, 2008 [SIX MONTHS FROM EFFECTIVE DATE] AND (II) THE CONSUMMATION
BY CHINA FUNDAMENTAL ACQUISITION CORPORATION (THE “COMPANY”) OF A
MERGER, CAPITAL STOCK EXCHANGE, ASSET ACQUISITION OR OTHER SIMILAR
BUSINESS COMBINATION (A “BUSINESS COMBINATION”) (AS DESCRIBED MORE FULLY
IN THE COMPANY’S REGISTRATION STATEMENT (AS DEFINED HEREIN). THIS
PURCHASE OPTION SHALL BE VOID AFTER 5:00 P.M, NEW YORK CITY LOCAL TIME, ON
, 2013 [FIVE YEARS FROM EFFECTIVE DATE].
UNIT PURCHASE OPTION
FOR THE PURCHASE OF
_________ UNITS
OF
CHINA FUNDAMENTAL ACQUISITION CORPORATION
1. Purchase Option .
THIS CERTIFIES THAT, in consideration of $ duly paid by or on behalf of (collectively, with
its successors and permitted assigns and/or transferees, the “ Holder ”), as registered owner of this Purchase
Option, to China Fundamental Acquisition Corporation, a company formed under the laws of the Cayman
Islands (the “ Company ”), Holder is entitled, at any time or from time to time after the closing of the Offering (as
defined below) and during the period commencing (the “ Commencement Date ”) on the later of: (i) the
consummation of a Business Combination and (ii) , 2008 [six months from the effective da