Warrant Purchase Sideletter Agreement between EarlyBirdCapital, Inc. and Dr. Richard D. Propper regarding Chardan China Acquisition Corp.

Summary

This agreement is between EarlyBirdCapital, Inc. and Dr. Richard D. Propper. Dr. Propper agrees to purchase up to 1,000,000 warrants of Chardan China Acquisition Corp. at market prices not exceeding $0.65 per warrant, once the warrants become separately tradeable after the company's IPO. EarlyBirdCapital will execute the purchase without charging fees or commissions. The warrants cannot be sold or transferred until after Chardan China Acquisition Corp. completes a business combination with a company operating primarily in China.

EX-10.14 26 file025.txt WARRANT PURCHASE SIDELETTER January 16, 2004 EarlyBirdCapital, Inc. 600 Third Avenue 33rd Floor New York, New York 10016 Re: Chardan China Acquisition Corp. Gentlemen: This letter will confirm the agreement of the undersigned to purchase warrants ("Warrants") of Chardan China Acquisition Corp. ("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 two Warrants. The shares of Common Stock and Warrants will not be separately tradeable until 90 days after the effective date of the Company's IPO unless EarlyBirdCapital, Inc. ("EBC") informs the Company of its decision to allow earlier separate trading. The undersigned agrees that this letter agreement constitutes an irrevocable order for EBC to purchase for the undersigned's account following on the date separate trading of the Warrants commences up to 1,000,000 Warrants at market prices not to exceed $0.65 per Warrant ("Maximum Warrant Purchase"). EBC (or such other broker dealer(s) as EBC may assign the order to) agrees to fill such order in such amounts and at such times as it may determine, in its sole discretion. EBC further agrees that it will not charge the undersigned any fees and/or commissions with respect to such purchase obligation. The undersigned may notify EBC that all or part of his respective Maximum Warrant Purchase will be made by an affiliate of the undersigned (or another person or entity introduced to EBC by the undersigned (a "Designee")) who (or which) has an account at EBC and, in such event, EBC will make such purchase on behalf of said affiliate or Designee; provided, however, that the undersigned hereby agrees to make payment of the purchase price of such purchase in the event that the affiliate or Designee fails to make such payment. The undersigned agrees that neither he nor any affiliate or Designee shall sell or transfer the Warrants until after the consummation of a merger, capital stock exchange, asset acquisition or other similar business combination with a which has its primary operating facilities located in the People's Republic of China and acknowledges that, at the option of EBC, the certificates for such Warrants shall contain a legend indicating such restriction on transferability. Very truly yours, /s/ Dr. Richard D. Propper -------------------------- Dr. Richard D. Propper