Unassociated Document


    AMENDMENT
      NO. 2 TO AGREEMENT

     

    This
      AMENDMENT NO. 2, effective as of this __th
      day of
      December, 2007, is made to that certain agreement dated January 23, 2007, as
      amended by Amendment No. 1 on June 30, 2007 (“Agreement”) by and between Kwong
      Kai Shun (Hong Kong Identity Card Number C377425(0)), an individual
      (“Kwong”),
      and
      certain purchasers (each an “Investor”
and
      together the “Investors”)
      of the
      Series A Convertible Preferred Stock (the “Series
      A Stock”)
      of
      ASIA TIME CORPORATION (f/k/a SRKP 9, Inc.), a Delaware corporation (the
“Company”),
      sold
      in that certain private placement (“Private Placement”) conducted by the
      Company. Terms not defined in this Amendment shall have such meanings as set
      forth in the Agreement.

    


    RECITALS

    


    WHEREAS,
      each of the undersigned Investors in the Private Placement and Kwong entered
      into the Agreement providing the Investors with certain rights to have their
      Series A Stock repurchased by Kwong under certain circumstances as set forth
      in
      the Agreement; and

    


    WHEREAS,
      each of the undersigned Investors and Kwong desire to amend the Agreement as
      set
      forth below.

     

    NOW
      THEREFORE, for good and valuable consideration, the receipt of which is hereby
      acknowledged, the parties hereto agree amend the Agreement as
      follow:

    

      
        	 	
                1.

              	
                Section
                  2(d) is added to Section 2, as
                  follows:

              


      

    

    


    Notwithstanding
      anything in this Section 2, the 2007 Net Income shall be determined in
      accordance with US GAAP as set forth in the Company’s audited financial
      statements for the year ending December 31, 2007 except
      that
      (i) any
      and all non-cash charges and expenses related to, or arising out of, the
      convertible bonds and warrants sold by the Company to ABN AMRO Bank N.V. in
      November 2007 and (ii) any and all charges and expenses related to the Private
      Placement of the Series A Stock and the reverse takeover that occurred in
      January 2007 shall be added back to US GAAP net income figures for the purposes
      of calculating the 2007 Net Income under this Agreement.

    

      
        	 	
                2.

              	
                Section
                  3(a) of the Agreement is hereby amended and restated as
                  follows:

              


      

    

    


    
      	 	 	
              “Triggering
                Event”
                means the Common Stock shall fail to be listed for trading on a Trading
                Market on or before March 31, 2008.


            


    

    

      
        	 	
                3.

              	
                Except
                  as amended herein, the Agreement shall remain in full force and
                  effect.

              


      

    

    


    4.    This
      Amendment may be executed in any number of facsimile counterparts, each of
      which
      shall be an original, but which together constitute one and the same instrument.
      

    


    5.    All
      the
      provisions of “Section 4. Miscellaneous” of the Agreement are herein
      incorporated by this reference, including, but not limited to, the sections
      regarding governing law.

    


    


    [SIGNATURE
      PAGES TO FOLLOW]

     

    
      
         

      

      
         

        
          

        

      

      
         

      

    


    IN
      WITNESS WHEREOF, the undersigned have executed this Amendment as of the date
      first written above. 

    


    
      	 	 	 
	 	KWONG
	 
 	 
 	 
 
	
            	By:  	/s/ Kwong
              Kai
              Shun
	 	
              
Kwong
              Kai Shun
	 	
              (Hong
                Kong Identity Card Number C377425(0))

            
	 	Room 1601-1604, 16/F., CRE Centre 
	 	889 Cheung Sha Wan Road, Kowloon, Hong
              Kong 
	 	 
	 	Address:                                                                         
	 	Telephone:                                                                      
              
	 	Facsimile:                                                                        


    

     

     

     

     

    [KWONG
      SIGNATURE PAGE]

    


    
      
         

      

      
        2

        
          

        

      

      
         

      

    


    IN
      WITNESS WHEREOF, the undersigned have executed this Amendment as of the date
      first written above. 

    


    
      	 	 	 
	 	INVESTORS
	 
 	 
 	 
 
	
            	
            	
            
	 	
              

            
	 	Address:                                                                           
              
	 	 
	 	Telephone:                                                                       
              
	 	Facsimile:                                                                         
              


    

     

     

    
      [INVESTOR
        SIGNATURE PAGE]



    
      
         

      

      
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