0000930413-07-009032 Sample Contracts

WARRANT AGREEMENT
Warrant Agreement • November 28th, 2007 • China Holdings Acquisition Corp. • Blank checks • New York

This Warrant Agreement made as of November 15, 2007, is between China Holdings Acquisition Corp., a Delaware corporation, with offices at 33 Riverside Avenue, 5th Floor Westport, CT 06880 (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation, with offices at 17 Battery Place, New York, New York 10004 (the “Warrant Agent”).

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INVESTMENT MANAGEMENT TRUST AGREEMENT
Investment Management Trust Agreement • November 28th, 2007 • China Holdings Acquisition Corp. • Blank checks • New York

This INVESTMENT MANAGEMENT TRUST AGREEMENT (this “Agreement”) is made as of November 15, 2007, by and between China Holdings Acquisition Corp. whose principal office is located at 33 Riverside Avenue, 5th Floor, Westport, CT 06880 (the “Company”) and Continental Stock Transfer and Trust Company, located at 17 Battery Place, New York, NY 10004 (the “Trustee”).

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