0000950134-07-024777 Sample Contracts

FORM OF UNDERWRITING AGREEMENT] 20,000,000 Units Atlas Acquisition Holdings Corp. UNDERWRITING AGREEMENT
Underwriting Agreement • December 3rd, 2007 • Atlas Acquisition Holdings Corp. • Blank checks • New York
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FORM OF WARRANT AGREEMENT
Warrant Agreement • December 3rd, 2007 • Atlas Acquisition Holdings Corp. • Blank checks • New York

This WARRANT AGREEMENT (this “Agreement”) is made as of [___], 2007, by and between Atlas Acquisition Holdings Corp., a Delaware corporation, with offices at c/o Hauslein & Company, Inc., 11450 SE Dixie Highway, Suite 105, Hobe Sound, Florida 33455 (the “Company”), and American Stock Transfer & Trust Company, a New York corporation, with offices at 59 Maiden Lane, Plaza Level, New York, New York 10038 (the “Warrant Agent”).

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