0000950144-07-002731 Sample Contracts

AMENDED AND RESTATED WARRANT AGREEMENT
Warrant Agreement • March 27th, 2007 • Freedom Acquisition Holdings, Inc. • Blank checks • New York

This Amended and Restated Warrant Agreement (this “Agreement”) is made as of December 21, 2006, by and between Freedom Acquisition Holdings, Inc., a Delaware corporation, with offices at 1114 Avenue of the Americas, 41st Floor, New York, New York 10036 (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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REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • March 27th, 2007 • Freedom Acquisition Holdings, Inc. • Blank checks • New York

THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is entered into as of the 21st day of December 2006, by and among Freedom Acquisition Holdings, Inc., a Delaware corporation (the “Company”), and the undersigned parties listed under Investor on the signature page hereto (each, an “Investor” and collectively, the “Investors”).

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