4,500,000 Units BBV Vietnam S.E.A. Acquisition Corp. FORM UNDERWRITING AGREEMENTUnderwriting Agreement • January 17th, 2008 • BBV Vietnam S.E.A. Acquisition Corp. • Blank checks • New York
The undersigned, BBV Vietnam S.E.A. Acquisition Corp., a Republic of the Marshall Islands corporation (“Company”), hereby confirms its agreement with Ladenburg Thalmann & Co. Inc. and Chardan Capital Markets, LLC (hereinafter referred to as “you”, “Ladenburg”, “Chardan”, or, collectively, as the “Representatives”) and with the other underwriters named on Schedule A hereto for which you are acting as Representatives (the Representatives and the other Underwriters being collectively referred to herein as the “Underwriters” or, individually, an “Underwriter”) as follows:
FORM INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • January 17th, 2008 • BBV Vietnam S.E.A. Acquisition Corp. • Blank checks • New York
Pursuant to the Investment Management Trust Agreement between BBV Vietnam S.E.A. Acquisition Corp. (the “Company”) and Continental Stock Transfer & Trust Company dated as of __________ (the “Trust Agreement”), this is to advise you that the Trust Account, as defined in the Trust Agreement, has incurred a total of $__________ in taxes (the “Tax Payments”) for the period from __________ __, 200__ to __________ __, 200__ (the “Tax Period”) as a result of interest and other income earned on the Property, as defined in the Trust Agreement, during the Tax Period.
