0001615774-14-000465 Sample Contracts

4,000,000 Units CB Pharma Acquisition Corp. UNDERWRITING AGREEMENT
Underwriting Agreement • December 9th, 2014 • CB Pharma Acquisition Corp. • Blank checks • New York

CB Pharma Acquisition Corp., a Cayman Islands exempted company with limited liability (the “Company”), hereby confirms its agreement with EarlyBirdCapital, Inc. (the “Representative”) and with the other underwriters named on Schedule A hereto (if any), for which the Representative is acting as representative (the Representative and such other underwriters being collectively referred to herein as the “Underwriters” or, each underwriter individually, an “Underwriter”) as follows:

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WARRANT AGREEMENT
Warrant Agreement • December 9th, 2014 • CB Pharma Acquisition Corp. • Blank checks • New York

Agreement made as of _______, 2014 between CB Pharma Acquisition Corp., a Cayman Islands Company, with offices at 24 New England Executive Park, Suite 105, Burlington, Massachusetts 01803 (“Company”), and Continental Stock Transfer & Trust Company, a New York corporation, with offices at 17 Battery Place, New York, New York 10004 (“Warrant Agent”).

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