Third Amended and Restated Unit Subscription Agreement Sample Contracts

THIRD AMENDED AND RESTATED UNIT SUBSCRIPTION AGREEMENT
Third Amended and Restated Unit Subscription Agreement • November 30th, 2012 • Chart Acquisition Corp. • Blank checks • New York

This THIRD AMENDED AND RESTATED UNIT SUBSCRIPTION AGREEMENT (this “Agreement”) is made as of the 1st day of November, 2012, amends and restates in its entirety that certain Unit Subscription Agreement dated as of the 11th day of October, 2011, as amended and restated on January 19, 2012 and July 11, 2012 among Chart Acquisition Corp., a Delaware corporation (the “Company”), having its principal place of business at c/o Chart Acquisition Group LLC, 75 Rockefeller Center, 14th Floor, New York, New York 10019 and Cowen Overseas Investment LP, a Cayman Islands limited partnership (“Subscriber”), having its principal place of business at c/o Ramius Advisors, LLC, 599 Lexington Avenue, 27th Floor, New York, NY 10022.

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THIRD AMENDED AND RESTATED UNIT SUBSCRIPTION AGREEMENT
Third Amended and Restated Unit Subscription Agreement • November 20th, 2012 • Chart Acquisition Corp. • Blank checks • New York

This THIRD AMENDED AND RESTATED UNIT SUBSCRIPTION AGREEMENT (this “Agreement”) is made as of the 1st day of November, 2012, and amends and restates in its entirety that certain Unit Subscription Agreement, dated as of the 11th day of October, 2011 as amended and restated on January 19, 2012 and July 11, 2012, among Chart Acquisition Corp., a Delaware corporation (the “Company”), having its principal place of business at c/o Chart Acquisition Group LLC, 75 Rockefeller Center, 14th Floor, New York, New York 10019 and Chart Acquisition Group LLC, a Delaware limited liability company (“Sponsor”), having its principal place of business at 75 Rockefeller Center, 14th Floor, New York, New York 10019.

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