0000950123-06-002498 Sample Contracts

Las Vegas Sands Corp. Common Stock, Par Value $0.001 Per Share Underwriting Agreement
Underwriting Agreement • March 2nd, 2006 • Las Vegas Sands Corp • Hotels & motels • New York

Certain stockholders named in Schedule II hereto (the “Selling Stockholders”) of Las Vegas Sands Corp., a Nevada corporation (the “Company”), propose, subject to the terms and conditions stated herein, to sell to the Underwriters named in Schedule I hereto (the “Underwriters”) an aggregate of [ ] shares (the “Firm Shares”) and, at the election of the Underwriters, up to [ ] additional shares (the “Optional Shares”) of common stock, par value $0.001 per share (the “Stock”), of the Company (the Firm Shares and the Optional Shares which the Underwriters elect to purchase pursuant to Section 2 hereto are herein collectively called the “Shares”).

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