0001144204-05-037568 Sample Contracts

20,000,000 Units STAR MARITIME ACQUISITION CORP. UNDERWRITING AGREEMENT
Underwriting Agreement • November 23rd, 2005 • Star Maritime Acquisition Corp. • Blank checks • New York

The undersigned, Star Maritime Acquisition Corp., a Delaware corporation (“Company”), along with the individuals whose names appear on the signature page hereto (but solely with respect to the Sections hereof indicated thereon), hereby confirms its agreement with Maxim Group LLC (“Maxim” or the “Representative”) and with the other underwriters named on Schedule A hereto for which Maxim is acting as representative (the Representative and the other Underwriters being collectively referred to herein as the “Underwriters” or, individually, an “Underwriter”) as follows:

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INVESTMENT MANAGEMENT TRUST AGREEMENT
Investment Management Trust Agreement • November 23rd, 2005 • Star Maritime Acquisition Corp. • Blank checks • New York

This Agreement is made as of _________, 2005 by and between Star Maritime Acquisition Corp. (the “Company”) and American Stock Transfer & Trust Company (“Trustee”).

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