0001499573-10-000063 Sample Contracts

UNDERWRITING AGREEMENT between
Underwriting Agreement • December 22nd, 2010 • FlatWorld Acquisition Corp. • Blank checks • New York

The undersigned, FLATWORLD ACQUISITION CORP., a British Virgin Islands business company with limited liability (the “Company”), hereby confirms its agreement with Rodman & Renshaw, LLC (hereinafter referred to as “you” (including its correlatives) or the “Representative”) and with the other underwriters named on Schedule 1 hereto for which the Representative is acting as representative (the Representative and such other underwriters being collectively called the “Underwriters” or, individually, an “Underwriter”) as follows:

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