EXHIBIT 1.1 UNDERWRITING AGREEMENTUnderwriting Agreement • July 1st, 2005 • Manhattan Maritime Enterprises, Inc. • New York
EXHIBIT 4.5 WARRANT AGREEMENT Agreement made as of _____________, 2005 between Manhattan Maritime Enterprises, Inc., a Delaware corporation, with offices at 645 Fifth Avenue, New York, New York 10022 ("Company"), and Continental Stock Transfer & Trust...Warrant Agreement • July 1st, 2005 • Manhattan Maritime Enterprises, Inc. • New York
EXHIBIT 10.16 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this "AGREEMENT") is entered into as of the ____ day of _______, 2005, by and among Manhattan Maritime Enterprises, Inc., a Delaware corporation (the "COMPANY") and the...Registration Rights Agreement • July 1st, 2005 • Manhattan Maritime Enterprises, Inc. • New York
EXHIBIT 10.12 INVESTMENT MANAGEMENT TRUST AGREEMENT ------------------------------------- This Agreement is made as of _____________, 2005 by and between Manhattan Maritime Enterprises, Inc. (the "Company") and Continental Stock Transfer & Trust...Investment Management Trust Agreement • July 1st, 2005 • Manhattan Maritime Enterprises, Inc. • New York
EXHIBIT 10.13 STOCK ESCROW AGREEMENT STOCK ESCROW AGREEMENT, dated as of _________, 2005 ("Agreement"), by and among MANHATTAN MARITIME ENTERPRISES, INC., a Delaware corporation ("Company"), each of the stockholders of the Company set forth on EXHIBIT...Stock Escrow Agreement • July 1st, 2005 • Manhattan Maritime Enterprises, Inc. • New York
Delivery and Payment: Delivery of the Units shall be made on or about ________, 2005 or such later date as we may advise on not less than one day's notice to you, at the office of Ladenburg Thalmann & Co. Inc., 590 Madison Avenue, 34th Floor, New...Selected Dealers Agreement • July 1st, 2005 • Manhattan Maritime Enterprises, Inc. • New York
OFManhattan Maritime Enterprises, Inc. • July 1st, 2005 • New York
June 30, 2005 Ladenburg Thalmann & Co. Inc. 590 Madison Avenue 34th Floor New York, New York 10022 Re: Manhattan Maritime Enterprises, Inc. ------------------------------------ Gentlemen: This letter will confirm the agreement of the undersigned to...Manhattan Maritime Enterprises, Inc. • July 1st, 2005
Manhattan Group Partners, LLC 645 Fifth Avenue New York, New York 10022 Gentlemen: This letter will confirm our agreement that, commencing on the effective date ("Effective Date") of the registration statement for the initial public offering ("IPO")...Manhattan Maritime Enterprises, Inc. • July 1st, 2005
This letter will confirm our agreement that, commencing on the effective date ("Effective Date") of the registration statement for the initial public offering ("IPO") of the securities of Manhattan Maritime Enterprises, Inc. ("MME") and continuing until the earlier of the consummation by MME of a "Business Combination" or MME's liquidation (as described in MME's IPO prospectus) (the "Termination Date"), Manhattan Group Partners, LLC shall make available to MME certain office space, utilities and secretarial support as may be required by MME from time to time, situated at 645 Fifth Avenue, New York, New York 10022. In exchange therefor, MME shall pay Manhattan Group Partners, LLC the sum of $7,500 per month on the Effective Date and continuing monthly thereafter until the Termination Date.
