FORM OF DEPOSIT AGREEMENT among GRIFFON CORPORATION,Deposit Agreement • March 30th, 2009 • Clopay Building Products Company, Inc. • Metal doors, sash, frames, moldings & trim • New York
DEPOSIT AGREEMENT, dated as of [ ], among Griffon Corporation, a Delaware corporation, [ ], a [ ] banking corporation, as Depositary, and all holders from time to time of Receipts issued hereunder.
WARRANT AGREEMENT By and Among GRIFFON CORPORATION andWarrant Agreement • March 30th, 2009 • Clopay Building Products Company, Inc. • Metal doors, sash, frames, moldings & trim • New York
Agreement made as of [ ] between GRIFFON CORPORATION, a Delaware corporation, with offices at 100 Jericho Quadrangle, Jericho, New York 11753 (“Company”), and [ ], a [ ] corporation, with offices at [ ] (“Warrant Agent”).
Form of WarrantWarrant Agreement • March 30th, 2009 • Clopay Building Products Company, Inc. • Metal doors, sash, frames, moldings & trim
THIS CERTIFIES THAT, for value received _____________________________is the registered holder of a Warrant or Warrants expiring on [ ] (unless earlier redeemed in accordance with the terms hereof) (the “Warrant”) to purchase [ ] (“Security”) of Griffon Corporation, a Delaware corporation (the “Company”), for each Warrant evidenced by this Warrant Certificate. Each Warrant entitles the holder thereof to purchase from the Company, commencing [ ], such number of Securities of the Company at the price of $[ ] per whole Security (the “Warrant Price”), upon surrender of this Warrant Certificate and payment of the Warrant Price at the office or agency of the Warrant Agent, [ ] (such payment to be made by certified or official bank check payable to the Company [or through the surrender of other securities]), but only subject to the conditions set forth herein and in the Warrant Agreement between the Company and Warrant Agent. Capitalized terms used herein but not defined shall have the meaning
