TABLE OF CONTENTS ARTICLE PAGE 1 Rent 2 2 Occupancy 2 S Alterations and Installations 2 4 Repairs 5 5 Requirements of Law; Fire Insurance 6 6 Subordination 7 7 Loss, Damage, Reimbursement, Liability, Etc8 S Destruction- Fire or Other Cause 10 9...Agreement • March 27th, 1997 • First Albany Companies Inc • Security brokers, dealers & flotation companies
WITNESSETH:Lease • March 29th, 2000 • First Albany Companies Inc • Security brokers, dealers & flotation companies
EXHIBIT A EXCHANGE AGREEMENT EXCHANGE AGREEMENT, dated December 20, 2002 (the "Agreement"), by and between FIRST ALBANY COMPANIES INC., a New York corporation ("FAC"), and MECHANICAL TECHNOLOGY INCORPORATED, a New York corporation ("MTI"). WHEREAS,...Exchange Agreement • December 30th, 2002 • First Albany Companies Inc • Security brokers, dealers & flotation companies • New York
FIRST AMENDMENT TO LEASE (Exhibit 10.15a) ---------------- THIS FIRST AMENDMENT TO LEASE (this "Amendment"), dated as of October __,1992, by and between OLYMPIA & YORK STATE LIMITED PARTNERSHIP, a Massachusetts limited partnership ("Landlord"), and...Lease • August 13th, 1999 • First Albany Companies Inc • Security brokers, dealers & flotation companies
andRights Agreement • March 30th, 1998 • First Albany Companies Inc • Security brokers, dealers & flotation companies • New York
CONSENTSublease Agreement • December 22nd, 1995 • First Albany Companies Inc • Security brokers, dealers & flotation companies
ASSET PURCHASE AGREEMENT dated as of May 8, 2000 by and among FIRST UNION SECURITIES, INC., FIRST ALBANY COMPANIES INC.Asset Purchase Agreement • May 15th, 2000 • First Albany Companies Inc • Security brokers, dealers & flotation companies
INDEMNIFICATION AGREEMENTIndemnification Agreement • August 9th, 2013 • Gleacher & Company, Inc. • Security brokers, dealers & flotation companies • Delaware
This Indemnification Agreement, dated as of , is made by and between Gleacher & Company, Inc., a Delaware corporation (the “Corporation”), and (the “Indemnitee”).
IN WITNESS WHEREOF, this Amendment has been executed and delivered as of the date first written above. FIRST ALBANY CORPORATION By: /s/ ALAN GOLDBERG ------------------------- Name: Title: LENDER By: /s/ SHARON M. DUKER --------------------------...Subordinated Loan Agreement • March 25th, 1998 • First Albany Companies Inc • Security brokers, dealers & flotation companies
EXHIBIT 10.23 NOTE $2,500,000.00*** Albany, New York December 23, 1997Loan Agreement • March 25th, 1998 • First Albany Companies Inc • Security brokers, dealers & flotation companies
BROADPOINT GLEACHER SECURITIES GROUP, INC.Incentive Compensation Plan Restricted Stock Units Agreement • March 15th, 2010 • Broadpoint Gleacher Securities Group, Inc. • Security brokers, dealers & flotation companies • New York
THIS RESTRICTED STOCK UNITS AGREEMENT (the “Agreement”) confirms the grant on February 11, 2010 (the “Grant Date”) by Broadpoint Gleacher Securities Group, Inc., a New York corporation (the “Company”), to Peter McNierney (“Employee”) of Restricted Stock Units (the “Units”), including rights to Dividend Equivalents as specified herein, as follows:
Broadpoint Gleacher Securities Group, Inc. (a New York corporation) 20,000,000 Shares of Common Stock PURCHASE AGREEMENTPurchase Agreement • July 28th, 2009 • Broadpoint Gleacher Securities Group, Inc. • Security brokers, dealers & flotation companies • New York
MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED BROADPOINT CAPITAL, INC. SANDLER O’NEILL & PARTNERS, L.P. as Representatives of the several Underwriters c/o Merrill Lynch, Pierce, Fenner & Smith Incorporated One Bryant Park New York, New York 10036
GLEACHER & COMPANY, INC. RESTRICTED STOCK AGREEMENTRestricted Stock Agreement • March 20th, 2012 • Gleacher & Company, Inc. • Security brokers, dealers & flotation companies • New York
THIS RESTRICTED STOCK AGREEMENT (the “Agreement”) confirms the grant on February 15, 2012 (the “Grant Date”) by Gleacher & Company, Inc., a Delaware corporation (the “Company”), to John Griff (“Employee”) of shares of restricted stock (the “Restricted Shares”), as follows:
STOCK PLEDGE AGREEMENTStock Pledge Agreement • March 30th, 2001 • First Albany Companies Inc • Security brokers, dealers & flotation companies • New York
THIS STOCK PLEDGE AGREEMENT, dated as of December 27, 2000 (herein as amended or otherwise modified, the "Agreement"), by MECHANICAL TECHNOLOGY INCORPORATED, a New York corporation (herein, together with its successors and assigns, the "Pledgor" or the "Borrower"), with FIRST ALBANY COMPANIES INC., a corporation organized under the laws of the State of New York (herein, together with its successors and assigns, the "Lender"). Terms used in this Agreement and not otherwise defined shall have the meanings assigned to them in the Put Note referred to below.
AMENDED AND RESTATED LIMITED GUARANTYLimited Guaranty • March 20th, 2012 • Gleacher & Company, Inc. • Security brokers, dealers & flotation companies • New York
AMENDED AND RESTATED LIMITED GUARANTY, dated as of March 15, 2012 (as amended, supplemented, or otherwise modified from time to time, this “Guaranty”), made by Gleacher and Company, Inc., a Delaware corporation (the “Guarantor”), in favor of Credit Suisse First Boston Mortgage Capital, LLC (the “Buyer”).
FULLY DISCLOSED CLEARING AGREEMENT OF PERSHING LLC ([FINRA MEMBER])Disclosed Clearing Agreement • March 18th, 2013 • Gleacher & Company, Inc. • Security brokers, dealers & flotation companies • New York
THIS AGREEMENT is made and entered into this 26 day of February, 2008 by and between Pershing LLC (“Pershing”), a limited liability company, and Broadpoint Capital, Inc. (“Broker”), a New York corporation.
BROADPOINT GLEACHER SECURITIES GROUP, INC.Incentive Compensation Plan Restricted Stock Units Agreement • March 15th, 2010 • Broadpoint Gleacher Securities Group, Inc. • Security brokers, dealers & flotation companies • New York
THIS RESTRICTED STOCK UNITS AGREEMENT (the “Agreement”) confirms the grant on February 11, 2010 (the “Grant Date”) by Broadpoint Gleacher Securities Group, Inc., a New York corporation (the “Company”), to Patricia Arciero-Craig (“Employee”) of Restricted Stock Units (the “Units”), including rights to Dividend Equivalents as specified herein, as follows:
BROADPOINT SECURITIES GROUP, INC.Incentive Compensation Plan Stock Option Agreement • March 26th, 2009 • Broadpoint Securities Group, Inc. • Security brokers, dealers & flotation companies • New York
THIS STOCK OPTION AGREEMENT (the “Agreement”) confirms the grant on December 18, 2008 (the “Grant Date”) by Broadpoint Securities Group, Inc., a New York corporation (the “Company”), to Peter McNierney (“Employee”) of non-qualified options (“Options”) to acquire shares of the Company’s common stock (“Shares”), as follows:
JOINT FILING AGREEMENTJoint Filing Agreement • March 6th, 2008 • Broadpoint Securities Group, Inc. • Security brokers, dealers & flotation companies
In accordance with Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing of MatlinPatterson FA Acquisition LLC, MatlinPatterson LLC, MatlinPatterson Asset Management LLC, MatlinPatterson Global Advisers LLC, MatlinPatterson Global Partners II LLC, MatlinPatterson Global Opportunities Partners II L.P., MatlinPatterson Global Opportunities Partners (Cayman) II L.P., David J. Matlin, and Mark R. Patterson, on behalf of each of them a statement on Schedule 13D (including amendments thereto) with respect to shares of common stock, par value $0.01 per share, of Broadpoint Securities Group, Inc., formerly known as First Albany Companies Inc., a New York corporation, and that this Agreement be included as an Exhibit to such joint filing. This Agreement may be executed in any number of counterparts all of which taken together shall constitute one and the same instrument.
NON-COMPETITION AND NON-SOLICITATION AGREEMENTNon-Competition and Non-Solicitation Agreement • March 17th, 2014 • Gleacher & Company, Inc. • Security brokers, dealers & flotation companies • New York
THIS NON-COMPETITION AND NON-SOLICITATION AGREEMENT (the “Agreement”) is made by and between Broadpoint Securities Group, Inc., a New York corporation and its successors (“Broadpoint”), and the undersigned prospective stockholder (the “Stakeholder”) in Broadpoint.
AGREEMENT AND PLAN OF MERGER by and among BROADPOINT SECURITIES GROUP, INC., MAGNOLIA ADVISORY LLC, GLEACHER PARTNERS INC., CERTAIN STOCKHOLDERS OF GLEACHER PARTNERS INC., and EACH OF THE HOLDERS OF INTERESTS IN GLEACHER HOLDINGS LLC Dated as of March...Agreement and Plan of Merger • March 17th, 2014 • Gleacher & Company, Inc. • Security brokers, dealers & flotation companies • New York
ASSET PURCHASE AGREEMENT Dated as of March 6, 2007 Among DEPFA BANK PLC, FIRST ALBANY CAPITAL INC. and FIRST ALBANY COMPANIES INCAsset Purchase Agreement • March 18th, 2013 • Gleacher & Company, Inc. • Security brokers, dealers & flotation companies • New York
This ASSET PURCHASE AGREEMENT (this “Agreement”), dated as of March 6, 2007, among DEPFA BANK plc, an Irish public limited company (“Buyer”), First Albany Capital Inc., a New York corporation (“Seller”), and First Albany Companies Inc., a New York corporation (“Parent”).
EMPLOYMENT AGREEMENTEmployment Agreement • June 30th, 2006 • First Albany Companies Inc • Security brokers, dealers & flotation companies • New York
EMPLOYMENT AGREEMENT (this “Agreement”), dated as of June 30, 2006 (the “Effective Date”), between FIRST ALBANY COMPANIES INC., a New York corporation (the “Company”), and BRIAN COAD (the “Executive”).
FIRST ALBANY COMPANIES INC.Incentive Compensation Plan Restricted Stock Units Agreement • March 18th, 2013 • Gleacher & Company, Inc. • Security brokers, dealers & flotation companies • New York
THIS RESTRICTED STOCK UNITS AGREEMENT (the “Agreement”) confirms the grant on September 21, 2007 (the “Grant Date”) by First Albany Companies Inc., a New York corporation (the “Company”), to [insert name of employee] (“Employee”) of Restricted Stock Units (the “Units”), including rights to Dividend Equivalents as specified herein, as follows:
GLEACHER & COMPANY, INC.2007 Incentive Compensation Plan Stock Option Agreement • August 8th, 2011 • Gleacher & Company, Inc. • Security brokers, dealers & flotation companies • Delaware
THIS STOCK OPTION AGREEMENT (this “Agreement”) confirms the grant on August 4, 2011 (the “Grant Date”) by Gleacher & Company, Inc., a Delaware corporation (the “Company”), to John Griff (“Employee”) of non-qualified options (“Options”) to acquire shares of the Company’s common stock (“Shares”), as follows:
Put and Call AgreementPut and Call Agreement • March 30th, 2001 • First Albany Companies Inc • Security brokers, dealers & flotation companies • New York
Put and Call Agreement among Mechanical Technology Incorporated, a New York corporation ("MTI"), First Albany Companies Inc., a New York corporation ("FAC"), and KeyBank National Association, a national banking association ("Key"), dated as of December 27, 2000.
NOTEFirst Albany Companies Inc • December 22nd, 1995 • Security brokers, dealers & flotation companies • New York
FORM OF STOCK APPRECIATION RIGHT AGREEMENT (Change of Control – Single Trigger) pursuant to the FIRST ALBANY COMPANIES INC.Stock Appreciation Right Agreement • March 28th, 2007 • First Albany Companies Inc • Security brokers, dealers & flotation companies • New York
THIS STOCK APPRECIATION RIGHT AGREEMENT (this “Agreement”), dated as of the Grant Date specified above, is entered into by and between First Albany Companies Inc., a New York corporation (the “Company”), and the Participant specified above, pursuant to the First Albany Companies Inc. 2001 Long-Term Incentive Plan, as in effect and as amended from time to time (the “Plan”); and
GLEACHER & COMPANY, INC. STOCK OPTION AGREEMENTStock Option Agreement • May 10th, 2011 • Gleacher & Company, Inc. • Security brokers, dealers & flotation companies • Delaware
THIS STOCK OPTION AGREEMENT (this “Agreement”) confirms the grant on May 9, 2011 (the “Grant Date”) by Gleacher & Company, Inc., a Delaware corporation (the “Company”), to Thomas J. Hughes (“Employee”) of non-qualified options (“Options”) to acquire shares of the Company’s common stock (“Shares”), as follows:
GLEACHER & COMPANY, INC.2007 Incentive Compensation Plan Restricted Stock Units Agreement • March 15th, 2011 • Gleacher & Company, Inc. • Security brokers, dealers & flotation companies • Delaware
THIS RESTRICTED STOCK UNITS AGREEMENT (the “Agreement”) confirms the grant on February 15, 2011 (the “Grant Date”) by Gleacher & Company, Inc., a Delaware corporation (the “Company”), to Jeffrey Kugler (“Employee”) of Restricted Stock Units (the “Units”), including rights to Dividend Equivalents as specified herein, as follows:
CO-INVESTOR JOINDER AGREEMENTInvestor Joinder Agreement • September 27th, 2007 • First Albany Companies Inc • Security brokers, dealers & flotation companies • New York
THIS CO-INVESTOR JOINDER AGREEMENT (“Co-Investor Joinder Agreement”), dated as of September 21, 2007, by and among FIRST ALBANY COMPANIES INC., a New York corporation (the “Company”), MATLINPATTERSON FA ACQUISITION LLC, a Delaware limited liability company (the “Investor”), and ROBERT M. TIRSCHWELL (the “Co-Investor”).
Re: Key Employee Retention AgreementGleacher & Company, Inc. • October 22nd, 2013 • Security brokers, dealers & flotation companies • New York
On behalf of Gleacher & Company, Inc. (together with its successors and assigns, the “Company”), I am pleased to provide you with this key employee retention agreement (the “Agreement”), which sets forth the terms of your compensation for the Retention Period. The terms of the Agreement are as follows:
STOCK PURCHASE AGREEMENT Dated as of March 4, 2008 among BROADPOINT SECURITIES GROUP, INC., MAST CREDIT OPPORTUNITIES I MASTER FUND LIMITED, MATLINPATTERSON FA ACQUISITION LLC and THE INDIVIDUAL INVESTORS LISTED ON THE SIGNATURE PAGESStock Purchase Agreement • March 6th, 2008 • Broadpoint Securities Group, Inc. • Security brokers, dealers & flotation companies • New York
STOCK PURCHASE AGREEMENT (this “Agreement”), dated as of March 4, 2008, among BROADPOINT SECURITIES GROUP, INC. a New York corporation (the “Company”), MAST CREDIT OPPORTUNITIES I MASTER FUND LIMITED, a Cayman Islands corporation (the “Mast Investor”), MATLINPATTERSON FA ACQUISITION LLC, a Delaware limited liability company (the “MatlinPatterson Investor” and, together with the Mast Investor, the “Fund Investors”), and the individuals listed as Individual Investors on the signature pages hereto (the “Individual Investors” and, together with the Fund Investors, the “Investors”),
LOAN AGREEMENTLoan Agreement • March 16th, 2006 • First Albany Companies Inc • Security brokers, dealers & flotation companies
THIS LOAN AGREEMENT made as of the 30th day of December, 2005 by and between FIRST ALBANY COMPANIES INC., a New York corporation, with its principal office and place of business as of the date hereof at 677 Broadway, Albany, New York 12207 (the "Borrower"), and KEYBANK NATIONAL ASSOCIATION, a national banking association organized and existing under the laws of the United States of America, with an office for the transaction of business as of the date hereof at 66 South Pearl Street, Albany, New York, 12207 (the "Bank").
GLEACHER & COMPANY, INC. INDUCEMENT STOCK OPTION AGREEMENTInducement Stock Option Agreement • May 10th, 2011 • Gleacher & Company, Inc. • Security brokers, dealers & flotation companies • Delaware
THIS INDUCEMENT STOCK OPTION AGREEMENT (this “Agreement”) confirms the grant on May 9, 2011 (the “Grant Date”) by Gleacher & Company, Inc., a Delaware corporation (the “Company”), to Thomas Hughes (“Employee”) of non-qualified options (“Options”) to acquire shares of the Company’s common stock (“Shares”), as follows:
