0000950103-06-002626 Sample Contracts

FORM OF WARRANT AGREEMENT] GSC ACQUISITION COMPANY and AMERICAN STOCK TRANSFER & TRUST COMPANY, as Warrant Agent WARRANT AGREEMENT Dated as of [ ], 2007
Warrant Agreement • November 20th, 2006 • GSC Acquisition Co • New York

WARRANT AGREEMENT dated as of [ ], 2007, between GSC Acquisition Company, a Delaware corporation (the “Company”), and American Stock Transfer & Trust Company, a New York corporation, as Warrant Agent (the “Warrant Agent”).

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GSC ACQUISITION COMPANY INITIAL FOUNDER’S SECURITIES PURCHASE AGREEMENT
Initial Founder’s Securities Purchase Agreement • November 20th, 2006 • GSC Acquisition Co • New York

THIS INITIAL FOUNDER’S SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of November 7, 2006, is entered into by and among GSC Acquisition Company, a Delaware corporation (the “Company”) and GSC Secondary Interest Fund, LLC, a Delaware limited liability company (the “Purchaser”).

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