0000950123-09-049570 Sample Contracts

AMENDMENT NO. 1 TO AMENDED AND RESTATED WARRANT AGREEMENT
Warrant Agreement • October 9th, 2009 • Western Liberty Bancorp • National commercial banks • New York

This Amendment No. 1, dated as of October 7, 2009 (this “Amendment”), to the Amended and Restated Warrant Agreement, dated as of July 20, 2009 (the “Warrant Agreement”), between Global Consumer Acquisition Corp. (the “Company”), a Delaware corporation, and Continental Stock Transfer & Trust Company, a New York corporation, as warrant agent (the “Warrant Agent”), is hereby entered into between the Company and the Warrant Agent. Capitalized terms used herein and not otherwise defined herein shall have the meanings ascribed to such terms in the Warrant Agreement.

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AMENDMENT TO INVESTMENT MANAGEMENT TRUST AGREEMENT
Investment Management Trust Agreement • October 9th, 2009 • Western Liberty Bancorp • National commercial banks • New York

This Amendment (this “Amendment”), dated as of October 7th, 2009, to the Investment Management Trust Agreement (as defined below) is made by and among Global Consumer Acquisition Corp., a Delaware corporation (“GCAC”), and Continental Stock Transfer & Trust Company (“Trustee”). All terms used but not defined herein shall have the meanings assigned to them in the Agreement (as defined below).

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