Shares Patriot Capital Funding, Inc. Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • December 14th, 2006 • Patriot Capital Funding, Inc. • New York
Introductory. Patriot Capital Funding, Inc., (the “Company”) a Delaware corporation, proposes to issue and sell to the several underwriters named in Schedule A (the “Underwriters”) an aggregate of [___] shares (the “Company Offered Shares”) of its common stock, par value $0.01 per share (the “Shares”); and the stockholders of the Company named in Schedule B (each a “Selling Stockholder” and collectively the “Selling Stockholders”) propose to sell to the Underwriters an aggregate of [___] Shares. The [___] Shares to be sold by the Company and the [___] Shares to be sold by the Selling Stockholders are collectively called the “Firm Shares.” In addition, the Company and the Selling Stockholders have granted to the Underwriters an option to purchase up to an additional [___] Shares (the “Optional Shares”), as provided in Section 2. The Firm Shares and, if and to the extent such option is exercised, the Optional Shares are collectively called the “Offered Shares.” [___] has agreed to act as
