FORM OF INDEMNIFICATION AGREEMENTIndemnification Agreement • April 20th, 2004 • Archipelago Holdings L L C • Security & commodity brokers, dealers, exchanges & services • New York
THIS INDEMNIFICATION AGREEMENT (this “Agreement”) is made and entered into as of the 10th day of February 2004, by and between Archipelago Holdings, L.L.C., a Delaware limited liability company (“Archipelago LLC”) and each of the Indemnitees listed on the signature pages to this agreement (each, an “Indemnitee”, and collectively, the “Indemnitees”) as such signature pages may be amended and supplemented from time to time.
OFFICE LEASE 100 South Wacker Drive Chicago, Illinois 60606 between MJH WACKER LLC, as Landlord andOffice Lease • April 20th, 2004 • Archipelago Holdings L L C • Security & commodity brokers, dealers, exchanges & services • Illinois
This Lease is made this day of October, 2003 between MJH WACKER LLC, a Delaware limited liability company, hereinafter referred to as “Landlord,” and ARCHIPELAGO HOLDINGS, L.L.C., an Illinois limited liability company, hereinafter referred to as “Tenant.” Set forth in Section 1 below are certain basic terms, provisions and definitions of this Lease (hereinafter referred to as the “Basic Provisions”) which Basic Provisions form part of and are an integral part of this Lease. Any conflict or inconsistency between the Basic Provisions and the other provisions of this Lease shall be resolved in favor of such other provisions.
ELECTRONIC TRADE EXECUTION AGREEMENTElectronic Trade Execution Agreement • April 20th, 2004 • Archipelago Holdings L L C • Security & commodity brokers, dealers, exchanges & services • New York
THIS AGREEMENT, made this 12th day of November, 1999, is by and between J.P. MORGAN SECURITIES INC. (“JPMSI”), a New York corporation, having its principal place of business at 60 Wall Street, New York, NY 10260, and Archipelago L.L.C. (“ARCA”), an Illinois limited liability company, having its principal place of business at 100 South Wacker Drive, Suite 2012, Chicago, IL 60606.
GENERAL TERMSGeneral Terms and Conditions • April 20th, 2004 • Archipelago Holdings L L C • Security & commodity brokers, dealers, exchanges & services • Illinois
These Sun Terms and Conditions (“General Terms”) are made as of 2/1/03 (“Effective Date”) between SUN MICROSYSTEMS, INC., a Delaware corporation with its address at 901 San Antonio Road, Palo Alto, CA 94303 and Archipelago Holdings, L.L.C. with its address at 100 S. Wacker Drive, Suite 2000, Chicago, Illinois 60606.
FIRST AMENDMENT TO SUBLEASE Suites 1710, 1720, 1722, 1725, 1730, 1732, LL2-005, LL2-34 and Storage Spaces 1717, 1723, 1733, 1747, 2017 100 South Wacker Drive Chicago, Illinois 60606Sublease • April 20th, 2004 • Archipelago Holdings L L C • Security & commodity brokers, dealers, exchanges & services
THIS FIRST AMENDMENT TO SUBLEASE is made and entered into as of the first day of April, 2000, by and between TOWNSEND ANALYTICS, LTD. (hereinafter "Sublandlord"), an Illinois corporation, and ARCHIPELAGE, L.L.C. (hereinafter "Subtenant"), an Illinois limited liability company, for the uses and purposes hereinafter set forth.
SUBLEASE Suites 2000, 2010, 2012, 2015 and 2020 100 South Wacker Drive Chicago, Illinois 60606Sublease • April 20th, 2004 • Archipelago Holdings L L C • Security & commodity brokers, dealers, exchanges & services
THIS SUBLEASE is made and entered into as of the first day of February, 1999, by and between TOWNSEND ANALYTICS, LTD. (hereinafter "Sublandlord"), an Illinois corporation, and ARCHIPELAGO, L.L.C. (hereinafter "Subtenant"), an Illinois limited liability company, for the uses and purposes hereinafter set forth.
ASSUMPTION AND ATTORNMENT AGREEMENTAssumption and Attornment Agreement • April 20th, 2004 • Archipelago Holdings L L C • Security & commodity brokers, dealers, exchanges & services
THIS AMENDMENT, dated as of the 20th day of December, 1996, between RREEF USA FUND-I HARTFORD PLAZA, INC., a Delaware corporation, (“Landlord”) and TOWNSEND ANALYTICS, LTD., an Illinois corporation, (“Tenant”) for the premises located in the City of Chicago, County of Cook, State of Illinois, commonly known as Suite 2040, 100 South Wacker Drive.
ECN-to-ECN Direct Linkage AgreementEcn-to-Ecn Direct Linkage Agreement • April 20th, 2004 • Archipelago Holdings L L C • Security & commodity brokers, dealers, exchanges & services • New York
This AGREEMENT (the “Agreement”) is executed and entered into on March 23, 2000, by and between Archipelago, L.L.C., an Illinois limited liability company (“Archipelago”), and Bloomberg Tradebook LLC, a Delaware limited liability company (“Tradebook”) (collectively “the parties” or “both parties” or “each party”).
CONTRIBUTION AGREEMENTContribution Agreement • April 20th, 2004 • Archipelago Holdings L L C • Security & commodity brokers, dealers, exchanges & services • Delaware
This CONTRIBUTION AGREEMENT (“Agreement”) is made and entered into this 12th day of July, 2000 by and between Archipelago Holdings, L.L.C., a Delaware limited liability company (the “Company”), Pacific Exchange, Inc., a Delaware corporation (the “Contributor”), and PCX Equities, Inc., a Delaware corporation and a wholly owned subsidiary of the Contributor (“PCX Equities” and, together with the Contributor, the “Contributing Parties”).
DIRECT LINKAGE AND DOT AGREEMENTDirect Linkage and Dot Agreement • April 20th, 2004 • Archipelago Holdings L L C • Security & commodity brokers, dealers, exchanges & services • Delaware
This AGREEMENT (the “Agreement”) is executed and entered into on January 29, 2002, by and between Archipelago, L.L.C., an Illinois limited liability company (“Archipelago”), and NYFIX Millennium LLC (“Millennium”), a limited liability company (collectively “the parties” or “both parties” or each party”).
SECOND AMENDMENT TO SUBLEASE Suite 1700 100 South Wacker Drive Chicago, Illinois 60606Sublease • April 20th, 2004 • Archipelago Holdings L L C • Security & commodity brokers, dealers, exchanges & services
THIS SECOND AMENDMENT TO SUBLEASE is made and entered into as of the 26th day of March, 2003, by and between TOWNSEND ANALYTICS, LTD. (hereinafter "Sublandlord"), an Illinois corporation, and ARCHIPELAGO HOLDINGS, L.L.C. (hereinafter "Subtenant"), an Illinois limited liability company, for the uses and purposes hereinafter set forth.
AMENDED AND RESTATED FACILITY SERVICES AGREEMENTFacility Services Agreement • April 20th, 2004 • Archipelago Holdings L L C • Security & commodity brokers, dealers, exchanges & services • Delaware
This AMENDED AND RESTATED FACILITY SERVICES AGREEMENT (“Agreement”) is made and entered into as of this 22nd day of March, 2002 by and between Archipelago Holdings, L.L.C., a Delaware limited liability company (the “Company”), Pacific Exchange, Inc., a Delaware corporation (“PCX”), and PCX Equities, Inc., a Delaware corporation and a wholly owned subsidiary of PCX (“PCX Equities”).
