Form of Underwriting Agreement] FTD Group, Inc. Common Stock, par value $.01 per shareFTD Group, Inc. • February 7th, 2005 • Services-business services, nec • New York
Goldman, Sachs & Co., Citigroup Global Markets Inc. As representatives of the several Underwriters named in Schedule I hereto, c/o Goldman, Sachs & Co., 2121 Avenue of the Stars, Suite 2600 Los Angeles, California 90067
INDEMNIFICATION AGREEMENTIndemnification Agreement • February 7th, 2005 • FTD Group, Inc. • Services-business services, nec • Delaware
This Indemnification Agreement (this "Agreement") is entered into as of , 2005 by and between FTD Group, Inc., a Delaware corporation, for itself and on behalf of its subsidiaries (including, without limitation, FTD, Inc. and Florists' Transworld Delivery, Inc,; collectively and individually, as applicable, the "Company") and the undersigned, a director or officer of the Company ("Indemnitee").
TERMINATION AGREEMENTTermination Agreement • February 7th, 2005 • FTD Group, Inc. • Services-business services, nec • Delaware
This Termination Agreement (this "Termination Agreement") is entered into as of February , 2005 by and among FTD, Inc., a Delaware corporation (the "Company"), FTD.COM Inc., a Delaware corporation ("FTDC"), Florists' Transworld Delivery, Inc., a Michigan corporation ("FTDI"), FTD International Corporation, a Delaware corporation ("FTDT"), Value Network Service, Inc., a Delaware corporation ("VNS"), FTD Holdings Incorporated, a Delaware corporation ("FTDH"), Renaissance Greeting Cards, Inc., a Maine corporation ("RGC"), Flowers USA, Inc., a Connecticut corporation ("USA" and, together with the Company, FTDC, FTDI, FTDT, VNS, FTDH and RGC, the "FTD Entities"), and Leonard Green & Partners, L.P. (the "Advisor"). Capitalized terms used but not otherwise defined herein shall have the meaning ascribed to such terms in the Agreement (as defined below)
