RESTRICTED UNIT AGREEMENTRestricted Unit Agreement • February 23rd, 2005 • Westminster-Refco Management LLC • Security & commodity brokers, dealers, exchanges & services • New York
This Restricted Unit Agreement (this "Agreement") is made as of this 5th day of August, 2004 (the "Effective Date") between New Refco Group Ltd., LLC, a Delaware limited liability company (the "Company"), and the undersigned employee (the "Employee"). Certain capitalized terms used herein are defined in Section 7 hereof.
RESTRICTED UNIT AGREEMENTRestricted Unit Agreement • February 23rd, 2005 • Westminster-Refco Management LLC • Security & commodity brokers, dealers, exchanges & services • New York
This Restricted Unit Agreement (this “Agreement”) is made as of the 19th day of November, 2004 (the “Effective Date”) between New Refco Group Ltd., LLC, a Delaware limited liability company (the “Company”), and the undersigned manager (the “Grantee”). Certain capitalized terms used herein are defined in Section 7 hereof.
SECURITYHOLDERS AGREEMENT Dated August 5, 2004 Among NEW REFCO GROUP LTD., LLC AND THE OTHER PARTIES HERETOSecurityholders Agreement • February 23rd, 2005 • Westminster-Refco Management LLC • Security & commodity brokers, dealers, exchanges & services • Delaware
THIS SECURITYHOLDERS AGREEMENT (this "Agreement") is entered into as of August 5, 2004 by and among (i) New Refco Group Ltd., LLC, a Delaware limited liability company (the "Company"), (ii) Refco Group Holdings, Inc., a Delaware corporation ("RGHI"), (iii) THL Refco Acquisition Partners and certain other Affiliates of Thomas H. Lee Partners, L.P. as identified on the signature pages hereto that become a holder of Units, (each, a "THL Holder" and collectively "THL"), (iv) the Limited Partners or Affiliates of Limited Partners who are parties to this Agreement (each, a "THL Limited Partner"), (v) the executive employees of the Company who have purchased Class A Common Units and who are identified as Executive Investors on the signature pages hereto (each, an "Executive Investor" and, collectively, the "Executive Investors"), and (v) the initial parties to this Agreement who are identified as Employees on the signature pages hereto (each, an "Employee," collectively, the "Employees"). RGH
FIRST AMENDMENT TO EQUITY PURCHASE AND MERGER AGREEMENTEquity Purchase and Merger Agreement • February 23rd, 2005 • Westminster-Refco Management LLC • Security & commodity brokers, dealers, exchanges & services
This First Amendment to Equity Purchase and Merger Agreement (this "Amendment"), dated as of July 9, 2004, is made by and among Refco Group Ltd., LLC, a Delaware limited liability company (the "Company"), Refco Group Holdings, Inc., a Delaware corporation ("RGHI"), THL Refco Acquisition Partners, a Delaware general partnership (the "Buyer"), Refco Merger LLC, a Delaware limited liability company ("Merger Company" and, collectively with the Company, RGHI and Buyer, the "Original Parties"), and New Refco Group Ltd., LLC, a Delaware limited liability company ("New Refco").
