15,000,000 UNITS ORACLE HEALTHCARE ACQUISITION CORP. UNDERWRITING AGREEMENTUnderwriting Agreement • March 1st, 2006 • Oracle Healthcare Acquisition Corp. • Blank checks • New York
The undersigned, Oracle Healthcare Acquisition Corp., a Delaware corporation (the “Company”), hereby confirms in this Underwriting Agreement (this “Agreement”) its agreement with CRT Capital Group LLC (being referred to herein variously as “you,” “CRT” or the “Representative”) and with the other underwriters named on Schedule I hereto for which CRT is acting as Representative (the Representative and the other Underwriters being collectively called the “Underwriters” or, individually, an “Underwriter”) as follows:
WARRANT AGREEMENTWarrant Agreement • March 1st, 2006 • Oracle Healthcare Acquisition Corp. • Blank checks • New York
Agreement made as of _________, 2006 between Oracle Healthcare Acquisition Corp., a Delaware corporation, with offices at 200 Greenwich Avenue, 3rd Floor, Greenwich, Connecticut 06830 (“Company”), and Continental Stock Transfer & Trust Company, a New York corporation, with offices at 17 Battery Place, New York, New York 10004 (“Warrant Agent”).
ORACLE HEALTHCARE ACQUISITION CORP. FORM OF FOUNDING DIRECTOR WARRANT PURCHASE AGREEMENTForm of Founding Director Warrant Purchase Agreement • March 1st, 2006 • Oracle Healthcare Acquisition Corp. • Blank checks • Delaware
THIS FOUNDING DIRECTOR WARRANT PURCHASE AGREEMENT (the “Agreement”) is made as of January __, 2006 between Oracle Healthcare Acquisition Corp., a Delaware corporation (the “Company”), on the one hand, and Larry N. Feinberg and Joel D. Liffmann, on the other hand (collectively, the “Purchasers” or individually, a “Purchaser”). Except as otherwise indicated herein, capitalized terms used herein are defined in Section 9 hereof.
