UNDERWRITING AGREEMENT between ARCADE ACQUISITION CORP. and MORGAN JOSEPH & CO. INC. Dated: , 2007Underwriting Agreement • April 16th, 2007 • Arcade Acquisition Corp. • Blank checks • New York
The undersigned, Arcade Acquisition Corp., a Delaware corporation (“Company”), hereby confirms its agreement with Morgan Joseph & Co. Inc. (“Morgan Joseph & Co.” and also referred to herein variously as “you,” or the “Representative”) and with the other Underwriters named on Schedule I hereto for which Morgan Joseph & Co. is acting as Representative (the Representative and the other Underwriters being collectively called the “Underwriters” or, individually, an “Underwriter”) as follows:
WARRANT AGREEMENTWarrant Agreement • April 16th, 2007 • Arcade Acquisition Corp. • Blank checks • New York
This Warrant Agreement (this “Agreement”) made as of , 2007, by and between Arcade Acquisition Corp., a Delaware corporation with offices, c/o Arcade Partners, LLC, at 62 La Salle Road, Suite 304, West Hartford, CT 06107 (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation with offices at 17 Battery Place, New York, New York 10004 (the “Warrant Agent”).
INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • April 16th, 2007 • Arcade Acquisition Corp. • Blank checks • New York
This Agreement is made as of , 2007 by and between Arcade Acquisition Corp. (the “Company”) and Continental Stock Transfer & Trust Company (“Trustee”).
SECURITIES ESCROW AGREEMENTSecurities Escrow Agreement • April 16th, 2007 • Arcade Acquisition Corp. • Blank checks • New York
SECURITIES ESCROW AGREEMENT, dated as of , 2007 (this “Agreement”) by and among Arcade Acquisition Corp., a Delaware corporation (the “Company”), the undersigned parties listed as Initial Stockholders on the signature page hereto (collectively, the “Initial Stockholders”) and Continental Stock Transfer & Trust Company, a New York corporation (the “Escrow Agent”).
