UNDERWRITING AGREEMENT between FORTRESS AMERICA ACQUISITION CORPORATION and SUNRISE SECURITIES CORP. Dated: , 2005Underwriting Agreement • March 23rd, 2005 • Fortress America Acquisition CORP • New York
The undersigned, Fortress America Acquisition Corporation, a Delaware corporation (“Company”), hereby confirms its agreement with Sunrise Securities Corp. (being referred to herein variously as “you,” “Sunrise” or the “Representative”) and with the other underwriters named on Schedule I hereto for which Sunrise is acting as Representative (the Representative and the other Underwriters being collectively called the “Underwriters” or, individually, an “Underwriter”) as follows:
ContractRegistration Rights Agreement • March 23rd, 2005 • Fortress America Acquisition CORP • Delaware
ContractWarrant Agreement • March 23rd, 2005 • Fortress America Acquisition CORP • New York
INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • March 23rd, 2005 • Fortress America Acquisition CORP • New York
SUNRISE SECURITIES CORP. 25TH FLOOR NEW YORK, NEW YORK 10022 SELECTED DEALERS AGREEMENTSelected Dealers Agreement • March 23rd, 2005 • Fortress America Acquisition CORP • New York
ContractStock Escrow Agreement • March 23rd, 2005 • Fortress America Acquisition CORP • New York
March __, 2005 Sunrise Securities Corp.Fortress America Acquisition CORP • March 23rd, 2005
ContractAgreement • March 23rd, 2005 • Fortress America Acquisition CORP
GLOBAL DEFENSE CORPORATIONFortress America Acquisition CORP • March 23rd, 2005
