UNDERWRITING AGREEMENT between ALYST ACQUISITION CORP. and JESUP & LAMONT SECURITIES CORPORATION Dated: __________, 2007Underwriting Agreement • January 5th, 2007 • Alyst Acquisition Corp. • Blank checks • New York
The undersigned, Alyst Acquisition Corp., a Delaware corporation (“Company”), hereby confirms its agreement with Jesup & Lamont Securities Corporation (being referred to herein variously as “you,” “Jesup & Lamont” or the “Representative”) and with the other underwriters named on Schedule I hereto for which Jesup & Lamont is acting as Representative (the Representative and the other Underwriters being collectively called the “Underwriters” or, individually, an “Underwriter”) as follows:
WARRANT AGREEMENTWarrant Agreement • January 5th, 2007 • Alyst Acquisition Corp. • Blank checks • New York
Agreement made as of __________, 2007 between Alyst Acquisition Corp., a Delaware corporation, with offices at 233 East 69th Street, #6J, New York, New York 10021 (“Company”), and Continental Stock Transfer & Trust Company, a New York corporation, with offices at 17 Battery Place, New York, New York 10004 (“Warrant Agent”).
ALYST ACQUISITION CORP.Warrant Agreement • January 5th, 2007 • Alyst Acquisition Corp. • Blank checks
is the registered holder of a Warrant or Warrants expiring ________, 2011 (the “Warrant”) to purchase one fully paid and non-assessable share of Common Stock, par value $.0001 per share (“Shares”), of Alyst Acquisition Corp., a Delaware corporation (the “Company”), for each Warrant evidenced by this Warrant Certificate. The Warrant entitles the holder thereof to purchase from the Company, commencing on the later of (i) the Company’s completion of a merger, capital stock exchange, asset acquisition or other similar business combination and (ii) ______________, 2008, such number of Shares of the Company at the price of $5.00 per share, upon surrender of this Warrant Certificate and payment of the Warrant Price at the office or agency of the Warrant Agent, Continental Stock Transfer & Trust Company, but only subject to the conditions set forth herein and in the Warrant Agreement between the Company and Continental Stock Transfer & Trust Company. The Company shall not be obligated to deliv
