0001144204-07-036362 Sample Contracts

UNDERWRITING AGREEMENT between FMG ACQUISITION CORP. and PALI CAPITAL, INC. Dated: ___________, 2007
Underwriting Agreement • July 12th, 2007 • FMG Acquisition Corp • Blank checks • New York

The undersigned, FMG Acquisition Corp., a Delaware corporation ("Company"), hereby confirms its agreement with Pali Capital, Inc. ("Pali Capital" and also referred to herein variously as "you," or the "Representative") and with the other Underwriters named on Schedule I hereto for which Pali Capital is acting as Representative (the Representative and the other Underwriters being collectively called the "Underwriters" or, individually, an "Underwriter") as follows:

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SUBORDINATED REVOLVING LINE OF CREDIT AGREEMENT
Line of Credit Agreement • July 12th, 2007 • FMG Acquisition Corp • Blank checks • Delaware

This Subordinated Revolving Line of Credit Agreement dated as of ______, 2007 (this “Agreement”) is entered into by and between FMG Acquisition Corp., a Delaware corporation (“Borrower”), and FMG Investors LLC, a Connecticut limited liability company (“Lender”), with reference to the following facts.

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