12,000,000 Units UNIVERSAL BUSINESS PAYMENT SOLUTIONS ACQUISITION CORPORATION UNDERWRITING AGREEMENTUnderwriting Agreement • March 9th, 2011 • Universal Business Payment Solutions Acquisition Corp • Blank checks • New York
Universal Business Payment Solutions Acquisition Corporation, a Delaware corporation (the “Company”), hereby confirms its agreement with EarlyBirdCapital, Inc. (the “Representative”) and with the other underwriters named on Schedule A hereto, for which the Representative is acting as representative (the Representative, with such other underwriters being collectively referred to herein as the “Underwriters” or, individually, an “Underwriter”) as follows:
Universal Business Payment Solutions Acquisition Corporation Radnor Financial Center Radnor, Pennsylvania 19087 EarlyBirdCapital, Inc. New York, New York 10016Letter Agreement • March 9th, 2011 • Universal Business Payment Solutions Acquisition Corp • Blank checks • New York
This letter (“Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) entered into or to be entered into by and between Universal Business Payment Solutions Acquisition Corporation, a Delaware corporation (the “Company”), and EarlyBirdCapital, Inc., as representative (the “Representative”) of the several underwriters (the “Underwriters”), relating to an underwritten initial public offering (the “Offering”) of the Company’s units (the “Units”), each comprised of one share of the Company’s common stock, par value $0.001 per share (the “Common Stock”), and one warrant exercisable for one share of Common Stock (each, a “Warrant”). The Units sold in the Offering are being registered pursuant to a registration statement on Form S-1 (the “Registration Statement”) and prospectus (the “Prospectus”) filed by the Company with the Securities and Exchange Commission (the “Commission”). Certain capitalized terms used herein are define
Form of Rule 10b5-1 Stock Purchase PlanStock Purchase Plan • March 9th, 2011 • Universal Business Payment Solutions Acquisition Corp • Blank checks
This Rule 10b5-1 Stock Purchase Plan (this “Purchase Plan”), is entered into on ______, 2011 by and between EarlyBirdCapital, Inc., a Delaware corporation (“Broker”) and Universal Business Payment Solutions Acquisition Corporation, a Delaware corporation (the “Company”).
EARLYBIRDCAPITAL, INC. New York, New York 10016Universal Business Payment Solutions Acquisition Corp • March 9th, 2011 • Blank checks • New York
This is to confirm our agreement whereby Universal Business Payment Solutions Acquisition Corporation (“Company”) has requested EarlyBirdCapital, Inc. (“EBC”) to assist it in connection with the Company’s consummation of a merger, share exchange, asset acquisition, stock purchase, plan of arrangement, recapitalization, reorganization or similar business combination (in each case, a “Business Combination”):
