0001144204-11-022611 Sample Contracts

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • April 18th, 2011 • Universal Business Payment Solutions Acquisition Corp • Blank checks • New York

THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is entered into as of the ___ day of __________, 2011, by and among Universal Business Payment Solutions Acquisition Corporation, a Delaware corporation (the “Company”), and the undersigned parties whose names appear listed under the heading “Investors” on the signature page hereto (each, an “Investor” and collectively, the “Investors”).

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Contract
Warrant Agreement • April 18th, 2011 • Universal Business Payment Solutions Acquisition Corp • Blank checks • New York

WARRANT AGREEMENT, dated as of , 2011, (the “Agreement”), by and between Universal Business Payment Solutions Acquisition Corporation, a Delaware corporation, with offices located at Radnor Financial Center, 150 North Radnor-Chester Road, Suite F-200, Radnor, Pennsylvania 19087 (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 AGREEMENT
Investment Management Trust Agreement • April 18th, 2011 • Universal Business Payment Solutions Acquisition Corp • Blank checks • New York
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