FORM OF REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • February 2nd, 2006 • Echo Healthcare Acquisition Corp. • Blank checks • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is entered into as of the day of _____________, 2006, by and among Echo Healthcare Acquisition Corp., a Delaware corporation (the “Company”); and the undersigned parties listed under Investors on the signature page hereto (each, an “Investor” and collectively, the “Investors”).
THE REGISTERED HOLDER OF THIS PURCHASE OPTION BY ITS ACCEPTANCE HEREOF, AGREES THAT IT WILL NOT SELL, TRANSFER OR ASSIGN THIS PURCHASE OPTION EXCEPT AS HEREIN PROVIDED AND THE REGISTERED HOLDER OF THIS PURCHASE OPTION AGREES THAT IT WILL NOT SELL,...Echo Healthcare Acquisition Corp. • February 2nd, 2006 • Blank checks • New York
THIS PURCHASE OPTION IS NOT EXERCISABLE PRIOR TO THE LATER OF THE CONSUMMATION BY ECHO HEALTHCARE ACQUISITION CORP. (“COMPANY”) OF A MERGER, CAPITAL STOCK EXCHANGE, ASSET ACQUISITION OR OTHER SIMILAR BUSINESS COMBINATION (“BUSINESS COMBINATION”)(AS DESCRIBED MORE FULLY IN THE COMPANY’S REGISTRATION STATEMENT (DEFINED HEREIN)) OR _____________, 2007. VOID AFTER 5:00 P.M. NEW YORK CITY LOCAL TIME, ___________, 2011.
FORM OF UNDERWRITING AGREEMENTWarrant Agreement • February 2nd, 2006 • Echo Healthcare Acquisition Corp. • Blank checks • New York
The undersigned, Echo Healthcare Acquisition Corp., a Delaware corporation (“Company”), hereby confirms its agreement with Morgan Joseph & Co. Inc. (“Morgan Joseph & Co.”, referred to herein variously as “you,” or the “Representative”) and with the other underwriters named on Schedule I hereto for which Morgan Joseph & Co. are acting as Representative (the Representative and the other Underwriters being collectively called the “Underwriters” or, individually, an “Underwriter”) as follows:
ECHO HEALTHCARE ACQUISITION CORP. FORM OF FOUNDING DIRECTOR WARRANT PURCHASE AGREEMENTFounding Director Warrant • February 2nd, 2006 • Echo Healthcare Acquisition Corp. • Blank checks • Delaware
THIS FOUNDING DIRECTOR WARRANT PURCHASE AGREEMENT (the “Agreement”) is made as of _____________, 2006, between Echo Healthcare Acquisition Corp., a Delaware corporation (the “Company”), on the one hand, and _______________________, on the other hand (collectively, the “Purchasers” or individually, a “Purchaser”). Except as otherwise indicated herein, capitalized terms used herein are defined in Section 10 hereof.
SUBORDINATED REVOLVING LINE OF CREDIT AGREEMENTSubordinated Revolving Line of Credit Agreement • February 2nd, 2006 • Echo Healthcare Acquisition Corp. • Blank checks • Delaware
This Subordinated Revolving Line of Credit Agreement (this “Agreement”) is made as of ________, 2006 by and between Echo Healthcare Acquisition Corp., a Delaware corporation (“Borrower”), and the individuals and entities set forth on Schedule A (“Lenders”), with reference to the following facts.
INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • February 2nd, 2006 • Echo Healthcare Acquisition Corp. • Blank checks • New York
WARRANT AGENT AGREEMENTWarrant Agent Agreement • February 2nd, 2006 • Echo Healthcare Acquisition Corp. • Blank checks • New York
WARRANT AGENT AGREEMENT (the “Agreement”) dated as of ___________, 2006, by and between ECHO HEALTHCARE ACQUISITION CORP., a Delaware corporation, with offices at 8000 Towers Crescent Drive, Suite 1300, Vienna, VA 22182 (the “Company”), and Corporate Stock Transfer, Inc. a Colorado corporation, with offices at 320 Cherry Creek Drive South, Suite 430, Denver, Colorado 80209 (“CST” or the “Warrant Agent”).
STOCK ESCROW AGREEMENTStock Escrow Agreement • February 2nd, 2006 • Echo Healthcare Acquisition Corp. • Blank checks • New York
STOCK ESCROW AGREEMENT, dated as of __________, 2006 (the “Agreement”), by and among ECHO HEALTHCARE ACQUISITION CORP., a Delaware corporation (the “Company”), the undersigned parties listed under Initial Stockholders on the signature page hereto (each, an “Initial Stockholder” and collectively, the “Initial Stockholders”) and Corporate Stock Transfer, Inc. a Colorado corporation (the “Escrow Agent”).
FORM OF SELECTED DEALERS AGREEMENTForm of Selected Dealers Agreement • February 2nd, 2006 • Echo Healthcare Acquisition Corp. • Blank checks • New York
