TAYLOR CAPITAL GROUP, INC. (a Delaware corporation) Shares of Common Stock (Par Value $.01 Per Share) UNDERWRITING AGREEMENTUnderwriting Agreement • August 5th, 2005 • Taylor Capital Group Inc • State commercial banks • New York
similar thereto, or (ii) any other securities convertible into, or exchangeable or exercisable for, shares of Common Stock or such Other Securities or similar securities, beneficially owned (within the meaning of Rule 13d-3 under the Securities Exchange Act of 1934, as amended) by the undersigned on the date hereof or hereafter acquired or (b) enter into any swap or any other agreement or any transaction that transfers, in whole or in part, directly or indirectly, the economic consequence of ownership of the Common Stock or Other Securities, whether any such swap or transaction is to be settled by delivery of Common Stock or Other Securities, in cash or other otherwise. Notwithstanding the foregoing, in the event that either (i) during the period that begins on the date that is 15 calendar days plus three (3) business days before the last day of the Restricted Period and ends on the last day of the Restricted Period, the Company issues an earnings release or material news or a material
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • August 5th, 2005 • Taylor Capital Group Inc • State commercial banks • Illinois
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of August 3, 2005, is between Taylor Capital Group, Inc., a Delaware corporation (the “Corporation”), and each of the Persons set forth on Schedule I to this Agreement (each, a “Taylor Family Holder”).
