Standard Contracts
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • September 20th, 2005 • Endeavor Acquisition Corp. • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is entered into as of the day of , 2005, by and among Endeavor Acquisition Corp., a Delaware corporation (the “Company”) and the undersigned parties listed under Investor on the signature page hereto (each, an “Investor” and collectively, the “Investors”).
UNDERWRITING AGREEMENT between ENDEAVOR ACQUISITION CORP. and LADENBURG THALMANN & CO. INC. Dated: , 2005Underwriting Agreement • September 20th, 2005 • Endeavor Acquisition Corp. • New York
The undersigned, Endeavor Acquisition Corp., a Delaware corporation (“Company”), hereby confirms its agreement with Ladenburg Thalmann & Co. Inc. (being referred to herein variously as “you,” “Ladenburg” or the “Representative”) and with the other underwriters named on Schedule I hereto for which Ladenburg is acting as Representative (the Representative and the other Underwriters being collectively called the “Underwriters” or, individually, an “Underwriter”) as follows:
WARRANT AGREEMENTWarrant Agreement • September 20th, 2005 • Endeavor Acquisition Corp. • New York
Agreement made as of , 2005 between Endeavor Acquisition Corp., a Delaware corporation, with offices at 180 Madison Avenue, Suite 2305, New York, New York 10016 (“Company”), and Continental Stock Transfer & Trust Company, a New York corporation, with offices at 17 Battery Place, New York, New York 10004 (“Warrant Agent”).
INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • September 20th, 2005 • Endeavor Acquisition Corp. • New York
This Agreement is made as of , 2005 by and between Endeavor Acquisition Corp. (the “Company”) and Continental Stock Transfer & Trust Company (“Trustee”).
SELECTED DEALERS AGREEMENTSelected Dealers Agreement • September 20th, 2005 • Endeavor Acquisition Corp. • New York
STOCK ESCROW AGREEMENTStock Escrow Agreement • September 20th, 2005 • Endeavor Acquisition Corp. • New York
STOCK ESCROW AGREEMENT, dated as of , 2005 (“Agreement”), by and among ENDEAVOR ACQUISITION CORP., a Delaware corporation (“Company”), JONATHAN J. LEDECKY, TOWER TRUST, JAY H. NUSSBAUM, KERRY KENNEDY, ROBERT B. HERSOV and EDWARD J. MATHIAS (collectively “Initial Stockholders”) and CONTINENTAL STOCK TRANSFER & TRUST COMPANY, a New York corporation (“Escrow Agent”).
ENDEAVOR ACQUISITION CORP.Office Space Agreement • September 20th, 2005 • Endeavor Acquisition Corp.
September 15, 2005Warrant Purchase Agreement • September 20th, 2005 • Endeavor Acquisition Corp.
