0001193125-06-225308 Sample Contracts

ESCROW AGREEMENT
Escrow Agreement • November 6th, 2006 • Omega Protein Corp • Fats & oils • New York

This Escrow Agreement (the “Agreement”) dated as of September 8, 2006, among Omega Protein Corporation, a Nevada corporation (“Purchaser”), with an address of 2101 CityWest Boulevard, Building 3, Suite 500, Houston, Texas 77042, Zapata Corporation, a Nevada corporation (the “Seller”), with an address of 100 Meridian Centre, Suite 350, Rochester, New York 14618 and Manufacturers and Traders Trust Company (the “Escrow Agent”). Capitalized terms used but not defined herein have the meanings assigned to them in the Purchase Agreement;

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STOCK PURCHASE AGREEMENT by and between ZAPATA CORPORATION and OMEGA PROTEIN CORPORATION Dated as of September 8, 2006
Stock Purchase Agreement • November 6th, 2006 • Omega Protein Corp • Fats & oils • Nevada

This STOCK PURCHASE AGREEMENT dated as of September 8, 2006 (this “Agreement”), is entered into by and between Zapata Corporation, a Nevada corporation (the “Seller”), and Omega Protein Corporation, a Nevada corporation (the “Purchaser”). (Each of the Seller and the Purchaser is a “Party”, and together are the “Parties”).

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