0001193125-08-063879 Sample Contracts

FIRST SUPPLEMENTAL FOUNDER WARRANT PURCHASE AGREEMENT
Founder Warrant Purchase Agreement • March 25th, 2008 • Marathon Acquisition Corp. • Blank checks • New York

This First Supplemental Founder Warrant Purchase Agreement (this “Agreement”), dated March 18, 2008, is to the Founder Warrant Purchase Agreement, dated as of May 11, 2006 (the “Founder Warrant Purchase Agreement”), by and between MARATHON ACQUISITION CORP., a Delaware corporation, (the “Company”), and MARATHON INVESTORS, LLC, a Delaware limited liability company (the “Purchaser”).

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SECOND SUPPLEMENTAL WARRANT AGREEMENT
Warrant Agreement • March 25th, 2008 • Marathon Acquisition Corp. • Blank checks • New York

This Second Supplemental Warrant Agreement (this “Agreement”), dated March 24, 2008, is to the Warrant Agreement, dated as of August 30, 2006 (the “Warrant Agreement”), by and between MARATHON ACQUISITION CORP., a Delaware corporation, (the “Company”), and THE BANK OF NEW YORK, a New York trust company (the successor thereto under the Warrant Agreement, MELLON INVESTOR SERVICES LLC, a New Jersey limited liability company, the “Warrant Agent”).

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