0001193125-08-122492 Sample Contracts

Shares BGC Partners, Inc. Class A Common Stock ($0.01 Par Value) FORM OF EQUITY UNDERWRITING AGREEMENT

Equity Underwriting Agreement • May 27th, 2008 • BGC Partners, Inc. • Security & commodity brokers, dealers, exchanges & services • New York

• Contract Type
  Equity Underwriting Agreement
• Filed
  May 27th, 2008
• Company
  BGC Partners, Inc.
• Industry
  Security & commodity brokers, dealers, exchanges & services
• Jurisdiction
  New York

BGC Partners, Inc., a Delaware corporation (formerly named eSpeed, Inc.) (the “Company”), and certain stockholders of the Company (the “Selling Stockholders”), including Cantor Fitzgerald, L.P., a Delaware limited partnership and the majority stockholder of the Company (“Cantor”), each propose to sell to the several underwriters (the “Underwriters”) named in Schedule I hereto for whom you are acting as the representatives (the “Representatives”) an aggregate of shares (the “Firm Shares”) of the

FORM OF STOCK PURCHASE AGREEMENT

Stock Purchase Agreement • May 27th, 2008 • BGC Partners, Inc. • Security & commodity brokers, dealers, exchanges & services • New York

• Contract Type
  Stock Purchase Agreement
• Filed
  May 27th, 2008
• Company
  BGC Partners, Inc.
• Industry
  Security & commodity brokers, dealers, exchanges & services
• Jurisdiction
  New York

This STOCK PURCHASE AGREEMENT is dated as of , 2008 (this “Agreement”), by and between BGC Partners, Inc., a Delaware corporation (the “Purchaser”), and the person named on the signature page hereto (the “Seller”).