0001193125-10-061829 Sample Contracts

KNIGHT CAPITAL GROUP, INC. and DEUTSCHE BANK TRUST COMPANY AMERICAS, as Trustee INDENTURE Dated as of March 19, 2010 3.50% Cash Convertible Senior Subordinated Notes due 2015
Indenture • March 19th, 2010 • Knight Capital Group, Inc. • Security brokers, dealers & flotation companies • New York

INDENTURE dated as of March 19, 2010 between KNIGHT CAPITAL GROUP, INC., a Delaware corporation, as issuer (the “Company”, as more fully set forth in Section 1.01) and DEUTSCHE BANK TRUST COMPANY AMERICAS, as trustee (the “Trustee”, as more fully set forth in Section 1.01).

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March 15, 2010
Letter Agreement • March 19th, 2010 • Knight Capital Group, Inc. • Security brokers, dealers & flotation companies • New York

The purpose of this letter agreement (this “Confirmation”) is to confirm the terms and conditions of the Warrants issued by Knight Capital Group, Inc. (“Company”) to JPMorgan Chase Bank, National Association, London Branch (“Dealer”) as of the Trade Date specified below (the “Transaction”). This letter agreement constitutes a “Confirmation” as referred to in the ISDA Master Agreement specified below. This Confirmation shall replace any previous agreements and serve as the final documentation for this Transaction.

March 15, 2010
Knight Capital Group, Inc. • March 19th, 2010 • Security brokers, dealers & flotation companies • New York

The purpose of this letter agreement (this “Confirmation”) is to confirm the terms and conditions of the call option transaction entered into between JPMorgan Chase Bank, National Association, London Branch (“Dealer”) and Knight Capital Group, Inc. (“Counterparty”) as of the Trade Date specified below (the “Transaction”). This letter agreement constitutes a “Confirmation” as referred to in the ISDA Master Agreement specified below. This Confirmation shall replace any previous agreements and serve as the final documentation for this Transaction.

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