WARRANT AGREEMENTWarrant Agreement • April 21st, 2010 • Madison Square Capital, Inc. • Real estate investment trusts • New York
Agreement made as of , 2010 between Madison Square Capital, Inc., a Maryland corporation, with offices at 331 West 57th Street, #363, New York, New York 10019 (“Company”), and Registrar and Transfer Company, a New Jersey corporation, with offices at 10 Commerce Drive, Cranford, New Jersey 07016 (“Warrant Agent”).
MADISON SQUARE CAPITAL, INC. Units Common Stock Warrants UNDERWRITING AGREEMENTUnderwriting Agreement • April 21st, 2010 • Madison Square Capital, Inc. • Real estate investment trusts • New York
Madison Square Capital, Inc., a Maryland corporation (the “Company”), confirms its agreement with each of the Underwriters listed on Schedule I hereto (collectively, the “Underwriters”), for whom Lazard Capital Markets LLC and Stifel Nicolaus & Company, Incorporated are acting as representatives (in such capacity, collectively, the “Representatives”), with respect to (i) the sale by the Company of Units (the “Initial Units”) of the Company, and the purchase by the Underwriters, acting severally and not jointly, of the respective number of Initial Units set forth opposite the name of each of the Underwriters listed in Schedule I hereto, and (ii) the grant of the option described in Section 1(b) hereof to purchase all or any part of additional Units to cover over-allotments (the “Option Units”), if any, from the Company to the Underwriters, acting severally and not jointly, in the respective numbers of shares of Units set forth opposite the name of each of the Underwriters listed in Sche
