Exhibit 1.1 4,166,667 UNITS HIGHPOINT ACQUISITION CORP. UNDERWRITING AGREEMENTUnderwriting Agreement • March 8th, 2007 • Highpoint Acquisition Corp. • Blank checks • New York
250,000 UNITS OFHarbor Business Acquisition Corp. • August 25th, 2006 • New York
WARRANT TO PURCHASE COMMON STOCK OF HARBOR BUSINESS ACQUISITION CORP. (A Delaware Corporation)Harbor Business Acquisition Corp. • August 25th, 2006 • Delaware
Exhibit 4.6 WARRANT AGREEMENT This Warrant Agreement made as of ___________, 2007 (this "WARRANT AGREEMENT") between HIGHPOINT ACQUISITION CORP., a Delaware corporation, with offices at 200 Highpoint Drive, Suite 215, Chalfont, Pennsylvania 18914 (the...Warrant Agreement • March 8th, 2007 • Highpoint Acquisition Corp. • Blank checks • New York
Exhibit 10.2 INVESTMENT MANAGEMENT TRUST AGREEMENT This Agreement is made as of ____________, 2007 by and between HIGHPOINT ACQUISITION CORP. (the "COMPANY") and CONTINENTAL STOCK TRANSFER & TRUST COMPANY (the "TRUSTEE"). WHEREAS, the Company's...Investment Management Trust Agreement • March 8th, 2007 • Highpoint Acquisition Corp. • Blank checks • Delaware
Exhibit 10.3 STOCK ESCROW AGREEMENT STOCK ESCROW AGREEMENT, dated as of __________, 2007 (the "AGREEMENT"), by and among HIGHPOINT ACQUISITION CORP., a Delaware corporation (the "COMPANY"), HARBOR HEALTHCARE HOLDING LLC AND MORECO PARTNERS LLC...Stock Escrow Agreement • March 8th, 2007 • Highpoint Acquisition Corp. • Blank checks • New York
Exhibit 4.6 WARRANT AGREEMENT This Warrant Agreement made as of ___________, 2006 (this "WARRANT AGREEMENT") between HARBOR BUSINESS ACQUISITION CORP., a Delaware corporation, with offices at 200 Highpoint Drive, Suite 215, Chalfont, Pennsylvania...Warrant Agreement • October 10th, 2006 • Harbor Business Acquisition Corp. • Blank checks • New York
CUSIP ____________ WARRANT THIS CERTIFIES THAT, for value received is the registered holder of a Warrant or Warrants expiring ________, 2010 (the "Warrant") to purchase one fully paid and non-assessable share of Common Stock, par value $.0001 per...Harbor Business Acquisition Corp. • October 10th, 2006 • Blank checks
________- (SEE REVERSE SIDE FOR LEGEND) WARRANTS THIS WARRANT WILL BE VOID IF NOT EXERCISED PRIOR TO 5:00 P.M. NEW YORK CITY TIME, __________, 2010 HARBOR BUSINESS ACQUISITION CORP.
Exhibit 10.8 PLACEMENT UNIT AGREEMENT PLACEMENT UNIT AGREEMENT (this "Agreement") made as of this 24th day of August, 2006 by and among Harbor Business Acquisition Corp., a Delaware corporation (the "Company"), H.C. Wainwright & Co., Inc. ("H.C....Placement Unit Agreement • August 25th, 2006 • Harbor Business Acquisition Corp. • New York
Exhibit 1.1 4,166,667 UNITS HARBOR BUSINESS ACQUISITION CORP. UNDERWRITING AGREEMENTUnderwriting Agreement • October 10th, 2006 • Harbor Business Acquisition Corp. • Blank checks • New York
Exhibit 10.7 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this "AGREEMENT") is entered into as of the __ day of ________, 2006, by and among Harbor Business Acquisition Corp., a Delaware corporation (the "COMPANY") and the...Registration Rights Agreement • October 10th, 2006 • Harbor Business Acquisition Corp. • Blank checks • New York
AMENDED AND RESTATED PLACEMENT AGREEMENT AMENDED AND RESTATED PLACEMENT AGREEMENT (this "Agreement") made as of this 6th day of March, 2007 by and among Highpoint Acquisition Corp., a Delaware corporation (the "Company"), H.C. Wainwright & Co., Inc....And Restated Placement Agreement • March 8th, 2007 • Highpoint Acquisition Corp. • Blank checks • New York
HARBOR BUSINESS ACQUISITION CORP. 200 HIGHPOINT DRIVE, SUITE 215 CHALFONT, PA 18914 Harbor Healthcare Holding LLC 200 Highpoint Drive, Suite 215 Chalfont, PA 18914 Gentlemen: This letter will confirm our agreement that, commencing on the effective...Harbor Business Acquisition Corp. • August 25th, 2006
This letter will confirm our agreement that, commencing on the effective date ("Effective Date") of the registration statement for the initial public offering of the securities of Harbor Business Acquisition Corp. ("Company") and continuing until (the "Termination Date") the earlier of the consummation by the Company of a "Business Combination" or the Company's liquidation, Harbor Healthcare Holding LLC shall make available to the Company certain office and administrative services as may be required by the Company from time to time, situated at 200 Highpoint Drive, Chalfont, PA. In exchange therefore, the Company shall pay Harbor Healthcare Holding LLC the sum of $7,500 per month on the Effective Date and continuing monthly thereafter until the Termination Date.
Exhibit 10.7 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this "AGREEMENT") is entered into as of the __ day of ________, 2007, by and among Highpoint Acquisition Corp., a Delaware corporation (the "COMPANY") and the undersigned...Registration Rights Agreement • March 8th, 2007 • Highpoint Acquisition Corp. • Blank checks • New York
