0001047469-05-016240 Sample Contracts

UNDERWRITING AGREEMENT between SERVICES ACQUISITION CORP. INTERNATIONAL and BROADBAND CAPITAL MANAGEMENT LLC Dated: , 2005
Underwriting Agreement • June 1st, 2005 • Services Acquisition Corp. International • Blank checks • New York

The undersigned, Services Acquisition Corp. International, a Delaware corporation (“Company”), hereby confirms its agreement with Broadband Capital Management LLC (hereinafter referred to as “you,” “Broadband” or the “Representative”) and with the other underwriters named on Schedule I hereto for which Broadband is acting as Representative (the Representative and the other Underwriters being collectively called the “Underwriters” or, individually, an “Underwriter”) as follows:

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WARRANT AGREEMENT
Warrant Agreement • June 1st, 2005 • Services Acquisition Corp. International • Blank checks • New York

Agreement made as of , 2005 between Services Acquisition Corp. International, a Delaware corporation, with offices at 401 East Las Olas Boulevard, Suite 1140, Fort Lauderdale, Florida 33301 (“Company”), and Continental Stock Transfer & Trust Company, a New York corporation, with offices at 17 Battery Place, New York, New York 10004 (“Warrant Agent”).

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