Underwriting AgreementUnderwriting Agreement • February 7th, 2012 • FX Alliance Inc. • Security & commodity brokers, dealers, exchanges & services • New York
The stockholders named in Schedule II hereto (the “Selling Stockholders”) of FX Alliance Inc., a Delaware corporation (the “Company”), propose, subject to the terms and conditions stated in this Underwriting Agreement (this “Agreement”), to, severally and not jointly, sell to the several Underwriters named in Schedule I hereto (the “Underwriters”), for whom you are acting as representatives (the “Representatives”), an aggregate of 5,200,000 shares of common stock, par value $0.0001 per share (the “Common Stock”), of the Company. In addition, the Selling Stockholders, subject to the terms and conditions stated herein, propose, severally and not jointly, to sell, at the election of the Underwriters, up to an additional 780,000 shares of Common Stock of the Company.
CREDIT AGREEMENT Dated as of January 26, 2012 among FX ALLIANCE INC. as the Borrower, The Guarantors From Time to Time Party Hereto, BANK OF AMERICA, N.A., as Administrative Agent and Swing Line Lender and The Other Lenders Party Hereto MERRILL LYNCH...Credit Agreement • February 7th, 2012 • FX Alliance Inc. • Security & commodity brokers, dealers, exchanges & services • New York
This CREDIT AGREEMENT (“Agreement”) is entered into as of January 26, 2012, among FX ALLIANCE INC., a Delaware corporation (the “Borrower”), the Persons signatory hereto as guarantors, each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”), and BANK OF AMERICA, N.A., as Administrative Agent and Swing Line Lender.
INDEMNIFICATION AGREEMENTIndemnification Agreement • February 7th, 2012 • FX Alliance Inc. • Security & commodity brokers, dealers, exchanges & services • Delaware
This Indemnification Agreement (this “Agreement”), dated as of [ ], 2012, by and between FX Alliance Inc. (the “Company”) and [ ] (the “Indemnitee”).
EMPLOYMENT AGREEMENTEmployment Agreement • February 7th, 2012 • FX Alliance Inc. • Security & commodity brokers, dealers, exchanges & services • New York
This Employment Agreement (this “Agreement”) is made as of the 15th day of July, 2010, by and between FX Alliance Inc., a Delaware corporation (or any successor thereto) (the “Company”), with offices at 900 Third Avenue, 3rd Floor, New York, N.Y. 10022, USA, and Philip Zev Weisberg residing at [ ] (“Executive”).
STOCK OPTION GRANT AGREEMENT (Non-Qualified Stock Options)Stock Option Grant Agreement • February 7th, 2012 • FX Alliance Inc. • Security & commodity brokers, dealers, exchanges & services • New York
WHEREAS, the Company has adopted and maintains the FX Alliance Inc. 2006 Stock Option Plan (the “Plan”) to promote the interests of the Company and its Affiliates and stockholders by providing the Company’s key employees and others with an appropriate incentive to encourage them to continue in the employ of and provide services for the Company or its Affiliates and to improve the growth and profitability of the Company;
AMENDMENT TO EMPLOYMENT AGREEMENT AND STOCK OPTION GRANT AGREEMENTEmployment Agreement • February 7th, 2012 • FX Alliance Inc. • Security & commodity brokers, dealers, exchanges & services
THIS AMENDMENT TO EMPLOYMENT AGREEMENT AND STOCK OPTION GRANT AGREEMENT (this “Amendment”), is between FX Alliance Inc. (the “Company”) and Philip Zev Weisberg (the “Executive”), and shall become effective immediately prior to, and conditional upon, consummation of the initial public offering of shares of the Company’s Common Stock, par value $.0001 per share (the “Effective Date”),
STOCK OPTION GRANT AGREEMENT (Non-Qualified Stock Options)Stock Option Grant Agreement • February 7th, 2012 • FX Alliance Inc. • Security & commodity brokers, dealers, exchanges & services • New York
THIS AGREEMENT, made as of this 28th day of December 2010 between FX Alliance Inc. (the “Company”) and Philip Zev Weisberg (the “Participant”).
AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • February 7th, 2012 • FX Alliance Inc. • Security & commodity brokers, dealers, exchanges & services
THIS AMENDMENT TO EMPLOYMENT AGREEMENT (this “Amendment”), dated as of December 29, 2011 (the “Effective Date”), is between FX Alliance, LLC (the “Company”) and James F.X. Sullivan (the “Executive”).
AMENDMENT TO EMPLOYMENT AGREEMENT AND STOCK OPTION GRANT AGREEMENTEmployment Agreement • February 7th, 2012 • FX Alliance Inc. • Security & commodity brokers, dealers, exchanges & services
THIS AMENDMENT TO EMPLOYMENT AGREEMENT AND STOCK OPTION GRANT AGREEMENT (this “Amendment”), is between FX Alliance Inc. (the “Company”) and John W. Cooley (the “Executive”), and shall become effective immediately prior to, and conditional upon, consummation of the initial public offering of shares of the Company’s Common Stock, par value $.0001 per share (the “Effective Date”),
JAMES F.X. SULLIVAN - EMPLOYMENT AGREEMENTSullivan - Employment Agreement • February 7th, 2012 • FX Alliance Inc. • Security & commodity brokers, dealers, exchanges & services • New York
THIS EMPLOYMENT AGREEMENT (this “Agreement”) is made as of the 14th day of March, 2001 between FX Alliance, LLC, a Delaware limited liability corporation (the “Company”), with offices at 15 Broad Street, New York, N.Y. 10260-0023, USA, and James F.X. Sullivan residing at [ ] (“Executive”).
