JOINT FILING AGREEMENTJoint Filing Agreement • November 12th, 2009 • RCG Holdings LLC • Security brokers, dealers & flotation companies
In accordance with Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a Statement on Schedule 13D filed on November 12, 2009 (including additional amendments thereto) with respect to the shares of Class A Common Stock, par value $0.01 per share, of Cowen Group, Inc. This Joint Filing Agreement shall be filed as an Exhibit to such Statement.
FOURTH AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF RCG HOLDINGS LLCLimited Liability Company Agreement • November 12th, 2009 • RCG Holdings LLC • Security brokers, dealers & flotation companies • Delaware
This Fourth Amended and Restated Limited Liability Company Agreement (this “Agreement”) of RCG Holdings LLC (f/k/a Ramius LLC, the “Company”), dated as of November 2, 2009, by and among C4S & Co., L.L.C. (“C4S”), having an office at 599 Lexington Ave, New York, New York 10022; and the persons listed on Schedule A attached hereto. This Agreement amends and restates the Third Amended and Restated Limited Liability Company Agreement between C4S and the persons listed on Schedule A dated January 1, 2007, as amended, and shall hereafter govern the Company and each Series. C4S and the persons listed on Schedule A shall be referred to collectively hereinafter as the “Members.”
