0001104659-11-008079 Sample Contracts

AGREEMENT AND PLAN OF MERGER among COWEN GROUP, INC., LOUISIANA MERGER SUB, INC. and LABRANCHE & CO INC. Dated as of February 16, 2011

Agreement and Plan of Merger • February 17th, 2011 • Cowen Group, Inc. • Security brokers, dealers & flotation companies • Delaware

• Contract Type
  Agreement and Plan of Merger
• Filed
  February 17th, 2011
• Company
  Cowen Group, Inc.
• Industry
  Security brokers, dealers & flotation companies
• Jurisdiction
  Delaware

AGREEMENT AND PLAN OF MERGER, dated as of February 16, 2011 (this “Agreement”), among COWEN GROUP, INC., a Delaware corporation (“Parent”), LOUISIANA MERGER SUB, INC., a Delaware corporation and a direct wholly owned Subsidiary of Parent (“Merger Sub”), and LABRANCHE & CO INC., a Delaware corporation (the “Company”).

VOTING AGREEMENT

Voting Agreement • February 17th, 2011 • Cowen Group, Inc. • Security brokers, dealers & flotation companies • Delaware

• Contract Type
  Voting Agreement
• Filed
  February 17th, 2011
• Company
  Cowen Group, Inc.
• Industry
  Security brokers, dealers & flotation companies
• Jurisdiction
  Delaware

This VOTING AGREEMENT (this “Agreement”), dated as of February 16, 2011, is entered into by and among Cowen Group, Inc., a Delaware corporation (“Parent”), and the individuals listed on Schedule A hereto (each, a “Stockholder”, and collectively, the “Stockholders”).