0001193125-11-005203 Sample Contracts

AGREEMENT TO TERMINATE REGISTRATION RIGHTS AGREEMENT
Agreement to Terminate Registration Rights Agreement • January 10th, 2011 • Hudson Holding Corp • Security brokers, dealers & flotation companies • New York

This Agreement to Terminate Registration Rights Agreement (this “Agreement”) is made and entered into as of January 4, 2011, by and between Hudson Holding Corporation, a Delaware corporation (the “Company”), and Seaport Hudson LLC, a Delaware limited liability company (the “Investor”).

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AMENDMENT TO STOCK PURCHASE WARRANT
Stock Purchase Warrant • January 10th, 2011 • Hudson Holding Corp • Security brokers, dealers & flotation companies • New York

This Amendment to Stock Purchase Warrant (this “Amendment”) is made and entered into as of January 4, 2011, by and between Hudson Holding Corporation, a Delaware corporation (the “Company”), and Seaport Hudson LLC, a Delaware limited liability company (the “Investor”). Capitalized terms not otherwise defined herein shall have the meanings ascribed to them in the Warrant Agreement (as defined below).

CONSENT OF MAJORITY INVESTOR HOLDERS AND MAJORITY MANAGEMENT HOLDERS To Termination of Registration Rights Agreement
Registration Rights Agreement • January 10th, 2011 • Hudson Holding Corp • Security brokers, dealers & flotation companies • New York

This Consent of Majority Investor Holders and Majority Management Holders to Termination of Registration Rights Agreement (this “Agreement”) is made and entered into effective as of January 4, 2011, by and between Hudson Holding Corporation, a Delaware corporation (the “Company”), and the undersigned signatories hereto (collectively, the “Investors”), who are parties to the Registration Rights Agreement, dated as of October 14, 2009 (the “Registration Rights Agreement”), among the Investors, the Company, and certain other holders of shares of the Company’s common stock.

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