efc7-2685_ex106.htm


    EXHIBIT
      10.6

     

    


     

    FIG
      ACQUISITION CORP.

     

    December
      20, 2007

     

    KBW,
      Inc.

    787
      Seventh Avenue

    New
      York,
      New York 10019

     

     

    Ladies
      and Gentlemen:

     

    This
      letter will confirm our agreement that commencing on the effective date
      (“Effective Date”) of the registration statement for the
      initial public offering (“IPO”) of the securities of FIG
      Acquisition Corp. (“Company”), KBW, Inc.
      (“KBW”) shall make available to the Company certain
      office space, administrative services and secretarial support, as may be agreed
      by the parties, situated at 787 Seventh Avenue, New York, New York 10019. In
      exchange therefor, the Company shall pay KBW a monthly fee of $10,000 until
      the
      earlier of (i) the completion of the Company’s effecting a merger, capital stock
      exchange, asset acquisition, stock purchase, reorganization or other similar
      business combination with one or more businesses or assets, and (ii) the
      Company’s dissolution.

     

    KBW
      confirms that, from time to time, employees of KBW and its subsidiaries and
      affiliates, as part of their on-going professional responsibilities and
      employment, and with no additional consideration offered or received, may
      provide certain services to the Company related to and in connection with the
      Company’s consummation of its initial business combination, substantially on the
      terms set forth in the Company’s registration statement on Form
      S-1.  It is agreed that any such employee will undertake such tasks
      and responsibilities only upon oral or written request to such employee by
      any
      officer or director of the Company.

     

    KBW
      hereby waives any and all right, title, interest or claim of any kind
      (“Claim”) in or to any distribution of the trust account
      described in the Company’s IPO prospectus (the “Trust
      Account”) for any amounts arising out of this agreement, and hereby
      agrees not to seek recourse, reimbursement, payment or satisfaction for any
      Claim against the Trust Account for any reason whatsoever relating to the
      transactions contemplated by this agreement.

     

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              Very
                truly yours,

               

              FIG
                ACQUISITION CORP.

            
	 	 	 	 




    
      
        	
                By:

              	
                /s/
                  Peter E. Roth

              	 
	 	
                Name:  Peter
                  E. Roth

              	 
	 	
                Title:  Chief
                  Executive Officer

              	 


      

      


       

       

    

    


     

    
       

      
        	AGREED
                AND ACCEPTED
                 

                KBW,
                  INC.

              	 	 	
              
	 	 	 	 




      
        
          	
                  By:

                	
                  
                    /s/
                      Mitchell  Kleinman

                  

                	 
	 	
                  
                    Name:  Mitchell 
                      Kleinman

                  

                	 
	 	
                  
                    Title:  Executive
                      Vice President

                  

                	 


        

        


      

    

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