GFI Group Inc. Watch

from 8-K 87 pages Stock Purchase Agreement by and Among Gfinet, Inc., Gfi Tp Holdings Pte Ltd., Intercontinental Exchange, Inc. And, Solely for the Purposes Set Forth in the Preamble, GFI Group Inc. and Bgc Partners, Inc. Dated as of November 15, 2015

from 10-Q 13 pages GFI Group Inc., as Issuer, Bgc Partners, Inc., as Guarantor and the Bank of New York Mellon Trust Company, N.A., as Trustee First Supplemental Indenture Dated as of November 4, 2015 to the Indenture Dated as of July 19, 2011

from 10-Q 2 pages Promissory Note

from 10-Q 14 pages Reference Is Made to (I) the Tender Offer Agreement by and Among Bgc Partners, Inc. (“Bgcp”), Bgc Partners, L.P. (“Bgcp LP”) and Gfi Group, Inc. (“Gfi”), Dated as of February 19, 2015 (The “To Agreement”), (II) the Case Captioned in Re GFI Group Inc. Stockholder Litigation (C.A. No. 10136-Vcl) (The “Delaware Action”), (III) the Case Captioned Gross V. Gfi Group, Inc. (No. 1:14-CV-09438-Whp) (The “New York Action”), (IV) the Support Agreement, Dated as of July 30, 2014, by and Among Cme Group Inc. (“Cme”), Jersey Partners Inc. (“Jpi”), New Jpi Inc., Michael Gooch, Colin Heffron and Nick Brown (The “Support Agreement”), and (V) the Memorandum of Understanding, Dated as of the Date Hereof, by and Among Mr. Gooch, Mr. Heffron, Cme and the Other Parties Thereto (The “Mou”). Capitalized Terms Used Herein and Not Otherwise Defined Herein Shall Have the Meaning Ascribed Such Terms in the to Agreement. the Parties to This Letter Agreement Wish to Facilitate the Settlement of the Delaware Action Pursuant to the Terms and Conditions of the Mou and Provide for Certain Terms and Conditions Upon Which Bgcp (Or Its Affiliates) Will Advance Funds Solely for the Purpose of Facilitating the Settlement of the Delaware Action and Other Related Liabilities That Mr. Gooch and Mr. Heffron Shall Indemnify Gfi and Bgcp for Under the Terms of This Letter Agreement. the Parties to This Letter Agreement Hereby Agree as Follows: 1. Settlement and Support Agreement Termination

from 10-Q 13 pages Non-Competition and De Bonus Award Agreement

from 10-Q 14 pages Non-Competition and De Bonus Award Agreement

from 10-Q 14 pages Confidential

from 10-Q 28 pages Amended and Restated Employment Agreement

from 10-Q 15 pages Employment Agreement

from 8-K 3 pages Amendment No. 2 to Employment Agreement

from DFAN14A 11 pages January 13, 2015 Board of Directors and Special Committee of Gfi Group Inc. C/O Christopher D’antuono, General Counsel and Corporate Secretary Gfi Group Inc. 55 Water Street New York, New York 10041 C/O Morton A. Pierce and Bryan J. Luchs White & Case Llp 1155 Avenue of the Americas New York, New York 10036 Ladies & Gentlemen

from DEFA14A 15 pages Support Agreement

from 8-K 15 pages Support Agreement

from 8-K 7 pages Master Assignment and Assumption

from 8-K 5 pages Amended and Restated GFI Group Inc. 2008 Senior Executive Annual Bonus Plan B-1 GFI Group Inc. 2008 Senior Executive Annual Bonus Plan Amended and Restated Effective February 7, 2013

from 8-K 19 pages Effective Date and Purpose

from 8-K 9 pages GFI Group Inc. Deferred Cash Award Program

from 8-K 1 page Fourth Amendment to the GFI Group Inc. 2008 Equity Incentive Plan

from 10-K 2 pages Third Amendment to the GFI Group Inc. 2008 Equity Incentive Plan

from 10-K 24 pages Debenture Dated GFI Tp Ltd (As Chargor) Bank of America, N.A. (As Administrative Agent) Snr Denton Uk Llp One Fleet Place London Ec4m 7ws United Kingdom DX 242 Contents