EXHIBIT 10.14
As of ___________, 2005
Casimir Capital LP
000 Xxxxx Xxxxxx
Xxx Xxxx, Xxx Xxxx 00000
Re: Platinum Energy Resources, Inc..
Gentlemen:
This letter will confirm the agreement of the undersigned to purchase warrants
("Warrants") of Platinum Energy Resources, Inc.. ("Company") included in the
units ("Units") being sold in the Company's initial public offering ("IPO") upon
the terms and conditions set forth herein. Each Unit is comprised of one share
of Common Stock and one Warrant. The shares of Common Stock and Warrants will
not be separately tradable until 90 days after the effective date of the
Company's IPO unless Casimir Capital LP ("Underwriter") informs the Company of
its decision to allow earlier separate trading.
The undersigned agrees that this letter agreement constitutes an irrevocable
order for Casimir Capital LP to purchase for the undersigned's account within
the forty-trading day period commencing on the date separate trading of the
Warrants commences ("Separation Date") up to 1,666,667 Warrants at market prices
not to exceed $1.20 per Warrant ("Maximum Warrant Purchase"). Casimir (or such
other broker dealer(s) as Casimir may assign the order to) agrees to fill such
order in such amounts and at such times as it may determine, in its sole
discretion, during the forty-trading day period commencing on the Separation
Date. Casimir further agrees that it will not charge the undersigned any fees
and/or commissions with respect to such purchase obligation.
The undersigned may notify Casimir that all or part of the Maximum Warrant
Purchase will be made by an affiliate of the undersigned (or another person or
entity introduced to Casimir by the undersigned (a "Designee")) who (or which)
has an account at Casimir and, in such event, Casimir will make such purchase on
behalf of said affiliate or Designee; provided, however, that the undersigned
hereby agrees to make payment of the purchase price of such purchase in the
event that the affiliate or Designee fails to make such payment.
The undersigned agrees that neither the undersigned nor any affiliate or
Designee of the undersigned shall sell or transfer the Warrants until the
earlier of the consummation of a merger, capital stock exchange, asset
acquisition or other similar business combination and acknowledges that, at the
option of Casimir, the certificates for such Warrants shall contain a legend
indicating such restriction on transferability.
Very truly yours,
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[Name]