TENDER AND VOTING AGREEMENTTender and Voting Agreement • September 28th, 2012 • Union Drilling Inc • Drilling oil & gas wells • Delaware
TENDER AND VOTING AGREEMENT (this “Agreement”), dated as of September 24, 2012, between Sidewinder Drilling Inc., a Delaware corporation (“Parent”), and each of the persons listed on Appendix I hereto (each, a “Stockholder”).
CONTRIBUTION, NON-TENDER AND SUPPORT AGREEMENTContribution, Non-Tender and Support Agreement • September 28th, 2012 • Union Drilling Inc • Drilling oil & gas wells • Delaware
This Contribution, Non-Tender and Support Agreement (this “Agreement”), dated as of September 24, 2012, is entered into by and between Sidewinder Drilling Inc., a Delaware corporation (“Parent”a), Steven A. Webster (the “Investor”), a stockholder of Union Drilling, Inc., a Delaware corporation (the “Company”), and, solely for purposes of Section 1.4 of this Agreement, Avista Capital Partners III, L.P. and Avista Capital Partners (Offshore) III, L.P. (each, a “Sponsor” and collectively, “Sponsors”). Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to such terms in the Merger Agreement (as defined below).
