0000950123-10-087464 Sample Contracts

Hicks Acquisition Company II, Inc. 20,000,000 Units1 Common Stock Warrants UNDERWRITING AGREEMENT
Underwriting Agreement • September 20th, 2010 • Hicks Acquisition CO II, Inc. • Blank checks • New York

Citigroup Global Markets Inc. As Representative of the several Underwriters, c/o Citigroup Global Markets Inc. 388 Greenwich Street New York, New York 10013

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INVESTMENT MANAGEMENT TRUST AGREEMENT
Investment Management Trust Agreement • September 20th, 2010 • Hicks Acquisition CO II, Inc. • Blank checks • New York

This Agreement is made effective as of , 2010 by and between Hicks Acquisition Company II, Inc. (the “Company”) and Continental Stock Transfer & Trust Company (the “Trustee”).

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