WARRANT PLACEMENT AGREEMENTWarrant Placement Agreement • July 19th, 2006 • Energy Services Acquisition Corp. • Blank checks • West Virginia
WARRANT PLACEMENT AGREEMENT (this “Agreement”) made as of this 5th day of April 2006 among Energy Services Acquisition Corp., a Delaware corporation (the “Company”) and the persons set forth at Schedule A (the “Purchasers”).
THE REGISTERED HOLDER OF THIS PURCHASE OPTION BY ITS ACCEPTANCE HEREOF, AGREES THAT IT WILL NOT SELL, TRANSFER OR ASSIGN THIS PURCHASE OPTION EXCEPT AS HEREIN PROVIDED AND THE REGISTERED HOLDER OF THIS PURCHASE OPTION AGREES THAT IT WILL NOT SELL,...Purchase Option Agreement • July 19th, 2006 • Energy Services Acquisition Corp. • Blank checks • Maryland
THIS PURCHASE OPTION IS NOT EXERCISABLE PRIOR TO THE LATER OF THE CONSUMMATION BY ENERGY SERVICES ACQUISITION CORP. (“COMPANY”) OF A MERGER, CAPITAL STOCK EXCHANGE, ASSET ACQUISITION OR OTHER SIMILAR BUSINESS COMBINATION (“BUSINESS COMBINATION”) (AS DESCRIBED MORE FULLY IN THE COMPANY’S REGISTRATION STATEMENT (DEFINED HEREIN)) OR , 2007. VOID AFTER 5:00 P.M. NEW YORK CITY LOCAL TIME, , 2011.
LETTER AGREEMENTLetter Agreement • July 19th, 2006 • Energy Services Acquisition Corp. • Blank checks
The undersigned officer and director and stockholder of Energy Services Acquisition Corp. (“Company”), in consideration of Ferris, Baker Watts, Incorporated (“FBW”) entering into a letter of intent (“Letter of Intent”) to underwrite an initial public offering of the securities of the Company (“IPO”) and embarking on the IPO process, hereby agrees as follows (certain capitalized terms used herein are defined in paragraph 11 hereof):
WARRANT AGREEMENTWarrant Agreement • July 19th, 2006 • Energy Services Acquisition Corp. • Blank checks • New York
This Agreement made as of , 2006 between Energy Services Acquisition Corp., a Delaware corporation, with offices at 2450 First Avenue, Huntington, West Virginia 25703 (“Company”), and Continental Stock Transfer & Trust Company, a New York corporation, with offices at 17 Battery Place, New York, New York 10004 (“Warrant Agent”).
