Exhibit 4.5 WARRANT AGREEMENT Agreement made as of _________ __, 2004 between Tremisis Energy Acquisition Corporation, a Delaware corporation, with offices at 1775 Broadway, Suite 604, New York, New York 10019 ("Company"), and American Stock Transfer...Warrant Agreement • March 12th, 2004 • Tremisis Energy Acquisition Corp • New York
Standard Contracts
BETWEENUnderwriting Agreement • March 12th, 2004 • Tremisis Energy Acquisition Corp • New York
TREMISIS ENERGY ACQUISITION CORPORATION ______________, 2004 Coqui Capital Partners, L.P. 1775 Broadway Suite 604 New York, New York 10019 Gentlemen: This letter will confirm our agreement that, commencing on the effective date ("Effective Date") of...Service Agreement • March 12th, 2004 • Tremisis Energy Acquisition Corp
This letter will confirm our agreement that, commencing on the effective date ("Effective Date") of the registration statement for the initial public offering ("IPO") of the securities of Tremisis Energy Acquisition Corporation ("TEAC") and continuing until the consummation by TEAC of a "Business Combination" (as described in TEAC's IPO prospectus), Coqui Capital Partners L.P. shall make available to TEAC certain office and secretarial services as may be required by TEAC from time to time, situated at 1775 Broadway, Suite 604, New York, New York 10019. In exchange therefore, TEAC shall pay Coqui Capital Partners L.P. the sum of $3,500 per month on the Effective Date and continuing monthly thereafter.
REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this "Agreement") is entered into as of the ___nd day of __________, 2004, by and among: Tremisis Energy Acquisition Corporation, a Delaware corporation (the "Company"); and the...Registration Rights Agreement • March 12th, 2004 • Tremisis Energy Acquisition Corp • New York
March 11, 2004 EarlyBirdCapital, Inc. 600 Third Avenue 33rd Floor New York, New York 10016 Re: Tremisis Energy Acquisition Corporation --------------------------------------- Gentlemen: This letter will confirm the agreement of the undersigned to...Warrant Purchase Agreement • March 12th, 2004 • Tremisis Energy Acquisition Corp
This letter will confirm the agreement of the undersigned to purchase warrants ("Warrants") of Tremisis Energy Acquisition Corporation ("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 two Warrants. The shares of Common Stock and Warrants will not be separately tradeable until 90 days after the effective date of the Company's IPO unless EarlyBirdCapital, Inc. ("EBC") informs the Company of its decision to allow earlier separate trading.
INVESTMENT MANAGEMENT TRUST AGREEMENT This Agreement is made as of __________ ____, 2004 by and between Tremisis Energy Acquisition Corporation (the "Company") and American Stock Transfer & Trust Company ("Trustee"). WHEREAS, the Company's...Investment Management Trust Agreement • March 12th, 2004 • Tremisis Energy Acquisition Corp
Exhibit 10.6 STOCK ESCROW AGREEMENT STOCK ESCROW AGREEMENT, dated as of ___________ ___, 2004 ("Agreement"), by and among TREMISIS ENERGY ACQUISITION CORPORATION, a Delaware corporation ("Company"), LAWRENCE S. COBEN, ISAAC KIER, DAVID A. PREISER and...Stock Escrow Agreement • March 12th, 2004 • Tremisis Energy Acquisition Corp • New York
Delivery and Payment: Delivery of the Units shall be made on or about ________, 2004 or such later date as we may advise on not less than one day's notice to you, at the office of EarlyBirdCapital, Inc., 600 Third Avenue, 33rd Floor, New York, New...Selected Dealers Agreement • March 12th, 2004 • Tremisis Energy Acquisition Corp • New York
350,000 UNITS OFPurchase Option Agreement • March 12th, 2004 • Tremisis Energy Acquisition Corp • New York
NUMBER (SEE REVERSE LEGEND) WARRANTS _________- (THIS WARRANT WILL BE VOID IF NOT EXERCISED PRIOR TO 5:00 P.M. NEW YORK CITY TIME, __________, 2008Warrant Agreement • March 12th, 2004 • Tremisis Energy Acquisition Corp
is the registered holder of a Warrant or Warrants expiring ________, 2008 (the "Warrant") to purchase one fully paid and non-assessable share of Common Stock, par value $.0001 per share ("Shares"), of Tremisis Energy Acquisition Corporation, a Delaware corporation (the "Company"), for each Warrant evidenced by this Warrant Certificate. The Warrant entitles the holder thereof to purchase from the Company, commencing on the later of (i) the consummation by the Company of a merger, capital stock exchange, asset acquisition or other similar business combination or (ii) __________, 2005, such number of Shares of the Company at the price of $5.00 per share, upon surrender of this Warrant Certificate and payment of the Warrant Price at the office or agency of the Warrant Agent, American Stock Transfer & Trust Company (such payment to be made by check made payable to the Warrant Agent), but only subject to the conditions set forth herein and in the Warrant Agreement between the Company and Ame