FORM OF WARRANT AGREEMENT SILVER RUN ACQUISITION CORPORATION and CONTINENTAL STOCK TRANSFER & TRUST COMPANY WARRANT AGREEMENT Dated as of , 2016Warrant Agreement • January 27th, 2016 • Silver Run Acquisition Corp • Blank checks • New York
THIS WARRANT AGREEMENT (this “Agreement”), dated as of , 2016, is by and between Silver Run Acquisition Corporation, a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation, as warrant agent (the “Warrant Agent”, also referred to herein as the “Transfer Agent”).
FORM OF INDEMNITY AGREEMENTForm of Indemnity Agreement • January 27th, 2016 • Silver Run Acquisition Corp • Blank checks • Delaware
THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of , 2016, by and between Silver Run Acquisition Corporation, a Delaware corporation (the “Company”), and (“Indemnitee”).
FORM OF SPONSOR WARRANTS PURCHASE AGREEMENTSponsor Warrants Purchase Agreement • January 27th, 2016 • Silver Run Acquisition Corp • Blank checks • New York
THIS SPONSOR WARRANTS PURCHASE AGREEMENT, dated as of [·], 2016 (as it may from time to time be amended, this “Agreement”), is entered into by and between Silver Run Acquisition Corporation, a Delaware corporation (the “Company”), and Silver Run Sponsor, LLC, a Delaware limited liability company (the “Purchaser”).
FORM OF REGISTRATION RIGHTS AGREEMENTForm of Registration Rights Agreement • January 27th, 2016 • Silver Run Acquisition Corp • Blank checks • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of [·], 2016, is made and entered into by and among Silver Run Acquisition Corporation, a Delaware corporation (the “Company”), Silver Run Sponsor, LLC, a Delaware limited liability company (the “Sponsor”), and the undersigned parties listed under Holder on the signature page hereto (each such party, together with the Sponsor and any person or entity who hereafter becomes a party to this Agreement pursuant to Section 5.2 of this Agreement, a “Holder” and collectively the “Holders”).
FORM OF INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • January 27th, 2016 • Silver Run Acquisition Corp • Blank checks • New York
This Investment Management Trust Agreement (this “Agreement”) is made effective as of , 2016 by and between Silver Run Acquisition Corporation, a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Trustee”).
Silver Run Acquisition Corporation 1000 Louisiana Street, Suite 1450 Houston, TX 77002 Re: Initial Public Offering Gentlemen:Letter Agreement • January 27th, 2016 • Silver Run Acquisition Corp • Blank checks
This letter (this “Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) to be entered into by and among Silver Run Acquisition Corporation, a Delaware corporation (the “Company”), and Deutsche Bank Securities Inc., Citigroup Global Markets Inc. and Goldman, Sachs & Co., as representatives (the “Representatives”) of the several underwriters (each, an “Underwriter” and collectively, the “Underwriters”), relating to an underwritten initial public offering (the “Public Offering”), of 46,000,000 of the Company’s units (including up to 6,000,000 units that may be purchased to cover over-allotments, if any) (the “Units”), each comprised of one share of the Company’s Class A common stock, par value $0.0001 per share (the “Common Stock”), and one-third of one warrant. Each whole Warrant (each, a “Warrant”) entitles the holder thereof to purchase one share of Common Stock at a price of $11.50 per share, subject to adjustment. T
SILVER RUN ACQUISITION CORPORATION 1000 Louisiana Street, Suite 1450Silver Run Acquisition Corp • January 27th, 2016 • Blank checks • New York
Rockstream Corp. 712 Fifth Avenue, 36th Floor New York, New York 10019Silver Run Acquisition Corp • January 27th, 2016 • Blank checks • New York
Rockstream Corp., a Delaware corporation (the “Company”), is pleased to accept the offer Rockstream Sponsor, LLC, a Delaware limited liability company (the “Subscriber” or “you”), has made to purchase 11,500,000 shares of the Company’s Class B common stock (the “Shares”), $0.0001 par value per share (the “Class B Common Stock”), up to 1,500,000 of which are subject to complete or partial forfeiture by you if the underwriters of the Company’s initial public offering (“IPO”) do not fully exercise their over-allotment option (the “Over-allotment Option”). For the purposes of this Agreement, references to “Common Stock” are to, collectively, the Class B Common Stock and the Company’s Class A common stock, $0.0001 par value per share (the “Class A Common Stock”). Pursuant to the Company’s certificate of incorporation, as amended to the date hereof (the “Charter”), shares of Class B Common Stock will convert into shares of Class A Common Stock on a one-for-one basis, subject to adjustment, u
