MANAS PETROLEUM CORPORATION as the Corporation and EQUITY FINANCIAL TRUST COMPANY as the Warrant AgentWarrant Indenture • April 28th, 2011 • MANAS PETROLEUM Corp • Crude petroleum & natural gas • British Columbia
AND WHEREAS pursuant to this Indenture, each whole Warrant shall, subject to adjustment, entitle the holder thereof to acquire one (1) Common Share upon payment of the Exercise Price upon the terms and conditions herein set forth;
AGENCY AGREEMENTAgency Agreement • April 28th, 2011 • MANAS PETROLEUM Corp • Crude petroleum & natural gas • British Columbia
Raymond James Ltd., as Agent, understands that Manas Petroleum Corporation (the "Corporation") proposes to issue and sell a minimum of 40,000,000 units (the "Units") at a price of $0.50 per Unit (the "Offering Price") for minimum aggregate gross proceeds of $20,000,000 (the "Minimum Offering") and a maximum of up to 60,000,000 Units at the Offering Price for maximum aggregate gross proceeds of up to $30,000,000 (the "Maximum Offering"). Each Unit shall consist of one share of common stock in the capital of the Corporation (the "Unit Shares") and one common share purchase warrant (a "Warrant"). Each Warrant shall entitle the holder thereof to acquire one additional common share of the Corporation (a "Warrant Share") at a price of $0.70 per share, subject to adjustment, at any time until 5:00 p.m. (Vancouver time) on the date that is 36 months following the Closing Date.
LOCK-UP AGREEMENTLock-Up Agreement • April 28th, 2011 • MANAS PETROLEUM Corp • Crude petroleum & natural gas • Alberta
Manas Petroleum Corporation ("Manas" or the "Corporation") and Raymond James Ltd. (the "Agent") understand that you are the beneficial owner, directly and indirectly, of the number of shares of common stock of the Corporation (the "Common Shares"), including any Common Shares issuable upon exercise of options or warrants to purchase Common Shares, as applicable, indicated on the signature page hereof.
