REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • October 1st, 2007 • Tremisis Energy Acquisition CORP II • Blank checks • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is entered into as of the __ day of ________, 2007, by and among Tremisis Energy Acquisition Corporation II, a Delaware corporation (the “Company”) and the undersigned parties listed under Investor on the signature page hereto (each, an “Investor” and collectively, the “Investors”).
WARRANT AGREEMENTWarrant Agreement • October 1st, 2007 • Tremisis Energy Acquisition CORP II • Blank checks • New York
Agreement made as of _________, 2007 between Tremisis Energy Acquisition Corporation II, a Delaware corporation, with offices at 11622 Monica Street, Houston, Texas 77024 (“Company”), and Continental Stock Transfer & Trust Company, a New York corporation, with offices at 17 Battery Place, New York, New York 10004 (“Warrant Agent”).
INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • October 1st, 2007 • Tremisis Energy Acquisition CORP II • Blank checks • New York
This Agreement is made as of ________, 2007 by and between Tremisis Energy Acquisition Corporation II (the “Company”) and Continental Stock Transfer & Trust Company (“Trustee”).
STOCK ESCROW AGREEMENTStock Escrow Agreement • October 1st, 2007 • Tremisis Energy Acquisition CORP II • Blank checks • New York
STOCK ESCROW AGREEMENT, dated as of __________, 2007 (“Agreement”), by and among TREMISIS ENERGY ACQUISITION CORPORATION II, a Delaware corporation (“Company”), LAWRENCE S. COBEN, RONALD D. ORMAND, JON SCHOTZ, CHARLES A. NORRIS and STEPHEN N. CASATI (collectively “Initial Stockholders”) and CONTINENTAL STOCK TRANSFER & TRUST COMPANY, a New York corporation (“Escrow Agent”).
Subscription AgreementSubscription Agreement • October 1st, 2007 • Tremisis Energy Acquisition CORP II • Blank checks
The undersigned hereby subscribes for and agrees to purchase ______ Warrants (“Insider Warrants”) at $1.00 per Insider Warrant, each to purchase one share of common stock, par value $0.0001 per share, of Tremisis Energy Acquisition Corporation II (the “Corporation”) at $6.00 per share for an aggregate purchase price of $_______ (“Purchase Price”). The purchase and issuance of the Insider Warrants shall occur simultaneously with the consummation of the Corporation’s initial public offering of securities (“IPO”) which is being underwritten by Merrill Lynch, Pierce, Fenner & Smith Incorporated (“Merrill Lynch”). The Insider Warrants will be sold to the undersigned on a private placement basis and not part of the IPO.
