FORM OF 5 YEAR WARRANT SULPHCO, INC. WARRANTWarrant Agreement • January 29th, 2010 • Sulphco Inc • Oil & gas field services, nec • New York
SulphCo, Inc., a Nevada corporation (the “Company”), hereby certifies that, for value received, _________________ or its registered assigns (the “Holder”), is entitled to purchase from the Company up to a total of ___________ shares of common stock, $0.001 par value per share (the “Common Stock”), of the Company (each such share, a “Warrant Share” and all such shares, the “Warrant Shares”) at an exercise price equal to $1.00 per share (as adjusted from time to time as provided in Section 9, the “Exercise Price”), at any time and from time to time from and after the date hereof and through and including the five (5) year anniversary of the date hereof (the “Expiration Date”), and subject to the following terms and conditions. This Warrant (this “Warrant”) is one of a series of similar warrants issued pursuant to that certain Subscription Agreement, dated as of the date hereof, by and among the Company and the Purchasers identified therein (the “Subscription Agreement”). All such warrant
SUBSCRIPTION AGREEMENTSubscription Agreement • January 29th, 2010 • Sulphco Inc • Oil & gas field services, nec • New York
The undersigned (the "Investor") hereby confirms its agreement with SulphCo, Inc., a Nevada corporation (the "Company") as follows:
PLACEMENT AGENCY AGREEMENT January 25, 2010Placement Agency Agreement • January 29th, 2010 • Sulphco Inc • Oil & gas field services, nec • New York
SulphCo, Inc., a Nevada corporation (the "Company"), proposes to offer (the "Offering") an aggregate up to 11,764,706 units (the "Units"), each comprising (i) 1 share of common stock of the Company, par value $0.001 per share ("Common Stock"); (ii) a warrant to purchase 0.5 shares of Common Stock at the price of $0.70 per share; and (iii) a warrant to purchase 0.5 shares of Common Stock at the price of $1.00 per share (collectively, the "Warrants"), at the price of $0.51 per Unit (the "Offering Price") pursuant to an offering registered by the Company under the Securities Act of 1933, as amended (the "1933 Act").
