0001193125-12-017154 Sample Contracts

INDEMNITY AGREEMENT
Indemnity Agreement • January 19th, 2012 • Hicks Acquisition CO II, Inc. • Blank checks • Delaware

THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of January 13, 2012, by and between HICKS ACQUISITION COMPANY II, INC., a Delaware corporation (the “Company”), and James C. Musselman (“Indemnitee”).

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SECURITIES ASSIGNMENT AGREEMENT
Securities Assignment Agreement • January 19th, 2012 • Hicks Acquisition CO II, Inc. • Blank checks

This Securities Assignment Agreement (this “Assignment”), dated as of January 13, 2012, is made and entered into by and among HH-HACII, L.P., a Delaware limited partnership (the “Seller”) and the party identified on the signature page hereto (the “Buyer”).

January 13, 2012
Letter Agreement • January 19th, 2012 • Hicks Acquisition CO II, Inc. • Blank checks

This letter (“Letter Agreement”) is being delivered to you in accordance with respect to the underwritten initial public offering (the “Offering”), by Hicks Acquisition Company II, Inc. (the “Company”) of 15,000,000 of units (the “Units”), each comprised of one share of the Company’s common stock, par value $0.0001 per share (the “Common Stock”), and one warrant exercisable for one share of Common Stock (each, a “Warrant”). The Units sold in the Offering are quoted and traded on the Over-the-Counter Bulletin Board pursuant to a registration statement on Form S-1 and prospectus (the “Prospectus”) filed by the Company with the Securities and Exchange Commission (the “Commission”). Certain capitalized terms used herein are defined in paragraph 6 hereof.

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