FORM OF WARRANT AGREEMENT SILVER RUN ACQUISITION CORPORATION and CONTINENTAL STOCK TRANSFER & TRUST COMPANY WARRANT AGREEMENT Dated as of , 2016Warrant Agreement • January 13th, 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 13th, 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 13th, 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 13th, 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 13th, 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 13th, 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. and Citigroup Global Markets Inc., 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. The Units shall be sold
SILVER RUN ACQUISITION CORPORATION 1000 Louisiana Street, Suite 1450Silver Run Acquisition Corp • January 13th, 2016 • Blank checks • New York
