BARNWELL INDUSTRIES, INC. COMMON STOCK SALES AGREEMENTSales Agreement • March 16th, 2021 • Barnwell Industries Inc • Crude petroleum & natural gas • New York
Barnwell Industries, Inc., a Delaware corporation (the “Company”), confirms its agreement (this “Agreement”) with A.G.P./Alliance Global Partners (the “Sales Agent”), as follows:
COOPERATION AND SUPPORT AGREEMENTCooperation and Support Agreement • February 1st, 2021 • Barnwell Industries Inc • Crude petroleum & natural gas • Delaware
This Cooperation and Support Agreement (this “Agreement”) is made and entered into as of January 27, 2021, by and among Barnwell Industries, Inc., a Delaware corporation (the “Company”), MRMP-Managers LLC, the Ned L. Sherwood Revocable Trust, Bradley M. Tirpak and Ned L. Sherwood (collectively, the “MRMP Stockholders,” and each of the Company and each of the MRMP Stockholders, a “Party” to this Agreement, and collectively, the “Parties”).
BARNWELL INDUSTRIES, INC. FORM OF STOCK GRANT AWARD AGREEMENTStock Grant Award Agreement • May 15th, 2023 • Barnwell Industries Inc • Crude petroleum & natural gas • Delaware
THIS STOCK GRANT AWARD AGREEMENT (the “Agreement”) is made and entered into by and between Barnwell Industries, Inc., a Delaware corporation (the “Company”) and ________________, an individual and independent director of the Company (“Grantee”), on the ___ day of ______, 20__ (the “Grant Date”), subject to the Barnwell Industries, Inc. 2018 Equity Incentive Plan, as amended (the “Plan”). This Agreement is subject to the terms and conditions of the Plan, which is incorporated herein in its entirety by reference. For all purposes of the Plan, the stock award evidenced by this Agreement is a “Stock Grant” under the Plan and not a Restricted Stock Award. A copy of the Plan has been made available to Grantee. Capitalized terms not otherwise defined in this Agreement shall have the meaning given to such terms in the Plan.
BARNWELL INDUSTRIES, INC. STOCK OPTION AGREEMENT (2018 Equity Incentive Plan) Type of Option (check one):Stock Option Agreement • May 13th, 2021 • Barnwell Industries Inc • Crude petroleum & natural gas • Delaware
This Stock Option Agreement (this “Agreement”) is entered into as of [_______], by and between Barnwell Industries, Inc., a corporation organized under the laws of Delaware (“the Company”), and [_______] (“Optionee”) pursuant to the Company’s 2018 Equity Incentive Plan, as amended (the “Plan”). Any capitalized term not defined in this Agreement shall have the same meaning ascribed to it in the Plan.
AMENDED AND RESTATED AGREEMENT AS TO LOT 4A, INCREMENT 2 By and Among KAUPULEHU DEVELOPMENTS, a Hawaii general partnership, WB KD ACQUISITION, LLC, a Delaware limited liability company, and WB KD ACQUISITION II, LLC, a Delaware limited liability...Agreement • August 13th, 2009 • Barnwell Industries Inc • Crude petroleum & natural gas • Hawaii
LIMITED LIABILITY LIMITED PARTNERSHIP AGREEMENT OF KKM MAKAI, LLLP (a Hawaii Limited Liability Limited Partnership)Limited Liability Limited Partnership Agreement • February 14th, 2014 • Barnwell Industries Inc • Crude petroleum & natural gas • Hawaii
AGREEMENT (WITH KD KAUPULEHU. LLLP) TO RELEASE RETAINED RIGHTSAgreement • May 14th, 2019 • Barnwell Industries Inc • Crude petroleum & natural gas • Hawaii
THIS AGREEMENT (WITH KD KAUPULEHU, LLLP) TO RELEASE RETAINED RIGHTS (“Agreement”) is entered into this day 7th of March, 2019 by and between Kaupulehu Developments, a Hawaii general partnership (“KD”), and KD Kaupulehu, LLLP, a Delaware limited liability limited partnership (“KD Kaupulehu”);
THIS AMENDING AGREEMENT made as of the 1st day of April, 2015 (the “Amending Agreement”).Letter Agreement • May 13th, 2015 • Barnwell Industries Inc • Crude petroleum & natural gas • Alberta
BETWEEN: (1) ROYAL BANK OF CANADA, a Canadian chartered bank (hereinafter referred to as the “Bank”) AND: (2) BARNWELL OF CANADA, LIMITED, incorporated under the laws of the State of Delaware (hereinafter referred to as the “Borrower”)
CERTAIN PORTIONS OF THIS EXHIBIT HAVE BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT. THE TEXT “[REDACTED]” HAS BEEN INSERTED IN PLACE OF THE PORTIONS OMITTED. AGREEMENT AS...Barnwell Industries Inc • August 14th, 2006 • Crude petroleum & natural gas • Hawaii
THIS AGREEMENT AS TO LOT 4A, INCREMENT 2 (this “Agreement”) is made and entered as of June 2006, by and among KAUPULEHU DEVELOPMENTS, a Hawaii general partnership (“KD”), WB KD ACQUISITION, LLC, a Delaware limited liability company (“WBKD 1”) and WB KD ACQUISITION II, LLC, a Delaware limited liability company (“WBKD 2”).
COOPERATION AND SUPPORT BINDING TERM SHEETBinding Term Sheet • January 26th, 2023 • Barnwell Industries Inc • Crude petroleum & natural gas • Delaware
This Cooperation and Support Binding Term Sheet (this “Term Sheet”) is made and entered into as of January 21, 2023 (the “Signing Date”), by and among, Alexander C. Kinzler (“AK”), MRMP-Managers LLC, the Ned L. Sherwood Revocable Trust, NLS Advisory Group, Inc. and Ned L. Sherwood (collectively, the “MRMP Stockholders,” and each, a “MRMP Stockholder”). AK and the MRMP Stockholders are collectively referred to as the “Parties,” and AK and each of the MRMP Stockholders, a “Party.” As of the Signing Date, the provisions of this Term Sheet will be binding upon the Parties.
January 12, 2015Loan Agreement • May 13th, 2015 • Barnwell Industries Inc • Crude petroleum & natural gas • Hawaii
RE: Term Loan No. 22000-00039 Adjustable Rate Promissory Note dated March 28, 2011 for $12,500,000.00 and Loan Agreement dated March 28, 2011 and First Loan Modification Agreement Dated September 4, 2012
PURCHASE AND SALE AGREEMENTPurchase and Sale Agreement • August 12th, 2015 • Barnwell Industries Inc • Crude petroleum & natural gas
WHEREAS Vendor has agreed to sell and convey all legal and beneficial right, title and interest in and to certain assets in the Dunvegan and Belloy Areas of Alberta, whether owned, held by Barnwell of Canada, Limited in its personal capacity, or which it has right, power and authority to convey and transfer to Purchaser as agent and attorney on behalf of others holding beneficial title in certain of such assets;
LOAN AGREEMENTLoan Agreement • February 14th, 2014 • Barnwell Industries Inc • Crude petroleum & natural gas • Hawaii
This Loan Agreement (the “Agreement”) is dated November 27, 2013 and is made by and among KKM MAKAI, LLLP, a Hawaii limited liability limited partnership (“KKM”), and KD KONA 2013 LLLP, a Hawaii limited liability limited partnership (“KD Kona”) (KKM and KD Kona are individually and collectively referred to as the “Borrower”) and AMERICAN SAVINGS BANK, F.S.B., a federal savings bank (“Lender”).
AMENDMENT NO. 1 TO TAX BENEFITS PRESERVATION PLANPreservation Plan • January 26th, 2023 • Barnwell Industries Inc • Crude petroleum & natural gas • Delaware
This Amendment No. 1, dated as of January 25, 2023 (this “Amendment”), to the Tax Benefits Preservation Plan is made by and between Barnwell Industries, Inc. (the “Company”) and Broadridge Corporate Issuer Solutions, Inc., as Rights Agent (the “Rights Agent”).
AGREEMENT RE STEP IN RIGHTS OF KAUPULEHU DEVELOPMENTS UNDER LOT 4A LEASEAgreement • February 13th, 2004 • Barnwell Industries Inc • Crude petroleum & natural gas • Hawaii
THIS AGREEMENT RE STEP IN RIGHTS OF KAUPULEHU DEVELOPMENTS UNDER LOT 4A LEASE (the “Agreement”) is made and effective this 13th day of February, 2004, by and among CHARLES NAINOA THOMPSON, DIANE JOYCE PLOTTS, ROBERT KALANI UICHI KIHUNE, JAMES DOUGLAS KEAUHOU ING and CONSTANCE HEE LAU, as TRUSTEES OF THE ESTATE OF BERNICE PAUAHI BISHOP, a charitable educational trust, whose principal place of business and post office address is Kawaiahao Plaza, 567 South King Street, Suite 200, Honolulu, Hawaii 96813 (“KS”), WB KD ACQUISITION, LLC, a Delaware limited liability company, whose business and post office address is 13155 Noel Road/LB 54, Suite 2400, Dallas, Texas 75240 (“Developer”), FARALLON ENCLAVE, LLC, a Delaware limited liability company (“Developer’s Mortgagee”), and KAUPULEHU DEVELOPMENTS, a Hawaii general partnership, whose business and post office address is 1100 Alakea Street, Suite 2900, Honolulu, Hawaii 96813 (“KD”). KS, Developer and KD are referred to individually or collective
PURCHASE AND SALE AGREEMENT (Boundary Lake Area, Alberta & British Columbia)Agreement • May 6th, 2014 • Barnwell Industries Inc • Crude petroleum & natural gas • Alberta
THIS AMENDING AGREEMENT made as of the 30th day of September, 2015 (the "Amending Agreement"). BETWEEN: (1) ROYAL BANK OF CANADA,Amending Agreement • December 16th, 2015 • Barnwell Industries Inc • Crude petroleum & natural gas • Alberta
WHEREAS the Bank has made available to the Borrower a credit facility pursuant to a credit agreement between the parties hereto dated May 11, 2006 (the "Original Credit Agreement"), as amended to date (each amendment being an "Amendment", (collectively, the Original Credit Agreement and each Amendment being the "Credit Agreement");
BARNWELL INDUSTRIES, INC. Summary for Restricted Stock Unit Award AgreementDirector Restricted Stock Unit Award Agreement • June 15th, 2023 • Barnwell Industries Inc • Crude petroleum & natural gas • Delaware
This Director Restricted Stock Unit Award Agreement (this “Agreement”) sets forth the terms and conditions of the restricted stock units (“Restricted Stock Units” or “RSUs”) granted by Barnwell Industries, Inc., a Delaware corporation (the “Company”), under the Barnwell Industries, Inc. Amended and Restated 2018 Equity Incentive Plan, as amended from time to time (the “Plan”), and pursuant to the Summary of Restricted Stock Unit Award Grant (the “Summary”) set forth above. The Summary specifies the person to whom the RSUs are granted (“Holder”), the grant date of the RSUs (the “Grant Date”), the vesting schedule of the RSUs (the “Vesting Schedule”), the aggregate number of RSUs granted to Holder, and other specific details of the grant. The Summary is deemed part of this Agreement.
LIMITED LIABILITY LIMITED PARTNERSHIP AGREEMENT OF KD KONA 2013 LLLP (a Hawaii Limited Liability Limited Partnership)Limited Liability Limited Partnership Agreement • February 14th, 2014 • Barnwell Industries Inc • Crude petroleum & natural gas • Hawaii
This Limited Liability Limited Partnership Agreement, dated as of November 27, 2013, is entered into by and between Barnwell Hawaiian Properties, Inc., a Delaware corporation (“Barnwell”), as General Partner, and Noble Enterprises, Inc., a Nevada corporation (“Noble”), as a Limited Partner.
PURCHASE AND SALE AGREEMENT Red Earth Area, AlbertaPurchase and Sale Agreement • February 7th, 2018 • Barnwell Industries Inc • Crude petroleum & natural gas
HARVEST OPERATIONS CORP. a corporation with an office in the City of Calgary, Alberta (hereinafter referred to as the "Purchaser")
STRICTLY CONFIDENTIAL December 12, 2022 Alchemist Energy, LLC Attn: Billy Hannes Irving, Texas 75062 Re: Assignment of Leasehold Interests Loving and Ward Counties, Texas – Atlanta Unit Wells Mr. Hannes:Letter Agreement • February 13th, 2023 • Barnwell Industries Inc • Crude petroleum & natural gas • Texas
Per the terms of this letter agreement (this “Agreement”), Alchemist Energy LeaseCo, LP (“Seller”) agrees to sell, and Barnwell Texas, LLC (“Buyer”), agrees to buy, the following (such assets, less and except the Excluded Assets, collectively the “Assets”):
CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT, MARKED BY "[REDACTED]", HAVE BEEN OMITTED BECAUSE THE CONFIDENTIAL OMITTED INFORMATION IS BOTH (I) NOT MATERIAL AND (II) INFORMATION THAT THE COMPANY CUSTOMARILY AND ACTUALLY TREATS AS PRIVATE OR...Stock Purchase Agreement • December 18th, 2023 • Barnwell Industries Inc • Crude petroleum & natural gas • Hawaii
This Stock Purchase Agreement (“Agreement”) is by and among West Maui Construction, Inc., a Hawaii corporation (“Buyer”), Barnwell of Canada, Limited, a Delaware corporation (“Barnwell Canada”), and Barnwell Industries, Inc., a Delaware corporation (“Barnwell Industries”), and is entered into effective as of December 12, 2023 (“Effective Date”).
AGREEMENT WITH RESPECT TO RETAINED RIGHTSLimited Partnership Agreement • May 14th, 2019 • Barnwell Industries Inc • Crude petroleum & natural gas • Delaware
THIS AGREEMENT WITH RESPECT TO RETAINED RIGHTS (“Agreement”) is entered into this day of 7th day of March, 2019 by and between Kaupulehu Developments, a Hawaii general partnership (“KD”), on the one hand, and KD Acquisition II, LP, a Delaware limited partnership (“Acquisition II”) on the other.
AGREEMENT OF PURCHASE AND SALE (Progress and Valhalla Areas, Alberta)An Agreement of Purchase and Sale • June 14th, 2017 • Barnwell Industries Inc • Crude petroleum & natural gas
BETWEEN: BARNWELL OF CANADA, LIMITED, a body corporate, incorporated under the laws of the State of Delaware in the U.S.A., having an office in the City of Calgary, in the Province of Alberta
PURCHASE AND SALE AGREEMENT By and Between KAUPULEHU DEVELOPMENTS, a Hawaii general partnership, as Seller and WB KD ACQUISITION, LLC, a Delaware limited liability company, as Developer February 13, 2004Purchase and Sale Agreement • February 13th, 2004 • Barnwell Industries Inc • Crude petroleum & natural gas • Hawaii
THIS PURCHASE AND SALE AGREEMENT (this “Agreement”) is made and entered into this 13th day of February, 2004, by and between KAUPULEHU DEVELOPMENTS, a Hawaii general partnership (“Seller”), and WB KD ACQUISITION, LLC, a Delaware limited liability company (herein referred to as the “Developer”).
PURCHASE AND SALE AGREEMENTExecution Version • December 19th, 2017 • Barnwell Industries Inc • Crude petroleum & natural gas
WHEREAS Vendor has agreed to sell and convey all legal and beneficial right, title and interest in and to certain assets in the Loon and Red Earth Areas of Alberta, whether owned, held by Barnwell of Canada, Limited in its personal capacity, or which it has right, power and authority to convey and transfer to Purchaser as agent and attorney on behalf of others holding beneficial title in certain of such assets;
PURCHASE AND SALE AGREEMENT BETWEEN: EAGLE ENERGY INC. AND BARNWELL OF CANADA, LIMITED AND OCTAVIAN OIL LTD.Purchase and Sale Agreement • July 25th, 2018 • Barnwell Industries Inc • Crude petroleum & natural gas
EAGLE ENERGY INC., a body corporate having an office and carrying on business in the City of Calgary, in the Province of Alberta (the "Vendor")
