1.) EXERCISE OF WARRANT. Subject to the provisions of Section (7) hereof, this Warrant may be exercised in whole or in part at anytime or from time to time on or after, February 27, 2004, but not later than 5:00 p.m., Spokane, Washington Time on...Nova Oil Inc • June 30th, 2004 • Oil & gas field services, nec • Washington
NOVA OIL, INC. WARRANTNova Biosource Fuels, Inc. • September 14th, 2006 • Crude petroleum & natural gas
This Warrant is one of a series of warrants issued pursuant to that certain Securities Purchase Agreement of even date herewith to which the Company and the original Holder are parties (the “Purchase Agreement”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • September 14th, 2006 • Nova Biosource Fuels, Inc. • Crude petroleum & natural gas • New York
This Agreement is made pursuant to the Securities Purchase Agreement, dated as of the date hereof among the Company and the Purchasers (the “Purchase Agreement”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • October 4th, 2007 • Nova Biosource Fuels, Inc. • Petroleum refining • New York
This Registration Rights Agreement (this “Agreement”), dated September 27, 2007, is entered by and among Nova Biosource Fuels, Inc., a Nevada corporation (the “Company”), and the purchasers identified on the signature pages attached hereto (each, a “Purchaser” and collectively, the “Purchasers”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • September 14th, 2006 • Nova Biosource Fuels, Inc. • Crude petroleum & natural gas • Nevada
This Securities Purchase Agreement (this “Agreement”), dated July 11, 2006, among Nova Oil, Inc., a Nevada corporation (the “Company”), and the purchasers identified on the signature pages and the Schedule of Purchasers attached hereto (each, a “Purchaser” and collectively, the “Purchasers”).
EMPLOYMENT AGREEMENT Leon van KraayenburgEmployment Agreement • September 14th, 2006 • Nova Biosource Fuels, Inc. • Crude petroleum & natural gas • Texas
THIS EMPLOYMENT AGREEMENT (the “Agreement”) is made as of May 1, 2006, by and among NOVA ENERGY HOLDINGS, INC., a Nevada corporation (the “Company”), and Leon van Kraayenburg, an individual residing in Houston, Texas (“Partner”).
NOVA ENERGY HOLDING, INC. RESTRICTED STOCK AWARD AGREEMENT (Non-Employee Directors)Restricted Stock Award Agreement • August 9th, 2006 • Nova Oil Inc • Crude petroleum & natural gas
Nova Oil, Inc., a Nevada corporation to be renamed Nova Energy Holding, Inc. (the “Company”), pursuant to its 2006 Equity Incentive Plan (the “Plan”), hereby grants to the Participant named below the number of shares of Restricted Stock of the Company set forth below pursuant to this Restricted Stock Award Agreement (the “Agreement”).
EXHIBIT 10 October 8, 2003 Nova Oil, Inc. 17922 North Hatch Road Colbert, Washington 99005-9377 Re: Nova Oil, Inc. Gentlemen: This letter will set forth certain terms and conditions under and upon which Public Securities, Inc. ("Placement Agent") will...Nova Oil Inc • June 30th, 2004 • Oil & gas field services, nec
AGREEMENT BETWEEN SCOTT PETROLEUM CORPORATION AND BIOSOURCE AMERICA, INC.Agreement • June 15th, 2006 • Nova Oil Inc • Crude petroleum & natural gas
This Agreement has been prepared for use with the Standard General Conditions of the Contract Between Owner and Design/Builder. Their provisions are interrelated and a change in one may necessitate a change in the other.
BIODIESEL SALE AND PURCHASE AGREEMENT (SENECA, ILLINOIS)Biodiesel Sale and Purchase Agreement • January 16th, 2007 • Nova Biosource Fuels, Inc. • Petroleum refining • Illinois
This Biodiesel Sale and Purchase Agreement (“Agreement”) is dated as of September 13, 2006, by and between NOVA BIOFUELS SENECA, LLC, a Delaware Limited Liability Company having its offices at 2777 Allen Parkway, Suite 800, Houston, TX 77019 (hereinafter referred to as “Seller”) and CONAGRA TRADE GROUP, INC. a Delaware corporation having its offices at Eleven ConAgra Drive, Omaha, Nebraska (hereinafter referred to as “Purchaser”) (each of Seller and Purchaser is a “Party” and together they are collectively referred to as the “Parties”).
NOVA BIOSOURCE FUELS, INC., THE GUARANTORS LISTED HEREIN, NOVA HOLDING SENECA LLC, AND THE BANK OF NEW YORK TRUST COMPANY, N.A., as TrusteeIndenture • October 4th, 2007 • Nova Biosource Fuels, Inc. • Petroleum refining • New York
INDENTURE dated as of September 28, 2007 between Nova Biosource Fuels, Inc., a Nevada corporation (including any successors or assigns, the “Company”), the Guarantors (as defined below), Nova Holding Seneca LLC, a Delaware limited liability company (“Seneca”), and The Bank of New York Trust Company, N.A., a national banking association, as trustee (the “Trustee”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • October 4th, 2007 • Nova Biosource Fuels, Inc. • Petroleum refining • New York
This Securities Purchase Agreement (this “Agreement”), dated September 27, 2007, is entered into by and between Nova Biosource Fuels, Inc., a Nevada corporation (the “Company”), and the purchaser identified on the signature page hereto (the “Purchaser”).
STOCK BONUS AGREEMENT (Consultants and Advisors)Stock Bonus Agreement • August 9th, 2006 • Nova Oil Inc • Crude petroleum & natural gas
Pursuant to this Stock Bonus Agreement (“Agreement”), Nova Oil, Inc., a Nevada corporation to be renamed Nova Energy Holding, Inc. (the “Company”), has granted you a stock bonus (“Stock Bonus”) under its 2006 Equity Incentive Plan (the “Plan”) for the number of shares of the Company’s Common Stock indicated below. Defined terms not explicitly defined in this Agreement but defined in the Plan shall have the same definitions as in the Plan.
PATENT SECURITY AGREEMENTPatent Security Agreement • April 3rd, 2006 • Nova Oil Inc • Crude petroleum & natural gas
This PATENT SECURITY AGREEMENT (“Agreement”) is made this 17th day of February, 2006, by and between Biosource America, Inc., a Texas corporation, having its principal office at 2777 Allen Parkway, Suite 800, Houston, Texas 77019 (“Grantor”), and BIOsource Fuels, LLC, a Wisconsin limited liability company, having its principal office at 3111 152nd Avenue, Kenosha, Wisconsin 53144 (“Grantee”).
BIODIESEL SALE AND PURCHASE AGREEMENT (GREENVILLE, MISSISSIPPI)Biodiesel Sale and Purchase Agreement • August 13th, 2007 • Nova Biosource Fuels, Inc. • Petroleum refining • Mississippi
This Biodiesel Sale and Purchase Agreement (“Agreement”) dated as of the 30th day of July, 2007, is by and between Nova Biofuels Trade Group, LLC, a Delaware Limited Liability Company having its offices at 363 N. Sam Houston Parkway East, Suite 630, Houston, TX 77060 (hereinafter referred to as “Seller”) and ConAgra Trade Group, Inc. a Delaware corporation having its offices at Eleven ConAgra Drive, Omaha, Nebraska (hereinafter referred to as “Purchaser”) (each of Seller and Purchaser is a “Party” and together they are collectively referred to as the “Parties”).
CONSENT AND THIRD AMENDMENT TO CREDIT AGREEMENTCredit Agreement • January 28th, 2009 • Nova Biosource Fuels, Inc. • Petroleum refining • New York
This CONSENT AND THIRD AMENDMENT TO CREDIT AGREEMENT (this “Agreement”), dated as of September 5, 2008, is by and among NOVA BIOFUELS SENECA, LLC, a Delaware limited liability company (“Borrower”), each of the Lenders party hereto, WESTLB AG, NEW YORK BRANCH, as administrative agent for the Lenders, WESTLB AG, NEW YORK BRANCH, as collateral agent for the Senior Secured Parties, and STERLING BANK, a Texas banking corporation, as accounts bank.
EX-10.3 ASSIGNMENT OF WORKING INTEREST OFFICIAL RECORDS INSTRUMENT # 200017569 1 Pg Vol 1096 Page 446 ASSIGNMENT OF WORKING INTEREST ------------------------------ THIS ASSIGNMENT made and entered into this 1st day of December, 2000, by and between...Nova Oil Inc • April 19th, 2002 • Oil & gas field services, nec
SUBSCRIPTION AGREEMENTSubscription Agreement • September 14th, 2006 • Nova Biosource Fuels, Inc. • Crude petroleum & natural gas • Delaware
This Subscription Agreement (this “Agreement”) is made on [June 23], 2006 by and between KBI ENERGY LLC, a ILLINOIS corporation (the “Purchaser”), and Nova Holdings Seneca LLC, a Delaware limited liability company (the “Company”). Capitalized terms used but not defined in this Agreement shall have the meaning set forth in the Limited Liability Company Agreement of the Company (as amended from time to time, the “LLC Agreement”).
OMNIBUS AMENDMENT TO ASSET PURCHASE AGREEMENT AND OPERATIVE DOCUMENTSAsset Purchase Agreement and Operative Documents • June 15th, 2006 • Nova Oil Inc • Crude petroleum & natural gas • Wisconsin
THIS OMNIBUS AMENDMENT, dated as of April 28, 2006 (this “Amendment”), is between BioSource America, Inc., a Texas corporation (the “Buyer”), Nova Oil, Inc., a Nevada corporation (“Nova”), BioSource Fuels, LLC, a Wisconsin limited liability company (the “Seller”), and the members of the Seller and their respective assignees as set forth on the signature page hereto (collectively, the “Members”). Capitalized terms used but not defined herein shall have the meaning set forth in the Purchase Agreement (as defined below).
GUARANTY (Continuing Debt - Limited)Guaranty • March 19th, 2007 • Nova Biosource Fuels, Inc. • Petroleum refining • Illinois
EXHIBIT 99.2 ASSIGNMENT OF WORKING INTEREST THIS ASSIGNMENT made and entered into this 30th day of June, 2005, by and between Nova Oil, Inc., 17922 north Hatch Road, Colbert, WA, 99005, as Assignor and D-MIL Production, Inc., P.O. Box 49 Argyle, TX...Nova Oil Inc • August 1st, 2005 • Crude petroleum & natural gas
SHARE EXCHANGE AGREEMENT By and Among Nova Oil, Inc., Biosource America, Inc., and the Shareholders of Biosource America, Inc. Dated as of March 30, 2006Share Exchange Agreement • April 3rd, 2006 • Nova Oil Inc • Crude petroleum & natural gas • Texas
THIS SHARE EXCHANGE AGREEMENT (this “Agreement”) is entered into as of March 30, 2006, by and among Nova Oil, Inc., a Nevada corporation (“Nova”), Biosource America, Inc., a Texas corporation (“Biosource”), and the shareholders of Biosource listed on Schedule A hereto who have signed this Agreement as of the date hereof (the “Biosource Shareholders”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • April 3rd, 2006 • Nova Oil Inc • Crude petroleum & natural gas • Texas
THIS REGISTRATION RIGHTS AGREEMENT, dated as of February 17 , 2006 (this “Agreement”), is between BioSource America, Inc., a Texas corporation (the “Company”), and BioSource Fuels, LLC, a Wisconsin limited liability company, (the “Shareholder”).
PRODUCTION, INC. 102 DALLAS STREET P.O. BOX 49 ARGYLE, TX 76226 PARTICIPATION AGREEMENT Re: D-Mil Production, Inc.- Smith-Boswell #1 and Steinbach Unit #1 Gentlemen: This letter sets out our agreement relative to the above referenced oil and gas...Nova Oil Inc • April 12th, 2001 • Blank checks
MASTER NETTING, SETOFF, CREDIT AND SECURITY AGREEMENT BETWEEN NOVA BIOFUELS OKLAHOMA LLC AND CONAGRA TRADE GROUP, INC.Credit and Security Agreement • September 14th, 2006 • Nova Biosource Fuels, Inc. • Crude petroleum & natural gas • Oklahoma
THIS MASTER NETTING, SETOFF, CREDIT AND SECURITY AGREEMENT (the “Master Agreement”) is made effective as of July 26, 2006, by and between NOVA BIOFUELS OKLAHOMA LLC, a Delaware limited liability company (“Nova”), and CONAGRA TRADE GROUP, INC., a Delaware corporation (“CTG”).
FEEDSTOCK AGREEMENTFeedstock Agreement • September 14th, 2006 • Nova Biosource Fuels, Inc. • Crude petroleum & natural gas • Illinois
This Feedstock Agreement (the “Agreement”) is made effective as of June 26, 2006 (the “Effective Date”), by and between NOVA BIOFUELS SENECA, LLC, a Delaware Limited Liability Company having its offices at 2777 Allen Parkway, Suite 800, Houston, TX 77019, (“Buyer”), and LIPID LOGISTICS, LLC an Illinois Limited Liability Company, (“LIPID”) (each of Buyer and LIPID is a “Party” and together they are collectively referred to as the “Parties”).
September 28, 2007Letter Agreement • October 4th, 2007 • Nova Biosource Fuels, Inc. • Petroleum refining • New York
This letter agreement will confirm the understandings between Nova Biosource Fuels, Inc. (“Nova”) and you, as a stockholder of Nova, in connection with Nova’s private placement of up to $55.0 million of 10% Convertible Senior Secured Notes due 2012 (the “Notes”), which closed on September 28, 2007. Prior to the offering, Jefferies & Company, Inc. (“Jefferies”), the placement agent for the Notes, advised Nova that, to successfully market the offering, buyers of convertible securities must be able to borrow shares of Nova common stock on customary terms in order to hedge purchases of the Notes. Based on the existing public float of Nova’s stock, there was not a sufficient number of shares available in the market to borrow on customary terms. Accordingly, Jefferies stated to Nova that the proposed investors in the Notes would only proceed with the private placement if you, as a significant stockholder of Nova, agreed for a period until September 28, 2012 (the “Availability Period”), to pe
SIXTH AMENDMENT TO CREDIT AGREEMENTCredit Agreement • January 28th, 2009 • Nova Biosource Fuels, Inc. • Petroleum refining • New York
This SIXTH AMENDMENT TO CREDIT AGREEMENT (this “Agreement”), dated as of December 29, 2008, is by and among NOVA BIOFUELS SENECA, LLC, a Delaware limited liability company (“Borrower”), each of the Lenders party hereto, WESTLB AG, NEW YORK BRANCH, as administrative agent for the Lenders and WESTLB AG, NEW YORK BRANCH, as collateral agent for the Senior Secured Parties.
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • December 20th, 2006 • Nova Biosource Fuels, Inc. • Petroleum refining • New York
This Securities Purchase Agreement (this “Agreement”), dated December 19, 2006, between Nova Biosource Fuels, Inc., a Nevada corporation (the “Company”), and the purchaser identified on the signature page hereto (the “Purchaser”).
COMMERCIAL LOAN AGREEMENT Single Advance LoanNova Biosource Fuels, Inc. • March 19th, 2007 • Petroleum refining • Illinois
DATE AND PARTIES. The date of this Commercial Loan Agreement (Agreement) is January 9, 2007. The parties and their addresses are as follows:
LEASE AGREEMENTLease Agreement • January 16th, 2007 • Nova Biosource Fuels, Inc. • Petroleum refining
This Lease Agreement is hereby made and entered into this 1st day of November, 2006 (the “Effective Date”), by and between the Muskogee City-County Port Authority, an agency of the State of Oklahoma, duly organized and existing under the laws of the State of Oklahoma, hereinafter referred to as “Lessor”, and Nova Biofuels Oklahoma, LLC, a limited liability company organized and existing under the laws of the State of Delaware and qualified to do business in the State of Oklahoma, hereinafter referred to as “Lessee”.
CONFIDENTIALITY AND NON-COMPETITION AGREEMENTConfidentiality and Non-Competition Agreement • April 3rd, 2006 • Nova Oil Inc • Crude petroleum & natural gas • Texas
This Confidentiality and Non-Competition Agreement is entered into on this 17th day of February, 2006 (“Effective Date”), by and between BioSource America, Inc., a Texas corporation (hereinafter “Buyer”) and Resodyn Corporation, a Delaware corporation (hereinafter “Resodyn”)
ASSET PURCHASE AGREEMENT by and among Nova Biofuels Clinton County, LLC, Clinton County Bio Energy, L.L.C. and the Members of Clinton County Bio Energy, L.L.C. August 15, 2007Asset Purchase Agreement • August 16th, 2007 • Nova Biosource Fuels, Inc. • Petroleum refining • Texas
This Asset Purchase Agreement (the “Agreement”) is made as of August 15, 2007, by and among Nova Biofuels Clinton County, LLC, a Delaware limited liability company (the “Purchaser”), Clinton County Bio Energy, L.L.C., an Iowa limited liability company (the “Seller”), and the members of the Seller identified on the signature pages hereto (collectively, the “Members”).
SECURITY AGREEMENTSecurity Agreement • April 3rd, 2006 • Nova Oil Inc • Crude petroleum & natural gas • Wisconsin
THIS SECURITY AGREEMENT (the “Agreement”), is entered into and made effective as of 10th day of February 2006, by and between Biosource America, Inc., a Texas corporation (the “Company”), and BIOsource Fuels, LLC, a Wisconsin limited liability company (“Seller” or the “Secured Party”).
AMENDMENT TO BIOFUEL TOLLING AND OFF-TAKE AGREEMENT BETWEEN NOVA BIOFUELS TRADE GROUP, LLC AND SCOTT PETROLEUM CORPORATIONBiofuel Tolling and Off-Take Agreement • September 5th, 2008 • Nova Biosource Fuels, Inc. • Petroleum refining
This Amendment, dated August 11, 2008 (the “Amendment”), is by and among Scott Petroleum Corporation, a Mississippi corporation (“Scott”), Biosource America, Inc., a Texas corporation (“Biosource America”), and Nova Biofuels Trade Group, LLC, a Delaware limited liability company (“Nova Biofuels”).
