COMMON STOCK PURCHASE WARRANT LUCAS ENERGY, INC.Common Stock Purchase Warrant • September 11th, 2012 • Lucas Energy, Inc. • Crude petroleum & natural gas
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, _____________ (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the Issue Date and on or prior to the close of business on the one-year anniversary of the Issue Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Lucas Energy, Inc., a Nevada corporation (the “Company”), up to ______ shares (the “Warrant Shares”) of common stock, $0.001 par value per share of the Company (“Common Stock”). The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b). Capitalized terms used herein, but not otherwise defined shall have the meanings ascribed to such terms in the Subscription Agreement by and between the Holder and the Company dated on or around the date hereof.
INDEMNIFICATION AGREEMENTIndemnification Agreement • July 9th, 2019 • Camber Energy, Inc. • Crude petroleum & natural gas • Texas
This Indemnification Agreement (“Agreement”) is entered into as of [DATE] by and between Camber Energy, Inc., a Nevada corporation (the “Company”) and [Indemnitee], an individual (“Indemnitee”).
Exhibit 10.2 CONSIGNMENT AGREEMENT Dated this ______ day of _______, 2005. Between Panorama Investments Corp. and _________________________________________ Of (address) ___________________________________________________________________ Telephone...Consignment Agreement • February 14th, 2006 • Panorama Investments Corp • Retail-retail stores, nec
This is to certify that the undersigned agrees to sell the following goods supplied by Panorama Investments Corp. on consignment. The wholesale price of the goods is listed below and the consignee agrees to sell the goods at a reasonable retail price of his choosing, with the consignor receiving the wholesale price for every product sold at the end of each day.
PLACEMENT AGENCY AGREEMENT April 16, 2012Placement Agency Agreement • April 16th, 2012 • Lucas Energy, Inc. • Crude petroleum & natural gas • New York
STOCK PURCHASE AGREEMENTStock Purchase Agreement • July 12th, 2021 • Camber Energy, Inc. • Crude petroleum & natural gas • Virgin Islands
This Stock Purchase Agreement (“Agreement”) is made and entered into on July 9, 2021 (“Effective Date”), by and between Camber Energy, Inc., a Nevada corporation (“Company”), and the investor whose name appears on the signature page hereto (“Investor”).
COMMON STOCK PURCHASE WARRANT CAMBER ENERGY, INC.Warrant Agreement • January 5th, 2022 • Camber Energy, Inc. • Crude petroleum & natural gas
THIS COMMON STOCK PURCHASE WARRANT (this “Warrant”) certifies that, for value received, Antilles Family Office, LLC or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the Issuance Date and on or prior to the close of business on the 5-year anniversary of the Issuance Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Camber Energy, Inc., a Nevada corporation (the “Company”), up to 100,000,000 Warrant Shares of Common Stock. The purchase price per share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
GUARANTY December 22, 2021Guaranty • December 27th, 2021 • Camber Energy, Inc. • Crude petroleum & natural gas • Texas
AMENDED AND RESTATED SECURITY AND PLEDGE AGREEMENTSecurity and Pledge Agreement • June 26th, 2020 • Camber Energy, Inc. • Crude petroleum & natural gas • Nevada
This AMENDED AND RESTATED SECURITY AND PLEDGE AGREEMENT, dated as of June 25, 2020 (this “Agreement”), is among Viking Energy Group, Inc., a Nevada corporation (the “Debtor”), and Camber Energy, Inc., a Nevada corporation (“Camber”), the holder of the Debtor’s 10.5% Secured Promissory Notes, in the original aggregate principal amounts of $5,000,000 and $4,200,000 (collectively, the “Note”), Camber’s endorsees, transferees and assigns (collectively, the “Secured Party”) and is agreed and consented to by the Transaction Subsidiaries named in Recital A and signatory hereto. This Agreement amends and restates in its entirety that certain Security and Pledge Agreement entered into by and between Camber and the Debtor dated February 3, 2020, dealing with the subject matter hereof, but not that certain other Security and Pledge Agreement, dated as of the same date, entered into between Camber and the Debtor.
AGREEMENTStock Purchase Agreement • December 27th, 2021 • Camber Energy, Inc. • Crude petroleum & natural gas • Virgin Islands
This Agreement (“Agreement”) is made and entered into on December 24, 2021 (“Agreement Date”), by and between Camber Energy, Inc., a Nevada corporation (“Company”), and the investors whose names appear below (each an “Investor” and collectively “Investors”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • December 27th, 2010 • Lucas Energy, Inc. • Crude petroleum & natural gas • New York
SECURITIES PURCHASE AGREEMENT (the "Agreement"), dated as of December 26, 2010, by and among Lucas Energy, Inc., a Nevada corporation, with headquarters located at 3555 Timmons Lane, Suite 1550, Houston Texas 77027 (the "Company"), and the investors listed on the Schedule of Buyers attached hereto (individually, a "Buyer" and collectively, the "Buyers").
LUCAS ENERGY, INC.Stock Option Agreement • June 27th, 2014 • Lucas Energy, Inc. • Crude petroleum & natural gas • Texas
Unless otherwise defined herein, the terms in the Stock Option Agreement (the “Option Agreement”) have the same meanings as defined in the Lucas Energy, Inc. 2012 Stock Incentive Plan (the “Plan”).
SECURITY AGREEMENTSecurity Agreement • January 4th, 2022 • Camber Energy, Inc. • Crude petroleum & natural gas • Texas
This Security Agreement (the “Security Agreement”) is made as of December 31, 2021 by and between CAMBER ENERGY, INC., a Nevada corporation (the “Company”) whose principal address is 15915 Katy Freeway, Suite 450, Houston, Texas 77094, and the investor whose name appears on the signature page hereto (the “Secured Party”). The Company and the Secured Party may be hereinafter referred to singularly as a “Party” or collectively as the “Parties”.
STOCK PURCHASE AGREEMENTStock Purchase Agreement • August 16th, 2016 • Lucas Energy, Inc. • Crude petroleum & natural gas
This Stock Purchase Agreement (“Agreement”) is made and entered into on April 6, 2016 (“Effective Date”), by and between Lucas Energy, Inc., a Nevada corporation (“Company”), and the investor whose name appears on the signature page hereto (“Investor”).
SECURITY AGREEMENT-PLEDGE GENERAL RECITALS Identification of PartiesSecurity Agreement • December 27th, 2021 • Camber Energy, Inc. • Crude petroleum & natural gas
This is a Security Agreement-Pledge (the “Agreement”) dated as of December 22, 2021 (the “Effective Date”) between RESC, LLC, a Nevada limited liability company whose principal address is 14830 Kivett Ln, Reno, NV 89521, referred to in this Agreement as (“Pledgor”), and VIKING ENERGY GROUP, INC., a Nevada corporation whose principal address is 15915 Katy Freeway, Suite 450, Houston, Texas 77094, referred to in this Agreement as (“Secured Party”). Pledgor and Secured Party are sometimes hereinafter referred to together as the “Parties” and individually as a “Party”.
ContractWarrant Agreement • June 28th, 2013 • Lucas Energy, Inc. • Crude petroleum & natural gas • Texas
THIS WARRANT AND THE SECURITIES ISSUABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY STATE SECURITIES LAW, AND MAY NOT BE SOLD, TRANSFERRED, ASSIGNED, PLEDGED, HYPOTHECATED OR OTHERWISE DISPOSED OF OR EXERCISED UNLESS (i) A REGISTRATION STATEMENT UNDER THE SECURITIES ACT AND APPLICABLE STATE SECURITIES LAWS SHALL HAVE BECOME EFFECTIVE WITH REGARD THERETO, OR (ii) AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT AND APPLICABLE STATE SECURITIES LAWS IS AVAILABLE IN CONNECTION WITH SUCH OFFER, SALE OR TRANSFER.
FIRST AMENDMENT TO AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • April 19th, 2023 • Camber Energy, Inc. • Crude petroleum & natural gas • Nevada
This FIRST AMENDMENT TO AGREEMENT AND PLAN OF MERGER (this “Amendment”) is entered into as of April 18, 2023 (the “Effective Date”), by and between Viking Energy Group, Inc., a Nevada corporation (“Viking”), and Camber Energy, Inc., a Nevada corporation (“Camber” and together with Viking, the “Parties”), and amends that certain Agreement and Plan of Merger, dated as of February 15, 2021, by and between Viking and Camber (the “Merger Agreement”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • September 4th, 2013 • Lucas Energy, Inc. • Crude petroleum & natural gas • Texas
This Securities Purchase Agreement (this “Agreement”) is dated as of September 3, 2013, between Lucas Energy, Inc., a Nevada corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
SECURITIES PURCHASE AGREEMENT dated as of June 25, 2020 by and between CAMBER ENERGY, INC. (PURCHASER) and VIKING ENERGY GROUP, INC. (COMPANY)Securities Purchase Agreement • June 26th, 2020 • Camber Energy, Inc. • Crude petroleum & natural gas • Nevada
THIS SECURITIES PURCHASE AGREEMENT (the “Agreement”) is made as of June 25, 2020, by and between VIKING ENERGY GROUP, INC., a Nevada corporation, (the “Company”), and CAMBER ENERGY, INC., a Nevada corporation, (the “Purchaser”).
SECURITY AND PLEDGE AGREEMENTSecurity and Pledge Agreement • June 26th, 2020 • Camber Energy, Inc. • Crude petroleum & natural gas • Nevada
This SECURITY AND PLEDGE AGREEMENT, dated as of June 25, 2020 (this “Agreement”), is among Viking Energy Group, Inc., a Nevada corporation (“Viking”), and Camber Energy, Inc., a Nevada corporation (“Camber”) and is agreed and consented to by the Subsidiaries named in Recital A and signatory hereto.
SECURITY AGREEMENT-PLEDGE GENERAL RECITALS Identification of PartiesSecurity Agreement • January 4th, 2022 • Camber Energy, Inc. • Crude petroleum & natural gas
This is a Security Agreement-Pledge (the “Agreement”) dated as of December 31, 2021 (the “Effective Date”) between CAMBER ENERGY, INC., a Nevada corporation whose principal address is 15915 Katy Freeway, Suite 450, Houston, Texas 77094, referred to in this Agreement as “Pledgor”, and DISCOVER GROWTH FUND, LLC, a U.S. Virgin Islands limited liability company, whose principal address is 5330 Yacht Haven Grande, Suite 206, St. Thomas, VI 00802-5013, referred to in this Agreement as “Secured Party”. Pledgor and Secured Party are sometimes hereinafter referred to together as the “Parties” and individually as a “Party”.
SECURITIES PURCHASE AGREEMENT by and among CAMBER ENERGY, INC. and VIKING ENERGY GROUP, INC. (COMPANY)Securities Purchase Agreement • January 13th, 2021 • Camber Energy, Inc. • Crude petroleum & natural gas • Nevada
THIS SECURITIES PURCHASE AGREEMENT (the “Agreement”) is entered into effective as of December 31, 2020, by and among VIKING ENERGY GROUP, INC., a Nevada corporation, (the “Company”), and CAMBER ENERGY, INC., a Nevada corporation, (the “Purchaser”).
AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • December 21st, 2012 • Lucas Energy, Inc. • Crude petroleum & natural gas • Texas
This Amended and Restated Employment Agreement (this "Agreement") is entered into this 20th day of December 2012, to be effective as of the 12th day of December 2012 by and between Lucas Energy, Inc. ("Company"), and Anthony C. Schnur ("Executive").
REGISTRATION RIGHTS AGREEMENT Dated as of April 15, 2014 by and among LUCAS ENERGY, INC. AND IRONMAN ENERGY MASTER FUND IRONMAN PI FUND II (QP), LP JOHN B. HELMERS LONG FOCUS CAPITAL, LLC CONDAGUA, LLCRegistration Rights Agreement • April 16th, 2014 • Lucas Energy, Inc. • Crude petroleum & natural gas • Texas
THIS REGISTRATION RIGHTS AGREEMENT (the “Agreement”) is made and entered into as April 15, 2014, by and among Lucas Energy, Inc., a Nevada corporation (the “Company”), Ironman Energy Master Fund, Ironman PI Fund II (QP), LP and John B. Helmers, individually, Long Focus Capital, LLC, a Delaware limited liability company, and Condagua, LLC, a Delaware limited liability company (each a “Stockholder” and collectively, the “Stockholders”).
NEITHER THIS SECURITY NOR THE SECURITIES TO BE ISSUED PURSUANT TO THIS AGREEMENT HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE...Securities Agreement • June 26th, 2020 • Camber Energy, Inc. • Crude petroleum & natural gas • Nevada
THIS 10.5% SECURED PROMISSORY NOTE is one of a series of duly authorized and validly issued 10.5% Promissory Notes of Viking Energy Group, Inc., a Nevada corporation, (the “Company”), having its principal place of business at 15915 Katy Freeway, Suite 450, Houston, Texas, 77094, designated as its 10.5% Secured Promissory Note due February 3, 2022, subject to the extension rights set out herein (this “Note”, or the “Note” and collectively with the other Notes of such series, the “Notes”).
STOCK PLEDGE AGREEMENTStock Pledge Agreement • March 3rd, 2015 • Lucas Energy, Inc. • Crude petroleum & natural gas • Texas
STOCK PLEDGE AGREEMENT, dated as of February 26, 2015 (this “Agreement”), between LUCAS ENERGY, INC., a Nevada corporation (the “Pledgor”), whose address is 3555 Timmons Lane, Suite 1550, Houston, Texas 77027 and VICTORY ENERGY CORPORATION (the “Secured Party”), whose address is 3355 Bee Caves Road, Suite 608, Austin, Texas 78746.
MEMBERSHIP INTEREST PURCHASE AGREEMENT by and among VIKING ENERGY GROUP, INC. (the “Buyer”) And RESC RENEWABLES HOLDINGS, LLC (the “Seller”) As of November 18, 2021 MEMBERSHIP INTEREST PURCHASE AGREEMENTMembership Interest Purchase Agreement • November 19th, 2021 • Camber Energy, Inc. • Crude petroleum & natural gas • Texas
This Membership Interest Purchase Agreement (this “Agreement”), dated as of November 18, 2021, is entered into by and among RESC Renewables Holdings, LLC, a Nevada limited liability company (“Seller”) and Viking Energy Group, Inc., a Nevada corporation, or to-be-formed wholly-owned subsidiary of Viking Energy Group, Inc. (“Buyer” or “Viking”). The Seller and Buyer are sometimes individually referred to herein as a “Party” and collectively as the “Parties.”
AGREEMENT AND PLAN OF MERGER by and between VIKING ENERGY GROUP, INC., and CAMBER ENERGY, INC. Dated as of February 3, 2020 AGREEMENT AND PLAN OF MERGERMerger Agreement • March 17th, 2020 • Camber Energy, Inc. • Crude petroleum & natural gas • Nevada
THIS AGREEMENT AND PLAN OF MERGER, dated as of February 3, 2020 (this “Agreement”), is by and between Viking Energy Group, Inc., a Nevada corporation (“Viking”), and Camber Energy, Inc., a Nevada corporation (“Camber”).
CREDIT AGREEMENT AMONG LUCAS ENERGY, INC. AMEGY BANK NATIONAL ASSOCIATION, AS ADMINISTRATIVE AGENT AND LETTER OF CREDIT ISSUER AND THE LENDERS SIGNATORY HERETO October 8, 2008Credit Agreement • October 14th, 2008 • Lucas Energy, Inc. • Crude petroleum & natural gas • Texas
This CREDIT AGREEMENT is made and entered into this 8th day of October, 2008, by and among LUCAS ENERGY, INC., a Nevada corporation (the “Borrower”), each lender that is a signatory hereto or becomes a signatory hereto as provided in Section 9.1 (individually, together with its successors and assigns, a “Lender” and collectively, together with their respective successors and assigns, the “Lenders”), and AMEGY BANK NATIONAL ASSOCIATION, a national banking association (“Amegy”), as administrative agent for the Lenders, the issuing bank for letters of credit issued hereunder and as collateral agent for the Lenders and any other Approved Hedge Counterparties (as defined hereinafter) under certain circumstances hereunder (in such capacities, together with its successors in such capacities pursuant to the terms hereof, the “Agent”).
LUCAS, ENERGY, INC. COMMON STOCK PURCHASE WARRANTWarrant Agreement • August 16th, 2016 • Lucas Energy, Inc. • Crude petroleum & natural gas • Nevada
This Common Stock Purchase Warrant (“Warrant”) certifies that, for value received, Discover Growth Fund (“Investor”) is entitled and obligated, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, to subscribe for and purchase from Lucas Energy, Inc., a Nevada corporation (“Company”), 1,384,616 shares (as subject to adjustment hereunder, “Warrant Shares”) of Common Stock, at an exercise price equal to $3.25, subject to adjustment hereunder (“Conversion Price”) per share of Common Stock, for total aggregate purchase price of $4,500,000.00 (“Purchase Price”).
FIRST AMENDMENT TO AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • June 1st, 2020 • Camber Energy, Inc. • Crude petroleum & natural gas • Nevada
This First Amendment to Agreement and Plan of Merger (this “Agreement”), dated and effective as of May [ ], 2020 (the “Effective Date”), amends that certain Agreement and Plan of Merger dated February 3, 20201 (the “Plan of Merger”), by and between Viking Energy Group, Inc., a Nevada corporation (“Viking”), and Camber Energy, Inc., a Nevada corporation (“Camber”). Certain capitalized terms used below but not otherwise defined shall have the meanings given to such terms in the Plan of Merger.
PRE-MERGER LOAN AND FUNDING AGREEMENTPre-Merger Loan and Funding Agreement • March 3rd, 2015 • Lucas Energy, Inc. • Crude petroleum & natural gas • Texas
This Pre-Merger Loan and Funding Agreement (hereinafter the “Agreement”) is entered into and shall become effective as of February 26, 2015, by and between VICTORY ENERGY CORPORATION, a Nevada corporation (“Victory”), and LUCAS ENERGY, INC., a Nevada corporation (“Lucas”). Victory and Lucas are referred to individually as a “Party” and, collectively, as the “Parties.”
SHARE PURCHASE AGREEMENT Made as of August 6th, 2021 By and Among: VIKING ENERGY GROUP, INC. – and – SIMMAX CORP. – and – REMORA EQ LP – and – SIMSON- MAXWELL LTD.Share Purchase Agreement • August 9th, 2021 • Camber Energy, Inc. • Crude petroleum & natural gas • Ontario
REMORA EQ LP, a limited partnership formed under the laws of the Province of Ontario, by its General Partner, Remora EQ GP Inc. (“Remora”)
ASSIGNMENT OF MEMBERSHIP INTERESTSAssignment of Membership Interests • June 26th, 2020 • Camber Energy, Inc. • Crude petroleum & natural gas • Texas
This Assignment of Membership Interests (this “Assignment”), dated effective as of June 25, 2020 (the “Effective Date”), is entered into by and between Viking Energy Group, Inc., a Nevada corporation (“Viking”), and Camber Energy, Inc., a Nevada corporation (“Camber”).
WARRANT TERMINATION AGREEMENTWarrant Termination Agreement • April 26th, 2023 • Camber Energy, Inc. • Crude petroleum & natural gas • Virgin Islands
This Warrant Termination Agreement (“Agreement”) is made and entered into on April 25, 2023 (“Agreement Date”), by and between Camber Energy, Inc., a Nevada corporation (“Camber”), and the investor whose name appears below (“Investor”). All capitalized terms used but not defined herein shall have the meaning ascribed to them in either (i) that certain Warrant Agreement previously entered into between Camber and the Investor or (ii) the related Stock Purchase Agreement previously entered into between Camber and the Investor.
THIRD AMENDMENT TO AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • June 26th, 2020 • Camber Energy, Inc. • Crude petroleum & natural gas • Nevada
This Third Amendment to Agreement and Plan of Merger (this “Agreement”), dated and effective as of June 25, 2020 (the “Effective Date”), amends that certain Agreement and Plan of Merger dated February 3, 20201, as amended by the First Amendment thereto dated on or around May 27, 20202 and the Second Amendment thereto dated on or around June 15, 20203 (as amended to date, the “Plan of Merger”), by and between Viking Energy Group, Inc., a Nevada corporation (“Viking”), and Camber Energy, Inc., a Nevada corporation (“Camber”). Certain capitalized terms used below but not otherwise defined shall have the meanings given to such terms in the Plan of Merger. References in the quoted paragraphs of Section 1 hereof to “Agreement” refer to the Plan of Merger, whereas references to “Agreement” in the other Sections of this Agreement refer to this Third Amendment to Agreement and Plan of Merger.
