SUBSCRIPTION AGREEMENTSubscription Agreement • February 18th, 2010 • Teaching Time, Inc.
EXHIBIT 10.1 LETTER AGREEMENTFinancial Advisory Agreement • April 8th, 2011 • Red Mountain Resources, Inc. • Services-prepackaged software • Texas
LEASE AGREEMENT BETWEEN CHATEAU PLAZA HOLDINGS, L.P., AS LANDLORD, AND RED MOUNTAIN RESOURCES, INC., AS TENANTLease Agreement • June 10th, 2011 • Red Mountain Resources, Inc. • Services-prepackaged software • Texas
MORTGAGEMortgage • May 5th, 2011 • Red Mountain Resources, Inc. • Services-prepackaged software • New Mexico
EXHIBIT 10.9Lockup Agreement • June 28th, 2011 • Red Mountain Resources, Inc. • Services-prepackaged software
NONQUALIFIED STOCK OPTION AGREEMENT RED MOUNTAIN RESOURCES, INC.Nonqualified Stock Option Agreement • May 6th, 2013 • Red Mountain Resources, Inc. • Crude petroleum & natural gas
INCENTIVE STOCK OPTION AGREEMENT RED MOUNTAIN RESOURCES, INC.Incentive Stock Option Agreement • May 6th, 2013 • Red Mountain Resources, Inc. • Crude petroleum & natural gas
CROSS BORDER RESOURCES, INC. COMMON STOCK WARRANTWarrant Agreement • September 13th, 2012 • Red Mountain Resources, Inc. • Crude petroleum & natural gas • New York
THIS CERTIFIES THAT, for value received, the Holder is entitled to purchase, and Cross Border Resources, Inc., a Nevada corporation (the "Company"), promises and agrees to sell and issue to the Holder, at any time, or from time to time, during the Exercise Period, up to 2,136,164 shares of Common Stock, par value $0.001 per share (the "Common Stock"), of the Company, at the Exercise Price, subject to the provisions and upon the terms and conditions hereinafter set forth. This Warrant is one of the Unit Warrants issued in the Offering.
INDEMNIFICATION AGREEMENTIndemnification Agreement • September 13th, 2012 • Red Mountain Resources, Inc. • Crude petroleum & natural gas • Florida
This Agreement, made and entered into as of the __ day of _____, 20__ (“Agreement”), by and between Red Mountain Resources, Inc., a Florida corporation (“Corporation”), and (“Indemnitee”):
EXHIBIT 10.3 Amendment #3 to Plan of Reorganization and Share Exchange Agreement Dated June 20, 2011 By and Between Red Mountain Resources, Inc., And Black Rock Capital, LCC, and Black Rock Capital Shareholders Amendment #3 to Plan of Reorganization...Plan of Reorganization and Share Exchange Agreement • June 30th, 2011 • Red Mountain Resources, Inc. • Services-prepackaged software
THIRD AMENDMENT TO SENIOR FIRST LIEN SECURED CREDIT AGREEMENT AND WAIVER BY AND AMONG INDEPENDENT BANK, as Lender AND RED MOUNTAIN RESOURCES, INC. CROSS BORDER RESOURCES, INC. BLACK ROCK CAPITAL, INC. RMR OPERATING, LLC, as Borrowers Effective MARCH...Senior First Lien Secured Credit Agreement • April 7th, 2015 • Red Mountain Resources, Inc. • Crude petroleum & natural gas • Texas
This THIRD AMENDMENT TO SENIOR FIRST LIEN SECURED CREDIT AGREEMENT AND WAIVER (this “Agreement”) is made effective, but not necessarily executed on, the 1st day of March, 2015 (the “Effective Date”), by and among INDEPENDENT BANK, a Texas banking association, as lender under the Senior First Lien Secured Credit Agreement (the “Lender”), and RED MOUNTAIN RESOURCES, INC., a Texas corporation (“Red Mountain”), CROSS BORDER RESOURCES, INC., a Nevada corporation, BLACK ROCK CAPITAL, INC., an Arkansas corporation, and RMR OPERATING, LLC, a Texas limited liability company (collectively, the “Borrowers”).
SENIOR FIRST LIEN SECURED CREDIT AGREEMENT Among RED MOUNTAIN RESOURCES, INC., CROSS BORDER RESOURCES, INC., BLACK ROCK CAPITAL, INC., AND RMR OPERATING, LLC as Borrowers, and INDEPENDENT BANK as Lender February 5, 2013Senior First Lien Secured Credit Agreement • February 11th, 2013 • Red Mountain Resources, Inc. • Crude petroleum & natural gas • Texas
This Senior First Lien Secured Credit Agreement dated as of February 5, 2013 (the “Closing Date”) is among RED MOUNTAIN RESOURCES, INC., a Florida corporation, CROSS BORDER RESOURCES, INC., a Nevada corporation, BLACK ROCK CAPITAL, INC., an Arkansas corporation and RMR OPERATING, LLC, a Texas limited liability company (jointly and severally, the “Borrowers” and individually each a “Borrower”) and INDEPENDENT BANK, a Texas banking corporation (“Lender”).
FOURTH AMENDMENT TO SENIOR FIRST LIEN SECURED CREDIT AGREEMENT BY AND AMONG INDEPENDENT BANK,Senior First Lien Secured Credit Agreement • April 27th, 2015 • Red Mountain Resources, Inc. • Crude petroleum & natural gas • Texas
This FOURTH AMENDMENT TO SENIOR FIRST LIEN SECURED CREDIT AGREEMENT (this “Agreement”) is made effective, but not necessarily executed on, April 21, 2015 (the “Effective Date”), by and among INDEPENDENT BANK, a Texas banking association, as lender under the Senior First Lien Secured Credit Agreement (the “Lender”), and RED MOUNTAIN RESOURCES, INC., a Texas corporation (“Red Mountain”), CROSS BORDER RESOURCES, INC., a Nevada corporation, BLACK ROCK CAPITAL, INC., an Arkansas corporation, and RMR OPERATING, LLC, a Texas limited liability company (collectively, the “Borrowers”).
WARRANT AGREEMENTWarrant Agreement • July 24th, 2013 • Red Mountain Resources, Inc. • Crude petroleum & natural gas • New York
This Warrant Agreement made as of July , 2013, is between Red Mountain Resources, Inc., a Florida corporation, with offices at 2515 McKinney Avenue, Suite 900, Dallas, Texas 75201 (the “Company”), and Broadridge Corporate Issuer Solutions, Inc., with offices at 1717 Arch St., Suite 1300, Philadelphia, Pennsylvania 19103 (the “Warrant Agent”). Certain capitalized terms used herein and not otherwise defined shall have the meaning set forth in Section 9 hereof.
EXHIBIT 10.1 ACQUISITION AND SHARE EXCHANGE AGREEMENT Subject to approval of the Circuit Court in Pulaski County, Arkansas. ACQUISITION AND SHARE EXCHANGE AGREEMENT DATED AS OF BY AND AMONG ALAN BARKSDALE AS SUCCESSOR RECEIVER FOR BAMCO GAS, LLC TBM...Acquisition and Share Exchange Agreement • March 31st, 2011 • Red Mountain Resources, Inc. • Services-prepackaged software • Arkansas
STOCK PLEDGE AGREEMENTStock Pledge Agreement • January 12th, 2012 • Red Mountain Resources, Inc. • Crude petroleum & natural gas • Texas
This Stock Pledge Agreement (this “Agreement”) dated as of November 30, 2011 in favor of Hyman Belzberg, William Belzberg and Caddo Management, Inc., a Louisiana corporation (collectively, "Lender") from Black Rock Capital, Inc., an Arkansas corporation (“Pledgor”).
AMENDMENT AND WAIVER BY AND AMONG INDEPENDENT BANK, as Lender AND RED MOUNTAIN RESOURCES, INC. CROSS BORDER RESOURCES, INC. BLACK ROCK CAPITAL, INC. RMR OPERATING, LLC, as Borrowers Effective SEPTEMBER 12, 2013Amendment and Waiver • September 17th, 2013 • Red Mountain Resources, Inc. • Crude petroleum & natural gas • Texas
This AMENDMENT AND WAIVER (this “Agreement”) is made and entered into effective the 12th day of September, 2013 (the “Effective Date”), by and among INDEPENDENT BANK, a Texas banking association, as lender under the Senior First Lien Secured Credit Agreement (the “Lender”), and RED MOUNTAIN RESOURCES, INC., a Florida corporation (“Red Mountain”), CROSS BORDER RESOURCES, INC., a Nevada corporation, BLACK ROCK CAPITAL, INC., an Arkansas corporation, and RMR OPERATING, LLC, a Texas limited liability company (collectively, the “Borrowers”).
WARRANT TO PURCHASE SHARES OF COMMON STOCK RED MOUNTAIN RESOURCES, INC.Warrant Agreement • December 5th, 2011 • Red Mountain Resources, Inc. • Crude petroleum & natural gas • Florida
THIS WARRANT TO PURCHASE SHARES OF COMMON STOCK ("WARRANT") CERTIFIES THAT, for value received, _________, a company at ____________ (the "Holder"), is entitled to subscribe for and purchase from Red Mountain Resources, Inc. (the "Company"), a corporation organized and existing under the laws of the State of Florida, at the Warrant Exercise Price (defined below) at any time and from time to time from and after the date hereof and through and including April 30, 2014 (the “Expiration Date”), ____________ (________) fully paid and nonassessable shares of Common Stock, $0.00001 par value per share, of the Company (the "Common Stock") (subject to adjustment as noted below).
AGREEMENTShareholder Agreement • April 24th, 2012 • Red Mountain Resources, Inc. • Crude petroleum & natural gas • Nevada
THIS AGREEMENT (this “Agreement”), dated as of April 23, 2012, is made by and between Cross Border Resources, Inc., a Nevada corporation (the “Company”), and Red Mountain Resources, Inc., a Florida corporation (“Red Mountain”).
INTER-BORROWER AGREEMENTInter-Borrower Agreement • February 11th, 2013 • Red Mountain Resources, Inc. • Crude petroleum & natural gas • Texas
This Inter-Borrower Agreement (this “Agreement”) is made and entered into this 5th day of February, 2013 (the “Effective Date”), by and between Red Mountain Resources, Inc., a Florida corporation (“Red Mountain”), RMR Operating LLC, a Texas limited liability company (“RMR Operating”), Black Rock Capital, Inc., an Arkansas corporation (“Black Rock”, and together with Red Mountain and RMR Operating, the “Red Mountain Parties”) and Cross Border Resources, Inc., a Nevada corporation (“Cross Border”). Red Mountain, RMR Operating, Black Rock and Cross Border are referred to herein, individually, as a “Party” and, collectively, as the “Parties”.
ContractUnderwriting Agreement • August 26th, 2013 • Red Mountain Resources, Inc. • Crude petroleum & natural gas • New York
AGREEMENT AND PLAN OF MERGER BETWEEN RED MOUNTAIN RESOURCES, INC., A FLORIDA CORPORATION AND RED MOUNTAIN RESOURCES, INC., A TEXAS CORPORATIONMerger Agreement • February 4th, 2014 • Red Mountain Resources, Inc. • Crude petroleum & natural gas • Texas
This AGREEMENT AND PLAN OF MERGER (the “Agreement”), dated as of January 29, 2014 is made by and between Red Mountain Resources, Inc., a Florida corporation (the “Company”), and Red Mountain Resources, Inc., a Texas corporation and a wholly owned subsidiary of the Company (“Newco”).
AGREEMENTShare Purchase Agreement • November 9th, 2011 • Red Mountain Resources, Inc. • Crude petroleum & natural gas • Florida
STOCK PURCHASE AND SALE AGREEMENTStock Purchase and Sale Agreement • August 18th, 2011 • Red Mountain Resources, Inc. • Crude petroleum & natural gas • Florida
EMPLOYMENT AGREEMENTEmployment Agreement • February 8th, 2012 • Red Mountain Resources, Inc. • Crude petroleum & natural gas • Texas
THIS EMPLOYMENT AGREEMENT (“Agreement”) made and entered into this 7th day of February, 2012, to be effective as of February 1, 2012 (the “Effective Date”), by and between Red Mountain Resources, Inc., a Florida corporation, and/or its successors (the “Company”) and Hilda Kouvelis (the “Executive”).
JOINT FILING AND SOLICITATION AGREEMENTJoint Filing and Solicitation Agreement • February 24th, 2012 • Red Mountain Resources, Inc. • Crude petroleum & natural gas
WHEREAS, certain of the undersigned are stockholders, direct or beneficial, of Cross Border Resources, Inc., a Nevada corporation (“Cross Border” or the “Company”);
LOAN PURCHASE AGREEMENTLoan Purchase Agreement • November 18th, 2011 • Red Mountain Resources, Inc. • Crude petroleum & natural gas
THIS LOAN PURCHASE AGREEMENT is effective as of this _____ day of June, 2011, by and between BLACK ROCK CAPITAL, INC., an Arkansas corporation (“Purchaser”) and FIRST STATE BANK, LONOKE, ARKANSAS, an Arkansas state chartered bank (“Seller”).
July 27, 2012Employment Agreement • September 13th, 2012 • Red Mountain Resources, Inc. • Crude petroleum & natural gas
AMENDMENT AND CONSENT BY AND AMONG INDEPENDENT BANK, as LenderAmendment and Consent • November 18th, 2013 • Red Mountain Resources, Inc. • Crude petroleum & natural gas • Texas
This AMENDMENT AND CONSENT (this “Agreement”) is made and entered into effective the 19th day of July, 2013 (the “Effective Date”), by and among INDEPENDENT BANK, a Texas banking corporation, as lender under the Senior First Lien Secured Credit Agreement (the “Lender”), and RED MOUNTAIN RESOURCES, INC., a Florida corporation (“Red Mountain”), CROSS BORDER RESOURCES, INC., a Nevada corporation, BLACK ROCK CAPITAL, INC., an Arkansas corporation, and RMR OPERATING, LLC, a Texas limited liability company (collectively, the “Borrowers”).
Amendment No. 1 to Senior Secured Promissory Note of Red Mountain Resources, Inc.Senior Secured Promissory Note • November 16th, 2012 • Red Mountain Resources, Inc. • Crude petroleum & natural gas
This Amendment No. 1 (the “Amendment”) to that certain Senior Secured Promissory Note, dated as of November 16, 2011, is entered into by and among Red Mountain Resources, Inc. (“Borrower”) and Hyman Belzberg, William Belzberg and Caddo Management, Inc., a Louisiana corporation (collectively, “Lender”).
Red MOUNTAIN RESOURCES, INC. Unaudited Pro Forma CoNDENSED FINANCIAL INFORMATIONPurchase and Sale Agreement • November 13th, 2015 • Red Mountain Resources, Inc. • Crude petroleum & natural gas
On April 21, 2015, RMR Operating, LLC, Black Rock Capital, Inc., RMR KS Holdings, LLC and Cross Border Resources, Inc., (together the “Operating Subsidiaries”), entered into a purchase and sale agreement (the “PSA”) with Black Shale Minerals, LLC (“Buyer”). Pursuant to the PSA, Red Mountain Resources, Inc. (“Red Mountain”) through the Operating Subsidiaries, sold, assigned, transferred and conveyed to Buyer, effective as of April 1, 2015, fifty percent (50%) of its right, title, and interest in and to certain oil and natural gas assets and properties (the “Assets”), including its oil and natural gas leasehold interests, wells, contracts, and oil and natural gas produced after April 1, 2015 (the “Sale”). The aggregate purchase price for the Assets under the PSA was $25.0 million, subject to certain adjustments, including post-closing adjustments for any title or environmental benefits or title or environmental defects resulting from Buyer’s title and environmental reviews. The following
AMENDMENT TO COMMERCIAL LOAN AGREEMENTCommercial Loan Agreement • September 13th, 2012 • Red Mountain Resources, Inc. • Crude petroleum & natural gas
The Commercial Loan Agreement dated June 18, 2010 executed by Black Rock Capital, LLC in favor of First State Bank, Lonoke, Arkansas, is being amended as follows:
LOAN MODIFICATION AGREEMENT among RED MOUNTAIN RESOURCES, INC. 2515 McKinney Avenue, Suite 900 Dallas, Texas 75201 and HYMAN BELZBERG, WILLIAM BELZBERG, CADDO MANAGEMENT, INC. and RMS ADVISORS, INC. 9665 Wilshire Blvd., Suite M-10 Beverly Hills, CA...Loan Modification Agreement • April 22nd, 2013 • Red Mountain Resources, Inc. • Crude petroleum & natural gas • Texas
THIS LOAN MODIFICATION AGREEMENT (the “Agreement”), effective as of December 1, 2012, is entered into by and among HYMAN BELZBERG (“HB”), WILLIAM BELZBERG (“WB”), CADDO MANAGEMENT, INC., a Louisiana corporation (“Caddo”) and RMS ADVISORS, INC., a Delaware corporation (“RMS”, and together with HB, WB and Caddo, collectively, “Lender”), and RED MOUNTAIN RESOURCES, INC., a Florida corporation (“Borrower”), with reference to the following Recitals:
July 27, 2012Employment Agreement • September 13th, 2012 • Red Mountain Resources, Inc. • Crude petroleum & natural gas
Red Mountain Resources, Inc. 8-KUnsecured Subordinated Promissory Note • February 11th, 2013 • Red Mountain Resources, Inc. • Crude petroleum & natural gas • Texas
THIS NOTE IS SUBJECT TO THAT CERTAIN SUBORDINATION AGREEMENT DATED FEBRUARY 6, 2013 BETWEEN RED MOUNTAIN RESOURCES, INC., HYMAN BELZBERG, WILLIAM BELZBERG, CADDO MANAGEMENT, INC. AND INDEPENDENT BANK.
