Representative's Warrant AgreementRepresentative's Warrant Agreement • August 27th, 2015 • PetroShare Corp. • Crude petroleum & natural gas • New York
THE REGISTERED HOLDER OF THIS PURCHASE WARRANT BY ITS ACCEPTANCE HEREOF, AGREES THAT IT WILL NOT SELL, TRANSFER OR ASSIGN THIS PURCHASE WARRANT EXCEPT AS HEREIN PROVIDED AND THE REGISTERED HOLDER OF THIS PURCHASE WARRANT AGREES THAT IT WILL NOT SELL, TRANSFER, ASSIGN, PLEDGE OR HYPOTHECATE THIS PURCHASE WARRANT FOR A PERIOD OF ONE HUNDRED EIGHTY DAYS FOLLOWING THE EFFECTIVE DATE (DEFINED BELOW) TO ANYONE OTHER THAN (I) AN UNDERWRITER IN CONNECTION WITH THE OFFERING, OR (II) A BONA FIDE OFFICER OR PARTNER OF ANY SUCH UNDERWRITER. THIS PURCHASE WARRANT IS NOT EXERCISABLE PRIOR TO [ ] [DATE THAT IS 180 DAYS FROM THE EFFECTIVE DATE OF THE OFFERING]. VOID AFTER 5:00 P.M., EASTERN TIME, [ ] [DATE THAT IS FIVE YEARS FROM THE EFFECTIVE DATE OF THE OFFERING].
THIS WARRANT AND THE SECURITIES ISSUABLE UPON EXERCISE HEREOF MAY NOT BE SOLD, TRANSFERRED, ASSIGNED, PLEDGED, OR HYPOTHECATED, OR BE THE SUBJECT OF ANY HEDGING, SHORT SALE, DERIVATIVE, PUT, OR CALL TRANSACTION THAT WOULD RESULT IN THE EFFECTIVE...Warrant Agreement • January 14th, 2015 • PetroShare Corp. • Crude petroleum & natural gas • New York
This BROKER WARRANT (this “Warrant”) of PetroShare Corp., a corporation, duly organized and validly existing under the laws of the State of Colorado (the “Company”), is being issued pursuant to that certain Participating Dealer Agreement, dated as of [Month] ·, 2015 (the “Dealer Agreement”), between the Company and [Dealer Name] (the “Underwriter”) relating to a best efforts public offering (the “Offering”) of shares of common stock, $0.001 par value per share, of the Company (the “Common Stock”).
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • June 2nd, 2017 • PetroShare Corp. • Crude petroleum & natural gas • Colorado
This Executive Employment Agreement (this “Agreement”) is entered into to be effective June 1, 2017 between Paul D. Maniscalco (the “Executive”) and PetroShare Corp., a Colorado corporation (the “Company”). The Executive and Company may be referred to in this Agreement as a “Party” or collectively as the “Parties.”
UNDERWRITING AGREEMENT betweenUnderwriting Agreement • November 16th, 2015 • PetroShare Corp. • Crude petroleum & natural gas • New York
The undersigned, PetroShare Corp., a corporation formed under the laws of the State of Colorado (the "Company"), hereby confirms its agreement (this "Agreement") with Noble Financial Capital Markets (the "Underwriter" or "Representative") as follows:
SETTLEMENT AGREEMENT AND MUTUAL GENERAL RELEASESettlement Agreement • September 22nd, 2014 • PetroShare Corp. • Crude petroleum & natural gas • Colorado
This Settlement Agreement and Mutual General Release (hereinafter, this “Agreement”) is made and entered into as of the 5th day of May 2014, by and between Rancher Energy Corp., a Nevada corporation (“Rancher”) and PetroShare Corp., a Colorado corporation (“PetroShare”). Rancher and PetroShare are referred to jointly herein as the “Parties” and individually as a “Party.”
PARTICIPATION AGREEMENTParticipation Agreement • September 22nd, 2014 • PetroShare Corp. • Crude petroleum & natural gas • Colorado
This Participation Agreement (hereinafter “Agreement”) is made and entered into effective September 30, 2013, by and between PetroShare Corp., hereinafter referred to as “PetroShare”, and U.S. Energy Development Co. (“Participant”).
ASSET PURCHASE AGREEMENTAsset Purchase Agreement • September 22nd, 2014 • PetroShare Corp. • Crude petroleum & natural gas • Colorado
This Asset Purchase Agreement (this "Agreement") dated April 18, 2013 (the "Effective Date"), by and between Premier Energy Partners (I) LLC, a Colorado limited liability company ("Seller), and PetroShare Corp., a Colorado corporation ("Buyer"). Seller and Buyer shall hereinafter be referred to collectively as the "Parties" and individually as a "Party".
STOCK PURCHASE WARRANTWarrant Agreement • February 3rd, 2017 • PetroShare Corp. • Crude petroleum & natural gas
THIS CERTIFIES that, for value received, [HOLDER], or assigns (the “Holder”), is entitled, upon the terms and subject to the conditions hereinafter set forth, at any time or from time to time on or after the date of issuance of this Warrant (the “Initial Exercise Date”) and on or prior to 5 p.m. Denver time on December 31, 2019 (the “Termination Date”) unless sooner terminated in accordance with the provisions of paragraph 17 as hereinafter described but not thereafter, to subscribe for and purchase from PetroShare Corp., a Colorado corporation (the “Company”), up to [·] shares (the “Warrant Shares”) of common stock, $0.001 par value per share of the Company (the “Common Stock”). The purchase price of one share of Common Stock (as may be adjusted in accordance with the provisions hereof, the “Exercise Price”) under this Warrant shall be $3.00.
STOCK OPTION AGREEMENTStock Option Agreement • September 22nd, 2014 • PetroShare Corp. • Crude petroleum & natural gas
THIS STOCK OPTION AGREEMENT (the “Agreement”) is made and entered into effective _______ (the “Date of Grant”) by and between PetroShare Corp., a Colorado corporation (the “Corporation”), and ________________ (the “Optionee”).
ASSET PURCHASE AGREEMENTAsset Purchase Agreement • September 22nd, 2014 • PetroShare Corp. • Crude petroleum & natural gas • Colorado
This Asset Purchase Agreement (this "Agreement") dated April 16, 2013 (the "Effective Date"), by and between Buck Peak, LLC, a Colorado limited liability company ("Seller"), and PetroShare Corp., a Colorado corporation ("Buyer"). Seller and Buyer shall hereinafter be referred to collectively as the "Parties" and individually as a "Party".
ASSET PURCHASE AGREEMENTAsset Purchase Agreement • July 3rd, 2014 • PetroShare Corp. • Crude petroleum & natural gas • Colorado
This Asset Purchase Agreement (this "Agreement") dated April 16, 2013 (the "Effective Date"), by and between Buck Peak, LLC, a Colorado limited liability company ("Seller"), and PetroShare Corp., a Colorado corporation ("Buyer"). Seller and Buyer shall hereinafter be referred to collectively as the "Parties" and individually as a "Party".
PARTICIPATION AGREEMENTParticipation Agreement • September 22nd, 2014 • PetroShare Corp. • Crude petroleum & natural gas • Colorado
This Participation Agreement (hereinafter "Agreement") is made and entered into effective August 1 , 2013, by and between PetroShare Corp., hereinafter referred to as "PetroShare", and Royale Investments, LLC, a Florida registered Limited Liability Co. ("Participant").
EMPLOYMENT AGREEMENTEmployment Agreement • September 22nd, 2014 • PetroShare Corp. • Crude petroleum & natural gas • Colorado
THIS EMPLOYMENT AGREEMENT (the "Agreement"), effective as of the 1st day of March, 2013, by and between PETROSHARE CORP, a Colorado corporation with its principal place of business located at 7200 S. Alton Way #B-220, Centennial, Co 80111 (hereinafter referred to as "Company" or "Employer") and Frederick J. Witsell (hereinafter referred to as the "Employee").
EMPLOYMENT AGREEMENTEmployment Agreement • September 22nd, 2014 • PetroShare Corp. • Crude petroleum & natural gas • Colorado
THIS EMPLOYMENT AGREEMENT (the “Agreement”), effective as of the 1st day of November 2013, by and between PETROSHARE CORP., a Colorado corporation with its principal place of business located at 7200 S. Alton Way, #B-220, Centennial, Co 80111 (the “Company” or “Employer”) and Stephen J. Foley, an individual residing in the State of Colorado (the “Employee”).
AGREEMENT FOR SERVICESAgreement for Services • March 5th, 2015 • PetroShare Corp. • Crude petroleum & natural gas • Colorado
This Agreement for Services ("Agreement") is entered into as of this 12th day of November, 2014 between PetroShare Corp., a Colorado corporation ("Company"), and Kingdom Resources, LLC, a Colorado limited liability ("Contractor"), each of whom is sometimes referred to as a "Party" and both of whom are sometimes collectively referred to as the "Parties." The purpose of this Agreement is to set forth the terms under which Contractor shall perform services for Company in acquiring oil and gas interests and the consideration that shall be given by Company to Contractor for performing those services.
SUBSCRIPTION AGREEMENT and LETTER OF INVESTMENT INTENTSubscription Agreement • September 22nd, 2014 • PetroShare Corp. • Crude petroleum & natural gas • Colorado
The undersigned (“Subscriber”) wishes to subscribe for common stock of PetroShare Corp. (the “Company”). The Subscriber understands that once this Subscription Agreement is completed, it should be returned to the Company at the address set forth above, together with a check or wire transfer for the amount of the subscription.
PARTICIPATION AGREEMENTParticipation Agreement • July 3rd, 2014 • PetroShare Corp. • Crude petroleum & natural gas • Colorado
This Participation Agreement (hereinafter “Agreement”) is made and entered into effective September 30, 2013, by and between PetroShare Corp., hereinafter referred to as “PetroShare”, and U.S. Energy Development Co. (“Participant”).
Providence Energy Partners III, LP 16400 North Dallas Parkway, Suite 400 Dallas, Texas 75248Adjustment to Credit Facility • March 31st, 2017 • PetroShare Corp. • Crude petroleum & natural gas
Pursuant to this letter agreement (this “Letter Agreement”), between Providence Energy Partners III, LP, whose address is 16400 North Dallas Parkway, Suite 400, Dallas, TX 75248 (“PEP III”) and PetroShare Corp., whose address is 9635 Maroon Circle, Suite 400, Englewood, CO 80112 (formerly at 7200 S. Alton Way, Suite B220, Centennial, CO 80112) (“PetroShare” and, together with PEP III, the “Parties”), the parties intend to address and agree, as between PEP III and PetroShare, to the treatment of certain payments under, and related amendments to, the Revolving Line of Credit Facility Agreement, dated October 13, 2016, between PEP III (as lender) and PetroShare (as borrower) (the “Credit Agreement”), together with the Promissory Note, dated March 13, 2016, issued by PetroShare (as borrower) to PEP III (as lender) in conjunction with the Credit Agreement (the “Promissory Note”). Capitalized terms used but not defined in this Letter Agreement will have the meanings given to them in the Cred
SEPARATION AGREEMENT AND MUTUAL RELEASESeparation Agreement • November 5th, 2014 • PetroShare Corp. • Crude petroleum & natural gas
This Separation Agreement and Mutual Release (“Agreement”) is entered into on August 16th, 2013 between PetroShare Corp., a Colorado corporation (“Company”), and Christopher N. Dilapo, an individual (“Dilapo”). The Company and Dilapo may sometimes be referred to as the “Parties” and individually as a “Party.”
PETROSHARE CORP. RESTRICTED STOCK AGREEMENTRestricted Stock Agreement • May 19th, 2017 • PetroShare Corp. • Crude petroleum & natural gas • Colorado
THIS RESTRICTED STOCK AGREEMENT (this “Agreement”) is made and entered into as of (the “Grant Date”) by and between PetroShare Corp., a Colorado corporation with its principal offices at Englewood, Colorado (the “Company”), and , an employee of the Company (the “Participant”).
LOCK-UP LETTER AGREEMENTLock-Up Agreement • September 4th, 2015 • PetroShare Corp. • Crude petroleum & natural gas • New York
EXHIBIT 10.28 September 22, 2017 Via Email to lallen@providence-energy.com Providence Energy Partners III, LP Attn: Luke Allen, VP of Business Development 16400 North Dallas Parkway, Suite 400 Dallas, TX 75248 Re: Consent to Incur Additional...Consent to Incur Additional Indebtedness • September 25th, 2017 • PetroShare Corp. • Crude petroleum & natural gas
Reference is made to that certain Revolving Line of Credit Facility Agreement dated October 13, 2016 ("Supplemental Line of Credit Agreement"), as same may be amended from time to time, by and between PetroShare Corp. ("Company") and Providence Energy Partners III, LP ("PEP III"), the Promissory Note between Company and PEP III of even date and related thereto, as same may be amended from time to time (the "PEP III Note"); and any Deed of Trust, Mortgage, Assignment of Production, Security Agreement and Financing Statement from Company to PEP III of even date related thereto, as same may be amended from time to time ("Mortgage"; and, collectively with the Supplemental Line of Credit Agreement and the PEP III Note, the "PEP III Credit Documents").
DEED OF TRUST, MORTGAGE, ASSIGNMENT OF PRODUCTION, SECURITY AGREEMENT AND FINANCING STATEMENTDeed of Trust, Mortgage, Assignment of Production, Security Agreement and Financing Statement • May 15th, 2015 • PetroShare Corp. • Crude petroleum & natural gas
THIS INSTRUMENT COVERS MINERALS AND OTHER SUBSTANCES OF VALUE WHICH MAY BE EXTRACTED FROM THE EARTH (INCLUDING, WITHOUT LIMITATION, OIL AND GAS). THIS FINANCING STATEMENT IS TO BE FILED FOR RECORD, AMONG OTHER PLACES, IN THE REAL ESTATE RECORDS OF THE COUNTY RECORDER OF WELD COUNTY, COLORADO. THE GRANTOR HAS AN INTEREST OF RECORD IN THE REAL ESTATE CONCERNED, WHICH INTEREST IS DESCRIBED IN EXHIBIT A ATTACHED HERETO.
REVOLVING LINE OF CREDIT FACILITY AGREEMENTRevolving Line of Credit Facility Agreement • October 18th, 2016 • PetroShare Corp. • Crude petroleum & natural gas • Colorado
This Revolving Line of Credit Facility Agreement (this “Agreement”) sets forth the terms pursuant to which Providence Energy Partners III, LP, whose address is 16400 North Dallas Parkway, Suite 400, Dallas, TX 75248 (“Lender”) is making available to PetroShare Corp., whose address is 7200 S. Alton Way, Suite B-220, Centennial, CO 80112 (“Borrower”), a revolving line of credit (the “Line of Credit”), to be evidenced by a Promissory Note dated of even date herewith and in the form of Exhibit A attached hereto and made a part hereof (the “Note”). In partial consideration of this Line of Credit, Borrower has agreed to sell and assign certain oil and gas interests to Lender, in accordance with that certain Letter Agreement between Borrower and Lender of even date herewith. The terms of the Line of Credit are as follows:
PURCHASE AND SALE AGREEMENTPurchase and Sale Agreement • February 28th, 2017 • PetroShare Corp. • Crude petroleum & natural gas
This Purchase and Sale Agreement (the “Agreement”), executed this 23rd day of February, 2017, but effective on January 1, 2017 at 12:01 a.m. Mountain Standard Time, is by and between Morning Gun Exploration LLC, a Colorado limited liability company, 1601 Arapahoe St., Box 1, Daniel Fisher Tower, Denver, CO 80202, as “Seller”, and PetroShare Corp., a Colorado corporation, 9635 Maroon Circle, Suite 400 Englewood, CO, 80112 (as “Purchaser”). The transaction contemplated by this Agreement may be referred herein as the “Transaction”. Seller and Purchaser may be referred to individually as a “Party” or collectively as the “Parties”.
SEPARATION AGREEMENT AND MUTUAL RELEASESeparation Agreement • November 5th, 2014 • PetroShare Corp. • Crude petroleum & natural gas
This Separation Agreement and Mutual Release (“Agreement”) is entered into on August 9, 2013 between PetroShare Corp., a Colorado corporation (“Company”) and Steven K. Garrison, an individual (“Garrison”). The Company and Garrison may sometimes be referred to as the “Parties” and individually as a “Party.”
PLACEMENT AGENT AGREEMENT December 16, 2016Placement Agent Agreement • February 3rd, 2017 • PetroShare Corp. • Crude petroleum & natural gas • Colorado
The Company proposes to offer and sell to a limited number of accredited investors up to 120 Units (“Units”) at a price of $50,000 per Unit (the “Offering”) for a total of $6,000,000. Each Unit consists of one $50,000 Unsecured Convertible Promissory Note and 33,333 Warrants. The Notes bear interest at 10% per year and mature on December 31, 2018. The Notes can be converted at any time into shares of the Company’s common stock, initially at a conversion price of $1.50 per share. Each Warrant allows the Holder to purchase 33,333 shares of the Company’s common stock at a price of $3.00 per share.
SECURED TERM CREDIT AGREEMENT DATED AS OF FEBRUARY 1, 2018 AMONG PETROSHARE CORP., AS BORROWER, PROVIDENCE WATTENBERG, LP, as a Lender and Administrative Agent and 5NR WATTENBERG, LLC, as a LenderSecured Term Credit Agreement • February 7th, 2018 • PetroShare Corp. • Crude petroleum & natural gas • Colorado
THIS SECURED TERM CREDIT AGREEMENT dated as of February 1, 2018, is by and among PETROSHARE CORP., a Colorado corporation (the “Borrower”), PROVIDENCE WATTENBERG, LP, a Texas limited partnership (“Providence”), as a Lender and as administrative agent for itself and the other Lenders (in such capacity, the “Administrative Agent”) and 5NR WATTENBERG, LLC, a Texas limited liability company (“5NR” and together with Providence, each a “Lender” and collectively the “Lenders”).
UNDERWRITING AGREEMENTUnderwriting Agreement • October 28th, 2016 • PetroShare Corp. • Crude petroleum & natural gas • New York
PetroShare Corp., a Colorado corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule I hereto (the “Underwriters”) an aggregate of [·] shares (the “Firm Shares”) of the Company’s common stock, $0.001 par value per share (the “Common Stock”). The Company has also granted to the several Underwriters an option to purchase up to [·] additional shares of Common Stock on the terms and for the purposes set forth in Section 3 hereof (the “Option Shares”). The Firm Shares and any Option Shares purchased and sold pursuant to this Underwriting Agreement (this “Agreement”) are herein collectively referred to as the “Shares.”
10% UNSECURED PROMISSORY NOTEConvertible Note • February 3rd, 2017 • PetroShare Corp. • Crude petroleum & natural gas • Colorado
This Note is one of a series of Notes, designated the 10% Unsecured Convertible Promissory Notes (individually referred to herein as a “Note,” the series of notes is referred to herein collectively as the “Notes”), aggregating up to $10,000,000 issued by the Company. All the Notes shall rank pari passu in respect to payment of principal and interest and upon any dissolution, liquidation or winding-up of the Company. Any action permitted by this Note that is taken by one holder will be deemed to have been taken by all holders in proportion to the Principal Amount of each Holder’s Note as compared to the total Principal Amount of the Notes then outstanding.
September 22, 2017 Via Email to lallen@providence-energy.com Providence Energy Partners III, LP Attn: Luke Allen, VP of Business Development 16400 North Dallas Parkway, Suite 400 Dallas, TX 75248 Re: Consent to Incur Additional Indebtedness Dear Luke:Consent to Incur Additional Indebtedness • November 14th, 2017 • PetroShare Corp. • Crude petroleum & natural gas
Reference is made to that certain Revolving Line of Credit Facility Agreement dated October 13, 2016 (“Supplemental Line of Credit Agreement”), as same may be amended from time to time, by and between PetroShare Corp. (“Company”) and Providence Energy Partners III, LP (“PEP III”), the Promissory Note between Company and PEP III of even date and related thereto, as same may be amended from time to time (the “PEP III Note”); and any Deed of Trust, Mortgage, Assignment of Production, Security Agreement and Financing Statement from Company to PEP III of even date related thereto, as same may be amended from time to time (“Mortgage”; and, collectively with the Supplemental Line of Credit Agreement and the PEP III Note, the “PEP III Credit Documents”).
IMPORTANT: PLEASE READ CAREFULLY BEFORE SIGNING. SIGNIFICANT REPRESENTATIONS ARE CALLED FOR HEREIN. SUBSCRIPTION AGREEMENT and LETTER OF INVESTMENT INTENTSubscription Agreement • November 14th, 2017 • PetroShare Corp. • Crude petroleum & natural gas • Colorado
The undersigned (“Subscriber”) wishes to subscribe for Series B Unsecured Convertible Promissory Notes (the “Series B Notes”) of PetroShare Corp. (the “Company”). The Subscriber understands that once this Subscription Agreement is completed, it should be returned to GVC Capital LLC as the Placement Agent at 5350 S. Roslyn Street, Suite 400, Greenwood Village, CO 80111, together with a check or wire transfer for the amount of the subscription.
EXTENSION OF AGREEMENT FOR SERVICESExtension of Agreement for Services • September 8th, 2015 • PetroShare Corp. • Crude petroleum & natural gas
THIS EXTENSION OF AGREEMENT FOR SERVICES ("Extension") to the Agreement for Services dated November 12, 2014 ("Agreement ") by and between PetroShare Corp., a Colorado corporation ("Company ") and Kingdom Resources, LLC, a Colorado limited liability company ("Contractor") is made effective the 2 day of September, 2015 ("Effective Date"). Company and Contractor may be referred to individuality as a "Party" or collectively as the "Parties."
PLACEMENT AGENT AGREEMENT September 11, 2017Placement Agent Agreement • November 14th, 2017 • PetroShare Corp. • Crude petroleum & natural gas • Colorado
The Company proposes to offer and sell to a limited number of accredited investors up to $6,000,000 of Series B Unsecured Convertible Promissory Notes (the “Offering”). The Series B Notes bear interest at 15% per year and mature on December 31, 2018 (the “Series B Notes”). The Series B Notes can be converted at any time into shares of the Company’s common stock, initially at a conversion price of $1.50 per share.
PURCHASE AND SALE AGREEMENTPurchase and Sale Agreement • April 6th, 2016 • PetroShare Corp. • Crude petroleum & natural gas • Colorado
THIS PURCHASE AND SALE AGREEMENT (this “Agreement”) dated March 31, 2016, is between Kerr-McGee Oil & Gas Onshore LP (“Seller”), a Delaware limited partnership, with offices at 1099 18th Street, Suite 1800, Denver, Colorado 80202, and PetroShare Corp. (“Purchaser”), a Colorado corporation, with offices at 7200 S. Alton Way, Suite B-220, Centennial, Colorado 80112. Purchaser and Seller are sometimes referred to herein as the “Parties,” or individually as a “Party.”
