COMMON STOCK PURCHASE WARRANT WHITE RIVER ENERGY CORPCommon Stock Purchase Warrant • December 6th, 2023 • White River Energy Corp. • Transportation services
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, ________________ or his 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 Initial Exercise Date specified herein and on or prior to the close of business at 5:00 p.m. (New York, NY time) five years after the last sale of Units in the offering under which this Warrant was issued (the “Termination Date”) but not thereafter, to subscribe for and purchase from White River Energy Corp, a Nevada corporation (the “Company”), up to [Note 1] shares of Common Stock (subject to adjustment, the “Warrant Shares”). 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).
10% ORIGINAL ISSUE DISCOUNT SENIOR SECURED CONVERTIBLE NOTE DUE DECEMBER 16, 2023Convertible Security Agreement • August 11th, 2023 • White River Energy Corp. • Transportation services • Nevada
THIS 10% ORIGINAL ISSUE DISCOUNT SENIOR SECURED NOTE is one of a series of duly authorized and validly issued 10% Original Issue Discount Senior Secured Convertible Notes of White River Energy Corp, a Nevada corporation (the “Company”), having its principal place of business at 609 West Dickson St. Suite 102G, Fayetteville, AR 72701, designated as its 10% Original Issue Discount Senior Secured Convertible Note due on the Maturity Date (defined below) (this Note, the “Note” and, collectively with the any other Notes of such series, the “ Notes ”). The Notes shall be convertible into shares of common stock of the Company.
COMMON STOCK PURCHASE WARRANT WHITE RIVER ENERGY CORPCommon Stock Purchase Warrant • October 25th, 2022 • White River Energy Corp. • Transportation services
THIS COMMON STOCK PURCHASE WARRANT (this “Warrant”) certifies that, for value received, _______________________ or his 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, and as and to the extent of, the Exercise Date specified herein and on or prior to the close of business at 5:00 p.m. (New York, NY time) five years after the date of the Purchase Agreement (as defined below) (the “Termination Date”) but not thereafter, to subscribe for and purchase from White River Energy Corp, a Nevada corporation (the “Company”), up to 200% of the Conversion Shares issuable to the Holder upon conversion of the Series C purchased by the Holder pursuant to the Purchase Agreement (as defined below) together with this Warrant (subject to adjustment, the “Warrant Shares”). The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Sectio
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • March 29th, 2023 • White River Energy Corp. • Transportation services
This Registration Rights Agreement (this “Agreement”) is made and entered into as of December 16, 2022, between White River Energy Corp, a Nevada corporation, 609 West Dickson St. Suite 102G, Fayetteville, AR 72701 (the “Company”) and the purchaser party to the Purchase Agreement referred to below (the “Purchaser”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • August 11th, 2023 • White River Energy Corp. • Transportation services
This Agreement is made pursuant to the Securities Purchase Agreement, dated as of the date hereof between the Company and the Purchaser (the “Purchase Agreement”).
SECURITY AGREEMENTSecurity Agreement • August 11th, 2023 • White River Energy Corp. • Transportation services
SECURITY AGREEMENT, dated as of August , 2023 (this “Agreement”), among White River Energy Corp, a Nevada corporation (“White River” or the “Company”), White River Holdings Corp, a Delaware corporation, White River Energy Partners Management I LLC, a Delaware limited liability company, White River Energy LLC, a Texas limited liability company, White River E&P LLC, a Texas limited liability company, White River SPV 2 LLC, a Texas limited liability company, White River SPV 3 LLC, a Texas limited liability company, and White River Operating LLC, a Texas limited liability company (collectively with the Company, the “Debtors”) and the holders of the Company’s 10% Senior Secured Notes due December 16, 2023 in the original aggregate principal amount of $ 1,111,111.11 (the “Notes”), signatory hereto, its endorsees, transferees and assigns (the “Secured Party”).
EMPLOYMENT AGREEMENTEmployment Agreement • March 15th, 2024 • White River Energy Corp. • Transportation services • Nevada
THIS EMPLOYMENT AGREEMENT (the “Agreement”) is entered into as of March 11, 2024 and effective March 1, 2024 except as provided in Section 4(f) (the “Effective Date”), between White River Energy Corp (OTCQB: WTRV), a Nevada corporation (“White River” or the “Company”), and Randy May (the “Executive”). This Agreement supersedes and replaces any prior agreement (written or oral) entered into by the parties hereto and/or their respective affiliates, as applicable, with respect to the subject matter to which it relates, including an Employment Agreement dated December 1, 2022 (the “Prior Agreement”) between the Executive and White River and any prior amendments thereto.
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • August 11th, 2023 • White River Energy Corp. • Transportation services • Nevada
This Securities Purchase Agreement (this “Agreement”) is dated as August 10, 2023 , among White River Energy Corp, a Nevada corporation whose principal place of business is located at 609 West Dickson St. Suite 102G, Fayetteville, AR 72701 (the “Company”) and the Purchaser identified on the signature pages hereto (including its successors and assigns, the “Purchaser”).
SECURITY AGREEMENTSecurity Agreement • May 16th, 2019 • Mount TAM Biotechnologies, Inc. • Tobacco products • California
THIS SECURITY AGREEMENT (this “Agreement”) by and between Mount Tam Biotechnologies, Inc., a Nevada corporation (the “Debtor”) on the one hand, and Fromar Investments, LP, a Delaware limited partnership, on the other hand (“Secured Party”) is effective as of May 1, 2019. In consideration of the financial accommodations extended to the Debtor by the Secured Party, the Debtor hereby agrees that the Secured Party shall have all of the rights given herein against the Debtor in addition to those given by law or by Line of Credit Agreement dated on or about the date hereof between the Debtor and the Secured Party, as amended (the “Loan Agreement”), the Promissory Note issued by the Debtor to the Secured Party on or about the date hereof, as amended (the “Note”), or any other agreement or document underlying the Liabilities:
CORPORATE GUARANTEECorporate Guarantee • August 11th, 2023 • White River Energy Corp. • Transportation services • Nevada
GUARANTEE, dated as of August 10, 2023, made by White River Holdings Corp, a Delaware corporation, White River Energy Partners Management I, LLC, a Delaware limited liability company, White River Energy LLC, a Texas limited liability company, White River E&P LLC, a Texas limited liability company, White River SPV 2 LLC, a Texas limited liability company, White River SPV 3 LLC, a Texas limited liability company, and White River Operating LLC, a Texas limited liability company (collectively, the “Guarantors”), in favor of Smithline Family Trust I ( the “Purchaser”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • February 17th, 2023 • White River Energy Corp. • Transportation services • New York
THIS REGISTRATION RIGHTS AGREEMENT (“Agreement”) is entered into as of the 16th day of December, 2022 by and among White River Energy Corp, a Nevada corporation (the “Company”) and Centrecourt Asset Management LLC, a New York limited liability company (the “Investor”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • December 6th, 2023 • White River Energy Corp. • Transportation services • Nevada
THIS SECURITIES PURCHASE AGREEMENT (the “Agreement”) is made as of ________ ___, 2023, by and among White River Energy Corp, a Nevada corporation (the “Company”) and the purchasers from time to time party hereto as “Purchasers” (together with their respective successors and assigns, each, a “Purchaser” and collectively, the “Purchasers”).
LINE OF CREDIT AGREEMENTLine of Credit Agreement • May 16th, 2019 • Mount TAM Biotechnologies, Inc. • Tobacco products • California
THIS LINE OF CREDIT AGREEMENT (the “Agreement”) is effective this 10th day of May, 2019 (the “Effective Date”), by and between Fromar Investments, LP, a Delaware limited partnership (the “Lender”), and Mount Tam Biotechnologies, Inc., a Nevada corporation (the “Borrower”).
MOUNT TAM BIOTECHNOLOGIES, Inc. Employment AGREEMENTEmployment Agreement • April 26th, 2016 • Mount TAM Biotechnologies, Inc. • Tobacco products • California
This Employment Agreement (“Agreement”) by and between Mount Tam Biotechnologies, Inc., a Nevada corporation (“Employer” or the “Company”), and James Stapleton, an individual (“Employee”), is effective as of April 21, 2016 (“Effective Date”). Your first day of employment will be May 2, 2016 (“Start Date”). In consideration of the mutual promises made herein, the Company and Employee agree as follows:
INDEPENDENT CONSULTANT AGREEMENTIndependent Consultant Agreement • April 30th, 2021 • Banner Energy Services Corp. • Transportation services • Nevada
This Independent Consultant Agreement (this “Agreement”) is effective as of the 22nd day of March, 2021 (the “Effective Date”) by and between Norr LLC, a Nevada limited liability company (the “Norr”), and Alex Souetre (“Consultant”). Norr and Consultant are referred to herein collectively as the “Parties,” and each as a “Party”.
STOCK PURCHASE AND SALE AGREEMENT by and between ECOARK HOLDINGS, INC., and BANNER ENERGY SERVICES CORP. Dated as of March 27, 2020Stock Purchase and Sale Agreement • October 8th, 2020 • Banner Energy Services Corp. • Transportation services • Delaware
This Stock Purchase and Sale Agreement (this “Agreement”) is made and entered into as of March 27, 2020, by and among ECOARK HOLDINGS, INC., a Nevada corporation (“Buyer”), and BANNER ENERGY SERVICES CORP., a Nevada corporation (“Seller”).
White River Energy Corp, Fayetteville, AR 72701 Attn.: Mr. Jay Puchir Chief Executive OfficerFinancial Advisory Agreement • February 17th, 2023 • White River Energy Corp. • Transportation services
This letter agreement (this “Agreement”), when executed by the parties hereto, will memorialize our understanding and constitute an agreement between White River Energy Corp, a Nevada corporation (collectively with its subsidiaries, the “Company”) and Centrecourt Asset Management LLC, a New York limited liability company (“Centrecourt Asset Management”), pursuant to which the Company agrees to retain Centrecourt Asset Management and Centrecourt Asset Management agrees to be retained by the Company under the terms and conditions set forth below:
AMENDMENT NO. 1 TO EMPLOYMENT AGREEMENTEmployment Agreement • April 29th, 2024 • White River Energy Corp. • Transportation services
THIS AMENDMENT NO. 1 TO EMPLOYMENT AGREEMENT (the “Amendment”) is dated April 23, 2024, between White River Energy Corp (OTCQB: WTRV), a Nevada corporation (the “Company”), and Jay Puchir (the “Executive”).
AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF WHITE RIVER ENERGY PARTNERS I, LP Dated August 15, 2023Agreement of Limited Partnership • August 23rd, 2023 • White River Energy Corp. • Transportation services • Delaware
THIS AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP (this “Agreement”) is made and entered into by and among White River Energy Partners Management I LLC, a Delaware limited liability company (when acting in its capacity as the managing general partner of the Partnership, the “Managing Partner”), White River Energy Corp. (“White River”), solely for the purposes of its obligations under Section 10.05 of this Agreement and those Persons holding a majority of outstanding Unit Holders who execute or adopt this Agreement or counterparts as Partners. The Managing Partner and Partners holding any Units are referred to individually as a “Partner” and collectively as the “Partners.” The Partners and each successor in interest to a Partner are referred to individually as a “Unit Holder” and collectively as the “Unit Holders”. This Agreement amends and restates in its entirety the original Agreement of Limited Partnership of the Partnership dated as of October 31, 2022.
MEMBERSHIP INTEREST PURCHASE AGREEMENTMembership Interest Purchase Agreement • March 29th, 2023 • White River Energy Corp. • Transportation services • Delaware
THIS MEMBERSHIP INTEREST PURCHASE AGREEMENT (the “Agreement”) is made as of January 23, 2023 (the “Effective Date”) by and among Commenda Inc., a Delaware corporation (“Seller”), on the one hand, and White River Holdings Corp., a Delaware corporation (“Purchaser”), on the other. Seller and the Company are sometimes collectively referred to herein as “Sellers”. Seller, the Company, and Purchaser are hereinafter each referred to individually as a “Party” and collectively as the “Parties.”
THIRD AMENDMENT TO AMENDED AND RESTATED CONVERTIBLE PROMISSORY NOTEConvertible Promissory Note • November 20th, 2018 • Mount TAM Biotechnologies, Inc. • Tobacco products
THIS THIRD AMENDMENT TO AMENDED AND RESTATED CONVERTIBLE PROMISSORY NOTE (this “Amendment”) is entered into as of November 14, 2018, by and between MOUNT TAM BIOTECHNOLOGIES, INC., a Nevada corporation (“Maker”), and 0851229 BC Ltd. (“Holder”).
STOCK PURCHASE AGREEMENTStock Purchase Agreement • September 20th, 2021 • Fortium Holdings Corp. • Transportation services • California
This STOCK PURCHASE AGREEMENT (this “Agreement”), dated as of September 14, 2021 (the “Execution Date”), is entered by and among ELYSIAN PREMIUM CORP., a Colorado corporation (the “Buyer”), a wholly owned subsidiary of FORTIUM HOLDINGS CORP., a Nevada Corporation (the “Parent”), ALEX GOSSELIN, an individual (the “Seller”), and solely for purposes of Article IV, Treehouse Company Inc., a California corporation (the “Company”); Buyer and Parent, together the “Buyers”; and Seller and Buyers together, the “Parties”).
Europa Capital Investments, LLCServices Agreement • February 6th, 2014 • Tabacalera Ysidron Inc • Tobacco products
This letter will serve as our agreement to provide administrative and other miscellaneous services to Tabacalera Ysidron, Inc. Europa Capital services will also from time to time include help with various transactions that the company may be considering.
AMENDED EMPLOYMENT AGREEMENTEmployment Agreement • December 2nd, 2022 • White River Energy Corp. • Transportation services • Nevada
THIS AMENDED EMPLOYMENT AGREEMENT (the “Agreement”) is entered into as of December 1, 2022 (the “Effective Date”), between White River Energy Corp (OTC: WTRV), a Nevada corporation (“Fortium” or the “Company”), and Alisa Horgan (the “Executive”).
AMENDMENT TO CONSULTING AGREEMENT AND EXCHANGE AGREEMENTConsulting Agreement and Exchange Agreement • October 13th, 2023 • White River Energy Corp. • Transportation services
AMENDMENT TO CONSULTING AGREEMENT AND EXCHANGE AGREEMENT, dated as of October 9, 2023 (this “Agreement”), by and among Centrecourt Asset Management LLC, a New York limited liability company (“Centrecourt”), Smithline Family Trust I (the “Shareholder”) and White River Energy Corp, a Nevada corporation (the “Company”), having its principal place of business at 609 West Dickson St., Suite 102 G, Fayetteville, AR.
EMPLOYMENT AGREEMENTEmployment Agreement • August 6th, 2020 • Banner Energy Services Corp. • Transportation services • Texas
THIS EMPLOYMENT AGREEMENT (this “Agreement”) is dated August 1, 2020 (the “Effective Date”), by and between Banner Energy Services Corp. (the “Company”) and Richard Horgan (“Executive”).
Mount Tam Biotechnologies, Inc.Letter Agreement • March 31st, 2016 • Mount TAM Biotechnologies, Inc. • Tobacco products
This letter agreement is intended to describe in writing an agreement between Mount Tam Biotechnologies, Inc. (the “Maker”) and 0851229 BC Ltd. (the “Holder”) regarding the aggregate principal amount of indebtedness which may be outstanding pursuant to that certain Secured Convertible Promissory Note issued by the Maker to the Holder effective as of November 9, 2015 (the “Secured Note”). The Maker and the Holder hereby agree that the aggregate principal amount of all outstanding loans made under the Secured Note shall not exceed $1,000,000 at any time, provided that for the avoidance of doubt, no obligation of Holder to lend any funds is implied hereby. Except as expressly provided herein, the Secured Note shall remain in full force and effect following the date hereof.
INTERCREDITOR AGREEMENTIntercreditor Agreement • May 16th, 2019 • Mount TAM Biotechnologies, Inc. • Tobacco products
This Intercreditor Agreement (“Agreement”) is entered into as of the 1st day of May, 2019, by and among Mount Tam Biotechnologies, Inc., a Nevada corporation (“Borrower”), Fromar Investments, LP, a Delaware limited partnership (“Fromar”), and Climate Change Investigation, Innovation and Investment Company, LLC, a California limited liability company (“CC3IC”). Fromar and CC3IC are jointly referred to herein as the “Creditors”.
CANCELLATION AND TRANSFER AGREEMENTCancellation and Transfer Agreement • August 19th, 2015 • TabacaleraYsidron, Inc. • Tobacco products
This CANCELLATION AND TRANSFER AGREEMENT (this “Agreement”), dated August 13, 2015 (the “Effective Date”), is entered into by and among (the “Company”), TABACALERAYSIDRON, INC., a Nevada corporation, (the “Company”), and RAMON TEJEDA, individually (the “Canceling Party”). The Company and Canceling Party are also hereinafter individually and jointly referred to as “P(p)arty” and/or “P(p)arties”.
ASSET PURCHASE AGREEMENTAsset Purchase Agreement • April 5th, 2024 • White River Energy Corp. • Transportation services • Nevada
This Asset Purchase Agreement (this “Agreement”) is made and entered into this 1st day of April 2024 (“Agreement Date”) by and among Lion Vista Global Ventures LLC, a Texas limited liability company, (“Seller” or the “Company”), solely respect to the representations and warranties in Article 3 and the indemnification provisions and covenants and agreements in Article 5, Livio Stan, individually (the “Majority Member”), and White River Native CDFI LLC, a Texas limited liability company (“Purchaser”). Except as otherwise specifically provided, the words “Seller” and “Company” includes all Subsidiaries.
Amendment to MEMBERSHIP INTEREST PURCHASE AGREEMENTMembership Interest Purchase Agreement • August 11th, 2023 • White River Energy Corp. • Transportation services
This amendment to MEMBERSHIP INTEREST PURCHASE AGREEMENT (this “Amendment”), dated as of August 10, 2023 (the “Effective Date”), is entered into by and between White River Holdings Corp (the “Company”), and Commenda, Inc. (“Commenda”). The Company and Commenda are sometimes referred to individually as a “Party” and collectively as the “Parties.”
AGREEMENT AND PLAN OF MERGERMerger Agreement • September 1st, 2015 • Mount TAM Biotechnologies, Inc. • Tobacco products • Nevada
This AGREEMENT AND PLAN OF MERGER, dated as of August 19, 2015, is entered into by and between TabacaleraYsidron, Inc., a Nevada corporation ("Parent" or "Surviving Corporation") and Mount TAM Biotechnologies, Inc., a Nevada corporation ("Mount Tam").
AMENDMENT TO CONVERTIBLE PROMISSORY NOTEConvertible Promissory Note • September 26th, 2018 • Mount TAM Biotechnologies, Inc. • Tobacco products
THIS AMENDMENT TO CONVERTIBLE PROMISSORY NOTE (this “Amendment”) is entered into as of September 24, 2018, by and between MOUNT TAM BIOTECHNOLOGIES, INC., a Nevada corporation (“Maker”), and Fromar Investments, LP (“Holder”).
AGREEMENT OF LIMITED PARTNERSHIP OF WHITE RIVER E&P 1 LP Dated as of October 31, 2022Limited Partnership Agreement • August 23rd, 2023 • White River Energy Corp. • Transportation services • Delaware
THIS AGREEMENT OF LIMITED PARTNERSHIP (this “Agreement”) is made and entered into by and among White River E&P Management 1 LLC, a Delaware limited liability company (when acting in its capacity as the managing general partner of the Partnership, the “Managing Partner”), and those Persons who execute or adopt this Agreement or counterparts as Partners. The Managing Partner and Partners holding any Units are referred to individually as a “Partner” and collectively as the “Partners.” The Partners and each successor in interest to a Partner are referred to individually as a “Unit Holder” and collectively as the “Unit Holders”.
STOCK PURCHASE AGREEMENTStock Purchase Agreement • March 15th, 2022 • Fortium Holdings Corp. • Transportation services
Elysian Premium Corp. will remit a payment of fifty thousand dollars ($50,000) via ACH transfer to Alex Gosselin dba Firebreak Associates, Inc., no later than March 11th, 2022, in exchange for a total of 5% equity stock (transferred from Alex Gosselin’s current shares) in any of the sixteen below listed corporations, should the corporation be selected through the retail cannabis license lottery process in Encinitas, CA.
