Sky Quarry Inc. Maximum: 3,333,333 Shares of Common Stock $0.0001 par value per share SELLING AGENCY AGREEMENTSelling Agency Agreement • May 24th, 2024 • Sky Quarry Inc. • Hazardous waste management • New York
Sky Quarry Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions contained in this Selling Agency Agreement (this “Agreement”), to issue and sell on a “best efforts” basis up to a maximum of 3,333,333 shares of common stock, $0.0001 par value per share (the “Common Stock”) of the Company to investors (collectively, the “Investors”), at a purchase price of $6.00 per share (the “Purchase Price”), in an offering (the “Offering”) pursuant to Regulation A through Digital Offering, LLC (the “Selling Agent”), acting on a best efforts basis only, in connection with such sales. The shares of Common Stock to be sold in this offering are referred to herein as the “Shares.” The Shares are more fully described in the Offering Statement (as hereinafter defined).
AGREEMENT OF SALE OF FUTURE RECEIPTSAgreement of Sale of Future Receivables • September 30th, 2024 • Sky Quarry Inc. • Hazardous waste management • New York
This AGREEMENT OF SALE OF FUTURE RECEIVABLES (this “Agreement”) dated as of 02/19/2024, is made by and between Libertas Funding, LLC, a Connecticut Limited Liability Company as purchaser (“Purchaser”), the merchant whose name, address and other pertinent information is set forth below, as seller (“Merchant”), and the individual owner/guarantor of the Merchant whose name, address and other pertinent information are set forth below (“Guarantor”). For good and valuable consideration, the mutual receipt and sufficiency of which is hereby acknowledged, the parties to this Agreement agree as follows:
May 5, 2021 MR. DAVID SEALOCK Chief Executive Officer SKY QUARRY, INC. dsealock@skyquarry.com . Re: Engagement Agreement Dear David:Engagement Agreement • July 7th, 2021 • Sky Quarry Inc. • California
This engagement letter agreement (this “Agreement”) sets forth the terms under which Digital Offering LLC, a FINRA and SEC registered broker-dealer (“we” or “Digital Offering”), is being engaged to perform administrative and technology related functions in connection with this offering, but not for underwriting or placement agent services for Sky Quarry, Inc. (“you” or the “Company” and, together with Digital Offering, the “Parties”) in connection with a proposed best efforts Regulation A offering by the Company of its securities (the “Securities”) which Securities may be convertible preferred stock, common stock, convertible debt or other securities and may be in the form of units that include warrants in each case as determined by the Company after consultation with Digital Offering.
AGREEMENT OF SALE OF FUTURE RECEIPTSAgreement of Sale of Future Receipts • September 30th, 2024 • Sky Quarry Inc. • Hazardous waste management • New York
This AGREEMENT OF SALE OF FUTURE RECEIVABLES (this “Agreement”) dated as of 01/11/2024, is made by and between Libertas Funding, LLC, a Connecticut Limited Liability Company as purchaser (“Purchaser”), the merchant whose name, address and other pertinent information is set forth below, as seller (“Merchant”), and the individual owner/guarantor of the Merchant whose name, address and other pertinent information are set forth below (“Guarantor”). For good and valuable consideration, the mutual receipt and sufficiency of which is hereby acknowledged, the parties to this Agreement agree as follows:
AGREEMENT SUPPLEMENTBusiness Loan and Security Agreement Supplement • September 30th, 2024 • Sky Quarry Inc. • Hazardous waste management • California
This Business Loan and Security Agreement Supplement is part of (and incorporated by reference into) the Business Loan and Security Agreement, Agreement No.: 3577. Borrower should keep this important legal document for Borrower's records.
INVOICE PURCHASE AND SECURITY AGREEMENTInvoice Purchase and Security Agreement • September 5th, 2023 • Sky Quarry Inc. • Hazardous waste management
THIS INVOICE PURCHASE AND SECURITY AGREEMENT (“Agreement”) is made on this 21st day of December 2022 between Foreland Refining Corporation, a Texas Corporation (“Sellers”) and Alterna Capital Solutions LLC, a Florida Limited Liability Company (“Purchaser”).
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • July 7th, 2021 • Sky Quarry Inc. • Delaware
WHEREAS The Corporation and the Executive wish to enter into this Agreement to confirm in writing the rights and obligations of each of them in respect of the Executive’s employment with the Corporation, including the terms regarding the Executive’s termination of employment.
AGREEMENT OF SALE OF FUTURE RECEIPTSAgreement of Sale of Future Receipts • September 5th, 2023 • Sky Quarry Inc. • Hazardous waste management • New York
This AGREEMENT OF SALE OF FUTURE RECEIVABLES (this "Agreement") dated as of 02/21/2023, is made by and between Libertas Funding, LLC, a Connecticut Limited Liability Company as purchaser ("Purchaser"), the merchant whose name, address and other pertinent information is set forth below, as seller ("Merchant"), and the individual owner/guarantor of the Merchant whose name, address and other pertinent information are set forth below ("Guarantor"). For good and valuable consideration, the mutual receipt and sufficiency of which is hereby acknowledged, the parties to this Agreement agree as follows:
SKY QUARRY INC. WARRANT TO PURCHASE COMMON STOCKWarrant to Purchase Common Stock • July 7th, 2021 • Sky Quarry Inc. • Delaware
This Warrant to Purchase Common Stock (this “Warrant”) is to certify that, FOR VALUE RECEIVED, ________ (the “Holder”), is entitled to purchase, subject to the provisions of this Warrant, from Sky Quarry Inc., a Delaware corporation (the “Company”), ____ shares of the common stock of the Company (“Common Stock”). This Warrant may be exercised at an exercise price of $2.50 per share at any time on or prior to _____ (the "Expiration Date"). The number of shares of Common Stock to be received upon the exercise of this Warrant and the price to be paid for a share of Common Stock may be adjusted from time to time as hereinafter set forth. The shares of Common Stock deliverable upon such exercise, as may be adjusted from time to time, are hereinafter sometimes referred to as “Warrant Stock”; and the exercise price of a share of Common Stock in effect at any time, and as may be adjusted from time to time, is hereinafter sometimes referred to as the "Exercise Price.
SUBSCRIPTION AGREEMENT Sky Quarry Inc. NOTICE TO INVESTORSSubscription Agreement • July 7th, 2021 • Sky Quarry Inc. • Delaware
The securities of Sky Quarry Inc., a Delaware corporation (the “Company”), to which this Subscription Agreement relates, represent an investment that involves a high degree of risk, suitable only for persons who can bear the economic risk for an indefinite period of time and who can afford to lose their entire investments. Investors should further understand that this investment is illiquid and is expected to continue to be illiquid for an indefinite period of time. No public market exists for the securities to which this Subscription Agreement relates.
AGREEMENT FOR THE PURCHASE AND SALE OF FUTURE RECEIVABLESPurchase and Sale Agreement • September 30th, 2024 • Sky Quarry Inc. • Hazardous waste management • New York
This purchase and sale of future receivables agreement (“Agreement”) dated 04/19/2024, is made by and between Parkside Funding Group LLC (hereinafter “Parkside” or “Purchaser”) and each Seller listed below (together referred to as “Seller”).
STOCK PURCHASE AGREEMENTStock Purchase Agreement • October 5th, 2022 • Sky Quarry Inc. • Hazardous waste management • Utah
This Stock Purchase Agreement (this “Agreement”) is entered into on September 30, 2022 (the “Effective Date”) by and between Refinery Technologies, Inc., a Utah corporation (the “Seller”), and Sky Quarry Inc., a Delaware corporation (the “Buyer”). Each of Seller and Buyer may be referred to herein as a “Party” and collectively as the “Parties.” Capitalized terms used in this Agreement have the meanings given to such terms herein.
ContractPromissory Note • September 30th, 2024 • Sky Quarry Inc. • Hazardous waste management • Utah
THIS SECURITY HAS NOT 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 ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”) AND APPLICABLE STATE SECURITIES LAWS, AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF CORPORATE COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANY.
ADVISORY AGREEMENTAdvisory Agreement • December 6th, 2024 • Sky Quarry Inc. • Hazardous waste management • Utah
Advisory Agreement (this "Agreement"), made as of December 2, 2024, by and between Sky Quarry Inc., a Delaware corporation (“Company") having an address at 707 W. 700 S., Suite 101, Woods Cross, UT 84087, and KF Business Ventures, LP, a California limited partnership, having a business address of 1520 Tower Grove Drive, Beverly Hills, CA 90210 (the "Advisor").
ESCROW AGREEMENTEscrow Agreement • December 20th, 2023 • Sky Quarry Inc. • Hazardous waste management • Delaware
This ESCROW AGREEMENT (this “Agreement”) dated as of this 25th day of August 2023 by and among Sky Quarry, Inc., a Delaware corporation (the “Company”), having an address at 222 South Main Street, Suite 500, Salt Lake City, UT 84101; Digital Offering, LLC, having an address at 1461 Glenneyre Street, Suite D, Laguna Beach, CA 92651 (“Placement Agent”), and WILMINGTON TRUST, NATIONAL ASSOCIATION (the “Escrow Agent”), with its principal corporate trust office at 277 Park Avenue, 25th Floor, New York, NY 10172. The Company and the Placement Agent, each a “Party,” are collectively referred to as “Parties” and individually, a “Party.”
SECURITY AGREEMENTSecurity Agreement • December 6th, 2024 • Sky Quarry Inc. • Hazardous waste management
This SECURITY AGREEMENT, dated as of December 2, 2024 (this “Agreement”), is entered into by and between 2020 Resources LLC, a Delaware limited liability company (the “Company” or “Debtor”) and KF Business Ventures, LP, its endorsees, transferees and assigns (“Holder”).
AGREEMENTBinding Term Sheet • September 5th, 2023 • Sky Quarry Inc. • Hazardous waste management • California
This Agreement (this “Agreement”) is entered into on April 6, 2023 (the “Effective Date”) by and between Sky Quarry Inc., a Delaware corporation (“Sky Quarry”) and Marcus Laun (“Guarantor”), on the one hand, and [ REDACTED ], a California limited partnership (“KFBV”), on the other hand. Each of Sky Quarry, Guarantor, and KFBV may be referred to herein as a “Party” and collectively as the “Parties.”
JPM AGREEMENTJPM Agreement • July 7th, 2021 • Sky Quarry Inc. • Delaware
This JPM Agreement (this “Agreement”), dated as of June 21, 2021, is entered into by and between Sky Quarry Inc., a Delaware corporation (the “Company”), and JPMorgan Chase Bank, N.A. (“JPM”).
ContractCommon Stock Purchase Warrant • December 6th, 2024 • Sky Quarry Inc. • Hazardous waste management • Utah
THIS WARRANT AND THE SECURITIES UNDERLYING THE EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (“THE ACT”), OR THE SECURITIES LAWS OF ANY STATE, AND MAY NOT BE OFFERED, SOLD, TRANSFERRED, PLEDGED, HYPOTHECATED OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO (i) AN EFFECTIVE REGISTRATION STATEMENT UNDER THE ACT AND ANY APPLICABLE STATE LAWS, (ii) TO THE EXTENT APPLICABLE, RULE 144 UNDER THE ACT (OR ANY SIMILAR RULE UNDER THE ACT RELATING TO THE DISPOSITION OF SECURITIES), OR (iii) AN OPINION OF COUNSEL, IF SUCH OPINION SHALL BE REASONABLY SATISFACTORY TO COUNSEL TO THE ISSUER, THAT AN EXEMPTION FROM REGISTRATION UNDER THE ACT AND APPLICABLE STATE LAW IS AVAILABLE.
