EXHIBIT 10.9.1
SECURITY AGREEMENT
December 11, 1996
To: UNITED PETROLEUM CORPORATION
0000 Xxxxx Xxxxxxxx
Xxxxxxxxx, Xxxxxxxxx 00000
For new value received, the undersigned ("debtor") here grants to
you, together with your successors and assigns, ("UPC"), a security
interest in the following instruments or negotiable documents: 1,834,407
shares of United Petroleum Corporation common stock together with all
rights related to those instruments or documents (collectively referred
to below as the ("collateral").
The collateral shall secure the Promissory Note of the debtor to UPC,
in the principal sum of $10,876,660.90, (such obligation referred to
below as "liability"). The debtor agrees (a) to deliver the collateral
to UPC promptly, and in no event later than 7 days from the date of this
agreement; [2] (b) to hold the collateral, pending such delivery, in
trust for UPC, separate and distinct from any other property of the
debtor and free of all liens and claims whatever other than the security
interest of UPC; and (c) to do such acts and things as UPC may from time
to time request to maintain a valid security interest on the part of UPC
in the collateral (free of all other liens and claims) to secure the
payment of the liability.
In addition to all other rights possessed by it, UPC shall have all
rights with respect to the collateral that are granted to it under any
promissory note evidencing any of the liabilities with respect to any
collateral referred to in any such promissory note. This agreement has
been delivered at [city and state], and shall, unless otherwise required
by law, be construed in accordance with and governed by the provisions
of the Uniform Commercial Code as in effect from time to time in the
State of Tennessee.
STRATEGIC HOLDINGS CORPORATION
By: /s/ Xxxxxxx Xxxxx, President
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Xxxxxxx Xxxxx, President
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-------------------, Florida----
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