EXHIBIT 2.34
SECURITY AGREEMENT
THIS SECURITY AGREEMENT, made this 7th day of May, 1996, by and between
TRANS ENERGY, INC., XXXXXXX X. XXXXXXXX, XXXXX X. XXXXXXXX, XXXXX X. XXXXXX, and
XXXX X. XXXX of 000 Xxxxxx Xxxxxx, Xx. Xxxxx, Xxxx Xxxxxxxx, 00000, hereinafter
jointly referred to as "Debtor," and XXXXXXX X. XXXXXXXXX of 000 Xxxxxxxxxx
Xxxxx, Xxxxxxxxxxxxxxx, Xxxxxxxx, 00000, hereinafter referred to as "Secured
Party".
WITNESSETH:
1. Debtor hereby deposits and pledges shares of Trans Energy, Inc.,
capital stock described in Exhibit "A" attached hereto, any and all additions
and accessions thereto and all substitutions and replacements therefor with
Secured Party for the purpose of securing unto the Secured Party the payment of
the principal sum of $110,000.00 as required by a promissory note payable to
Secured Party executed simultaneously herewith to be held by the Secured Party
until the note secured thereby is fully paid.
2. Debtor will pay to Secured Party all amounts payable pursuant to the
terms of the aforementioned note as and when the same shall become due and
payable and will perform all terms of the note and this security agreement. The
failure of the Debtor to pay Secured Party the amount under the note when due
shall entitle Secured Party, at his option, to demand immediate payment of the
entire amount then owing pursuant to the terms of the note whether or not then
due irrespective of the payment dates provided therein.
3. The collateral will be kept and maintained by Secured Party until the
note secured thereby is fully paid. Upon receipt of the last payment due under
the promissory note Secured Party shall redeliver the stock certificate to
Debtor.
4. Except for the security interest of the Secured Party, Debtor shall
keep the collateral free and clear at all times of any taxes, liens, levies,
encumbrances or security interests, and Debtor will defend the collateral
against all claims and demands of all persons at any time claiming the same or
any interest therein. Debtor warrants and represents it has good title to the
shares being pledged, and that said shares are free from other liens and
encumbrances, and Debtor has full authority to transfer said shares as
collateral security.
5. During the pendency of this agreement, the Debtor shall have the right
to vote the stock of Trans Energy, Inc., so long as the Debtor is not in default
of any term of this agreement and so long as the Debtor is not in default with
respect to the payment of principal or interest as called for by the debt
agreement.
6. In the event of default the debt or breach of this security agreement,
the Secured Party shall have the full right to foreclose on the pledged shares
and exercise its rights as Secured Party pursuant to Article 9 of the Uniform
Commercial Code; said rights being cumulative with any other rights the Secured
Party may have against the undersigned.
7. Debtor and Secured Party agree as follows:
(a) Debtor and Secured Party as used in this security agreement, shall
include the successors, assigns, trustees or receivers of such parties.
(b) All obligations of Debtor hereunder shall be binding upon its
successors, assigns, trustees or receivers.
(c) The law governing this secured transaction shall be that of the State
of West Virginia.
(d) If any provision of this security agreement be held invalid, the
remaining provisions hereof shall continue in full force and effect.
TRANS ENERGY, INC.
By:/s/ Xxxxx X. Xxxxxx /s/ Xxxxx X. Xxxxxx
---------------------- ------------------------
Its President Xxxxx X. Xxxxxx
/s/ Xxxxxxx X. Xxxxxxxx /s/ Xxxx X. Xxxx
------------------------- ------------------------
Xxxxxxx X. Xxxxxxxx Xxxx X. Xxxx
/s/ Xxxxx X. Xxxxxxxx /s/ Xxxxxxx X. Xxxxxxxxx
------------------------- ------------------------
Xxxxx X. Xxxxxxxx Xxxxxxx X. Xxxxxxxxx
STATE OF WEST VIRGINIA
COUNTY OF XXXXXXXXX, TO WIT:
The foregoing instrument was acknowledged before me this 7th day of May,
1996, by Xxxxx X. Xxxxxx, President of Trans Energy, Inc. a Nevada corporation,
on behalf of the corporation.
My commission expires February 11, 1997
/s/ Xxxxxxx X. Xxxxxxx
----------------------- [SEAL APPEARS HERE]
Notary Public
STATE OF WEST VIRGINIA
COUNTY OF XXXXXXXXX, TO WIT:
The foregoing instrument was acknowledged before me this 7th day of May,
1996, by Xxxxx X. Xxxxxx.
My commission expires February 11, 1997.
/s/ Xxxxxxx X. Xxxxxxx
----------------------- [SEAL APPEARS HERE]
Notary Public
STATE OF WEST VIRGINIA
COUNTY OF XXXXXXXXX, TO WIT:
The foregoing instrument was acknowledged before me this 7th day of May,
1996, by Xxxxxxx X. Xxxxxxxx.
My commission expires February 11, 1997.
/s/ Xxxxxxx X. Xxxxxxx
----------------------- [SEAL APPEARS HERE]
Notary Public
STATE OF WEST VIRGINIA
COUNTY OF XXXXXXXXX, TO WIT:
The foregoing instrument was acknowledged before me this 7th day of May,
1996, by Xxxxx X. Xxxxxxxx.
My commission expires February 11, 1997.
/s/ Xxxxxxx X. Xxxxxxx
---------------------- [SEAL APPEARS HERE]
Notary Public
STATE OF VIRGINIA
COUNTY OF Allienarle TO WIT:
-----------
The foregoing instrument was acknowledged before me this 8th day of May,
1996, by Xxxx X. Xxxx.
My commission expires 11-30-99
---------------------
Xxxxxxx X. Xxxxxx
----------------------
Notary Public
STATE OF VIRGINIA
COUNTY OF ____________, TO WIT:
The foregoing instrument was acknowledged before me this 8th day of May,
1996, by Xxxxxxx X. Xxxxxxxxx.
My commission expires ____________________
______________________
Notary Public
EXHIBIT "A"
Two Hundred Thousand (200,000) Shares of Trans Energy, Inc, Certificate
number 236 held by Xxxxx X. Xxxxxxxx.
