ContractWarrant Agreement • October 5th, 2011 • Glori Energy Inc. • Texas
THIS WARRANT AND THE SHARES ISSUABLE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR THE SECURITIES LAWS OF ANY STATE AND, EXCEPT AND PURSUANT TO THE PROVISIONS OF ARTICLE 5 BELOW, MAY NOT BE OFFERED, SOLD OR OTHERWISE TRANSFERRED, PLEDGED OR HYPOTHECATED UNLESS AND UNTIL REGISTERED UNDER SAID ACT AND APPLICABLE STATE SECURITIES LAW OR, IN THE OPINION OF LEGAL COUNSEL IN FORM AND SUBSTANCE SATISFACTORY TO THE ISSUER OF THESE SECURITIES, SUCH OFFER, SALE OR TRANSFER, PLEDGE OR HYPOTHECATION IS EXEMPT FROM REGISTRATION.
Harry Friske 21623 Moortown Circle Katy, TX 77450 August 12, 2011 Dear Harry:Employment Agreement • October 5th, 2011 • Glori Energy Inc. • Texas
Glori Energy Inc. (the “Company”) is pleased to offer you the position of Controller. This letter sets forth the terms of your employment (“Agreement”).
THIS WARRANT AND THE SHARES ISSUED UPON ITS EXERCISE ARE SUBJECT TO THE RESTRICTIONS ON TRANSFER SET FORTH IN SECTION 6 OF THIS WARRANTPurchase Warrant • October 5th, 2011 • Glori Energy Inc. • Delaware
GLORI OIL LIMITED, a Delaware corporation (the “Company”), for value received, hereby certifies that GTI Glori Oil Fund I L.P., or its registered assigns (the “Registered Holder”), is entitled, subject to the terms and conditions set forth below, to purchase from the Company, at any time or from time to time on or after the date of consummation of the Next Equity Financing and on or before 5:00 p.m. (Eastern time) on November 30, 2013, up to such number of Warrant Shares of the Company as is equal to the Warrant Number, at a purchase price per share equal to the Purchase Price.
RELEASE AND SEVERANCE AGREEMENTRelease and Severance Agreement • October 5th, 2011 • Glori Energy Inc.
THIS RELEASE AND SEVERANCE AGREEMENT (“Agreement”) is entered into between Glori Oil Limited, its parents, subsidiaries, operating divisions, and affiliates, their officers, directors, trustees, and employees (collectively “Company”) and Bhupendra Soni (“Employee”). Company and Employee (the “Parties”) wish to define the terms of Employee’s exit from Company. Therefore, the Parties hereby agree as follows:
THIS WARRANT AND THE SHARES ISSUED UPON ITS EXERCISE ARE SUBJECT TO THE RESTRICTIONS ON TRANSFER SET FORTH IN SECTION 6 OF THIS WARRANTWarrant Agreement • October 5th, 2011 • Glori Energy Inc. • Delaware
Glori Oil Limited, a Delaware corporation (the “Company”), for value received, hereby certifies that The Energy & Resources Institute, or its registered assigns (the “Registered Holder”), is entitled, subject to the terms and conditions set forth below, including without limitation Section 12 hereof, to purchase from the Company, at any time or from time to time on or after the date hereof and on or before 5:00 p.m. (Eastern time) on __________, 20__, up to such number of Warrant Shares of the Company as is equal to the Warrant Number, at a purchase price per share equal to the Purchase Price.
Incentive Stock Option Agreement under the Glori Oil Limited 2006 Stock Option and Grant PlanIncentive Stock Option Agreement • October 5th, 2011 • Glori Energy Inc. • Delaware
Pursuant to the Glori Oil Limited 2006 Stock Option and Grant Plan (the “Plan”), Glori Energy Inc. (f/k/a Glori Oil Limited), a Delaware corporation (together with all successors thereto, the “Company”), hereby grants to the Optionee, who is an employee of the Company or any of its Subsidiaries, an Option to purchase, on or prior to the Expiration Date (or such earlier date as provided in Section 3 below), all or any part of the number of shares of Common Stock of the Company indicated above (the “Underlying Shares,” with such shares once issued being referred to herein and in the Plan as “Option Shares”) at the Option Exercise Price per share indicated above.
THIS WARRANT AND THE SHARES ISSUED UPON ITS EXERCISE ARE SUBJECT TO THE RESTRICTIONS ON TRANSFER SET FORTH IN SECTION 6 OF THIS WARRANTCommon Stock Purchase Warrant • October 5th, 2011 • Glori Energy Inc. • Delaware
Glori Oil Limited, a Delaware corporation (the “Company”), for value received, hereby certifies that Korn Ferry International, or its registered assigns (the “Registered Holder”), is entitled, subject to the terms and conditions set forth below, including without limitation Section 12 hereof, to purchase from the Company, at any time or from time to time on or after the date hereof and on or before 5:00 p.m. (Eastern time) on March 1, 2012, up to such number of Warrant Shares of the Company as is equal to the Warrant Number, at a purchase price per share equal to the Purchase Price.
Victor Perez 5477 Coshatte Rd. Bellville, Texas 77418 Dear VictorEmployment Agreement • October 5th, 2011 • Glori Energy Inc. • Texas
Glori Energy Inc. (the “Company”) is pleased to offer you the position of Chief Financial Officer. This letter (“Letter Agreement”) sets forth the terms of your employment.
Glori Oil Limited December 5, 2005Employment Agreement • October 5th, 2011 • Glori Energy Inc. • Texas
Glori Oil Limited (the “Company” or “we” ) is pleased to offer you the position of President. Given your unique strengths, skills and experience, we believe you will be more than just a positive asset to our team, you will help shape our future. This letter sets forth the terms of your employment and the agreement between you and the Company related to your employment (this “Letter Agreement”).
