COMMERCIAL GUARANTY AGREEMENTCommercial Guaranty Agreement • September 25th, 2023 • Empire Petroleum Corp • Crude petroleum & natural gas
For good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, and to induce Phil Mulacek (the “Investor”), to make a loan to Empire North Dakota LLC, a Delaware limited liability company (the “Company”), Empire Petroleum Corporation, a Delaware corporation (the “Guarantor”), hereby absolutely and unconditionally guarantees to the Investor the full and prompt payment when due, whether at maturity or earlier, by reason of acceleration or otherwise, of the debts, liabilities and obligations that the Company may now or at any time hereafter owe to the Investor under that certain Promissory Note due October 31, 2023 in the original principal amount of $5,000,000 issued by the Company to the Investor (the “Indebtedness”).
ContractNote • September 25th, 2023 • Empire Petroleum Corp • Crude petroleum & natural gas
THIS NOTE 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, 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 COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANY.
September 19, 2023Senior Revolver Loan Agreement • September 25th, 2023 • Empire Petroleum Corp • Crude petroleum & natural gas • Oklahoma
Re: Senior Revolver Loan Agreement dated as of September 20, 2018, as amended by that certain First Amendment thereto dated as of March 27, 2019, as amended by that certain Second Amendment thereto dated as of June 30, 2020, as amended by that certain Third Amendment thereto dated as of December 31, 2020, as amended by that certain Fourth Amendment thereto dated as of July 7, 2021, as amended by that certain Fifth Amendment thereto dated as of August 9, 2023, and as amended from time to time by letter agreement prior to the date hereof (collectively, the "Existing Loan Agreement"), by and among EMPIRE LOUISIANA LLC, a Delaware limited liability company ("EL"), and EMPIRE NORTH DAKOTA LLC, a Delaware limited liability company ("END", together with EL are sometimes referred to herein collectively as the "Borrower"), and CROSSFIRST BANK, a Kansas state-chartered bank (the "Bank")
ContractNote Agreement • September 25th, 2023 • Empire Petroleum Corp • Crude petroleum & natural gas
THIS NOTE 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, 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 COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANY.
SUBORDINATION AGREEMENTSubordination Agreement • September 25th, 2023 • Empire Petroleum Corp • Crude petroleum & natural gas • Oklahoma
THIS SUBORDINATION AGREEMENT is entered into effective as of the 19th day of September, 2023 (the "Effective Date"), by and among PHIL MULACEK, an individual ("Mulacek"), ENERGY EVOLUTION MASTER FUND, LTD., a Cayman Islands exempted company ("Fund", and, together with Mulacek, collectively, the "Subordinating Lenders"), and EMPIRE NORTH DAKOTA LLC, a Delaware limited liability company ("Company"), in favor of CROSSFIRST BANK, a Kansas state-chartered bank ("Lender").
