AGREEMENT AND PLAN OF MERGERMerger Agreement • December 20th, 2017 • Dala Petroleum Corp. • Crude petroleum & natural gas • Nevada
THIS AGREEMENT AND PLAN OF MERGER (the “Agreement”) is made as of November 15, 2017, by and among Dala Petroleum Corp., a Delaware corporation (“Parent”), Mark Savage, Parent’s President, a director and a beneficial shareholder (“Mr. Savage”), Matthew Atkinson, Parent’s Secretary and a beneficial shareholder (“Mr. Atkinson”), M2 Equity Partners LLC, a Minnesota limited liability company and principal shareholder of Parent (“M2”), and Dala Subsidiary Corp., a Nevada corporation and wholly-owned subsidiary of Parent (“Merger Subsidiary”); and KonaTel, Inc., a Nevada corporation (“Company”), and D. Sean McEwen, Company’s Chairman and sole shareholder (“Company Shareholder”). The foregoing are sometimes singly referred to as a “Party” or collectively as the “Parties,” or respectively as the “Parent Parties” or the “Company Parties.”
FORM OF LOCK-UP/LEAK-OUT AGREEMENTLock-Up/Leak-Out Agreement • December 20th, 2017 • Dala Petroleum Corp. • Crude petroleum & natural gas • Delaware
THIS LOCK-UP/LEAK-OUT AGREEMENT (the “Agreement”) is made and entered into between Dala Petroleum Corp., a Delaware corporation (the “Company”), and the undersigned person or entity listed on the Counterpart Signature Page hereof (the “Shareholder”), effective as of the earlier of the date indicated on the Counterpart Signature Page or the delivery of this duly executed Agreement to the Company, in the event no date is indicated (the “Effective Date”). For all purposes of this Agreement, “Shareholder” includes any “affiliate,” controlling person of Shareholder, agent, representative or other person with whom Shareholder is or may be deemed to be acting in concert in connection with any sales of Common Stock (as defined below) of the Company.
STOCK OPTION CANCELLATION AGREEMENTStock Option Cancellation Agreement • December 20th, 2017 • Dala Petroleum Corp. • Crude petroleum & natural gas
MCEWEN EMPLOYMENT AGREEMENTEmployment Agreement • December 20th, 2017 • Dala Petroleum Corp. • Crude petroleum & natural gas • Nevada
This Agreement (“Agreement”) is made as of the 1st day of December 2017, by and between David Sean McEwen, an individual (“Employee”), and Dala Petroleum Corp., a Delaware corporation (“Employer”), with reference to the following facts and objectives:
