WARRANT FOR THE PURCHASE OF SHARES OF COMMON STOCK OF TRUE NORTH ENERGY CORPORATION (A Nevada corporation)True North Energy CORP • December 17th, 2007 • Crude petroleum & natural gas • New York
FOR VALUE RECEIVED, True North Energy Corporation ("Company"), hereby certifies that ENERGY CAPITAL SOLUTIONS, LP, with an address at 1990 Post Oak Boulevard, Suite 2160, Houston, TX 77056 or his, her or its registered assigns ("Holder"), is entitled, subject to the terms set forth below, to purchase from the Company, at any time or from time to time during the three-year period commencing on September 19, 2007 and expiring on September 18, 2012, up to three hundred thousand (300,000) shares of common stock of the Company ("Common Stock"), at a purchase price of $0.48 per share. The number of shares of Common Stock purchasable upon exercise of this Warrant, and the purchase price per share, each as adjusted from time to time pursuant to the provisions of this Warrant, are hereinafter referred to as the "Warrant Shares" and the "Exercise Price," respectively.
NOTES AMENDMENT AGREEMENTNotes Amendment Agreement • December 17th, 2007 • True North Energy CORP • Crude petroleum & natural gas • New York
Reference is made to (a) the Secured Term Note (the “Valens US Note”) dated September 18, 2007 made by True North Energy Corporation (the “Company”) and ICF Energy Corporation (“ICF”) in favor of Valens U.S. SPV I, LLC (“Valens US”) and (b) the Secured Term Note (the “Valens Offshore Note” and together with the Valens US Note, the “Notes” and each a “Note”) dated September 18, 2007 made by the Company and ICF in favor of Valens Offshore SPV II, Corp. (“Valens Offshore” and together with Valens US, the “Holders” and each a “Holder”). Capitalized terms used herein that are not defined shall have the meaning given to them in the Notes.
POOLING AGREEMENTPooling Agreement • December 17th, 2007 • True North Energy CORP • Crude petroleum & natural gas
THIS POOLING AGREEMENT (this "Agreement"), dated effective as of July 1, 2007 (the "Effective Date"), is between SAVANT ALASKA, LLC, a Colorado limited liability company, hereinafter referred to as "Savant" or "Operator," and TRUE NORTH ENERGY CORP. a Nevada corporation, hereinafter referred to as "True North" or as "Non-operator." Savant and True North shall be referred to herein, individually, as a "Patty," and, collectively, as the "Parties."
