BIO NITROGEN CORPORATION SUBSCRIPTION AGREEMENT FOR SUBSCRIPTION RECEIPTSSubscription Agreement • July 5th, 2012 • Bio Nitrogen Corp • Wholesale-professional & commercial equipment & supplies • Florida
Contract Type FiledJuly 5th, 2012 Company Industry JurisdictionThe undersigned (the “Subscriber”) hereby irrevocably subscribes for and agrees to purchase from Bio Nitrogen Corporation (the “Corporation”) that number of subscription receipts (the “Subscription Receipts”) set out below at a price of $1,000 per Subscription Receipt. Each Subscription Receipt is exchangeable into one unit (a “Unit”). Each Unit is comprised of one Convertible Debenture (as defined herein) and one Warrant (as defined herein). The Subscriber agrees to be bound by the terms and conditions set forth in “Terms and Conditions of Subscription for Subscription Receipts of Bio Nitrogen Corporation” attached hereto including without limitation the representations, warranties and covenants set forth in the applicable schedules and exhibits attached hereto. The Subscriber further agrees, without limitation, that the Corporation and the Agent may rely upon the Subscriber’s representations, warranties and covenants contained in such documents.
SECURITY AGREEMENTSecurity Agreement • July 5th, 2012 • Bio Nitrogen Corp • Wholesale-professional & commercial equipment & supplies • Florida
Contract Type FiledJuly 5th, 2012 Company Industry JurisdictionSECURITY AGREEMENT dated as of June 25, 2012 (this “Agreement”) among BIO NITROGEN CORPORATION, a company organized under the laws of New Jersey (“BioNitrogen”); and BIO-SNG Technologies International Corp., a company organized under the laws of Nevada (“BIO-SNG”, and together with BioNitrogen, the “Grantors”), and B Group LLC, not in its individual capacity, but solely as the collateral agent for the Secured Parties (as defined below) (in such capacity, together with its successors and assigns in such capacity, the “Collateral Agent”).