LEASEHOLD MORTGAGE, ASSIGNMENT, SECURITY AGREEMENT AND FIXTURE FILING by EOS PETRO, INC., a Delaware corporation, as Mortgagor, to and in favor of of LowCal Industries, LLC, a Wyoming limited liability company (“Holder”), whose office is located at...Assignment, Security Agreement and Fixture Filing • February 28th, 2013 • Cellteck Inc. • Crude petroleum & natural gas • California
THIS LEASEHOLD MORTGAGE, ASSIGNMENT, SECURITY AGREEMENT AND FIXTURE FILING (this “Mortgage”) is made this 8th day of February 2013, by EOS PETRO, INC., a Delaware corporation (“Mortgagor”), with its main office at 1999 Avenue of the Stars, Suite 2520, Los Angeles, CA 90067, in favor of LowCal Industries, LLC, a Wyoming limited liability company (“Holder”), whose office is located at 6119 Greenville Avenue, Suite 340, Dallas, Texas 75206-1910, (“Mortgagee”).
LOAN AGREEMENT AND SECURED PROMISSORY NOTELoan Agreement and Secured Promissory Note • February 28th, 2013 • Cellteck Inc. • Crude petroleum & natural gas • California
This LOAN AGREEMENT AND SECURED PROMISSORY NOTE (this “Note”) is made between EOS Petro, Inc., a Delaware corporation (“Borrower”) whose office is located 1999 Avenue of the Stars, Suite 2520, Los Angeles, CA 90067 (fax +1.310-552.1556) and LowCal Industries, LLC, a Wyoming limited liability company (“Holder”), whose office is located at 6119 Greenville Avenue, Suite 340, Dallas, Texas 75206-1910 [email Shlomo@SailPMG.com].
SERIES B CONVERTIBLE PREFERRED STOCK PURCHASE AGREEMENTLoan Agreement and Secured Promissory Note • February 28th, 2013 • Cellteck Inc. • Crude petroleum & natural gas • California
THIS SERIES B CONVERTIBLE PREFERRED STOCK PURCHASE AGREEMENT (the “Agreement”) is made and entered into as of the 8th day of February, 2013, by and among Cellteck, Inc., a Nevada corporation (the “Seller”), and LowCal Industries, LLC, a Wyoming limited liability company (the “Buyer”).
GUARANTYGuaranty • February 28th, 2013 • Cellteck Inc. • Crude petroleum & natural gas
THIS GUARANTY (“Guaranty”) entered into on February 8th, 2013, is executed and delivered by Cellteck, Inc., a Nevada corporation ( the “Guarantor”), to LowCal Industries, LLC, a Wyoming limited liability company (the “Lender”).
LOCK-UP/LEAK-OUT AGREEMENTLeak-Out Agreement • February 28th, 2013 • Cellteck Inc. • Crude petroleum & natural gas • California
This LOCK-UP/LEAK-OUT AGREEMENT (this “Agreement”) is made and entered into as of February 8, 2013, by and between Cellteck, Inc., a Nevada corporation (the “Company”) and LowCal Industries, LLC, a Wyoming limited liability company (“Shareholder”). For all purposes of this Agreement, “Shareholder” includes any affiliate or controlling person of Shareholder, and any other agent, representative or other person with whom Shareholder is acting in concert.
Compliance/Oversight Agreement EOS Petro, Inc.Compliance/Oversight Agreement • February 28th, 2013 • Cellteck Inc. • Crude petroleum & natural gas
Pursuant to Section 3.2 of the Loan Agreement and Secured Promissory Note dated concurrently herewith, between EOS and LowCal Industries, LLC, a Wyoming limited liability company (the "Investor"), Sail, an affiliate of Investor, shall be entitled to conduct periodic oversight and inspection of the EOS’s business, operations, finances, facilities and other matters on behalf of Investor with access as described below.
