REVOLVING CREDIT AND SECURITY AGREEMENT AMONG FLOTEK INDUSTRIES, INC., CESI CHEMICAL, INC., CESI MANUFACTURING, LLC, MATERIAL TRANSLOGISTICS, INC., SOONER ENERGY SERVICES, LLC TELEDRIFT COMPANY, TURBECO, INC., USA PETROVALVE, INC., (as Borrowers),...Security Agreement • September 26th, 2011 • Flotek Industries Inc/Cn/ • Miscellaneous chemical products • Texas
Revolving Credit and Security Agreement dated as of September 23, 2011 among FLOTEK INDUSTRIES, INC., a corporation organized under the laws of the State of Delaware (“Holdings”), CESI CHEMICAL, INC., a corporation organized under the laws of Oklahoma (“CESI Chemical”), CESI MANUFACTURING, LLC, a limited liability company formed under the laws of the State of Oklahoma (“CESI Manufacturing”), MATERIAL TRANSLOGISTICS, INC., a corporation organized under the laws of the State of Texas (“MTI”), SOONER ENERGY SERVICES, LLC, a limited liability company formed under the laws of the State of Oklahoma (“Sooner Energy”), TELEDRIFT COMPANY, a corporation organized under the laws of the State of Delaware (“Teledrift”), TURBECO, INC., a corporation organized under the laws of the State of Texas (“Turbeco”), USA PETROVALVE, INC., corporation organized under the laws of the State of Texas (“USA Petrovalve”; and together with Holdings, CESI Chemical, CESI Manufacturing, MTI, Sooner Energy, Teledrift,
INTELLECTUAL PROPERTY SECURITY AGREEMENTIntellectual Property Security Agreement • September 26th, 2011 • Flotek Industries Inc/Cn/ • Miscellaneous chemical products • New York
This INTELLECTUAL PROPERTY SECURITY AGREEMENT (as amended, amended and restated, modified, supplemented, extended and/or joined from time to time, the “IP Security Agreement”) dated as of September 23, 2011, is made by the Persons listed on the signature page hereof (individually, each a “Grantor” and collectively, jointly and severally, the “Grantors”) in favor of PNC BANK, NATIONAL ASSOCIATION (“PNC”), as agent for itself and as agent for the other Lenders party from time to time to the Credit Agreement referred to below (PNC, together with its successors and assigns in such capacity, “Agent”).
LIEN SUBORDINATION AND INTERCREDITOR AGREEMENT dated as of September 23, 2011, among PNC BANK, NATIONAL ASSOCIATION as Credit Facilities Collateral Agent, U.S. BANK NATIONAL ASSOCIATION as Note Collateral Agent and FLOTEK INDUSTRIES, INC. and the...Lien Subordination and Intercreditor Agreement • September 26th, 2011 • Flotek Industries Inc/Cn/ • Miscellaneous chemical products • New York
SECURITY AGREEMENTSecurity Agreement • September 26th, 2011 • Flotek Industries Inc/Cn/ • Miscellaneous chemical products • Texas
THIS SECURITY AGREEMENT (this “Security Agreement”) is dated as of September 23, 2011 by and among Flotek Paymaster, Inc., a Texas corporation (“Flotek Paymaster”), Padko International Incorporated, an Oklahoma corporation (“Padko”), Petrovalve, Inc., a Delaware corporation (“Petrovalve Delaware”), Flotek International, Inc., a Delaware corporation (“Flotek International”; and together with Flotek Paymaster, Padko and Petrovalve Delaware, individually, each a “Grantor” and collectively, jointly and severally, the “Grantors”), individually, each a “Grantor” and collectively, jointly and severally, the “Grantors”), and PNC BANK, NATIONAL ASSOCIATION, a national banking association, as agent for the Lenders described below (PNC, together with its successors and assigns in such capacity, “Agent”).
GUARANTYFlotek Industries Inc/Cn/ • September 26th, 2011 • Miscellaneous chemical products • Texas
FOR VALUE RECEIVED, and in consideration of any loan or other financial accommodation heretofore or hereafter at any time made or granted to FLOTEK INDUSTRIES, INC., a Delaware corporation (“Holdings”), FLOTEK INDUSTRIES, INC., a Delaware corporation (“Holdings”), CESI CHEMICAL, INC., an Oklahoma corporation (“CESI Chemical”), CESI MANUFACTURING, LLC, an Oklahoma limited liability company (“CESI Manufacturing”), MATERIAL TRANSLOGISTICS, INC., a Texas corporation (“MTI”), SOONER ENERGY SERVICES, LLC, an Oklahoma limited liability company (“Sooner Energy”), TELEDRIFT COMPANY, a Delaware corporation (“Teledrift”), TURBECO, INC., a Texas corporation (“Turbeco”; and together with Holdings, CESI Chemical, CESI Manufacturing, MTI, Sooner Energy and Teledrift, individually, each a “Borrower” and jointly and severally, the “Borrowers”), by the Lenders (as defined in the Credit Agreement hereinafter defined) and by PNC BANK, NATIONAL ASSOCIATION (“PNC”), as agent for itself and as agent for the
