ContractExercise Agreement • January 20th, 2015 • Hawker Energy, Inc. • Crude petroleum & natural gas • California
THIS SECURITY AND THE SECURITIES ISSUABLE UPON CONVERSION OF THIS SECURITY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR UNDER THE SECURITIES LAWS OF APPLICABLE STATES. THESE SECURITIES ARE SUBJECT TO RESTRICTIONS ON TRANSFERABILITY AND RESALE AND MAY NOT BE TRANSFERRED OR RESOLD EXCEPT AS PERMITTED UNDER THE ACT AND APPLICABLE STATE SECURITIES LAWS, PURSUANT TO REGISTRATION OR EXEMPTION THEREFROM. INVESTORS SHOULD BE AWARE THAT THEY MAY BE REQUIRED TO BEAR THE FINANCIAL RISKS OF THIS INVESTMENT FOR AN INDEFINITE PERIOD OF TIME. THE ISSUER OF THESE SECURITIES MAY REQUIRE AN OPINION OF COUNSEL IN FORM AND SUBSTANCE REASONABLY SATISFACTORY TO THE ISSUER TO THE EFFECT THAT ANY PROPOSED TRANSFER OR RESALE IS IN COMPLIANCE WITH THE ACT AND ANY APPLICABLE STATE SECURITIES LAWS.
AMENDED AND RESTATED SUBORDINATION AND INTERCREDITOR AGREEMENTSubordination and Intercreditor Agreement • January 20th, 2015 • Hawker Energy, Inc. • Crude petroleum & natural gas
THIS SUBORDINATION AND INTERCREDITOR AGREEMENT (this “Agreement”) is entered into as of this 1st day of January, 2015, by and among TAPIA HOLDINGS, LLC, a Delaware limited liability company (“Tapia”), Hawker Energy, Inc., a Nevada corporation (“Hawker” and together with Tapia the “Subordinated Obligee”), TEG OIL & GAS U.S.A., INC., a Colorado corporation (“TEG”), SEFTON RESOURCES, INC., a British Virgin Islands corporation (“Parent”), TEG MIDCONTINENT, INC., a Colorado corporation (“TEGMC”, and, together with Parent and TEG, “Borrowers”) and BANK OF THE WEST, a California corporation (“BOTW”), or such then present holder or holders of the Senior Loan (as hereinafter defined) as may from time to time exist (collectively with BOTW, the “Senior Lenders”).
FOURTH AMENDED AND RESTATED SECURITY AGREEMENTFourth Amended and Restated Security Agreement • January 20th, 2015 • Hawker Energy, Inc. • Crude petroleum & natural gas • California
This FOURTH AMENDED AND RESTATED SECURITY AGREEMENT, dated as of January 12, 2015 (as amended, supplemented or otherwise modified from time to time in accordance with the provisions hereof, this “Agreement”), made by TEG Oil & Gas U.S.A., Inc., a Colorado corporation (the “Debtor”), in favor of Hawker Energy, Inc., a Nevada corporation, (the “Secured Party”).
SHARE PURCHASE AGREEMENT dated January 12, 2015 by and among TEG OIL & GAS U.S.A., INC., a Colorado corporation as “TEG” SEFTON RESOURCES, INC. a British Virgin Islands corporation as “Sefton” HAWKER ENERGY, INC., a Nevada corporation as “Hawker”Share Purchase Agreement • January 20th, 2015 • Hawker Energy, Inc. • Crude petroleum & natural gas • California
THIS SHARE PURCHASE AGREEMENT (“Agreement”) is made and entered into on January 12, 2015, by and among TEG Oil & Gas U.S.A., Inc., a Colorado corporation (“TEG”), Sefton Resources, Inc., a British Virgin Islands corporation (“Sefton”) and Hawker Energy, Inc., a Nevada corporation (“Hawker”).
PLEDGE AGREEMENTPledge Agreement • January 20th, 2015 • Hawker Energy, Inc. • Crude petroleum & natural gas • California
THIS PLEDGE AGREEMENT (this “Agreement”), dated January 12, 2015, is made by Sefton Resources, Inc., a British Virgin Islands corporation (“Sefton”), in favor of Hawker Energy, Inc., a Nevada corporation (“Hawker”).
LIMITED RECOURSE GUARANTEELimited Recourse Guarantee • January 20th, 2015 • Hawker Energy, Inc. • Crude petroleum & natural gas • California
THIS LIMITED RECOURSE GUARANTEE (this “Guarantee”), dated as of January 12, 2015, is made in favor of and for the benefit of Hawker Energy, Inc., a Nevada corporation (“Lender”), and its successors and assigns, by Sefton Resources, Inc., a British Virgin Islands corporation (“Guarantor”).
