UNDERWRITING AGREEMENT between TRULEUM, INC. and THINKEQUITY LLC as Representative of the Several UnderwritersUnderwriting Agreement • August 3rd, 2023 • Truleum, Inc. • Crude petroleum & natural gas • New York
The undersigned, Truleum, Inc., a Colorado corporation formed under the laws of the State of Colorado (collectively with its subsidiaries and affiliates, including, without limitation, all entities disclosed or described in the Registration Statement (as hereinafter defined) as being subsidiaries or affiliates of Truleum, Inc., the “Company”), hereby confirms its agreement (this “Agreement”) with ThinkEquity LLC (hereinafter referred to as “you” (including its correlatives) or the “Representative”) and with the other underwriters named on Schedule 1 hereto for which the Representative is acting as representative (the Representative and such other underwriters being collectively called the “Underwriters” or, individually, an “Underwriter”) as follows:
TRULEUM ENERGY, INC. INDEMNIFICATION AGREEMENTIndemnification Agreement • August 3rd, 2023 • Truleum, Inc. • Crude petroleum & natural gas • Colorado
THIS INDEMNIFICATION AGREEMENT (the “Agreement”) is made and entered into as of May 1, 2023, between Truleum Energy, Inc., a Colorado corporation (the “Company”), and the undersigned Robert Flynn (“Indemnitee”) and amends and restates in its entirety that certain “Board of Directors Agreement” by and between Indemnitee and the Company dated as of [Insert Date of BOD Agreement] (the “Prior Agreement”).
BOARD OF DIRECTORS AGREEMENTBoard of Directors Agreement • August 3rd, 2023 • Truleum, Inc. • Crude petroleum & natural gas • Colorado
THIS AGREEMENT is made and entered into effective July 1, 2023 (the “Effective Date”), by the parties hereto superseding any and all prior agreements between them such that all such prior agreements merge into and are replaced and governed in all respects by this Agreement, by and between Truleum, Inc., a Colorado corporation (the “Company”) with its principal place of business located at 14143 Denver West Parkway, Suite 100, Golden, CO 80401 and Lacie Kellogg, an individual (“Director”) with a principal residence at 14143 Denver West Parkway, Suite 100, Golden, CO 80401.
BOARD OF DIRECTORS AGREEMENTBoard of Directors Agreement • August 3rd, 2023 • Truleum, Inc. • Crude petroleum & natural gas • Colorado
THIS AGREEMENT is made and entered into effective July 1, 2023 (the “Effective Date”), by the parties hereto superseding any and all prior agreements between them such that all such prior agreements merge into and are replaced and governed in all respects by this Agreement, by and between Truleum, Inc., a Colorado corporation (the “Company”) with its principal place of business located at 14143 Denver West Parkway, Suite 100, Golden, CO 80401 and Isaac Dietrich, an individual (“Director”) with a principal residence at 2301 Bergen Ct., Virginia Beach, VA 23451.
SECOND AMENDMENT TO REVOLVING CREDIT NOTERevolving Credit Note • August 3rd, 2023 • Truleum, Inc. • Crude petroleum & natural gas
THIS SECOND AMENDMENT (“Amendment”) to the Revolving Credit Note (“Agreement”) originally dated June 1, 2021, and amended on February 11, 2023, by and among Truleum, Inc., a Colorado corporation (the “Company”), and AEI Acquisition Company, LLC (“AEI”), is entered into as of May 30, 2023 (the “Effective Date”). Terms not otherwise defined herein shall have the meanings ascribed to such terms in the Agreement.
