REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • August 9th, 2017 • Advanced Environmental Petroleum Producers Inc. • Services-management consulting services
This Registration Rights Agreement (this “Agreement”) is made and entered into as of Aug. 3, 2017, between Advanced Environmental Petroleum Producers, Inc., a Florida corporation (the “Company”), and each of the several purchasers signatory hereto (each such purchaser, a “Purchaser” and, collectively, the “Purchasers”).
SECURITY AGREEMENTSecurity Agreement • August 9th, 2017 • Advanced Environmental Petroleum Producers Inc. • Services-management consulting services • New York
This SECURITY AGREEMENT, dated as of Aug. 3, 2017 (this “Agreement”), is among Advanced Environmental Petroleum Producers, Inc., a Florida corporation (the “Company”), all of the Subsidiaries of the Company, including Oncolix, Inc. (“Oncolix”) (such subsidiaries, the “Guarantors” and together with the Company, the “Debtors”) and the holders of the Company’s 10% Senior Secured Original Issue Discount Convertible Notes due fifteen (15) months following their issuance, in the original aggregate principal amount of $ (collectively, the “Notes”) signatory hereto, their endorsees, transferees and assigns (collectively, the “Secured Parties”).
SUBSIDIARY GUARANTEESubsidiary Guarantee • August 9th, 2017 • Advanced Environmental Petroleum Producers Inc. • Services-management consulting services • New York
SUBSIDIARY GUARANTEE, dated as of Aug. 3, 2017 (this “Guarantee”), made by each of the signatories hereto (together with any other entity that may become a party hereto as provided herein, the “Guarantors”), in favor of the purchasers signatory (together with their permitted assigns, the “Purchasers”) to that certain Securities Purchase Agreement, dated as of the date hereof, between Advanced Environmental Petroleum Producers, Inc., a Florida corporation (the “Company”), Oncolix, Inc., a Delaware corporation (“Oncolix”), and the Purchasers.
COMMON STOCK PURCHASE WARRANT ADVANCED ENVIRONMENTAL PETROLEUM PRODUCERS, INCAdvanced Environmental Petroleum Producers Inc. • August 9th, 2017 • Services-management consulting services
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, ________________, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to the close of business on the Five (5) year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Advanced Environmental Petroleum Producers, Inc., a Florida corporation (the “Company”), up to _______ shares of common stock, $0.0001 par value per share, of the Company (the “Common Stock”) (subject to adjustment hereunder, the “Warrant Shares”). The purchase price of one Warrant Share under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
10% SENIOR SECURED CONVERTIBLE NOTE DUE NOVEMBER 1, 2018Advanced Environmental Petroleum Producers Inc. • August 9th, 2017 • Services-management consulting services • New York
THIS NOTE is a duly authorized and 10% Senior Secured Convertible Note of Advanced Environmental Petroleum Producers, Inc., a Florida corporation, having a principal place of business at 14405 Walters Road, Suite 780, Houston, Texas 77014 (the “Company”), designated as its 10% Senior Secured Convertible Notes due November 1, 2018 (this Note, the “Note” and, collectively with the other notes of such series, the “Notes”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • August 9th, 2017 • Advanced Environmental Petroleum Producers Inc. • Services-management consulting services • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of Aug. 3, 2017 between Advanced Environmental Petroleum Producers, Inc., a Florida corporation, whose principal place of business is located at 14405 Walters Road, Suite 780, Houston, Texas 77014 (the “Company”), Oncolix, Inc., a Delaware corporation, whose principal place of business is located at 14405 Walters Road, Suite 780, Houston, Texas 77014 (“Oncolix”) and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”).
INTELLECTUAL PROPERTY SECURITY AGREEMENTIntellectual Property Security Agreement • August 9th, 2017 • Advanced Environmental Petroleum Producers Inc. • Services-management consulting services • New York
THIS INTELLECTUAL PROPERTY SECURITY AGREEMENT (as amended, restated or otherwise modified, this “Agreement”) dated as of Aug. 3, 2017, is made among Advanced Environmental Petroleum Producers, Inc., a Florida corporation (the “Company”), those subsidiaries of the Company that are signatories hereto (such subsidiaries, the “Guarantors” and, together with the Company, the “Debtors”) and ___________, as Agent (the “Agent”) for the holders of the Company’s 10% Senior Secured Convertible Notes (collectively, the “Notes”) due fifteen (15) months following their issuance, in the original aggregate principal amount of $________ (together with the Agent, and all of their endorsees, transferees and assigns, collectively, the “Secured Parties”).
LOCK-UP AGREEMENTLock-Up Agreement • August 9th, 2017 • Advanced Environmental Petroleum Producers Inc. • Services-management consulting services • New York
Re: Securities Purchase Agreement, dated as of Aug. 3, 2017 (the “Purchase Agreement”), between Advanced Environmental Petroleum Producers, Inc., a Florida corporation (the “Company”), Oncolix, Inc, a Delaware corporation (“Oncolix”) and Michael T. Redman, J. Donald Payne, and GHC Research Development Corporation (each, a “Purchaser” and, collectively, the “Purchasers”)
