SECURITY AGREEMENTSecurity Agreement • June 28th, 2024 • Trio Petroleum Corp. • Crude petroleum & natural gas • Delaware
THIS SECURITY AGREEMENT (as amended, restated, supplemented or otherwise modified from time to time, this “Agreement”) dated as of June 27, 2024, between Trio Petroleum Corp., a Delaware corporation (the “Company”), with corporate headquarters at 4115 Blackhawk Plaza Circle, Suite 100, Danville, CA 94506 (the Company and each other Person who becomes a party to this Agreement by execution of a joinder in the form of Exhibit A attached hereto, which shall include all Material Subsidiaries of the Company formed or acquired after the date hereof, are hereinafter sometimes referred to individually as a “Debtor” and, collectively, as the “Debtors”), the Investors (each as defined in the Purchase Agreement, as defined in this Agreement) and the Collateral Agent for the benefit of itself as an Investor and the other Investor (together with their respective successors and permitted assigns, each a “Secured Party” and collectively, the “Secured Parties”) who execute this Agreement. This Agreeme
ContractTrio Petroleum Corp. • June 28th, 2024 • Crude petroleum & natural gas
THIS NOTE HAS NOT BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR UPON RECEIPT BY THE COMPANY OF AN OPINION OF COUNSEL ACCEPTABLE TO THE COMPANY THAT REGISTRATION IS NOT REQUIRED UNDER THE SECURITIES ACT. THIS NOTE AND THE SECURITIES ISSUABLE UPON CONVERSION OF THIS NOTE MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT SECURED BY SUCH SECURITIES. ANY TRANSFEREE OF THIS NOTE SHOULD CAREFULLY REVIEW THE TERMS OF THIS NOTE. THE PRINCIPAL AMOUNT REPRESENTED BY THIS NOTE AND, ACCORDINGLY, THE SECURITIES ISSUABLE UPON CONVERSION HEREOF, MAY BE LESS THAN THE AMOUNTS SET FORTH ON THE FACE HEREOF, PURSUANT TO THE TERMS OF THIS NOTE.
COMMON STOCK PURCHASE WARRANT TRIO PETROLEUM CORP.Trio Petroleum Corp. • June 28th, 2024 • Crude petroleum & natural gas
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 June 27, 2024 (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York, NY time) on June 27, 2029 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Trio Petroleum Corp., a Delaware corporation (the “Company”), up to Seven Hundred and Forty-Four Thousand Six Hundred and Two (744,602) shares of Common Stock (as subject to adjustment hereunder, the “Warrant Shares”). The purchase price of one Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • June 28th, 2024 • Trio Petroleum Corp. • Crude petroleum & natural gas
THIS REGISTRATION RIGHTS AGREEMENT (the “Agreement”) is dated as of June 27, 2024, by and among Trio Petroleum Corp. (the “Company”), and each Person identified on the signature pages hereto as an “Investor” (together with their respective successors and assigns, each an “Investor”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • June 28th, 2024 • Trio Petroleum Corp. • Crude petroleum & natural gas • Florida
This Securities Purchase Agreement (this “Agreement”) is dated as of June 27, 2024, between Trio Petroleum Corp., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Investor” and collectively the “Investors”).
VOTING AGREEMENTVoting Agreement • June 28th, 2024 • Trio Petroleum Corp. • Crude petroleum & natural gas • Delaware
This Voting Agreement (this “Agreement”) is made and entered into as of June __, 2024, by and among Trio Petroleum Corp. (the “Company”) and each person listed on Schedule A hereto (each, a “Stockholder”). The Company and each Stockholder are sometimes individually referred to as a “Party,” and they are sometimes collectively referred to as the “Parties.”
