SOLIDS HANDLING TOOLS. ● (1) One Long Scraper to Pull Sludge out of Boxes ● (3) Three Large 5 yard Dumping Hoppers Together with all replacements, substitutions, replacement parts, additions, repairs, accessions & accessories incorporated therein and/or affixed thereto, INSOFAR AND ONLY INSOFAR as such items are non-permanent improvements located upon the surface of all that certain tract of 3.443 acres of land, more or less, situated in the Jxxx Xxxxxx Survey, Abstract 231, Harris County, Texas, being out of Tract 3 as more particularly described in Exhibit A to that certain Special Warranty Deed dated January 27, 2012, from VNF, Inc., as Granter, to W & P Development Corporation as Grantee, recorded as Instrument No. 20120039116, Official Public Records of Harris County, Texas (the “Equipment”). The Equipment described above is made part of a Remediation Process Center (RPG) for the purpose of processing hydrocarbon E & P waste / tank bottoms. The RPG will process only accepted materials under the Texas Railroad Commission (TRRC) R-9 category as follows: ● E & P Tank Bottoms ● Barge Crude Oil Bottoms ● Pipeline Crude Oil Tank Bottoms ● Refinery Crude Oil Tank Bottoms (Prior to refining) ● other R-9 RCRA Exempt Materials that Qualify Premises: 10000 Xxxxxxxx Xxxxxxx, Xxxxxxx, XX 00000 Additional security includes assignment of the following Lease Agreements: ► RPG Equipment Lease Agreement made effective as of March 17, 2023 by and between Viva Wealth Fund I, LLC, as Lessor, and VivaVentures Remediation Corp., as Lessee, for the use of the RPG Equipment listed therein. ► Wash plant Equipment Lease Agreement made effective as of May 23, 2023 by and between White Claw Colorado City, LLC, as Sublessor, and VivaVentures Remediation Corp., as Sublessee, for the use of the wash plant facility listed therein. NOTICE OF CONFIDENTIALITY RIGHTS: IF YOU ARE A NATURAL PERSON, YOU MAY REMOVE OR STRIKE YOUR SOCIAL SECURITY NUMBER AND/OR YOUR DRIVER LICENSE NUMBER FROM ANY INSTRUMENT THAT TRANSFERS INTEREST IN REAL PROPERTY BEFORE IT IS FILED FOR RECORD IN THE PUBLIC RECORDS. STATE OF TEXAS § § COUNTY OF HXXXXX § ASSIGNMENT OF FIXTURES AND EQUIPMENT KNOW ALL MEN BY THESE PRESENTS, that VIVAVENTURES REMEDIATION CORPORATION, a Texas corporation whose address for purposes of this instrument is 5000 Xxxx Xxxx Xxxx, Xxxxx 000, Xxxxxx, Xxxxx 00000 ("Seller” and “Grantor”), for good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, has ASSIGNED, TRANSFERRED, SOLD, and CONVEYED, and by these presents does hereby ASSIGN, TRANSFER, SELL and CONVEY unto MAXUS CAPITAL GROUP, LLC, a Delaware limited liability company whose address for purposes of this instrument is 900 Xxxx Xx. Xxxxx Xxxxxx, Xxxxx 000, Xxxxxxxxx, Xxxx 00000 ("Buyer” and “Grantee”), its successors and assigns, all of Sublessor's leasehold interest in and to all of the equipment described and set forth on Exhibit A hereto (collectively, the "Equipment"): TO HAVE AND TO HOLD all and singular the Equipment, together with all rights, titles, interests, estates, remedies, powers, privileges, hereditaments and appurtenances thereunto belonging or in any way appertaining to Sublessee and their heirs, successors, legal representatives and assigns forever SUBJECT TO all exceptions, liens, encumbrances, and conveyances of record. [The remainder of this page is intentionally blank.] EFFECTIVE on May 23, 2023 GRANTOR: VIVAVENTURES REMEDIATION CORPORATION, a Texas corporation By: Name: Jxxxx X. Xxxxxxxxx Title: President & CEO Date: STATE OF TEXAS § § COUNTY OF DALLAS § This instrument was acknowledged before me on the _____ day of ____________, ______, by Jxxxx X. Xxxxxxxxx, as President & CEO of VivaVentures Remediation Corporation, a Texas corporation, on behalf of said corporation. Notary Public in and for the State of Texas GRANTEE: MAXUS CAPITAL GROUP, LLC, a Delaware limited liability company By: Name: Title: Date: STATE OF ____________________ § § COUNTY OF __________________ § This instrument was acknowledged before me on the _____ day of ____________, ______, by ______________________________, as ____________________ of Maxus Capital Group, LLC, a Delaware limited liability company, on behalf of said limited liability company. Notary Public in and for the State of EXHIBIT A to the Assignment of Fixtures and Equipment THE EQUIPMENT
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SOLIDS HANDLING TOOLS. ● (1) One Long Scraper to Pull Sludge out of Boxes ● (3) Three Large 5 yard Dumping Hoppers Together with all replacements, substitutions, replacement parts, additions, repairs, accessions & accessories incorporated therein and/or affixed thereto, INSOFAR AND ONLY INSOFAR as such items are non-permanent improvements located upon the surface of all that certain tract of 3.443 acres of land, more or less, situated in the Jxxx Xxxxxx Survey, Abstract 231, Harris County, Texas, being out of Tract 3 as more particularly described in Exhibit A to that certain Special Warranty Deed dated January 27, 2012, from VNF, Inc., as GranterGrantor, to W & P Development Corporation as Grantee, recorded as Instrument No. 20120039116, Official Public Records of Harris County, Texas (the “Equipment”). The Equipment described above is made part of a Remediation Process Center (RPGRPC) for the purpose of processing hydrocarbon E & P waste / tank bottoms. The RPG RPC will process only accepted materials under the Texas Railroad Commission (TRRC) R-9 category as follows: ● E & P Tank Bottoms ● Barge Crude Oil Bottoms ● Pipeline Crude Oil Tank Bottoms ● Refinery Crude Oil Tank Bottoms (Prior to refining) ● other Other R-9 RCRA Exempt Materials that Qualify Premises: 10000 Xxxxxxxx Xxxxxxx, Xxxxxxx, XX 00000 Additional security includes assignment of the following Lease Agreements: ► RPG Ø RPC Equipment Lease Agreement made effective as of March 17, 2023 by and between Viva Wealth Fund I, LLC, as Lessor, and VivaVentures Remediation Corp., as Lessee, for the use of the RPG RPC Equipment listed therein. ► Ø Wash plant Equipment Lease Agreement made effective as of May 23, 2023 by and between White Claw Colorado City, LLC, as Sublessor, and VivaVentures Remediation Corp., as Sublessee, for the use of the wash plant facility listed therein. NOTICE OF CONFIDENTIALITY RIGHTS: IF YOU ARE A NATURAL PERSON, YOU MAY REMOVE OR STRIKE YOUR SOCIAL SECURITY NUMBER AND/OR YOUR DRIVER LICENSE NUMBER FROM ANY INSTRUMENT THAT TRANSFERS INTEREST IN REAL PROPERTY BEFORE IT IS FILED FOR RECORD IN THE PUBLIC RECORDS. STATE OF TEXAS § § COUNTY OF HXXXXX § ASSIGNMENT OF FIXTURES AND EQUIPMENT KNOW ALL MEN BY THESE PRESENTS, that VIVAVENTURES REMEDIATION CORPORATION, a Texas corporation whose address for purposes of this instrument is 5000 Xxxx Xxxx Xxxx, Xxxxx 000, Xxxxxx, Xxxxx 00000 ("Seller” and “Grantor”), for good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, has ASSIGNED, TRANSFERRED, SOLD, and CONVEYED, and by these presents does hereby ASSIGN, TRANSFER, SELL and CONVEY unto MAXUS CAPITAL GROUP, LLC, a Delaware limited liability company whose address for purposes of this instrument is 900 Xxxx Xx. Xxxxx Xxxxxx, Xxxxx 000, Xxxxxxxxx, Xxxx 00000 ("Buyer” and “Grantee”), its successors and assigns, all of Sublessor's leasehold interest in and to all of the equipment described and set forth on Exhibit A hereto (collectively, the "Equipment"): TO HAVE AND TO HOLD all and singular the Equipment, together with all rights, titles, interests, estates, remedies, powers, privileges, hereditaments and appurtenances thereunto belonging or in any way appertaining to Sublessee and their heirs, successors, legal representatives and assigns forever SUBJECT TO all exceptions, liens, encumbrances, and conveyances of record. [The remainder of this page is intentionally blank.] EFFECTIVE on May 23, 2023 GRANTOR: VIVAVENTURES REMEDIATION CORPORATION, a Texas corporation By: Name: Jxxxx X. Xxxxxxxxx Title: President & CEO Date: STATE OF TEXAS § § COUNTY OF DALLAS § This instrument was acknowledged before me on the _____ day of ____________, ______, by Jxxxx X. Xxxxxxxxx, as President & CEO of VivaVentures Remediation Corporation, a Texas corporation, on behalf of said corporation. Notary Public in and for the State of Texas GRANTEE: MAXUS CAPITAL GROUP, LLC, a Delaware limited liability company By: Name: Title: Date: STATE OF ____________________ § § COUNTY OF __________________ § This instrument was acknowledged before me on the _____ day of ____________, ______, by ______________________________, as ____________________ of Maxus Capital Group, LLC, a Delaware limited liability company, on behalf of said limited liability company. Notary Public in and for the State of EXHIBIT A to the Assignment of Fixtures and Equipment THE EQUIPMENT
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SOLIDS HANDLING TOOLS. ● (1) One Long Scraper to Pull Sludge out of Boxes ● (3) Three Large 5 yard Dumping Hoppers Together with all replacements, substitutions, replacement parts, additions, repairs, accessions & accessories incorporated therein and/or affixed thereto, INSOFAR AND ONLY INSOFAR as such items are non-permanent improvements located upon the surface of all that certain tract of 3.443 acres of land, more or less, situated in the Jxxx Xxxxxx Survey, Abstract 231, Harris County, Texas, being out of Tract 3 as more particularly described in Exhibit A to that certain Special Warranty Deed dated January 27, 2012, from VNF, Inc., as GranterGrantor, to W & P Development Corporation as Grantee, recorded as Instrument No. 20120039116, Official Public Records of Harris County, Texas (the “Equipment”). The Equipment described above is made part of a Remediation Process Center (RPGRPC) for the purpose of processing hydrocarbon E & P waste / tank bottoms. The RPG RPC will process only accepted materials under the Texas Railroad Commission (TRRC) R-9 category as follows: ● E & P Tank Bottoms ● Barge Crude Oil Bottoms ● Pipeline Crude Oil Tank Bottoms ● Refinery Crude Oil Tank Bottoms (Prior to refining) ● other Other R-9 RCRA Exempt Materials that Qualify Premises: 10000 Xxxxxxxx Xxxxxxx, Xxxxxxx, XX 00000 Additional security includes assignment Assignment of the following Lease Agreements: ► RPG ● RPC Equipment Lease Agreement made effective as of March 17, 2023 by and between Viva Wealth Fund I, LLC, as Lessor, and VivaVentures Remediation Corp., as Lessee, for the use of the RPG RPC Equipment listed therein. ► ● Wash plant Equipment Lease Agreement made effective as of May 23, 2023 by and between White Claw Colorado City, LLC, as Sublessor, and VivaVentures Remediation Corp., as Sublessee, for the use of the wash plant facility listed therein. NOTICE EXHIBIT B FORM OF CONFIDENTIALITY RIGHTSMAXUS SCHEDULE [See attached.] Landlord Waiver Reference is hereby made to (a) that certain Land Lease Agreement dated effective December 15, 2022 (the “Park Lease”), by and between W & P Development Corporation, as landlord (“Landlord”), and VivaVentures Remediation Corporation, as tenant (“Tenant”), (b) that certain Equipment Sublease Agreement dated effective May 23, 2023, by and between White Claw Colorado City, LLC, as Sublessor, and VivaVentures Remediation Corporation, as Sublessee (the “Equipment Sublease”), and (c) that certain Schedule 1462-002 to Master Agreement No 1462, dated effective May 23, 2023, by and between Maxus Capital Group, LLC, as Lessor, White Claw Colorado City, LLC, as Lessee, and Jorgan Development, LLC, as Co-Lessee (the “Equipment Lease”). Intending to be legally bound hereby and in consideration of the Equipment Lease and the Equipment Sublease, of certain property described in Exhibit A attached hereto (together with any additions and substitutions thereto, the “Equipment”), the undersigned, for itself and on behalf of any of its successors in interest in and to the premises described in Exhibit B attached hereto (the “Premises”), Landlord, during the term of the Park Lease, does hereby agree as follows: IF YOU ARE A NATURAL PERSON(1) the Equipment may be placed on the Premises pursuant and subject to all the terms and provisions of the Park Lease; (2) the Equipment shall be considered personal and neither a fixture nor part of the Premises, YOU MAY REMOVE OR STRIKE YOUR SOCIAL SECURITY NUMBER AND/OR YOUR DRIVER LICENSE NUMBER FROM ANY INSTRUMENT THAT TRANSFERS INTEREST IN REAL PROPERTY BEFORE IT IS FILED FOR RECORD IN THE PUBLIC RECORDSregardless of its function or the manner in which it shall be attached or affixed thereto; (3) as against Maxus Capital Group, LLC (“Lessor”), Landlord does not and will not claim any interest in the Equipment by reason of its interest in the Premises; (4) Lessor or its agent may, during normal business hours, and, if applicable, prior to the expiration or earlier termination of the Park Lease, or within sixty (60) days thereafter, following receipt by Landlord of written notice of Lessor’s intended entry, enter upon the Premises to remove the Equipment from the Premises the extent that such removal is performed in a manner to minimize unreasonable interference with other tenants at the Park (as defined in the Park Lease) and is done with reasonable care without damage to the Premises or any improvements thereon, and in accordance with all laws, all property rules and regulations promulgated by Landlord from time to time, and in further compliance with the terms and provisions of this instrument. STATE OF TEXAS § § COUNTY OF HXXXXX § ASSIGNMENT OF FIXTURES AND EQUIPMENT KNOW ALL MEN BY THESE PRESENTSLessor shall promptly restore and repair, that VIVAVENTURES REMEDIATION CORPORATIONat Lessor’s cost and expense, any physical damage to the Premises resulting from any action taken by Lessor or its agents and employees upon the Premises. Any removal of Equipment shall be done in a reasonable, discreet, quiet and orderly manner, so as not to disrupt any adjoining business on the Premises. No public auction or public sale shall be conducted at the Premises without the advance written consent of the Landlord. Landlord may condition its consent on the payment of fees or the delivery of indemnities, proof of insurance coverages, and other requirements as reasonably determined by Landlord. Notwithstanding the foregoing, the term “Equipment” shall not include property that: (i) has been constructed by Landlord; (ii) has been paid for out of tenant allowances under the Park Lease; or (iii) has been incorporated into structural components or building systems of the Premises, including, without limitation, plumbing, water, heating, ventilation and air conditioning systems, temperature control systems, alarm systems, sprinkler systems, or flooring or lighting fixtures. This Landlord Waiver is given with reference to the Equipment Lease and the Equipment Sublease: W & P Development Corporation, a Texas corporation whose address for purposes of this instrument is 5000 Xxxx Xxxx Xxxx10000 Xxxxxx Xxxxx, Xxxxx 000, XxxxxxXxxxxxxx, Xxxxx 00000 Attest ("Seller” and “Grantor”), for good and valuable considerationif corporation): By: (full signature) (Assistant Secretary) Title Date Corporate Seal ACKNOWLEDGMENT State of Texas County of Hxxxxx I, the receipt undersigned, a Notary Public in and sufficiency for said County in said State, do hereby certify that the person signing the above Landlord Waiver whose name is Dxxxx Xxxxxxxxx with the title of which President is hereby acknowledged, has ASSIGNED, TRANSFERRED, SOLD, and CONVEYED, known to me by such name and by these presents does hereby ASSIGN, TRANSFER, SELL and CONVEY unto MAXUS CAPITAL GROUP, LLC, a Delaware limited liability company whose address for purposes of this instrument is 900 Xxxx Xx. Xxxxx Xxxxxx, Xxxxx 000, Xxxxxxxxx, Xxxx 00000 ("Buyer” and “Grantee”), its successors and assigns, all of Sublessor's leasehold interest in and such title with respect to all of the equipment described and set forth on Exhibit A hereto (collectively, the "Equipment"): TO HAVE AND TO HOLD all and singular the Equipment, together with all rights, titles, interests, estates, remedies, powers, privileges, hereditaments and appurtenances thereunto belonging or in any way appertaining to Sublessee and their heirs, successors, legal representatives and assigns forever SUBJECT TO all exceptions, liens, encumbrances, and conveyances of record. [The remainder of this page is intentionally blank.] EFFECTIVE on May 23, 2023 GRANTOR: VIVAVENTURES REMEDIATION CORPORATION, a Texas corporation By: Name: Jxxxx X. Xxxxxxxxx Title: President W & CEO Date: STATE OF TEXAS § § COUNTY OF DALLAS § This instrument was acknowledged before me on the _____ day of ____________, ______, by Jxxxx X. Xxxxxxxxx, as President & CEO of VivaVentures Remediation P Development Corporation, a Texas corporation, on behalf and that, being informed by me of the contents of said corporationLandlord Waiver, did acknowledge before me on this day that he, with full authority to so act, did execute the same voluntarily for and as the act of such owner and landlord. Notary Public in and for the State of Texas GRANTEE: My Commission Expires EXHIBIT A TO LANDLORD WAIVER MAXUS CAPITAL GROUP, LLC, a Delaware limited liability company By: Name: Title: Date: STATE OF ____________________ § § COUNTY OF __________________ § This instrument was acknowledged before me on the _____ day of ____________, ______, by ______________________________, as ____________________ of Maxus Capital Group, LLC, a Delaware limited liability company, on behalf of said limited liability company. Notary Public in and for the State of EXHIBIT A to the Assignment of Fixtures and LLC SCHEDULE 1462-002 Equipment THE EQUIPMENTDescription
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SOLIDS HANDLING TOOLS. ● (1) One Long Scraper to Pull Sludge out of Boxes ● (3) Three Large 5 yard Dumping Hoppers Together with all replacements, substitutions, replacement parts, additions, repairs, accessions & accessories incorporated therein and/or affixed thereto, INSOFAR AND ONLY INSOFAR as such items are non-permanent improvements located upon the surface of all that certain tract of 3.443 acres of land, more or less, situated in the Jxxx Xxxxxx Survey, Abstract 231, Harris County, Texas, being out of Tract 3 as more particularly described in Exhibit A to that certain Special Warranty Deed dated January 27, 2012, from VNF, Inc., as Granter, to W & P Development Corporation as Grantee, recorded as Instrument No. 20120039116, Official Public Records of Harris County, Texas (the “Equipment”). The Equipment described above is made part of a Remediation Process Center (RPG) for the purpose of processing hydrocarbon E & P waste / tank bottoms. The RPG will process only accepted materials under the Texas Railroad Commission (TRRC) R-9 category as follows: ● E & P Tank Bottoms ● Barge Crude Oil Bottoms ● Pipeline Crude Oil Tank Bottoms ● Refinery Crude Oil Tank Bottoms (Prior to refining) ● other R-9 RCRA Exempt Materials that Qualify Premises: 10000 Xxxxxxxx Xxxxxxx, Xxxxxxx, XX 00000 Additional security includes assignment of the following Lease Agreements: ► RPG Equipment Lease Agreement made effective as of March 17, 2023 by and between Viva Wealth Fund I, LLC, as Lessor, and VivaVentures Remediation Corp., as Lessee, for the use of the RPG Equipment listed therein. ► Wash plant Equipment Lease Agreement made effective as of May 23, 2023 by and between White Claw Colorado City, LLC, as Sublessor, and VivaVentures Remediation Corp., as Sublessee, for the use of the wash plant facility listed therein. NOTICE OF CONFIDENTIALITY RIGHTS: IF YOU ARE A NATURAL PERSONInstallation Certificate for Schedule No. 002, YOU MAY REMOVE OR STRIKE YOUR SOCIAL SECURITY NUMBER AND/OR YOUR DRIVER LICENSE NUMBER FROM ANY INSTRUMENT THAT TRANSFERS INTEREST IN REAL PROPERTY BEFORE IT IS FILED FOR RECORD IN THE PUBLIC RECORDS. STATE OF TEXAS § § COUNTY OF HXXXXX § ASSIGNMENT OF FIXTURES AND EQUIPMENT KNOW ALL MEN BY THESE PRESENTS, that VIVAVENTURES REMEDIATION CORPORATION, a Texas corporation whose address for purposes of this instrument is 5000 Xxxx Xxxx Xxxx, Xxxxx 000, Xxxxxx, Xxxxx 00000 ("Seller” and “Grantor”), for good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, has ASSIGNED, TRANSFERRED, SOLD, and CONVEYED, and by these presents does hereby ASSIGN, TRANSFER, SELL and CONVEY unto MAXUS CAPITAL GROUP, LLC, a Delaware limited liability company whose address for purposes of this instrument is 900 Xxxx Xx. Xxxxx Xxxxxx, Xxxxx 000, Xxxxxxxxx, Xxxx 00000 ("Buyer” and “Grantee”), its successors and assigns, all of Sublessor's leasehold interest in and to all of the equipment described and set forth on Exhibit A hereto (collectively, the "Equipment"): TO HAVE AND TO HOLD all and singular the Equipment, together with all rights, titles, interests, estates, remedies, powers, privileges, hereditaments and appurtenances thereunto belonging or in any way appertaining to Sublessee and their heirs, successors, legal representatives and assigns forever SUBJECT TO all exceptions, liens, encumbrances, and conveyances of record. [The remainder of this page is intentionally blank.] EFFECTIVE on dated May 23, 2023 GRANTOR: VIVAVENTURES REMEDIATION CORPORATIONIncorporating by reference Master Agreement No. 1462 dated December 28, a Texas corporation By: Name: Jxxxx X. Xxxxxxxxx Title: President & CEO Date: STATE OF TEXAS § § COUNTY OF DALLAS § This instrument was acknowledged before me on the _____ day of ____________, ______, by Jxxxx X. Xxxxxxxxx, as President & CEO of VivaVentures Remediation Corporation, a Texas corporation, on behalf of said corporation. Notary Public in and for the State of Texas GRANTEE: MAXUS CAPITAL GROUP, LLC, a Delaware limited liability company By: Name: Title: Date: STATE OF ____________________ § § COUNTY OF __________________ § This instrument was acknowledged before me on the _____ day of ____________, ______, by ______________________________, as ____________________ of 2021 between Maxus Capital Group, LLC, a Delaware limited liability companyas Lessor, on behalf and White Claw Colorado City, LLC, as Lessee, and Jorgan Development, LLC, as Co-Lessee. Lessee hereby certifies (i) that the Items of said limited liability company. Notary Public in and for the State of EXHIBIT A Equipment described below have been delivered to the Assignment specified Equipment Location, and inspected by Lessee and have been found to be in good order as of Fixtures the Installation Date, and Equipment THE EQUIPMENT(ii) that the quantity, description, and serial numbers as indicated below are true and correct.
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