FIRST AMENDMENT TO ASSIGNMENT THIS FIRST AMENDMENT TO ASSIGNMENT (the "First Amendment") is made and entered into effective as of the 18th day of April 2012 by and between Keith D. Spickelmier ("Spickelmier") and Santos Resource Corp., a Nevada...Santos Resource Corp. • April 18th, 2012 • Metal mining
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • June 2nd, 2016 • Discovery Energy Corp. • Oil & gas field exploration services
This Registration Rights Agreement (this “Agreement”) is made and entered into as of May 27, 2016, between Discovery Energy Corp., a Nevada corporation (the “Company”), DEC Funding LLC, a Texas limited liability corporation (“Original Purchaser”) and each of the several other purchasers from time to time who become a party to the Purchase Agreement (defined below).
This agreement is made on June 26, 2012 between the following parties (Letter Agreement): 1. Liberty Petroleum Corporation ARBN 086 194 443 Suite 540, 10851 North Black Canyon Highway, Phoenix, Arizona, 85029 USA (Liberty), and 2. Discovery Energy...Agreement • June 29th, 2012 • Discovery Energy Corp. • Metal mining • Texas
SENIOR SECURED CONVERTIBLE DEBENTURE DUE MAY 27, 2021Discovery Energy Corp. • January 5th, 2017 • Oil & gas field exploration services • New York
THIS SENIOR SECURED CONVERTIBLE DEBENTURE is one of a series of duly authorized and validly issued Senior Secured Convertible Debentures of Discovery Energy Corp., a Nevada corporation, (the “Company”), having its principal place of business at One Riverway Drive, Suite 1700, Houston, Texas 77056, designated as its Senior Secured Convertible Debentures due May 27, 2021 (this debenture, the “Debenture” and, collectively with the other debentures of such series, the “Debentures”).
Deed General security agreementSecurities Purchase Agreement • August 22nd, 2016 • Discovery Energy Corp. • Oil & gas field exploration services • Victoria
PRIVATE AND CONFIDENTIAL January 10, 2020 Keith D. Spickelmier Dear Mr. SpickelmierPrivate and Confidential • July 17th, 2020 • Discovery Energy Corp. • Oil & gas field exploration services • Texas
As you know, you do not currently have a written director agreement with Discovery Energy Corp. (“Discovery” or “Company”). The purpose of this letter is to provide the written terms and conditions under which your services are to be provided to Discovery. The effective date of this Agreement is March 1, 2019 (the “Effective Date”).
COMMON STOCK PURCHASE AGREEMENTCommon Stock Purchase Agreement • January 20th, 2012 • Santos Resource Corp. • Metal mining • Texas
LETTER OF INTENT By and Between Discovery Energy Corp. and Global Energy International, Inc. May 28, 2013Discovery Energy Corp. • July 15th, 2013 • Metal mining • Texas
This Letter of Intent outlines our mutual understanding of certain basic terms regarding a series of transactions described herein (collectively, the “Transactions”) involving Global Energy International Inc. (“Global”) and Discovery Energy Corp. (“Discovery”). The Transactions involve a proposed purchase (the “Stock Purchase”) by Global of originally issued shares of Discovery’s common stock, par value US$0.001 per share (“Common Stock”), and a proposed line of credit (the “Line of Credit”) pursuant to which Global will loan amounts to Discovery. The parties intend that the consummations of these Transactions will occur simultaneously.
COMMON STOCK PURCHASE WARRANT DISCOVERY ENERGY CORP.Notice of Exercise • June 2nd, 2016 • Discovery Energy Corp. • Oil & gas field exploration services
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, DEC Funding LLC, a Texas limited liability company, 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 three (3) year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Discovery Energy Corp., a Nevada corporation (the “Company”), up to 13,125,000 shares (as subject to adjustment hereunder, the “Warrant Shares”) of Common Stock. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
ContractAgreement • January 20th, 2012 • Santos Resource Corp. • Metal mining
Mineral Property Option AgreementMineral Property Option Agreement • September 1st, 2010 • Santos Resource Corp. • Metal mining • British Columbia
THIS MINERAL PROPERTY OPTION AMENDING AGREEMENT (the "Fourth Amendment Agreement") is dated effective as of the 31st day of August 2010 (the "Effective Date")
ContractMineral Property Option Agreement • July 14th, 2008 • Santos Resource Corp. • British Columbia
THE SECURITIES TO BE ISSUED BY SANTOS RESOURCE CORP. PURSUANT TO THIS AGREEMENT HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE "1933 ACT"), AND MAY NOT BE OFFERED OR SOLD IN THE UNITED STATES OR TO A "U.S. PERSON" (AS DEFINED IN REGULATION S UNDER THE 1933 ACT) UNLESS AN EXEMPTION FROM REGISTRATION IS AVAILABLE.
Joint OPERATING AGREEMENTJoint Operating Agreement • January 21st, 2020 • Discovery Energy Corp. • Oil & gas field exploration services • South Australia
PRIVATE AND CONFIDENTIAL January 10, 2020 Keith J. McKenzie Dear Mr. McKenziePrivate and Confidential • July 17th, 2020 • Discovery Energy Corp. • Oil & gas field exploration services • Texas
As you know, you do not currently have a written consultant agreement with Discovery Energy Corp. (“Discovery” or “Company”). The purpose of this letter is to provide the written terms and conditions under which your services are to be provided to Discovery. The effective date of this Agreement is March 1, 2019 (the “Effective Date”).
FOURTH AMENDMENT TO SECURITIES PURCHASE AGREEMENT AND AMENDMENT TO DEBENTURESSecurities Purchase Agreement And • January 21st, 2020 • Discovery Energy Corp. • Oil & gas field exploration services
This FOURTH Amendment to Securities Purchase Agreement AND Amendment to Debentures (this “Amendment”) is dated as of October 18, 2019, and is by and among DISCOVERY ENERGY CORP., a Nevada corporation (the “Company”), DEC FUNDING LLC, a Texas limited liability company (“Original Purchaser”), TEXICAN ENERGY CORPORATION, a Texas corporation (“New Purchaser”) and, for purposes of Section 4, DISCOVERY ENERGY SA PTY LTD, a company formed under the laws of Australia (“Australian Subsidiary”). The Company, Original Purchaser, New Purchaser and, for purposes of Section 4, the Australian Subsidiary are hereinafter sometimes collectively referred to as the “Parties” and each individually as a “Party”.
Specific Security Agreement (Shares)Securities Purchase Agreement • June 2nd, 2016 • Discovery Energy Corp. • Oil & gas field exploration services • Victoria
ANZ Tower 161 Castlereagh Street Sydney NSW 2000 Australia GPO Box 4227 Sydney NSW 2001 Australia T +61 2 9225 5000 F +61 2 9322 4000 herbertsmithfreehills.com DX 361 Sydney
FIRST AMENDMENT TO CONSULTING AGREEMENTConsulting Agreement • July 9th, 2018 • Discovery Energy Corp. • Oil & gas field exploration services
THIS FIRST AMENDMENT TO CONSULTING AGREEMENT (the “First Amendment”) is made and entered into as of the 5th day of July 2018 by and between Keith D. Spickelmier (“Consultant”) and Discovery Energy Corp., a Nevada corporation (the “Company”).
FARMOUT AGREEMENTFarmout Agreement • January 21st, 2020 • Discovery Energy Corp. • Oil & gas field exploration services
THIS AGREEMENT is entered into on the 18th day of October 2019 by and between Discovery Energy SA Pty Ltd ACN 158 204 052 of Level 8, 350 Collins Street, Melbourne VIC 3000, a company existing under the laws of Victoria, Australia (hereinafter referred to as “DESAL”) and, WESI PEL512 Pty Ltd ACN 635 946 682 of Suite 33.01, Chifley Tower, 2 Chifley Square, Sydney NSW 2000, a company existing under the laws of New South Wales, Australia (hereinafter referred to as “WESI”). The companies named above, and their respective permitted successors and assignees (if any), may sometimes individually be referred to as “Party” and collectively as the “Parties”.
SECOND AMENDMENT TO SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • February 17th, 2017 • Discovery Energy Corp. • Oil & gas field exploration services • New York
This Second Amendment to Securities Purchase Agreement (this “Amendment”) is dated as of February 15, 2017, and is by and among DISCOVERY ENERGY CORP., a Nevada corporation (the “Company”), DEC FUNDING LLC, a Texas limited liability company (“Original Purchaser”) and TEXICAN ENERGY CORPORATION, a Texas corporation (“New Purchaser”). The Company, Original Purchaser and New Purchaser are hereinafter sometimes collectively referred to as the “Parties” and each individually as a “Party”.
Specific Security Agreement (Shares)Specific Security Agreement • August 22nd, 2016 • Discovery Energy Corp. • Oil & gas field exploration services • Victoria
FIRST AMENDMENT TO SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • August 22nd, 2016 • Discovery Energy Corp. • Oil & gas field exploration services • New York
This First Amendment to Securities Purchase Agreement (this “Amendment”) is dated as of August 16, 2016, and is by and among DISCOVERY ENERGY CORP., a Nevada corporation (the “Company”), DEC FUNDING LLC, a Texas limited liability company (“Original Purchaser”) and TEXICAN ENERGY CORPORATION, a Texas corporation (“New Purchaser”). The Company, Original Purchaser and New Purchaser are hereinafter sometimes collectively referred to as the “Parties” and each individually as a “Party”.
LOCKUP AGREEMENTLockup Agreement • May 27th, 2009 • Santos Resource Corp. • Metal mining • British Columbia
THIS AGREEMENT (the "Agreement") is made as of the 27th day of April, 2009, between the undersigned holder (the "Holder") of shares of Santos Resource Corp., and Santos Resource Corp., a Nevada Corporation (the "Company").
SECOND AMENDMENT TO LETTER OF INTENTDiscovery Energy Corp. • July 15th, 2013 • Metal mining
THIS SECOND AMENDMENT TO LETTER OF INTENT (the "Second Amendment") is made and entered into as of the 10th day of July 2013, but effective as of the 1st day of July 2013 by and between Discovery Energy Corp. (“Discovery”) and Global Energy International Inc. (“Global”).
THIRD AMENDMENT TO PROMISSORY NOTE (SIX-MONTH)Discovery Energy Corp. • July 5th, 2013 • Metal mining
THIS THIRD AMENDMENT TO PROMISSORY NOTE (SIX-MONTH) (the “Third Amendment”) is made and entered into as of the 1st day of July 2013 by Discovery Energy Corp. a Nevada corporation f/k/a “Santos Resource Corp.” (herein called “Maker”), and Liberty Petroleum Corporation, an Arizona corporation (herein called “Payee”).
CONSULTING AGREEMENTConsulting Agreement • November 3rd, 2017 • Discovery Energy Corp. • Oil & gas field exploration services • Texas
THIS CONSULTING AGREEMENT (the “Agreement”) is made and entered into as of the 1st day of November 2017 but effective as of the 1st day of March 2017 by and between Keith D. Spickelmier (“Consultant”) and Discovery Energy Corp., a Nevada corporation (the “Company”).
SECOND AMENDMENT TO DEBENTURES AND AMENDMENT TO WARRANTSDiscovery Energy Corp. • June 16th, 2021 • Oil & gas field exploration services
This SECOND AMENDMENT TO DEBENTURES AND AMENDMENT TO WARRANTS (this “Amendment”) is dated as of February 4, 2021, and is by and among DISCOVERY ENERGY CORP., a Nevada corporation (the “Company”), DEC FUNDING LLC, a Texas limited liability company (“Original Purchaser”). TEXICAN ENERGY CORPORATION, a Texas corporation (“New Purchaser”) and, for purposes of Section 4, DISCOVERY ENERGY SA PTY LTD, a company formed under the Jaws of Australia (“Australian Subsidiary”). The Company, Original Purchaser, New Purchaser and, for purposes of Section 4, the Australian Subsidiary are hereinafter sometimes collectively referred to as the “Parties” and each individually as a “Party”.
THIRD AMENDMENT TO SECURITIES PURCHASE AGREEMENT, AMENDMENT TO DEBENTURES AND REAFFIRMATION OF SECURITY DOCUMENTSSecurities Purchase Agreement • September 25th, 2017 • Discovery Energy Corp. • Oil & gas field exploration services
This Third Amendment to Securities Purchase Agreement, Amendment to Debentures AND REAFFIRMATION OF SECURITY DOCUMENTS (this “Amendment”) is dated as of September 19, 2017, and is by and among DISCOVERY ENERGY CORP., a Nevada corporation (the “Company”), DEC FUNDING LLC, a Texas limited liability company (“Original Purchaser”), TEXICAN ENERGY CORPORATION, a Texas corporation (“New Purchaser”) and, for purposes of Section 4, DISCOVERY ENERGY SA PTY LTD, a company formed under the laws of Australia (“Australian Subsidiary”). The Company, Original Purchaser, New Purchaser and, for purposes of Section 4, the Australian Subsidiary are hereinafter sometimes collectively referred to as the “Parties” and each individually as a “Party”.
FIRST AMENDMENT TO LETTER OF INTENTDiscovery Energy Corp. • July 15th, 2013 • Metal mining
THIS FIRST AMENDMENT TO LETTER OF INTENT (the "First Amendment") is made and entered into effective as of the 31st day of May 2013 by and between Discovery Energy Corp. (“Discovery”) and Global Energy International Inc. (“Global”).
Terrex Seismic Services AgreementServices Agreement • July 12th, 2016 • Discovery Energy Corp. • Oil & gas field exploration services • Western Australia
In respect of Option to Purchase and Sale and Purchase Agreement Dated January 31, 2012Novation Deed • June 12th, 2012 • Discovery Energy Corp. • Metal mining
SECURITY AGREEMENTSecurity Agreement • June 2nd, 2016 • Discovery Energy Corp. • Oil & gas field exploration services • New York
This SECURITY AGREEMENT, dated as of May 27, 2016 (this “Agreement”), is among Discovery Energy Corp., a Nevada corporation (the “Company”), all of the Subsidiaries of Company (such subsidiaries, the “Guarantors” and together with Company, the “Debtors”) and Agent (as defined in Section 18 below), for the benefit of the holders of Company’s Senior Secured Convertible Debentures due May 27, 2021 following their issuance, in the original aggregate principal amount of $3,500,000 (as increased from time to time pursuant to the terms of the Transaction Documents) (collectively, as amended and in effect from time to time, the “Debentures”), their endorsees, transferees and assigns (collectively, the “Secured Parties”).
FOURTH AMENDMENT TO PROMISSORY NOTE (SIX-MONTH)Discovery Energy Corp. • July 31st, 2013 • Metal mining
THIS FOURTH AMENDMENT TO PROMISSORY NOTE (SIX-MONTH) (the “Fourth Amendment”) is made and entered into as of the 26st day of July 2013 by Discovery Energy Corp. a Nevada corporation f/k/a “Santos Resource Corp.” (herein called “Maker”), and Liberty Petroleum Corporation, an Arizona corporation (herein called “Payee”).
COMMON STOCK PURCHASE WARRANT DISCOVERY ENERGY CORP.Discovery Energy Corp. • August 22nd, 2016 • Oil & gas field exploration services
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, DEC Funding LLC, a Texas limited liability company, 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 May 27, 2019 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Discovery Energy Corp., a Nevada corporation (the “Company”), up to 750,000 shares (as subject to adjustment hereunder, the “Warrant Shares”) of Common Stock. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
SECOND AMENDMENT TO ASSIGNMENT THIS SECOND AMENDMENT TO ASSIGNMENT (the "Second Amendment") is made and entered into effective as of the 31st day of August 2012 by and between Keith D. Spickelmier ("Spickelmier") and Discovery Energy Corp., a Nevada...Discovery Energy Corp. • September 7th, 2012 • Metal mining
MINERAL PROPERTY OPTION AGREEMENT AMENDMENT NO. 2Mineral Property Option Agreement • May 27th, 2009 • Santos Resource Corp. • Metal mining
This Mineral Property Option Agreement Amendment No. 2 (this "Agreement") is dated for reference the 23rd day of April, 2009, between Starfire Minerals Inc. (the "Owner") and Santos Resource Corp. ("Santos").
