COMMON STOCK PURCHASE WARRANTEnservco Corp • February 7th, 2023 • Oil & gas field services, nec
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 or times on or after [•], 2023 (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on the five-year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Enservco Corporation, a Delaware corporation (the “Company”), up to ______ shares of common stock, par value $0.005 per share (the “Common Stock”) (as subject to adjustment hereunder, the “Warrant Shares”). 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).
OPTION AGREEMENTOption Agreement • October 12th, 2006 • Aspen Exploration Corp • Crude petroleum & natural gas
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • February 13th, 2023 • Enservco Corp • Oil & gas field services, nec • Delaware
This SECURITIES PURCHASE AGREEMENT (this “Agreement”) is dated as of [•], 2023, between Enservco Corporation, a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
UNDERWRITING AGREEMENTUnderwriting Agreement • February 12th, 2021 • Enservco Corp • Oil & gas field services, nec • New York
The undersigned, Enservco Corporation., a Delaware corporation (the “Company”), hereby confirms its agreement (this “Agreement”) with A.G.P./Alliance Global Partners (hereinafter referred to as “you” (including its correlatives) or the “Representative”) and with the other underwriters named on Schedule 1 hereto (if any) for which the Representative is acting as representative (the Representative and any such other underwriters being collectively called the “Underwriters” or, individually, an “Underwriter”) as follows:
PRE-FUNDED COMMON STOCK PURCHASE WARRANT ENSERVCO CORPORATIONEnservco Corp • February 4th, 2021 • Oil & gas field services, nec • New York
THIS PRE-FUNDED 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”) until this Warrant is exercised in full (the “Termination Date”) but not thereafter, to subscribe for and purchase from Enservco Corporation, a Delaware Corporation (the “Company”), up to ______ shares of common stock, par value $0.005 per share (the “Common Stock”) (as subject to adjustment hereunder, the “Warrant Shares”). 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).
Enservco Corporation 14133 Country Road 9 ½ Longmont, CO 80504 Attn: [Chief Executive Officer] Dear [•]:Enservco Corp • February 7th, 2023 • Oil & gas field services, nec • New York
This letter (the “Agreement”) constitutes the agreement between A.G.P./Alliance Global Partners, as placement agent (the “Placement Agent”), and Enservco Corporation, a company incorporated under the laws of the State of Delaware (the “Company”), that the Placement Agent shall serve as the placement agent for the Company, on a “reasonable best efforts” basis, in connection with the proposed placement (the “Placement”) of units, with each unit consisting of a combination of (i) one share (a “Share” and, collectively, the “Shares”) of the Company’s common stock, par value $0.005 per share (the “Common Stock”), (ii) one warrant to purchase a share of Common Stock of the Company (the “Common Warrants”), and/or (iii) pre-funded warrants to purchase one share of Common Stock (the “Pre-Funded Warrants”, and together with the Common Warrants, the “Warrants,” and collectively with the Shares, the “Securities”), depending on the beneficial ownership percentage of the purchaser of the Common Stoc
INVESTOR REGISTRATION RIGHTS AGREEMENTInvestor Registration Rights Agreement • November 8th, 2012 • Enservco Corp • Crude petroleum & natural gas • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of October 31, 2012, by and among ENSERVCO CORPORATION, a Delaware corporation (the “Company”), and the undersigned investors listed on Schedule I attached hereto (each, an “Investor” and collectively, the “Investors”).
ENSERVCO CORPORATION COMMON STOCK SALES AGREEMENTSales Agreement • September 28th, 2020 • Enservco Corp • Oil & gas field services, nec • New York
Enservco Corporation, a Delaware corporation (the “Company”), confirms its agreement (this “Agreement”) with A.G.P./Alliance Global Partners (the “Sales Agent”), as follows:
REVOLVING CREDIT, TERM LOAN AND SECURITY AGREEMENT PNC BANK, NATIONAL ASSOCIATION (AS LENDER AND AS AGENT) WITH enservco corporation, dillco fluid service, inc. AND heat waves hot oil services llc (BORROWERS) November 2, 2012Security Agreement • November 8th, 2012 • Enservco Corp • Crude petroleum & natural gas • New York
Revolving Credit, Term Loan and Security Agreement dated as of November 2, 2012 among ENSERVCO CORPORATION, a Delaware corporation (“Enservco”), DILLCO FLUID SERVICE, INC., a Kansas corporation (“Dillco”), and HEAT WAVES HOT OIL SERVICES LLC, a Colorado limited liability company (“Heat Waves”) (Enservco, Dillco and Heat Waves, each, a “Borrower” and collectively, “Borrowers”), the financial institutions which are now or which hereafter become a party hereto (collectively, “Lenders” and individually, a “Lender”) and PNC BANK, NATIONAL ASSOCIATION (“PNC”), as agent for Lenders (PNC, in such capacity, “Agent”).
EMPLOYMENT AGREEMENTEmployment Agreement • May 22nd, 2018 • Enservco Corp • Oil & gas field services, nec • Colorado
MEMBERSHIP INTEREST PURCHASE AGREEMENT by and among ENSERVCO CORPORATION, (a Delaware corporation), ADLER HOT OIL HOLDINGS, LLC (a Delaware limited liability company) ADLER HOT OIL SERVICE, LLC (a Delaware limited liability company) SPELL CAPITAL...Membership Interest Purchase Agreement • November 1st, 2018 • Enservco Corp • Oil & gas field services, nec • Colorado
This Membership Interest Purchase Agreement (this “Agreement”), dated as of October 26, 2018, is entered into by and among Adler Hot Oil Holdings, LLC, a Delaware limited liability company (“Seller”), Adler Hot Oil Service, LLC, a Delaware limited liability company (the “Company”), Enservco Corporation, a Delaware corporation (“Buyer”) and Spell Capital Mezzanine Partners SBIC, LP, a Delaware limited partnership, Aldine Capital Fund II, L.P., a Delaware limited partnership, Aldine SBIC Fund, L.P., a Delaware limited partnership, EXMARQ Capital Partners, Inc., a Minnesota corporation, and United Insurance Company of America, an Illinois corporation (each a “Member” and collectively “Members”).
Aspen Exploration Corporation Indemnity AgreementIndemnity Agreement • July 28th, 2010 • Aspen Exploration Corp • Crude petroleum & natural gas • Delaware
This Indemnity Agreement (this “Agreement”) is entered into as of _________, 2010 between Aspen Exploration Corporation, a Delaware corporation (the “Company”), and _______________ (“Indemnitee”).
ENSERVCO CORPORATION Common Stock, par value $0.005 per share Underwriting AgreementUnderwriting Agreement • December 7th, 2016 • Enservco Corp • Oil & gas field services, nec • New York
Enservco Corporation, a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to William Blair & Company, L.L.C. (the “Underwriter” or “you”) an aggregate of 11,250,000 shares (the “Firm Securities”) and, at the election of the Underwriter, up to 1,687,500 additional shares (the “Optional Securities”) of common stock, par value $0.005 per share (the “Common Stock”), of the Company (the Firm Securities and the Optional Securities that the Underwriter elects to purchase pursuant to Section 2 hereof are herein collectively called the “Securities”).
ENSERVCO CORPORATION EMPLOYMENT AGREEMENTEmployment Agreement • July 3rd, 2014 • Enservco Corp • Oil & gas field services, nec • Colorado
AMENDED AND RESTATED SUBORDINATED LOAN AGREEMENT dated as of November 11, 2019 between ENSERVCO CORPORATION as Borrower and CROSS RIVER PARTNERS, L.P. as LenderSubordinated Loan Agreement • November 15th, 2019 • Enservco Corp • Oil & gas field services, nec • Delaware
This instrument and the rights and obligations evidenced hereby are subordinate in the manner and to the extent set forth in that certain Subordination Agreement (the “Subordination Agreement”) dated as of August 10, 2017 among, CROSS RIVER PARTNERS, L.P. (“Lender”), ENSERVCO CORPORATION, a Delaware corporation (the “Borrower”) and EAST WEST BANK, a California state-chartered banking corporation (the “Bank”) to the indebtedness (including interest) owed by the Borrower pursuant to that certain Loan and Security Agreement among the Borrower and the Bank dated as of August 10, 2017, as amended by the First Amendment to Loan and Security Agreement dated as of November 20, 2017, the Second Amendment to Loan and Security Agreement dated as of October 26, 2018 and the Third Amendment to Loan and Security Agreement dated as of August 12, 2019 (the “Senior Credit Agreement”) and as hereafter may be amended, supplemented or otherwise modified from time to time and to indebtedness refinancing th
ContractMaster Lease Agreement • March 28th, 2022 • Enservco Corp • Oil & gas field services, nec
THIS MASTER LEASE AGREEMENT (this "Lease") is made as of March 22, 2022, between UTICA LEASECO, LLC, its successors and assigns ("Lessor"), and HEAT WAVES HOT OIL SERVICE LLC, a Colorado limited liability company, its successors and permitted assigns (hereafter referred to both individually, and collectively (if more than one), as "Lessee"). Each duty, obligation, representation, warranty, covenant, and agreement of Lessee under this Lease, or any document, exhibit, schedule, rider, or other instrument incorporated herein by reference, is made jointly and severally by each party comprising Lessee, and their respective permitted successors and assigns.
EXECUTIVE SEVERANCE AGREEMENTExecutive Severance Agreement • June 12th, 2017 • Enservco Corp • Oil & gas field services, nec • Colorado
This Executive Severance Agreement (“Agreement”) is hereby entered into as of June 8, 2017 by and between ENSERVCO CORPORATION (the “Company”) and ROBERT J. DEVERS (the “Executive”), who are collectively referred to herein as the “Parties” and each as a “Party.”
WITNESSETHEmployment Agreement • September 28th, 2004 • Aspen Exploration Corp • Crude petroleum & natural gas • Colorado
EMPLOYMENT AGREEMENT EXTENSIONEmployment Agreement • July 26th, 2010 • Aspen Exploration Corp • Crude petroleum & natural gas
This EMPLOYMENT AGREEMENT EXTENSION is entered to this 23rd day of July, 2010, to be effective as of July 1, 2010 by and between ASPEN EXPLORATION CORPORATION, a public Delaware corporation, Suite 208, 2050 S. Oneida Street, Denver, CO 80224, (303) 639-9860 (“ASPEN”), and R. V. BAILEY, P.O. Box 1420 (current office is located at 515 Jerry St. but no mail is delivered to this address), Castle Rock, CO 80104, (303) 660-0966 (“BAILEY”), sometimes collectively referred to as the “Parties.”
AMENDMENT NO. 1 TO EMPLOYMENT AGREEMENTEmployment Agreement • August 15th, 2011 • Enservco Corp • Crude petroleum & natural gas
This AMENDMENT NO. 1 TO EMPLOYMENT AGREEMENT is effective as of July 19, 2011 by and between ENSERVCO CORPORATION, a public Delaware corporation, (the “Company”), and RICK D. KASCH (“Kasch”), sometimes collectively referred to as the “Parties.”
EMPLOYMENT AGREEMENTEmployment Agreement • March 31st, 2009 • Aspen Exploration Corp • Crude petroleum & natural gas • Colorado
This EMPLOYMENT AGREEMENT, is entered to this 25th day of March, 2009, to be effective as of January 1, 2009 by and between ASPEN EXPLORATION CORPORATION, a public Delaware corporation, Suite 208, 2050 S. Oneida Street, Denver, CO 80224, (303) 639-9860 (“ASPEN”), and R. V. BAILEY, P.O. Box 1420 (current office is located at 515 Jerry St. but no mail is delivered to this address), Castle Rock, CO 80104, (303) 660-0966 (“BAILEY”), sometimes collectively referred to as the “Parties.”
NOTE CONVERSION AGREEMENTNote Conversion Agreement • February 3rd, 2021 • Enservco Corp • Oil & gas field services, nec • Delaware
THIS NOTE CONVERSION AGREEMENT (“Agreement”), effective as of February 3, 2021 (the “Effective Date”), is entered into by and between Enservco Corporation, a Delaware corporation (“Borrower”) and CROSS RIVER PARTNERS, L.P., a Delaware limited partnership (“Lender”), which is the holder of certain subordinate promissory notes issued by Borrower (each a “Note” and collectively, the “Notes”) pursuant that certain Amended and Restated Subordinated Loan Agreement between the parties dated November 11, 2019 (as amended to date, the “Loan Agreement”).
INDEMNIFICATION AGREEMENTIndemnification Agreement • March 20th, 2014 • Enservco Corp • Oil & gas field services, nec • Delaware
This AGREEMENT is made and entered into as of this ____ day of February 2014, by and between Enservco Corporation, a Delaware corporation (the “Company”), and the person named below as “Indemnitee”.
AMENDMENT TO AND EXTENSION OF EMPLOYMENT AGREEMENTAnd Extension of Employment Agreement • September 28th, 2007 • Aspen Exploration Corp • Crude petroleum & natural gas
Aspen Exploration Corporation (“Aspen”) entered into an employment agreement with Robert A. Cohan on January 1, 2003 (the “Employment Agreement”).
NOTE CONVERSION AGREEMENTNote Conversion Agreement • March 30th, 2023 • Enservco Corp • Oil & gas field services, nec
This Note Conversion Agreement is entered into by and between Cross River Partners, LP, a Delaware limited partnership (the “Holder”) and Enservco Corporation, a Delaware corporation (the “Company” and together with the Holder, the “Parties”) effective as of March 28, 2023.
EMPLOYMENT AGREEMENTEmployment Agreement • October 8th, 2013 • Enservco Corp • Crude petroleum & natural gas • Colorado
This Employment Agreement (this “Agreement”), effective on the date that this is mutually executed, is by and between the following parties and amends and replaces in its entirety that certain employment agreement dated July 27, 2010, by and between the Employee and Dillco Fluid Service, Inc., which agreement is of no further force or effect:
WITNESSETHEmployment Agreement • September 26th, 2003 • Aspen Exploration Corp • Crude petroleum & natural gas • Colorado
EXECUTIVE SEVERANCE AGREEMENTExecutive Severance Agreement • April 30th, 2018 • Enservco Corp • Oil & gas field services, nec • Colorado
This Executive Severance Agreement (“Agreement”) is hereby entered into as of April 27, 2018 by and between ENSERVCO CORPORATION (the “Company”) and AUSTIN PEITZ (the “Executive”), who are collectively referred to herein as the “Parties” and each as a “Party.”
EMPLOYMENT AGREEMENT EXTENSIONEmployment Agreement • February 16th, 2010 • Aspen Exploration Corp • Crude petroleum & natural gas
This EMPLOYMENT AGREEMENT EXTENSION is entered to this 15th day of December, 2009, to be effective as of January 1, 2010 by and between ASPEN EXPLORATION CORPORATION, a public Delaware corporation, Suite 208, 2050 S. Oneida Street, Denver, CO 80224, (303) 639-9860 (“ASPEN”), and R. V. BAILEY, P.O. Box 1420 (current office is located at 515 Jerry St. but no mail is delivered to this address), Castle Rock, CO 80104, (303) 660-0966 (“BAILEY”), sometimes collectively referred to as the “Parties.”
PARTICIPATION AGREEMENTParticipation Agreement • February 16th, 2007 • Aspen Exploration Corp • Crude petroleum & natural gas • Colorado
In consideration of the Recitals, and for other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, and intending to be bound hereby, Nautilus and Aspen (each a “Party” and collectively the (“Parties”) hereby agree as follows:
SEVENTH AMENDMENT TO AMENDED AND RESTATED REVOLVING CREDIT AND SECURITY AGREEMENTRevolving Credit and Security Agreement • August 12th, 2016 • Enservco Corp • Oil & gas field services, nec
This SEVENTH AMENDMENT TO AMENDED AND RESTATED REVOLVING CREDIT AND SECURITY AGREEMENT (this “Amendment”), effective as of August 10, 2016, is entered into by and among ENSERVCO CORPORATION, a Delaware corporation (“Enservco”), DILLCO FLUID SERVICE, INC., a Kansas corporation (“Dillco”), and HEAT WAVES HOT OIL SERVICE LLC, a Colorado limited liability company (“Heat Waves”) (Enservco, Dillco and Heat Waves, and each Person joined to the Credit Agreement (as defined below) as a borrower from time to time, each, a “Borrower” and collectively, “Borrowers”), PNC BANK, NATIONAL ASSOCIATION (“PNC”), as the sole Lender on the date hereof, and PNC, as Agent for the Lenders (in such capacity, “Agent”), with reference to the following facts:
WAIVER AND SECOND AMENDMENT TO REVOLVING CREDIT, TERM LOAN AND SECURITY AGREEMENTWaiver And • March 20th, 2014 • Enservco Corp • Oil & gas field services, nec
THIS WAIVER AND SECOND AMENDMENT TO REVOLVING CREDIT, TERM LOAN AND SECURITY AGREEMENT (this ''Amendment"), dated as of May 3, 2013, is entered into by and among ENSERVCO CORPORATION, a Delaware corporation ("Enservco"), DILLCO FLUID SERVICE, INC., a Kansas corporation ("Dillco''), and HEAT WAVES HOT OIL SERVICES LLC, a Colorado limited liability company (""Heat Waves (Enservco, Dillco and Heat Waves, each, a "Borrower" and collectively, “Borrowers"), PNC BANK, NATIONAL ASSOCIATION, as the sole Lender on the date hereof, and PNC BANK, NATIONAL ASSOCIATION, as Agent for the Lenders (in such capacity, "Agent"), with reference to the following facts:
March 18, 2021 VIA E-Mail Enservco Corporation Dilco Fluid Service, Inc. Heat Waves Hot Oil Service, LLC Heat Waves Water Management LLCEnservco Corp • March 28th, 2022 • Oil & gas field services, nec • California
FOURTH AMENDMENT TO REVOLVING CREDIT, TERM LOAN AND SECURITY AGREEMENTLoan and Security Agreement • May 13th, 2014 • Enservco Corp • Oil & gas field services, nec
THIS FOURTH AMENDMENT TO REVOLVING CREDIT, TERM LOAN AND SECURITY AGREEMENT (this “Amendment”), dated as of May 8, 2014, is entered into by and among ENSERVCO CORPORATION, a Delaware corporation (“Enservco”), DILLCO FLUID SERVICE, INC., a Kansas corporation (“Dillco”), and HEAT WAVES HOT OIL SERVICES LLC, a Colorado limited liability company (“Heat Waves”) (Enservco, Dillco and Heat Waves, each, a “Borrower” and collectively, “Borrowers”), PNC BANK, NATIONAL ASSOCIATION, as the sole Lender on the date hereof, and PNC BANK, NATIONAL ASSOCIATION, as Agent for the Lenders (in such capacity, “Agent”), with reference to the following facts:
INTERCREDITOR AGREEMENT (Separate Priority Collateral with Waterfall)Intercreditor Agreement • March 28th, 2022 • Enservco Corp • Oil & gas field services, nec • Florida
This INTERCREDITOR AGREEMENT, dated as of this __ day of March, 2022 (this “Agreement”), is between Utica Leaseco, LLC (the “Lender”), and LSQ Funding Group, L.C. (“LSQ”), with respect to certain financing arrangements with Heat Waves Hot Oil Services LLC ("Debtor").
