REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • March 30th, 2010 • PNG Ventures Inc • Crude petroleum & natural gas • New York
This Registration Rights Agreement (this "Agreement") is made and entered into as of March 24, 2010, by and among Applied Natural Gas Fuels, Inc., a Nevada corporation (the "Company") and the holders listed on the Schedule of Holders attached hereto as Annex A and identified on the signature pages hereto (each a "Holder" and collectively, the "Holders").
CREDIT AGREEMENT dated as of March 24, 2010 among APPLIED NATURAL GAS FUELS, INC., as Borrower, and NEW EARTH LNG, LLC APPLIED LNG TECHNOLOGIES USA, L.L.C. FLEET STAR, INC. EARTH LEASING, INC. ARIZONA LNG, L.L.C. as Loan Parties, FOURTH THIRD LLC, as...Credit Agreement • March 30th, 2010 • PNG Ventures Inc • Crude petroleum & natural gas
This Credit Agreement dated as of March 24, 2010, (as amended, restated or otherwise modified from time to time, this “Agreement”) is made among APPLIED NATURAL GAS FUELS, INC., a Nevada corporation, F/K/A PNG VENTURES, INC., a Nevada corporation (“Borrower”), the Loan Parties named herein, FOURTH THIRD LLC, a Delaware limited liability company (in its individual capacity, “Fourth Third”), as an initial Lender (as defined below) hereunder, CASTLERIGG PNG INVESTMENTS, LLC, a Delaware limited liability company (“Castlerigg”), as an initial Lender hereunder, any other financial institution that may become a Lender hereunder, and Fourth Third, not individually, but as Agent.
ContractExecution Version • March 30th, 2010 • PNG Ventures Inc • Crude petroleum & natural gas • Nevada
SHAREHOLDERS’ AGREEMENT (this “Agreement”) dated as of March 24, 2010, among the Investors (as defined herein) and Applied Natural Gas Fuels, Inc., a Nevada corporation (the “Corporation”).
GUARANTEE AND COLLATERAL AGREEMENT DATED AS OF MARCH 24, 2010 BY APPLIED NATURAL GAS FUELS, INC. NEW EARTH LNG, LLC APPLIED LNG TECHNOLOGIES USA, L.L.C. FLEET STAR, INC. EARTH LEASING, INC. AND ARIZONA LNG, L.L.C. AS GRANTORS, IN FAVOR OF FOURTH THIRD...Guarantee and Collateral Agreement • March 30th, 2010 • PNG Ventures Inc • Crude petroleum & natural gas
Page Section 1. Definitions 1 1.01. Definition of Terms Used Herein Generally 1 1.02. Definition of Certain Terms Used Herein 1 1.03. Rules of Interpretation 7 Section 2. Guarantee 7 2.01. Guarantee 7 2.02. Right of Contribution 8 2.03. Subrogation 8 2.04. Amendments, etc. with respect to the Borrower Obligations 9 2.05. Guarantee Absolute and Unconditional 9 2.06. Reinstatement 10 2.07. Payments 10 2.08. Waiver of Subrogation 10 Section 3. Grant of Security Interest 12 Section 4. Authorization to File Financing Statements 13 Section 5. Relation to Other Security Documents 14 5.01. Real Estate Documents 14 5.02. Patent and Trademark Security Agreement Supplements 14 Section 6. Representations and Warranties 14 6.01. Grantors’ Legal Status 14 6.02. Grantors’ Legal Names 14 6.03. Grantors’ Locations 14 6.04. Representations in the Credit Agreement 14 6.05. Title to Collateral 15 6.06. Nature of Collateral 15 6.07. Compliance with Laws 15 6.08. Validity of Security Interest 15 6.09. Perfe
ContractExecution Version • March 30th, 2010 • PNG Ventures Inc • Crude petroleum & natural gas • New York
STOCK SUBSCRIPTION AGREEMENT, dated as of March 24, 2010 (this “Agreement”), by and among Castlerigg PNG Investments, LLC (the “Subscriber”) and Applied Natural Gas Fuels, Inc., a Nevada corporation (the “Corporation”), which is the successor to the assets and express liabilities of PNG Ventures, Inc. and certain of its affiliates.
AMENDMENT NO. 1 TO THE EMPLOYMENT AGREEMENT AMONG PNG Ventures, Inc. AND Cem HaciogluThe Employment Agreement • March 30th, 2010 • PNG Ventures Inc • Crude petroleum & natural gas
This AMENDMENT NO. 1 dated February 16, 2010 (this “Amendment”), amends the Employment Agreement dated February 1, 2009 (the “Agreement”) by and among PNG Ventures, Inc., having an address at 5310 Harvest Hill Road, Suite 229, Dallas, TX 75230 (the "Company"), and Cem Hacioglu, presently residing at 5325 Blake Dr., Plano, TX 75093 (the "Executive").
FIFTH AMENDMENT TO LOAN AND SECURITY AGREEMENTLoan and Security Agreement • March 30th, 2010 • PNG Ventures Inc • Crude petroleum & natural gas
THIS FIFTH AMENDMENT TO LOAN AND SECURITY AGREEMENT ("Fifth Amendment") is entered into as of April 1, 2010 between GREENFIELD COMMERCIAL CREDIT, L.L.C., a Michigan limited liability company ("Lender"), and APPLIED LNG TECHNOLOGIES USA, L.L.C. and ARIZONA LNG, L.L.C. , Delaware and Nevada limited liability companies, respectively (“Borrower”).
