BKV CORPORATION EMPLOYMENT AGREEMENTEmployment Agreement • August 12th, 2022 • BKV Corp • Crude petroleum & natural gas • Colorado
This Employment Agreement (the “Agreement”) is effective as of the 11th day of January, 2021 (“Effective Date”), regardless of the date the Agreement is executed, by and between BKV Corporation, a Delaware corporation (hereinafter referred to as “Employer” or “Company”), and John T. Jimenez (hereinafter referred to as “Employee” or “you”). Collectively, Employer and Employee shall be referred to as the “Parties.”
KALNIN VENTURES, LLC EMPLOYMENT AGREEMENTEmployment Agreement • August 12th, 2022 • BKV Corp • Crude petroleum & natural gas • Colorado
This Employment Agreement (the “Agreement”) is effective as of the 18th day of February, 2020 (“Effective Date”), regardless of the date the Agreement is executed, by and between Kalnin Ventures, LLC, a Delaware limited liability company (hereinafter referred to as “Employer”), and Eric Jacobsen, [***] (hereinafter referred to as “Employee”). Collectively, Employer and Employee shall be referred to as the “Parties.”
KALNIN VENTURES, LLC EMPLOYMENT AGREEMENTEmployment Agreement • August 12th, 2022 • BKV Corp • Crude petroleum & natural gas • Colorado
This Employment Agreement (the “Agreement”) is amended as of the 1st day of April 2018 by and between Kalnin Ventures LLC, a Colorado limited liability company (hereinafter referred to as “Employer”), and An Sao (Ethan) Ngo (hereinafter referred to as “Employee”). Collectively, Employer and Employee shall be referred to as the “Parties.”
KALNIN VENTURES, LLC EMPLOYMENT AGREEMENTEmployment Agreement • August 12th, 2022 • BKV Corp • Crude petroleum & natural gas • Colorado
This Employment Agreement (the “Agreement”) is effective as of the 15th day of October 2018 (“Effective Date”), regardless of the date the Agreement is executed, by and between Kalnin Ventures LLC, a Colorado limited liability company (hereinafter referred to as “Employer”), and Lindsay B. Larrick (hereinafter referred to as “Employee”). Collectively, Employer and Employee shall be referred to as the “Parties.”
FORM OF AMENDED AND RESTATED TAX SHARING AGREEMENTTax Sharing Agreement • August 12th, 2022 • BKV Corp • Crude petroleum & natural gas • Delaware
AMENDED AND RESTATED TAX SHARING AGREEMENT (this “Agreement”), made as of [ ], 2022, by and between (i) Banpu North America Corporation, a Delaware corporation (“BNAC”), and (ii) BKV Corporation, a Delaware corporation (“Banpu Sub”).
FORM OF STOCKHOLDERS’ AGREEMENT DATED AS OF [ ], 2022 BETWEEN BKV CORPORATION AND BANPU NORTH AMERICA CORPORATIONStockholders’ Agreement • August 12th, 2022 • BKV Corp • Crude petroleum & natural gas • Delaware
This Stockholders’ Agreement is entered into as of [ ], 2022, by and between BKV Corporation, a Delaware corporation (the “Company”), and Banpu North America Corporation, a Delaware corporation (“BNAC“), to be effective as of the Effective Date (as defined herein). Unless otherwise defined herein, capitalized terms used herein shall have the respective meanings set forth in Article I hereof. The Company and BNAC are collectively referred to herein as the “Parties” and individually as a “Party.”
EMPLOYMENT AGREEMENTEmployment Agreement • August 12th, 2022 • BKV Corp • Crude petroleum & natural gas • New York
This EMPLOYMENT AGREEMENT (this “Agreement”) is entered into on August 4, 2020 by and between BKV Corporation, a Delaware corporation (the “Corporation”), and Christopher Pungya Kalnin (“Executive”). In consideration of the mutual covenants contained herein and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto agree as follows:
Amended and Restated Loan AgreementLoan Agreement • August 12th, 2022 • BKV Corp • Crude petroleum & natural gas • New York
NOW, THEREFORE, the Parties wish to amend and restate the Original Agreement by replacing it in its entirety with this Agreement from and on the Effective Date (as defined below) as follows:
BKV-BPP POWER, LLC (A DELAWARE LIMITED LIABILITY COMPANY) LIMITED LIABILITY COMPANY AGREEMENT Dated as of October 29, 2021Limited Liability Company Agreement • August 12th, 2022 • BKV Corp • Crude petroleum & natural gas • Delaware
This Limited Liability Company Agreement (this “Agreement”) is entered into as of October 29, 2021 (the “Effective Date”) by and between BKV Corporation, a Delaware corporation (“BKV”), with a business address of 1200 17th Street, Suite 2100, Denver, CO 80202, and Banpu Power US Corporation, a Delaware corporation (“BPPUS”), with a business address of c/o Corporation Service Company, 251 Little Falls Drive, in the City of Wilmington, County of New Castle, Delaware 19808. BKV and BPPUS are hereinafter each individually referred to as a “Venturer” and, collectively as the “Venturers.”
FIRST AMENDMENT TO PURCHASE AND SALE AGREEMENTPurchase and Sale Agreement • August 12th, 2022 • BKV Corp • Crude petroleum & natural gas • Texas
This First Amendment to Purchase and Sale Agreement (this “Amendment”), dated as of April 13, 2020 (the “Amendment Execution Date”), is made and entered into by and between Devon Energy Production Company, L.P., an Oklahoma limited partnership (“Seller”), BKV Barnett, LLC, a Delaware limited liability company (“Buyer”), and, solely with respect to Sections 3.1(b), 3.2, 8.1, 8.2, 8.3, 8.4, 8.8, 9.17, 13.3 and 14.2(f) of the PSA, BKV Oil & Gas Capital Partners, L.P., a Delaware limited partnership (“BKVLP”). Seller and Buyer may be referred to collectively as the “Parties” or individually as a “Party.” Capitalized terms used but not defined in this Amendment shall have the meanings given to such terms in the PSA (as hereinafter defined).
CREDIT AGREEMENT dated as of June 16, 2022 among BKV CORPORATION as Borrower The Lenders Party Hereto and BANGKOK BANK PUBLIC COMPANY LIMITED, NEW YORK BRANCH as Administrative AgentCredit Agreement • August 12th, 2022 • BKV Corp • Crude petroleum & natural gas • New York
