NOTE PURCHASE AGREEMENT BY AND AMONG MINERA DEL NORTE S.A. DE C.V., ODYSSEY MARINE ENTERPRISES, LTD. AND ODYSSEY MARINE EXPLORATION, INC. DATED AS OF AUGUST 10, 2017Note Purchase Agreement • August 15th, 2017 • Odyssey Marine Exploration Inc • Water transportation • Delaware
THIS NOTE PURCHASE AGREEMENT (this “Agreement”) is made and entered into as of August 10, 2017, by and among Odyssey Marine Exploration Inc., a Nevada corporation (the “Parent”), Odyssey Marine Enterprises, Ltd., a Bahamas company and wholly owned subsidiary of the Parent (the “Company”), and Minera del Norte S.A. de C.V., a Mexican societe anonime (the “Lender”). Capitalized terms used but not defined herein shall have the meanings ascribed to them in Annex A hereto.
SECOND AMENDED AND RESTATED WAIVER AND CONSENT AND AMENDMENT NO. 5 TO PROMISSORY NOTE AND AMENDMENT NO. 2 TO STOCK PURCHASE AGREEMENTStock Purchase Agreement • August 15th, 2017 • Odyssey Marine Exploration Inc • Water transportation • Delaware
This SECOND AMENDED AND RESTATED WAIVER AND CONSENT AND AMENDMENT NO. 5 TO PROMISSORY NOTE (this “Waiver”), is made and entered into as of July 21, 2017, by and among Odyssey Marine Exploration, Inc., a Nevada corporation (the “Company”), Odyssey Marine Enterprises, Ltd., a Bahamas company and wholly-owned subsidiary of the Company (“OME”), Penelope Mining LLC, a Delaware limited liability company (“Penelope”), and Minera del Norte S.A. de C.V., a Mexican societe anonime (“Minosa” and together with Penelope, the “Minosa Entities”). Reference is hereby made to that certain Stock Purchase Agreement dated as of March 11, 2015, as amended April 10, 2015 (the “SPA”), by and among the Company and the Minosa Entities. Capitalized terms used but not defined herein shall have the meanings ascribed to them in the SPA.
