MORTGAGE, SECURITY AGREEMENT, FIXTURE FILING AND FINANCING STATEMENT (Wyoming Oil and Gas Properties) FROM LILIS ENERGY, INC., Mortgagor a Nevada corporation (Charter/File/Organizational I.D. No. E0615822007-2) TO HEARTLAND BANK, in its capacity as...Mortgage, Security Agreement • February 26th, 2015 • Lilis Energy, Inc. • Crude petroleum & natural gas • Colorado
THIS INSTRUMENT IS A MORTGAGE OF BOTH REAL AND PERSONAL PROPERTY AND IS, AMONG OTHER THINGS, A MORTGAGE OF CHATTELS, A SECURITY AGREEMENT, A FIXTURE FILING AND A FINANCING STATEMENT.
LILIS ENERGY, INC. 2012 EQUITY INCENTIVE PLAN STOCK OPTION AWARD AGREEMENTEquity Incentive Plan Stock Option Award Agreement • February 26th, 2015 • Lilis Energy, Inc. • Crude petroleum & natural gas • Colorado
This Stock Option Award Agreement (the “Agreement”), is made as of the 1st day of October 2014, by and between Lilis Energy, Inc., a Nevada corporation (the “Company”), and Nuno Brandolini (the “Participant”).
AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • February 26th, 2015 • Lilis Energy, Inc. • Crude petroleum & natural gas • New York
This Amendment to Employment Agreement (this “Amendment”) is effective as of October 1, 2014, by and between Lilis Energy, Inc. (f/k/a Recovery Energy, Inc.), a Nevada corporation (the “Company”), and Abraham Mirman (“Executive”). Reference is made to that certain Employment Agreement by and between the Company and Executive effective as of September 16, 2013 (the “Employment Agreement”). All capitalized terms not defined herein shall have the meanings assigned to such terms in the Employment Agreement. The Company and Executive are referred to in this Amendment collectively as the “Parties.”
Lilis Energy, Inc. Denver, CO 80203Letter Agreement • February 26th, 2015 • Lilis Energy, Inc. • Crude petroleum & natural gas • Colorado
This letter agreement (this “Letter Agreement”) sets forth the agreement between Lilis Energy, Inc., a Nevada corporation, f/k/a Recovery Energy, Inc. (the “Company”) and the parties listed as Holders on the signature pages hereto (each a “Holder” and, collectively, the “Holders”) regarding (i) payment by the Company of all accrued and unpaid interest under the Company’s 8% Senior Secured Convertible Debentures due January 15, 2015, as amended (the “Debentures”) held by such holder in the form of the Company’s common stock, par value $0.0001 (the “Common Stock”) for the periods stated below, (ii) payment by the Company of interest under the Debentures for all future periods the form of Common Stock, and (iii) extension of the maturity date of the Debentures to the date that is one business day after the Maturity Date as defined in that certain Credit Agreement dated as of January 8, 2015, by and among the Company and Heartland Bank, as administrative agent, and the financial institutio
SEPARATION AGREEMENTSeparation Agreement • February 26th, 2015 • Lilis Energy, Inc. • Crude petroleum & natural gas • Colorado
This Separation Agreement (this “Agreement”) is effective as of the 11th day of December, 2014, by and between Lilis Energy, Inc. (“Lilis” or the “Company”) and Bruce White (“White”). As used herein, “Parties” means, collectively, Lilis and White, and “Party” means either Lilis or White.
SEPARATION AGREEMENTSeparation Agreement • February 26th, 2015 • Lilis Energy, Inc. • Crude petroleum & natural gas • Colorado
This Separation Agreement (this “Agreement”) is effective as of the 11th day of December, 2014, by and between Lilis Energy, Inc. (“Lilis” or the “Company”) and Timothy Poster (“Poster”). As used herein, “Parties” means, collectively, Lilis and Poster, and “Party” means either Lilis or Poster.
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • February 26th, 2015 • Lilis Energy, Inc. • Crude petroleum & natural gas • Colorado
THIS EXECUTIVE EMPLOYMENT AGREEMENT (“Agreement”) is entered into this 19th day of February, 2015 by and between Lilis Energy, Inc., a Nevada corporation (the “Company”), and Eric Ulwelling (“Executive”). Executive and the Company are referred to individually as a “Party” and collectively as the “Parties.”
WARRANT TO PURCHASE COMMON STOCK OF LILIS ENERGY, INC. Expiring January 8, 2020Lilis Energy, Inc. • February 26th, 2015 • Crude petroleum & natural gas • Arkansas
This Warrant is issued in connection with, and to induce the Holder to enter into, that certain Credit Agreement, dated as of January 8, 2015, by and among the Company, the Purchaser, and the other signatories thereto (as amended, restated or otherwise modified from time to time, the “Credit Agreement”).
SUBORDINATION AGREEMENTSubordination Agreement • February 26th, 2015 • Lilis Energy, Inc. • Crude petroleum & natural gas • New York
This SUBORDINATION AGREEMENT (“Agreement”) is made as of January 8, 2015, by and between the parties listed as Creditors on the signature pages hereto (together, the “Creditor”), and heartland bank, an Arkansas state bank (“Agent”), for the benefit of the Lenders (defined below).
SECURITY AGREEMENTSecurity Agreement • February 26th, 2015 • Lilis Energy, Inc. • Crude petroleum & natural gas • Arkansas
THIS SECURITY AGREEMENT (as it may be amended or modified from time to time in accordance with the terms hereof, the “Security Agreement”) is entered into as of January 8, 2015 by and between LILIS ENERGY, INC., a Nevada corporation (“Borrower”), and HEARTLAND BANK, an Arkansas state bank in its capacity as collateral agent pursuant to the Credit Agreement (as hereinafter defined) (“Agent”).
VIA E-MAIL AND U.S. MAIL August 1, 2014 Market Development Consulting Group, Inc.Lilis Energy, Inc. • February 26th, 2015 • Crude petroleum & natural gas
PROMISSORY NOTE (Term Loan)Lilis Energy, Inc. • February 26th, 2015 • Crude petroleum & natural gas
FOR VALUE RECEIVED, the undersigned, LILIS ENERGY, INC., a Nevada corporation (the “Borrower”), hereby promises to pay to the order of HEARTLAND BANK, an Arkansas state bank, and any successors and assigns (the “Payee”), at One Information Way, Suite 300, Little Rock, Arkansas 72202, the principal sum of Three Million and no/100 Dollars ($3,000,000.00) (or the unpaid balance of all principal advanced under this Note, if that amount is less) together with interest on the unpaid principal balance of this Note from day to day outstanding, as hereinafter provided. All capitalized terms herein, unless otherwise defined, shall have the same definitions as those found in that certain Credit Agreement by and between the Borrower and Payee dated of even date herewith (as amended, the “Credit Agreement”).
