0001387131-11-002810 Sample Contracts

AMENEDED AND RESTATED SETTLEMENT AGREEMENT
Settlement Agreement • December 19th, 2011 • Geospatial Holdings, Inc. • Services-engineering, accounting, research, management • Pennsylvania

THIS AMENDED AND RESTATED SETTLEMENT AGREEMENT is made as of this 14th day of October, 2011 (the “Effective Date”) by and among Brad Brooks, Kenneth Calligar, Jeremy Carton, Jonathan Cunningham, William Denkin, Omar Hasan, J. Mitchell Hull, Jonathan Kalikow, Benjamin Klopp, Gilbert Li, Michael Lloyd, Michael Matlin, Noel Meller, Raymond Minella, Jeffrey Moskowitz, Raymond Murphy, Jeffrey Parket, David Pritchard, Arthur Rabin, Jason Rabin, Andrea Rosen, Mark Rosen, Scott Sklar, David Sodowick, Jonathon Sopher, Trump Securities, LLC, Adam Wachter, Florine Wachter, Jules Wachter, and Adam Zirkin, by their attorneys (collectively, the “Investors”), and Geospatial Holdings, Inc. (“Geospatial” or “the Company”), Mark A. Smith (“Smith”), and Thomas R. Oxenreiter (collectively, “Geospatial and its Executives”) (together, with the Investors, “the Parties”).

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PROMISSORY NOTE AND SECURITY AGREEMENT
Note and Security Agreement • December 19th, 2011 • Geospatial Holdings, Inc. • Services-engineering, accounting, research, management • Nevada

FOR VALUE RECEIVED, UNDERSIGNED GEOSPATIAL HOLDINGS, INC., a corporation organized under the laws of the State of Nevada (the "Borrower"), promises to pay to the order of Lowery Enterprises, LLC, a corporation organized under the laws of the State of Oregon (the "Lender"), at such place as the Lender may from time to time designate in writing, the outstand­ing principal sum of Three Hundred Thousand Dollars ($300,000.00), with interest payable as hereinafter set forth. Principal and interest shall be payable in lawful money which shall be legal tender in payment of all debts, public and private.

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