Side Letter Agreement Regarding Conversion Moratorium Options between Darling Capital, LLC and HydroCarb Energy Corporation (November 12, 2015)

Contract Categories: Business Finance › Note Agreements
Summary

This agreement is between Darling Capital, LLC and HydroCarb Energy Corporation. It allows HydroCarb Energy to delay the conversion of a $200,000 note for three separate 30-day periods, each starting on the 6th, 7th, and 8th month anniversaries of the note. To exercise each delay, HydroCarb must notify Darling Capital in advance and pay $20,000 for each period. The agreement is governed by New York law.

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EX-10.3 4 ex10-3.htm SIDE LETTER AGREEMENT DATED NOVEMBER 12, 2015 BETWEEN DARLING CAPITAL, LLC AND HYDROCARB ENERGY CORPORATION ex10-3.htm
Exhibit 10.3

November 12, 2015

This Letter Agreement is between Darling Capital, LLC (the “Investor”) and HydroCarb Energy Corporation (the “Company”).
 
NOW THEREFORE the parties agree as follows:

1.
The Investor hereby grants the Company the first of three (3) 30 day conversion moratorium option for the 30 days beginning on the 6 month anniversary of the $200,000 note purchased on even date herewith.  If the Company decides to exercise the first conversion moratorium option, it must notify the Investor of its intent to do so no later than 10 trading days prior to the 6 month anniversary of the note and wire the sum of $20,000 to the Investor no later than 5 trading days prior to the 6 month anniversary of the Note.

2.
Upon timely receipt of the option exercise notice and the timely receipt of the $20,000, the Investor agrees it shall not convert the $200,000 note for a period of 30 days commencing on the 6 month anniversary of the $200,000 note.

3.
The Investor hereby grants the Company the second of three (3) 30 day conversion moratorium option for the 30 days beginning on the 7 month anniversary of the $200,000 note purchased on even date herewith.  If the Company decides to exercise the second conversion moratorium option, it must notify the Investor of its intent to do so no later than 10 trading days prior to the 7 month anniversary of the note and wire the sum of $20,000 to the Investor no later than 5 trading days prior to the 7 month anniversary of the Note.

4.
Upon timely receipt of the 2nd option exercise notice and the timely receipt of the $20,000, the Investor agrees it shall not convert the $200,000 note for a period of 30 days commencing on the 7 month anniversary of the $200,000 note.

5.
The Investor hereby grants the Company the third of three (3) 30 day conversion moratorium option for the 30 days beginning on the 8 month anniversary of the $200,000 note purchased on even date herewith.  If the Company decides to exercise the third conversion moratorium option, it must notify the Investor of its intent to do so no later than 10 trading days prior to the 8 month anniversary of the note and wire the sum of $20,000 to the Investor no later than 5 trading days prior to the 8 month anniversary of the Note.

6.
Upon timely receipt of the 3rd option exercise notice and the timely receipt of the $20,000, the Investor agrees it shall not convert the $200,000 note for a period of 30 days commencing on the 8 month anniversary of the $200,000 note.

7.
This letter agreement shall be governed by the laws of the State of New York.  Venue shall be had in the federal and state courts of New York.


 
Darling Capital, LLC   HydroCarb Energy Corporation  
  /s/ Kent P. Watts                           
Yehuda Marrus, Director   Kent Patrick Watts, CEO