Exhibit 10.1


 


EXECUTIVE EMPLOYMENT AGREEMENT


 


This EXECUTIVE EMPLOYMENT
AGREEMENT (this "Agreement") dated effective October 28, 2022, is by and between Vivakor,
Inc., a Nevada corporation (the "Company"), and JAMES HOWARD BALLENGEE, an individual domiciled in Dallas
County, Texas (the "Executive"). The Company and Executive may herein be referred to individually as a "Party"
or collectively as the "Parties".


 


WHEREAS, Executive manages
a family office that owns and manages holdings principally in the midstream petroleum industry, sports and entertainment industry, and
real estate sectors;


 


WHEREAS, Executive is currently
indirectly vested with 3,009,552 shares of common stock of the Company, which were issued as a result of Company's purchase from Executive's
family office of two companies engaged in the midstream petroleum business, being White Claw Colorado City, LLC and Silver Fuels Delhi,
LLC;


 


WHEREAS, Executive possesses
substantial knowledge, experience, and relationships in the midstream petroleum business in which the Company is currently engaged, having
previously led multiple private equity portfolio companies as a chief executive;


 


WHEREAS, Company desires to
employ the Executive pursuant to the terms and conditions herein contained, and Executive desires to be employed by Company upon the terms
and conditions herein contained;


 


NOW THEREFORE, in consideration
of the mutual promises, covenants and obligations set forth herein, the Parties agree as follows:


 


1. Employment.
The Company hereby employs the Executive and the Executive hereby accepts such employment subject to the terms and conditions contained
in this Agreement. The Executive is engaged as an employee of the Company and the Executive and the Company do not intend to create a
joint venture, partnership or other relationship that might impose similar such fiduciary obligations on the Executive or the Company
in the performance of this Agreement. In all respects not controlled by or set forth in this Agreement, the Executive's employment shall
be at-will according to the laws of the State of Texas.


 


2. Executive's
Duties. The Executive shall be employed on a full-time basis. Throughout the term of this Agreement, the Executive will use the Executive’s
best efforts and due diligence to assist the Company in the objective of achieving the most profitable operation of the Company and the
Company’s affiliated entities consistent with developing and maintaining a quality business operation.


 


(a) Specific
Rights and Duties. During the term of this Agreement the Executive shall have the title of President and Chief Executive Officer
of the Company (and, if applicable, its subsidiaries), and will be nominated, elected and/or appointed to serve as a Director and Chairman
of the Board of Directors of the Company (and, if applicable, its subsidiaries. The Company shall re-nominate the Executive as a Director
and Chairman of the Board of the Directors during the term of this Agreement. The Company grants to Executive the right to nominate (i)
two (2) additional Directors to the Board of the Company (the "Additional Directors") at any time during the
Executive's employment, and, (ii) a third Additional Director upon the issuance of the 7,042,254 shares of restricted common stock of
the Company pursuant to that certain letter agreement of even date herewith, regarding the exchange of shares for cancellation of note
principal, by and among the Company, Jorgan Development, LLC, a Louisiana limited liability company and JBAH Holdings, LLC, a Texas limited
liability company. The Executive may exercise such rights to appoint the Additional Directors by written communication to the then-existing
Board of Directors. The Company and the Board of Directors shall elect, confirm, and appoint the Additional Directors subject to their
passage of standard and customary background checks. The Executive agrees to perform all of the services required to fully and faithfully
execute the offices and positions to which the Executive is appointed and such other services as may be reasonably directed by the Board
of Directors of the Company in accordance with this Agreement.


 


(b) Modifications.
The precise duties to be performed by the Executive may be extended or curtailed in the discretion of the Board of Directors of the
Company, as reflected in writing. However, except for termination for Cause (as hereinafter defined in this Agreement), the failure of
the Executive to be elected, be reelected or serve as a director of the Company during the term of this Agreement, the removal of the
Executive as a member of the board of directors of the Company, the withdrawal of the designation of the Executive as President and Chief
Executive Officer of the Company or the assignment of the performance of duties incumbent on the foregoing offices to other persons without
the prior written consent of the Executive shall constitute termination without Cause by the Company.


 


 






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(c) Employee
Handbook. From time to time, the Company or its parent companies may issue policies and procedures applicable to employees and the
Executive including an Employment Policies Manual or Employee Handbook. The Executive agrees to comply with such policies and procedures,
except to the extent such policies are inconsistent with this Agreement. Such policies and procedures may be supplemented, modified,
changed or adopted without notice in the sole discretion of the Company at any time. In the event of a conflict between such policies
and procedures and this Agreement, this Agreement shall control unless compliance with this Agreement will violate any governmental law
or regulation applicable to the Company or its affiliated entities. Any activity by the Executive that is expressly permitted by this
Agreement is hereby deemed by the Company not to violate such policies and procedures.


 


3. Other
Activities. The Executive shall not be restricted from maintaining or making investments, or engaging in other businesses, enterprises
or civic, charitable or public service functions if such activities, investments, businesses or enterprises do not result in a violation
of applicable state or federal law. The Executive has in the past conducted business activities individually, and directly and indirectly
by, through, and under various entities owned or controlled by the Executive, in whole or in part, more particularly set forth on Exhibit
"B" hereto (the "Executive Affiliates"). The Executive shall be permitted to continue to conduct
such activities by, through, and under the Executive Affiliates. To the fullest extent permitted by applicable law, and notwithstanding
any other provisions of this Agreement, or any other agreement, the Company covenants and agrees not to prosecute, file or maintain any
action, controversy, dispute, or proceeding, and does hereby expressly eliminate, waive, disclaim and release, any and all fiduciary
duties of the Executive that may arise pursuant to performance of its or their obligations or exercise of its or their rights pursuant
to this Agreement, or that may arise pursuant to any other standard, to any party herein, including, without limitation, to the Company,
its shareholders, and in the case of insolvency or the zone of insolvency, to creditors of any character or claim, INSOFAR AND ONLY INSOFAR
as such actions or controversies may arise out of or relate to the Executive Affiliates or Executive's control over or business dealings
by, through, or under the Executive Affiliates. The Company further agrees that for the term of this Agreement, the Executive is expressly
permitted and authorized to directly or indirectly own, manage, operate, join, control and/or participate in the ownership, management,
operation or control of, or be connected as an officer, employee, partner or otherwise with any business engaged in business or operations
that compete or relate to, directly or indirectly, the business of the Company, or any proposed business, products, services, or strategy
of the Company, or any business activity substantially and materially related to the Company business INSOFAR AND ONLY INSOFAR as activities
may arise out of or relate to the Executive Affiliates or Executive's control over the Executive Affiliates. The legal doctrines of "corporate
opportunity," "business opportunity" and similar doctrines shall not be applied to any of Executive's business dealings
by, through, with, or under the Executive Affiliates provided that (a) Executive routinely informs the Board of Directors of the
Company of any matter involving the Executive Affiliates that might trigger or invoke the "corporate opportunity", "business
opportunity", or similar doctrines, and either (b) (i) the disinterested members of the Board of Directors of the Company approves
the Executive's pursuit of such opportunities through the Executive Affiliates, or (ii) the disinterested members of the Board of Directors
thereafter fails to take any action with respect to such opportunities within thirty (30) calendar days after being so informed of such
opportunities. The Company and the Executive agree that the Executive may, upon written notice to the Company, amend, modify, and replace
Exhibit "B" to this Agreement at any time or from time to time, in their sole and absolute discretion, to more accurately
reflect a then-current listing of the Executive Affiliates. Except as expressly set forth in this Agreement, nothing shall prohibit,
prevent, or restrain the Executive from buying, purchasing, selling, forming, or dissolving any Executive Affiliate or other entity that
may become an Executive Affiliate.


 


4. Executive's
Compensation. The Company agrees to compensate the Executive as follows:


 


(a) Base
Compensation. Shares of the Company’s common stock equal to the annual amount of not less than One Million and No/100s US Dollars
($1,000,000.00 USD) (the "Base Compensation"), shall be paid to the Executive in equal quarterly installments,
beginning on the Effective Date during the Term of this Agreement. The Base Compensation for each year of the term hereof will be priced
per share based on the volume-weighted average price for the preceding five (5) NASDAQ trading days prior to the Effective Date or annual
anniversary of this agreement, as applicable. All shares comprising the Base Compensation must be issued under the Company’s 2021
Equity and Incentive Plan or successor plan and otherwise in accordance with applicable law and the rules and regulations of The Nasdaq
Capital Market, and, in the event that any such shares cannot be issued because compliance with such requirements has not been met, the
obligation to issue such shares will be accrued until such time as such compliance requirements have been satisfied.


 


(b) Discretionary
Bonus. The Executive shall be eligible for such bonuses in such amounts and at such times, annual or otherwise, as determined in
the discretion of the Compensation Committee of the Board of Directors of the Company.


 


 






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(c) Benefits.
The Company agrees to extend to the Executive retirement benefits, deferred compensation, reimbursement of reasonable expenditures
for dues, travel and entertainment and any other benefits the Company provides to other executives or officers from time to time on the
same terms as such benefits are provided to such individuals, as well as coverage under the Company’s medical, life and disability
insurance plans, if any (the "Benefits"). If the Executive is accepted for coverage under such plans, the Company
will provide such coverage on the same terms as is customarily provided by the Company to the plan participants as modified from time
to time. The Company may condition any such benefits on the Executive paying any amounts which the Company requires other employees to
pay with respect to such benefits.


 


(d) Vacation.
The Executive will be entitled to take paid time off and vacation in accordance with the Company’s general employment policies.


 


5. Term.
This Agreement shall be for a term commencing on the Effective Date and terminating at the conclusion of the Executive's employment
by the Company, whether by resignation, termination without cause, termination for cause, or death.


 


6. Termination.
This Agreement may be terminated in accordance with the following terms and conditions:


 


(a) Termination
without Cause. The Executive or the Company may terminate the Executive's employment without Cause at any time by the service of
written notice of termination to the Executive specifying an effective date of such termination not sooner than five (5) business days
after the date of such notice (the "Termination Date"). In the event the Executive is terminated without Cause,
the Executive shall be entitled to a lump sum payment of: (i) the Base Compensation for the remaining period of time until the annual
anniversary of this Agreement; (ii) excepting participation in any retirement or deferred compensation plan maintained by the Company,
continuation of the Benefits at the levels and on the terms provided on the date of termination hereunder, for the remaining period of
time until the annual anniversary of this Agreement; (iv) all accrued but unused paid time off, vacation days, personal days, and sick
days (the "Termination Compensation").


 


(b) Termination
for Cause. The Company may terminate this Agreement for Cause. For purposes of this Agreement, "Cause" means:
(a) the willful and continued failure of the Executive to perform substantially the Executive’s duties with the Company or one
of the Company subsidiaries (other than a failure resulting from incapacity due to physical or mental illness), after a written demand
for substantial performance is delivered to the Executive by the Board of Directors which specifically identifies the manner in which
the Board of Directors believes that the Executive has not substantially performed the Executive’s duties; or (b) the willful engaging
by the Executive in illegal conduct, gross misconduct or a clearly established violation of the Company’s written policies and
procedures, in each case which is materially and demonstrably injurious to the Company. For purposes of this provision, an act or failure
to act, on the part of the Executive, will not be considered "willful" unless it is done, or omitted to be done, by the Executive
in bad faith or without reasonable belief that the Executive’s action or omission was in the best interests of the Company. Any
act, or failure to act, based on authority given pursuant to a resolution duly adopted by the Board of Directors or based on the advice
of counsel for the Company will be conclusively presumed to be done, or omitted to be done, by the Executive in good faith and in the
best interests of the Company. In the event this Agreement is terminated for Cause, the Company shall have only the obligation to pay
(i) accrued but unpaid Base Compensation and (ii) accrued but unpaid paid time off, including sick days, vacation days, and personal
days, to the Executive after the effective date of such termination. This Agreement will not be deemed to have terminated for Cause unless
a written determination specifying the reasons for such termination is made, approved by a majority of the independent and disinterested
members of the Board of Directors of the Company and delivered to the Executive. Thereafter, the Executive will have the right for a
period of thirty (30) days to request a Board of Directors meeting to be held at a mutually agreeable time and location to be attended
by the members of the Board of Directors in person, at which meeting the Executive will have an opportunity to be heard. Failing such
determination and opportunity for hearing, any termination of this Agreement will be deemed to have occurred without Cause.


 


(c) Termination
for Diminution of Duties or Relocation. If the Executive resigns their Employment for (i) a material and adverse diminution of the
Executive's duties, responsibilities or authorities, including removal or failure by the Company to renominate the Executive as a Director
or Chairman of the Board of Directors, or (ii) a reduction in the Base Compensation (a "Diminution"), then the
Executive shall be entitled to the Termination Compensation. The Executive must deliver written notice of a Diminution to the Board of
Directors of the Company and permit the Company thirty (30) days to cure such Diminution.


 


 






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(d) Termination
after Change in Control. If, during the term of this Agreement, (i) a party (other than the Company, its affiliates, the Executive,
and the Executive Affiliates) acquires forty percent (40%) or more of the outstanding voting equity interests in the Company or its parent
company, (ii) the Company or its parent company sell all or substantially all of the Company's assets, or (iii) the Board of Directors
of the Company approve a resolution or plan for liquidation or dissolution of the Company (each, a "Change in Control"),
then the Executive shall be entitled to the Termination Compensation.


 


(e) Payment.
The Termination Compensation under this paragraph shall be paid no later than ten (10) calendar days subsequent to termination of
the Executive's employment. All payments shall be made in either United States Dollars or shares of the Company’s common stock,
in the form in which the Executive was receiving his Base Compensation at the time of termination, unless the parties shall otherwise
mutually agree, less applicable governmental withholdings. Subsequent to a termination without Cause of the Executive's employment, the
receipt of a notice of Diminution of Duties by the Board of Directors, or a Change in Control, the Company shall be prohibited from terminating
the Executive for Cause.


 


(f) Release.
As a condition to receiving the Termination Compensation, the Company may require the Executive to execute a Release in the form
attached hereto as Exhibit "A". The Company shall be obligated to pay the Executive in accordance with the terms hereof
only if the Executive returns an originally-executed copy of the Release to the Company's designated representative.


 


7. Death
of Executive. If the Executive dies during the term of this Agreement, the Company shall be obligated to pay the Executive's designee
or estate the Termination Compensation at the time of the Executive's death in addition to any Benefits that may be due and owing to
the Executive.


 


8. Arbitration.
Any dispute, controversy or claim arising out of or relating in any way to the employment of the Executive or this Agreement, including
without limitation any dispute concerning the construction, validity, interpretation, enforceability or breach of Agreement, shall be
exclusively resolved by confidential, binding arbitration upon a Party’s submission of the dispute to arbitration. The demand for
arbitration shall be made within a reasonable time after the claim, dispute or other matter in question has arisen, and in no event shall
it be made more than four (4) years from when the aggrieved Party knew or should have known of the controversy, claim, dispute or breach.


 


(a) This
agreement to arbitrate shall be specifically enforceable. A Party may apply to any court with jurisdiction for interim or conservatory
relief, including without limitation a proceeding to compel arbitration.


 


(b) The
arbitration shall be conducted by one (1) arbitrator to be selected by the Executive. Any Party may initiate arbitration by serving notice
upon the other Party and filing a demand for arbitration with the American Arbitration Association.


 


(c) Unless
waived in writing by all parties to the arbitration, the arbitration shall be conducted in accordance with the then-existing Employment
Arbitration Rules and Mediation Procedures of the American Arbitration Association, and shall be held and conducted in Dallas County,
Texas.


 


(d) Except
as may be required by law, neither Party nor its representatives may disclose the existence, content, or results of any arbitration hereunder
without the prior written consent of the other Party.


 


(e) The
arbitrator shall have no authority to award punitive, consequential, special, or indirect damages, or equitable relief. The arbitrator
shall award interest from the time of the breach to the time of award at the rate equal to the prime rate of interest published in the
most recent edition of The Wall Street Journal at the time of any award plus three percent (3%) (the "Adjusted Prime
Rate").


 


(f) The
cost of the arbitration proceeding, as applicable (including, without limitation, reasonable attorneys’ fees and costs, expert
fees, arbitrator fees, and related costs and expenses), shall be borne by the non-prevailing Party. The cost of any proceeding in court
to confirm or to vacate any arbitration award shall be borne by the non-prevailing Party thereto. For purposes of this subsection, the
"non-prevailing Party" is the Party obtaining the lesser monetary award, or in the absence of a monetary award between the
Parties, the Party against whom the greater equitable relief is to be enforced.


 


 






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(g) The
arbitrator’s award or decision shall be final, binding, and non-appealable. It is specifically understood and agreed that any Party
may enforce any award rendered pursuant to the arbitration provisions hereof by bringing suit in a court of competent jurisdiction situated
in Dallas County, Texas. IN RESPECT OF ANY ENFORCEMENT ACTION OR OTHER PROCEEDING ARISING OUT OF OR RELATING TO THIS AGREEMENT, EACH
OF THE PARTIES HERETO IRREVOCABLY CONSENTS AND WAIVES ALL OBJECTION TO THE CONTRARY TO THE SOLE AND EXCLUSIVE JURISDICTION AND VENUE
OF ANY COURT OF COMPETENT JURISDICTION LOCATED WITHIN HARRIS COUNTY, STATE OF TEXAS, WAIVES PERSONAL SERVICE OF ANY AND ALL PROCESS UPON
HIM, AND CONSENTS THAT ALL SUCH SERVICE OF PROCESS MAY BE MADE BY FIRST CLASS REGISTERED OR CERTIFIED MAIL, POSTAGE PREPAID, RETURN RECEIPT
REQUESTED, DIRECTED TO HIM AT THE ADDRESS SPECIFIED IN THIS AGREEMENT.


 


9. Miscellaneous.
The Parties further agree as follows:


 


(a) Time.
Time is of the essence with respect to this Agreement.


 


(b) Notices.
Any notice, payment, demand or communication required or permitted to be given by any provision of this Agreement will be in writing
and will be deemed to have been given when delivered personally or by facsimile to the party designated to receive such notice, or on
the date following the day sent by overnight courier, or on the third (3rd) business day after the same is sent by certified mail, postage
and charges prepaid, directed to the following address or to such other or additional addresses as any party might designate by written
notice to the other party:


 


	 	To the Company:	Vivakor, Inc.




4101 North
Thanksgiving Way


Lehi, UT
84043


Attn: Tyler
Nelson, Chief Financial Officer


 


With a copy,
which shall not constitute service, to:


 


Lucosky
Brookman LLP


101 Wood
Ave. South


Woodbridge,
NJ 08830


Attn: Scott
E. Linsky


 


	 	To the Executive:	James H. Ballengee




6617 Golf
Drive


Dallas,
Texas 75205


Email
jballengee@ballengeeholdings.com


 


With a copy,
which shall not constitute service, to:


 


Jackson
Walker LLP


2323 Ross
Ave., Ste. 600


Dallas,
TX 75201


Attn: Pat
Knapp


Email pknapp@jw.com


 


(c) Assignment.
The Company may assign this Agreement in whole upon the written consent of Executive, which shall not be unreasonably withheld. The
Executive may not assign this Agreement in whole or in part.


 


(d) Governing
Law. This Agreement shall be interpreted in accordance with the laws of the State of Texas, without regard to its rules regarding
conflicts of laws.


 


 






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(e) Construction.
This Agreement is intended to be interpreted according to its plain meaning within the four corners of the document. Headings are
used for reference only and are not intended to have any binding effect on the construction hereof.


 


(f) Severance.
If any provision of this Agreement or the application thereof is determined, to any extent, to be invalid or unenforceable, the remainder
of this Agreement, or the application of such provision, shall not be affected thereby, and each other term and provision of this Agreement
shall remain valid and enforceable to the fullest extent permitted by law.


 


(g) Entire
Agreement. This Agreement, together with increases to the Base Compensation and any other compensation owing to Executive as determined
by the Board of Directors, constitute the complete Agreement of the Parties with respect to the subject matter contemplated herein. Each
and every prior agreement, whether oral or written, concerning the Executive's employment is hereby expressly superseded and replaced
by this Agreement. This Agreement may not be modified except in a writing signed by both parties.


 


(h) Binding
Effect. This Agreement shall be binding on the parties and their respective successors, legal representatives and permitted assigns.
In the event of a merger, consolidation, combination, dissolution or liquidation of the Company, the performance of this Agreement will
be assumed by any entity which succeeds to or is transferred the business of the Company as a result thereof.


 


 


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COMPANY'S SIGNATURE PAGE


 


IN WITNESS WHEREOF, the Company
has executed and entered into this Agreement as of the Effective Date.


 


 


	 	COMPANY:
	 	 
	 	VIVAKOR,
INC., a Nevada corporation
	 	 
	 	 
	 	By: /s/ Tyler Nelson                          
	 	Name: Tyler Nelson
	 	Title: Chief Financial Officer






 


 


 


 


 


 


 


 






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EXECUTIVE'S SIGNATURE PAGE


 


IN WITNESS WHEREOF, the Executive
has executed and entered into this Agreement as of the Effective Date.


 


 





	 	EXECUTIVE:
	 	 
	 	 
	 	/s/ James H. Ballengee                          
	 	James H. Ballengee, individually



 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 






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EXHIBIT "A"


FORM OF


GENERAL RELEASE AND WAIVER


 


For and in consideration of
the payments and benefits due to the undersigned under that certain Executive Employment Agreement dated October 28, 2022, executed by
Vivakor, Inc. and James H. Ballengee (the "Employment Agreement"), and for other good and valuable consideration,
the undersigned (the "Employee") hereby agrees, for the Employee, the Employee’s spouse and child or children
(if any), the Employee’s heirs, beneficiaries, devisees, executors, administrators, attorneys, personal representatives, successors
and assigns, to forever release, discharge and covenant not to sue Vivakor, Inc., any of its subsidiaries, or any of their affiliates
(collectively, the "Company"), or any of their predecessors, successors, or assigns, and, with respect to such
entities, their officers, directors, trustees, employees, agents, administrators, representatives, attorneys, insurers and fiduciaries,
past, present and future (the "Released Parties") from any and all claims relating to the Employee’s employment
or other service relationship with the Released Parties, including but not limited to any claims arising out of, or related to the Employee’s
compensation as an employee or other service provider of or to the Released Parties, or the Employee’s separation from employment
with the Released Parties, in each case which the Employee now has or may have against the Released Parties, whether known or unknown
to the Employee, by reason of facts which have occurred on or prior to the date that the Employee has signed this Release. Such released
claims include, without limitation, any and all claims under federal, state or local laws pertaining to employment, including, without
limitation, the Civil Rights Act of 1964, as amended, 42 U.S.C. Section 2000e et. seq., the Fair Labor Standards Act, as amended, 29 U.S.C.
Section 201 et. seq., the Americans with Disabilities Act, as amended, 42 U.S.C. Section 12101 et. seq., the Reconstruction Era Civil
Rights Act, as amended, 42 U.S.C. Section 1981 et. seq., the Rehabilitation Act of 1973, as amended, 29 U.S.C. Section 701 et. seq., the
Family and Medical Leave Act of 1992, 29 U.S.C. Section 2601 et. seq., and any and all federal, state, foreign or local laws regarding
employment discrimination or wage payment and/or federal, state, foreign or local laws of any type or description regarding employment.


 


The Employee has read this
Release carefully, acknowledges that the Employee has been given at least forty-five (45) days to consider all of its terms and has been
advised to consult with an attorney and any other advisors of the Employee’s choice prior to executing this Release, and the Employee
fully understands that by signing below the Employee is voluntarily giving up rights which the Employee may have to sue or bring any other
claims against the Released Parties, including rights and claims under the Age Discrimination in Employment Act. The Employee also understands
that the Employee has a period of seven (7) days after signing this Release within which to revoke his or her agreement, and that neither
the Company nor any other person is obligated to make the payments or provide the benefits under the Employment Agreement that are conditioned
upon the execution and non-revocation of this Release until eight (8) days have passed since the Employee’s signing of this Release
without the Employee’s signature having been revoked. Finally, the Employee has not been forced or pressured in any manner whatsoever
to sign this Release, and the Employee agrees to all of its terms voluntarily.


 


Notwithstanding anything else
herein to the contrary, this Release shall not: (i) affect any rights of the Employee to indemnification or liability insurance coverage
the Employee may have under the by- laws (or similar governing documents) of any entity constituting the Company or applicable law, (ii)
release any claim that cannot be released as a matter of applicable law, (iii) bar Employee’s right to file an administrative charge
with the Equal Employment Opportunity Commission (EEOC) and/or to participate in an investigation by the EEOC, although this Release does
bar Employee’s right to recover any personal relief if Employee or any person, organization, or entity asserts a charge on Employee’s
behalf, including in a subsequent lawsuit or arbitration, (iv) release the Company’s legally binding obligations under the Employment
Agreement, (v) claims to any benefit entitlements vested as the date of separation of Employee’s employment, or (vi) release any
of the Employee’s rights as a holder of vested equity securities or options or other rights in respect thereof.


 


The Employee has not been
forced or pressured in any manner whatsoever to sign this Release, and the Employee agrees to all of its terms voluntarily. This Release
shall be governed by Texas law, without regard to its rules regarding conflicts of laws.


 


EMPLOYEE:


 


 


______________________________


James H. Ballengee, individually


 


 






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EXHIBIT "B"


EXECUTIVE AFFILIATES


AS OF THE EFFECTIVE DATE


 


		1.	Bacchus Capital Trading, LLC, a Louisiana limited liability company
		2.	Ballengee Group, LLC, a Texas limited liability company
		3.	Ballengee Holdings, LLC, a Texas limited liability company
		4.	Ballengee Interests, LLC, a Louisiana limited liability company
		5.	Bayou Swabbing & Construction, LLC, a Louisiana limited liability company
		6.	BG Football, LLC, a Texas limited liability company
		7.	BSG Holdings, LLC, a Texas limited liability company
		8.	Double J Operating, LLC, a Texas limited liability company
		9.	Endeavor Crude, LLC, a Texas limited liability company
		10.	Frierson Real Estate Holdings, LLC, a Texas limited liability company
		11.	GeneIQ, LLC, a Texas limited liability company
		12.	Hillsboro Processing, LLC, a Texas limited liability company
		13.	iShuttle Specialty Services, LLC, a Louisiana limited liability company
		14.	Jamex Marketing, LLC, a Louisiana limited liability company
		15.	JAW Ventures, LLC, a Texas limited liability company
		16.	JBAH Holdings, LLC, a Texas limited liability company
		17.	Jorgan Development, LLC, a Louisiana limited liability company
		18.	Jupiter Equipment Leasing, LLC, a Texas limited liability company
		19.	Lisbon Refinery JV, LLC, a Louisiana limited liability company
		20.	Meridian Equipment Leasing, LLC, a Texas limited liability company
		21.	Nakota Trucking, LLC, a Montana limited liability company
		22.	Northstar Shipper, LLC, a Texas limited liability company
		23.	Oracle Partners Midstream, LLC, a Texas limited liability company
		24.	Posse Monroe, LLC, a Texas limited liability company
		25.	Posse Wasson, LLC, a Texas limited liability company
		26.	Red River CNG, LLC, a Louisiana limited liability company
		27.	Remuda Parkway, LLC, a Texas limited liability company
		28.	Silver Fuels, LLC, a Texas limited liability company
		29.	Silver Fuels NGL Processing, LLC, a Texas limited liability company
		30.	Silver Fuels Processing, LLC, a Texas limited liability company
		31.	Stellify, LLC, a Texas limited liability company
		32.	Stellify Studios, LLC, a Texas limited liability company
		33.	Waskom Enterprises, LLC, a Texas limited liability company
		34.	White Claw Crude, LLC, a Texas limited liability company
		35.	White Claw Renegade, LLC, a Texas limited liability company



 


 


 






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