Vivakor, Inc. as the borrower; Vivaventures Management Company, Inc., Vivaventures Oil Sands, Inc., Silver Fuels Delhi, LLC, White Claw Colorado City, LLC, Vivaventures Remediation Corporation and Vivaventures Energy Group, Inc., which are the Company's subsidiaries, as guarantors; Cedarview Opportunities Master Fund LP, as the lender; and Cedarview Capital Management, LLC, as the agent, entered into a Loan and Security Agreement. Pursuant to the Loan and Security Agreement, the Company issued a secured promissory note in the principal amount of $3,000,000, and the Lenders agreed to provide a $3,000,000 term loan to the Company (the ? Term Loan?).

On February 6, 2024 (the ? Closing Date?), the Company received the net proceeds from the Term Loan, less a 3% origination fee. The transaction documents were signed on February 5, 2024, and became effective as of the Closing Date.

The amounts borrowed under the Loan and Security Agreement will bear interest at a rate per annum of 22%. The Company also paid certain fees and transaction expenses in connection with the release of the funds in connection with the Term Loan. The principal amounts due under the Term Loan are payable as follows: (i) for the first three (3) months, the Company shall make an interest only payment of $165,000, which the Company prepaid on the Closing Date, and (ii) for the following twelve (12) months, the Company shall make monthly installment payments of $250,000 plus interest, which must be made on or before May 5, 2025 (the ?

Maturity Date?). In the event of any prepayment, which may only occur from the beginning of the third to the end of the sixth calendar month after the Closing Date, the Company shall pay a prepayment premium in the amount of ten percent (10%) of the principal amount of the Term Loan outstanding prior to such prepayment. Notwithstanding the foregoing, if and when the Company raises in the aggregate $7,500,000 or more from the sale of its equity in sales (other than in connection with any acquisition, merger, or like transaction) completed more than ninety (90) calendar days after the Closing Date, the Company shall immediately offer to prepay the entire outstanding balance of the Term Loan, which offer may be accepted or rejected by the Agent.

The amounts borrowed pursuant to the terms of the Loan and Security Agreement are secured by substantially all of the present and after-acquired assets of the Company and the Subsidiaries, except for certain after-acquired assets that were excepted by a letter agreement between the parties. Additionally, the Company?s obligations under the Loan and Security Agreement are jointly and severally guaranteed by substantially all of the Subsidiaries (collectively, the Company and the Subsidiaries which have guaranteed the Company?s obligations under the Loan and Security Agreement, the ? Loan Parties?).

The Loan and Security Agreement contains customary representations, warranties and affirmative and negative financial and other covenants for a loan of this type. The closing was subject to customary closing conditions. In connection with the Loan and Security Agreement, and as additional consideration for the Lender agreeing to loan funds to the Company thereunder, the Company issued an irrevocable letter to its transfer agent to reserve 3,000,000 shares of the Company?s common stock (the ?

Collateral Securities?) until the Term Loan was repaid in full. In the event the Term Loan is not paid in full by the Maturity Date, the Agent may instruct the Transfer Agent to issue the Collateral Securities to the Agent, which the Agent may then sell until such time the amounts due under the Term Loan are repaid in full, after which any shares of Collateral Securities remaining shall be returned to the Company. The Company paid $70,000 to a finder in relation to obtaining the Term Loan and issued to the Lender 300,000 shares of the Company?s common stock, restricted in accordance with Rule 144, as additional consideration for the Term Loan.