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CARTER COUNTY • CJ-2026-00070

Buller Real Estate, LLC v. JKT Wilson, LLC

Filed: Feb 27, 2026
Type: CJ

What's This Case About?

Let’s be real: the most insane thing about this case isn’t the $288,000 in debt, the oilfield tanks, or even the alphabet soup of LLCs named after someone’s initials. It’s that in 2023, someone still thought it was a good idea to lend nearly a quarter of a million dollars to a guy named Kenneth Bounds, through three separate companies that are already inactive and lapsed in Oklahoma, secured by equipment worth less than a quarter of the loan, and then also signed a personal guarantee—like this wasn’t already a financial horror story waiting to happen.

Welcome to the wild world of Oklahoma oilfield finance, where the stakes are high, the paperwork is endless, and the collateral looks like it was left behind after a fracking convention shut down early. This is the saga of Roger Buller, a Kansas-based real estate LLC owner with a side hustle in high-interest lending, and Kenneth Bounds, a Texas-based businessman with more LLCs than active bank accounts and apparently a deep need for cash. Their story unfolds like a modern-day Western—except instead of six-shooters, they’re armed with promissory notes, UCC filings, and the cold, unblinking eye of the Carter County District Court.

Roger Buller—yes, the man, the myth, the LLC—is no stranger to structured debt. Through Buller Real Estate, LLC, he’s playing the role of both angel investor and repo man. But this isn’t some casual loan between friends. We’re talking two promissory notes: one for $10,000, another for $218,000, both dated December 2023, both charging a tidy 9.5% interest—way above average, but not technically usurious, so Oklahoma law gives a shrug and says “carry on.” The borrowers? JKT Wilson, LLC and JKT Leasing-OK, LLC—both managed by Kenneth Bounds, both based in Addison, Texas, and both, according to the filing, inactive and lapsed in Oklahoma at the time the loans were made. That’s like approving a mortgage for someone whose credit score is “missing.”

But wait—there’s more. The $218,000 loan was supposedly secured by a mortgage on a half-acre of land in Carter County, Oklahoma—specifically, “the South Half of the Southwest Quarter of the Northwest Quarter” of Section 10. If you’re thinking that sounds like a GPS coordinate from a treasure map, you’re not wrong. But here’s the kicker: that same property was already mortgaged in 2017 for $60,000. So Buller’s 2023 mortgage? It’s a second lien. Meaning if this thing goes south—and spoiler: it did—Buller only gets paid after the first lender is made whole. And now he wants to foreclose on a property that may not even cover the original loan, let alone his $218k bet.

Then there’s the collateral. Oh, the collateral. The Security Agreement lists enough oilfield gear to outfit a small frac crew: backhoes, steel tanks, centrifuges, control panels, a heatbox, a drift trailer, and a polymer blending unit—because of course. The total fair market value of all this equipment? According to Buller’s own filing, not more than $50,000. That’s right. He loaned $228,000 and is holding $50,000 worth of rusty tanks and office furniture as security. It’s like financing a Tesla with a down payment of a used lawnmower.

And just in case you thought this couldn’t get more chaotic, enter Kenneth Bounds, individually, who signed a Commercial Guaranty Agreement—meaning he put his personal finances on the line. No “limited liability” safety net here. If the LLCs fold (and they already have), he owes the money. And yet, Buller still had to assign the notes from Roger Buller the person to Buller Real Estate, LLC—because apparently, even the lender couldn’t decide whether he was a man or a business. It’s financial identity crisis meets cowboy capitalism.

So why are they in court? Because, surprise, the payments stopped. As of September 2025, the $10,000 note was worth $12,542.59 with interest. The $218,000 note? A cool $266,063.42. Buller, now acting through his LLC, is suing for breach of contract, demanding judgment on both notes, foreclosure on the Oklahoma property, repossession of the equipment, and the appointment of a receiver—basically, a court-appointed babysitter to take control of the assets before anyone else (like the other lienholders) can grab them.

And who are those other lienholders? Glad you asked. There’s AG & Oil Field, LLC, with a $21,714 judgment lien. Gravity Power & Rental, LLC, sitting on a $37,429 oil and gas well lien. First Business Specialty Finance, LLC, lurking with a UCC filing. Plus, the Carter County Treasurer and Board of County Commissioners, who might be owed property taxes. And, of course, “Unknown Occupants”—a legal placeholder for whoever’s living or working on the land, now getting a 90-day eviction notice in the fine print of a foreclosure petition. It’s less a lawsuit, more a financial demolition derby.

Buller wants $288,000—plus interest, attorney fees, repossession costs, and the right to sell the property at sheriff’s sale. Is $288,000 a lot? In most contexts, yes. But in oilfield lending, where one frac tank can cost $30,000, it’s not outrageous. The absurdity isn’t the amount—it’s the structure. Lending that much to inactive companies, secured by depreciating equipment and a second-position mortgage, with a personal guarantee from a guy in Texas? It’s either bold or reckless. And given that we’re in court, our money’s on reckless.

Our take? The most absurd part isn’t even the math—it’s the sheer number of LLCs named after someone’s initials. JKT Wilson, JKT Leasing-OK, JKT Reclamation—what is this, a secret society? And why does Kenneth Bounds have three of them, all lapsed, all borrowing money, as if he’s playing financial Jenga with his own empire? Meanwhile, Roger Buller, the lender, seems to have forgotten the first rule of lending: don’t loan money to people who already can’t pay their taxes or keep their businesses active. This isn’t a foreclosure case. It’s a monument to overconfidence on both sides.

We’re rooting for the backhoe. At least it’s honest.

Case Overview

$288,000 Demand Petition
Jurisdiction
District Court, Oklahoma
Relief Sought
$288,000 Monetary
Claims
# Cause of Action Description
1 breach of contract plaintiff seeks to recover on two promissory notes, one in the amount of $10,000 and one in the amount of $218,000

Petition Text

25,233 words
IN THE DISTRICT COURT IN AND FOR THE TWENTIETH JUDICIAL DISTRICT CARTER COUNTY, STATE OF OKLAHOMA BULLER REAL ESTATE, LLC, Plaintiff, vs. JKT LEASING OK LLC; JKT WILSON LLC; JKT RECLAMATION LLC; KENNETH BOUNDS, INDIVIDUALLY; UNKNOWN OCCUPANTS; THE COUNTY TREASURER OF CARTER COUNTY, STATE OF OKLAHOMA; AND THE BOARD OF COUNTY COMMISSIONERS OF CARTER COUNTY, STATE OF OKLAHOMA; AG & OIL FIELD, LLC; FIRST BUSINESS SPECIALTY FINANCE, LLC, and GRAVITY POWER & RENTAL, LLC, Defendants. Case No. CJ-2026-70 PETITION COMES NOW the Plaintiff above named, Buller Real Estate, LLC, hereinafter referred to as "Buller," and for his cause of action against the Defendants above named, JKT Wilson, LLC, JKT Leasing-OK, LLC, hereinafter referred to hereinafter as "Makers," JKT Reclamation, LLC, Kenneth Bounds, Individually, hereinafter referred to as "Bounds," Unknown Occupants, The County Treasurer of Carter County, State of Oklahoma, and The Board of County Commissioners of Carter County, State of Oklahoma, and AG & Oil Field, LLC, First Business Specialty Finance, LLC, and Gravity Power & Rental, LLC, and sets forth the following, to-wit: 1. The Makers, JKT Wilson, LLC, and JKT Leasing-OK, LLC, executed a Promissory Note in favor of Roger Buller, individually, effective December 13, 2023, in the principal sum of up to $10,000.00, being Note No. 001. A copy of which is attached hereto as Exhibit “A” and incorporated herein by reference. 2. The Makers, JKT Wilson, LLC, and JKT Leasing-OK, LLC, executed a Promissory Note in favor of Roger Buller, individually, dated effective December 1, 2023, in the principal sum of up to $218,000.00, being Note No. 002. A copy of which is attached hereto as Exhibit “B” and incorporated herein by reference. 3. The Maker, JKT Leasing-OK, LLC, executed a Mortgage in favor of Buller to secure the satisfaction of Promissory Notes No. 001 and No. 002, dated effective February 1, 2017, and recorded in Book 7466 at Page 582 in the office of the County Clerk of Carter County, State of Oklahoma. The Mortgage is attached hereto as Exhibit “C” and incorporated herein by reference and covers the following described real property, to-wit: The South Half of the Southwest Quarter of the Northwest Quarter (S/2 SW/4 NW/4) of Section Ten (10), Township Four (4) South, Range Two (2) West, Carter County, Oklahoma. 4. The Makers executed a Security Agreement in favor of Roger Buller, individually, dated December 7, 2023, concurrently and in connection with the execution of Promissory Notes No. 001 and No. 002, to secure the satisfaction thereof. The Security Agreement, attached hereto as Exhibit “D,” and incorporated herein by reference, pledges as collateral the following described personal property, to-wit: All Business Assets, including but not limited to equipment, whether now or presently existing and hereafter arising or acquired, including any replacements thereto, of whatever kind which the Borrower has now or may hereafter acquire including, but not limited to, all fixtures, machinery, and equipment, including furniture, stock, trade fixtures, and machinery, together with any and all replacements thereof, and any and all proceeds derived therefrom, all which shall be hereafter referred to as “Collateral,” which shall include but not be limited to that which is described below, to wit: NON-ROLLING STOCK (EXCEPT FOR BACKHOE), "AS IS, WHERE-IS" 1 2013 Caterpillar 420E Backhoe VIN CAT0420EKKMW02369 1 2014 Custom Open-Top Frac Tank 1 2014 1,300 BBL Steel Tank 1 2014 210 BBL Steel Tank 1 2015 400 BBL Fiberglass Tank 1 2015 Control Panel 8 2015 400 BBL Steel Tanks 1 2015 750 BBL Steel Tank 1 2015 20 BBL Steel Tank 1 2019 90 BBL Steel Tank 1 2015 Shaker 1 Conex 1 Centrisys CS-21-4 PH 1 Max2000 Pump P-053 1 2019 Polymer Blending Unit 1 2019 Suspended Piping System 1 MCM 118 Series Pump 1 2014 Table-Top Centrifuges 1 Miscellaneous Tools, Toolboxes, tables, et cetera 1 Miscellaneous Office Furniture & Supplies 1 Metal Building Office 1 Heatbox with associated propane tanks and fire suppression system 1 Drift Trailer 1 Power Unit all oil and gas products, whether refined, produced, or otherwise. 5. The lien interest in and to the personal property described above was perfected by virtue of a UCC Financing Statement recorded with the office of the County Clerk of Oklahoma County, State of Oklahoma. The UCC Financing Statement is attached hereto as Exhibit “E” and incorporated herein by reference. 6. Kenneth Bounds, individually, executed a Commercial Guaranty Agreement in favor of the Roger Buller, individually, dated December 7, 2023, to secure and guaranty payment and satisfaction of Promissory Notes No. 001 and No. 002. Said Guaranty is an unconditional continuing debt guaranty and is attached hereto as Exhibit "F" and is incorporated herein by reference. 7. Roger Buller, individually, assigned all of his right, title and interest in and to the above described Promissory Notes, Security Agreement, UCC1 Financing Statement and Guaranty Agreement to Buller, by and through the Assignment of Promissory Notes, Security Agreement and Guaranty Agreement attached hereto as Exhibit "G" and is incorporate herein by reference. 8. The real property described above remains subject to the heretofore described Promissory Notes and Mortgage, for the reason that same have not been satisfied and released. 9. The personal property described above, which was pledged as collateral for satisfaction of Promissory Notes No. 001 and No. 002 has a fair market value not to exceed $ $50,000.00. 10. The personal property described herein has not been taken in execution on any order or judgment against Buller or for the payment of any tax, fine or amercement assessed against it, or by virtue of an order of delivery issued under the Oklahoma Statutes, or any other mesne or final process entered against Buller 11. Buller remains the owner and holder of the heretofore described Promissory Notes, Mortgage, Security Agreement, and Commercial Guaranty Agreement. The heretofore described Mortgage executed in favor of the Buller is a first and prior lien and mortgage against the above-described real property. 12. Buller would show that it is duly licensed and registered to do business in Oklahoma under both the name Buller Real Estate, LLC, and the trade name Roger Buller Real Estate, LLC. 13. Buller would show that JKT Wilson, LLC, JKT Leasing, LLC, and JKT Reclamation, LLC, though licensed to do business in Oklahoma, are all inactive, lapsed corporate entities in the State of Oklahoma, and are without sufficient capital to meet their business obligations in the State of Oklahoma. Therefore, the court should disregard JKT Wilson, LLC, JKT Leasing, LLC and JKT Reclamation, LLC, as separate entities, and permit the obligations made by JKT Wilson, LLC, and JKT Leasing, LLC, enforceable against JKT Reclamation, LLC. 14. Buller would show that Promissory Notes No. 001 and No. 002, and the Mortgage, Security Agreement, and Guaranty are in default pursuant to the terms and conditions thereof, including, but not limited to, failure of the Makers and Bounds to satisfy the payments due and owing thereon under the terms and conditions thereof, when due. There is due and owing under the terms and conditions of Promissory Note No. 001, as of September 12, 2025, the sum of $12,542.59, plus interest accrued and accruing at the contractual rate, and there is further due and owing under the terms and conditions of the Promissory Note No. 002, as of September 12, 2025, the sum of $266,063.42, plus interest accrued and accruing at the contractual rate, for which Buller seeks judgment against the Defendants, JKT Wilson, LLC, JKT Leasing-OK, LLC, and against Kenneth Bounds, individually, by virtue of the above described Commercial Guaranty Agreement. 15. Buller would show that the Co-Defendants, The County Treasurer of Carter County, State of Oklahoma, and The Board of County Commissioners of Carter County, State of Oklahoma, may claim a lien against the above described subject property for unpaid ad valorem taxes and Buller would show that said co-defendants should be required to set forth any right, title or interest which they may claim in and to the above described subject property, or be forever barred. 16. Buller would show that Co-Defendant, Ag & Oil Field, LLC, has filed a judgment lien in Carter County, State of Oklahoma, for the amount of $21,714.42, plus interest, recorded in Book 7764, at Page 253, on September 15, 2025, in the office of the Carter County Clerk, to secure satisfaction of a judgment entered in Carter County Case No. CJ-2025-83. Buller would show that said judgment lien is subsequent and inferior to Buller’s Mortgage upon the subject property. Buller would further show that Ag & Oil Field, LLC, should be required to set forth any right, title and interest or claim which it may have against the subject property, or forever be barred. 17. Buller would show that Co-Defendant, First Business Specialty Finance, LLC, has filed a UCC1 Financing Statement with the office of the Oklahoma County Clerk, and that said Co-Defendant may claim a lien against the above described subject property. Buller would show that First Business Specialty Finance, LLC, should be required to set forth any right, title and interest or claim which it may have against the subject property, or forever be barred. 18. Buller would show that Co-Defendant, Gravity Power and Rental, LLC, has filed an Oil and Gas Well Lien in Carter County, State of Oklahoma, for the amount of $37,429.20, plus interest, recorded in Book 7795, at Page 258, on November 4, 2025, in the office of the Carter County Clerk, to secure satisfaction of funds owed to it. Buller would show that said oil and gas well lien is subsequent and inferior to Buller’s Mortgage upon the subject property. 19. The Unknown Occupants of the property which is the subject of this cause of action will take notice that there is an action to foreclose a mortgage or mortgages against the property which is described above, and is the subject of this action, and that Buller seeks a judgment against the Makers and an order of foreclosure against the subject property, ordering that all mortgages be foreclosed and the subject property be appraised and sold at sheriff's sale. THE UNKNOWN TENANTS WILL TAKE NOTICE that in the case that Buller is the prevailing party and the subject property is ultimately sold at sheriff's sale, that the Unknown Tenants will be evicted, and therefore, the Unknown Tenants are hereby given 90 day notice of the termination of any rental or lease agreement with the Makers, in the case that Buller is the prevailing party herein, and the subject property is sold at sheriff's sale. 20. Buller would show that it has complied with the provisions of the Federal Real Estate Settlement Procedures Act, The Dodd-Franks Wall Street Reforming Act and the Consumer Protection Act, including, but not limited to, that which is referred to as Regulation X, and Buller moves the Court to enter an order that Buller has so complied. 21. Buller has or will verify and confirm that the Co-Defendant, Kenneth Bounds, is not in the military and as such, no provisions of the Servicemembers Civil Relief Act (formerly the Soldiers and Sailors Relief Act), nor any similar law applies to such Defendants. WHEREFORE, premises considered, Buller moves the Court to enter a money judgment against JKT Wilson, LLC, JKT Leasing-OK, LLC, JKT Reclamation, LLC, and against Kenneth Bounds, individually, regarding Promissory Note No. 001, as of September 12, 2025, the sum of $12,542.59, plus prejudgment and post-judgment interest accrued and accruing at the contractual rate, and regarding Promissory Note No. 002, as of September 12, 2025, the sum of $266,063.42, plus prejudgment and post-judgment interest accrued and accruing at the contractual rate, plus all costs of recovery and repossession incurred herein, including a reasonable attorney fee, and Buller further moves the Court to enter an order of delivery, awarding to Buller an order granting immediate possession of the above described personal property, or, in the alternative, an order granting a pre-judgment receiver, and Buller further moves the Court for an order and judgment foreclosing the mortgage upon the above described subject real property, and adjudicating the rights, if any, of all parties named as defendants herein, in and to the subject property, and further ordering that the mortgaged premises, including the personal property located thereon, be sold, and the proceeds derived therefrom be applied towards the judgment sought by Buller, pursuant to the laws of the State of Oklahoma, and further ordering that said sale be advertised, with a final execution, with appraisement or without appraisement, as Buller may elect, and a further order that Buller has complied with the provisions of the Federal Real Estate Settlement Procedures Act, The Dodd-Franks Wall Street Reforming Act and the Consumer Protection Act, including, but not limited to, that which is referred to as Regulation X. Buller further moves the Court to award such other and further relief as this Court may deem just and equitable. MORDY, MORDY, PFREHM & WILSON, P.C. By: MIKE MORDY, OBA #6372 CARRIE PFREHM, OBA #22274 BRADLEY WILSON, OBA #22771 CONNED DUNN, OBA #35102 110 West Main Street P. O. Box 457 Ardmore, Oklahoma 73402 (580) 223-4384 Attorneys for Buller Real Estate, LLC VERIFICATION STATE OF OKLAHOMA ) ) ss: COUNTY OF CARTER ) Bradley Wilson, being of lawful age, and being first duly sworn, deposes and states: That affiant has read the above and foregoing, PETITION, that affiant knows the contents thereof, and that the matters and things therein set forth are true and correct, according to affiant's best knowledge, information and belief. DATED this 27th day of February 2026. BRADLEY WILSON SUBSCRIBED AND SWORN to before me, a Notary Public in and for said County and State, this 27 day of February, 2026. Kerry Tucker NOTARY PUBLIC PROMISSORY NOTE LOAN NUMBER 1001068 Borrowers: JKT WILSON, LLC 5015 Addison Circle, Ste 330 Addison, TX 75001 JKT LEASING - OK, LLC 5015 Addison Circle, Ste 330 Addison, TX 75001 Lender: Roger Buller 31 Stonebridge Circle Wichita, Kansas 67230 Principal Loan Amount: Effective Date: Maturity Date: Up to $10,000.00 December 13th, 2023 December 31st, 2024 FOR VALUE RECEIVED, the Borrower above named promises to pay to the order of Lender (which term shall include all subsequent holders of this Note) at its offices set forth above or at such other address as Lender may from time to time designate, in lawful money of the United States of America, the principal sum of up to TEN THOUSAND DOLLARS ($10,000.00), or so much thereof as may be advanced and outstanding from time to time, with interest at the rate provided below on the principal balance from time to time remaining unpaid, in the amounts, at the times and upon the terms provided in this Note. This Note is performable in Carter County, Oklahoma. INTEREST RATE. Interest shall accrue on the unpaid balance of this Note from time to time outstanding which is not past due, calculated on a 360 day annual basis (the "Rate"), except as otherwise provided herein, as follows: The Interest Rate will be fixed at Nine and Five Tenths percent (9.5%) per annum. PREPAYMENT. The Borrower may prepay this Note in whole or in part at any time without being required to pay any penalty or premium for such privilege. In the event a prepayment is made, such payment shall be applied first against accrued but unpaid interest, then to the discharge of any expenses for which the holder of this Note may be entitled to receive reimbursement under the terms of this Note or under the terms of any other documents related thereto and lastly against the principal hereof. Any partial prepayment shall not postpone the due date or change the amount of any subsequent installment due hereunder. PAST DUE PAYMENTS. Lender may charge and collect a late fee from the Borrower of no less than twenty six dollars ($26.00), and no more than five percent (5%) of any scheduled installment, for any payment which is more than 10 days past due, to the extent not prohibited by law. DISHONORED CHECK CHARGE. Lender may charge and collect a processing fee of ten dollars ($10.00) for each check given by Borrower to Lender as a payment on this loan which is dishonored. PAYMENT TERMS. This Note shall be due and payable as follows: For Twelve (12) months, the Borrowers shall make regular payments of Principal and Interest due and payable in monthly installments of Eight Hundred Seventy-Six Dollars and 84/100 Dollars ($876.84), payable on the (/st ) day of each and every calendar month, beginning January , 1, 2024, and continuing regularly thereafter, until the obligation due and owing to the Lender is paid in full. WAIVER. Except as otherwise expressly stated in any of the Loan Documents, the Borrower and any and all endorsers, guarantors and sureties severally waive notice, notice of intent to accelerate, notice of acceleration, demand, grace, presentment for payment, and protest and agree that this Note and all liens securing its payment may be extended and re-extended and the time for payment extended and re-extended from time to time without notice to them or any of them, and they severally agree that their liability on or with respect to this Note shall not be affected by any release or change in any security at any time existing or by any failure to perfect or maintain perfection of any security interest in such security, TIME OF THE ESSENCE. It is agreed that time is of the essence in the performance of this Note. EVENTS OF DEFAULT. Each of the following events shall constitute an Event of Default: 1. Default in the timely payment of any installment of principal and interest or in the performance of any covenant or provision of any Loan Document as hereafter defined. 2. Borrower, or any Guarantor, shall: (a) execute an assignment for the benefit of creditors or take any action in furtherance thereof; or (b) admit in writing an inability to pay debts generally as they become due; or (c) as a debtor, file a petition, case, proceeding, or other action pursuant to, or voluntarily seek the benefit or benefits of any debtor relief law or take any action in furtherance thereof; or (d) seek, acquiesce in, or suffer the appointment of a receiver, trustee, or custodian of Borrower, any Guarantor, the Property as herein defined, in whole or in part, or any significant portion of other property belonging to Borrower or any Guarantor that affects performance under this Note; or (e) voluntarily become a party to any proceeding seeking to effect a suspension or having the effect of suspending any of the rights of Lender or the Trustee granted or referred to in the Loan Documents or take any action in furtherance thereof. 3. The filing of a petition, case, proceeding, or other action against Borrower, or any Guarantor, as a debtor under any debtor relief law; or seeking appointment of a receiver, trustee, or custodian of Borrower, or any Guarantor, or of any property described in the Loan Documents or any part thereof, or of any significant portion of other property belonging to Borrower or any Guarantor, that affects its ability to perform under this Note, or seeking to effect a suspension or having the effect of suspending any of the rights of Lender or the Trustee granted or referred to in the Loan Documents, and: (a) Borrower or any Guarantor admits, acquiesces in, or fails to contest the material allegations thereof; or (b) the petition, case, proceeding, or other action results in entry of an order for relief or order granting the relief sought against Borrower or any Guarantor; or (c) the petition, case, proceeding, or other action is not permanently dismissed on or before the earlier of trial thereon or sixty (60) days next following the date of its filing. 4. The discovery by Lender that any warranty, covenant, or representation made to Lender by or on behalf of the Borrower or any Guarantor is false, misleading, erroneous, or breached in any material respect. A Default shall not be an Event of Default if the Default is cured within ten (10) days following the delivery of or the mailing of written notice from Lender to Borrower's most recent addresses as reflected in Lender's business records specifying the existence of any such Default. If such Default is not cured within the ten (10) day period, the Default shall be an Event of Default without need of any further notice or action by Lender. ACCELERATION AND WAIVER OF NOTICE. Upon the occurrence of an Event of Default, the entire unpaid principal balance plus all accrued and unpaid interest due and owing on this Note and any and all other indebtedness of Borrower to Lender shall, at the option of Lender, become and be due and payable forthwith without demand, notice of default, notice of intent to accelerate, or the acceleration of the maturity hereof, notice of nonpayment, presentment, protest, or notice of dishonor, all of which are hereby expressly waived to the full extent not prohibited by law by Borrower and each other liable party. Failure to exercise this option upon the occurrence of any such Event of Default shall not constitute a waiver of the right to exercise such option in the event of any subsequent Event of Default. COLLECTION COSTS AND JOINT AND SEVERAL LIABILITY. If the unpaid principal balance plus all accrued and unpaid interest due and owing on this Note is not paid at maturity, whether by acceleration or otherwise, and this Note is placed in the hands of an attorney for collection, or suit is filed hereon, or proceedings are had in probate, bankruptcy, receivership, reorganization, arrangement, or other legal proceedings for collection hereof, Borrower and each other liable party agree to pay Lender its reasonable collection costs, including a reasonable amount for attorneys' fees. Borrower and each other liable party are and shall be directly and primarily, jointly and severally, liable for the payment of all sums due hereunder, under the Loan Documents and under any instrument securing the payment thereof, and Borrower and each other liable party hereby expressly waives bringing of suit and diligence in taking any action to collect any sums owing hereon and in the handling of any security, and Borrower and each other liable party hereby consents to and agrees to remain liable hereon regardless of any renewals, extensions for any period or rearrangements hereof, or any release or substitution of security hereof in whole or in part, with or without notice, from time to time, before or after maturity. LOAN CHARGES. It is expressly stipulated and agreed to be the intent of the Borrower and Lender at all times to comply with the applicable Oklahoma law governing the maximum rate or amount of interest payable on this Note or the indebtedness evidenced hereby and by the other Loan Documents (or applicable United States federal law to the extent that it permits the Borrower to contract for, charge, take, reserve or receive a greater amount of interest than under Oklahoma law). If the applicable law is ever judicially interpreted so as to render usurious any amount called for under this Note or under any of the Loan Documents, or contracted for, charged, taken, reserved or received with respect to such indebtedness, or if Borrower's exercise of the option herein contained to accelerate the maturity of this Note or if any prepayment by the Borrower results in the Borrower having paid any interest in excess of that permitted by applicable Jaw, then it is Borrower's and Lender's express intent that all excess amounts theretofore collected by Lender be credited on the principal balance of this Note (or, if this Note has been or would thereby be paid in full, refunded to Borrower), and the provisions of this Note and the other Loan Documents immediately be deemed reformed and the amounts thereafter collectible hereunder and thereunder reduced, without the necessity of the execution of any new document, so as to comply with the applicable law, but so as to permit the recovery of the fullest amount otherwise called for hereunder and thereunder. Notwithstanding anything to the contrary contained herein or in any of the other Loan Documents, it is not the intention of Lender to accelerate the maturity of any interest that has not accrued at the time of such acceleration or to collect unearned interest at the time of such acceleration. All sums paid or agreed to be paid by Lender for the use, forbearance or detention of the indebtedness evidenced hereby and by the other Loan Documents shall, to the extent permitted by applicable law, be amortized, prorated, allocated and spread throughout the full term of such indebtedness until payment in full so that the rate or amount of interest on account of such indebtedness does not exceed the usury ceiling from time to time in effect and applicable to such indebtedness evidenced hereby for so long as debt is outstanding. To the extent that Lender is relying on Oklahoma Law to determine the Highest Lawful Rate payable on such indebtedness, Lender will utilize the indicated rate ceiling from time to time in effect. To the extent United States federal law permits Lender to contract for, charge or receive a greater amount of interest, Lender will rely on United States federal law instead of Oklahoma Law for the purpose of determining the Highest Lawful Rate. Additionally, to the extent permitted by applicable law now or hereafter in effect, Lender may, at its option and from time to time, implement any other method of computing the Highest Lawful Rate under any other applicable law by giving notice, if required, to Borrower as provided by applicable law now or hereafter in effect. RIGHT OF SET OFF. Borrower grants to Lender a contractual possessory security interest in and hereby assigns, conveys, delivers, pledges, and transfers to Lender, all Borrower's rights, title and interests in and to Borrower's accounts with Lender (whether checking, savings or some other account), including without limitation all accounts held jointly with someone else and all accounts Borrower may open in the future, excluding however all IRA, Keogh and trust accounts. Borrower authorizes Lender, to the extent permitted by applicable law, to charge or set off all sums owing on this Note against any and all such amounts. ADDITIONAL SECURITY. This Note is secured by all security agreements, collateral pledges, assignments, guaranties, mortgages and lien instruments executed by Borrower (or by any Guarantor) in favor of Lender or any other holder of this Note, including those executed simultaneously herewith, those executed heretofore and those hereafter executed, and by all such agreements, assignments, guaranties, and security instruments securing the payment of all other indebtedness of Borrower to Lender. REMEDIES OF LENDER. Lender shall have all rights, remedies, and recourses granted in this Note, the Loan Documents and all other instruments securing the payment hereof and the payment of all indebtedness of Borrower to Lender, howsoever evidenced, and those which are available at law or equity, and same: (a) shall be cumulative and concurrent; (b) may be pursued separately, successively, or concurrently against Borrower or any other liable party or against any one or more of them at the sole discretion of Lender and in such order as Lender, in its sole discretion, shall determine; (c) may be exercised as often as occasion therefore shall arise, it being agreed by Borrower that the exercise or failure to exercise any of the same shall in no event be construed as a waiver or release thereof or of any other right, remedy, or recourse; and (d) are intended to be, and shall be, nonexclusive. If any part of this Note cannot be enforced, this fact will not affect the rest of this Note. This loan shall be governed by and construed in accordance with the laws of the State of Oklahoma and applicable United States federal law. NOTICES TO BORROWER AND OTHER PARTIES. Any notice under this Note shall be in writing and shall be effective when actually delivered or, if mailed, shall be deemed effective when deposited in the United States mail first class, certified mail, postage prepaid, directed to the addresses shown near the beginning of this Note. Any party may change its address for notices under this Note by giving formal written notice to the other parties, specifying that the purpose of the notice is to change the party's address. For notice purposes, the Borrower agrees to keep Lender informed at all times of Borrower’s current addresses. LOAN DOCUMENTS. This Note and all other instruments executed in connection herewith and/or securing repayment hereof (the “Loan Documents"), including but not limited to: (a) Commercial Security Agreement executed by Borrowers for the benefit of Lender and any subsequent holder of this Note, of even date herewith; (b) Commercial Mortgage executed by the Borrower for benefit of Lender; (c) Guaranty Agreement executed by Kenneth Bounds, for the benefit of Lender and any subsequent holder of this Note, of even date herewith; (d) Correction Agreement executed by the Borrower for the benefit of Lender and any subsequent holder of this Note, of even date herewith; BORROWERS: JKT Wilson, LLC By: Kenneth Bounds Kenneth Bounds, Manager JKT Leasing - OK, LLC By: Kenneth Bounds Kenneth Bounds, Manager ACKNOWLEDGMENT STATE OF TX ) ) ss: COUNTY OF Denton ) BEFORE ME, the undersigned, a Notary Public, in and for said County and State, on this 7 day of December 2023, personally appeared Mr. Kenneth Bounds, as Manager of JKT Wilson, LLC, to me known to be the identical person who executed the within and foregoing instrument in said capacity, and acknowledged to me that he executed same as his free and voluntary act and deed, for the uses and purposes therein set forth. IN WITNESS WHEREOF, I have hereunto set my official signature and affixed my notarial seal the day and year last above written. My Commission Expires: 01/18/2027 Notary Public Commission Number: 128499187 ACKNOWLEDGMENT STATE OF TX ) ) ss: COUNTY OF Denton ) BEFORE ME, the undersigned, a Notary Public, in and for said County and State, on this 7 day of DECEMBER 2023, personally appeared Mr. Kenneth Bounds, as Manager of JKT Leasing - OK, LLC, to me known to be the identical person who executed the within and foregoing instrument in said capacity, and acknowledged to me that he executed same as his free and voluntary act and deed, for the uses and purposes therein set forth. IN WITNESS WHEREOF, I have hereunto set my official signature and affixed my notarial seal the day and year last above written. My Commission Expires: 01/18/2027 Notary Public Commission Number: 128499187 DUSTIN M JONES Notary ID #128499187 My Commission Expires January 18, 2027 PROMISSORY NOTE Borrowers: JKT WILSON, LLC 5015 Addison Circle, Ste 330 Addison, TX 75001 JKT LEASING - OK, LLC 5015 Addison Circle, Ste 330 Addison, TX 75001 Lender: Roger Buller 31 Stonebridge Circle Wichita, Kansas 67230 Principal Loan Amount: Effective Date: Maturity Date: $218,000.00 December 1, 2023 November 30, 2024 FOR VALUE RECEIVED, the Borrowers above named promise to pay to the order of Lender (which term shall include all subsequent holders of this Note) at its offices set forth above or at such other address as Lender may from time to time designate, in lawful money of the United States of America, the principal sum of Two Hundred Eighteen Thousand Dollars ($218,000.00), or so much thereof as may be advanced and outstanding from time to time, with interest at the rate provided below on the principal balance from time to time remaining unpaid, in the amounts, at the times and upon the terms provided in this Note. This Note is performable in Carter County, Oklahoma. INTEREST RATE. Interest shall accrue on the unpaid balance of this Note from time to time outstanding which is not past due, calculated on a 360 day annual basis (the "Rate"), except as otherwise provided herein, as follows: The Interest Rate will be fixed at Nine and Five Tenths percent (9.5%) per annum. PREPAYMENT. The Borrower may prepay this Note in whole or in part at any time without being required to pay any penalty or premium for such privilege. In the event a prepayment is made, such payment shall be applied first against accrued but unpaid interest, then to the discharge of any expenses for which the holder of this Note may be entitled to receive reimbursement under the terms of this Note or under the terms of any other documents related thereto and lastly against the principal hereof. Any partial prepayment shall not postpone the due date or change the amount of any subsequent installment due hereunder. PAST DUE PAYMENTS. Lender may charge and collect a late fee from the Borrower of no less than twenty six dollars ($26.00), and no more than five percent (5%) of any scheduled installment, for any payment which is more than 10 days past due, to the extent not prohibited by law. DISHONORED CHECK CHARGE. Lender may charge and collect a processing fee of ten dollars ($10.00) for each check given by Borrower to Lender as a payment on this loan which is dishonored. PAYMENT TERMS. This Note shall be due and payable as follows: For Twelve (12) months, the Borrowers shall make regular payments of Principal and Interest due and payable in monthly installments of Ten Thousand Dollars ($10,000.00), payable on the 1st day of each and every calendar month, beginning December 1st, 2023, and continuing regularly thereafter, until the obligation due and owing to the Lender is paid in full. Upon the maturity date of November 30th, 2024, one final balloon payment of principal and accrued interest shall be due and payable, in the sum of One Hundred and Fifteen Thousand Dollars ($115,000.00), with interest being calculated on the unpaid principal to the date of each installment paid and the payment made credited first to the discharge of the interest accrued and the balance to the reduction of the principal, and subject to the variable interest rate as set forth in more detail and particularity above. WAIVER. Except as otherwise expressly stated in any of the Loan Documents, the Borrower and any and all endorsers, guarantors and sureties severally waive notice, notice of intent to accelerate, notice of acceleration, demand, grace, presentment for payment, and protest and agree that this Note and all liens securing its payment may be extended and re-extended and the time for payment extended and re-extended from time to time without notice to them or any of them, and they severally agree that their liability on or with respect to this Note shall not be affected by any release or change in any security at any time existing or by any failure to perfect or maintain perfection of any security interest in such security, TIME OF THE ESSENCE. It is agreed that time is of the essence in the performance of this Note. EVENTS OF DEFAULT. Each of the following events shall constitute an Event of Default: 1. Default in the timely payment of any installment of principal and interest or in the performance of any covenant or provision of any Loan Document as hereafter defined. 2. Borrower, or any Guarantor, shall: (a) execute an assignment for the benefit of creditors or take any action in furtherance thereof; or (b) admit in writing an inability to pay debts generally as they become due; or (c) as a debtor, file a petition, case, proceeding, or other action pursuant to, or voluntarily seek the benefit or benefits of any debtor relief law or take any action in furtherance thereof; or (d) seek, acquiesce in, or suffer the appointment of a receiver, trustee, or custodian of Borrower, any Guarantor, the Property as herein defined, in whole or in part, or any significant portion of other property belonging to Borrower or any Guarantor that affects performance under this Note; or (e) voluntarily become a party to any proceeding seeking to effect a suspension or having the effect of suspending any of the rights of Lender or the Trustee granted or referred to in the Loan Documents or take any action in furtherance thereof. 3. The filing of a petition, case, proceeding, or other action against Borrower, or any Guarantor, as a debtor under any debtor relief law; or seeking appointment of a receiver, trustee, or custodian of Borrower, or any Guarantor, or of any property described in the Loan Documents or any part thereof, or of any significant portion of other property belonging to Borrower or any Guarantor, that affects its ability to perform under this Note, or seeking to effect a suspension or having the effect of suspending any of the rights of Lender or the Trustee granted or referred to in the Loan Documents, and: (a) Borrower or any Guarantor admits, acquiesces in, or fails to contest the material allegations thereof; or (b) the petition, case, proceeding, or other action results in entry of an order for relief or order granting the relief sought against Borrower or any Guarantor; or (c) the petition, case, proceeding, or other action is not permanently dismissed on or before the earlier of trial thereon or sixty (60) days next following the date of its filing. 4. The discovery by Lender that any warranty, covenant, or representation made to Lender by or on behalf of the Borrower or any Guarantor is false, misleading, erroneous, or breached in any material respect. A Default shall not be an Event of Default if the Default is cured within ten (10) days following the delivery of or the mailing of written notice from Lender to Borrower's most recent addresses as reflected in Lender's business records specifying the existence of any such Default. If such Default is not cured within the ten (10) day period, the Default shall be an Event of Default without need of any further notice or action by Lender. ACCELERATION AND WAIVER OF NOTICE. Upon the occurrence of an Event of Default, the entire unpaid principal balance plus all accrued and unpaid interest due and owing on this Note and any and all other indebtedness of Borrower to Lender shall, at the option of Lender, become and be due and payable forthwith without demand, notice of default, notice of intent to accelerate, or the acceleration of the maturity hereof, notice of nonpayment, presentment, protest, or notice of dishonor, all of which are hereby expressly waived to the full extent not prohibited by law by Borrower and each other liable party. Failure to exercise this option upon the occurrence of any such Event of Default shall not constitute a waiver of the right to exercise such option in the event of any subsequent Event of Default. COLLECTION COSTS AND JOINT AND SEVERAL LIABILITY. If the unpaid principal balance plus all accrued and unpaid interest due and owing on this Note is not paid at maturity, whether by acceleration or otherwise, and this Note is placed in the hands of an attorney for collection, or suit is filed hereon, or proceedings are had in probate, bankruptcy, receivership, reorganization, arrangement, or other legal proceedings for collection thereof, Borrower and each other liable party agree to pay Lender its reasonable collection costs, including a reasonable amount for attorneys' fees. Borrower and each other liable party are and shall be directly and primarily, jointly and severally, liable for the payment of all sums due hereunder, under the Loan Documents and under any instrument securing the payment thereof, and Borrower and each other liable party hereby expressly waives bringing of suit and diligence in taking any action to collect any sums owing hereon and in the handling of any security, and Borrower and each other liable party hereby consents to and agrees to remain liable hereon regardless of any renewals, extensions for any period or rearrangements hereof, or any release or substitution of security hereof in whole or in part, with or without notice, from time to time, before or after maturity. LOAN CHARGES. It is expressly stipulated and agreed to be the intent of the Borrower and Lender at all times to comply with the applicable Oklahoma law governing the maximum rate or amount of interest payable on this Note or the indebtedness evidenced hereby and by the other Loan Documents (or applicable United States federal law to the extent that it permits the Borrower to contract for, charge, take, reserve or receive a greater amount of interest than under Oklahoma law). If the applicable law is ever judicially interpreted so as to render usurious any amount called for under this Note or under any of the Loan Documents, or contracted for, charged, taken, reserved or received with respect to such indebtedness, or if Borrower's exercise of the option herein contained to accelerate the maturity of this Note or if any prepayment by the Borrower results in the Borrower having paid any interest in excess of that permitted by applicable Jaw, then it is Borrower's and Lender's express intent that all excess amounts heretofore collected by Lender be credited on the principal balance of this Note (or, if this Note has been or would thereby be paid in full, refunded to Borrower), and the provisions of this Note and the other Loan Documents immediately be deemed reformed and the amounts thereafter collectible hereunder and thereunder reduced, without the necessity of the execution of any new document, so as to comply with the applicable law, but so as to permit the recovery of the fullest amount otherwise called for hereunder and thereunder. Notwithstanding anything to the contrary contained herein or in any of the other Loan Documents, it is not the intention of Lender to accelerate the maturity of any interest that has not accrued at the time of such acceleration or to collect unearned interest at the time of such acceleration. All sums paid or agreed to be paid by Lender for the use, forbearance or detention of the indebtedness evidenced hereby and by the other Loan Documents shall, to the extent permitted by applicable law, be amortized, prorated, allocated and spread throughout the full term of such indebtedness until payment in full so that the rate or amount of interest on account of such indebtedness does not exceed the usury ceiling from time to time in effect and applicable to such indebtedness evidenced hereby for so long as debt is outstanding. To the extent that Lender is relying on Oklahoma Law to determine the Highest Lawful Rate payable on such indebtedness, Lender will utilize the indicated rate ceiling from time to time in effect. To the extent United States federal law permits Lender to contract for, charge or receive a greater amount of interest, Lender will rely on United States federal law instead of Oklahoma Law for the purpose of determining the Highest Lawful Rate. Additionally, to the extent permitted by applicable law now or hereafter in effect, Lender may, at its option and from time to time, implement any other method of computing the Highest Lawful Rate under any other applicable law by giving notice, if required, to Borrower as provided by applicable law now or hereafter in effect. RIGHT OF SET OFF. Borrower grants to Lender a contractual possessory security interest in and hereby assigns, conveys, delivers, pledges, and transfers to Lender, all Borrower's rights, title and interests in and to Borrower’s accounts with Lender (whether checking, savings or some other account), including without limitation all accounts held jointly with someone else and all accounts Borrower may open in the future, excluding however all IRA, Keogh and trust accounts. Borrower authorizes Lender, to the extent permitted by applicable law, to charge or set off all sums owing on this Note against any and all such amounts. ADDITIONAL SECURITY. This Note is secured by all security agreements, collateral pledges, assignments, guaranties, mortgages and lien instruments executed by Borrower (or by any Guarantor) in favor of Lender or any other holder of this Note, including those executed simultaneously herewith, those executed heretofore and those hereafter executed, and by all such agreements, assignments, guaranties, and security instruments securing the payment of all other indebtedness of Borrower to Lender. REMEDIES OF LENDER. Lender shall have all rights, remedies, and recourses granted in this Note, the Loan Documents and all other instruments securing the payment hereof and the payment of all indebtedness of Borrower to Lender, howsoever evidenced, and those which are available at law or equity, and same: (a) shall be cumulative and concurrent; (b) may be pursued separately, successively, or concurrently against Borrower or any other liable party or against any one or more of them at the sole discretion of Lender and in such order as Lender, in its sole discretion, shall determine; (c) may be exercised as often as occasion therefore shall arise, it being agreed by Borrower that the exercise or failure to exercise any of the same shall in no event be construed as a waiver or release thereof or of any other right, remedy, or recourse; and (d) are intended to be, and shall be, nonexclusive. If any part of this Note cannot be enforced, this fact will not affect the rest of this Note. This loan shall be governed by and construed in accordance with the laws of the State of Oklahoma and applicable United States federal law. NOTICES TO BORROWER AND OTHER PARTIES. Any notice under this Note shall be in writing and shall be effective when actually delivered or, if mailed, shall be deemed effective when deposited in the United States mail first class, certified mail, postage prepaid, directed to the addresses shown near the beginning of this Note. Any party may change its address for notices under this Note by giving formal written notice to the other parties, specifying that the purpose of the notice is to change the party's address. For notice purposes, the Borrower agrees to keep Lender informed at all times of Borrower’s current addresses. LOAN DOCUMENTS. This Note and all other instruments executed in connection herewith and/or securing repayment hereof (the “Loan Documents”), including but not limited to: (a) Commercial Security Agreement executed by Borrowers for the benefit of Lender and any subsequent holder of this Note, of even date herewith; (b) Commercial Mortgage executed by the Borrower for benefit of Lender; (c) Guaranty Agreement executed by Kenneth Bounds, for the benefit of Lender and any subsequent holder of this Note, of even date herewith; (d) Correction Agreement executed by the Borrower for the benefit of Lender and any subsequent holder of this Note, of even date herewith, BORROWERS: JKT Wilson, LLC By: Kenneth Bounds Kenneth Bounds, Manager JKT Leasing - OK, LLC By: Kenneth Bounds Kenneth Bounds, Manager ACKNOWLEDGMENT STATE OF TX ) ) ss: COUNTY OF Denton ) BEFORE ME, the undersigned, a Notary Public, in and for said County and State, on this 7 day of December 2023, personally appeared Mr. Kenneth Bounds, as Manager of JKT Wilson, LLC, to me known to be the identical person who executed the within and foregoing instrument in said capacity, and acknowledged to me that he executed same as his free and voluntary act and deed, for the uses and purposes therein set forth. IN WITNESS WHEREOF, I have hereunto set my official signature and affixed my notarial seal the day and year last above written. My Commission Expires: 01/18/2027 Notary Public Commission Number: 128499187 DUSTIN M JONES Notary ID #128499187 My Commission Expires January 18, 2027 ACKNOWLEDGMENT STATE OF _TX__ ) ) SS: COUNTY OF _DENTON__ ) BEFORE ME, the undersigned, a Notary Public, in and for said County and State, on this 7 day of DECEMBER 2023, personally appeared Mr. Kenneth Bounds, as Manager of JKT Leasing - OK, LLC, to me known to be the identical person who executed the within and foregoing instrument in said capacity, and acknowledged to me that he executed same as his free and voluntary act and deed, for the uses and purposes therein set forth. IN WITNESS WHEREOF, I have hereunto set my official signature and affixed my notarial seal the day and year last above written. My Commission Expires: 01/18/2027 Notary Public Commission Number: 128499187 DUSTIN M JONES Notary ID #128499187 My Commission Expires January 18, 2027 The document contains a significant number of pages, and each page consists almost entirely of a watermark pattern that repeats throughout. The watermark reads: "@##*@#%$*" repeatedly across every line. There are no discernible paragraphs or natural language text present aside from the watermark on each page. COMMERCIAL MORTGAGE This COMMERCIAL MORTGAGE, hereinafter referred to as “Mortgage” is made by and between JKT Leasing – OK, LLC, hereinafter referred to as “Borrower and/or Mortgagor,” 5015 Addison Circle, Ste 330, Addison TX 75001 and Roger Buller Real Estate, LLC, hereinafter referred to as “Lender,” 31 Stonebridge Circle, Wichita, Kansas 67230. DEFINITIONS. The following words shall have the following meanings when used in this Mortgage. Terms not otherwise defined in this Mortgage shall have the meanings attributed to such terms in the Oklahoma Uniform Commercial Code. All references to dollar amounts shall mean amounts in lawful money of the United States of America. Mortgage. The word “Mortgage” means this Mortgage among Borrower and Lender, and includes without limitation all assignment and security interest provisions relating to the Personal Property and Rents. Fixtures. The word “Fixtures” means all building material, machinery, apparatus, equipment, fittings, fixtures and personal property of every kind and nature whatsoever, now in, part of, affixed to, delivered to or used in connection with the buildings and improvements on the Real Property, or hereafter acquired by the Mortgagor and hereafter placed in, affixed to, delivered to or used in connection which such buildings and improvements or any buildings hereinafter constructed or placed upon the Real Property or any part thereof, including, but without limiting the generality of the foregoing, all engines, furnaces, boilers, stokers, pumps, beaters, tanks, dynamos, transformers, motors, generators, fans, blowers, vents, switchboards, electrical equipment, heating, plumbing, lifting and ventilating apparatus, air-cooling and air-conditioning apparatus, water, gas and electrical fixtures, elevators, mail conveyors, escalators, drapes, carpets, shades, awnings, screens, radiators, partitions, ducts, shafts, pipes, conduits, lines and facilities of whatsoever nature for air, gas, water, steam, electricity, waste sewage and for other utilities, services and uses, compressors, vacuum cleaning systems, call systems, fire prevention and extinguishing apparatus, kitchen equipment, cafeteria equipment, all of which to the extent permitted by law are hereby understood and agreed to be part and parcel of the Real Property and improvements thereon and appropriated to the use and operation of the Real Property and said improvements, and whether affixed or annexed or not, shall for the purposes of this Mortgage be deemed constructively to be real estate and conveyed hereby, excluding, however, readily removable trade fixtures not used or acquired for use in connection with the operation of any such building or any part thereof, readily movable office furniture furnishings and equipment not so used or acquired for use, and consumable supplies, whether or not affixed or annexed, that have been or that may hereafter be placed in any building constructed upon the Real Property or any part thereof. Guarantor. The word “Guarantor” (individually and/or collectively, as the context may require) means those persons, firms, or entities, if any, designated as Guarantor in the Related Documents. Guaranty. The word “Guaranty” (individually and/or collectively, as the context may require) means that or those instruments of guaranty, if any, now or hereafter in effect, from Guarantor to Lender guaranteeing the repayment of all or any part of the Indebtedness. Improvements. The word “Improvements” means and includes without limitation all existing and future improvements, fixtures, buildings, cabins, boat docks, gas docks, structures, mobile homes affixed on the Real Property, facilities, additions and other construction on the Real Property. Indebtedness. The word “Indebtedness” means: (a) the Notes, which includes refinancing of the original Note; (b) all principal and earned interest and other sums required to be paid pursuant to the Notes, this Mortgage, and any other instruments related thereto; (c) all sums advanced or costs or expenses incurred by Lender (whether by Lender directly or on Lender's behalf by the Lender) which are made or incurred pursuant to or allowed by the terms of this instrument, plus interest thereon at the same rate as provided in the Note from the date paid until reimbursed; (d) other and additional notes, debts, obligations, and liabilities of any kind and character of Borrower, now or hereafter existing in favor of Lender regardless of whether such notes, debts, obligations, and liabilities be direct or indirect, primary or secondary, joint, several or joint and several, fixed or contingent and regardless of whether such present or future notes, debts, obligations, and liabilities may, prior to their acquisition by Lender, be or have been payable to or be or have been in favor of some other person or have been acquired by Lender in a transaction with one other than Lender, together with any and all renewals and extensions of such notes, debts, obligations, and liabilities, or any part thereof; and (e) all renewals and extensions of the above whether or not Borrower executes any renewal or extension agreement. Notes. The word “note” means two Promissory Notes, one being in the principal amount of up to Ten Thousand Dollars ($10,000.00), and the other in the amount of Two Hundred Eighteen Thousand Dollars ($218,000.00), from Borrower to Lender, together with all renewals, extensions, modifications, refinancings, and substitutions for the Notes. These notes will mature on December 31, 2024, and November 30, 2024, respectively. Personal Property. The words “Personal Property” mean all equipment, and other articles of personal property now or hereafter owned by Borrower, and now or hereafter attached or affixed to the Real Property, and such other personal property as may be described in this Mortgage; together with all accessions, parts, additions to, replacements of, and substitutions for, any of such property; and together with all proceeds (including without limitation all insurance proceeds and refunds of premiums) from any sale or other disposition of the Property. Property. The word “Property” means collectively the Real Property and the Personal Property (also called the “Mortgaged Property”). Real Property Real property located in Carter County, Oklahoma, as described on Exhibit “A” attached hereto and made a part hereof for all purposes, together with all tenements, hereditaments, rights and appurtenances now or hereafter belonging thereto, including, without limitation, any adjacent land or easements rights or appurtenances acquired or created for the benefit of the Real Property after the date hereof. SUBJECT TO all conditions, covenants, restrictions, reservations and easements that appear of record. Related Documents. The words “Related Documents” mean and include without limitation all credit agreements, loan agreements, guaranties, security agreements, mortgages, deeds of trust, and all other Instruments and documents, whether now or hereafter existing, executed in connection with the Indebtedness. Rents. The word “Rents” means all present and future rents, revenues, income, issues, bonuses, production payments, royalties, profits, and other benefits derived from the Property. THIS MORTGAGE IS GIVEN AND ACCEPTED ON THE FOLLOWING TERMS: PAYMENT AND PERFORMANCE. Borrower does hereby mortgage, pledge, grant, convey and assign to Lender, with power of sale, the Property to secure to Lender the payment of the Indebtedness and all amounts secured by this Mortgage as they become due and except as otherwise provided, Borrower shall strictly and in a timely manner, perform all of Borrower's obligations under the Indebtedness and this Mortgage. Borrower hereby absolutely assigns to Lender all of Borrower’s right, title, and interest in and to all present and future leases of the Property and all Rents from the Property. In addition, Borrower grants Lender a Uniform Commercial Code security interest in the Rents and the Personal Property. Borrower and Lender hereby acknowledge that this Mortgage is a second priority lien upon the Property, with the first priority Mortgage upon the premises being executed by Borrower in favor of Lender to secure payment of a separate promissory note dated February 1, 2017, in the amount of $60,000.00. TO HAVE AND TO HOLD the Property unto the Lender, its successors and assigns, forever. POSSESSION AND MAINTENANCE OF THE PROPERTY. Borrower agrees that Borrower's possession and use of the Property shall be governed by the following provisions: Possession and Use. Until the occurrence of an Event of Default, Borrower may: (a) remain in possession and control of the Property; (b) use, operate or manage the Property; and (c) collect any Rents from the Property. Duty to Maintain. Borrower shall maintain the Property in tenable condition and promptly perform all repairs, replacements, and maintenance necessary to preserve its value. Hazardous Substances. The terms "hazardous waste," "hazardous substance," "disposal," "release," and "threatened release," as used in this Mortgage, shall have the same meanings as set forth in the Comprehensive Environmental Response, Compensation, and Liability Act of 1980, as amended, 42 U.S.C. Section 9601, et seq. ("CERCLA"), the Superfund Amendments and Reauthorization Act of 1986, Pub. L No. 99-499 ("SARA"), the Hazardous Materials Transportation Act, 49 U.S.C. Section 1801, et seq., the Resource Conservation and Recovery Act, 49 U.S.C. Section 6901, et seq., or other applicable state or Federal laws, rules, or regulations adopted pursuant to any of the foregoing. Borrower represents and warrants to Lender that: (a) During the period of Borrower's ownership of the Property, there has been no use, generation, manufacture, storage, treatment, disposal, release or threatened release of any hazardous waste or substance by any person on, under, or about the Property; (b) Borrower has no knowledge of, or reason to believe that there has been, except as previously disclosed to and acknowledged by Lender in writing, (i) any use, generation, manufacture, storage, treatment, disposal, release, or threatened release of any hazardous waste or substance by any prior owners or occupants of the Property or (ii) any actual or threatened litigation or claims of any kind by any person relating to such matters; (c) Except as previously disclosed to and acknowledged by Lender in writing, (i) neither Borrower nor any tenant, contractor, agent or other authorized user of the Property shall use, generate, manufacture, store, treat, dispose of, or release any hazardous waste or substance on, under, or about the Property and (ii) any such activity shall be conducted in compliance with all applicable federal, state, and local laws, regulations and ordinances, including without limitation those laws, regulations, and ordinances described above. Borrower authorizes Lender and its agents to enter upon the Property to make such inspections and tests as Lender may deem appropriate to determine compliance of the Property with this section of the Mortgage. Any inspections or tests made by Lender shall be at Borrower's expense, shall be for Lender's purposes only and shall not be construed to create any responsibility or liability on the part of Lender to Borrower or to any other person. The representations and warranties contained herein are based on Borrower's due diligence in investigating the Property for hazardous waste. Borrower hereby (a) releases and waives any future claims against Lender for indemnity or contribution in the event Borrower becomes liable for cleanup or other costs under any such laws, and (b) agrees to indemnify and hold harmless Lender against any and all claims, losses, liabilities, damages, penalties, and expenses which Lender may directly or indirectly sustain or suffer resulting from a breach of this section of the Mortgage or as a consequence of any use, generation, manufacture, storage, disposal, release or threatened release occurring prior to Borrower’s ownership or interest in the Property, whether or not the same was or should have been known to Borrower. The provisions of this section of the Mortgage including the obligation to indemnify, shall survive the payment of the Indebtedness and the satisfaction and release of the lien of this Mortgage and shall not be affected by Lender’s acquisition of any interest in the Property, whether by foreclosure or otherwise. Nuisance, Waste. Borrower shall not cause, conduct or permit any nuisance or commit, permit or suffer any stripping of or waste on or to the Property or any portion of the Property. Specifically without limitation, Borrower will not remove, or grant to any other party the right to remove, any timber, minerals (including oil and gas), soil, and gravel or rock products without the prior written consent of Lender. This restriction will not apply to rights and easements (such as gas and oil) not owned by Borrower and of which Borrower has informed Lender in writing prior to Borrower's signing of this Mortgage. Removal of Improvements. Borrower shall not demolish or remove any Improvements from the Real Property without the prior written consent of Lender. As a condition to the removal of any improvements, Lender may require Borrower to make arrangements satisfactory to Lender to replace such Improvement with Improvements of at least equal value. Lender’s Right to Enter. Lender and its agents and representatives may enter upon the Real Property at all reasonable times to attend to Lender's interests and to inspect the Property for purposes of Borrower's compliance with the terms and conditions of this Mortgage. Compliance with Governmental Requirements. Borrower shall promptly comply with all laws, ordinances, and regulations, now or hereafter in effect, of all governmental authorities applicable to the use or occupancy of the Property. Borrower may contest in good faith any such law, ordinance, or regulation and withhold compliance during any proceeding, including appropriate appeals, so long as Borrower has notified Lender in writing prior to doing so and so long as Lender’s interests in the Property are not jeopardized. Lender may require Borrower to post adequate security or a surety bond, reasonably satisfactory to Lender, to protect Lender's interest. Duty to Protect. Borrower agrees neither to abandon nor leave unattended the Property. Borrower shall do all other acts, in addition to those acts set forth above in this section, which from the character and use of the Property are reasonably necessary to protect and preserve the Property. DUE ON SALE - CONSENT BY LENDER. Lender may, at its option, declare immediately due and payable all Indebtedness secured by this Mortgage upon the sale or transfer, without the Lender's prior written consent, of all or any part of the Real Property, or any interest in the Real Property. A "sale or transfer" means the conveyance of Real Property or any right, title or interest therein; whether legal or equitable; whether voluntary or involuntary; whether by outright sale, deed, installment sale contract, land contract, contract for deed, leasehold interest with a term greater than three (3) years, lease-option contract, or by sale, assignment, or transfer of any beneficial interest in or to any land trust holding title to the Real Property, or by any other method of conveyance of such Real Property interest. If any Borrower is a corporation or partnership, transfer also includes any change in ownership of more than twenty-five percent (25%) of the voting stock or partnership interests, as the case may be, of Borrower. However, this option shall not be exercised by Lender if such exercise is prohibited by Federal law or by Oklahoma Law. A lease or conveyance by Borrower to a corporation controlled by Borrower, an associated or affiliated company, partnership or to an individual family member of the shareholders of the Borrower, will not be deemed a violation of this paragraph, provided that (i) Borrower and Guarantors remain liable for the loan; (ii) Lender is notified in writing in advance of such transfer and provides prior written approval, which approval shall not be unreasonably withheld and (iii) all individuals who become involved directly or indirectly in the ownership of the Property, personally guarantee the Indebtedness, TAXES AND LIENS. The following provisions relating to the taxes and liens on the Property are a part of this Mortgage: Payment. Borrower shall pay when due (and in all events prior to delinquency) all taxes, special taxes, assessments, charges (including water and sewer), fines and impositions levied against or on account of the Property, and shall pay when due all claims for work done on or for services rendered or material furnished to the Property. Borrower shall maintain the Property free of all liens having priority over or equal to the interest of Lender under this Mortgage, except for the lien of taxes and assessments not due and except as otherwise provided in this Mortgage. Right to Contest. Borrower may withhold payment of any tax, assessment, or claim in connection with a good faith dispute over the obligation to pay, so long as Lender's interest in the Property is not jeopardized. If a lien arises or is filed as a result of nonpayment, Borrower shall within fifteen (15) days after the lien arises or, if a lien is filed, within fifteen (15) days after Borrower has notice of the filing, secure the discharge of the lien, or if requested by Lender, deposit with Lender, cash or a sufficient corporate surety bond or other security satisfactory to Lender in an amount sufficient to discharge the lien plus any costs and attorneys' fees or other charges that could accrue as a result of a foreclosure or sale under the lien. In any contest, Borrower shall defend itself and Lender and shall satisfy any adverse judgment before enforcement against the Property. Borrower shall name Lender as an additional obligee under any surety bond furnished in the contest proceedings. Evidence of Payment. Borrower shall upon demand furnish to Lender satisfactory evidence of payment of the taxes or assessments and shall authorize the appropriate governmental official to deliver to Lender at any time a written statement of the taxes and assessments against the Property Notice of Constructions. Borrower shall notify Lender at least fifteen (15) days before any work is commenced, any services are furnished, or any materials are supplied to the Property, if any mechanic's lien, materialmen's lien, or other lien could be asserted on account of the work, services, or materials and the cost exceeds $1,000.00. Borrower will upon request of Lender furnish to Lender advance assurance satisfactory to Lender that Borrower can and will pay the cost of such improvements. PROPERTY DAMAGE INSURANCE. The following provisions relating to insuring the Property are a part of this Mortgage: Maintenance of Insurance. Borrower shall procure and maintain policies of fire insurance with standard extended coverage endorsements on a replacement basis for the full insurable value covering all improvements on the Real Property and all Personal Property in an amount sufficient to avoid application of any coinsurance clause, and with a standard mortgagee clause in favor of Lender, together with such other insurance, including but not limited to hazard, liability, business interruption, and boiler insurance, as Lender may reasonably require. Policies shall be written in form, amounts, coverages and basis reasonably acceptable to Lender, Borrower MAY FURNISH THE REQUIRED INSURANCE WHETHER THROUGH EXISTING POLICIES OWNED OR CONTROLLED BY BORROWER OR THROUGH EQUIVALENT INSURANCE FROM ANY INSURANCE COMPANY AUTHORIZED TO TRANSACT BUSINESS IN THE STATE OF OKLAHOMA. If Borrower fails to provide any required insurance or fails to continue such insurance in force, Lender may but shall not be required to, do so at Borrower’s expense, and the cost of the insurance will be added to the Indebtedness. If any such insurance is procured by Lender at a rate or charge not fixed or approved by the State Board of Insurance, Borrower will be so notified, and Borrower will have the option for five (5) days of furnishing equivalent insurance through any insurer authorized to transact business in Oklahoma. Borrower, upon request of Lender, will deliver to Lender from time to time the policies or certificates of insurance in form satisfactory to Lender, including stipulations that coverages will not be cancelled or diminished without at least ten (10) days’ prior written notice to Lender. Application of Proceeds. Borrower shall promptly notify Lender of any loss or damage to the Property if the estimated cost of repair or replacement exceeds $1,000.00. Lender may make proof of loss if Borrower fails to do so within fifteen (15) days of the casualty. Whether or not, Lender's security is impaired, Lender may, at its election, apply the proceeds to the reduction of the Indebtedness, payment of any lien affecting the Property, or the restoration and repair of the Property. If Lender elects to apply the proceeds to restoration and repair, Borrower shall repair or replace the damaged or destroyed Property in a manner satisfactory to Lender. Lender shall, upon satisfactory proof of such expenditure, pay or reimburse Borrower from the proceeds for the reasonable cost of repair or restoration if Borrower is not in default under this Mortgage. Any proceeds which have not been dispersed within 180 days after their receipt and which Lender has not committed to the repair or restoration of the Property shall be used first to pay any amount owing to Lender under this Mortgage, then to pay accrued interest, and the remainder, if any, shall be applied to the principal balance of the Indebtedness. If Lender holds any proceeds after payment in full of the Indebtedness, such proceeds shall be paid to Borrower as Borrower's interest may appear. Unexpired Insurance at Sale. Any unexpired insurance shall inure to the benefit of, and pass to, the purchaser of the Property covered by this Mortgage at any sale held under the provisions of this Mortgage, or at any foreclosure sale of such Property. Borrower’s Report on Insurance. Upon request of Lender, but not more than once a year, Borrower shall furnish to Lender a report on each existing policy of insurance showing; (a) the name of the insurer; (b) the risks insured; (c) the amount of the policy; (d) the property insured, the then current replacement value of such property, and the manner of determining that value; and (e) the expiration date of the policy. Borrower shall, upon request of Lender, have an independent appraiser satisfactory to Lender determine the cash value replacement cost of the Property. ESCROW FOR TAXES AND INSURANCE. At the request of Lender, Borrower shall create a fund or reserve for the payment of all insurance premiums, taxes, and assessments against the Property by paying to Lender contemporaneously with each installment of principal and interest on the note a sum equal to the premiums that will next become due and payable on the hazard insurance policies covering the Property, or any part thereof, plus taxes and assessments next due on the Property or any part thereof, as estimated by Lender, less all sums paid previously to Lender, divided by the number of months to elapse before one month prior to the date when such premiums, taxes, and assessments will become delinquent, such sums to be held by Lender without interest, for the purpose of paying such premiums, taxes, and assessments. Any excess reserve shall, at the discretion of Lender therefore, be credited by Lender on subsequent payments to be made on the Indebtedness, and any deficiency shall be paid by Borrower to Lender on or before the date when such premiums, taxes, and assessments shall become delinquent. Transfer of legal title to the Property shall automatically transfer to the transferee title in all sums deposited under the provisions of this Section. FINANCIAL STATEMENTS. Borrower and each Guarantor of the Indebtedness, shall furnish to Lender on an annual basis, balance sheets, income and cash flow statements and federal income tax returns in such form and detail as Lender shall require. APPRAISALS. Borrower shall furnish to Lender, upon request, such appraisals of the Property as may be required of Lender under applicable State or Federal laws and regulations issued pursuant thereto. REPORTS. Borrower shall furnish to Lender, upon request, a certified statement of Net Operating Income received from the Property during Borrower’s previous fiscal year in such form and detail as Lender shall require. “Net Operating Income” shall mean all cash receipts from the Property less all cash expenditures made in connection with the operations of the Property. EXPENDITURES BY LENDER. If Borrower fails to comply with any provision of this Mortgage, or if any action or proceeding is commenced that would materially affect Lender's interests in the Property, Lender on Borrower's behalf may, but shall not be required to, take any action that Lender deems appropriate. Any amount that Lender expends in so doing will bear interest at the Note rate from the date incurred or paid by Lender to the date of repayment by Borrower. All such expenses, at Lender’s option, will: (a) be payable on demand; (b) be added to the balance of the Note and be apportioned among and be payable with any installment payments to become due during either (i) the term of any applicable insurance policy or (ii) the remaining term of the Note; or (c) be treated as a balloon payment which will be due and payable at the Note’s maturity. This Mortgage also will secure payment of these amounts. The rights provided for in this paragraph shall be in addition to any other rights or remedies to which Lender may be entitled on account of the default. Any such action by Lender shall not be construed as curing the default so as to bar Lender from any remedy that it otherwise would have had. WARRANTY: DEFENSE OF TITLE. The following provisions relating to ownership of the Property are a part of this Mortgage. Title. Borrower warrants that: (a) Borrower holds good and marketable title of record to the Property in fee simple, free and clear of all liens and encumbrances other than those set forth herein or in any title insurance policy, title report, or attorney’s opinion issued in favor of, and accepted by Lender in connection with this Mortgage; and (b) Borrower has the full right, power, and authority to execute and deliver this Mortgage to Lender. Defense of Title. Subject to the exception in the paragraph above, Borrower warrants and will forever defend the title to the Property against the lawful claims of all persons. In the event any action or proceeding is commenced that questions Borrower’s title or the interest of Lender under this Mortgage, Borrower shall defend the action at Borrower's expense. Borrower may be the nominal party in such proceeding, but Lender shall be entitled to participate in the proceeding and to be represented in the proceeding by counsel of Lender’s own choice, and Borrower will deliver, or cause to be delivered, to Lender such instruments as Lender may request from time to time to permit such participation. Compliance with Laws. Borrower warrants that the Property and Borrower’s use of the Property complies with all existing applicable laws, ordinances, and regulations of governmental authorities. CONDEMNATION. The following provisions relating to proceedings in condemnation are a part of this Mortgage: Application of Net Proceeds. If all or any part of the Property is condemned by eminent domain proceedings or by any proceeding or purchase in lieu of condemnation, Lender may at its election require that all or any portion of the net proceeds of the award be applied to the Indebtedness or the repair or restoration of the Property. The net proceeds of the award shall mean the award after payment of all reasonable costs, expenses, and attorneys’ fees necessarily paid or incurred by Borrower or Lender in connection with the condemnation. Proceedings. If any proceeding in condemnation is filed, Borrower shall promptly notify Lender in writing, and Borrower shall promptly take such steps as may be necessary to defend the action and obtain the award. Borrower may be the nominal party in such proceeding, but Lender shall be entitled to participate in the proceeding and to be represented in the proceeding by counsel of its own choice, and Borrower will deliver or cause to be delivered to Lender such instruments as may be requested by it from time to time to permit such participation. ASSIGNMENT OF RENTS. As additional security for the payment of the Indebtedness, Borrower hereby absolutely assigns to Lender all Rents as defined above. Until the occurrence of an Event of Default, Borrower is granted a license to collect and retain the Rents; however, upon receipt from Lender of a notice that an Event of Default exists under this Mortgage, Lender may terminate Borrower's license, and then Lender, as Borrower's agent, may collect the Rents. In addition, if the Property is vacant, Lender may rent or lease the Property. Lender shall not be liable for its failure to rent the Property, to collect any rents, or to exercise diligence in any matter relating to the Rents; Lender shall be accountable only for Rents actually received. Lender neither has nor assumes any obligation as lessor or landlord with respect to any occupant of the Property. Rents so received shall be applied by Lender first to the remaining unpaid balance of the Indebtedness, in such order or manner as Lender shall elect, and the residue, if any, shall be paid to the person or persons legally entitled to the residue. SECURITY AGREEMENT; FINANCING STATEMENTS. The following provisions relating to this Mortgage as a security agreement are a part of this Mortgage: Security Agreement. This instrument shall constitute a security agreement to the extent any of the Property constitutes fixtures or other personal property, and Lender shall have all of the rights of a secured party under the Oklahoma Uniform Commercial Code as amended from time to time. Security Interest. Upon request by Lender, Borrower shall execute financing statements and take whatever other action is requested by Lender to perfect and continue Lender's security interest in the Property. In addition to recording this Mortgage in the real property records, Lender may, at any time and without further authorization from Borrower, file executed counterparts, copies or reproductions of this Mortgage as a financing statement. Borrower shall reimburse Lender for all expenses incurred in perfecting or continuing this security interest. Upon default, Borrower shall assemble the Personal Property in a manner and at a place reasonably convenient to Borrower and Lender and make it available to Lender within three (3) days after receipt of written demand from Lender. Addresses. The mailing addresses of Borrower (debtor) and Lender (secured party), from which information concerning the security interest granted by this Mortgage may be obtained (each as required by the Oklahoma Uniform Commercial Code), are as stated on the first page of this Mortgage. FURTHER ASSURANCES; ATTORNEY-IN-FACT. The following provisions relating to further assurances and attorney-in-fact are a part of this Mortgage: Further Assurances. At any time, and from time to time, upon request of Lender, Borrower will make, execute and deliver, or will cause to be made, executed or delivered, to Lender or to Lender's designee, and when requested by Lender, cause to be filed, recorded, refiled or rerecorded, as the case may be, at such times and in such offices and places as Lender may deem appropriate, any and all such mortgages, deeds of trust, security deeds, security agreements, financing statements, continuation, statements, instruments of further assurance, certificates, and other documents as may, in the sole opinion of Lender, be necessary or desirable in order to effectuate, complete, perfect, continue, or preserve: (a) the obligations of Borrower under the Note, this Mortgage, and the Related Documents; and (b) the liens and security interests created by this Mortgage as first and prior liens on the Property, whether now owned or hereafter acquired by Borrower. Unless prohibited by law or agreed to the contrary by Lender in writing, Borrower shall reimburse Lender for all costs and expenses incurred in connection with the matters referred to in this paragraph. Attorney-in-Fact. If Borrower fails to do any of the things referred to in the preceding paragraph, Lender may do so for and in the name of Borrower and at Borrower's expense. For such purposes, Borrower hereby irrevocably appoints Lender as Borrower's attorney-in-fact for the purpose of making, executing, delivering, filing, recording, and doing all other things as may be necessary or desirable, in Leader's sole opinion, to accomplish the matters referred to in the preceding paragraph. FULL PERFORMANCE. If Borrower pays all the Indebtedness when due, and otherwise performs all the obligations imposed upon Borrower under this Mortgage, Lender shall execute and deliver to Borrower a release of this Mortgage lien and suitable statements of termination of any financing statement on file evidencing Lender's security interest in the Rents and the Personal Property, Reasonable costs for preparation of such release and statements of termination together with any filing fees required by law shall be paid by Borrower, if permitted by applicable law. EVENTS OF DEFAULT. Each of the-following events shall constitute a default. Default. Default in the timely payment of any installment of principal and interest of the Indebtedness or in the performance of any covenant or provision of any Related Document. Insolvency. Borrower, or any Guarantor, shall: (a) execute an assignment for the benefit of creditors or take any action in furtherance thereof; or (b) admit in writing his inability to pay his debts generally as they become due; or (c) as a debtor, file a petition, case, proceeding, or other action pursuant to, or voluntarily seek the benefit or benefits of any debtor relief law or take any action in furtherance thereof; or (d) seek, acquiesce in, or suffer the appointment of a receiver, trustee, or custodian of Borrower, any Guarantor, the Property, in whole or in part, or any significant portion of other property belonging to Borrower or any Guarantor that affects performance of the Indebtedness; or (e) voluntarily become a party to any proceeding seeking to effect a suspension or having the effect of suspending any of the rights of Lender granted or referred to in the Related Documents or take any action in furtherance thereof. Bankruptcy. The filing of a petition, case, proceeding, or other action against Borrower, or any Guarantor, as a debtor under any debtor relief law; or seeking appointment of a receiver, trustee, or custodian of Borrower, or any Guarantor, or of any property described in the Related Documents or any part thereof, or of any significant portion of other property belonging to Borrower or any Guarantor, that affects its ability to perform under the Indebtedness, or seeking to effect a suspension or having the effect of suspending any of the rights of Lender granted or referred to in the Related Documents, and: (a) Borrower or any Guarantor admits, acquiesces in, or fails to contest the material allegations thereof; or (b) the petition, case, proceeding, or other action results in entry of an order for relief or order granting the relief sought against Borrower or any Guarantor; or (c) the petition, case, proceeding, or other action is not permanently dismissed on or before the earliest of trial thereon or sixty (60) days next following the date of its filing. Breaches. The discovery by Lender that any warranty, covenant, or representation made to Lender by or on behalf of Borrower or any Guarantor is false, misleading, erroneous, or breached in any material respect, or the breach of any of the terms and conditions and promises and agreements contained herein. A default shall not be an Event of Default if the default is cured within ten (10) days following the delivery of or the mailing of written notice from Lender to Borrower’s most current address as reflected in Lender’s business records specifying the existence of any such default. If such default is not cured within the ten (10) day period, the default shall be an Event of Default without need of any further notice or action by Lender. RIGHTS AND REMEDIES ON DEFAULT. Upon the occurrence of any Event of Default, and after giving any required statutory notice of default, including any notice required under the laws of the State of Oklahoma, at any time thereafter, Lender, at its option, may exercise any one or more of the following rights and remedies, in addition to any other rights or remedies provided by law: Accelerate Indebtedness. Lender may declare the unpaid principal balance of the Indebtedness due and payable. In no event will Borrower be required to pay any unearned interest. Foreclosure. In the event Lender elects to foreclose this Mortgage, then Lender, at its option, may: (a) foreclose this Mortgage and sell the Property by a power of sale (which power of sale is hereby granted by Borrower to Lender) pursuant to the Oklahoma Power of Sale Mortgage Foreclosure Act or any successor statute (the “Power of Sale Act”); (b) foreclose this Mortgage by judicial proceeding; and/or (c) invoke any other remedies provided herein or in any other instrument evidencing, guaranteeing, or securing payment of the sums secured hereby by or otherwise provided by applicable law. Without limiting the generality of the foregoing, Lender shall be entitled to seek specific performance and/or injunctive relief (prohibitive or mandatory) with respect to the Borrower’s covenants and agreement contained in this Mortgage and the other documents evidencing and securing the loan secured hereby, whether or not Lender elects to accelerate the sums secured hereby. UCC Remedies. With respect to all or any part of the Personal Property, Lender shall have all the rights and remedies of a secured party under the Oklahoma Uniform Commercial Code. Lender’s Powers. Borrower hereby jointly and severally authorizes and empowers Lender to sell all or any portion of the Property together or in lots or parcels, as Lender may deem expedient, and to execute and deliver to the purchaser or purchasers of such Property good and sufficient deeds of conveyance of fee simple title, or of lesser estates, and bills of sale and assignments, with covenants of general warranty made on behalf of Borrower. In no event shall Lender be required to exhibit, present or display at any such sale any of the Property to be sold at such sale. The Lender making such sale shall receive the proceeds of the sale and shall apply the same as provided below. Payment of the purchase price to Lender shall satisfy the liability of the purchaser at any such sale of the Property, and such person shall not be bound to look after the application of the proceeds. Appoint Receiver. Lender shall have the right to have a receiver appointed to take possession of all or any part of the Property, with the power to protect and preserve the Property, to operate the Property preceding foreclosure or sale, and to collect the Rents from the Property and apply the proceeds, over and above the cost of the receivership, against the Indebtedness. The receiver may serve without bond if permitted by law. Lender's right to the appointment of a receiver shall exist whether or not the apparent value of the Property exceeds the Indebtedness by a substantial amount. Employment by Lender shall not disqualify a person from serving as a receiver. Tenancy at Sufferance. If Borrower remains in possession of the Property after the Property is sold as provided above or Lender otherwise becomes entitled to possession of the Property upon default of Borrower, Borrower shall become a tenant at sufferance of Lender or the purchaser of the Property and shall, at Lender's option, either: (a) pay a reasonable rental for the use of the Property; (b) vacate the Property immediately upon the demand of Lender; or (c) if such tenants refuse to surrender possession of the Property upon demand, the purchaser shall be entitled to institute and maintain the statutory action of forcible entry and detainer and procure a writ of possession thereunder, and Borrower expressly waives all damages sustained by reason thereof. Proceeds. Lender shall pay the proceeds of any sale of the Property: (a) first, to the expenses of the foreclosure, including reasonable fees or charges paid to the Lender, including but not limited to fees for enforcing the lien, posting for sale, selling, or releasing the Property; (b) then to Lender the full amount of the Indebtedness; (c) then to any amount required by law to be paid before payment to Borrower; and (d) the balance, if any, to Borrower. Waiver, Election of Remedies. A waiver by any party of a breach of a provision of this Mortgage shall not constitute a waiver of or prejudice that party's rights otherwise to demand strict compliance with that provision or any other provision. Election by Lender to pursue any remedy provided in this Mortgage, the Indebtedness, in any Related Document, or provided by law shall not exclude pursuit of any other remedy, and an election to make expenditures or to take action to perform an obligation of Borrower under this Mortgage after failure of Borrower to perform shall not affect Lender’s right to declare a default and to exercise any of its remedies. Attorneys’ Fees; Expenses. If Lender institutes any suit or action to enforce any of the terms of this Mortgage, Lender shall be entitled to recover such sums as the court may adjudge reasonable as attorneys' fees at trial and on any appeal. Whether or not any court action is involved, all reasonable expenses incurred by Lender which in Lender’s opinion are necessary at any time for the protection of its interest or the enforcement of its rights shall become a part of the Indebtedness, be payable on demand and shall bear interest at the Note rate from the date of expenditure until repaid. Expenses covered by this paragraph include, without limitation, however subject to any limits under applicable law, Lender's reasonable attorneys' fees whether or not there is a lawsuit, including attorneys' fees for bankruptcy proceedings (including efforts to modify or vacate any automatic stay or injunction), appeals and any anticipated post judgment collection services, the cost of searching records, obtaining title reports (including foreclosure reports), surveyors' reports, environmental assessments, appraisal fees, title insurance, and fees for the Lender, to the extent permitted by applicable law. Borrower will also pay any court costs, in addition to all other sums provided by law. In the event of foreclosure of this Mortgage, Lender shall be entitled to recover from Borrower Lender’s reasonable attorneys' fees and actual disbursements necessarily incurred by Lender in pursuing such foreclosure. POWER AND OBLIGATIONS OF LENDER. The following provisions relating to the powers and obligations of Lender are part of this Mortgage: Powers of Lender. In addition to all powers of Lender arising as a matter of law, Lender shall have the power to take the following actions with respect to the Property upon the written request of Borrower: (a) join in preparing and filing a map or plat of the Real Property, including the dedication of streets or other rights to the public; (b) join in granting any easement or creating any restriction on the Real Property; and (c) join in any subordination or other agreement affecting this Mortgage or the interest of Lender under this Mortgage. Obligations to Notify. Lender shall not be obligated to notify any other lienholder of the Property of the commencement of a foreclosure proceeding or of the commencement of any other action to which Lender may avail itself as a remedy, except to the extent required by applicable law or by written agreement. Foreclosure. In addition to the rights and remedies set forth above, with respect to all or any part of the Property, the Lender shall have the right to foreclose by notice and sale, and by judicial foreclosure, in either case in accordance with and to the full extent provided by applicable law. NOTICES TO BORROWER AND OTHER PARTIES. Any notice under this Mortgage shall be in writing and shall be effective when actually delivered or, if mailed, shall be deemed effective when deposited in the United States mail first class, certified mail, postage prepaid, directed to the addresses shown near the beginning of this Mortgage. Any party may change its address for notices under this Mortgage by giving formal written notice to the other parties, specifying that the purpose of the notice is to change the party's address. For notice purposes, Borrower agrees to keep Lender informed at all times of Borrower's current address. MISCELLANEOUS PROVISIONS. The following miscellaneous provisions are a part of this Mortgage: Amendments. This Mortgage, together with any Related Documents, constitutes the entire understanding and agreement of the parties as to the matters set forth in this Mortgage. No alteration of or amendment to this Mortgage shall be effective unless given in writing and signed by the party or parties sought to be charged or bound by the alteration or amendment. Applicable Law. This Mortgage has been delivered to Lender and accepted by Lender in the State of Oklahoma. This Mortgage shall be governed by and construed in accordance with the laws of the State of Oklahoma and applicable Federal laws. Caption Headings. Caption headings in this Mortgage are for convenience purposes only and are not to be used to interpret or define the provisions of this Mortgage. Limitation or Interest. All agreements between Borrower and Lender are expressly limited so that in no contingency or event whatsoever whether by reason of advancement of the proceeds of the Indebtedness, acceleration of maturity of the Indebtedness hereof, or otherwise, shall the amount paid or agreed to be paid to the Lender for the use, forbearance, or detention of the money to be advanced hereunder exceed the highest rate permissible under the laws of the State of Oklahoma and of the United States, (to the extent not preempted by Federal law, if any) and any subsequent revisions repeals, or judicial interpretations thereof, to the extent any of same are applicable hereto and thereto. If, from any circumstance whatsoever, fulfillment of any provisions hereof or of the Indebtedness or any other agreement referred to herein or therein shall, at the time fulfill of such provision be due, involve transcending the limit of validity prescribed by law that a court of competent jurisdiction may deem applicable hereto, then ipso facto the obligations to be fulfilled shall be reduced to the limit of such validity, and if from any circumstance the Lender shall ever receive as interest an amount which would be excessive interest, it shall: (a) be applied to the reduction of the unpaid principal balance of the Indebtedness; or (b) be refunded to Borrower and not to the payment of interest. It is further agreed, without limitation of the foregoing that all calculations of the rate of interest contracted for, charged, or received on the Indebtedness evidenced or secured hereby that are made for the purpose of determining whether such rate exceeds the maximum lawful contract rate, shall be made, to the extent permitted by applicable law, by amortizing, prorating, allocating, and spreading throughout the full stated term of the Indebtedness so that such rate of interest on account of such Indebtedness, as so calculated, is uniform throughout the term thereof. This provision shall control every other provision of all agreements between Borrower and the Lender. Merger. There shall be no merger of the interest or estate created by this Mortgage with any other interest or estate in the Property at any time held by or for the benefit of Lender in any capacity, without the written consent of Lender. Multiple Parties. All obligations of Borrower under this Mortgage shall be joint and several, and all references to Borrower shall mean each and every Borrower. This means that each of the persons signing below is responsible for all obligations in this Mortgage. Where any one or more of the parties are corporations or partnerships, it is not necessary for Lender to inquire into the powers of any of the parties or of the officers, directors, partners, or agents acting or purporting to act on their behalf. Severability. If a court of competent jurisdiction finds any provision of this Mortgage to be invalid or unenforceable as to any person or circumstance, such finding shall not render that provision invalid or unenforceable as to any other persons or circumstances. If feasible, any such offending provisions shall be deemed to be modified to be within the limits of enforceability or validity; however, if the offending provision cannot be so modified, it shall be stricken and all other provisions of this Mortgage in all other respects shall remain valid and enforceable. Successors and Assigns. Subject to the limitations stated in this Mortgage on transfer of Borrower's interest, this Mortgage shall be binding upon and inure to the benefit of the parties, their successors, and assigns. If ownership of the Property becomes vested in a person other than Borrower, Lender, without notice to Borrower, may deal with Borrower's successors with reference to this Mortgage and the Indebtedness by way of forbearance or extension without releasing Borrower from the obligations of this Mortgage or liability under the Indebtedness. Time is of the Essence. Time is of the essence in the performance of this Mortgage. Waivers and Consents. Lender shall not be deemed to have waived any rights under this Mortgage (or under the Related Documents) unless such waiver is in writing and signed by Lender. No delay or omission on the part of Lender in exercising any right shall operate as a waiver of such right or any other right. A waiver by any party of a provision of this Mortgage shall not constitute a waiver of or prejudice the party's right otherwise to demand strict compliance with that provision or any other provision. No prior waiver by Lender, nor any course of dealing between Lender and Borrower, shall constitute a waiver of any of Lender's rights or any of Borrower’s obligations as to any future transactions. Whenever consent by Lender is required in this Mortgage, the granting of such consent by Lender in any instance shall not constitute continuing consent to subsequent instances where such consent is required. BORROWER ACKNOWLEDGES HAVING READ ALL THE PROVISIONS OF THIS MORTGAGE, AND BORROWER AGREES TO ITS TERMS. EXECUTED effective the 1st day of February 2017. BORROWERS: JKT Wilson, LLC By: Kenneth Bounds, Manager JKT Leasing - OK, LLC By: Kenneth Bounds, Manager ACKNOWLEDGMENT STATE OF TX ) COUNTY OF Denton ) ss: BEFORE ME, the undersigned, a Notary Public, in and for said County and State, on this 7th day of December 2023, personally appeared Mr. Kenneth Bounds, as Manager of JKT Wilson, LLC, to me known to be the identical person who executed the within and foregoing instrument in said capacity, and acknowledged to me that he executed same as his free and voluntary act and deed, for the uses and purposes therein set forth. IN WITNESS WHEREOF, I have hereunto set my official signature and affixed my notarial seal the day and year last above written. My Commission Expires: 01/18/2027 Notary Public Commission Number: 128499187 ACKNOWLEDGMENT STATE OF TEXAS ) COUNTY OF DENTON ) BEFORE ME, the undersigned, a Notary Public, in and for said County and State, on this 7th day of DECEMBER 2023, personally appeared Mr. Kenneth Bounds, as Manager of JKT Leasing - OK, LLC, to me known to be the identical person who executed the within and foregoing instrument in said capacity, and acknowledged to me that he executed same as his free and voluntary act and deed, for the uses and purposes therein set forth. IN WITNESS WHEREOF, I have hereunto set my official signature and affixed my notarial seal the day and year last above written. My Commission Expires: 01/18/2027 DUSTIN M JONES Notary ID #128499187 My Commission Expires January 18, 2027 Notary Public Commission Number: 128499187 EXHIBIT “A” TO COMMERCIAL MORTGAGE The South Half of the Southwest Quarter of the Northwest Quarter (S/2 SW/4 NW/4) of Section Ten (10), Township Four (4) South, Range Two (2) West, Carter County, Oklahoma. SECURITY AGREEMENT Borrowers: JKT WILSON, LLC 5015 Addison Circle, Ste 330 Addison, Texas 75001 JKT LEASING - OK, LLC 5015 Addison Circle, Ste 330 Addison, Texas 75001 LENDER: Roger Buller 31 Stonebridge Circle Wichita, Kansas 67230 THIS AGREEMENT made and entered into this the nth day of December, 2023, by and between JKT Wilson, LLC, 5015 Addison Circle, Ste 330, Addison, Texas, 75001, and JKT Leasing – OK, LLC, 5015 Addison Circle, Ste 330, Addison, Texas, 75001, hereinafter referred to as “Borrowers,” and Roger Buller, 31 Stonebridge Circle, Wichita, Kansas 67230, hereinafter referred to as “Lender.” WHEREAS, Borrowers have executed two Promissory Notes in favor of Lender, extemporaneous herewith, dated December ____, 2023, and in order to provide security and collateral for the satisfaction of said Promissory Notes, Borrowers have agreed to execute this Security Agreement in favor of Lender. NOW, THEREFORE, for mutual covenants and conditions, and in consideration of the execution of the Promissory Note heretofore described, and the funding thereof by Lender, Borrowers do hereby grant, bargain, and pledge unto Lender a Security Interest in and to: all Business Assets, including but not limited to equipment, whether now or presently existing and hereafter arising or acquired, including any replacements thereto, of whatever kind which the Borrower has now or may hereafter acquire including, but not limited to, all fixtures, machinery, and equipment, including furniture, stock, trade fixtures, and machinery, together with any and all replacements thereof, and any and all proceeds derived therefrom, all which shall be hereafter referred to as “Collateral,” which shall include but not be limited to that which is described on Exhibit “A,” attached hereto and incorporated herewith all oil and gas products, whether refined, produced, or otherwise The parties hereto do further agree that the following shall consist as additional terms and conditions of this Security Agreement to which the parties hereto agree, to-wit: I. BORROWERS’ REPRESENTATIONS AND WARRANTIES. Borrowers Represent and Warrant to Lender that: (1) The Collateral shall be located at either the address shown at the top page one of this agreement; (2) The Collateral is presently owned by Borrowers or shall be acquired by Borrowers; (3) Borrowers are duly organized and existing under the laws of the State of Oklahoma; and the execution, delivery and performance of this Agreement and the Obligations secured hereby are within Borrowers’ corporate powers, have been duly authorized, are not in contravention of law or the terms of Borrowers’ articles of organization, bylaws or other corporate papers, or of any indenture, agreement or undertaking to which Borrowers are a party of by which they are bound; (4) There is no lien, security interest or other encumbrance on all or any part of the Collateral covered by this Agreement at the time of execution of this Agreement, and there is no financing statement covering any of the Collateral on file in any public office; (5) Borrowers’ principal place of business is the address shown at the beginning of this Agreement; (6) All financial statements delivered to Lender at or prior to the execution of this Agreement, and all financial statements that may hereafter be delivered to Lender, fairly present the financial condition and the results of Borrowers’ operations at the times and for the periods therein stated, and since the latest date covered by the most recent financial statements delivered prior to the execution of this Agreement there has been no adverse change in the financial condition, the operations or any other status of Borrowers; and (7) All information furnished or to be furnished to Lender concerning the Obligations secured by this Agreement or the Collateral and the proceeds thereof is (or will be at the time the same is furnished) accurate and correct in all material aspects. II. BORROWERS’ AFFIRMATIVE COVENANTS. Borrowers Covenant and Agree that Borrowers Shall: (1) Furnish Lender, prior to execution of this Agreement, with a subordination or disclaimer agreement executed by all persons having an interest in real estate or other goods to which there is already attached or affixed any Collateral constituting fixtures or accessions and, in addition furnish Lender with a landlord’s waiver of all liens with respect to any Collateral covered by this Agreement that is or may be located on leased premises; (2) Insure that Lender’s security interest is properly noted on all Certificates of Title in the manner required by law if such certificates are required with respect to any of the Collateral, and deliver said certificates to Lender; (3) Insure the Collateral with companies acceptable to Lender against such casualties and in such amounts as Lender requires. All insurance policies shall be written for the benefit of Borrowers and Lender as their interest may appear (with Lender as loss payee), and such policies or original certificates evidencing the same shall be furnished to Lender. All policies of insurance shall provide the maximum prior written notice to Lender of cancellation, which the insurance company will provide. Lender may apply any proceeds of such insurance that it may receive toward part or full satisfaction of any or all of the Obligations secured hereby, whether or not said Obligations are then due and owing and Borrowers hereby appoint Lender its agent and attorney-in-fact, to make, adjust and settle claims in connection with any such insurance, and to endorse any checks, drafts or other orders for the payment of money that shall be received by either Lender or Borrowers pursuant to any such insurance; (4) Pay promptly when due (unless they are being contested in good faith) all insurance premiums, assessments, costs and expenses necessary to preserve, protect, collect and maintain the Collateral; keep the Collateral free from other liens, security interests or other encumbrances; defend the Collateral if necessary against all claims and demands of all persons at any time claiming an interest therein adverse to Lender; file all tax returns and pay all taxes when due, and cause any liens for taxes to be properly released; and in the event of failure to do so, Borrowers agree that Lender may make expenditures for any or all such purposes (but is not obligated to do so), and the amount so expended together with interest thereon at the highest lawful rate that may be charged to Borrowers by Lender under applicable law shall constitute one of Borrowers’ Obligations to Lender secured by the security interest granted herein and any such expenditure by Lender will be repayable by Borrowers on demand. Borrowers hereby appoint Lender Borrowers’ agent and attorney-in-fact to enable Lender to act for Borrowers in fulfilling all of Borrowers’ responsibilities and exercising all of Borrowers’ rights under this Agreement for the purpose of preserving and protecting the Collateral and Lender’s security interest therein; (5) Maintain and preserve the Collateral in good order and condition (at Borrowers’ own risk of loss) by making all necessary repairs, keeping it from being wasted, deteriorated, lost or destroyed, and preventing it from being used in violation of any statute or ordinance; and allow Lender to inspect the Collateral and any books or records pertaining thereto (which Borrowers agree to keep in an accurate and complete form) during reasonable business hours by admitting Lender’s employees or agents to the premises where the Collateral is located and assisting in the inspection if requested; (6) Without hindrance or delay, furnish reports, data and financial statements, including audits by independent public accountants, in connection with Borrowers’ business and financial condition, as Lender may reasonably require; (7) Join with Lender in executing a financing statement, notice, affidavit, or any similar instrument which Lender deems necessary or advisable to establish or maintain its security interest in a form satisfactory to Lender together with such other instruments as Lender may from time to time request, and pay all costs of filing same in any public office or offices deemed advisable by Lender; and, (8) Immediately notify Lender of any event causing loss or depreciation in value or any of the Collateral and the amount of such loss or depreciation. III. BORROWERS’ NEGATIVE COVENANTS. Borrowers Covenant and Agree That Without Prior Written Authorization from Lender, Borrowers Shall Not: (1) Change Borrowers’ principal place of business to an address different from that shown at the beginning of this Agreement; (2) Remove (other than temporarily in connection with its normal use) any or all of the Collateral to a location different from that shown in Paragraph “(1)” of Section I; (3) Sell, exchange, lease, encumber or otherwise dispose of any part or all of the Collateral or any of Borrowers’ rights therein or under this Agreement; (4) Assert any claims or defenses Borrowers may have against Lender against Lender’s assignee, it being understood that Lender may assign any part or all of Borrowers’ Obligations and this Agreement to an assignee who will be entitled to all of the rights, privileges and remedies granted in this Agreement to Lender; or (5) Create or permit the existence of any lien on or security interest in any of the Collateral other than the security interest created hereby. III. EVENTS OF DEFAULT. Each of the following events shall constitute a Default: (1) Default in the timely payment of any installment of principal and interest under any of the Obligations or in the performance of any covenant or provision of any writings evidencing such Obligations (the “Loan Documents”). (2) Borrowers, or any Guarantor, shall: (a) execute an assignment for the benefit of creditors or take any action in furtherance thereof; or (b) admit in writing his inability to pay his debts generally as they become due; or (c) as a debtor, file a petition, case, proceeding, or other action pursuant to, or voluntarily seek the benefit or benefits of any debtor relief law or take any action in furtherance thereof; or (d) seek, acquiesce in, or suffer the appointment of a receiver, trustee, or custodian of Borrowers, any Guarantor, the Collateral, in whole or in part, or any significant portion of other property belonging to Borrowers or any Guarantor that affects performance under the Obligations; or (e) voluntarily become a party to any proceeding seeking to effect a suspension or having the effect of suspending any of the rights of Lender or the Trustee granted or referred to in the Loan Documents or take any action in furtherance thereof. (3) The filing of a petition, case, proceeding, or other action against Borrowers, or any Guarantor, as a debtor under any debtor relief law; or seeking appointment of a receiver, trustee, or custodian of Borrowers, or any Guarantor, or of any property described in the Loan Documents or any part thereof, or of any significant portion of other property belonging to Borrowers or any Guarantor, that affects its ability to perform under the Obligations, or seeking to effect a suspension or having the effect of suspending any of the rights of Lender or the Trustee granted or referred to in the Loan Documents, and: (a) Borrowers or any Guarantor admit, acquiesce in, or fail to contest the material allegations thereof; or (b) the petition, case, proceeding, or other action results in entry of an order for relief or order granting the relief sought against Borrowers or any Guarantor; or (c) the petition, case, proceeding, or other action is not permanently dismissed on or before the earliest of trial thereon or sixty (60) days next following the date of its filing. (4) The discovery by Lender that any warranty, covenant, or representation made to Lender by or on behalf of Borrowers or any Guarantor is false, misleading, erroneous, or breached in any material respect. A default shall not be an Event of Default if the default is cured within ten (10) days following the delivery of or the mailing of written notice from Lender to Borrowers’ most current address as reflected in Lender’s business records specifying the existence of any such default. If such default is not cured within the ten (10) day period, the default shall be an Event of Default without need of any further notice or action by Lender. IV. LENDER’S RIGHTS IN EVENT OF DEFAULT. (1) Upon the occurrence of any Event of Default, and at any time thereafter, Lender may, without notice to or demand upon Borrowers (Borrowers hereby expressly waiving all notices, demands for payment, presentations for payment, notices of intention to accelerate the maturity and actual acceleration of maturity, protest and notice of protest as to the Obligations), exercise its right to declare all Obligations secured by the security interest created herein to be immediately due and payable, in which case Lender will have all rights and remedies granted by law and particularly by the Oklahoma Uniform Commercial Code, including but not limited to, the right to take possession of any and all of the Collateral (in addition to Collateral which it already has possession), wherever it may be found, and may (as long as no breach of peace occurs), enter into any of Borrowers’ premises where any of the Collateral may be or is supposed to be, and without notice or demand, and without any legal proceedings, take possession, remove, keep and store any of the Collateral until the same shall be sold or otherwise disposed of, and Lender shall have the right to store in any of Borrowers’ premises without cost to Lender, Lender may require Borrowers to assemble the Collateral and make it available to Lender at a place to be designated by Lender which is reasonably convenient to both parties. Unless the Collateral is perishable or threatens to decline speedily in value or is of a type customarily sold on a recognized market, Lender will send Borrowers reasonable notice of the time and place of any public sale, or of the time after which any private sale or other disposition of the Collateral is to be made. This requirement of sending reasonable notice will be met if such notice is mailed, postage prepaid, to Borrowers at Borrowers’ last known address at least five (5) days before the time of the sale or disposition. In addition to the expenses of retaking, holding, preparing for sale, selling and the like, Lender will be entitled to recover reasonable attorney fees and legal expenses as provided for in this Agreement and in the writings evidencing said Obligations before applying the balance of the proceeds from the sale or other disposition toward satisfaction of the Obligations themselves. Borrowers will remain liable for any deficiency remaining after the sale or other disposition. (2) No act, delay, omission or course of dealing between Borrowers and Lender including Lender’s remedying of any Event of Default hereunder will constitute a waiver of any of Lender’s rights or remedies under this Agreement. A waiver by Lender of any rights or remedies under the terms of this Agreement or with respect to any of Borrowers’ Obligations to Lender will not be a bar to the exercise of any right or remedy on any subsequent occasion. (3) All rights and remedies of Lender hereunder are cumulative and may be exercised singly or concurrently, and the exercise of any one or more of them will not be a waiver of any other. It is expressly agreed and understood that the Lender’s right to exercise its rights and remedies under the Oklahoma Uniform Commercial Code is not conditioned upon acceleration of the maturity of the underlying Obligations, but only upon Borrowers’ default as defined above, notwithstanding anything herein to the contrary. Lender shall not be limited by any election of remedies if it chooses to judicially foreclose its security interest. The right to sell under the terms hereof shall exist cumulative with said judicial foreclosure and one method so resorted to shall not bar the other, but both may be exercised at the same or different times, nor shall one be a defense to the other. No waiver, change, modification or discharge of any of Lender’s rights or Borrowers’ duties as so specified or allowed will be effective unless contained in a written instrument signed by Lender specifying such waiver, change, modification or discharge. V. MISCELLANEOUS. (1) This agreement and the security interest in the Collateral herein created will terminate when all Obligations secured hereby have been paid in full. (2) The provisions of this Agreement are in addition to those contained in any writings evidencing the Obligations secured hereby, all of which will be construed as one instrument. In addition to the amounts provided for in said writings agreed to be paid by Borrowers as reimbursement for Lender’s attorney’s fees and legal expenses in an Event of Default, Borrowers also agree to pay Lender’s reasonable attorney’s fees in enforcing and carrying out the covenants, terms and conditions contained in this Agreement. As used in this Agreement, “attorneys’ fees” shall be defined as the reasonable value of the services of the attorneys employed by Lender from time to time, to commence, defend or intervene in any court proceeding, or to file a petition, answer, motion or other pleadings, or to take any other action in or with respect to any suit or proceeding (bankruptcy or otherwise) relating to the Collateral, this Agreement, or the Obligations, or to protect, collect, lease, sell, take possession of, or liquidate any of the Collateral, or to attempt to enforce any security interest in any of the Collateral. Said attorney’s fees, and any legal expenses, costs and charges relating thereto, shall be additional Obligations of Borrowers, payable on demand and secured by the Collateral. (3) Any notice under this Agreement shall be in writing and shall be effective when actually delivered or, if mailed, shall be deemed effective when deposited in the United States mail first class, certified mail, postage prepaid, directed to the addresses shown near the beginning of this Security Agreement. Any party may change its address for notices under this Agreement by giving formal written notice to the other parties, specifying that the purpose of the notice is to change the party’s address. For notice purposes, Borrowers agree to keep Lender informed at all times of Borrowers’ current address. (4) The term “Borrowers” as used in this Agreement will be construed as singular or plural to correspond with the number of persons executing this Agreement as Borrowers. If more than one person executes this Agreement as Borrowers, his, her, their, or its duties and liabilities under this Agreement will be joint and several. The terms “Lender” and “Borrowers” as used in this Agreement include the heirs, executors or administrators, successors, representatives, receivers, trustees and assigns of those parties. (5) Where there are contained in this Agreement words or phrases that are defined in the Oklahoma Uniform Commercial Code, the Code definitions will control the meaning of the words or phrases. A determination that any provision contained herein is unenforceable will have no effect on the validity of the remaining provisions. (6) The law governing this secured transaction will be that of the State of Oklahoma in force on the date of execution of this Agreement. The Obligations contained in this Agreement (which require only the Borrowers’ signature to become enforceable) are performable in the county wherein Lender is located. (7) Borrowers waive the right to direct the application of any and all payments at any time or times hereafter received by Lender from Borrowers, and Borrowers hereby agree that Lender shall have the continuing exclusive right to apply and reapply any and all payments received at any time or times hereafter against the Obligations in such manner as Lender may deem advisable. (8) Borrowers agree that a carbon, photographic or other reproduction of this Agreement or Financing Statement may be filed as an original. EXECUTED effective the ___7th___ day of __Dec__, 2023. BORROWERS: JKT Wilson, LLC By: ________________________________ Kenneth Bounds, Manager JKT Leasing - OK, LLC By: ________________________________ Kenneth Bounds, Manager Loan No. 0001 Loan No. 0002 ACKNOWLEDGMENT STATE OF ______TK__ ) ) ss: COUNTY OF _____DENTON___ ) BEFORE ME, the undersigned, a Notary Public, in and for said County and State, on this ___7__ day of __DECEMBER__ 2023, personally appeared Mr. Kenneth Bounds, as Manager of JKT Wilson, LLC, to me known to be the identical person who executed the within and foregoing instrument in said capacity, and acknowledged to me that he executed same as his free and voluntary act and deed, for the uses and purposes therein set forth. IN WITNESS WHEREOF, I have hereunto set my official signature and affixed my notarial seal the day and year last above written. My Commission Expires: 01/18/2027 NOTARY PUBLIC STATE OF TEXAS DUSTIN M JONES Notary ID #128499187 My Commission Expires January 18, 2027 ________________________ Notary Public Commission Number: 128499187 ACKNOWLEDGMENT STATE OF (TX ) ) ss: COUNTY OF DENTON ) BEFORE ME, the undersigned, a Notary Public, in and for said County and State, on this 7 day of DECEMBER 2023, personally appeared Mr. Kenneth Bounds, as Manager of JKT Leasing - OK, LLC, to me known to be the identical person who executed the within and foregoing instrument in said capacity, and acknowledged to me that he executed same as his free and voluntary act and deed, for the uses and purposes therein set forth. IN WITNESS WHEREOF, I have hereunto set my official signature and affixed my notarial seal the day and year last above written. My Commission Expires: 01/18/2027 Notary Public Commission Number: 128499187 EXHIBIT “A” TO SECURITY AGREEMENT NON-ROLLING STOCK (EXCEPT FOR BACKHOE), “AS IS, WHERE-IS” 1 2013 Caterpillar 420E Backhoe VIN CAT0420EKKMW02369 1 2014 Custom Open-Top Frac Tank 1 2014 1,300 BBL Steel Tank 1 2014 210 BBL Steel Tank 1 2015 400 BBL Fiberglass Tank 1 2015 Control Panel 8 2015 400 BBL Steel Tanks 1 2015 750 BBL Steel Tank 1 2015 20 BBL Steel Tank 1 2019 90 BBL Steel Tank 1 2015 Shaker 1 Conex 1 Centrisys CS-21-4 PH 1 Max2000 Pump P-053 1 2019 Polymer Blending Unit 1 2019 Suspended Piping System 1 MCM 118 Series Pump 1 2014 Table-Top Centrifuges 1 Miscellaneous Tools, Toolboxes, tables, et cetera 1 Miscellaneous Office Furniture & Supplies 1 Metal Building Office 1 Heatbox with associated propane tanks and fire suppression system 1 Drift Trailer 1 Power Unit UCC FINANCING STATEMENT FOLLOW INSTRUCTIONS A. NAME & PHONE OF CONTACT AT SUBMITTER (optional) Bradley Wilson B. E-MAIL CONTACT AT SUBMITTER (optional) [email protected] C. SEND ACKNOWLEDGMENT TO: (Name and Address) SEE BELOW FOR SECURED PARTY CONTACT INFORMATION 1. DEBTOR'S NAME: Provide only one Debtor name (1a or 1b) (use exact, full name; do not omit, modify, or abbreviate any part of the Debtor's name); if any part of the Individual Debtor's name will not fit in line 1b, leave all of item 1 blank, check here and provide the individual Debtor information in item 10 of the Financing Statement Addendum (Form UCC1Ad) 1a. ORGANIZATION'S NAME JKT Wilson, LLC OR 1b. INDIVIDUAL'S SURNAME 1c. MAILING ADDRESS 5015 Addison Circle, Ste 330 CITY Addison STATE TX POSTAL CODE 75001 COUNTRY USA 2. DEBTOR'S NAME: Provide only one Debtor name (2a or 2b) (use exact, full name; do not omit, modify, or abbreviate any part of the Debtor's name); if any part of the Individual Debtor's name will not fit in line 2b, leave all of item 2 blank, check here and provide the individual Debtor information in item 10 of the Financing Statement Addendum (Form UCC1Ad) 2a. ORGANIZATION'S NAME JKT Leasing - OK, LLC OR 2b. INDIVIDUAL'S SURNAME 2c. MAILING ADDRESS 5015 Addison Circle, Ste 330 CITY Addison STATE TX POSTAL CODE 75001 COUNTRY USA 3. SECURED PARTY'S NAME (or NAME of ASSIGNEE or ASSIGNOR SECURED PARTY): Provide only one Secured Party name (3a or 3b) 3a. ORGANIZATION'S NAME OR 3b. INDIVIDUAL'S SURNAME Buller 3c. MAILING ADDRESS 31 Stonebridge Circle CITY Wichita STATE KS POSTAL CODE 67230 COUNTRY USA 4. COLLATERAL: This financing statement covers the following collateral: all Business Assets, including but not limited to equipment, whether now or presently existing and hereafter arising or acquired, including any replacements thereto, of whatever kind which the Borrower has now or may hereafter acquire including, but not limited to, all fixtures, machinery, and equipment, including furniture, stock, trade fixtures, and machinery, together with any and all replacements thereof, and any and all proceeds derived therefrom, all which shall be hereafter referred to as "Collateral," which shall include but not be limited to that which is described hereto and incorporated herewith, including all oil and gas products, whether refined, produced, or otherwise; NON-ROLLING STOCK (EXCEPT FOR BACKHOE),"AS IS, WHERE-IS"; 1 2013 Caterpillar 420E Backhoe VIN CAT0420EKKMW02369; 1 2014 Custom Open-Top Frac Tank; 1 2014 1,300 BBL Steel Tank; 1 2014 210 BBL Steel Tank; 1 2015 400 BBL Fiberglass Tank; 1 2015 Control Panel; 8 2015 400 BBL Steel Tanks; 1 2015 750 BBL Steel Tank; 5. Check only if applicable and check only one box: Collateral is held in a Trust (see UCC1Ad, item 17 and Instructions) being administered by a Decedent's Personal Representative 6a. Check only if applicable and check only one box: Public-Finance Transaction Manufactured-Home Transaction 6b. Check only if applicable and check only one box: A Debtor is a Transmitting Utility Agricultural Lien Non-UCC Filing 7. ALTERNATIVE DESIGNATION (if applicable): Lessee/Lessor Consignee/Consignor Seller/Buyer Bailee/Bailor Licensee/Licens 8. OPTIONAL FILER REFERENCE DATA: UCC FINANCING STATEMENT ADDENDUM FOLLOW INSTRUCTIONS 9. NAME OF FIRST DEBTOR: Same as line 1a or 1b on Financing Statement; if line 1b was left blank because Individual Debtor name did not fit, check here ☐ 9a. ORGANIZATION'S NAME JKT Wilson, LLC OR 3b. INDIVIDUAL'S SURNAME FIRST PERSONAL NAME ADDITIONAL NAME(S)/INITIAL(S) SUFFIX Print Reset THE ABOVE SPACE IS FOR FILING OFFICE USE ONLY 10. DEBTOR'S NAME: Provide (10a or 10b) only one additional Debtor name or Debtor name that did not fit in line 1h or 2b of the Financing Statement (Form UCC1) (use exact, full name; do not omit, modify, or abbreviate any part of the Debtor's name) and enter the mailing address in line 10c 10a. ORGANIZATION'S NAME OR 10b. INDIVIDUAL'S SURNAME INDIVIDUAL'S FIRST PERSONAL NAME INDIVIDUAL'S ADDITIONAL NAME(S)/INITIAL(S) SUFFIX 10c. MAILING ADDRESS CITY STATE POSTAL CODE COUNTRY 11. ADDITIONAL SECURED PARTY'S NAME or ASSIGNOR SECURED PARTY'S NAME: Provide only one name (11a or 11b) 11a. ORGANIZATION'S NAME OR 11b. INDIVIDUAL'S SURNAME Buller FIRST PERSONAL NAME Roger ADDITIONAL NAME(S)/INITIAL(S) SUFFIX 11c. MAILING ADDRESS CITY STATE POSTAL CODE COUNTRY 31 Stonebridge Circle Wichita KS 67230 USA 12. ADDITIONAL SPACE FOR ITEM 4 (Collateral): 1 2015 20 BBL Steel Tank; 1 2019 90 BBL Steel Tank; 1 2015 Shaker; 1 Conex; 1 Centrisys CS-21-4 PH; 1 Maxx2000 Pump P-053; 1 2019 Polymer Blending Unit; 1 2019 Suspended Piping System; 1 MCM 118 Series Pump; 1 2014 Table-Top Centrifuges; 1 Miscellaneous Tools, Toolboxes, tables, et cetera; 1 Miscellaneous Office Furniture & Supplies; 1 Metal Building Office; 1 Heatbox with associated propane tanks and fire suppression system; 1 Drift Trailer; 1 Power Unit 13. This FINANCING STATEMENT is to be filed [for record] (or recorded) in the REAL ESTATE RECORDS (if applicable) 14. This FINANCING STATEMENT: ☐ covers timber to be cut ☐ covers as-extracted collateral ☒ is filed as a fixture filing 15. Name and address of a RECORD OWNER of real estate described in item 16 (If Debtor does not have a record interest): 5015 Addison Circle, Ste 330 Addison, Texas, 75001 16. Description of real estate: The South Half of the Southwest Quarter of the Northwest Quarter (S/2 SW/4 NW/4) of Section Ten (10), Township Four (4) South, Range Two (2) West, Carter County, Oklahoma. 17. MISCELLANEOUS: SECURED PARTY COPY — UCC FINANCING STATEMENT ADDENDUM (Form UCC1Ad) (Rev. 07/01/23) COMMERCIAL GUARANTY AGREEMENT GUARANTOR: Kenneth Bounds 5015 Addison Circle, Ste 330 Addison, Texas 75001 LENDER: Roger Buller 31 Stonebridge Circle Wichita, Kansas 67230 This Commercial Guaranty Agreement (this “Agreement”) is entered into this the ___ day of December, 2023, by and between Kenneth Bounds, individually, hereinafter referred to as “Guarantor,” and Roger Buller, hereinafter referred to as “Lender.” WHEREAS, the parties have entered into an agreement pursuant to which Lender has agreed to loan to JKT Wilson, LLC, and JKT Leasing – OK, LLC, hereinafter referred to as “Borrowers,” and Borrowers has agreed to borrow from Lender, and to execute two Promissory Notes, one being in the principal amount of up to Ten Thousand Dollars, and the other in the amount of Two Hundred Eighteen Thousand Dollars ($218,000.00); and, WHEREAS, as part of the consideration of Lender loaning to Borrowers the heretofore described monies, Guarantor has agreed to execute this Agreement to guarantee the payment of any and all monies due and owing by Borrowers to Lender; and, WHEREAS, Lender has made it a condition precedent to Lender agreeing to the loan to Borrowers that Guarantor guaranty payment of the note and related indebtedness (“Indebtedness”) on the terms and conditions set forth in this Agreement and to execute this Agreement. NOW, THEREFORE, to induce Lender to loan money and to extend credit or other financial accommodations to the Borrowers, and for other good and valuable consideration, receipt of which is hereby acknowledged, Guarantor hereby unconditionally, absolutely, and irrevocably guarantees to Lender the full and punctual payment, performance, and discharge of all indebtedness, liability, and all obligations of Borrower to Lender (“Obligations”), including, but not limited to, the Promissory Notes executed contemporaneous herewith dated December ____, 2023, and any and all extensions, modifications, or revisions thereof, and any and all other obligations of Borrower to Lender. 1. Guarantor hereby unconditionally and irrevocably guarantees the prompt payment and/or performance when due, whether at maturity or otherwise, of all of the Indebtedness. If: (i) Guarantor fails to make any payment or performance of any part of the Indebtedness when due; or (ii) the Note or any other loan document executed in connection therewith (the “Loan Documents”) under which such payment or performance is due provide for any cure period, before the expiration of said cure period and Guarantor fails to cure; then said failure shall constitute a default hereunder. 2. This is an irrevocable, absolute, complete, and continuing guaranty of payment and performance and not a guaranty of collection, and shall not be affected by the release or discharge of Borrowers from, or impairment or modification of, Borrowers’ obligations with respect to any of the Indebtedness in any bankruptcy, receivership, or other insolvency proceedings or otherwise. No notice of any extension of credit already or hereafter contracted by or extended to Borrowers need be given to Guarantor. The fact that the Indebtedness may be rearranged, increased, reduced, extended for any period, and/or renewed from time to time or paid in full without notice to Guarantor shall not release, discharge, or reduce the obligation of Guarantor with respect to the Indebtedness, and Guarantor shall remain fully bound hereunder. It is the intention of Lender and Guarantor that Guarantor’s obligations hereunder shall not be discharged at any time prior to the occurrence of both: (i) Payment in full of the Indebtedness; and (ii) Expiration of Lender’s obligation to advance monies to Borrowers pursuant to the Note or any Loan Document. This Agreement may be enforced by Lender and any subsequent holder of the Indebtedness and shall not be discharged by the assignment or negotiation of all or part of the Indebtedness. This Agreement may not be revoked by Guarantor and shall continue to be effective or be reinstated, as the case may be, if at any time any payment of any of the Indebtedness is rescinded or must otherwise be returned by Lender upon the insolvency, bankruptcy, reorganization, receivership, or other debtor relief proceeding involving either Borrower, or after any attempted revocation by Guarantor, all as though such payment had not been made. Guarantor hereby expressly waives presentment, demand, notice of non-payment, protest, notice of protest and dishonor, notice of intent to accelerate, notice of acceleration, and any other notice whatsoever on any and all forms of such Indebtedness, and also notice of acceptance of this Agreement, acceptance on the part of Lender being conclusively presumed by its request for this Agreement and delivery of the same to Lender. 3. Guarantor authorizes Lender, without notice or demand and without affecting Guarantor’s liability hereunder, to take and hold security for the payment of this Agreement and/or any of the Indebtedness, and exchange, enforce, waive and release any such security; to apply such security and direct the order or manner of sale thereof as Lender may determine; to obtain a guaranty of the Indebtedness from any one or more individuals or entities ("Persons") and at any time or times; and to enforce, waive, rearrange, modify, limit or release any of such other Persons from their obligations under such guaranties. Guarantor hereby acknowledges and agrees that the obligations of all Persons to pay and satisfy the Indebtedness pursuant to their respective guaranties (including Guarantor's obligations under this Agreement) shall be joint and several. Guarantor acknowledges and agrees that Lender shall have complete discretion regarding whether, when, and how to exercise the foregoing rights. 4. Guarantor waives any right to require Lender to and it shall not be necessary for Lender, in order to enforce such payment by Guarantor to first: (i) Proceed against Borrowers or any other Person liable on the Indebtedness; (ii) Proceed against or exhaust any security given to secure the Indebtedness; (iii) Have Borrowers joined with Guarantor in any suit arising out of this Agreement and/or any of the Indebtedness; (iv) Enforce its rights against any other guarantor of the Indebtedness; or (v) Pursue or exhaust any other remedy in Lender's power whatsoever. Lender shall not be required to mitigate damages or take any action to reduce, collect or enforce the Indebtedness. Guarantor waives any defense or right arising by reason of any disability, lack of corporate authority or power, impairment of recourse or of collateral or other defense of Borrowers or any other guarantor of any of the Indebtedness, and shall remain liable hereon regardless of whether Borrowers or any other guarantor be found not liable thereon for any reason. Guarantor shall have no right of subrogation until such time as all of the Indebtedness has been paid in full. 5. If the maturity of any Indebtedness is accelerated by bankruptcy or otherwise, then such maturity shall also be deemed accelerated for the purpose of this Agreement without demand or notice to Guarantor. Guarantor shall, forthwith upon notice from Lender of Borrowers' failure to pay any Indebtedness at maturity, pay to Lender the amount due and unpaid by Borrowers and guaranteed hereby. The failure of Lender to give this notice shall not in any way release Guarantor hereunder. 6. If Guarantor fails to pay the Indebtedness after notice from Lender of Borrowers' failure to pay any Indebtedness at maturity, and if Lender obtains the services of an attorney for collection of amounts owing by Guarantor hereunder, or if suit is filed to enforce this Agreement, or if proceedings are had in any bankruptcy, probate, receivership, or other judicial proceedings for the establishment or collection of any amount owing by Guarantor hereunder, or if any amount owing by Guarantor hereunder is collected through such proceedings, then Guarantor shall pay to Lender all court costs and Lender's reasonable attorneys' fees. 7. The liability of Guarantor for the payment of the Indebtedness shall be primary and not secondary. 8. Guarantor hereby consents and agrees to each of the following, and agrees that Guarantor's obligations under this Agreement shall not be released, diminished, impaired, reduced or adversely affected by any of the following, and waives any rights (including without limitation rights to notice) which Guarantor might otherwise have as a result of or in connection with any of the following: (a) Any renewal, extension, modification, alteration, or rearrangement of all or any part of the Indebtedness, or of the Note, or of any Loan Document, or any contract or understanding between Borrowers and Lender, or any other parties, pertaining to the Indebtedness; (b) Any adjustment, indulgence, forbearance, or compromise that might be granted or given by Lender to Borrowers or Guarantor. (c) The insolvency, bankruptcy, arrangement, adjustment, composition, liquidation, disability, dissolution or lack of power of Borrowers or any other party at any time liable for the payment of all or part of the Indebtedness; or any dissolution of Borrowers or Guarantor; or any sale, lease or transfer of any or all of the assets of Borrowers or Guarantor; or any changes in the shareholders or members of Borrowers or Guarantor; or any reorganization of Borrowers or Guarantor; (d) The invalidity or unenforceability of all or any part of the Indebtedness, or any document or agreement executed in connection with the Indebtedness, for any reason whatsoever, including without limitation the fact that the Indebtedness, or any part thereof, exceeds the amount permitted by law, the act of creating the Indebtedness or any part thereof is ultra vires, the officers or representatives executing the documents or otherwise creating the Indebtedness acted in excess of their authority, the Indebtedness violates applicable usury laws, Borrowers have valid defenses, claims, or offsets (whether at law, in equity, or by agreement) which render the Indebtedness wholly or partially uncollectible from Borrowers, the creation, performance, or repayment of the Indebtedness (or the execution, delivery, and performance of any document or instrument representing part of the Indebtedness, or executed in connection with the Indebtedness, or given to secure the repayment of the Indebtedness) is illegal, uncollectible, legally impossible, or unenforceable, or any security document or other documents or instruments pertaining to the Indebtedness have been forged or otherwise are irregular or not genuine or authentic; (e) Any full or partial release of the liability of Borrowers on the Indebtedness or any part thereof, or of any co-guarantors, or any other person or entity now or hereafter liable, whether directly or indirectly, jointly, severally, or jointly and severally, to pay, perform, guarantee or assure the payment of the Indebtedness or any part thereof, it being recognized, acknowledged, and agreed by Guarantor that Guarantor may be required to pay the Indebtedness in full without assistance or support of any other party, and Guarantor has not been induced to enter into this Agreement on the basis of a contemplation, belief, understanding or agreement that other parties will be liable to perform the Indebtedness, or that Lender will look to other parties to perform the Indebtedness; (f) The taking or accepting of any other security, collateral, guaranty, or other assurance of payment for all or any part of the Indebtedness; (g) Any release, surrender, exchange, subordination, deterioration, waste, loss, or impairment (including without limitation negligent, willful, unreasonable, or unjustifiable impairment) of any collateral at any time securing payment of the Indebtedness; (h) The failure of Lender or any other party to exercise diligence or reasonable care in, or the negligence of Lender regarding, the preservation, protection, enforcement, sale, or other handling or treatment of all or any part of such collateral, including without limitation the failure of Lender to foreclose on any collateral mortgaged or pledged under any Loan Document or the delay by Lender in instituting or prosecuting any right or remedy under any Loan Document, including without limitation the right to foreclose on collateral by nonjudicial foreclosure sale or otherwise. (i) The fact that any collateral, security interest, or lien contemplated or intended to be given, created, or granted as security for the repayment of the Indebtedness is not properly perfected or created, or proves to be unenforceable or subordinate to any other security interest or lien, it being recognized and agreed by Guarantor that Guarantor is not entering into this Agreement in reliance on, or in contemplation of the benefits of, the validity, enforceability, collectability, or value of any of the collateral for the Indebtedness; (j) Any and all suretyship defenses of material alteration of any agreement between Borrowers and Lender, together with provisions of: (a) The Oklahoma Uniform Commercial Code; and (b) the Oklahoma Rules of Civil Procedure (collectively, "Laws"), to the extent such Laws (or any of them) are applicable to this Agreement or the agreements or obligations of Guarantor under this Agreement. (k) Any and all defenses to paying a deficiency judgment after foreclosure or to a set-off of the fair market value of the foreclosed property; (l) Any payment by Borrowers to Lender is held to constitute a preference under bankruptcy laws, or for any reason Lender is required to refund such payment or pay such amount to Borrowers or someone else; or (m) Any other action taken or omitted to be taken with respect to any security agreement, the Indebtedness, or the security and collateral therefore, whether or not such action or omission prejudices Guarantor or increases the likelihood that Guarantor will be required to pay the Indebtedness pursuant to the terms hereof; it being the unambiguous and unequivocal intention of Guarantor that Guarantor shall be obligated to pay the Indebtedness when due, notwithstanding any occurrence, circumstance, action, or omission whatsoever, whether contemplated or uncontemplated, and whether or not otherwise or particularly described herein, except for the full and final payment and satisfaction of the Indebtedness. 9. Without limiting any other provision in this Agreement, Lender shall have no duty to mitigate the amounts payable by Guarantor to Lender hereunder. 10. Without limiting any other provision in this Agreement, Guarantor acknowledges and agrees that to the extent Lender realizes any proceeds under any Loan Document (including without limitation proceeds arising from the sale at foreclosure of any mortgaged property), such proceeds shall first be applied to that portion, if any, of the Indebtedness for which no person (including Guarantor) has personal or entity liability for payment, and shall then (and only after payment in full of the portion of the Indebtedness for which no person has personal or entity liability for payment) be applied to the portion of the Indebtedness for whose payment Guarantor is liable. 11. In addition to all liens upon and rights of setoff against the moneys, securities or other property of Guarantor given to Lender by law, Lender shall have, with respect to Guarantor’s obligations to Lender under this Agreement and to the extent permitted by law, a contractual possessory security interest in and a right of setoff against, and Guarantor hereby assigns, conveys, delivers, pledges, and transfers to Lender all of Guarantor’s right, title and interest in and to, all deposits, moneys, securities and other property of Guarantor now or hereafter in the possession of or on deposit with Lender, whether held in a general or special account or deposit, whether held jointly with someone else, or whether held for safekeeping or otherwise, excluding however all IRA, Keogh, and trust accounts. Every such security interest and right of setoff may be exercised without demand upon or notice to Guarantor. No security interest or right of setoff shall be deemed to have been waived by any act or conduct on the part of Lender or by any neglect to exercise such right of setoff or to enforce such security interest or by any delay in so doing. Every right of setoff and security interest shall continue in full force and effect until such right of setoff or security interest is specifically waived or released by an instrument in writing executed by Lender. 12. Guarantor agrees that the Indebtedness of Borrowers to Lender, whether now existing or hereafter created, shall be prior to any claim that Guarantor may now have or hereafter acquire against Borrower, whether or not Borrowers become insolvent. Guarantor hereby expressly subordinates any claim Guarantor may have against Borrowers, upon any account whatsoever, to any claim that Lender may now or hereafter have against Borrowers. In the event of insolvency and consequent liquidation of the assets of Borrowers, through bankruptcy, by an assignment for the benefit of creditors, by voluntary liquidation, or otherwise, the assets of Borrowers applicable to the payment of the claims of both Lender and Guarantor shall be paid to Lender and shall be first applied by Lender to the Indebtedness of Borrowers to Lender. Guarantor does hereby assign to Lender all claims which it may have or acquire against Borrowers or against any assignee or trustee in bankruptcy of Borrowers; provided however, that such assignment shall be effective only for the purpose of assuring to Lender full payment in legal tender of the Indebtedness. If Lender so requests any notes or credit agreements now or hereafter evidencing any debts or obligations of Borrowers to Guarantor shall be marked with a legend that the same are subject to this Agreement and shall be delivered to Lender. 13. Guarantor agrees, and Lender hereby is authorized, in the name of Guarantor, from time to time to execute and file financing statements and continuation statements and to execute such other documents and to take such other actions as Lender deems necessary or appropriate to perfect, preserve and enforce its rights under this Agreement. 14. Should Guarantor fail to pay Guarantor’s debts generally as they become due, or voluntarily seek, consent to, or acquiesce in the benefit (or benefits) of the Federal Bankruptcy Code, together with all amendments and revisions thereto (the “Bankruptcy Code”), or any other applicable liquidation, conservatorship, bankruptcy, moratorium, rearrangement, receivership, insolvency, reorganization, suspension of payments, or similar debtor relief law from time to time in effect affecting the rights to creditors generally (collectively, “Debtor Relief Laws”) or become a party to or be made the subject of any proceeding provided for by any Debtor Relief Law (other than as a creditor or a claimant) that it should consent thereto or shall fail to cause to be discharged within 60 days, then, in any such event, the Indebtedness shall be, as between Guarantor and Lender, fully matured, due, payable (without regard to whether Borrower is then in default under the Loan Documents or whether the Indebtedness or any part thereof, is then due, owing or performable by Borrower), payable and/or performable in full by Guarantor to Lender upon demand, which, for purposes of Section 502(c) of the Bankruptcy Code, shall be the estimated amount owing in respect of the contingent claim created under this Agreement. 15. In order to induce Lender to make the loan evidenced by the Note, Guarantor represents and warrants to Lender (which representations and warranties will survive the creation of the Indebtedness and any extension of credit thereunder) that: (a) Benefit to Guarantor. Guarantor’s guaranty, pursuant to this Agreement, reasonably has benefitted or may be expected to benefit, directly or indirectly, Guarantor and has been executed at the request of Borrowers. (b) Familiarity and Reliance. Guarantor is familiar with, and has independently reviewed books and records regarding, the financial condition of Borrowers and is familiar with the value of any and all collateral intended to be created as security of .the payment of the Note and other Indebtedness; however, Guarantor is not relying on such financial condition or the collateral as an inducement to enter into this Agreement. (c) No Representation. Neither Lender nor any other person, corporation, or entity has made any representation, warranty, or statement to Guarantor with regard to Borrowers or its financial condition in order to induce Guarantor to execute this Agreement. (d) Information on Borrowers. Guarantor has established adequate means of obtaining from Borrowers on a continuing basis, financial and other information pertaining to the business of Borrowers. Guarantor assumes full responsibility for keeping fully informed with respect to the business, operation, condition and assets of Borrowers. Guarantor hereby waives any duty on the part of Lender to disclose or report to Guarantor any information now or hereafter known to Lender relating to the business, operation, condition or assets of Borrowers; regardless of whether Lender has reason to believe that any such facts materially increase the risk beyond that which Guarantor intends to assume or has reason to believe that such facts are unknown to Guarantor or has a reasonable opportunity to communicate such facts to Guarantor, since Guarantor acknowledges hereby that he is fully responsible for being informed and keeping himself informed of the financial condition of Borrowers and of all circumstances bearing on the risk of non-payment of any indebtedness hereby guaranteed. Lender shall have no duty to inquire into the authority or powers of Borrowers or any officer, employee or agent of Borrowers with regard to any Indebtedness, and all Indebtedness made or created in good faith reliance upon the professed exercise of any such authority or powers shall be guaranteed hereunder. 16. Guarantor shall furnish to Lender, on at least an annual basis, current balance sheets, income and cash flow statements and federal income tax returns in such form and detail and on such dates as Lender shall reasonably require. 17. This Agreement is for and shall inure to the benefit of the successors and assigns of Lender, and is and shall be fully binding upon the legal representatives, heirs, devisees, legatees, successors, and assigns of Guarantor. 18. Any notice under this Agreement shall be in writing and shall be effective when actually delivered or, if mailed, shall be deemed effective when deposited in the United States mail first class, certified mail, postage prepaid, directed to the addresses shown near the beginning of this Agreement. Any party may change its address for notices under this Agreement by giving formal written notice to the other parties, specifying that the purpose of the notice is to change the party's address. For notice purposes, Guarantor agrees to keep Lender informed at all times of Guarantor's current address. 19. This Agreement is a contract made under and shall be construed in accordance with and governed by the laws of the State of Oklahoma. 20. The parties intend this writing to be a final expression of their agreement and a complete and exclusive statement of the terms of their agreement. No course of prior dealings between the parties, no usage of the trade, and no parol or extrinsic evidence of any nature, shall be used or be relevant to supplement or explain or modify any term used in this Agreement. EFFECTIVE the 7th day of December, 2023. GUARANTOR: Kenneth Bounds Mr. Kenneth Bounds, individually ACKNOWLEDGMENT STATE OF TX ) COUNTY OF DENTON ) ss: BEFORE ME, the undersigned, a Notary Public, in and for said County and State, on this 7th day of DECEMBER, 2023, personally appeared Kenneth Bounds, to me known to be the identical person who executed the within and foregoing instrument, and acknowledged to me that he executed same as his free and voluntary act and deed, for the uses and purposes therein set forth. IN WITNESS WHEREOF, I have hereunto set my official signature and affixed my notarial seal the day and year last above written. My Commission Expires: 01/18/2027 Notary Public Commission Number: 128499187 ASSIGNMENT OF PROMISSORY NOTES, SECURITY AGREEMENT AND GUARANTY AGREEMENT KNOW ALL MEN BY THESE PRESENTS: THIS AGREEMENT is made and entered into by and between Roger Buller, individually, 31 Stoneridge Circle, Wichita, Kansas, 67230, hereinafter referred to as "Assignor," and BULLER REAL ESTATE, LLC, 31 Stoneridge Circle, Wichita Kansas, 67230, hereinafter referred to as "Assignees." WHEREAS, JKT Wilson, LLC, and JKT Leasing – OK, LLC, referred to collectively herein as “Borrower,” executed a Promissory Note in favor of Assignor dated effective December 13, 2023, which was for the principal sum of up to $10,000.00, being Loan Number 0001; and WHEREAS, Borrower executed a Promissory Note in favor of Assignor dated effective December 1, 2023, which was for the principal sum of up to $218,000.00, being Loan Number 0002; WHEREAS, in order to further secure the performance of the above described Promissory Notes for Loan Numbered 0001 and 0002, the Borrower executed a Security Agreement in favor of the Assignor, said Security Agreement being dated December 7, 2023, which pledged certain collateral, which said collateral is described as follows, to wit: All Business Assets, including but not limited to equipment, whether now or presently existing and hereafter arising or acquired, including any replacements thereto, of whatever kind which the Borrower has now or may hereafter acquire including, but not limited to, all fixtures, machinery, and equipment, including furniture, stock, trade fixtures, and machinery, together with any and all replacements thereof, and any and all proceeds derived therefrom, all which shall be hereafter referred to as "Collateral,", which shall include but not be limited to that which is described below, to wit: NON-ROLLINGSTOCK (EXCEPT FOR BACKHOE), "AS IS, WHERE-IS" 1 2013 Caterpillar 420E Backhoe VIN CAT0420EKKMW02369 1 2014 Custom Open-Top Frac Tank 1 2014 1,300 BBL Steel Tank 1 2014 210 BBL Steel Tank 1 2015 400 BBL Fiberglass Tank 1 2015 Control Panel 8 2015 400 BBL Steel Tanks 1 2015 750 BBL Steel Tank 1 2015 20 BBL Steel Tank 1 2019 90 BBL Steel Tank 1 2015 Shaker 1 Conex 1 Centrisys CS-21-4 PH 1 Max2000 Pump P-053 1 2019 Polymer Blending Unit 1 2019 Suspended Piping System 1 MCM 118 Series Pump 1 2014 Table-Top Centrifuges 1 Miscellaneous Tools, Toolboxes, tables, et cetera 1 Miscellaneous Office Furniture & Supplies 1 Metal Building Office 1 Heatbox with associated propane tanks and fire suppression system 1 Drift Trailer 1 Power Unit all oil and gas products, whether refined, produced, or otherwise. WHEREAS, Kenneth Bounds, individually, executed a Commercial Guaranty Agreement in favor of the Assignor, being dated April 29, 2022, which pledged full satisfaction of all of the debts due and owing to the Assignor by the Borrower pursuant to the above described Promissory Notes for Loan No. 0001 and 0002, and for any other debt owed by Borrower to Assignor; WHEREAS, Assignor would show that the liens in favor of the Assignor which were pledged by the instruments described hereinabove have been perfected by the filing of UCC lien entries with the office of the Oklahoma County Clerk; WHEREAS, Assignee wishes to purchase said Promissory Notes, Security Agreement, and Commercial Guaranty Agreement and any and all applicable UCC1 filings, which are described herein from Assignor, and Assignor wishes to sell and assign said Promissory Notes, Security Agreement and Guaranty Agreement and any and all applicable UCC1 filings unto the said Assignee. NOW, therefore, for and in consideration of the mutual covenants and conditions, and payment of the sum of Two Hundred Twenty Eight Thousand Dollars and Zero Cents ($228,000.00), by Assignee to the Assignor, the Assignor does hereby sell, transfer assign and convey unto Assignee all of his right, title, interest and claim in and to the above described Promissory Notes, Security Agreement and Commercial Guaranty Agreement and any and all applicable UCC1 filings. This assignment is made without warranty of any kind, either expressed or implied, and the parties hereto agree that Assignor has made no representations, either expressed or implied, as to the instruments assigned hereby. Remainder of this page intentionally left blank EXECUTED and effective on the 15th day of December 2023. ASSIGNOR: Roger Buller, Individual Roger Buller ASSIGNEE: BULLER REAL ESTATE, LLC By: Roger Buller, Manager
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