Exhibit 10.1
SECURITIES PURCHASE AGREEMENT
BETWEEN:
BRL CONSULTING INC. ("BRL")
-and-
▇▇▇▇▇▇ ▇▇▇▇▇ ("▇▇▇▇▇")
-and-
WESTERN STANDARD ENERGY CORP. ("WSEC")
WHEREAS:
On October 12, 2012 WSEC executed a Convertible Debenture which promised to pay
US $125,000 to BRL and US $125,000 to ▇▇▇▇▇ (the "Debt") on or before April 1,
2013 (the "Due Date"); and
Masters International Investment Holdings Corp. ("Masters") guaranteed to pay
the Debt (the "Guarantee"); and
BRL and ▇▇▇▇▇ have the right to convert the debt to shares of the capital stock
of WSEC (the "Conversion Right"); and
WSEC and Masters failed to pay the Debt on the Due Date; and
BRL and ▇▇▇▇▇ have elected not to exercise the Conversion Right; and
WESC wishes to amend the terms of payment of the Debt and BRL and ▇▇▇▇▇ have
agreed to amend the terms of payment of the Debt, provided, however, that by
such amendment to the terms of payment of the Debt, BRL and ▇▇▇▇▇ have not
released Masters from its obligations to pay the full US $250,000 Debt as
guaranteed in the Guarantee.
IT IS AGREED THAT:
The Convertible Debenture will be cancelled and a new convertible debenture in
the amount of CDN $140,000 will be issued in the form attached as Schedule "A"
hereto (the "New Convertible Debenture")
Payments are due and payable under the New Convertible Debenture as follows:
* $1,000 upon execution of this Agreement;
* An additional $5,000 per month for 6 months commencing on June 15,
2013;
* An additional $10,000 per month for 5 months commencing on December
15, 2013;
* An additional $59,000 on or before May 15, 2014.
WSEC will deliver to each of BRL and ▇▇▇▇▇ on or before May 15, 2014, 300,000
common shares of the capital stock of WSEC.
SIGNATURES ON FOLLOWING PAGE
Agreed to and accepted as of this 22nd day of May, 2013.
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▇▇▇▇▇▇▇, ▇.▇. ▇▇▇ ▇▇▇
/s/ ▇▇▇▇▇▇ ▇▇▇▇▇
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▇▇▇▇▇▇ ▇▇▇▇▇
BRL CONSULTING INC.
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▇▇▇▇▇▇▇▇▇, ▇.▇. ▇▇▇ ▇▇▇
/s/
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Authorized Signatory
WESTERN STANDARD ENERGY, CORP.
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▇▇▇▇▇▇▇, ▇▇ ▇▇▇ ▇▇▇
/s/ Dallas Gary
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Authorized Signatory
2