SUBSCRIPTION AGREEMENT FOR NEVWEST EXPLORATIONS CORP.Subscription Agreement • October 11th, 2007 • Nevwest Explorations Corp.
Exhibit 4.1 WARRANT AGREEMENT THIS WARRANT AGREEMENT, dated as of July 28, 2014, by and between PETRO CAPITAL ENERGY CREDIT, LLC, AS ADMINISTRATIVE AGENT FOR THE LENDERS REFERRED TO BELOW (the "Purchaser" or "Administrative Agent"), and BARON ENERGY,...Warrant Agreement • August 1st, 2014 • Baron Energy Inc. • Crude petroleum & natural gas • Texas
BETWEENPurchase and Sale Agreement • August 1st, 2014 • Baron Energy Inc. • Crude petroleum & natural gas • Texas
WITNESSETH:Security Agreement • May 10th, 2011 • Baron Energy Inc. • Crude petroleum & natural gas • Texas
AMONGCredit Agreement • August 1st, 2014 • Baron Energy Inc. • Crude petroleum & natural gas • Texas
Exhibit 10.1 AMENDED, RESTATED AND CONSOLIDATED TERM NOTETerm Note • September 23rd, 2010 • Baron Energy Inc. • Crude petroleum & natural gas • Texas
NOTENote • August 1st, 2014 • Baron Energy Inc. • Crude petroleum & natural gas
This Note (a) is one of the Notes referred to in the Credit Agreement dated as of July 28, 2014 (as amended, restated, supplemented or otherwise modified from time to time, the "Credit Agreement"), among the Borrower, Baron Energy, Inc., a Nevada corporation, the several lenders from time to time parties thereto and Petro Capital Energy Credit, LLC, as Administrative Agent, (b) is subject to the provisions of the Credit Agreement and (c) is subject to optional and mandatory prepayment in whole or in part as provided in the Credit Agreement. This Note is secured and guaranteed as provided in the Loan Documents. Reference is hereby made to the Loan Documents for a description of the properties and assets in which a security interest has been granted, the nature and extent of the security and the guarantees, the terms and conditions upon which the security interests and each guarantee were granted and the rights of the holder of this Note in respect thereof.
RECITALS:Note Purchase Agreement • September 7th, 2012 • Baron Energy Inc. • Crude petroleum & natural gas • Nevada
AMENDMENT TO CONVERTIBLE PROMISSORY NOTEConvertible Promissory Note • September 7th, 2012 • Baron Energy Inc. • Crude petroleum & natural gas
February 21, 2011 BARON ENERGY, INC. 392 W. Mill Street New Braunfels, TX 78130 Attention: Mr. Ronnie L. Steinocher President & Chief Executive Officer Re: Global Corporate Finance Advisory Assignment Mr. Steinocher: This agreement (this "Agreement")...Engagement Letter • February 28th, 2011 • Baron Energy Inc. • Crude petroleum & natural gas • Texas
Exhibit 4.2 REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (this "AGREEMENT"), is made and entered into as of July 28, 2014, by and among BARON ENERGY, INC., a Nevada corporation (the "COMPANY"), and the persons or entities...Registration Rights Agreement • August 1st, 2014 • Baron Energy Inc. • Crude petroleum & natural gas • Texas
WITNESSETH:Assignment and Bill of Sale • May 10th, 2011 • Baron Energy Inc. • Crude petroleum & natural gas
W-001 1,250,000 WARRANTS VOID AFTER 5:00 P.M., CENTRAL STANDARD TIME ON FEBRUARY 22, 2013 COMMON STOCK PURCHASE WARRANTSecurity Agreement • February 28th, 2011 • Baron Energy Inc. • Crude petroleum & natural gas • Texas
ANDPurchase and Sale Agreement • August 1st, 2014 • Baron Energy Inc. • Crude petroleum & natural gas • Texas
DEED OF TRUST, MORTGAGE, SECURITY AGREEMENT, ASSIGNMENT OF PRODUCTION AND FINANCING STATEMENTDeed of Trust, Mortgage, Security Agreement, Assignment of Production and Financing Statement • June 8th, 2010 • Baron Energy Inc. • Crude petroleum & natural gas • Texas
THIS INSTRUMENT CONTAINS AFTER-ACQUIRED PROPERTY PROVISIONS, SECURES PAYMENT OF FUTURE ADVANCES, AND COVERS PROCEEDS OF COLLATERAL.
Exhibit 10.2 FIRST AMENDED AND RESTATED LOAN AGREEMENT This First Amended and Restated Loan Agreement (this "AGREEMENT") is made and entered into as of the 27th day of April, 2011 by and between BaseLine Capital, Inc. ("LENDER") and Baron Energy, Inc....Loan Agreement • May 10th, 2011 • Baron Energy Inc. • Crude petroleum & natural gas • Texas
FORM OF GUARANTY AGREEMENTGuaranty Agreement • June 8th, 2010 • Baron Energy Inc. • Crude petroleum & natural gas • Texas
This Guaranty Agreement is made as of May , 2010, by , an individual (the “Guarantor”), in favor of AMERICAN STATE BANK, a Texas banking association (the “Bank”).
GUARANTY AGREEMENTGuaranty Agreement • February 26th, 2010 • Baron Energy Inc. • Crude petroleum & natural gas • Texas
This Guaranty Agreement is made as of October 15, 2009, but effective as of July 15, 2009, by PERMIAN LEGEND LLC, a Texas limited liability company (the “Guarantor”), in favor of AMERICAN STATE BANK, a Texas banking association (the “Bank”).
SUBORDINATE DEED OF TRUST, MORTGAGE, SECURITY AGREEMENT, ASSIGNMENT OF PRODUCTION AND FINANCING STATEMENTSubordinate Deed of Trust, Mortgage, Security Agreement, Assignment of Production and Financing Statement • June 8th, 2010 • Baron Energy Inc. • Crude petroleum & natural gas • Texas
THIS INSTRUMENT CONTAINS AFTER-ACQUIRED PROPERTY PROVISIONS, SECURES PAYMENT OF FUTURE ADVANCES, AND COVERS PROCEEDS OF COLLATERAL.
PROMISSORY NOTEPromissory Note • February 26th, 2010 • Baron Energy Inc. • Crude petroleum & natural gas • Texas
FOR VALUE RECEIVED, the undersigned, Esconde Resources LP, a Texas Limited Partnership (“Maker”), whose address is 415 West Wall St., Suite 625, Midland, Texas, hereby unconditionally promises to pay to SJM Family L.P. (“Payee,” together with Maker, the “Parties”), in lawful money of the United States of America, the principal sum Five Thousand Dollars ($5,000.00).
SHARE ACQUISITION AGREEMENTShare Acquisition Agreement • May 11th, 2009 • Baron Energy Inc. • Crude petroleum & natural gas • Nevada
This Share Acquisition Agreement (the “Agreement”) effective April 6, 2009, is by and among Baron Energy Inc., a Nevada corporation ("BARON ENERGY"), having its principal offices at 3753 Howard Hughes Parkway, Suite 135, Las Vegas, Nevada 89169, TMG PARTNERS, LLC (“TMG”), a Nevada limited liability company, and the Majority Members of TMG (“Majority Interest Holders”), constituting members who hold at least a majority of the membership interests of TMG.
FIRST AMENDMENT TO LOAN AGREEMENTLoan Agreement • February 26th, 2010 • Baron Energy Inc. • Crude petroleum & natural gas
THIS FIRST AMENDMENT TO LOAN AGREEMENT (this “Amendment”) is entered into as of the 15th day of October 2008, by and among PERMIAN LEGEND PETROLEUM, LP, a Texas limited partnership, whose address 3327 West Wadley Avenue, Suite 3, No. 267, Midland, Texas 79707 (the “Borrower”); PERMIAN LEGEND, LLC, a Texas limited liability company, whose address is also 3327 West Wadley Avenue, Suite 3, No. 267, Midland, Texas 79707 (“Permian LLC”); LISA P. HAMILTON, an individual, 3327 West Wadley Avenue, Suite 3, No. 267, Midland, Texas 79707 (“Hamilton”); and RONNIE L. STEINOCHER, also an individual, whose address is 2100 West Wadley Avenue, No. 21, Midland, Texas 79701 (“Steinocher”); and AMERICAN STATE BANK, a Texas banking association, whose address is 620 North Grant, Odessa, Texas 79764-4797 (alternatively, the “Bank” or the “Lender”). Permian LLC, Hamilton, and Steinocher are collectively referred to herein as the “Guarantors”.
FIFTH AMENDMENT TO LOAN AGREEMENTLoan Agreement • February 26th, 2010 • Baron Energy Inc. • Crude petroleum & natural gas
THIS FIFTH AMENDMENT TO LOAN AGREEMENT (this “Amendment”) is entered into as of the 15th day of October 2009, to be effective for all purposes as of July 15, 2009 (the “Effective Date”), by and among PERMIAN LEGEND PETROLEUM, LP, a Texas limited partnership, whose address 3327 West Wadley Avenue, Suite 3, No. 267, Midland, Texas 79707 (the “Borrower”); PERMIAN LEGEND, LLC, a Texas limited liability company, whose address is also 3327 West Wadley Avenue, Suite 3, No. 267, Midland, Texas 79707 (“Permian LLC”); LISA P. HAMILTON, an individual, whose address is 3327 West Wadley Avenue, Suite 3, No. 267, Midland, Texas 79707 (“Hamilton”); RONNIE L. STEINOCHER, also an individual, whose address is 2100 West Wadley Avenue, No. 21, Midland, Texas 79701 (“Steinocher”); and AMERICAN STATE BANK, a Texas banking association, whose address is 620 North Grant, Odessa, Texas 79764-4797 (alternatively “American State”, the “Bank” or the “Lender”). Permian LLC, Hamilton, and Steinocher are collectively
FIRST AMENDMENTLoan Agreement • February 26th, 2010 • Baron Energy Inc. • Crude petroleum & natural gas
THIS FIRST AMENDMENT TO LOAN AGREEMENT ( “Amendment”) is entered into as of the 28th day of December 2009, but effective as of December 15, 2009, by and among ESCONDE RESOURCES, LP, a Texas limited partnership, whose address is 3327 West Wadley Avenue, Suite 3-267, Midland, Texas 79707 (the “Borrower”); ESCONDE ENERGY, LLC, a Texas limited liability company, whose address is also 3327 West Wadley Avenue, Suite 3-267, Midland, Texas 79707 (the “Guarantor”); and AMERICAN STATE BANK, a Texas banking association, whose address is 620 N. Grant, Odessa, Texas 79761-4797 (the “Bank”).
PLAN OF MERGERPlan of Merger • February 26th, 2010 • Baron Energy Inc. • Crude petroleum & natural gas • Nevada
THIS PLAN OF MERGER (this “Plan”), dated as of February 18, 2010, is entered into by and among BARON ENERGY, INC., a Nevada corporation (“Parent”) and PERTEX ACQUISITION, INC. a Texas corporation and wholly owned subsidiary of Parent (“Subsidiary”).
SECOND MODIFICATION AND AMENDMENTTerm Note • February 26th, 2010 • Baron Energy Inc. • Crude petroleum & natural gas
THIS SECOND MODIFICATION AND AMENDMENT OF TERM NOTE (this “Modification”) is entered into as of the 2nd day of January 2009, by and between PERMIAN LEGEND PETROLEUM, LP, a Texas limited partnership, whose address is 3327 West Wadley Avenue, Suite 3, No. 267 (the “Maker”); and AMERICAN STATE BANK, a Texas banking association, whose address is 620 North Grant, Odessa, Texas 79764-4797 (the “Bank”).
FIRST MODIFICATION AND AMENDMENT OF TERM NOTETerm Note • February 26th, 2010 • Baron Energy Inc. • Crude petroleum & natural gas
THIS FIRST MODIFICATION AND AMENDMENT OF TERM NOTE (this “Modification”) is entered into as of the 28th day of December 2009, effective as of December 15, 2009, by and between, by and between ESCONDE RESOURCES LP, a Texas limited partnership, whose address is 3327 West Wadley Ave., Suite 3-267, Midland, TX 79707 (the “Maker”), and AMERICAN STATE BANK, a Texas banking association, whose address is 620 N. Grant, Odessa, Texas 79761-4797 (the “Bank”).
PLAN OF MERGERPlan of Merger • February 26th, 2010 • Baron Energy Inc. • Crude petroleum & natural gas • Texas
THIS PLAN OF MERGER (this “Plan”), dated as of February 19, 2010, is entered into by and among PERMIAN LEGEND PETROLEUM INC., a Texas corporation (“Permian”) and PERTEX ACQUISITION, INC. a Texas corporation (“Merger Sub”).
SOUTH TEXAS DEP JOINT VENTURE AGREEMENT BY AND BETWEEN OIL INVESTMENTS LEASES, INC. AND TMG PARTNERS, LLCJoint Venture Agreement • April 13th, 2009 • Baron Energy Inc. • Metal mining
SECOND AMENDMENT TO LOAN AGREEMENTLoan Agreement • February 26th, 2010 • Baron Energy Inc. • Crude petroleum & natural gas • Texas
This Second Amendment to Loan Agreement (this “Amendment”) is entered into as of the 30th day of September, 2009, by and among BASELINE CAPITAL, INC. (“Lender”), PERMIAN LEGEND PETROLEUM LP (“Borrower”) and PERMIAN LEGEND LLC (“Guarantor”), with reference to the following facts:
AMERICAN STATE BANK 620 NORTH GRANT AVENUE ODESSA, TEXAS 79761Loan Agreement • February 26th, 2010 • Baron Energy Inc. • Crude petroleum & natural gas • Texas
Esconde Resources, LP (the “Borrower”), Esconde Energy, LLC (the “Guarantor”), and American State Bank (alternatively, “ASB”, the “Bank”, or the “Lender”) have previously entered into that certain Loan Agreement, dated as of September 28, 2006; as amended by that certain First Amendment to Loan Agreement, dated as of September 28, 2007; as further amended by that certain Second Amendment to Loan Agreement, dated as of November 29, 2007; as further amended by that certain Third Amendment to Loan Agreement, dated as of November 1, 2008; and as further amended by that certain Fourth Amendment to Loan Agreement, dated as of March 31, 2009 (as so amended, the “ Existing Loan Agreement”).
FIFTH MODIFICATION AND AMENDMENTTerm Note • February 26th, 2010 • Baron Energy Inc. • Crude petroleum & natural gas
THIS FIFTH MODIFICATION AND AMENDMENT OF TERM NOTE (this “Modification”) is entered into as of the 15th day of October 2009, effective as of July 15, 2009, by and between PERMIAN LEGEND PETROLEUM, LP, a Texas limited partnership, whose address is 3327 West Wadley Avenue, Suite 3, No. 267 (the “Maker”); and AMERICAN STATE BANK, a Texas banking association, whose address is 620 North Grant, Odessa, Texas 79764-4797 (the “Bank”).
THIRD AMENDMENT TO LOAN AGREEMENTLoan Agreement • February 26th, 2010 • Baron Energy Inc. • Crude petroleum & natural gas
THIS THIRD AMENDMENT TO LOAN AGREEMENT (this “Amendment”) is entered into as of the 17th day of March 2009, but effective as of February 15, 2009, by and among PERMIAN LEGEND PETROLEUM, LP, a Texas limited partnership, whose address 3327 West Wadley Avenue, Suite 3, No. 267, Midland, Texas 79707 (the “Borrower”); PERMIAN LEGEND, LLC, a Texas limited liability company, whose address is also 3327 West Wadley Avenue, Suite 3, No. 267, Midland, Texas 79707 (“Permian LLC”); LISA P. HAMILTON, an individual, whose address is 3327 West Wadley Avenue, Suite 3, No. 267, Midland, Texas 79707 (“Hamilton”); RONNIE L. STEINOCHER, also an individual, whose address is 2100 West Wadley Avenue, No. 21, Midland, Texas 79701 (“Steinocher”); and AMERICAN STATE BANK, a Texas banking association, whose address is 620 North Grant, Odessa, Texas 79764-4797 (alternatively, the “Bank” or the “Lender”). Permian LLC, Hamilton, and Steinocher are collectively referred to herein as the “Guarantors”.
Exhibit 10.6 FIRST AMENDMENT TO SUBORDINATED DEED OF TRUST, MORTGAGE, SECURITY AGREEMENT, ASSIGNMENT OF PRODUCTION AND FINANCING STATEMENT This First Amendment to Subordinated Deed of Trust, Mortgage, Security Agreement, Assignment of Production and...Subordinated Deed of Trust, Mortgage, Security Agreement, Assignment of Production and Financing Statement • May 10th, 2011 • Baron Energy Inc. • Crude petroleum & natural gas
TERM NOTETerm Note • February 26th, 2010 • Baron Energy Inc. • Crude petroleum & natural gas
