Exhibit 10.76
NOTE
$5,150,000.00 Dallas, Texas
July 28, 2014
FOR VALUE RECEIVED, the undersigned, Baron Production LLC, a Texas limited
liability company (the "Borrower"), hereby unconditionally promises to pay to
Petro Capital Energy Credit, LLC, a Texas limited liability company (the
"Lender") or its registered assigns at the office of the Administrative Agent
specified in the Credit Agreement (as hereinafter defined) in lawful money of
the United States and in immediately available funds, the principal amount of
(a) FIVE MILLION ONE HUNDRED FIFTY THOUSAND AND NO/100 DOLLARS ($5,150,000), or,
if less, (b) the sum of the aggregate unpaid principal amount of all Loans made
by the Lender to the Borrower pursuant to Section 2.01 of the Credit Agreement.
The Borrower further agrees to pay interest in like money at such payment office
on the unpaid principal amount hereof from time to time outstanding at the rates
and on the dates specified the Credit Agreement.
The holder of this Note is authorized to endorse on the schedule annexed
hereto and made a part hereof or on a continuation thereof which shall be
attached hereto and made a part hereof the date and amount of each Loan made
pursuant to the Credit Agreement and the date and amount of each payment or
prepayment of principal thereof. Each such endorsement shall constitute prima
facie evidence of the accuracy of the information endorsed. The failure to make
any such endorsement or any error in any such endorsement shall not affect the
obligations of the Borrower in respect of any Loan.
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.
Upon the occurrence of any one or more of the Events of Default, all
principal and all accrued interest then remaining unpaid on this Note shall
become, or may be declared to be, immediately due and payable, all as provided
in the Credit Agreement.
All parties now and hereafter liable with respect to this Note, whether
maker, principal, surety, guarantor, endorser or otherwise, hereby waive
presentment, demand, protest, notice of acceleration, notice of intent to
accelerate and all other notices of any kind.
Unless otherwise defined herein, terms defined in the Credit Agreement and
used herein shall have the meanings given to them in the Credit Agreement.
THIS NOTE SHALL BE GOVERNED BY, AND CONSTRUED AND INTERPRETED IN ACCORDANCE
WITH, THE LAW OF THE STATE OF TEXAS.
BARON PRODUCTION LLC
By:
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Name:
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Title:
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Schedule A to Note
LOANS AND REPAYMENTS OF LOANS
Amount of
Amount of Principal of Unpaid Principal Notation
Date Loans Loans Repaid Balance of Loans Made By
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