AMENDMENT NO. 1 to
------------------
OPTION AGREEMENT
----------------
THIS AMENDMENT NO. 1 ("Amendment"), dated November 22, 2010, is to that
certain OPTION AGREEMENT (the "Original Agreement") entered into as of October
31, 2010, by and between Current Energy Partners Corporation, a Delaware
corporation ("Grantor" or "CEP"), and High Plains Gas, LLC, a Wyoming limited
liability company ("Grantee" or "HPG").
NOW, THEREFORE, the parties agree as follows:
(a) CONFLICT. In the event there is a conflict between the terms of
the Original Agreement with this Amendment, the terms of this Amendment shall
control any interpretation. Unless this Amendment expressly amends or
supplements the language of the Original Agreement, the Original Agreement shall
remain in full force and effect. Unless otherwise defined in this Amendment,
terms defined in the Original Agreement shall be similarly defined herein.
(b) AMENDMENT. Section (a) of the Original Agreement is hereby amended
to read as follows:
"Grantor hereby grants to Grantee, for $100, the covenants and promises
contained herein, and other good and valuable consideration, the option (the
"Option") to purchase Grantor's Interest in M Purchase for the amount of (i)
$1,500,000 (the "Cash Consideration") and (ii) 11,250,000 newly issued
restricted shares of common stock of HPGI (22,500,000 newly issued shares if the
exercise is subsequent to the proposed stock dividend referenced below) (the
"Shares"), subject to the terms and conditions set forth in this Agreement. The
Shares shall be issued and delivered within 10 business days after exercise of
the Option hereunder. The Cash Consideration shall be payable to Grantor on the
earlier of (i) the closing of a proposed PIPE financing for a minimum
consideration of $10,000,000 to Grantee, which is anticipated on or before
December 31, 2010, or (ii) January 31, 2011. Upon exercise of the Option,
Grantor shall execute and enter into a Member Interest Purchase Agreement in the
form as attached as Exhibit A hereto."
[remainder of this page intentionally left blank]
IN WITNESS WHEREOF, Grantor and Grantee have executed this Amendment to the
Option Agreement as of the date first above written.
GRANTOR:
CURRENT ENERGY PARTNERS CORPORATION
By: /s/ Xxxxxxx Xxxxxxx
Its: Secretary Director
GRANTEE:
HIGH PLAINS GAS, LLC
By: /s/ Xxxx X. Xxxxxxxxx
Its: Managing Member
