EXHIBIT 10.26.2
RATIFICATION OF AND AMENDMENT TO
ACT OF MORTGAGE AND SECURITY AGREEMENT
This instrument, dated effective as of the 28th day of December, 2004, is
by F-W OIL EXPLORATION L.L.C., a Delaware limited liability company (herein,
"Mortgagor"), whose Taxpayer Identification Number is 00-0000000, the address
for which for all purposes hereof is 0000 Xxxx Xxxxxxx, Xxxxx 0000, Xxxxxxx,
Xxxxx 00000, and GUARANTY BANK, FSB, a Federal savings bank, as Agent for the
Lenders identified in the Credit Agreement as defined below, and the mailing
address for which is 000 Xxxx Xxxxxx, Xxxxx 0000, Xxxxxxx, Xxxxx 00000-0000
(herein "Mortgagee").
W I T N E S S E T H:
WHEREAS, Mortgagor has heretofore executed certain security instruments
more particularly described in Exhibit A attached hereto and incorporated herein
for all purposes by this reference (the "Security Instruments," whether one or
more); and
WHEREAS, the Security Instruments were executed and delivered to secure
the payment or performance of certain indebtedness and other obligations of
Mortgagor, as more fully described in said instruments (the "Secured
Indebtedness"); and
WHEREAS, pursuant to the Credit Agreement by and between Mortgagor and
Mortgagee, dated effective as of December 28, 2004 (as amended, restated, or
supplemented from time to time, the "Credit Agreement"), the parties desire to
amend the Security Instruments as described below;
NOW, THEREFORE, in consideration of the foregoing, the benefits to be
derived by Mortgagor and other good and valuable consideration, the receipt and
sufficiency of which are hereby acknowledged by Mortgagor, the parties hereto
agree as follows, with capitalized terms used but not defined herein having
meanings assigned to such terms in the Credit Agreement:
1. AMENDMENTS.
(a) AMENDMENT OF CREDIT AGREEMENT. All references to the
Credit Agreement in the Security Instruments are hereby amended to refer
to the Credit Agreement as defined above.
(b) AMENDMENT OF SECURED INDEBTEDNESS. The Secured
Indebtedness as defined in the Security Instruments is hereby amended to
delete Section 3.1.A and to substitute therefor the following:
A. The Obligations, including, without limitation, (a) the
indebtedness evidenced by the Credit Agreement, and (b) the Promissory
Note executed by Mortgagor to the order of the Lender pursuant to the
Credit Agreement in the aggregate face amount of up to $50,000,000,
bearing interest and payable as therein provided or as provided in the
Credit Agreement.
2. WARRANTIES, REPRESENTATIONS, AND COVENANTS. The warranties,
representations and covenants of Mortgagor contained in the Security
Instruments are hereby remade by Mortgagor to Mortgagee and are in full
force and effect as of the date hereof.
3. REAFFIRMATION OF SECURITY INSTRUMENTS. To secure the Secured
Indebtedness, Mortgagor has granted, bargained, sold, mortgaged, assigned,
transferred and conveyed, and by these presents does grant, bargain, sell,
mortgage, assign, transfer and convey, unto the Mortgagee, and grants to
Mortgagee a security interest in, all of Mortgagor's right, title and
interest, whether now owned or hereafter acquired, in and to the
Encumbered Property, including, without limitation, the oil, gas and
mineral interests described in Exhibit B and personalty associated
therewith.
4. MISCELLANEOUS. This instrument shall be considered as an
amendment to and ratification of the Security Instruments, and the
Security Instruments, as herein expressly amended, are hereby ratified,
approved and confirmed in every respect. All liens created, extended or
renewed by the Security Instruments are hereby extended, renewed and
carried forward by this instrument and incorporated herein. All references
to the Security Instruments in any documents heretofore or hereafter
executed shall be deemed to refer to the Security Instruments as amended
by this instrument.
For the convenience of the parties, this instrument may be executed in
multiple counterparts. Each of the counterparts hereof so executed shall for all
purposes be deemed to be an original, and all such counterparts shall together
constitute but one and the same instrument.
IN WITNESS WHEREOF, Mortgagor and Mortgagee have executed this instrument
on the dates of their respective acknowledgments below but effective as of the
date first above written.
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THUS SIGNED in multiple originals in my office in Houston, Xxxxxx County,
Texas, by the person who appears above my signature below in the presence of the
undersigned competent witnesses who have signed their names hereto with the said
appearer, and me, Notary, on the 28th day of December, 2004, after due reading
of the whole.
WITNESSES TO SIGNATURE OF MORTGAGOR: MORTGAGOR
/s/ Xxxxx X. Xxxxxxx F-W OIL EXPLORATION L.L.C.
---------------------------------
(Signature)
By: Xxx X. Xxxxx
/s/ Xxxxx X. Xxxxxxx --------------------------------------
--------------------------------- Xxx X. Xxxxx
(Printed Name) President and CFO
Taxpayer Identification No. 00-0000000
/s/ Xxxxxx X. Xxxxxxx
---------------------------------
(Signature)
/s/ Xxxxxx X. Xxxxxxx
---------------------------------
(Printed Name)
Xxxx Xxxxxx
-------------------------------------------
Notary Public in and for the State of Texas
[NOTARY PUBLIC LOGO]
XXXX XXXXXX
Notary Public, State of Texas
My Commission Expires
September 16, 2005
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THUS SIGNED in multiple originals in my office in Houston, Xxxxxx
County, Texas, by the person who appears above my signature below in the
presence of the undersigned competent witnesses who have signed their names
hereto with the said appearer, and me, Notary, on the 28th day of December,
2004, after due reading of the whole.
WITNESSES TO SIGNATURE OF MORTGAGEE: MORTGAGEE
/s/ Xxxxxxxx Xxxxxxx GUARANTY BANK, FSB, AGENT
------------------------------------
(Signature)
Xxxxxxxx Xxxxxxx By: Xxxxxx X. Xxxxxx
------------------------------------ -----------------------
(Printed Name) Xxxxxx X. Xxxxxx, Xx.,
Managing Director
Taxpayer Identification No. 00-0000000
/s/ Xxxxxxx X. Xxx
------------------------------------
(Signature)
Xxxxxxx X. Xxx
------------------------------------
(Printed Name)
Xxx Link
-------------------------------------------
Notary Public in and for the State of Texas
[NOTARY PUBLIC LOGO]
XXX LINK
Notary Public
STATE OF TEXAS
My Comm. Exp. 09-03-2007
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EXHIBIT A
TO
RATIFICATION OF AND AMENDMENT TO
ACT OF MORTGAGE AND SECURITY AGREEMENT
SECURITY INSTRUMENTS
1. Act of Mortgage and Security Agreement dated September 22, 2003, by F-W
Oil Exploration L.L.C. to Guaranty Bank, FSB, Agent, filed and recorded as
follows:
JURISDICTION FILING DATA
LOUISIANA
Plaquemines Parish Filed December 8, 2003, under Clerk's
Entry No. 03008556, MOB 385, Page 443
Minerals Management Service Filed January 12, 2004, under OCS Filing
Number G21142
2. UCC-3 Financing Statement Amendment from F-W Oil Exploration L.L.C. to
Guaranty Bank, FSB, as Agent (relating to Act of Mortgage), filed and
recorded as follows:
JURISDICTION FILING DATA
DELAWARE
Secretary of State Filed January 9, 2004, as Financing
Statement No. 40069445, amending Initial
Financing Statement No. 32562083 filed
October 2, 2003
A-i
