FOURTH AMENDMENT OF MORTGAGE-SHORT TERM MORTGAGE REDEMPTION, SECURITY AGREEMENT, ASSIGNMENT OF PRODUCTION AND FINANCING STATEMENT
FOURTH AMENDMENT OF MORTGAGE-SHORT TERM MORTGAGE REDEMPTION, SECURITY AGREEMENT, ASSIGNMENT OF PRODUCTION AND FINANCING STATEMENT
THIS FOURTH AMENDMENT OF MORTGAGE-SHORT TERM MORTGAGE REDEMPTION, SECURITY AGREEMENT, ASSIGNMENT OF PRODUCTION AND FINANCING STATEMENT (this “Instrument"), dated as of March 22, 2004, is between GEORESOURCES, INC., a Colorado corporation ("Mortgagor"), with an address at 0000 Xxxx Xxxxxx Xxxxxxx, Xxxxx 0X, Xxxxxxxxx, Xxxxx Xxxxxx 00000 (residence: Xxxxxxxx County, North Dakota), and XXXXX FARGO BANK, NATIONAL ASSOCIATION, a national banking association ("Lender"), successor in interest to XXXXX FARGO BANK MONTANA, NATIONAL ASSOCIATION, a national banking association, with an address at 000 Xxxxx 00xx Xxxxxx, Xxxxxxxx, Xxxxxxx 00000.
RECITALS
A.
Mortgagor executed and delivered to a predecessor of Lender a Mortgage, Security Agreement, Assignment of Production and Financing Statement dated as of April 29, 1993 (the "Original Mortgage"), the terms and provisions of which and the description of the real and personal property covered by which are hereby incorporated herein by this reference. The Original Mortgage was filed and recorded, among other places, as follows:
Recording Data
State
County
Filing Date
Book
Page
Montana
Richland
05/10/93
X-000 Xxxx.
000
Xxxxx Xxxxxx
Xxxxxxxxx
05/10/93
246 Mtges.
501
North Dakota
XxXxxxxx
05/10/93
Doc. #316744
North Dakota
Renville
05/13/93
155 Mtgs.
261
North Dakota
Williams
05/12/93
Doc. #549527
B.
Mortgagor and a predecessor of Lender executed and delivered a First Amendment of Mortgage, Security Agreement, Assignment of Production and Financing Statement dated as of September 1, 1995 (the "First Amendment"), the terms and provisions of which and the description of the real and personal property covered by which are hereby incorporated herein by this reference. The First Amendment was filed and recorded as follows:
Recording Data
State
County
Filing Date
Book
Page
Montana
Richland
11/27/95
X-000 Xxxx.
000
Xxxxx Xxxxxx
Xxxxxxxxx
11/27/95
256 Mtgs.
158
North Dakota
XxXxxxxx
11/27/95
Doc. #323766
North Dakota
Renville
11/28/95
158 Mtgs.
478
North Dakota
Williams
11/27/95
Doc. #562428
C.
Mortgagor and a predecessor of Lender executed and delivered a Second Amendment of and Addendum to Mortgage, Security Agreement, Assignment of Production and Financing Statement and Mortgage -Collateral Real Estate Mortgage dated as of December 15, 1997 (the "Second Amendment"), the terms and provisions of which and the description of the real and personal property covered by which are hereby incorporated herein by this reference. The Second Amendment was filed and recorded as follows:
Recording Data
State
County
Filing Date
Book
Page
Montana
Richland
01/22/98
X-000 Xxxx.
00
Xxxxx Xxxxxx
Xxxxxxxxx
01/22/98
264 Mtgs.
219
North Dakota
XxXxxxxx
01/22/98
Doc. #331542
North Dakota
Renville
01/22/98
161 Mtgs.
501
North Dakota
Williams
01/22/98
Doc. #576355
D.
Mortgagor and a predecessor of Lender executed and delivered a Third Amendment of and Addendum to Mortgage, Security Agreement, Assignment of Production and Financing Statement and Mortgage -Collateral Real Estate Mortgage dated as of January 5, 2001 (the "Third Amendment"), the terms and provisions of which and the description of the real and personal property covered by which are hereby incorporated herein by this reference. The Third Amendment was filed and recorded as follows:
Recording Data
State
County
Filing Date
Book
Page
Montana
Richland
04/26/01
X-000 Xxxx.
000
Xxxxx Xxxxxx
Xxxxxxxxx
04/25/01
280 Mtgs.
566
North Dakota
XxXxxxxx
04/25/01
Doc. #339407
North Dakota
Renville
04/25/01
166 Mtgs.
04
North Dakota
Williams
04/25/01
Doc. #595831
E.
Unless otherwise defined herein, terms defined in the Original Mortgage, as amended by the First Amendment, the Second Amendment and the Third Amendment (the "Mortgage"), and as amended hereby, shall have the same meanings when used herein.
F.
The parties desire that the Mortgage be amended as described herein.
AMENDMENT
IN CONSIDERATION of the sum of ten dollars ($10.00) in hand paid by Lender to Mortgagor and of the mutual promises contained herein, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereby agree that the Mortgage shall be amended as follows:
(a) All references in the Mortgage to "Xxxxx Fargo Bank Montana, National Association" shall be changed to be references to "Xxxxx Fargo Bank, National Association". All references in the Mortgage to "Mortgagee" shall be deemed to refer to Xxxxx Fargo Bank, National Association.
(b) All references in the Mortgage to the Mortgage being a "Collateral Real Estate Mortgage" under North Dakota law shall be deleted. The following two new Sections of the Mortgage shall be inserted immediately after Section 23 on the page numbered 15 of the Mortgage:
24. North Dakota Short-term Redemption Act.
As to that portion of the Collateral situated in the State of North Dakota, the parties agree that the terms of the North Dakota Short-term Redemption Act shall govern this Instrument.
25. Deficiency Judgment. As to that portion of the Collateral situated in the State of North Dakota, Mortgagee (or any successor to Mortgagee as mortgagee hereunder) has the right to proceed to obtain and collect a deficiency judgment, together with foreclosure of the real property mortgaged under the applicable laws of the State of North Dakota.
(c) The following shall be substituted for Clauses (A) and (B) of the second paragraph on the page numbered 3 of the Mortgage:
(A) the payment of the Promissory Note dated January 5, 2001, executed by Mortgagor, payable to the order of Mortgagee, in the face amount of $3,000,000, as now in effect or as hereafter amended, extended or replaced (the "2001 Note"), having a maturity date of January 5, 2008, with interest at an annual rate equal to the fluctuating annual rate announced from time to time by Mortgagee as its base rate or prime rate (currently, 4.0 percent per annum), which may not be the lowest interest rate charged by Mortgagee (the "Base Rate"); (B) the payment of the Promissory Note dated March 22, 2004, executed by Mortgagor, payable to the order of Mortgagee, in the face amount of $3,000,000, as now in effect or as hereafter amended, extended or replaced (the "2004 Note"), having a maturity date of March 22,2011, with interest at an annual rate equal to Base Rate (the 2001 Note and the 2004 Note being collectively referred to herein as the "Notes");
(d) Exhibit A attached hereto shall be substituted for the Exhibit A previously attached to the Mortgage. To the extent that lands, leases and properties are described on Exhibit A attached hereto but were not described on the Exhibit A previously attached to the Mortgage, the Mortgage shall now be deemed to cover such additional lands, leases and properties. To the extent that lands, leases and properties are not described on Exhibit A attached hereto but were described on the Exhibit A previously attached to the Mortgage, the Mortgage is no longer intended to cover such omitted lands, leases and properties, and Lender hereby releases, reconveys and quitclaims to Mortgagor any and all right, title and interest which Lender has under the Mortgage in and to any and all such omitted lands, leases and properties.
GRANT
Mortgagor hereby grants, bargains, sells, assigns, transfers, pledges, mortgages and conveys, and grants a security interest in, the Mortgaged Properties to Lender, WITH POWER OF SALE; TO HAVE AND TO HOLD the Mortgaged Properties to Lender and its successors and assigns forever, subject to all of the terms, conditions, covenants and agreements set forth in the Mortgage, as amended hereby, for the security and benefit of Lender and its successors and assigns as holder of any and all notes and other obligations secured by the Mortgage, as amended hereby.
MISCELLANEOUS
This Instrument shall bind and inure to the benefit of the respective successors and assigns of Mortgagor and Lender, including without limitation any and all other banks, lending institutions and parties which may participate in the indebtedness evidenced by the Indebtedness or any of it. Notwithstanding any other provision contained herein, if any property interest granted by this Instrument does not vest on the execution and delivery of this Instrument, it shall vest, if at all, no later than 20 years after the execution and delivery of this Instrument. Mortgagor hereby ratifies, confirms and adopts the Mortgage, as amended hereby.
EXECUTED as of the date first above written.
GEORESOURCES, INC.
By: /s/ X.X. Xxxxxxx
X. X. Xxxxxxx,
President
XXXXX FARGO BANK, NATIONAL
ASSOCIATION, successor in interest to
XXXXX FARGO BANK MONTANA,
NATIONAL ASSOCIATION
By: /s/ Xxxxx X. Nose
Xxxxx X. Nose,
Commercial Loan Officer
STATE OF NORTH DAKOTA
}
} ss.
COUNTY OF XXXXXXXX
}
(Montana)
On this day before me, the undersigned notary public, personally appeared X. X. Xxxxxxx, known to me to be the President of GEORESOURCES, INC., a Colorado corporation, the corporation that executed the within instrument, and acknowledged to me that such corporation executed the same. Witness my hand and official seal as of March 31st, 2004.
(North Dakota)
The foregoing instrument was acknowledged before me this 31st day of March, 2004, by X. X. Xxxxxxx, as President of GEORESOURCES, INC., a Colorado corporation, on behalf of said corporation. Witness my hand and official seal.
/s/ Xxxxx Xxxxx
Notary Public
Residing in: Williston, ND
My commission expires: June 22, 2005
(SEAL)
XXXXX XXXXX
Notary Public, STATE OF NORTH DAKOTA
My Commission Expires June 22, 0000
XXXXX XX XXXXXXX
)
)ss.
COUNTY OF YELLOWSTONE
)
(Montana)
On this day before me, the undersigned notary public, personally appeared Xxxxx X. Nose, known to me to be the Commercial Loan Officer of XXXXX FARGO BANK, NATIONAL ASSOCIATION, a national banking association, successor in interest to XXXXX FARGO BANK MONTANA, NATIONAL ASSOCIATION, the national banking association that executed the within instrument, and acknowledged to me that such national banking association executed the same. Witness my hand and official seal as of April 5. 2004.
(North Dakota)
The foregoing instrument was acknowledged before me this 5 day of April, 2004, by Xxxxx X. Nose, as Commercial Loan Officer of XXXXX FARGO BANK, NATIONAL ASSOCIATION, a national banking association, successor in interest to XXXXX FARGO BANK MONTANA, NATIONAL ASSOCIATION, on behalf of said national banking association. Witness my hand and official seal.
/s/ Xxxxx Xxxxxxxx
Notary Public
Residing in: Billings, MT
My commission expires: 02-21-08
(SEAL)
