0001299933-10-002286 Sample Contracts

DEED OF TRUST, MORTGAGE, SECURITY AGREEMENT, ASSIGNMENT OF PRODUCTION AND FINANCING STATEMENT
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.

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FORM OF GUARANTY AGREEMENT
Guaranty 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”).

SUBORDINATE DEED OF TRUST, MORTGAGE, SECURITY AGREEMENT, ASSIGNMENT OF PRODUCTION AND FINANCING STATEMENT
Subordinate 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.

FORM OF STOCK PLEDGE AGREEMENT AND SECURITY AGREEMENT
Stock Pledge Agreement and Security Agreement • June 8th, 2010 • Baron Energy Inc. • Crude petroleum & natural gas • Texas

This Stock Pledge Agreement and Security Agreement (the “Agreement”) is made and entered into as of the day of May 2010, by and between , an individual, whose address is (the “Debtor”), and AMERICAN STATE BANK, a Texas banking association, whose address is 620 N. Grant, Odessa, Texas 79761-4797 (alternatively, the “Secured Party” or the “Bank”).

LOAN AGREEMENT
Loan Agreement • June 8th, 2010 • Baron Energy Inc. • Crude petroleum & natural gas

THIS LOAN AGREEMENT (the AAgreement@) is made and entered into as of the 1st day of May 2010, by and among BARON ENERGY, INC., a Nevada corporation, acting as successor-in-interest, by merger, to Esconde Resources LP and Permian Legend Petroleum LP, whose address is 3327 W. Wadley, Suite 3-267, Midland, Texas 79707 (alternatively, “Baron” or the “Borrower”); RONNIE L. STEINOCHER, an individual, whose address is 712 Willow Ridge Drive, San Marcos, Texas 78666, LISA P. HAMILTON, also an individual, whose address is 712 Willow Ridge Drive, San Marcos, Texas 78666, and PIERCE-HAMILTON ENERGY PARTNERS LP, a Texas limited partnership, whose address is also 3327 W. Wadley, Suite 3-267, Midland, Texas 79707 (collectively, the “Guarantors”); and American State Bank, a state banking association organized under the laws of the State of Texas, whose address is 620 N. Grant, Odessa, Texas 79761-4797 (alternatively, AASB@, the ALender@, or the ABank@).

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