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WHEN RECORDED
RETURN TO:
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[____________]
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[____________]
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[____________]
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Attn:
[____________]
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FIRST AMENDMENT TO
MORTGAGE, DEED OF TRUST, SECURITY
AGREEMENT AND FINANCING STATEMENT
FROM
[______________], a
[_________]
TO
[____________]
, AS TRUSTEE
FOR THE BENEFIT OF
Daniel Ryweck, as Collateral
Agent
A CARBON,
PHOTOGRAPHIC, FACSIMILE OR OTHER REPRODUCTION OF THIS INSTRUMENT IS
SUFFICIENT AS A FINANCING STATEMENT.
PORTIONS OF
THE MORTGAGED PROPERTY ARE GOODS WHICH ARE OR ARE TO BECOME AFFIXED
TO OR FIXTURES ON THE LAND DESCRIBED IN OR REFERRED TO IN
EXHIBIT A HERETO. THIS FINANCING STATEMENT IS TO
BE FILED FOR RECORD OR RECORDED, AMONG OTHER PLACES, IN THE REAL
ESTATE RECORDS OR SIMILAR RECORDS OF EACH COUNTY IN WHICH SAID LAND
OR ANY PORTION THEREOF IS LOCATED. THE MORTGAGOR IS THE
OWNER OF RECORD INTEREST IN THE REAL ESTATE
CONCERNED. THIS INSTRUMENT IS ALSO TO BE INDEXED IN THE
INDEX OF FINANCING STATEMENTS.
FIRST AMENDMENT TO MORTGAGE, DEED
OF TRUST, SECURITY AGREEMENT AND FINANCING STATEMENT
THIS FIRST AMENDMENT TO MORTGAGE, DEED OF TRUST,
SECURITY AGREEMENT AND FINANCING STATEMENT (this “ Amendment ”) is made
as of the ____ day of [ __________] , 2009, by
[___________], a [_______], whose address for notice is
[________________] (“ Mortgagor ”) to
[__________] , as Trustee, whose address for notice is
[_______________] (“ Trustee ”), for the
benefit of Daniel Ryweck, an individual with his principal place of
residence at 13911 Ridgedale Drive, Suite 375, Minnetonka, MN
55305, on his own behalf and in his capacity as collateral agent
for the benefit of the holders of the Notes (as defined in the
Mortgage described below) (together with its successors and
assigns, the “ Mortgagee
”). Capitalized terms used but not defined herein
shall have the respective meanings ascribed to such terms in the
Mortgage describe below.
R E C I T A L
S
A. Mortgagor
has previously executed and delivered in favor of Trustee for the
benefit of Mortgagee a certain Mortgage, Deed of Trust, Security
Agreement and Financing Statement made as of June 10, 2009, and
recorded on [__________] in the office of the County Clerk
in [__________] , Texas as Instrument # [_________]
(the “ Mortgage ”), which Mortgage encumbers
Mortgagor’s interest in the land legally described on
Exhibit A attached thereto (the “ Land
”), in addition to various other real and personal property
pledged to the Mortgagee as more fully described in the
Mortgage.
B. Mortgagor
and Mortgagee have agreed to modify the Mortgage upon the terms and
conditions contained herein.
NOW THEREFORE , in consideration of the premises and other
good and valuable consideration, the receipt and legal sufficiency
whereof are hereby acknowledged, the parties hereby agree as
follows:
1.
Recitals . The Recitals set forth above
are incorporated herein by this reference thereto as if fully set
forth herein.
2.
Amendments of Mortgage . Effective as of
the date hereof, the recitals of the Mortgage are hereby amended
and restated in their entirety to read as follows:
“A. Pursuant
to that certain Securities Purchase Agreement dated as of June 10,
2009 (as amended, restated, supplemented or otherwise modified from
time to time, the “First Purchase Agreement”), by and
among South Texas Oil Company, a Nevada corporation
(“Borrower”), and the “Buyers” party
thereto (the “First Buyers”), Borrower has, among other
things, agreed to issue to First Buyers, and First Buyers have
agreed to purchase from Borrower, the Notes (as defined in the
First Purchase Agreement) (such notes, the “First
Notes”), subject in each case to the terms and conditions set
forth in the First Purchase Agreement.
B. Mortgagor
and the other “Guarantors” party thereto have executed
and delivered to Mortgagee that certain Guaranty dated as of June
10,
