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HomeMy WebLinkAbout965607WHEN RECORDED, PLEASE RETURN TO: Jennifer Stoldt Beatty Wozniak, P.C. 216 16th Street, Suite 1100 Denver, Colorado 80202 Lincoln County, Wyoming RECITALS 0 CM 3 RECEIVED 7/18/2012 at 2:54 PM RECEIVING 965607 BOOK: 789 PAGE: 683 JEANNE WAGNER LINCOLN COUNTY CLERK, KEMMERER, WY SPACE ABOVE THIS LINE FOR RECORDER'S USE AMENDMENT TO MORTGAGE, SECURITY AGREEMENT, ASSIGNMENT, FINANCING STATEMENT AND FIXTURE FILING FROM HAT CREEK ENERGY LLC TO BOKF, NA DB /A BANK OF OKLAHOMA This Amendment to Mortgage, Security Agreement, Assignment, Financing Statement and Fixture Filing (this "Amendment dated effective as of April 23, 2012, is executed by and between Hat Creek Energy LLC, a Colorado limited liability company "Mortgagor with a mailing address of 3575 Cherry Creek North Drive, Denver, Colorado 80209, and BOKF, NA, d /b /a/ Bank of Oklahoma, f /k/a Bank of Oklahoma, N.A. ("BOK"), with a mailing address at 1675 Broadway, Suite 1650, Denver, Colorado 80202. A. WHEREAS, Mortgagor executed and delivered to BOK a Mortgage, Security Agreement, Assignment, Financing Statement and Fixture Filing dated as of May 7, 2009, recorded on May 18, 2009, at Book 723, Page 123, Instrument No. 947222, in the real property records of Lincoln County, Wyoming (the "Mortgage B. WHEREAS, Mortgagor and BOK desire to further amend the Mortgage as set forth herein. C. WHEREAS, unless otherwise defined herein, terms defined in the Mortgage, as amended hereby, shall have the same meanings when used herein. AMENDMENT 00684 IN CONSIDERATION of the sum of Ten Dollars ($10.00) in hand paid by BOK 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 hereto agree as follows: The Mortgage is hereby amended as follows: 1. On page 2 of the Mortgage, the third paragraph thereof (beginning with "Pursuant to is amended by adding the following in the first line immediately following "May 7, 2009, "as amended by that certain First Amendment to Credit Agreement dated as of November 10, 2010, that certain Second Amendment to Credit Agreement dated as of May 1, 2011, and that certain Third Amendment to Credit Agreement dated as of April 23, 2012 2. At the bottom of page 3 of the Mortgage, paragraph A. is amended by adding the following in the last line thereof, between "BOK" and 236300 "to secure the payment and performance of the Obligations for the benefit of BOK 3. Page 4 of the Mortgage is amended by inserting the following new paragraph immediately after paragraph B.: "Notwithstanding the above or any provision in this Mortgage to the contrary, in no event is any Building (as defined in the applicable Flood Insurance Regulation) or Manufactured (Mobile) Home (as defined in the applicable Flood Insurance Regulation) included in the definition of "Collateral" and no Building or Manufactured (Mobile) Home is hereby encumbered by this Mortgage. As used herein, "Flood Insurance Regulations" shall mean (i) the National Flood Insurance Act of 1968 as now or hereafter in effect or any successor statute thereto, (ii) the Flood Disaster Protection Act of 1973 as now or hereafter in effect or any successor statue thereto, (iii) the National Flood Insurance Reform Act of 1994 (amending 42 USC 4001, et seq.), as the same may be amended or recodified from time to time, and (iv) the Flood Insurance Reform Act of 2004 and any regulations promulgated thereunder. 4. Section 1.1 A. is deleted in its entirety and replaced with the following: -2- 236300 "A. Payment of and performance of all obligations of Mortgagor under or in connection with the Amended and Restated Promissory Note dated April 23, 2012, as the same may hereafter be amended, renewed, extended, or substituted for (the "Note made by Mortgagor, in the face amount of $20,000,000, payable to the order of BOK on or before May 7, 2016 (or such earlier date as may be specified in the Credit Agreement), with interest at the rates described in the Credit Agreement; 5. Section 1.1 F. is deleted in its entirety and replaced with the following: "All renewals, extensions, amendments and changes of, or substitutions or replacements for, all or any part of the items described under A through E above. 6. The Mortgage is amended by deleting Section 1.2 in its entirety. MISCELLANEOUS [Signature page follows.] 3 06685 1. Except as expressly provided in this Amendment, all terms of the Mortgage remain in full force and effect and nothing herein shall otherwise affect any other provision of the Mortgage or the rights and obligations of BOK and Mortgagor therein. 2. This Amendment shall bind and inure to the benefit of the respective legal representatives, successors and assigns of Mortgagor and BOK, including, without limitation, any and all other parties which may hereafter hold or participate in the indebtedness evidenced by any or all of the obligations secured by the Mortgage. Mortgagor hereby ratifies, confirms and adopts the Mortgage, as amended hereby. 3. This Amendment may be executed in one or more counterparts, each of which when executed shall be deemed to be an original but all of which taken together shall constitute one and the same instrument. above. IN WITNESS WHEREOF, this Amendment is dated effective as of the date first written HAT CREEK ENERGY LLC Gary avis, President By: BOKF, NA, d /b /a Bank of Oklahoma By: Michael i Logan, Senior President Signature Page to Amendment to Mortgage, Security Agreement, Assignment, Financing Statement and Fixture Filing 01686 STATE OF COLORADO ss. COUNTY OF DENVER This Instrument was acknowledged before me on July 2012, by Gary D. Davis, in his capacity as President of Hat Creek Energy LLC. (Seal) WITNESS my hand and official seal. STATE OF COLORADO COUNTY OF DENVER ss. WITNESS my hand and official seal. ACKNOWLEDGMENTS NOTARY l C�i u (r.� 6 4 0 PUBL' My commission expires: This Instrument was acknowledged before me on July 3 2012, by Michael M. Logan, in his capacity as Senior Vice President of BOKF, NA, d/b /a Bank of Oklahoma. NOT Acknowledgment Page to Second Amendment to Mortgage, Security Agreement, Assignment, Financing Statement and Fixture Filing 0068 my Commission Expires 03/09/2016 My commission expires: e o j