First Modification And Sample Contracts

FIRST MODIFICATION AND RATIFICATION OF GUARANTIES
First Modification And • March 15th, 2010 • Morgans Hotel Group Co. • Hotels & motels

THIS FIRST MODIFICATION AND RATIFICATION of GUARANTIES (this “First Modification”) is made as of the 24th day of December 2009, by and among MORGANS GROUP LLC, a Delaware limited liability company, having an address at 475 Tenth Avenue, New York, New York 10018, Attention: Marc Gordon, Chief Investment Officer (“Morgans Guarantor”), DLJ MB IV HRH, LLC, a Delaware limited liability company, having an address c/o DLJ Merchant Banking Partners, 11 Madison Avenue, New York, New York 10010, Attention: Ryan Sprott (“DLJ Guarantor”; and collectively with Morgans Guarantor, each, individually, a “Guarantor”, and collectively, “Guarantors”), and BROOKFIELD FINANCIAL, LLC — SERIES B, a Delaware limited liability company, having an address at c/o Brookfield Real Estate Financial Partners LLC, Three World Financial Center, 200 Vesey Street, 11th Floor, New York, New York 10281 (as successor in interest to Column Financial, Inc. under the Loan (as defined below), and together with its successors an

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FIRST MODIFICATION AND AMENDMENT OF TERM NOTE
First Modification And • February 26th, 2010 • Baron Energy Inc. • Crude petroleum & natural gas

THIS FIRST MODIFICATION AND AMENDMENT OF TERM NOTE (this “Modification”) is entered into as of the 28th day of December 2009, effective as of December 15, 2009, by and between, by and between ESCONDE RESOURCES LP, a Texas limited partnership, whose address is 3327 West Wadley Ave., Suite 3-267, Midland, TX 79707 (the “Maker”), and AMERICAN STATE BANK, a Texas banking association, whose address is 620 N. Grant, Odessa, Texas 79761-4797 (the “Bank”).

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