South Texas Oil Co Sample Contracts

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WHEREAS:
Pledge Agreement • April 15th, 2008 • South Texas Oil Co • Crude petroleum & natural gas • New York
ARTICLE I
Purchase and Sale Agreement • September 26th, 2007 • South Texas Oil Co • Crude petroleum & natural gas • Texas
GUARANTY
Guaranty • April 15th, 2008 • South Texas Oil Co • Crude petroleum & natural gas
April 1, 2008
South Texas Oil Co • April 15th, 2008 • Crude petroleum & natural gas
EMPLOYMENT AGREEMENT
Employment Agreement • October 3rd, 2008 • South Texas Oil Co • Crude petroleum & natural gas • Nevada

EMPLOYMENT AGREEMENT, dated as of October 2, 2008 (this “Employment Agreement”), by and between South Texas Oil Company, a Nevada corporation (the “Company”), having a place of business at 300 E. Sonterra Blvd., San Antonio, Texas 78258, and Theodore J. Wicks (the “Employee”).

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • June 16th, 2009 • South Texas Oil Co • Crude petroleum & natural gas • Texas

This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of June 16, 2009, by and among South Texas Oil Company, a Nevada corporation with its principal offices located at 300 E. Sonterra Blvd., Suite 1220, San Antonio, Texas 78258 (the “Company”), and each of the investors listed on the Schedule of Buyers attached hereto (each individually, a “Buyer,” and collectively, the “Buyers”).

EXHIBIT 10.4: Executive Compensation Agreement - David Cummings EXECUTIVE COMPENSATION AGREEMENT
Compensation Agreement • April 30th, 2004 • Nutek Oil Inc. • Nevada
JUNE 2009 WAIVER AND AMENDMENT AGREEMENT
June 2009 Waiver and Amendment Agreement • June 16th, 2009 • South Texas Oil Co • Crude petroleum & natural gas • New York

THIS JUNE 2009 WAIVER AND AMENDMENT AGREEMENT (this “Agreement”) is made as of June 16, 2009, among South Texas Oil Company, a Nevada corporation (the “Company”), the Subsidiaries (as defined in the Purchase Agreements (as defined below)), Longview Marquis Master Fund, L.P., a British Virgin Islands limited partnership (“Marquis”), and Summerview Marquis Fund, L.P., a Delaware limited partnership (“Summerview” and, together with Marquis, the “Buyers”).

EXHIBIT 10.19: Executive Compensation Agreement - MARLENE HUTCHESON EXECUTIVE COMPENSATION AGREEMENT
South Texas Oil Co • March 6th, 2007 • Crude petroleum & natural gas • Nevada
SECURITY AGREEMENT
Security Agreement • September 24th, 2008 • South Texas Oil Co • Crude petroleum & natural gas • New York

THIS SECURITY AGREEMENT (“Agreement”) dated as of September 19, 2008, among South Texas Oil Company, a Nevada corporation (“Company”), Southern Texas Oil Company, a Texas corporation (“Southern Texas”), STO Operating Company, a Texas corporation formerly known as Leexus Operating Company (“STO Operating”), STO Properties LLC, a Texas limited liability company (“STO Properties”), STO Drilling Company, a Texas corporation (“STO Drilling”; each such corporation or limited liability company, including Company, and together with each other Person who becomes a party to this Agreement by execution of a joinder in the form of Exhibit A attached hereto, is referred to individually as a “Debtor” and, collectively, as the “Debtors”), and Viking Asset Management, LLC, a California limited liability company, in its capacity as Collateral Agent (as defined below) for the benefit of the entities (the “Buyers”) identified on the Schedule of Buyers attached to the Purchase Agreement defined below (as

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INTERCREDITOR AGREEMENT
Intercreditor Agreement • June 16th, 2009 • South Texas Oil Co • Crude petroleum & natural gas • New York

This INTERCREDITOR AGREEMENT (as the same may be amended, restated, supplemented or otherwise modified from time to time, this “Agreement”), dated as of June 10, 2009 is among SOUTH TEXAS OIL COMPANY, a Nevada corporation (the “Company”), SOUTHERN TEXAS OIL COMPANY., a Texas corporation (“Southern Texas”), STO OPERATING COMPANY, a Texas corporation (“STO Operating”), STO PROPERTIES LLC, a Texas limited liability company (“STO Properties”), STO DRILLING COMPANY, a Texas corporation (“STO Drilling”; each of Company, Southern Texas, STO Operating, STO Properties, STO Drilling and each other Person (as defined below) who guarantees, or grants a Lien (as defined below) on its assets to secure “Note Debt” (as defined below) and/or Convertible Debt (as defined below) is referred to individually as an “Obligor” and collectively as the “Obligors”), the Convertible Debt Creditors (as defined below), the Buyers (as defined below), and VIKING ASSET MANAGEMENT, LLC, a California limited liability c

CONFIDENTIALITY, NON-SOLICITATION AND NON-COMPETITION AGREEMENT
Confidentiality, Non-Solicitation • June 25th, 2008 • South Texas Oil Co • Crude petroleum & natural gas • Texas

This Confidentiality, Non-Solicitation and Non-Competition Agreement (this “Agreement”), is made and entered into as of June 23, 2008, between South Texas Oil Company, a Nevada corporation (the “Company”), and Sherry L. Spurlock (“Spurlock”).

April 8, 2008 South Texas Oil Company 769 Highway 95 N. Bastrop, Texas 78602 Attention: J. Scott Zimmerman, Chief Executive Officer RE: DEPOSIT ACCOUNT CONTROL AGREEMENTS Ladies and Gentlemen: Reference is hereby made to that certain Securities...
South Texas Oil Co • April 15th, 2008 • Crude petroleum & natural gas

Reference is hereby made to that certain Securities Purchase Agreement, dated as of April 1, 2008 (as amended, restated, supplemented or otherwise modified and in effect from time to time, and including all rights, claims and remedies with respect thereto, the "PURCHASE AGREEMENT"), among South Texas Oil Company, a Nevada corporation (the "COMPANY"), The Longview Fund, L.P., a California limited partnership ("LONGVIEW FUND"), and Longview Marquis Master Fund, L.P., a British Virgin Islands limited partnership ("MARQUIS FUND" and, together with Longview Fund, the "BUYERS"), and that certain letter agreement, dated April 1, 2008, executed by the Collateral Agent, the Buyers, the Company and the Subsidiaries, in connection therewith (the "LETTER AGREEMENT"). Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to them in the Purchase Agreement

SEPTEMBER 2008 WAIVER AND AMENDMENT
September 2008 Waiver and Amendment • September 24th, 2008 • South Texas Oil Co • Crude petroleum & natural gas • New York

THIS SEPTEMBER 2008 WAIVER AND AMENDMENT (this “Agreement”) is made as of September 19, 2008, among South Texas Oil Company, a Nevada corporation (the “Company”), the Subsidiaries, The Longview Fund, L.P., a California limited partnership (“Longview”), and Longview Marquis Master Fund, L.P., a British Virgin Islands limited partnership (“Marquis” and together with Longview, the “Buyers”). Capitalized terms used, but not otherwise defined, herein shall have the meanings ascribed to them in the Purchase Agreement (as defined below).

GUARANTY
Guaranty • September 24th, 2008 • South Texas Oil Co • Crude petroleum & natural gas

This GUARANTY (this “Guaranty”) is made as of this 19th day of September, 2008, by Southern Texas Oil Company, a Texas corporation, STO Operating Company, a Texas corporation formerly known as Leexus Operating Company, STO Properties LLC, a Texas limited liability company, and STO Drilling Company, a Texas corporation, (each such entity, together with each other entity that becomes a party to this Guaranty, is referred to individually as a “Guarantor” and collectively as the “Guarantors”) in favor of Viking Asset Management, LLC, a California limited liability company (“Collateral Agent”), in its capacity as collateral agent for the benefit of the entities identified on the Schedule of Buyers attached to the Purchase Agreement defined below (together with their successors and assigns, the “Buyers”).

EXHIBIT 10.5: Executive Compensation Agreement - Jason F. Griffith EXECUTIVE COMPENSATION AGREEMENT
Nutek Oil Inc. • April 30th, 2004 • Nevada
INTERCREDITOR AGREEMENT
Intercreditor Agreement • September 24th, 2008 • South Texas Oil Co • Crude petroleum & natural gas • New York

THIS INTERCREDITOR AGREEMENT (this “Agreement”), dated as of September 19, 2008, is by and among (a) Viking Asset Management, LLC, a California limited liability company, as Bridge Agent (as defined below), (b) the Bridge Buyers (as defined below), (c) Viking Asset Management, LLC, a California limited liability company, as Initial Purchase Agent (as defined below), and (d) the Initial Buyers (as defined below).

CONFIDENTIALITY, NON-SOLICITATION AND NON-COMPETITION AGREEMENT
Non-Solicitation • June 25th, 2008 • South Texas Oil Co • Crude petroleum & natural gas • Texas

This Confidentiality, Non-Solicitation and Non-Competition Agreement (this “Agreement”), is made and entered into as of June 23, 2008, between South Texas Oil Company, a Nevada corporation (the “Company”), and Michael Pawelek (“Pawelek”).

JUNE 2008 AMENDMENT TO SENIOR NOTES AND PURCHASE AGREEMENT
Senior Notes and Purchase Agreement • July 2nd, 2008 • South Texas Oil Co • Crude petroleum & natural gas • New York

THIS JUNE 2008 AMENDMENT TO SENIOR NOTES AND PURCHASE AGREEMENT (this “Agreement”) is made as of June 30, 2008, among South Texas Oil Company, a Nevada corporation (the “Company”), the Subsidiaries, The Longview Fund, L.P., a California limited partnership (“Longview”), and Longview Marquis Master Fund, L.P., a British Virgin Islands limited partnership (“Marquis” and together with Longview, the “Buyers”). Capitalized terms used, but not otherwise defined, herein shall have the meanings ascribed to them in the Purchase Agreement (as amended hereby) (as defined below).

AND RESTATED DEPOSIT ACCOUNT CONTROL AGREEMENT
Deposit Account Control Agreement • September 24th, 2008 • South Texas Oil Co • Crude petroleum & natural gas • Texas

THIS AMENDED AND RESTATED DEPOSIT ACCOUNT CONTROL AGREEMENT (this “Agreement”) is entered into as of September 19, 2008, by and among the following parties:

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