June 25, 2004
AMENDMENT TO
RESTATED AND AMENDED
LETTER LOAN AGREEMENT
The Xxxxx Company
0000 X. Xxx Xxxxxx, Xxxxx 000
Xxxxxxxx Xxxx, Xxxxxxxx 00000
Gentlemen:
On March 26, 2004 the parties hereto entered into a Restated and Amended Letter
Loan Agreement (the "March 26 Agreement") which superseded the previous
Supplemental Letter Loan Agreements between the parties.
Subsequent to the execution of the March 26 Agreement it was determined that the
actual amount of the Loan is $2,785,000.00 and that the Borrower has paid
$50,000.00 of the accrued interest due on the Loan to the date hereof.
Accordingly, the parties have agreed that the March 26 Agreement be and the same
is amended on the first page thereof to reflect under Item 3 that the Loan
Amount is $2,785,000 and under Item 5 that the Indebtedness plus unpaid accrued
interest shall be due and payable on April 1, 2006. The parties have further
agreed that a Replacement Renewal and Extension Promissory Note dated as of
March 26, 2004 shall be issued to replace the original Note.
It is further agreed that Item 6 of the March 26 Agreement is amended by (i)
changing the last sentence thereof to read as follows: "Although the other Note
Holders have been repaid in full as of this date, the Lien has not been released
even though such Note Holders no longer have an interest therein." and (ii) by
adding the following additional sentence thereto: "Moreover, on May 21, 2004,
Xxxxxxxxx Family LLC ("Xxxxxxxxx") made a loan to the Lender, and a new Deed of
Trust, Assignment of Production, and Financing Statement is being prepared and
will be placed of record which will place a new Lien on both Lender's and
Borrower's Interests in the McElmo Dome Unit and determine the relative rights
as to proceeds under the Deed of Trust as between the Lender and Xxxxxxxxx."
All other terms and conditions of the March 26 Agreement shall remain the same.
If the foregoing terms and conditions are acceptable to you, please acknowledge
your agreement by signing below and returning one copy of this Amendment to us.
Sincerely,
LENDER:
THE XXXXXXX X. XXXXX AND XX XXXXX
1988 CHARITABLE UNITRUST
/s/Xxxxxxx X. Xxxxx /s/Xx Xxxxx
---------------------------- -------------------------
Xxxxxxx X. Xxxxx, Trustee Xx Xxxxx, Trustee
Accepted on June 25, 2004, but effective as of March 26, 2004.
BORROWER:
THE XXXXX COMPANY
/s/Xxxx Xxx, Xx.
---------------------------
Xxxx Xxx, Xx., President
