FIRST AMENDMENT TO SECURITY AGREEMENT
THIS FIRST AMENDMENT TO SECURITY AGREEMENT ("First
Amendment") dated as of September 30, 1999, is made between The
Exploration Company of Louisiana, Inc. ("Grantor") and Northern
Securities Limited ("Lender"), who agree as follows:
Recitals
WHEREAS, the Grantor and the Lender entered into that
certain Security Agreement dated as of May 17, 1999 (the
"Security Agreement") in order to secure the full and punctual
payment and performance of the indebtedness described therein
(capitalized terms used but not defined herein shall have the
meaning given to them in the Security Agreement); and
WHEREAS, XCL Land, Ltd. ("XCL Land") (formerly the
general partner of the Partnership) assigned a 1% general
partnership interest in the Partnership to XCL-Texas, Inc. and
withdrew as general partner of the Partnership; and
WHEREAS, XCL Land's remaining partnership interest was
converted to a limited partnership interest and, thereafter, XCL
Land merged with and into Grantor; and
WHEREAS, as a result of the merger, Grantor succeeded
by operation of law to all of the assets and liabilities of XCL
Land, including but not limited to the Note; and
WHEREAS, as a further result of the merger, Grantor
owns a 99% limited partnership interest in the Partnership and
Grantor acknowledges and agrees that Lender's security interest
pursuant to the Security Agreement covers Lender's applicable
percentage of Grantor's entire 99% limited partnership interest.
NOW, THEREFORE, in consideration of the foregoing
premises and other good and valuable consideration, the receipt
and sufficiency of which is hereby acknowledged, the parties
hereto agree as follows:
Section 1. Amendments to Security Agreement. The
Security Agreement is hereby amended as follows:
(a) The phrase "XCL Land, Ltd. ("XCL Land")" is
hereby replaced with the word "Grantor."
(b) All other references to "XCL Land" are hereby
replaced with "Grantor."
(c) The address in Section 8 is hereby amended to
read ▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇, ▇▇▇▇▇▇▇▇▇,
▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇.
Section 2. Effect of Amendment. Except as expressly
amended hereby and except as to the collateral released pursuant
hereto, the Security Agreement shall remain in full force and
effect.
Section 3. Titles of Sections. All titles or headings
to sections of this First Amendment are only for the convenience
of the parties and shall not be construed to have any effect or
meaning with respect to the other content of such sections, such
other content being controlling as to the agreement between the
parties hereto.
Section 4. Governing Law. This First Amendment is a
contract made under and shall be construed in accordance with and
governed by the laws of the United States of America and the
State of Louisiana.
Section 5. Counterparts. This First Amendment may be
executed in two or more counterparts, and it shall not be
necessary that the signatures of all parties hereto be contained
on any one counterpart hereof, each counterpart shall be deemed
an original, but all of which when taken together shall
constitute one and the same instrument.
IN WITNESS WHEREOF, the Grantor and the Lender have
caused this First Amendment to be duly executed as of the date
first above written.
WITNESSES: GRANTOR:
THE EXPLORATION COMPANY
OF LOUISIANA, INC.
_________________________ By:________________________________
Name:____________________ Name:___________________________
(Please Print) Title:__________________________
_________________________
Name:____________________
(Please Print)
LENDER:
NORTHERN SECURITIES LIMITED
_________________________ By:________________________________
Name:____________________ Name:___________________________
(Please Print) Title:__________________________
_________________________
Name:____________________
(Please Print)
