Applicable UCC Uses in Authentication of Financing Statements Clause

Authentication of Financing Statements from Guarantee and Collateral Agreement

THIS GUARANTEE AND COLLATERAL AGREEMENT, dated as of August 15, 2014 (this "Agreement"), made by HYDROCARB ENERGY CORPORATION, a Nevada corporation (the "Borrower"), and each of the other signatories hereto as of the date hereof (together with the Borrower and any other entity that becomes a party hereto from time to time after the date hereof as provided herein, the "Grantors"), in favor of SHADOW TREE CAPITAL MANAGEMENT LLC, a Delaware limited liability company, in its capacity as agent (the "Agent") for the Lenders (defined below). For the purpose of this Agreement the Agent, and/or its successors and/or assignors, acting on behalf of the Lenders shall be referred to as the "Secured Party".

Authentication of Financing Statements. The Borrower and each Grantor acknowledge that pursuant to Section 9.509(b) of the Applicable UCC and any other applicable law, by executing this Agreement the Borrower and such Grantor authorize the Secured Party to file or record financing or continuation statements, and amendments thereto, and other filing or recording documents or instruments with respect to the Collateral in such form and in such offices as the Secured Party determines appropriate to perfect or maintain the perfection of the security interests of the Secured Party under this Agreement. The Borrower and each Grantor further agree that such financing statements may describe the collateral in the same manner as described in this Agreement or as "all assets," "all personal property" or words of similar effect, regardless of whether or not the Collateral includes all assets or all personal property of the Borrower or such Grantor, or such other description as the Secured Party, in its sole judgment, determines is necessary or advisable that is of an equal or lesser scope or with greater detail.