Attached files
Exhibit 10.4
Baron Energy, Inc.
392 W. Mill St.
New Braunfels, TX 78130
Ph/Fax (830) 608-0300
February 28, 2011
Pierce-Hamilton Energy Partners LP
712 Willow Ridge Dr.
San Marcos, TX 78666
Re: Debt Settlement
On December 20, 2005, Esconde Resources LP ("Esconde") executed a promissory
note (the "Note') in the amount of $5,000 payable to Pierce-Hamilton Energy
Partners LP ("Creditor"). The Note was payable on April 1, 2006, with interest
at the rate of 4.0% per annum.
As of February 28, 2011, the remaining principal amount plus accrued interest on
the Note is $3,165.
Between July 16, 2007 and October 20, 2009, Creditor loaned Esconde an
additional $52,086. This was an undocumented loan (the "Loan"). The imputed
interest on the Loan is $5,517 for a total amount due of $57,603. The Note and
the Loan are hereinafter collectively referred to as the Debt.
Effective February 22, 2010, Baron Energy, Inc. ("Debtor") became successor in
interest to Esconde. Creditor and Debtor agree to settle the Debt under the
following terms and conditions.
The Creditor and Debtor agree that the outstanding amount owed on the Debt is
$60,768. Both parties agree that the Creditor will settle the Debt for $55,251
which is equal to the Note balance of $3,165 plus the Loan principal balance of
$52,086. Both parties further agree that the Creditor will accept 789,303
restricted common shares of Debtor as payment in full of all outstanding
principal and interest on the Debt.
This agreement shall be binding upon the Creditor, Debtor, and their successors
and assignees.
Sincerely,
/s/ Ronnie L. Steinocher
------------------------------
Ronnie L. Steinocher
President and CEO
Agreed:
Pierce-Hamilton Energy Partners LP Baron Energy, Inc.
by Muscoda Hill Energy LLC, its General
Partner
Signed: Signed:
/s/ Lisa P. Hamilton /s/ Ronnie L. Steinocher
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Lisa P. Hamilton, President Ronnie L. Steinocher, President
and CEO
Date: Date: