0001010549-15-000224 Sample Contracts

SECURITY AGREEMENT
Security Agreement • June 26th, 2015 • Blue Dolphin Energy Co • Crude petroleum & natural gas

Security Agreement dated June 22nd, 2015 of Lazarus Energy LLC, a Delaware limited liability company (hereinafter referred to as the “Debtor”) in favor of Sovereign Bank (“Lender”).

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GUARANTY AGREEMENT
Guaranty Agreement • June 26th, 2015 • Blue Dolphin Energy Co • Crude petroleum & natural gas • Texas

THIS GUARANTY AGREEMENT (as amended, modified or restated from time to time, this “Guaranty”) dated as of JUNE 22nd, 2015 (the “Effective Date”), is executed by JONATHAN PITTS CARROLL, SR. (“Jonathan”), BLUE DOLPHIN ENERGY COMPANY, a Delaware corporation (“BD”), and by LAZARUS ENERGY LLC, a Delaware limited liability company (“LE”, and together with Jonathan and BD, individually and collectively, and jointly and severally, “Guarantor”), whose address for notice purposes are set forth on the signature page hereto, for the benefit of SOVEREIGN BANK, a Texas state bank (together with its successors and assigns, “Lender”) with offices at 17950 Preston Road, Suite 500, Dallas, TX 75252.

LOAN AND SECURITY AGREEMENT
Loan and Security Agreement • June 26th, 2015 • Blue Dolphin Energy Co • Crude petroleum & natural gas

THIS LOAN AND SECURITY AGREEMENT (as amended, modified or restated from time to time, this “Agreement”) dated as of JUNE 22nd, 2015 (the “Effective Date”), is between SOVEREIGN BANK, a Texas state bank (together with its successors and assigns, “Lender”), and LAZARUS REFINING & MARKETING, LLC, a Delaware limited liability company (“Debtor”).

LOAN AGREEMENT AMONG Sovereign Bank As Lender Lazarus Energy LLC As Borrower and Jonathan Pitts Carroll, Sr., Blue Dolphin Energy Company, Lazarus Refining & Marketing, LLC and Lazarus Energy Holdings LLC As Guarantors
Loan Agreement • June 26th, 2015 • Blue Dolphin Energy Co • Crude petroleum & natural gas • Texas

This Loan Agreement is made and entered this ____ day of June, 2015, by and among Sovereign Bank (“Lender”), Lazarus Energy LLC, a Delaware limited liability company (“Borrower”), and Jonathan Pitts Carroll, Sr., a Texas resident (“Carroll”), Blue Dolphin Energy Company, a Delaware corporation (“Blue Dolphin”), Lazarus Refining & Marketing, LLC, a Delaware limited liability company (“LRM”), and Lazarus Energy Holdings LLC, a Delaware limited liability company (“LEH”, and jointly and severally together with Carroll, Blue Dolphin and LRM, collectively “Guarantor” or “Guarantors”).

PLEDGE AGREEMENT
Pledge Agreement • June 26th, 2015 • Blue Dolphin Energy Co • Crude petroleum & natural gas • Texas

THIS PLEDGE AGREEMENT (as amended, modified or restated from time to time, this “Agreement”) dated as of JUNE 22nd, 2015 (the “Effective Date”) is by LAZARUS REFINING & MARKETING, LLC, a Delaware limited liability company (“Debtor”), in favor of SOVEREIGN BANK, a Texas state bank (“Lender”).

GUARANTY FEE AGREEMENT
Guaranty Fee Agreement • June 26th, 2015 • Blue Dolphin Energy Co • Crude petroleum & natural gas • Texas

THIS GUARANTY FEE AGREEMENT (the “Agreement”) is made as of June 22, 2015 (the “Effective Date”), by and between Jonathan P. Carroll (“Guarantor”) and Lazarus Energy, LLC, a Delaware limited liability company (“LE”). Guarantor and LE are sometimes referred to herein as the "Parties".

GUARANTY FEE AGREEMENT
Guaranty Fee Agreement • June 26th, 2015 • Blue Dolphin Energy Co • Crude petroleum & natural gas • Texas

THIS GUARANTY FEE AGREEMENT (the “Agreement”) is made as of June 22, 2015 (the “Effective Date”), by and between Jonathan P. Carroll (“Guarantor”) and Lazarus Refining & Marketing, LLC, a Delaware limited liability company (“LRM”). Guarantor and LRM are sometimes referred to herein as the "Parties".

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