Common use of Counterparts; Fax Clause in Contracts

Counterparts; Fax. This Amendment may be separately executed in counterparts and by the different parties hereto in separate counterparts, each of which when so executed shall be deemed to constitute one and the same Amendment. This Amendment may be validly executed by facsimile or other electronic transmission. THIS AMENDMENT AND THE OTHER LOAN DOCUMENTS REPRESENT THE FINAL AGREEMENT BETWEEN THE PARTIES AND MAY NOT BE CONTRADICTED BY EVIDENCE OF PRIOR, CONTEMPORANEOUS, OR SUBSEQUENT ORAL AGREEMENTS OF THE PARTIES. THERE ARE NO UNWRITTEN ORAL AGREEMENTS OF THE PARTIES. IN WITNESS WHEREOF, this Amendment is executed as of the date first above written. CHESAPEAKE OILFIELD OPERATING, L.L.C. By: /s/ Xxxxxxxx X. Xxxxxxx Xxxxxxxx X. Xxxxxxx Senior Vice President, Treasurer and Corporate Secretary BANK OF AMERICA, N.A., as Administrative Agent By: /s/ XxXxxxx X. Xxxxx Name: XxXxxxx X. Xxxxx Title: Agency Management Officer BANK OF AMERICA, N.A., as Administrative Agent By: /s/ Xxxxxx X. XxXxxx Name: Xxxxxx X. XxXxxx Title: Managing Director BANK OF AMERICA, N.A., as a Lender, an L/C Issuer and Swing Line Lender By: /s/ Xxxxxx X. XxXxxx Name: Xxxxxx X. XxXxxx Title: Managing Director CITIBANK, N.A., as a Lender By: /s/ Xxxx Xxxxxxx Name: Xxxx Xxxxxxx Title: Vice President SUNTRUST BANK, as a Lender By: /s/ Xxxxxxx X. Xxxxxxxx Name: Xxxxxxx X. Xxxxxxxx Title: Vice President CREDIT AGRICOLE CORPORATE AND INVESTMENT BANK, as a Lender and an L/C Issuer By: /s/ Xxxxx Xxxxxxxxxx Name: Xxxxx Xxxxxxxxxx Title: Managing Director By: /s/ Xxxxxxx Xxxxx Name: Xxxxxxx Xxxxx Title: Managing Director XXXXX FARGO BANK, NATIONAL ASSOCIATION, as a Lender By: /s/ Xxxx Xxxxxxxxxx Name: Xxxx Xxxxxxxxxx Title: Vice President BARCLAYS BANK PLC, as a Lender By: /s/ Xxxxxxxx X. Kona Name: Xxxxxxxx X. Kona Title: Assistant Vice President CREDIT SUISSE AG, CAYMAN ISLANDS BRANCH, as a Lender By: /s/ Xxxxxx Xxxx Name: Xxxxxx Xxxx Title: Director By: /s/ Xxxxxxx Xxxxxxx Name: Xxxxxxx Xxxxxxx Title: Associate XXXXXXX XXXXX BANK USA, as a Lender By: /s/ Xxxxxxxx Xxxxxxx Name: Xxxxxxxx Xxxxxxx Title: Authorized Signatory CAPITAL ONE, N.A., as a Lender By: /s/ Xxx Xxxxxx Name: Xxx Xxxxxx Title: Senior Vice President XXXXXX XXXXXXX SENIOR FUNDING, INC., as a Lender By: /s/ Xxxxx Xxxxxx Name: Xxxxx Xxxxxx Title: Vice President UBS LOAN FINANCE, LLC, as a Lender By: /s/ Xxxx X. Xxxx Name: Xxxx X. Xxxx Title: Associate Director By: /s/ Xxxx X. Xxxxx Name: Xxxx X. Xxxxx Title: Associate Director EXPORT DEVELOPMENT CANADA, as a Lender By: /s/ Xxxxxxx Xxxxx Name: Xxxxxxx Xxxxx Title: Asset Manager CONSENT AND AGREEMENT Each of the undersigned hereby (i) consents to the provisions of this Amendment and the transactions contemplated herein, (ii) ratifies and confirms the Guaranty dated as of November 3, 2011 made by it for the benefit of Administrative Agent and Lenders executed pursuant to the Credit Agreement and the other Loan Documents, (iii) agrees that all of its respective obligations and covenants thereunder shall remain unimpaired by the execution and delivery of this Amendment and the other documents and instruments executed in connection herewith and (iv) agrees that such Guaranty and such other Loan Documents shall remain in full force and effect. COMPASS MANUFACTURING, L.L.C. GREAT PLAINS OILFIELD RENTAL, L.L.C. XXXXXX TRUCKING COMPANY, L.L.C. KEYSTONE ROCK & EXCAVATION, L.L.C. MID-STATES OILFIELD MACHINE LLC NOMAC DRILLING, L.L.C. NOMAC SERVICES, L.L.C. f/k/a CHK DIRECTIONAL DRILLING, L.L.C. OILFIELD TRUCKING SOLUTIONS, L.L.C. PERFORMANCE TECHNOLOGIES, L.L.C. PTL PROP SOLUTIONS, L.L.C. THUNDER OILFIELD SERVICES, L.L.C. By: /s/ Xxxxxxxx X. Xxxxxxx Xxxxxxxx X. Xxxxxxx Senior Vice President, Treasurer and Corporate Secretary

Counterparts; Fax. This Amendment may be separately executed in counterparts and by the different parties hereto in separate counterparts, each of which when so executed shall be deemed to constitute one and the same Amendment. This Amendment may be validly executed by facsimile or other electronic transmission. THIS AMENDMENT AND THE OTHER LOAN DOCUMENTS REPRESENT THE FINAL AGREEMENT BETWEEN THE PARTIES AND MAY NOT BE CONTRADICTED BY EVIDENCE OF PRIOR, CONTEMPORANEOUS, OR SUBSEQUENT ORAL AGREEMENTS OF THE PARTIES. THERE ARE NO UNWRITTEN ORAL AGREEMENTS OF THE PARTIES. [The remainder of this past is left blank intentionally.] IN WITNESS WHEREOF, this Amendment is executed as of the date first above written. CHESAPEAKE OILFIELD OPERATINGCENTURY EXPLORATION NEW ORLEANS, L.L.C. INC., Borrower By: /s/ Xxxxxxxx X. Xxxxxxx Xxxxxxxx X. Xxxxxxx Senior Vice PresidentXXXX X XXXX CRAFT Name: XXXX X XXXX CRAFT Title: CFO CENTURY EXPLORATION HOUSTON, Treasurer and Corporate Secretary BANK OF AMERICAINC., Borrower By: /s/ XXXX X XXXX CRAFT Name: XXXX X XXXX CRAFT Title: CFO [FOURTH AMENDMENT TO THIRD AMENDED AND RESTATED CREDIT AGREEMENT - SIGNATURE PAGE] UNION BANK, N.A., as Administrative Agent By: /s/ XxXxxxx X. Xxxxx Name: XxXxxxx X. Xxxxx Title: Agency Management Officer BANK OF AMERICA, N.A., as Administrative Agent By: /s/ Xxxxxx X. XxXxxx Name: Xxxxxx X. XxXxxx Title: Managing Director BANK OF AMERICA, N.A., as a Lender, an L/C Issuer and Swing Line Lender By: /s/ Xxxxxx X. XxXxxx Xxxxxxxxx Name: Xxxxxx X. XxXxxx Xxxxxxxxx Title: Managing Director CITIBANKSenior Vice President [FOURTH AMENDMENT TO THIRD AMENDED AND RESTATED CREDIT AGREEMENT - SIGNATURE PAGE] CAPITAL ONE, N.A.NATIONAL ASSOCIATION, as a Lender By: /s/ Xxxx Xxxxxx Xxxxxxx Name: Xxxx Xxxxxx Xxxxxxx Title: Vice President SUNTRUST [FOURTH AMENDMENT TO THIRD AMENDED AND RESTATED CREDIT AGREEMENT - SIGNATURE PAGE] REGIONS BANK, as a Lender By: /s/ Xxxxxxx X. Xxxxxxxx Xxxxxxx Name: Xxxxxxx X. Xxxxxxxx Xxxxxxx Title: Senior Vice President [FOURTH AMENDMENT TO THIRD AMENDED AND RESTATED CREDIT AGRICOLE CORPORATE AND INVESTMENT BANKAGREEMENT - SIGNATURE PAGE] BNP PARIBAS, as a Lender and an L/C Issuer By: /s/ Xxxxx Xxxxxxxxxx XXXXX XXXXXX Name: Xxxxx Xxxxxxxxxx XXXXX XXXXXX Title: DIRECTOR By: /s/ XXXXXXXX XXXXXXX Name: XXXXXXXX XXXXXXX Title: VICE PRESIDENT [FOURTH AMENDMENT TO THIRD AMENDED AND RESTATED CREDIT AGREEMENT - SIGNATURE PAGE] NATIXIS, Lender By: /s/ Liana Tchernysheva Liana Tchernysheva Managing Director By: /s/ Xxxxxxx Xxxxx Name: X. Xxxxxxxxx Xxxxxxx Xxxxx Title: X. Xxxxxxxxx Managing Director XXXXX FARGO BANK[FOURTH AMENDMENT TO THIRD AMENDED AND RESTATED CREDIT AGREEMENT - SIGNATURE PAGE] [FOURTH AMENDMENT] CONSENT AND AGREEMENT The undersigned hereby (I) consents to the provisions of this Amendment and the transactions contemplated herein, NATIONAL ASSOCIATION(ii) ratifies and confirms the Second Amended and Restated Guaranty dated as of September 4, as a Lender 2009 (the “Guaranty”) made by it for the benefit of Administrative Agent and Lenders, which Guaranty was executed pursuant to the Credit Agreement and the other Loan Documents, (iii) agrees that all of its respective obligations and covenants under the Guaranty shall remain unimpaired by the execution and delivery of this Amendment and the other documents and instruments executed in connection herewith, and (iv) agrees that the Guaranty and such other Loan Documents shall remain in full force and effect. RAAM GLOBAL ENERGY COMPANY By: /s/ Xxxx Xxxxxxxxxx XXXX X XXXX CRAFT Name: Xxxx Xxxxxxxxxx XXXX X XXXX CRAFT Title: Vice President BARCLAYS BANK PLC, as a Lender By: /s/ Xxxxxxxx X. Kona Name: Xxxxxxxx X. Kona Title: Assistant Vice President CFO [FOURTH AMENDMENT TO THIRD AMENDED AND RESTATED CREDIT SUISSE AG, CAYMAN ISLANDS BRANCH, as a Lender By: /s/ Xxxxxx Xxxx Name: Xxxxxx Xxxx Title: Director By: /s/ Xxxxxxx Xxxxxxx Name: Xxxxxxx Xxxxxxx Title: Associate XXXXXXX XXXXX BANK USA, as a Lender By: /s/ Xxxxxxxx Xxxxxxx Name: Xxxxxxxx Xxxxxxx Title: Authorized Signatory CAPITAL ONE, N.A., as a Lender By: /s/ Xxx Xxxxxx Name: Xxx Xxxxxx Title: Senior Vice President XXXXXX XXXXXXX SENIOR FUNDING, INC., as a Lender By: /s/ Xxxxx Xxxxxx Name: Xxxxx Xxxxxx Title: Vice President UBS LOAN FINANCE, LLC, as a Lender By: /s/ Xxxx X. Xxxx Name: Xxxx X. Xxxx Title: Associate Director By: /s/ Xxxx X. Xxxxx Name: Xxxx X. Xxxxx Title: Associate Director EXPORT DEVELOPMENT CANADA, as a Lender By: /s/ Xxxxxxx Xxxxx Name: Xxxxxxx Xxxxx Title: Asset Manager AGREEMENT – CONSENT AND AGREEMENT] [FOURTH AMENDMENT] CONSENT AND AGREEMENT Each of the undersigned hereby (i) consents to the provisions of this Amendment and the transactions contemplated herein, (ii) ratifies and confirms the First Amended and Restated Guaranty dated as of November 3September 4, 2011 2009 (the “Guaranty”) made by it for the benefit of Administrative Agent and Lenders Lenders, which Guaranty was executed pursuant to the Credit Agreement and the other Loan Documents, (iii) agrees that all of its respective obligations and covenants thereunder under the Guaranty shall remain unimpaired by the execution and delivery of this Amendment and the other documents and instruments executed in connection herewith herewith, and (iv) agrees that such the Guaranty and such other Loan Documents shall remain in full force and effect. COMPASS MANUFACTURINGSITA ENERGY, L.L.C. GREAT PLAINS OILFIELD RENTAL, L.L.C. XXXXXX TRUCKING COMPANY, L.L.C. KEYSTONE ROCK & EXCAVATION, L.L.C. MID-STATES OILFIELD MACHINE LLC NOMAC DRILLING, L.L.C. NOMAC SERVICES, L.L.C. f/k/a CHK DIRECTIONAL DRILLING, L.L.C. OILFIELD TRUCKING SOLUTIONS, L.L.C. PERFORMANCE TECHNOLOGIES, L.L.C. PTL PROP SOLUTIONS, L.L.C. THUNDER OILFIELD SERVICES, L.L.C. By: /s/ Xxxxxxxx Xxxxxx X. Xxxxxxx Xxxxxxxx Xxxxxx Name: Xxxxxx X. Xxxxxxx Senior Vice PresidentXxxxxx Title: Manager CENTURY EXPLORATION RESOURCES, Treasurer and Corporate SecretaryINC. By: /s/ Xxxxxx X. Xxxxxx Name: Xxxxxx X. Xxxxxx Title: CEO WINDSTAR ENERGY, LLC By: /s/ Xxxxxx X. Xxxxxx Name: Xxxxxx X. Xxxxxx Title: Manager

Counterparts; Fax. This Amendment may be separately executed in counterparts and by the different parties hereto in separate counterparts, each of which when so executed shall be deemed to constitute one and the same AmendmentAgreement. This Amendment may be validly executed by facsimile or other electronic transmission. THIS AMENDMENT AGREEMENT AND THE OTHER LOAN DOCUMENTS REPRESENT THE FINAL AGREEMENT BETWEEN THE PARTIES AND MAY NOT BE CONTRADICTED BY EVIDENCE OF PRIOR, CONTEMPORANEOUS, OR SUBSEQUENT ORAL AGREEMENTS OF THE PARTIES. THERE ARE NO UNWRITTEN ORAL AGREEMENTS OF THE PARTIES. [The remainder of this page intentionally left blank. Signature pages follow.] IN WITNESS WHEREOF, this Amendment is executed as of the date first above written. CHESAPEAKE OILFIELD OPERATINGENERGY CORPORATION CHESAPEAKE EXPLORATION, L.L.C. CHESAPEAKE APPALACHIA, L.L.C. By: /s/ /S/ XXXXXXXX X. XXXXXXX Xxxxxxxx X. Xxxxxxx Xxxxxxxx X. Xxxxxxx Treasurer and Senior Vice PresidentPresident [SIGNATURE PAGE TO FIFTH AMENDMENT TO SEVENTH AMENDED AND RESTATED CREDIT AGREEMENT] UNION BANK, Treasurer N.A., as Administrative Agent, as Swing Line Lender, as an Issuing Lender and Corporate Secretary as a Lender By: /S/ XXXXXXX XXXXXXXXX Name: Xxxxxxx Xxxxxxxxx Title: Senior Vice President [SIGNATURE PAGE TO FIFTH AMENDMENT TO SEVENTH AMENDED AND RESTATED CREDIT AGREEMENT] THE ROYAL BANK OF SCOTLAND plc, as Syndication Agent, as an Issuing Lender and as a Lender By: /S/ XXXX XXXXXX Name: Xxxx Xxxxxx Title: Vice President [SIGNATURE PAGE TO FIFTH AMENDMENT TO SEVENTH AMENDED AND RESTATED CREDIT AGREEMENT] BNP PARIBAS, as Co-Documentation Agent and as a Lender By: /S/ XXXXX XXXXXX Name: Xxxxx Xxxxxx Title: Director By: /S/ XXXXX XXXXXX Name: Xxxxx Xxxxxx Title: Director [SIGNATURE PAGE TO FIFTH AMENDMENT TO SEVENTH AMENDED AND RESTATED CREDIT AGREEMENT] BANK OF AMERICA, N.A., as Administrative Co-Documentation Agent and as a Lender By: /s/ XxXxxxx /S/ XXXXXX X. Xxxxx Name: XxXxxxx X. Xxxxx Title: Agency Management Officer BANK OF AMERICA, N.A., as Administrative Agent By: /s/ Xxxxxx X. XxXxxx XXXXXX Name: Xxxxxx X. XxXxxx Title: Managing Director BANK OF AMERICA, N.A.Senior Vice President [SIGNATURE PAGE TO FIFTH AMENDMENT TO SEVENTH AMENDED AND RESTATED CREDIT AGREEMENT] SUNTRUST BANK, as a Lender, an L/C Issuer Co-Documentation Agent and Swing Line Lender By: /s/ Xxxxxx X. XxXxxx Name: Xxxxxx X. XxXxxx Title: Managing Director CITIBANK, N.A., as a Lender By: /s/ Xxxx Xxxxxxx /S/ XXXXX XXXXXXX Name: Xxxx Xxxxx Xxxxxxx Title: Vice President SUNTRUST BANK, as a Lender By: /s/ Xxxxxxx X. Xxxxxxxx Name: Xxxxxxx X. Xxxxxxxx Title: Vice President [SIGNATURE PAGE TO FIFTH AMENDMENT TO SEVENTH AMENDED AND RESTATED CREDIT AGREEMENT] CREDIT AGRICOLE CORPORATE AND INVESTMENT BANK, FORMERLY KNOWN AS CALYON NEW YORK BRANCH, as a Lender and an L/C Issuer By: /s/ Xxxxx Xxxxxxxxxx /S/ XXXXXX XXXXXX Name: Xxxxx Xxxxxxxxxx Xxxxxx Xxxxxx Title: Managing Director By: /s/ Xxxxxxx Xxxxx /S/ XXXXXXX XXXXXX Name: Xxxxxxx Xxxxx Xxxxxx Title: Managing Director [SIGNATURE PAGE TO FIFTH AMENDMENT TO SEVENTH AMENDED AND RESTATED CREDIT AGREEMENT] FORTIS CAPITAL CORP., as a Lender By: /S/ XXXXX FARGO XXXXXX Name: Xxxxx Xxxxxx Title: Director By: /S/ XXXXX XXXXXX Name: Xxxxx Xxxxxx Title: Director [SIGNATURE PAGE TO FIFTH AMENDMENT TO SEVENTH AMENDED AND RESTATED CREDIT AGREEMENT] WACHOVIA BANK, NATIONAL ASSOCIATION, as a Lender By: /s/ /S/ J. XXXX XXXXXXXXX Name: J. Xxxx Xxxxxxxxxx Xxxxxxxxx Title: SVP [SIGNATURE PAGE TO FIFTH AMENDMENT TO SEVENTH AMENDED AND RESTATED CREDIT AGREEMENT] XXXXX FARGO BANK, N.A., as a Lender By: /S/ J. XXXX XXXXXXXXX Name: J. Xxxx Xxxxxxxxx Title: SVP [SIGNATURE PAGE TO FIFTH AMENDMENT TO SEVENTH AMENDED AND RESTATED CREDIT AGREEMENT] BANK OF SCOTLAND plc, as a Lender By: /S/ XXXXX X. XXXXXXXX Name: Xxxxx X. Xxxxxxxx Title: Assistant Vice President [SIGNATURE PAGE TO FIFTH AMENDMENT TO SEVENTH AMENDED AND RESTATED CREDIT AGREEMENT] CITICORP USA, INC., as a Lender By: /S/ XXXX XXXXXX Name: Xxxx Xxxxxxxxxx Xxxxxx Title: Vice President [SIGNATURE PAGE TO FIFTH AMENDMENT TO SEVENTH AMENDED AND RESTATED CREDIT AGREEMENT] BMO CAPITAL MARKETS FINANCING, INC., as a Lender By: /S/ XXXXXX XXXXXXXX Name: Xxxxxx Xxxxxxxx Title: Director [SIGNATURE PAGE TO FIFTH AMENDMENT TO SEVENTH AMENDED AND RESTATED CREDIT AGREEMENT] THE BANK OF NOVA SCOTIA, as a Lender By: /S/ XXXX XXXXXXX Name: Xxxx Xxxxxxx Title: Director [SIGNATURE PAGE TO FIFTH AMENDMENT TO SEVENTH AMENDED AND RESTATED CREDIT AGREEMENT] U.S. BANK NATIONAL ASSOCIATION, as a Lender By: /S/ XXXX X.XXXXXXXX Name: Xxxx X. Xxxxxxxx Title: Senior Vice President [SIGNATURE PAGE TO FIFTH AMENDMENT TO SEVENTH AMENDED AND RESTATED CREDIT AGREEMENT] BARCLAYS BANK PLC, as a Lender By: /s/ Xxxxxxxx X. Kona /S/ XXX XXX Name: Xxxxxxxx X. Kona Xxx Xxx Title: Assistant Vice President [SIGNATURE PAGE TO FIFTH AMENDMENT TO SEVENTH AMENDED AND RESTATED CREDIT SUISSE AGAGREEMENT] ABN AMRO BANK N.V., as a Lender By: /S/ XXXXXXX XXXXXXXX Name: Xxxxxxx Xxxxxxxx Title: Director By: /S/ XXXX XXXXXXXX Name: Xxxx Xxxxxxxx Title: Associate NATIXIS, as a Lender By: /S/ XXXXXXX X. XXXXXXXXX Name: Xxxxxxx X. Xxxxxxxxx Title: Managing Director By: /S/ LIANA TCHERNYSHEVA Name: Liana Tchernysheva Title: Director [SIGNATURE PAGE TO FIFTH AMENDMENT TO SEVENTH AMENDED AND RESTATED CREDIT AGREEMENT] COMERICA BANK, as a Lender By: /S/ XXXXXX XXXXXX Name: XXXXXX XXXXXX Title: SENIOR VICE PRESIDENT [SIGNATURE PAGE TO FIFTH AMENDMENT TO SEVENTH AMENDED AND RESTATED CREDIT AGREEMENT] BANK OF OKLAHOMA, N.A., as a Lender By: /S/ XXXX XXXXXXXXXXX Name: Xxxx Xxxxxxxxxxx Title: Assistant Vice President [SIGNATURE PAGE TO FIFTH AMENDMENT TO SEVENTH AMENDED AND RESTATED CREDIT AGREEMENT] TORONTO DOMINION (TEXAS) LLC, as a Lender By: /S/ XXXXXX XXXXXXX Name: XXXXXX XXXXXXX Title: AUTHORIZED SIGNATORY [SIGNATURE PAGE TO FIFTH AMENDMENT TO SEVENTH AMENDED AND RESTATED CREDIT AGREEMENT] COMPASS BANK, as a Lender By: /S/ XXXXXXXX X. XXXXX Name: Xxxxxxxx X. Xxxxx Title: Senior Vice President [SIGNATURE PAGE TO FIFTH AMENDMENT TO SEVENTH AMENDED AND RESTATED CREDIT AGREEMENT] MIDFIRST BANK, as a Lender By: /S/ XXXXX X. XXXXXXX Name: Xxxxx X. Xxxxxxx Title: Senior Vice President [SIGNATURE PAGE TO FIFTH AMENDMENT TO SEVENTH AMENDED AND RESTATED CREDIT AGREEMENT] CREDIT SUISSE, CAYMAN ISLANDS BRANCH, as a Lender By: /s/ Xxxxxx Xxxx Name: Xxxxxx Xxxx Title: Director By: /s/ Xxxxxxx Xxxxxxx Name: Xxxxxxx Xxxxxxx Title: Associate XXXXXXX /S/ XXXXX BANK USA, as a Lender By: /s/ Xxxxxxxx Xxxxxxx Name: Xxxxxxxx Xxxxxxx Title: Authorized Signatory CAPITAL ONE, N.A., as a Lender By: /s/ Xxx Xxxxxx Name: Xxx Xxxxxx Title: Senior Vice President XXXXXX XXXXXXX SENIOR FUNDING, INC., as a Lender By: /s/ Xxxxx Xxxxxx XXXXX Name: Xxxxx Xxxxxx Xxxxx Title: Vice President By: /S/ XXXXX-XXXXX XXXXXXXX Name: Xxxxx-Xxxxx Xxxxxxxx Title: Associate [SIGNATURE PAGE TO FIFTH AMENDMENT TO SEVENTH AMENDED AND RESTATED CREDIT AGREEMENT] UBS LOAN FINANCE, FINANCE LLC, as a Lender By: /s/ Xxxx /S/ XXXX X. Xxxx XXXX Name: Xxxx X. Xxxx Title: Associate Director By: /s/ Xxxx /S/ XXXX X. Xxxxx XXXXX Name: Xxxx X. Xxxxx Title: Associate Director EXPORT DEVELOPMENT [SIGNATURE PAGE TO FIFTH AMENDMENT TO SEVENTH AMENDED AND RESTATED CREDIT AGREEMENT] DEUTSCHE BANK TRUST COMPANY AMERICAS, as a Lender By: /S/ XXXX X’XXXXX Name: Xxxx X’Xxxxx Title: Director By: /S/ XXXXX XXXXXXX Name: Xxxxx Xxxxxxx Title: Director [SIGNATURE PAGE TO FIFTH AMENDMENT TO SEVENTH AMENDED AND RESTATED CREDIT AGREEMENT] XXXXXXX XXXXX BANK USA, as a Lender By: /S/ XXXX XXXXXXXX Name: Xxxx Xxxxxxxx Title: Authorized Signatory [SIGNATURE PAGE TO FIFTH AMENDMENT TO SEVENTH AMENDED AND RESTATED CREDIT AGREEMENT] XXXXXXX SACHS CREDIT PARTNERS L.P., as a Lender By: /S/ XXXX XXXXXXXX Name: Xxxx Xxxxxxxx Title: Authorized Signatory [SIGNATURE PAGE TO FIFTH AMENDMENT TO SEVENTH AMENDED AND RESTATED CREDIT AGREEMENT] ROYAL BANK OF CANADA, as a Lender By: /s/ Xxxxxxx Xxxxx /S/ XXX X. XXXXXXXXXXX Name: Xxxxxxx Xxxxx Xxx X. XxXxxxxxxxx Title: Asset Manager Authorized Signatory [SIGNATURE PAGE TO FIFTH AMENDMENT TO SEVENTH AMENDED AND RESTATED CREDIT AGREEMENT] WOODLANDS COMMERCIAL BANK By: /S/ XXXXX XXXXXXXXX Name: Xxxxx Xxxxxxxxx Title: Vice President [SIGNATURE PAGE TO FIFTH AMENDMENT TO SEVENTH AMENDED AND RESTATED CREDIT AGREEMENT] CONSENT AND AGREEMENT Each By its execution below, each of the undersigned hereby (i) consents to the provisions of this Amendment and the transactions contemplated herein, (ii) ratifies and confirms the Guaranty Fifth Amended and Restated Guarantee Agreement dated as of November 32, 2011 2007 made by it for the benefit of Administrative Agent and Lenders (as modified by certain Assumption Agreements, if any) and the other Loan Documents executed pursuant to the Credit Agreement and (or any prior amendment or supplement to the other Loan DocumentsCredit Agreement), (iii) agrees that all of its respective obligations and covenants thereunder shall remain unimpaired by the execution and delivery of this Amendment and the other documents and instruments executed in connection herewith herewith, and (iv) agrees that such Guaranty the Fifth Amended and Restated Guarantee Agreement and such other Loan Documents shall remain in full force and effect. Corporations: CHESAPEAKE ENERGY CORPORATION CHESAPEAKE ENERGY LOUISIANA CORPORATION CHESAPEAKE ENERGY MARKETING, INC. XXXX X. XXXX & SON, INC. DIAMOND Y ENTERPRISE, INCORPORATED CHESAPEAKE OPERATING, INC. On behalf of itself and, as general partner of the following limited partnership: CHESAPEAKE LOUISIANA, L.P. Limited Liability Companies: XXXXXX TRUCKING COMPANY, L.L.C. XXXXXX ACQUISITION, L.L.C. CHESAPEAKE-XXXXXXXX ACQUISITION, L.L.C. CHESAPEAKE PLAZA, L.L.C. CHESAPEAKE ROYALTY, L.L.C. COMPASS MANUFACTURING, L.L.C. GOTHIC PRODUCTION, L.L.C. GREAT PLAINS OILFIELD RENTAL, L.L.C. XXXXXX TRUCKING MC MINERAL COMPANY, L.L.C. KEYSTONE ROCK & EXCAVATIONCHESAPEAKE LAND DEVELOPMENT COMPANY, L.L.C. MID-STATES OILFIELD MACHINE HAWG HAULING & DISPOSAL, LLC CHK HOLDINGS, L.L.C. MIDCON COMPRESSION, L.L.C. NOMAC DRILLING, L.L.C. NOMAC SERVICESLimited Partnerships: EMLP, L.L.C. f/k/a CHK DIRECTIONAL DRILLINGSolely as general partner of the following limited partnership: EMPRESS LOUISIANA PROPERTIES, L.L.C. OILFIELD TRUCKING SOLUTIONS, L.L.C. PERFORMANCE TECHNOLOGIES, L.L.C. PTL PROP SOLUTIONS, L.L.C. THUNDER OILFIELD SERVICES, L.L.C. L.P. By: /s/ /S/ XXXXXXXX X. XXXXXXX Xxxxxxxx X. Xxxxxxx Xxxxxxxx X. Xxxxxxx Senior Vice President, Treasurer and Corporate SecretaryXxxxxxx

Counterparts; Fax. This Amendment may be separately executed in counterparts and by the different parties hereto in separate counterparts, each of which when so executed shall be deemed to constitute one and the same Amendment. This Amendment and the other Amendment Documents may be validly executed by facsimile or other electronic transmission. THIS AMENDMENT AND THE OTHER LOAN DOCUMENTS REPRESENT THE FINAL AGREEMENT BETWEEN THE PARTIES AND MAY NOT BE CONTRADICTED BY EVIDENCE OF PRIOR, CONTEMPORANEOUS, OR 2 [FIFTH AMENDMENT TOEIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] SUBSEQUENT ORAL AGREEMENTS OF THE PARTIES. THERE ARE NO UNWRITTEN ORAL AGREEMENTS OF THE PARTIES. [The remainder of this page has been intentionally left blank.] IN WITNESS WHEREOF, this Amendment is executed as of the date first above written. CHESAPEAKE OILFIELD OPERATINGENERGY CORPORATION CHESAPEAKE EXPLORATION, L.L.C. CHESAPEAKE APPALACHIA, L.L.C. By: /s/ Xxxxxx Xxxxxxxx X. Xxxxxxx Xxxxxxxx X. Xxxxxxx Senior Vice PresidentXxxxxx Xxxxxxxx, Treasurer and Corporate Secretary BANK OF AMERICACHESAPEAKE LOUISIANA, L.P. By: CHESAPEAKE OPERATING, INC., its general partner By: /s/ Xxxxxx Xxxxxxxx Xxxxxx Xxxxxxxx, Treasurer EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] UNION BANK, N.A., as Administrative Agent By: /s/ XxXxxxx X. Xxxxx Name: XxXxxxx X. Xxxxx Title: Agency Management Officer BANK OF AMERICA, N.A.Agent, as Administrative Agent By: /s/ Xxxxxx X. XxXxxx Name: Xxxxxx X. XxXxxx Title: Managing Director BANK OF AMERICA, N.A.Swing Line Lender, as a Lender, an L/C Issuer Issuing Lender and Swing Line Lender By: /s/ Xxxxxx X. XxXxxx Name: Xxxxxx X. XxXxxx Title: Managing Director CITIBANK, N.A., as a Lender By: /s/ Xxxx Xxxxxxx Name: Xxxx Xxxxxxx Title: Haylee Dallas Haylee Dallas Vice President SUNTRUST BANK[SIGNATURE PAGE TO FIFTH AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] THE BANK OF TOKYO-MITSUBISHI UFJ, as a Lender By: /s/ Xxxxxxx X. Xxxxxxxx Name: Xxxxxxx X. Xxxxxxxx Title: Vice President CREDIT AGRICOLE CORPORATE AND INVESTMENT BANK, as a Lender and an L/C Issuer By: /s/ Xxxxx Xxxxxxxxxx Name: Xxxxx Xxxxxxxxxx Title: Managing Director By: /s/ Xxxxxxx Xxxxx Name: Xxxxxxx Xxxxx Title: Managing Director XXXXX FARGO BANK, NATIONAL ASSOCIATIONLTD., as a Lender By: /s/ Xxxx Xxxxxxxxxx Name: Xxxx Xxxxxxxxxx Title: Vice President BARCLAYS BANK PLCEIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] XXXXX FARGO BANK, NATIONAL ASSOCIATION, as a Co-Syndication Agent, as an Issuing Lender and as a Lender By: /s/ Xxxxxxx X. Xxxxxxxx X. Kona Name: Xxxxxxx X. Xxxxxxxx X. Kona Title: Assistant Vice President Managing Director EIGHTH AMENDED AND RESTATED CREDIT SUISSE AGAGREEMENT] THE ROYAL BANK OF SCOTLAND plc, CAYMAN ISLANDS BRANCHas a Co-Syndication Agent, as an Issuing Lender and as a Lender By: /s/ Xxxxx X. Xxxxx Name: Xxxxx X. Xxxxx Title: Authorised Signatory [SIGNATURE PAGE TO FIFTH AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] BNP PARIBAS, as a Co-Syndication Agent, as an Issuing Lender and as a Lender By: /s/ Xxxxxx Xxxxxx-Bouvet Name: Xxxxxx Xxxxxx-Bouvet Title: Associate EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] CREDIT AGRICOLE CORPORATE AND INVESTMENT BANK, as Documentation Agent, as an Issuing Lender and as a Lender By: /s/ Xxxxxx Xxxxxx Name: Xxxxxx Xxxxxx Title: Managing Director By: /s/ Xxxxxxx Xxxxxx Name: Xxxxxxx Xxxxxx Title: Managing Director EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] BANK OF AMERICA, N.A., as a Lender By: /s/ Xxxxxx Xxxx X. XxXxxx Name: Xxxxxx Xxxx X. XxXxxx Title: Managing Director EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] CITIBANK, N.A., as a Lender By: /s/ Xxxxx Xxxxx Name: Xxxxx Xxxxx Title: Vice President EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] DEUTSCHE BANK TRUST COMPANY AMERICAS, as a Lender By: /s/ Xxxxxxx Xxxx Name: Xxxxxxx Xxxx Title: Vice President By: /s/ Xxxxx Xxxxxxx Name: Xxxxxxx Xxxxx Xxxxxxx Title: Associate Director EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] DNB CAPITAL LLC, as a Lender By: /s/ Xxxxxx Xxxxxx Name: Xxxxxx Xxxxxx Title: Senior Vice President By: /s/ Xxxx Xxxxxx Name: Xxxx Xxxxxx Title: Vice President EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] XXXXXXX XXXXX SACHS BANK USA, as a Lender By: /s/ Xxxxxxxx Xxxxxxx Name: Xxxxxxxx Xxxxxxx Title: Authorized Signatory CAPITAL ONE[SIGNATURE PAGE TO FIFTH AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] MIZUHO BANK, N.A.LTD., as a Lender By: /s/ Xxxx Mo Name: Xxxx Mo Title: Authorized Signature EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] NATIXIS, New York Branch, as a Lender By: /s/ Xxxxxx Xxxxxx Name: Xxxxxx Xxxxxx Title: Managing Director By: /s/ Xxxx Xxx Xxxxx Name: Xxxx Xxx Xxxxx Title: Director EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] THE BANK OF NOVA SCOTIA, as a Lender By: /s/ Xxxxx Xxxxxxx Name: Xxxxx Xxxxxxx Title: Managing Director EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] UBS AG, STAMFORD BRANCH, as a Lender By: /s/ Xxxx Xxxxx Name: Xxxx Xxxxx Title: Director By: /s/ Xxxxxxxx Xxxxxxxx Name: Xxxxxxxx Xxxxxxxx Title: Associate Director EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] BARCLAYS BANK PLC, as a Lender By: /s/ Xxxxxxxxxxx X. Xxx Name: Xxxxxxxxxxx X. Xxx Title: Assistant Vice President EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] CREDIT SUISSE AG, CAYMAN ISLANDS BRANCH, as a Lender By: /s/ Xxxxx Xxxxxxxx Name: Xxxxx Xxxxxxxx Title: Authorized Signatory By: /s/ Xxxxxxx Xxxxxxx Name: Xxxxxxx Xxxxxxx Title: Authorized Signatory [SIGNATURE PAGE TO FIFTH AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] COMPASS BANK, as a Lender By: /s/ Xxx Xxxxx Name: Xxx Xxxxx Title: Vice President EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] TORONTO DOMINION (NEW YORK) LLC, as a Lender By: /s/ Xxxxxx Xxxxxx Name: Xxx Xxxxxx Xxxxxx Title: Senior Vice President XXXXXX XXXXXXX SENIOR FUNDING, INC.Authorized Signatory [SIGNATURE PAGE TO FIFTH AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] COMERICA BANK, as a Lender By: /s/ Xxxxx Xxxxxx Xxxxx Name: Xxxxx Xxxxxx Title: Vice President UBS LOAN FINANCE, LLC, as a Lender By: /s/ Xxxx X. Xxxx Name: Xxxx X. Xxxx Title: Associate Director By: /s/ Xxxx X. Xxxxx Name: Xxxx X. Xxxxx Title: Associate Director EXPORT DEVELOPMENT CANADASenior Vice President EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] SUNTRUST BANK, as a Lender By: /s/ Xxxxxxx Xxxxx Name: Xxxxxxx Xxxxx Title: Vice President EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] EXPORT DEVELOPMENT CANADA, as a Lender By: /s/ Xxxxx X. Xxxxxxx Name: Xxxxx X. Xxxxxxx Title: Senior Asset Manager By: /s/ Xxxxx Xxxxxx Name: Xxxxx Xxxxxx Title: Portfolio Manager EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] SANDTANDER BANK, N.A., as a Lender By: /s/ Xxxxx Xxxxxxx Name: Xxxxx Xxxxxxx Title: Senior Vice President By: /s/ Puiki Lok Name: Puiki Lok Title: Vice President EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] MACQUARIE BANK, LTD., as a Lender By: /s/ Xxxxx den Xxxxxx Name: Xxxxx den Hertog Title: Division Director By: /s/ Xxxxxx Xxxxxx Name: Xxxxxx Xxxxxx Title: Associate Director (Signed in Sydney, POA Ref: #938dated 22nd November 2012) EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] NOMURA INTERNATIONAL PLC., as a Lender By: /s/ Xxxxx Xxxxxxx Name: Xxxxx Xxxxxxx Title: Managing Director EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] SUMITOMO MITSUI BANKING CORPORATION, as a Lender By: /s/ Xxxxx X. Xxxxxxxxx Name: Xxxxx X. Xxxxxxxxx Title: Managing Director EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] PNC BANK, N.A., as a Lender By: /s/ Xxxx Xxxxxx Name: Xxxx Xxxxxx Title: Officer EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] MIDFIRST BANK, as a Lender By: /s/ Xxxxx X. Xxxxxxx Name: Xxxxx X. Xxxxxxx Title: Senior Vice President EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] CONSENT AND AGREEMENT Each By its execution below, each of the undersigned hereby (i) consents to the provisions of this Amendment and the transactions contemplated herein, (ii) ratifies and confirms the Guaranty Seventh Amended and Restated Guarantee Agreement dated as of November 3December 9, 2011 2012 made by it for the benefit of Administrative Agent and Lenders (as modified by certain Assumption Agreements) and the other Loan Documents executed pursuant to the Credit Agreement and (or any prior amendment or supplement to the other Loan DocumentsCredit Agreement), (iii) agrees that paragraph (d) of Section 2.8 of the Seventh Amended and Restated Guarantee Agreement is hereby deleted and replaced with “[Reserved]”, (iv) agrees that all of its respective obligations and covenants thereunder shall remain unimpaired by the execution and delivery of this Amendment and the other documents and instruments executed in connection herewith herewith, and (ivv) agrees that such Guaranty the Seventh Amended and Restated Guarantee Agreement and such other Loan Documents shall remain in full force and effect. COMPASS MANUFACTURINGCHESAPEAKE ENERGY CORPORATION CHESAPEAKE EXPLORATION, L.L.C. GREAT PLAINS OILFIELD RENTALCHESAPEAKE APPALACHIA, L.L.C. XXXXXX TRUCKING ARKANSAS MIDSTREAM GAS SERVICES CORP. CHESAPEAKE ENERGY LOUISIANA CORPORATION CHESAPEAKE ENERGY MARKETING, INC. CHESAPEAKE E&P HOLDING CORPORATION CHESAPEAKE NG VENTURES CORPORATION CHESAPEAKE OPERATING, INC., on behalf of itself and as general partner of CHESAPEAKE LOUISIANA, L.P. WINTER MOON ENERGY CORPORATION AMGS, L.L.C. CHESAPEAKE AEZ EXPLORATION, L.L.C. CHESAPEAKE-XXXXXXXX ACQUISITION, L.L.C. CHESAPEAKE LAND DEVELOPMENT COMPANY, L.L.C. KEYSTONE ROCK & EXCAVATIONCHESAPEAKE MIDSTREAM HOLDINGS, L.L.C. MID-STATES OILFIELD MACHINE LLC NOMAC DRILLINGCHESAPEAKE MIDSTREAM MANAGEMENT, L.L.C. NOMAC SERVICESCHESAPEAKE MIDSTREAM DEVELOPMENT, L.L.C. f/k/a CHK DIRECTIONAL DRILLINGCHESAPEAKE PLAZA, L.L.C. OILFIELD TRUCKING SOLUTIONSCHESAPEAKE ROYALTY, L.L.C. PERFORMANCE TECHNOLOGIESCHESAPEAKE VRT, L.L.C. PTL PROP SOLUTIONSCHESAPEAKE WEST TEXAS GATHERING, L.L.C. THUNDER OILFIELD SERVICESEMLP, L.L.C., on behalf of itself and as general partner of EMPRESS LOUISIANA PROPERTIES, L.P. [SIGNATURE PAGE TO FIFTH AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] EMPRESS, L.L.C. MC LOUISIANA MINERALS, L.L.C. MC MINERAL COMPANY, L.L.C. MIDCON COMPRESSION, L.L.C. MKR HOLDINGS, L.L.C. NORTHERN MICHIGAN EXPLORATION COMPANY, L.L.C. CHK ENERGY HOLDINGS, INC. GSF, L.L.C. ATRIUM TOWERS, L.L.C. SPARKS DRIVE SWD, INC. CHESAPEAKE EQUIPMENT FINANCE, L.L.C. CHK UTICA PREFERRED HOLDINGS, L.L.C. CHK-MAC, L.L.C. By: /s/ Xxxxxx Xxxxxxxx X. Xxxxxxx Xxxxxxxx X. Xxxxxxx Senior Vice PresidentXxxxxx Xxxxxxxx, Treasurer and Corporate Secretary[SIGNATURE PAGE TO FIFTH AMENDMENT TO

Counterparts; Fax. This Amendment may be separately executed in counterparts and by the different parties hereto in separate counterparts, each of which when so executed shall be deemed to constitute one and the same Amendment. This Amendment and the other Amendment Documents may be validly executed by facsimile or other electronic transmission. THIS AMENDMENT AND THE OTHER LOAN DOCUMENTS REPRESENT THE FINAL AGREEMENT BETWEEN THE PARTIES AND MAY NOT BE CONTRADICTED BY EVIDENCE OF PRIOR, CONTEMPORANEOUS, OR SUBSEQUENT ORAL AGREEMENTS OF THE PARTIES. THERE ARE NO UNWRITTEN ORAL AGREEMENTS OF THE PARTIES. [The remainder of this page has been intentionally left blank.] IN WITNESS WHEREOF, this Amendment is executed as of the date first above written. CHESAPEAKE OILFIELD OPERATING, L.L.C. ENCORE ACQUISITION COMPANY By: /s/ Xxxxxxxx Xxxxxx X. Xxxxxxx Xxxxxxxx Xxxxxx Xxxxxx X. Xxxxxxx Xxxxxx, Senior Vice President, Chief Financial Officer and Treasurer ENCORE OPERATING, L.P. By: EAP Operating, LLC., its sole general partner By: /s/ Xxxxxx X. Xxxxxx Xxxxxx X. Xxxxxx, Senior Vice President, Chief Financial Officer and Corporate Secretary Treasurer BANK OF AMERICA, N.A., as the Administrative Agent By: /s/ XxXxxxx X. Xxxx Xxx Xxxxx Name: XxXxxxx X. Xxxx Xxx Xxxxx Title: Agency Management Officer BANK OF AMERICA, N.A., as Administrative Agent By: /s/ Xxxxxx X. XxXxxx Name: Xxxxxx X. XxXxxx Title: Managing Director Vice President BANK OF AMERICA, N.A., as a Lender, an L/C Issuer and Swing Line By: /s/ Xxxxxxx X. Xxxxxxx Name: Xxxxxxx X. Xxxxxxx Title: Managing Director WACHOVIA BANK, N.A., as a Lender By: /s/ Xxxxxxx Xxxxxx Name: Xxxxxxx Xxxxxx Title: Vice President FORTIS CAPITAL CORP., as a Lender By: /s/ Xxxxxxx Xxxxx Name: Xxxxxxx Xxxxx Title: Director By: /s/ Xxxxx Xxxxxx Name: Xxxxx Xxxxxx Title: Director BNP PARIBAS, as a Lender By: /s/ Xxxxx Xxxxxx Name: Xxxxx Xxxxxx Title: Director By: /s/ Xxxxx Xxxxxx Name: Xxxxx Xxxxxx Title: Director CALYON NEW YORK BRANCH, as a Lender By: /s/ Xxxxxxx Xxxxx Name: Xxxxxxx Xxxxx Title: Director By: /s/ Xxx Xxxxxxxx Name: Xxx Xxxxxxxx Title: Managing Director BMO CAPITAL MARKETS FINANCING, INC., as a Lender By: /s/ Xxxxx X. Xxxxxx Name: Xxxxx X. Xxxxxx Title: Director GE Business Financial Services Inc., FKA Xxxxxxx Xxxxx Business Financial Services Inc., as a Lender By: [Authorized Signatory] Authorized Signatory THE ROYAL BANK OF SCOTLAND PLC, as a Lender By: /s/ Xxxx Xxxxxx Name: Xxxx Xxxxxx Title: Vice President SUNTRUST BANK, as a Lender By: /s/ Xxxx Xxxxx Name: Xxxx Xxxxx Title: Director ALLIED IRISH BANKS PLC, as a Lender By: /s/ Xxxxx Xxxxxxx Name: Xxxxx Xxxxxxx Title: Vice President By: /s/ Xxxxxx Xxxx Name: Xxxxxx Xxxx Title: Director THE BANK OF NOVA SCOTIA, as a Lender By: /s/ Xxxxx Xxxxx Name: Xxxxx Xxxxx Title: Director COMERICA BANK, as a Lender By: /s/ Xxxxx X. Xxxxxx Name: Xxxxx X. Xxxxxx Title: Vice President GENERAL ELECTRIC CAPITAL CORPORATION, as a Lender By: [Authorized Signatory] Authorized Signatory KEYBANK NATIONAL ASSOCIATION, as a Lender By: /s/ Xxxxxx X. XxXxxx Xxxxx Name: Xxxxxx X. XxXxxx Xxxxx Title: Managing Director CITIBANKMIZUHO CORPORATE BANK, LTD., as a Lender By: /s/ Xxxx Mo Name: Xxxx Mo Title: Senior Vice President NATIXIS, as a Lender By: /s/ Lianna Tchernysheva Name: Lianna Tchernysheva Title: Director By: /s/ Xxxxxxx X. Xxxxxxx Name: Xxxxxxx X. Xxxxxxx Title: Managing Director SUMITOMO MITSUI BANKING CORPORATION, as a Lender By: /s/ Xxxxxxxx Xxxxxxxx Name: Xxxxxxxx Xxxxxxxx Title: Joint General Manager XXXXX FARGO BANK, N.A., as a Lender By: /s/ Xxxx Xxxxxxx Name: Xxxx Xxxxxxx Title: Senior Vice President SUNTRUST BANK, as a Lender By: /s/ Xxxxxxx X. Xxxxxxxx Name: Xxxxxxx X. Xxxxxxxx Title: Vice President CREDIT AGRICOLE CORPORATE AND INVESTMENT BANK, as a Lender and an L/C Issuer By: /s/ Xxxxx Xxxxxxxxxx Name: Xxxxx Xxxxxxxxxx Title: Managing Director By: /s/ Xxxxxxx Xxxxx Name: Xxxxxxx Xxxxx Title: Managing Director XXXXX FARGO BANK, NATIONAL ASSOCIATION, as a Lender By: /s/ Xxxx Xxxxxxxxxx Name: Xxxx Xxxxxxxxxx Title: Vice President BARCLAYS BANK OF SCOTLAND PLC, as a Lender By: /s/ Xxxxx X. Xxxxxxxx X. Kona Name: Xxxxx X. Xxxxxxxx X. Kona Title: Assistant Vice President CREDIT SUISSE AG, CAYMAN ISLANDS BRANCH, as a Lender By: /s/ Xxxxxx Xxxx Name: Xxxxxx Xxxx Title: Director By: /s/ Xxxxxxx Xxxxxxx Name: Xxxxxxx Xxxxxxx Title: Associate XXXXXXX XXXXX BANK USA, as a Lender By: /s/ Xxxxxxxx Xxxxxxx Name: Xxxxxxxx Xxxxxxx Title: Authorized Signatory CAPITAL ONE, N.A., as a Lender By: /s/ Xxx Xxxxxx Name: Xxx Xxxxxx Title: Senior Vice President XXXXXX XXXXXXX SENIOR FUNDING, INC., as a Lender By: /s/ Xxxxx Xxxxxx Name: Xxxxx Xxxxxx Title: Vice President UBS LOAN FINANCE, LLC, as a Lender By: /s/ Xxxx X. Xxxx Name: Xxxx X. Xxxx Title: Associate Director By: /s/ Xxxx X. Xxxxx Name: Xxxx X. Xxxxx Title: Associate Director EXPORT DEVELOPMENT CANADA, as a Lender By: /s/ Xxxxxxx Xxxxx Name: Xxxxxxx Xxxxx Title: Asset Manager CONSENT AND AGREEMENT Each of the undersigned hereby (i) consents to the provisions of this Amendment and the transactions contemplated herein, (ii) ratifies and confirms the Guaranty dated as of November 3, 2011 made by it for the benefit of Administrative Agent and Lenders executed pursuant to the Credit Agreement and the other Loan Documents, (iii) agrees that all of its respective obligations and covenants thereunder shall remain unimpaired by the execution and delivery of this Amendment and the other documents and instruments executed in connection herewith and (iv) agrees that such Guaranty and such other Loan Documents shall remain in full force and effect. COMPASS MANUFACTURING, L.L.C. GREAT PLAINS OILFIELD RENTAL, L.L.C. XXXXXX TRUCKING COMPANY, L.L.C. KEYSTONE ROCK & EXCAVATION, L.L.C. MID-STATES OILFIELD MACHINE LLC NOMAC DRILLING, L.L.C. NOMAC SERVICES, L.L.C. f/k/a CHK DIRECTIONAL DRILLING, L.L.C. OILFIELD TRUCKING SOLUTIONS, L.L.C. PERFORMANCE TECHNOLOGIES, L.L.C. PTL PROP SOLUTIONS, L.L.C. THUNDER OILFIELD SERVICES, L.L.C. By: /s/ Xxxxxxxx X. Xxxxxxx Xxxxxxxx X. Xxxxxxx Senior Vice President, Treasurer and Corporate Secretary

Counterparts; Fax. This Amendment may be separately executed in counterparts and by the different parties hereto in separate counterparts, each of which when so executed shall be deemed to constitute one and the same Amendment. This Amendment and the other Amendment Documents may be validly executed by facsimile or other electronic transmission. THIS AMENDMENT AND THE OTHER LOAN DOCUMENTS REPRESENT THE FINAL AGREEMENT BETWEEN THE PARTIES AND MAY NOT BE CONTRADICTED BY EVIDENCE OF PRIOR, CONTEMPORANEOUS, OR SUBSEQUENT ORAL AGREEMENTS OF THE PARTIES. THERE ARE NO UNWRITTEN ORAL AGREEMENTS OF THE PARTIES. [The remainder of this page has been intentionally left blank.] IN WITNESS WHEREOF, this Amendment is executed as of the date first above written. CHESAPEAKE OILFIELD OPERATING, L.L.C. ENCORE ACQUISITION COMPANY By: /s/ Xxxxxxxx Rxxxxx X. Xxxxxxx Xxxxxxxx Xxxxxx Rxxxxx X. Xxxxxxx Xxxxxx, Senior Vice President, Chief Financial Officer and Treasurer ENCORE OPERATING, L.P. By: EAP Operating, LLC., its sole general partner By: /s/ Rxxxxx X. Xxxxxx Rxxxxx X. Xxxxxx, Senior Vice President, Chief Financial Officer and Corporate Secretary Treasurer BANK OF AMERICA, N.A., as the Administrative Agent By: /s/ XxXxxxx X. Xxxxx Name: XxXxxxx X. Xxxxx Title: Agency Management Officer BANK OF AMERICA, N.A., as Administrative Agent By: /s/ Xxxxxx X. XxXxxx Name: Xxxxxx X. XxXxxx Title: Managing Director Txxx XxxXxxxx Txxx XxxXxxxx Vice President BANK OF AMERICA, N.A., as a Lender, an L/C Issuer and Swing Line Lender By: /s/ Xxxxxx Jxxxxxx X. XxXxxx Name: Xxxxxx Xxxxxxxx Jxxxxxx X. XxXxxx Title: Xxxxxxxx Managing Director CITIBANKWACHOVIA BANK, N.A., as a Lender By: /s/ Lxxxxx X. Xxxxxxxx Lxxxxx X. Xxxxxxxx Director FORTIS CAPITAL CORP., as a Lender By: /s/ Mxxxxxx Xxxxx Mxxxxxx Xxxxx Director By: /s/ Dxxxxxx Xxxxxxx Dxxxxxx Xxxxxxx Director BNP PARIBAS, as a Lender By: /s/ Dxxxx Xxxx Xxxxxxx NameDxxxx Xxxx Managing Director By: Xxxx Xxxxxxx Title/s/ Pxxxx Xxxxxx Pxxxx Xxxxxx Vice President CALYON NEW YORK BRANCH, as a Lender By: /s/ Sxxxxxx Xxxxx Sxxxxxx Xxxxx Vice President By: /s/ Txx Xxxxxxxx Txx Xxxxxxxx Managing Director BMO CAPITAL MARKETS FINANCING, INC., as a Lender By: /s/ Jxxxx X. Xxxxxx Jxxxx X. Xxxxxx Director MXXXXXX LXXXX CAPITAL, A DIVISION OF MXXXXXX LXXXX BUSINESS FINANCIAL SERVICES, as a Lender By: /s/ Gxxxxxx Xxxxxx Gxxxxxx Xxxxxx Vice President THE ROYAL BANK OF SCOTLAND PLC, as a Lender By: /s/ Lxxx Xxxxxx Lxxx Xxxxxx Vice President SUNTRUST BANK, as a Lender By: /s/ Xxxxxxx X. Xxxxxxxx Name: Xxxxxxx X. Xxxxxxxx Title: Pxxxx Xxxxx Pxxxx Xxxxx Vice President CREDIT AGRICOLE CORPORATE AND INVESTMENT ALLIED IRISH BANKS PLC, as a Lender By: /s/ Vxxxxx Xxxx Vxxxxx Xxxx EVP - Director By: /s/ Axxxx Xxxxxxx Axxxx Xxxxxxx Vice President THE BANK OF NOVA SCOTIA, as a Lender By: /s/ Dxxxx Xxxxx Dxxxx Xxxxx Director COMERICA BANK, as a Lender and an L/C Issuer By: /s/ Xxxxx Xxxxxxxxxx Name: Xxxxx Xxxxxxxxxx Title: Managing Director Pxxxx X. Xxxxxx Pxxxx Xxxxxx Vice President GENERAL ELECTRIC CAPITAL CORPORATION, as a Lender By: /s/ Xxxxxxx Xxxxx Name: Xxxxxxx Xxxxx Title: Managing Director XXXXX FARGO BANK, Cxxx Xxxxxxxx Cxxx Xxxxxxxx Authorized Signatory KEYBANK NATIONAL ASSOCIATION, as a Lender By: /s/ Xxxx Xxxxxxxxxx Name: Xxxx Xxxxxxxxxx Title: Vice President BARCLAYS BANK PLCTxxxxx Xxxxx Txxxxx Xxxxx Director MIZUHO CORPORATE BANK, LTD., as a Lender By: /s/ Xxxxxxxx X. Kona Name: Xxxxxxxx X. Kona Title: Assistant Vice President CREDIT SUISSE AG, CAYMAN ISLANDS BRANCHRxxxxxx Xxxxxxx Rxxxxxx Xxxxxxx Deputy General Manager NATIXIS, as a Lender By: /s/ Xxxxxx Xxxx Name: Xxxxxx Xxxx Title: Dxxxxxx X. Xxxxxxxxx Dxxxxxx X. Xxxxxxxxx Managing Director By: /s/ Xxxxxxx Xxxxxxx Name: Xxxxxxx Xxxxxxx Title: Associate XXXXXXX XXXXX BANK USALiana Tchernysheva Liana Tchernysheva Director SUMITOMO MITSUI BANKING CORPORATION, as a Lender By: /s/ Xxxxxxxx Xxxxxxx Name: Xxxxxxxx Xxxxxxx Title: Authorized Signatory CAPITAL ONEWxxxxxx X. Xxxx Wxxxxxx X. Xxxx General Manager WXXXX FARGO BANK, N.A., as a Lender By: /s/ Xxx Xxxxxx Name: Xxx Xxxxxx Title: Cxxxxxx X. Xxxxxxx Cxxxxxx X. Xxxxxxx Senior Vice President XXXXXX XXXXXXX SENIOR FUNDING, INC.BANK OF SCOTLAND, as a Lender By: /s/ Kxxxx Xxxxx Kxxxx Xxxxx Vice President U.S. BANK NATIONAL ASSOCIATION, as a Lender By: /s/ Kxxxxxx X. Xxxxxx NameKxxxxxx X. Xxxxxx Vice President DNB NOR BANK ASA, as a Lender By: /s/ Asa Jemseby Rxxxxxx Xxx Jemseby Rxxxxxx Vice President By: /s/ Cxxxxxxx Xxxxxxx Cxxxxxxx Xxxxxxx Vice President UNION BANK OF CALIFORNIA, N.A., as a Lender By: /s/ Axxxxx Xxxxx Axxxxx Xxxxx Assistant Vice President By: /s/ Rxxxx Xxxxxxxxx Rxxxx Oserberg Senior Vice President CITIBANK, N.A., as a Lender By: /s/ Dxxxx X. Xxxx Dxxxx X. Xxxx Attorney-in-Fact THE FROST NATIONAL BANK, as a Lender By: /s/ Jxxx X. Xxxxxx TitleJxxx X. Xxxxxx Senior Vice President ROYAL BANK OF CANADA, as a Lender By: /s/ Dxx X. XxXxxxxxxxx Dxx X. XxXxxxxxxxx Authorized Signatory WESTLB AG, NEW YORK BRANCH, as a Lender By: /s/ Pxxxxx Xxxxxxxxx Pxxxxx Xxxxxxxxx Associate Director By: /s/ Fxxxxxx Linforgia Fxxxxxx Linforgia Director COMPASS BANK, as a Lender By: /s/ Axxxxxxx X. Xxxxxxx Axxxxxxx X. Xxxxxxx Vice President MIDFIRST BANK, as a Lender By: /s/ Sxxxx X. Xxxxxx Sxxxx X. Xxxxxx Vice President UBS LOAN FINANCE, FINANCE LLC, as a Lender By: /s/ Xxxx Ixxx X. Xxxx Name: Xxxx Ixxx X. Xxxx Title: Associate Director By: /s/ Xxxx Mxxx X. Xxxxx Name: Xxxx Mxxx X. Xxxxx Title: Associate Director EXPORT DEVELOPMENT CANADADZ BANK AG DEUTSCHE ZENTRAL- GENOSSENSCHAFTSBANK, FRANKFURT AM MAIN, NEW YORK BRANCH, as a Lender By: /s/ Xxxxxxx Dxxxx X. Xxxxxx Dxxxx X. Xxxxxx First Vice President By: /s/ Jxxxxx Xxxx Jxxxxx Xxxx Assistant Treasurer RZB FINANCE LLC, as a Lender By: /s/ Sxxxxxx Xxxxx NameSxxxxxx Xxxxx Assistant Vice President By: Xxxxxxx Xxxxx Title/s/ Jxxx X. Valishe Jxxx X. Valishe STERLING BANK, as a Lender By: Asset Manager CONSENT AND AGREEMENT Each /s/ Mxxxxxx Xxxxxx Mxxxxxx Xxxxxx Senior Vice President EXHIBIT A Exhibit A to First Amendment to Amended and Restated Credit Agreement Consent and Agreement to First Amendment to Amended and Restated Credit Agreement dated as of the January 31, 2008 The undersigned each hereby (ia) consents to the provisions of this the Amendment and the transactions contemplated hereinherein and hereby, (iib) ratifies and confirms the Amended and Restated Guaranty dated as of November 3March 7, 2011 2007 made by it for in favor of Bank of America, N.A., as the benefit of Administrative Agent and Lenders executed pursuant to the Credit Agreement Agent, as such Guaranty has been supplemented, and the other Loan Documents, Documents to which it is a party and (iiic) agrees that all of its respective obligations and covenants thereunder shall remain unimpaired by under the execution and delivery of this Amendment and the other documents and instruments executed in connection herewith and (iv) agrees that such Guaranty and such other Loan Documents are unimpaired hereby and shall remain in full force and effect. COMPASS MANUFACTURINGEAP OPERATING, L.L.C. GREAT PLAINS OILFIELD RENTAL, L.L.C. XXXXXX TRUCKING COMPANY, L.L.C. KEYSTONE ROCK & EXCAVATION, L.L.C. MID-STATES OILFIELD MACHINE LLC NOMAC DRILLING, L.L.C. NOMAC SERVICES, L.L.C. f/k/a CHK DIRECTIONAL DRILLING, L.L.C. OILFIELD TRUCKING SOLUTIONS, L.L.C. PERFORMANCE TECHNOLOGIES, L.L.C. PTL PROP SOLUTIONS, L.L.C. THUNDER OILFIELD SERVICES, L.L.C. By: /s/ Xxxxxxxx Rxxxxx X. Xxxxxxx Xxxxxxxx Xxxxxx Rxxxxx X. Xxxxxxx Xxxxxx Senior Vice President, Chief Financial Officer, and Treasurer ENCORE OPERATING LOUISIANA, LLC By: /s/ Axxxxx Xxxxxx EAP PROPERTIES, INC. By: /s/ Rxxxxx X. Xxxxxx Rxxxxx X. Xxxxxx Senior Vice President, Chief Financial Officer, and Corporate SecretaryTreasurer [Consent and Agreement]

Counterparts; Fax. This Amendment may be separately executed in counterparts and by the different parties hereto in separate counterparts, each of which when so executed shall be deemed to constitute one and the same Amendment. This Amendment and the other Amendment Documents may be validly executed by facsimile or other electronic transmission. THIS AMENDMENT AND THE OTHER LOAN DOCUMENTS REPRESENT THE FINAL AGREEMENT BETWEEN THE PARTIES AND MAY NOT BE CONTRADICTED BY EVIDENCE OF PRIOR, CONTEMPORANEOUS, OR SUBSEQUENT ORAL AGREEMENTS OF THE PARTIES. THERE ARE NO UNWRITTEN ORAL AGREEMENTS OF THE PARTIES. [The remainder of this page has been intentionally left blank.] IN WITNESS WHEREOF, this Amendment is executed as of the date first above written. CHESAPEAKE OILFIELD OPERATING, L.L.C. ENCORE ACQUISITION COMPANY By: /s/ Xxxxxxxx Xxxxxx X. Xxxxxxx Xxxxxxxx Xxxxxx Xxxxxx X. Xxxxxxx Xxxxxx, Senior Vice President, Chief Financial Officer and Treasurer ENCORE OPERATING, L.P. By: EAP Operating, LLC., its sole general partner By: /s/ Xxxxxx X. Xxxxxx Xxxxxx X. Xxxxxx, Senior Vice President, Chief Financial Officer and Corporate Secretary Treasurer BANK OF AMERICA, N.A., as Administrative Agent By: /s/ XxXxxxx X. Xxxxx Name: XxXxxxx X. Xxxxx Title: Agency Management Officer BANK OF AMERICAAgent, N.A., as Administrative Agent By: /s/ Xxxxxx X. XxXxxx Name: Xxxxxx X. XxXxxx Title: Managing Director BANK OF AMERICA, N.A., as a Lender, an L/C Issuer and Swing Line a Lender By: /s/ Xxxxxx Xxxxxxx X. XxXxxx Name: Xxxxxx Xxxxxxxx Xxxxxxx X. XxXxxx Title: Xxxxxxxx Managing Director CITIBANKWACHOVIA BANK, N.A., as a Lender By: /s/ Xxxx Xxxxxxx X. Xxxxxxx Name: Xxxx Xxxxxxx X. Xxxxxxx Title: Senior Vice President SUNTRUST BANKFORTIS CAPITAL CORP., as a Lender By: /s/ Xxxxxxx X. Xxxxxxxx Xxxxx Name: Xxxxxxx X. Xxxxxxxx Xxxxx Title: Vice President CREDIT AGRICOLE CORPORATE AND INVESTMENT BANKBy: /s/ Xxxx Xxxxx Name: Xxxx Xxxxx Title: Director BNP PARIBAS, as a Lender and an L/C Issuer By: /s/ Xxxxx Xxxxxxxxxx Xxxxxx Xxx Name: Xxxxx Xxxxxxxxxx Xxxxxx Xxx Title: Vice President By: /s/ Xxxx Xxxxxxxx Name: Xxxx Xxxxxxxx Title: Director CALYON NEW YORK BRANCH, as a Lender By: /s/ Xxx Xxxxxxxx Name: Xxx Xxxxxxxx Title: Managing Director By: /s/ Xxxxxxx Xxxxx Name: Xxxxxxx Xxxxx Title: Director BMO CAPITAL MARKETS FINANCING, INC., as a Lender By: /s/ Xxxxx Xxxxxxxx Name: Xxxxx Xxxxxxxx Title: Managing Director GE BUSINESS FINANCIAL SERVICES INC. FKA XXXXXXX XXXXX FARGO BANK, NATIONAL ASSOCIATIONBUSINESS FINANCIAL SERVICES, as a Lender By: /s/ Xxxx Xxxxxxxxxx Xxxxxxxx Name: Xxxx Xxxxxxxxxx Xxxxxxxx Title: Vice President BARCLAYS BANK PLCAuthorized Signatory GENERAL ELECTRIC CAPITAL CORPORATION, as a Lender By: /s/ Xxxx Xxxxxxxx X. Kona Name: Xxxx Xxxxxxxx X. Kona Title: Assistant Authorized Signatory THE ROYAL BANK OF SCOTLAND plc, as a Lender By: /s/ Xxxx Xxxxxx Xxxx Xxxxxx Vice President CREDIT SUISSE AGSUNTRUST BANK, CAYMAN ISLANDS BRANCHas a Lender By: /s/ Xxxx Xxxxx Name: Xxxx Xxxxx Title: Director ALLIED IRISH BANKS PLC, as a Lender By: /s/ Xxxxxx Xxxx Name: Xxxxxx Xxxx Title: Director By: /s/ Xxxxxxx Xxxxxxx Xxxxx X’Xxxxxxxx Name: Xxxxxxx Xxxxxxx Xxxxx X’Xxxxxxxx Title: Associate XXXXXXX XXXXX BANK USAAssistant Vice President SCOTIABANC INC., as a Lender By: /s/ Xxxxxxxx Xxxxxxx X.X. Xxxx Name: Xxxxxxxx Xxxxxxx X.X. Xxxx Title: Managing Director COMERICA BANK, as a Lender By: /s/ V. Xxxx Xxxxx Name: V. Xxxx Xxxxx Title: Senior Vice President KEYBANK NATIONAL ASSOCIATION, as a Lender By: /s/ Xxxxxx XxXxxxxxx Name: Xxxxxx XxXxxxxxx Title: Senior Vice President MIZUHO CORPORATE BANK, LTD., as a Lender By: /s/ Xxxx Mo Name: Xxxx Mo Title: Authorized Signatory CAPITAL ONENATIXIS, as a Lender By: /s/ Liana Tchernysheva Liana Tchernysheva Director By: /s/ Xxxxxxx Xxxxxxx Xxxxxxx Xxxxxxx Managing Director SUMITOMO MITSUI BANKING CORPORATION, as a Lender By: /s/ Xxxxxxx X. Xxxx Name: Xxxxxxx X. Xxxx Title: General Manager XXXXX FARGO BANK, N.A., as a Lender By: /s/ Xxx Xxxxxx Xxxxxxx X. Xxxxxxx Name: Xxx Xxxxxx Xxxxxxx X. Xxxxxxx Title: Senior Vice President XXXXXX XXXXXXX SENIOR FUNDING, INC.BANK OF SCOTLAND, as a Lender By: /s/ Xxxxx Xxxxxx X. Xxxxxxxx Name: Xxxxx Xxxxxx X. Xxxxxxxx Title: Vice President UBS LOAN FINANCE, LLC, as a Lender By: /s/ Xxxx X. Xxxx Name: Xxxx X. Xxxx Title: Associate Director By: /s/ Xxxx X. Xxxxx Name: Xxxx X. Xxxxx Title: Associate Director EXPORT DEVELOPMENT CANADA, as a Lender By: /s/ Xxxxxxx Xxxxx Name: Xxxxxxx Xxxxx Title: Asset Manager CONSENT AND AGREEMENT Each of the undersigned hereby (i) consents to the provisions of this Amendment and the transactions contemplated herein, (ii) ratifies and confirms the Guaranty dated as of November 3, 2011 made by it for the benefit of Administrative Agent and Lenders executed pursuant to the Credit Agreement and the other Loan Documents, (iii) agrees that all of its respective obligations and covenants thereunder shall remain unimpaired by the execution and delivery of this Amendment and the other documents and instruments executed in connection herewith and (iv) agrees that such Guaranty and such other Loan Documents shall remain in full force and effect. COMPASS MANUFACTURING, L.L.C. GREAT PLAINS OILFIELD RENTAL, L.L.C. XXXXXX TRUCKING COMPANY, L.L.C. KEYSTONE ROCK & EXCAVATION, L.L.C. MID-STATES OILFIELD MACHINE LLC NOMAC DRILLING, L.L.C. NOMAC SERVICES, L.L.C. f/k/a CHK DIRECTIONAL DRILLING, L.L.C. OILFIELD TRUCKING SOLUTIONS, L.L.C. PERFORMANCE TECHNOLOGIES, L.L.C. PTL PROP SOLUTIONS, L.L.C. THUNDER OILFIELD SERVICES, L.L.C. By: /s/ Xxxxxxxx X. Xxxxxxx Xxxxxxxx X. Xxxxxxx Senior Assistant Vice President, Treasurer and Corporate Secretary

Counterparts; Fax. This Amendment may be separately executed in counterparts and by the different parties hereto in separate counterparts, each of which when so executed shall be deemed to constitute one and the same Amendment. This Amendment may be validly executed by facsimile or other electronic transmission. THIS AMENDMENT AND THE OTHER LOAN DOCUMENTS REPRESENT THE FINAL AGREEMENT BETWEEN THE PARTIES AND MAY NOT BE CONTRADICTED BY EVIDENCE OF PRIOR, CONTEMPORANEOUS, OR SUBSEQUENT ORAL AGREEMENTS OF THE PARTIES. THERE ARE NO UNWRITTEN ORAL AGREEMENTS OF THE PARTIES. [THE REMAINDER OF THIS PAGE HAS BEEN INTENTIONALLY LEFT BLANK.] IN WITNESS WHEREOF, this Amendment is executed as of the date first above written. CHESAPEAKE OILFIELD OPERATING, L.L.C. By: /s/ Xxxxxxxx X. Xxxxxxx Xxxxxxxx X. Xxxxxxx Senior Vice President, Treasurer and Corporate Secretary BANK OF AMERICA, N.A., as Administrative Agent By: /s/ XxXxxxx X. Xxxxx Name: XxXxxxx X. Xxxxx Title: Agency Management Officer BANK OF AMERICA, N.A., as Administrative Agent By: /s/ Xxxxxx X. XxXxxx Name: Xxxxxx X. XxXxxx Title: Managing Director [SIGNATURE PAGE TO SECOND AMENDMENT TO CREDIT AGREEMENT] BANK OF AMERICA, N.A., as a Lender, an L/C Issuer and Swing Line Lender By: /s/ Xxxxxx X. XxXxxx Name: Xxxxxx X. XxXxxx Title: Managing Director CITIBANK, N.A., as a Lender By: /s/ Xxxx Xxxxxxx Name: Xxxx Xxxxxxx Title: Vice President SUNTRUST BANK, as a Lender By: /s/ Xxxxxxx X. Xxxxxxxx Name: Xxxxxxx X. Xxxxxxxx Title: Vice President [SIGNATURE PAGE TO SECOND AMENDMENT TO CREDIT AGREEMENT] CREDIT AGRICOLE CORPORATE AND INVESTMENT BANK, as a Lender and an L/C Issuer By: /s/ Xxxxx Xxxxxxxxxx Name: Xxxxx Xxxxxxxxxx Title: Managing Director By: /s/ Xxxxxxx Xxxxx Name: Xxxxxxx Xxxxx Title: Managing Director [SIGNATURE PAGE TO SECOND AMENDMENT TO CREDIT AGREEMENT] CITIBANK, N.A., as a Lender By: /s/ Xxxxxxx Xxxxxx Name: Xxxxxxx Xxxxxx Title: Vice President SUNTRUST BANK, as a Lender By: /s/ Xxxx Xxxxx Name: Xxxx Xxxxx Title: Director XXXXX FARGO BANK, NATIONAL ASSOCIATION, as a Lender By: /s/ Xxxx Xxxxxxxxxx Xxxxxxxx Xxxxxxx Name: Xxxx Xxxxxxxxxx Xxxxxxxx Xxxxxxx Title: Vice President BARCLAYS BANK PLC, as a Lender By: /s/ Xxxxxxxx X. Kona Name: Xxxxxxxx X. Kona Title: Assistant Vice President [SIGNATURE PAGE TO SECOND AMENDMENT TO CREDIT AGREEMENT] CREDIT SUISSE AG, CAYMAN ISLANDS BRANCH, as a Lender By: /s/ Xxxxxx Xxxx Xxxxxxxxxxx Reo Day Name: Xxxxxx Xxxx Xxxxxxxxxxx Reo Day Title: Director Vice President By: /s/ Xxxxxxx Xxxxxxx Name: Xxxxxxx Xxxxxxx Title: Associate [SIGNATURE PAGE TO SECOND AMENDMENT TO CREDIT AGREEMENT] DEUTSCHE BANK TRUST COMPANY AMERICAS, as a Lender By: /s/ Xxxxxx X. Xxxxxxxxxx Name: Xxxxxx X. Xxxxxxxxxx Title: Director By: /s/ Xxxxxxx Xxxx Name: Xxxxxxx Xxxx Title: Vice President XXXXXXX XXXXX BANK USA, as a Lender By: /s/ Xxxxxxxx Xxxxxxx Name: Xxxxxxxx Xxxxxxx Title: Authorized Signatory [SIGNATURE PAGE TO SECOND AMENDMENT TO CREDIT AGREEMENT] CAPITAL ONE, N.A., as a Lender By: /s/ Xxx Xxxxxx Name: Xxx Xxxxxx Title: Senior Vice President XXXXXX XXXXXXX SENIOR FUNDING, INC., as a Lender By: /s/ Xxxxx Xxxxxx Name: Xxxxx Xxxxxx Title: Vice President [SIGNATURE PAGE TO SECOND AMENDMENT TO CREDIT AGREEMENT] XXXXXX XXXXXXX SENIOR FUNDING, INC., as a Lender By: /s/ Xxxxxxx Xxxxxxx Name: Xxxxxxx Xxxxxxx Title: Vice President ROYAL BANK OF CANADA, as a Lender By: /s/ Xxx Xxxxxxx Name: Xxx Xxxxxxx Title: Authorized Signatory [SIGNATURE PAGE TO SECOND AMENDMENT TO CREDIT AGREEMENT] UBS LOAN FINANCE, LLC, as a Lender By: /s/ Xxxx X. Xxxx Xxxxx Name: Xxxx X. Xxxx Xxxxx Title: Director By: /s/ Xxxxxxx Xxxxxxxxx Name: Xxxxxxx Xxxxxxxxx Title: Associate Director COMERICA BANK, as a Lender By: /s/ Xxxx X. Xxxxx Xxxxxxxxxx Name: Xxxx X. Xxxxx Xxxxxxxxxx Title: Associate Director Vice President EXPORT DEVELOPMENT CANADA, as a Lender By: /s/ Xxxxxxx Xxxxx Name: Xxxxxxx Xxxxx Title: Asset Manager [SIGNATURE PAGE TO SECOND AMENDMENT TO CREDIT AGREEMENT] THE ROYAL BANK OF SCOTLAND PLC, as a Lender By: /s/ Xxxxxx Xxxxxx Name: Xxxxxx Xxxxxx Title: Authorized Signatory ONE WEST BANK, FSB, as a Lender By: /s/ Xxxx Xxxxxx Name: Xxxx Xxxxxx Title: Executive Vice President [SIGNATURE PAGE TO SECOND AMENDMENT TO CREDIT AGREEMENT] CONSENT AND AGREEMENT Each of the undersigned hereby (i) consents to the provisions of this Amendment and the transactions contemplated herein, (ii) ratifies and confirms the Guaranty dated as of November 3, 2011 made by it for the benefit of Administrative Agent and Lenders executed pursuant to the Credit Agreement and the other Loan Documents, (iii) agrees that all of its respective obligations and covenants thereunder shall remain unimpaired by the execution and delivery of this Amendment and the other documents and instruments executed in connection herewith and (iv) agrees that such Guaranty and such other Loan Documents shall remain in full force and effect. COMPASS MANUFACTURING, L.L.C. GREAT PLAINS OILFIELD RENTAL, L.L.C. XXXXXX TRUCKING COMPANY, L.L.C. KEYSTONE ROCK & EXCAVATION, L.L.C. MID-STATES OILFIELD SUPPLY LLC f/k/a MID-STATES OILFIELD MACHINE LLC NOMAC DRILLING, L.L.C. NOMAC SERVICES, L.L.C. f/k/a CHK DIRECTIONAL DRILLING, L.L.C. OILFIELD TRUCKING SOLUTIONS, L.L.C. PERFORMANCE TECHNOLOGIES, L.L.C. PTL PROP SOLUTIONS, L.L.C. THUNDER OILFIELD SERVICES, L.L.C. By: /s/ Xxxxxxxx X. Xxxxxxx Xxxxxxxx X. Xxxxxxx Senior Vice President, Treasurer and Corporate Secretary

Counterparts; Fax. This Amendment may be separately executed in counterparts and by the different parties hereto in separate counterparts, each of which when so executed shall be deemed to constitute one and the same Amendment. This Amendment and the other Amendment Documents may be validly executed by facsimile or other electronic transmission. THIS AMENDMENT AND THE OTHER LOAN DOCUMENTS REPRESENT THE FINAL AGREEMENT BETWEEN THE PARTIES AND MAY NOT BE CONTRADICTED BY EVIDENCE OF PRIOR, CONTEMPORANEOUS, OR SUBSEQUENT ORAL AGREEMENTS OF THE PARTIES. THERE ARE NO UNWRITTEN ORAL AGREEMENTS OF THE PARTIES. [The remainder of this page has been intentionally left blank.] IN WITNESS WHEREOF, this Amendment is executed as of the date first above written. CHESAPEAKE OILFIELD OPERATINGENERGY CORPORATION CHESAPEAKE EXPLORATION, L.L.C. By: /s/ XXXXXXXX X. XXXXXXX Xxxxxxxx X. Xxxxxxx Xxxxxxxx X. Xxxxxxx Treasurer and Senior Vice PresidentPresident [SIGNATURE PAGE TO SECOND AMENDMENT TO CREDIT AGREEMENT CONSENT AND AGREEMENT] UNION BANK, Treasurer N.A., as Administrative Agent, as Swing Line Lender, as an Issuing Lender and Corporate Secretary as a Lender By: /s/ XXXXXXX X. XXXXXXXXX Xxxxxxx X. Xxxxxxxxx Senior Vice President [SIGNATURE PAGE TO SECOND AMENDMENT TO CREDIT AGREEMENT CONSENT AND AGREEMENT] THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., as a Lender By: /s/ XXXXX XXXXXXXX Name: Xxxxx Xxxxxxxx Title: Vice President [SIGNATURE PAGE TO SECOND AMENDMENT TO CREDIT AGREEMENT CONSENT AND AGREEMENT] XXXXX FARGO BANK, NATIONAL ASSOCIATION, as a Co-Syndication Agent, as an Issuing Lender and as a Lender By: /s/ XXXX XXXXXXXXXX Name: Xxxx Xxxxxxxxxx Title: Vice President [SIGNATURE PAGE TO SECOND AMENDMENT TO CREDIT AGREEMENT CONSENT AND AGREEMENT] THE ROYAL BANK OF SCOTLAND plc, as a Co-Syndication Agent, as an Issuing Lender and as a Lender By: /s/ XXXXXX XXXXXX Name: Xxxxxx Xxxxxx Title: Authorised Signatory CONSENT AND AGREEMENT] BNP PARIBAS, as a Co-Syndication Agent, as an Issuing Lender and as a Lender By: /s/ XXXXX XXXXXX Name: Xxxxx Xxxxxx Title: Director By: /s/ XXXXX XXXXXX Name: Xxxxx Xxxxxx Title: Director [SIGNATURE PAGE TO SECOND AMENDMENT TO CREDIT AGREEMENT CONSENT AND AGREEMENT] CREDIT AGRICOLE CORPORATE AND INVESTMENT BANK, as Documentation Agent, as an Issuing Lender and as a Lender By: /s/ XXXXXX XXXXXX Name: Xxxxxx Xxxxxx Title: Managing Director By: /s/ XXXXXXX XXXXX Name: Xxxxxxx Xxxxx Title: Director [SIGNATURE PAGE TO SECOND AMENDMENT TO CREDIT AGREEMENT CONSENT AND AGREEMENT] BANK OF AMERICA, N.A., as Administrative Agent a Lender By: /s/ XxXxxxx XXXXXX X. Xxxxx Name: XxXxxxx X. Xxxxx Title: Agency Management Officer BANK OF AMERICA, N.A., as Administrative Agent By: /s/ Xxxxxx X. XxXxxx XXXXXX Name: Xxxxxx X. XxXxxx Title: Managing Director BANK OF AMERICA, N.A., as a Lender, an L/C Issuer and Swing Line Lender By: /s/ Xxxxxx X. XxXxxx Name: Xxxxxx X. XxXxxx Title: Managing Director [SIGNATURE PAGE TO SECOND AMENDMENT TO CREDIT AGREEMENT CONSENT AND AGREEMENT] CITIBANK, N.A., as a Lender By: /s/ Xxxx Xxxxxxx XXXX X. XXXXXX Name: Xxxx Xxxxxxx X. Xxxxxx Title: Attorney-in-fact [SIGNATURE PAGE TO SECOND AMENDMENT TO CREDIT AGREEMENT CONSENT AND AGREEMENT] DNB NOR BANK ASA, as a Lender By: /s/ XXXXXXX X. XXXXXXXXX Name: Xxxxxxx X. Xxxxxxxxx Title: Senior Vice President SUNTRUST By: /s/ XXXXXXX XXXXXXXXX Name: Xxxxxxx Xxxxxxxxx Title: Senior Vice President [SIGNATURE PAGE TO SECOND AMENDMENT TO CREDIT AGREEMENT CONSENT AND AGREEMENT] XXXXXXX XXXXX BANK USA, as a Lender By: /s/ XXXX XXXXXXXX Name: Xxxx Xxxxxxxx Title: Authorized Signatory [SIGNATURE PAGE TO SECOND AMENDMENT TO CREDIT AGREEMENT CONSENT AND AGREEMENT] MIZUHO CORPORATE BANK, LTD., as a Lender By: /s/ XXXX MO Name: Xxxx Mo Title: Authorized Signatory [SIGNATURE PAGE TO SECOND AMENDMENT TO CREDIT AGREEMENT CONSENT AND AGREEMENT] XXXXXX XXXXXXX BANK, as a Lender By: /s/ Xxxxxxx X. Xxxxxxxx XXXXX XXXXXX Name: Xxxxxxx X. Xxxxxxxx Xxxxx Xxxxxx Title: Vice President Authorized Signatory [SIGNATURE PAGE TO SECOND AMENDMENT TO CREDIT AGRICOLE CORPORATE AGREEMENT CONSENT AND INVESTMENT BANKAGREEMENT] NATIXIS, as a Lender and an L/C Issuer By: /s/ Xxxxx Xxxxxxxxxx XXXXX X. XXXXXXX, III Name: Xxxxx Xxxxxxxxxx X. Xxxxxxx, III Title: Managing Director By: /s/ Xxxxxxx Xxxxx XXXXXXX X. XXXXXXX Name: Xxxxxxx Xxxxx X. Xxxxxxx Title: Senior Managing Director XXXXX FARGO BANK, NATIONAL ASSOCIATION[SIGNATURE PAGE TO SECOND AMENDMENT TO CREDIT AGREEMENT CONSENT AND AGREEMENT] THE BANK OF NOVA SCOTIA, as a Lender By: /s/ Xxxx Xxxxxxxxxx XXXX XXXXXXX Name: Xxxx Xxxxxxxxxx Xxxxxxx Title: Vice President Director [SIGNATURE PAGE TO SECOND AMENDMENT TO CREDIT AGREEMENT CONSENT AND AGREEMENT] UBS AG, as a Lender By: /s/ XXXX X. XXXX Name: Xxxx X. Xxxx Title: Associate Director By: /s/ XXXX X. XXXXX Name: Xxxx X. Xxxxx Title: Associate Director [SIGNATURE PAGE TO SECOND AMENDMENT TO CREDIT AGREEMENT CONSENT AND AGREEMENT] BARCLAYS BANK PLC, as a Lender By: /s/ Xxxxxxxx X. Kona XXXXX XXXXX Name: Xxxxxxxx X. Kona Xxxxx Xxxxx Title: Assistant Vice President AVP [SIGNATURE PAGE TO SECOND AMENDMENT TO CREDIT AGREEMENT CONSENT AND AGREEMENT] CREDIT SUISSE AG, CAYMAN ISLANDS BRANCH, as a Lender By: /s/ Xxxxxx Xxxx XXXXX XXXXX Name: Xxxxxx Xxxx Xxxxx Xxxxx Title: Director Vice President By: /s/ Xxxxxxx Xxxxxxx XXXXXXX X. XXXXXXX Name: Xxxxxxx X. Xxxxxxx Title: Associate XXXXXXX XXXXX BANK USA[SIGNATURE PAGE TO SECOND AMENDMENT TO CREDIT AGREEMENT CONSENT AND AGREEMENT] COMPASS BANK, as a Lender By: /s/ Xxxxxxxx Xxxxxxx XXX XXXXX Name: Xxxxxxxx Xxxxxxx Xxx Xxxxx Title: Authorized Signatory CAPITAL ONE, N.A.Vice President [SIGNATURE PAGE TO SECOND AMENDMENT TO CREDIT AGREEMENT CONSENT AND AGREEMENT] TORONTO DOMINION (NEW YORK) LLC, as a Lender By: /s/ Xxx Xxxxxx XXXXX X. XXXXX Name: Xxx Xxxxxx Xxxxx X. Xxxxx Title: Senior Authorized Signatory [SIGNATURE PAGE TO SECOND AMENDMENT TO CREDIT AGREEMENT CONSENT AND AGREEMENT] COMERICA BANK, as a Lender By: /s/ XXXX X. XXXXXXX Name: Xxxx X. Xxxxxxx Title: Assistant Vice President XXXXXX [SIGNATURE PAGE TO SECOND AMENDMENT TO CREDIT AGREEMENT CONSENT AND AGREEMENT] SUNTRUST BANK, as a Lender By: /s/ XXXXXXX SENIOR FUNDING, INCX. XXXXXXXX Name: Xxxxxxx X. Xxxxxxxx Title: Vice President [SIGNATURE PAGE TO SECOND AMENDMENT TO CREDIT AGREEMENT CONSENT AND AGREEMENT] NOMURA INTERNATIONAL PLC., as a Lender By: /s/ Xxxxx Xxxxxx XXXX X. XXXXX Name: Xxxx X. Xxxxx Xxxxxx Title: Vice President UBS LOAN FINANCE, LLCManaging Director [SIGNATURE PAGE TO SECOND AMENDMENT TO CREDIT AGREEMENT CONSENT AND AGREEMENT] SUMITOMO MITSUI BANKING CORPORATION, as a Lender By: /s/ Xxxx X. Xxxx XXXXXXXX XXXXXXXX Name: Xxxx X. Xxxx Xxxxxxxx Xxxxxxxx Title: Associate Managing Director By: /s/ Xxxx X. Xxxxx Name: Xxxx X. Xxxxx Title: Associate Director EXPORT DEVELOPMENT CANADA, as a Lender By: /s/ Xxxxxxx Xxxxx Name: Xxxxxxx Xxxxx Title: Asset Manager [SIGNATURE PAGE TO SECOND AMENDMENT TO CREDIT AGREEMENT CONSENT AND AGREEMENT] CONSENT AND AGREEMENT Each By its execution below, each of the undersigned hereby (i) consents to the provisions of this Amendment and the transactions contemplated herein, (ii) ratifies and confirms the Guaranty Sixth Amended and Restated Guarantee Agreement dated as of November 3December 2, 2011 2010 made by it for the benefit of Administrative Agent and Lenders (as modified by certain Assumption Agreements, if any) and the other Loan Documents executed pursuant to the Credit Agreement and (or any prior amendment or supplement to the other Loan DocumentsCredit Agreement), (iii) agrees that all of its respective obligations and covenants thereunder shall remain unimpaired by the execution and delivery of this Amendment and the other documents and instruments executed in connection herewith herewith, and (iv) agrees that such Guaranty the Sixth Amended and Restated Guarantee Agreement and such other Loan Documents shall remain in full force and effect. CHESAPEAKE ENERGY CORPORATION CHESAPEAKE ENERGY LOUISIANA CORPORATION CHESAPEAKE ENERGY MARKETING, INC. CHESAPEAKE E&P HOLDING CORPORATION CHESAPEAKE OPERATING, INC., on behalf of itself and, as general partner of CHESAPEAKE LOUISIANA, L.P. CHK HOLDINGS CORPORATION DIAMOND Y ENTERPRISE, INCORPORATED XXXX X. XXXX & SON, INC. LA LAND ACQUISITION CORPORATION CHESAPEAKE AEZ EXPLORATION, L.L.C. CHESAPEAKE APPALACHIA, L.L.C. CHESAPEAKE-XXXXXXXX ACQUISITION, L.L.C. CHESAPEAKE LAND DEVELOPMENT COMPANY, L.L.C. CHESAPEAKE PLAZA, L.L.C. CHESAPEAKE ROYALTY, L.L.C. CHESAPEAKE VRT, L.L.C. COMPASS MANUFACTURING, L.L.C. EMLP, L.L.C., on behalf of itself and as general partner of EMPRESS LOUISIANA PROPERTIES, L.P. [SIGNATURE PAGE TO SECOND AMENDMENT TO CREDIT AGREEMENT CONSENT AND AGREEMENT] EMPRESS, L.L.C. GOTHIC PRODUCTION, L.L.C. GREAT PLAINS OILFIELD RENTAL, L.L.C. HAWG HAULING & DISPOSAL, LLC XXXXXX TRUCKING COMPANY, L.L.C. KEYSTONE ROCK & EXCAVATIONMC LOUISIANA MINERALS, L.L.C. MID-STATES OILFIELD MACHINE LLC MC MINERAL COMPANY, L.L.C. MIDCON COMPRESSION, L.L.C. MKR HOLDINGS, L.L.C. NOMAC DRILLING, L.L.C. NOMAC SERVICES, L.L.C. f/k/a CHK DIRECTIONAL DRILLING, L.L.C. OILFIELD TRUCKING SOLUTIONSNORTHERN MICHIGAN EXPLORATION COMPANY, L.L.C. PERFORMANCE TECHNOLOGIES, L.L.C. PTL PROP SOLUTIONSVENTURA REFINING AND TRANSMISSION, L.L.C. THUNDER OILFIELD SERVICESLLC WINTER MOON ENERGY COMPANY, L.L.C. By: /s/ XXXXXXXX X. XXXXXXX Xxxxxxxx X. Xxxxxxx Xxxxxxxx X. Xxxxxxx Senior Vice PresidentXxxxxxx, Treasurer and Corporate SecretarySenior Vice President of the entities listed above [SIGNATURE PAGE TO SECOND AMENDMENT TO CREDIT AGREEMENT

Counterparts; Fax. This Amendment may be separately executed in counterparts and by the different parties hereto in separate counterparts, each of which when so executed shall be deemed to constitute one and the same Amendment. This Amendment may be validly duly executed by facsimile or other electronic transmission. THIS AMENDMENT AND THE OTHER LOAN DOCUMENTS REPRESENT THE FINAL AGREEMENT BETWEEN THE PARTIES AND MAY NOT BE CONTRADICTED BY EVIDENCE OF PRIOR, CONTEMPORANEOUS, OR SUBSEQUENT ORAL AGREEMENTS OF THE PARTIES. THERE ARE NO UNWRITTEN ORAL AGREEMENTS OF BETWEEN THE PARTIES. [The remainder of this page is intentionally left blank.] SECOND AMENDMENT TO LOAN AGREEMENT DAL 76,790,007V5 IN WITNESS WHEREOF, this Amendment is executed as of the date first above written. CHESAPEAKE OILFIELD OPERATINGBORROWER: JRAS, L.L.C. LLC By: /s/ Xxxxxxxx X. /s/Xxxxx Xxxxxxx Xxxxxxxx X. Name: Xxxxx Xxxxxxx Senior Vice President, Treasurer and Corporate Secretary BANK OF AMERICA, N.A., as Administrative Agent Title Managing Director By: /s/ XxXxxxx /s/Xxxxxx X. Xxxxx Name: XxXxxxx Xxxxxx X. Xxxxx TitleTitle President GUARANTOR: Agency Management Officer BANK OF AMERICA, N.A., as Administrative Agent By: /s/ /s/Xxxxx Xxxxxxx Name: Xxxxx Xxxxxxx Perimeter Investment Solutions, LLC By: /s/Xxxx X. Xxxxxx Name: Xxxx X. Xxxxxx Title Secretary JJG, LLC By: /s/Xxxxx Xxxxxxx Name: Xxxxx Xxxxxxx Title President By: /s/Xxxxxx X. XxXxxx Xxxxx Name: Xxxxxx X. XxXxxx Title: Managing Director BANK OF AMERICAXxxxx Title Manager SECOND AMENDMENT TO LOAN AGREEMENT - Signature Page DAL 76,790,007V5 JRAS of South Carolina, N.A., as a Lender, an L/C Issuer and Swing Line Lender LLC By: /s/ /s/Xxxxx Xxxxxxx Name: Xxxxx Xxxxxxx Title President By: /s/Xxxxxx X. XxXxxx Xxxxx Name: Xxxxxx X. XxXxxx Title: Managing Director CITIBANKXxxxx Title Manager JRAS of Tennessee, N.A., as a Lender LLC By: /s/ Xxxx /s/Xxxxx Xxxxxxx Name: Xxxx Xxxxx Xxxxxxx Title: Vice Title President SUNTRUST BANK, as a Lender By: /s/ Xxxxxxx /s/Xxxxxx X. Xxxxxxxx Xxxxx Name: Xxxxxxx Xxxxxx X. Xxxxxxxx Title: Vice President CREDIT AGRICOLE CORPORATE AND INVESTMENT BANKXxxxx Title Manager JRAS of Florida, as a Lender and an L/C Issuer LLC By: /s/ /s/Xxxxx Xxxxxxxxxx Xxxxxxx Name: Xxxxx Xxxxxxxxxx Title: Managing Director Xxxxxxx Title President By: /s/ Xxxxxxx /s/Xxxxxx X. Xxxxx Name: Xxxxxxx Xxxxxx X. Xxxxx Title: Managing Director XXXXX FARGO BANKTitle Manager SECOND AMENDMENT TO LOAN AGREEMENT - Signature Page DAL 76,790,007V5 JRAS of Alabama, NATIONAL ASSOCIATION, as a Lender LLC By: /s/ Xxxx Xxxxxxxxxx /s/Xxxxx Xxxxxxx Name: Xxxx Xxxxxxxxxx Title: Vice Xxxxx Xxxxxxx Title President BARCLAYS BANK PLC, as a Lender By: /s/ Xxxxxxxx /s/Xxxxxx X. Kona Name: Xxxxxxxx X. Kona Title: Assistant Vice President CREDIT SUISSE AG, CAYMAN ISLANDS BRANCH, as a Lender By: /s/ Xxxxxx Xxxx Xxxxx Name: Xxxxxx Xxxx Title: Director X. Xxxxx Title Manager Southern Crescent Finance, LLC By: /s/ Xxxxxxx /s/Xxxxx Xxxxxxx Name: Xxxxx Xxxxxxx Xxxxxxx Title: Associate XXXXXXX XXXXX BANK USA, as a Lender Title President By: /s/ Xxxxxxxx Xxxxxxx /s/Xxxxxx X. Xxxxx Name: Xxxxxxxx Xxxxxxx Title: Authorized Signatory CAPITAL ONE, N.A., as a Lender By: /s/ Xxx Xxxxxx Name: Xxx Xxxxxx Title: Senior Vice President XXXXXX XXXXXXX SENIOR FUNDING, INC., as a Lender By: /s/ X. Xxxxx Xxxxxx Name: Xxxxx Xxxxxx Title: Vice President UBS Title Manager SECOND AMENDMENT TO LOAN FINANCEAGREEMENT - Signature Page DAL 76,790,007V5 CapitalSource Finance, LLC, as a Lender agent By: /s/ Xxxx X. /s/Xxx x. Xxxx Name: Xxxx Xxx X. Xxxx Title: Associate Director By: /s/ Xxxx X. Xxxxx Name: Xxxx X. Xxxxx Title: Associate Director EXPORT DEVELOPMENT CANADATitle Senior Counsel SECOND AMENDMENT TO LOAN AGREEMENT - Signature Page DAL 76,790,007V5 SCHEDULE A TO LOAN AND SECURITY AGREEMENT Reference is made to that certain Amended and Restated Loan and Security Agreement (as amended, supplemented or otherwise modified, the “Loan Agreement”), dated November 19, 2007, by and between CapitalSource Bank, as Lender, JRAS, LLC, as Borrower, and Xxxxx Xxxxxxx, Perimeter Investment Solutions, LLC, JJG, LLC, Southern Crescent Finance, LLC, JRAS of South Carolina, LLC, JRAS of Tennessee, LLC, JRAS of Florida, LLC, and JRAS of Alabama, LLC, each as a Lender By: /s/ Xxxxxxx Xxxxx Name: Xxxxxxx Xxxxx Title: Asset Manager CONSENT AND AGREEMENT Each of guarantor. All references to Section numbers herein refer to Sections in the undersigned hereby (i) consents Loan Agreement. Terms used and not otherwise defined herein shall have the meaning given to such terms in the provisions of this Amendment and the transactions contemplated herein, (ii) ratifies and confirms the Guaranty dated as of November 3, 2011 made by it for the benefit of Administrative Agent and Lenders executed pursuant to the Credit Agreement and the other Loan Documents, (iii) agrees that all of its respective obligations and covenants thereunder shall remain unimpaired by the execution and delivery of this Amendment and the other documents and instruments executed in connection herewith and (iv) agrees that such Guaranty and such other Loan Documents shall remain in full force and effect. COMPASS MANUFACTURING, L.L.C. GREAT PLAINS OILFIELD RENTAL, L.L.C. XXXXXX TRUCKING COMPANY, L.L.C. KEYSTONE ROCK & EXCAVATION, L.L.C. MID-STATES OILFIELD MACHINE LLC NOMAC DRILLING, L.L.C. NOMAC SERVICES, L.L.C. f/k/a CHK DIRECTIONAL DRILLING, L.L.C. OILFIELD TRUCKING SOLUTIONS, L.L.C. PERFORMANCE TECHNOLOGIES, L.L.C. PTL PROP SOLUTIONS, L.L.C. THUNDER OILFIELD SERVICES, L.L.C. By: /s/ Xxxxxxxx X. Xxxxxxx Xxxxxxxx X. Xxxxxxx Senior Vice President, Treasurer and Corporate SecretaryAgreement.

Counterparts; Fax. This Amendment may be separately executed in counterparts and by the different parties hereto in separate counterparts, each of which when so executed shall be deemed to constitute one and the same Amendment. This Amendment and the other Amendment Documents may be validly executed by facsimile or other electronic transmission. THIS AMENDMENT AND THE OTHER LOAN DOCUMENTS REPRESENT THE FINAL AGREEMENT BETWEEN THE PARTIES AND MAY NOT BE CONTRADICTED BY EVIDENCE OF PRIOR, CONTEMPORANEOUS, OR SUBSEQUENT ORAL AGREEMENTS OF THE PARTIES. THERE ARE NO UNWRITTEN ORAL AGREEMENTS OF THE PARTIES. [The remainder of this page has been intentionally left blank.] IN WITNESS WHEREOF, the parties hereto have caused this Amendment is to be duly executed and delivered by their proper and duly authorized officers as of the date day and year first above written. CHESAPEAKE OILFIELD MLP OPERATING, L.L.C. By: /s/ Xxxxxxxx X. Xxxxxxx Xxxxxxxx X. Xxxxxxx Senior Vice PresidentPresident and Treasurer CHESAPEAKE MIDSTREAM PARTNERS, Treasurer and Corporate Secretary BANK OF AMERICAL.P., N.A.a Delaware limited partnership By: Chesapeake Midstream GP, L.L.C., its sole general partner By: /s/ Xxxxx X. Xxxxxx Xxxxx X. Xxxxxx Chief Financial Officer XXXXX FARGO BANK, NATIONAL ASSOCIATION, as Administrative Agent Agent, as Swing Line Lender, as an Issuing Lender and as a Lender By: /s/ XxXxxxx X. Xxxxx Xxxx Xxxxxxxxxx Name: XxXxxxx X. Xxxxx Xxxx Xxxxxxxxxx Title: Agency Management Officer Vice President THE ROYAL BANK OF AMERICA, N.A.SCOTLAND plc, as Administrative Agent a Lender By: /s/ Xxxxxx X. XxXxxx Xxxxxx Name: Xxxxxx X. XxXxxx Xxxxxx Title: Managing Authorised Signatory [FIRST AMENDMENT TO CMP A & R CREDIT AGREEMENT] BANK OF MONTREAL, as a Lender By: /s/ Xxxxx Xxxxx Name: Xxxxx Xxxxx Title: Director COMPASS BANK, as a Lender By: /s/ Xxx Xxxxx Name: Xxx Xxxxx Title: Vice President THE BANK OF NOVA SCOTIA, as a Lender By: /s/ Xxxx Xxxxxxx Name: Xxxx Xxxxxxx Title: Director [SIGNATURE PAGE TO FIRST AMENDMENT TO CMP A & R CREDIT AGREEMENT] BANK OF AMERICA, N.A., as a Lender, an L/C Issuer and Swing Line Lender By: /s/ Xxxxxx X. XxXxxx Name: Xxxxxx X. XxXxxx Title: Managing Director CITIBANK, N.A., as a Lender By: /s/ Xxxx Xxxxxxx Name: Xxxx Xxxxxxx Title: Vice President SUNTRUST BANK, as a Lender By: /s/ Xxxxxxx X. Xxxxxxxx Name: Xxxxxxx X. Xxxxxxxx Title: Vice President CREDIT AGRICOLE CORPORATE AND INVESTMENT BANK, as a Lender and an L/C Issuer By: /s/ Xxxxx Xxxxxxxxxx Name: Xxxxx Xxxxxxxxxx Title: Managing Director By: /s/ Xxxxxxx Xxxxx Name: Xxxxxxx Xxxxx Title: Managing Director XXXXX FARGO BANK, NATIONAL ASSOCIATION, as a Lender By: /s/ Xxxx Xxxxxxxxxx Name: Xxxx Xxxxxxxxxx Title: Vice President BARCLAYS BANK PLC, as a Lender By: /s/ Xxxxxxxx X. Kona Name: Xxxxxxxx X. Kona Title: Assistant Vice President [SIGNATURE PAGE TO FIRST AMENDMENT TO CMP A & R CREDIT SUISSE AGAGREEMENT] CITIBANK, N.A., as a Lender By: /s/ Xxxx Xxxxxxx Name: Xxxx Xxxxxxx Title: Vice President DNB BANK ASA, GRAND CAYMAN ISLANDS BRANCH, as a Lender By: /s/ Xxxxxx Xxxx Xxxxx Name: Xxxxxx Xxxx Xxxxx Title: Director Senior Vice President By: /s/ Xxxxxxx Xxxxxxx Xxxxxx X. Xxxxxxxxxx Name: Xxxxxxx Xxxxxxx Xxxxxx X. Xxxxxxxxxx Title: Associate Senior Vice President XXXXXXX XXXXX BANK USA, as a Lender By: /s/ Xxxxxxxx Xxxxxxx Xxxxxx Xxxxxxxxxxx Name: Xxxxxxxx Xxxxxxx Xxxxxx Xxxxxxxxxxx Title: Authorized Signatory CAPITAL ONEXXXXXX XXXXXXX BANK, N.A., as a Lender By: /s/ Xxx Xxxxxxxx Xxxxxx Name: Xxx Xxxxxxxx Xxxxxx Title: Senior Vice President XXXXXX XXXXXXX SENIOR FUNDING, INC., as a Lender By: /s/ Xxxxx Xxxxxx Name: Xxxxx Xxxxxx Title: Vice President Authorized Signatory [SIGNATURE PAGE TO FIRST AMENDMENT TO CMP A & R CREDIT AGREEMENT] UBS LOAN FINANCE, LLC, as a Lender By: /s/ Xxxx X. Xxxx Name: Xxxx X. Xxxx Title: Associate Director By: /s/ Xxxx X. Xxxxx Name: Xxxx X. Xxxxx Title: Associate Director By: /s/ Xxxxxxx Xxxxxxxxx Name: Xxxxxxx Xxxxxxxxx Title: Associate Director CREDIT SUISSE AG, CAYMAN ISLANDS BRANCH, as a Lender By: /s/ Nuour Kumar Name: Nuour Kumar Title: Vice President By: /s/ Xxxxx Xxxxxx Name: Xxxxx Xxxxxx Title: Associate COMERICA BANK, as a Lender By: /s/ Xxxx X. Xxxxxxx Name: Xxxx X. Xxxxxxx Title: Assistant Vice President DEUTSCHE BANK TRUST COMPANY AMERICAS, as a Lender By: /s/ Xxxxxx X. Xxxxxxxxxx Name: Xxxxxx X. Xxxxxxxxxx Title: Director By: /s/ Xxxx Xxxxxxxxx Name: Xxxx Xxxxxxxxx Title: Director EXPORT DEVELOPMENT CANADA, as a Lender By: /s/ Xxxxxxx Xxxxxx Xxxxxxxxxx Name: Xxxxxx Xxxxxxxxxx Title: Senior Financing Manager By: /s/ Christiane Debilly Name: Christiane Debilly Title: Financing Manager SUMITOMO MITSUI BANKING CORP., NEW YORK, as a Lender By: /s/ Xxxxxxxx Xxxxxxxx Name: Xxxxxxxx Xxxxxxxx Title: Managing Director [SIGNATURE PAGE TO FIRST AMENDMENT TO CMP A & R CREDIT AGREEMENT] U.S. BANK NATIONAL ASSOCIATION, as a Lender By: /s/ Xxxxx X. Xxxxxxxxx Name: Xxxxx X. Xxxxxxxxx Title: Vice President [SIGNATURE PAGE TO FIRST AMENDMENT TO CMP A & R CREDIT AGREEMENT] TORONTO DOMINION (NEW YORK) LLC, as a Lender By: /s/ Xxxx Xxxxx Name: Xxxxxxx Xxxx Xxxxx Title: Asset Manager Authorized Signatory [SIGNATURE PAGE TO FIRST AMENDMENT TO CMP A & R CREDIT AGREEMENT] First Amendment CONSENT AND AGREEMENT Each of the undersigned (in their individual capacity, each a “Guarantor”), hereby (i) consents to the provisions of this Amendment and the transactions contemplated herein, (ii) ratifies and confirms the Amended and Restated Guaranty dated as of November 3June 10, 2011 made by it for the benefit of Administrative Agent and Lenders executed pursuant to the Credit Agreement and the other Loan Documents, (iii) agrees that all of its respective obligations and covenants thereunder shall remain unimpaired by the execution and delivery of this Amendment and the other documents and instruments executed in connection herewith and (iv) agrees that such the Amended and Restated Guaranty and such other Loan Documents shall remain in full force and effect. COMPASS MANUFACTURINGCHESAPEAKE MIDSTREAM PARTNERS, L.P., a Delaware limited partnership By: Chesapeake Midstream GP, L.L.C., its sole general partner By: /s/ Xxxxx X. Xxxxxx Xxxxx X. Xxxxxx Chief Financial Officer BLUESTEM GAS SERVICES, L.L.C. GREAT PLAINS OILFIELD RENTALCHESAPEAKE MIDSTREAM GAS SERVICES, L.L.C. OKLAHOMA MIDSTREAM GAS SERVICES, L.L.C. MAGNOLIA MIDSTREAM GAS SERVICES, L.L.C. XXXXXX TRUCKING COMPANY, L.L.C. KEYSTONE ROCK & EXCAVATION, L.L.C. MID-STATES OILFIELD MACHINE LLC NOMAC DRILLING, L.L.C. NOMAC MIDSTREAM GAS SERVICES, L.L.C. f/k/a CHK DIRECTIONAL DRILLING, L.L.C. OILFIELD TRUCKING SOLUTIONS, L.L.C. PERFORMANCE TECHNOLOGIES, L.L.C. PTL PROP SOLUTIONS, L.L.C. THUNDER OILFIELD TEXAS MIDSTREAM GAS SERVICES, L.L.C. By: Chesapeake Midstream Operating, L.L.C., sole manager By: /s/ Xxxxxxxx Xxxxx X. Xxxxxxx Xxxxxxxx Xxxxxx Xxxxx X. Xxxxxxx Senior Vice President, Treasurer and Corporate SecretaryXxxxxx Chief Financial Officer

Counterparts; Fax. This Amendment may be separately executed in counterparts and by the different parties hereto in separate counterparts, each of which when so executed shall be deemed to constitute one and the same Amendment. This Amendment may be validly executed by facsimile or other electronic transmission. THIS AMENDMENT AND THE OTHER LOAN DOCUMENTS REPRESENT THE FINAL AGREEMENT BETWEEN THE PARTIES AND MAY NOT BE CONTRADICTED BY EVIDENCE OF PRIOR, CONTEMPORANEOUS, OR SUBSEQUENT ORAL AGREEMENTS OF THE PARTIES. THERE ARE NO UNWRITTEN ORAL AGREEMENTS OF THE PARTIES. [The remainder of this past is left blank intentionally.] IN WITNESS WHEREOF, this Amendment is executed as of the date first above written. CHESAPEAKE OILFIELD OPERATINGCENTURY EXPLORATION NEW ORLEANS, L.L.C. INC., Borrower By: /s/ Xxxxxxxx Xxxx X. Xxxxxxx Xxxxxxxx Xxxxxxxxx Name: Xxxx X. Xxxxxxx Senior Vice PresidentXxxxxxxxx Title: CFO CENTURY EXPLORATION HOUSTON, Treasurer and Corporate Secretary BANK OF AMERICAINC., Borrower By: /s/ Xxxx X. Xxxxxxxxx Name: Xxxx X. Xxxxxxxxx Title: CFO [THIRD AMENDMENT TO THIRD AMENDED AND RESTATED CREDIT AGREEMENT - SIGNATURE PAGE] UNION BANK, N.A., as Administrative Agent By: /s/ XxXxxxx X. Xxxxx Name: XxXxxxx X. Xxxxx Title: Agency Management Officer BANK OF AMERICA, N.A., as Administrative Agent By: /s/ Xxxxxx X. XxXxxx Name: Xxxxxx X. XxXxxx Title: Managing Director BANK OF AMERICA, N.A., as a Lender, an L/C Issuer and Swing Line Lender By: /s/ Xxxxxx X. XxXxxx Xxxxxxxxx Name: Xxxxxx X. XxXxxx Xxxxxxxxx Title: Managing Director CITIBANKSenior Vice President [THIRD AMENDMENT TO THIRD AMENDED AND RESTATED CREDIT AGREEMENT - SIGNATURE PAGE] CAPITAL ONE, N.A.NATIONAL ASSOCIATION, as a Lender By: /s/ Xxxx Xxxxxxx Xxxxxxxxx Name: Xxxx Xxxxxxx Xxxxxxxxx Title: Senior Vice President SUNTRUST [THIRD AMENDMENT TO THIRD AMENDED AND RESTATED CREDIT AGREEMENT - SIGNATURE PAGE] REGIONS BANK, as a Lender By: /s/ Xxxxxxx X. Xxxxxxxx Xxxxxxx Name: Xxxxxxx X. Xxxxxxxx Title: Vice President CREDIT AGRICOLE CORPORATE AND INVESTMENT BANK, as a Lender and an L/C Issuer By: /s/ Xxxxx Xxxxxxxxxx Name: Xxxxx Xxxxxxxxxx Title: Managing Director By: /s/ Xxxxxxx Xxxxx Name: Xxxxxxx Xxxxx Title: Managing Director XXXXX FARGO BANK, NATIONAL ASSOCIATION, as a Lender By: /s/ Xxxx Xxxxxxxxxx Name: Xxxx Xxxxxxxxxx Title: Vice President BARCLAYS BANK PLC, as a Lender By: /s/ Xxxxxxxx X. Kona Name: Xxxxxxxx X. Kona Title: Assistant Vice President CREDIT SUISSE AG, CAYMAN ISLANDS BRANCH, as a Lender By: /s/ Xxxxxx Xxxx Name: Xxxxxx Xxxx Title: Director By: /s/ Xxxxxxx Xxxxxxx Name: Xxxxxxx Xxxxxxx Title: Associate XXXXXXX XXXXX BANK USA, as a Lender By: /s/ Xxxxxxxx Xxxxxxx Name: Xxxxxxxx Xxxxxxx Title: Authorized Signatory CAPITAL ONE, N.A., as a Lender By: /s/ Xxx Xxxxxx Name: Xxx Xxxxxx Title: Senior Vice President XXXXXX XXXXXXX SENIOR FUNDING[THIRD AMENDMENT TO THIRD AMENDED AND RESTATED CREDIT AGREEMENT - SIGNATURE PAGE] BNP PARIBAS, INC., as a Lender By: /s/ Xxxxx Xxxxxx Name: Xxxxx Xxxxxx Title: Director By: /s/ Xxxxxxxx Xxxxxxx Name: Xxxxxxxx Xxxxxxx Title: Vice President UBS LOAN FINANCE[THIRD AMENDMENT TO THIRD AMENDED AND RESTATED CREDIT AGREEMENT - SIGNATURE PAGE] [THIRD AMENDMENT] CONSENT AND AGREEMENT The undersigned hereby (i) consents to the provisions of this Amendment and the transactions contemplated herein, LLC(ii) ratifies and confirms the Second Amended and Restated Guaranty dated as of September 4, as a Lender 2009 (the “Guaranty”) made by it for the benefit of Administrative Agent and Lenders, which Guaranty was executed pursuant to the Credit Agreement and the other Loan Documents, (iii) agrees that all of its respective obligations and covenants under the Guaranty shall remain unimpaired by the execution and delivery of this Amendment and the other documents and instruments executed in connection herewith, and (iv) agrees that the Guaranty and such other Loan Documents shall remain in full force and effect. RAAM GLOBAL ENERGY COMPANY By: /s/ Xxxx X. Xxxx Xxxxxxxxx Name: Xxxx X. Xxxx Xxxxxxxxx Title: Associate Director By: /s/ Xxxx X. Xxxxx Name: Xxxx X. Xxxxx Title: Associate Director EXPORT DEVELOPMENT CANADA, as a Lender By: /s/ Xxxxxxx Xxxxx Name: Xxxxxxx Xxxxx Title: Asset Manager CFO [THIRD AMENDMENT TO THIRD AMENDED AND RESTATED CREDIT AGREEMENT - CONSENT AND AGREEMENT] [THIRD AMENDMENT] CONSENT AND AGREEMENT Each of the undersigned hereby (i) consents to the provisions of this Amendment and the transactions contemplated herein, (ii) ratifies and confirms the First Amended and Restated Guaranty dated as of November 3September 4, 2011 2009 (the “Guaranty”) made by it for the benefit of Administrative Agent and Lenders Lenders, which Guaranty was executed pursuant to the Credit Agreement and the other Loan Documents, (iii) agrees that all of its respective obligations and covenants thereunder under the Guaranty shall remain unimpaired by the execution and delivery of this Amendment and the other documents and instruments executed in connection herewith herewith, and (iv) agrees that such the Guaranty and such other Loan Documents shall remain in full force and effect. COMPASS MANUFACTURINGSITA ENERGY, L.L.C. GREAT PLAINS OILFIELD RENTAL, L.L.C. XXXXXX TRUCKING COMPANY, L.L.C. KEYSTONE ROCK & EXCAVATION, L.L.C. MID-STATES OILFIELD MACHINE LLC NOMAC DRILLING, L.L.C. NOMAC SERVICES, L.L.C. f/k/a CHK DIRECTIONAL DRILLING, L.L.C. OILFIELD TRUCKING SOLUTIONS, L.L.C. PERFORMANCE TECHNOLOGIES, L.L.C. PTL PROP SOLUTIONS, L.L.C. THUNDER OILFIELD SERVICES, L.L.C. By: /s/ Xxxxxxxx Xxxx X. Xxxxxxx Xxxxxxxx Xxxxxxxxx Name: Xxxx X. Xxxxxxx Senior Vice PresidentXxxxxxxxx Title: CFO CENTURY EXPLORATION RESOURCES, Treasurer and Corporate SecretaryINC. By: /s/ Xxxx X. Xxxxxxxxx Name: Xxxx X. Xxxxxxxxx Title: CFO WINDSTAR ENERGY, LLC By: /s/ Xxxx X. Xxxxxxxxx Name: Xxxx X. Xxxxxxxxx Title: CFO [THIRD AMENDMENT TO THIRD AMENDED AND RESTATED CREDIT AGREEMENT - CONSENT AND AGREEMENT] BUSINESS SUBSIDIARIES DISCLOSURE SCHEDULE 5.14 TO THE THIRD AMENDED AND RESTATED CREDIT AGREEMENT AMONG CENTURY EXPLORATION NEW ORLEANS, INC. CENTURY EXPLORATION HOUSTON, INC. (as “Borrowers”) AND UNION BANK, N.A. (as “Administrative Agent”)

Counterparts; Fax. This Amendment may be separately executed in counterparts and by the different parties hereto in separate counterparts, each of which when so executed shall be deemed to constitute one and the same Amendment. This Amendment may be validly executed by facsimile or other electronic transmission. THIS AMENDMENT, THE OTHER AMENDMENT DOCUMENTS AND THE OTHER LOAN DOCUMENTS REPRESENT THE FINAL AGREEMENT BETWEEN THE PARTIES AND MAY NOT BE CONTRADICTED BY EVIDENCE OF PRIOR, CONTEMPORANEOUS, OR SUBSEQUENT ORAL AGREEMENTS OF THE PARTIES. THERE ARE NO UNWRITTEN ORAL AGREEMENTS OF THE PARTIES. [The remainder of this past is left blank intentionally.] [SECOND AMENDMENT TO IN WITNESS WHEREOF, this Amendment is executed as of the date first above written. CHESAPEAKE OILFIELD OPERATINGCENTURY EXPLORATION NEW ORLEANS, L.L.C. LLC, as Borrower By: /s/ Xxxxxxxx Xxxxxxx X. Xxxxxxxxx Xxxxxxx Xxxxxxxx X. Xxxxxxxxx Treasurer CENTURY EXPLORATION HOUSTON, LLC, as Borrower By: /s/ Xxxxxxx Senior Vice PresidentX. Xxxxxxxxx Xxxxxxx X. Xxxxxxxxx Treasurer CENTURY EXPLORATION RESOURCES, LLC, as Borrower By: /s/ Xxxxxxx X. Xxxxxxxxx Xxxxxxx X. Xxxxxxxxx Treasurer and Corporate Secretary BANK OF AMERICA[SECOND AMENDMENT TO FOURTH AMENDED AND RESTATED CREDIT AGREEMENT - SIGNATURE PAGE] UNION BANK, N.A., as Administrative Agent By: /s/ XxXxxxx X. Xxxxx Name: XxXxxxx X. Xxxxx Title: Agency Management Officer BANK OF AMERICA, N.A., as Administrative Agent By: /s/ Xxxxxx X. XxXxxx Name: Xxxxxx X. XxXxxx Title: Managing Director BANK OF AMERICA, N.A., as and a Lender, an L/C Issuer and Swing Line Lender By: /s/ Xxxxxx X. XxXxxx Name: Xxxxxxxxx Xxxxxx X. XxXxxx Title: Managing Director CITIBANKXxxxxxxxx Senior Vice President [SECOND AMENDMENT TO FOURTH AMENDED AND RESTATED CREDIT AGREEMENT - SIGNATURE PAGE] CAPITAL ONE, N.A.NATIONAL ASSOCIATION, as a Lender By: /s/ Xxxx Xxxxxxx Xxxxxx Xxxxx Name: Xxxx Xxxxxxx Xxxxxx Xxxxx Title: Vice President SUNTRUST [SECOND AMENDMENT TO FOURTH AMENDED AND RESTATED CREDIT AGREEMENT - SIGNATURE PAGE] REGIONS BANK, as a Lender By: /s/ Xxxxxxx X. Xxxxxxxx Xxxxxxx Name: Xxxxxxx X. Xxxxxxxx Xxxxxxx Title: Senior Vice President [SECOND AMENDMENT TO FOURTH AMENDED AND RESTATED CREDIT AGRICOLE CORPORATE AND INVESTMENT BANK, as a Lender and an L/C Issuer By: /s/ Xxxxx Xxxxxxxxxx Name: Xxxxx Xxxxxxxxxx Title: Managing Director By: /s/ Xxxxxxx Xxxxx Name: Xxxxxxx Xxxxx Title: Managing Director AGREEMENT - SIGNATURE PAGE] XXXXX FARGO BANK, NATIONAL ASSOCIATION, as a Lender By: /s/ Xxxx Xxxxxxxxxx Name: Xxxx Xxxxxxxxxx Title: Vice President BARCLAYS BANK PLC, as a Lender By: /s/ Xxxxxxxx X. Kona Name: Xxxxxxxx X. Kona Title: Assistant Vice President CREDIT SUISSE AG, CAYMAN ISLANDS BRANCH, as a Lender By: /s/ Xxxxxx Xxxx Name: Xxxxxx Xxxx Title: Director By: /s/ Xxxxxxx Xxxxxxx Name: Xxxxxxx Xxxxxxx Title: Associate XXXXXXX XXXXX BANK USA, as a Lender By: /s/ Xxxxxxxx Xxxxxxx Name: Xxxxxxxx Xxxxxxx Title: Authorized Signatory CAPITAL ONE, N.A., as a Lender By: /s/ Xxx Xxxxxx Xxxxxxx X. Xxxxx Name: Xxx Xxxxxx Xxxxxxx X. Xxxxx Title: Senior Vice President XXXXXX XXXXXXX SENIOR FUNDING, INC.[SECOND AMENDMENT TO FOURTH AMENDED AND RESTATED CREDIT AGREEMENT - SIGNATURE PAGE] NATIXIS, as a Lender By: /s/ Xxxxx Xxxxxx Xxxxxxxxx Name: Xxxxx Xxxxxx Xxxxxxxxx Title: Vice President UBS LOAN FINANCE, LLC, as a Lender By: /s/ Xxxx X. Xxxx Name: Xxxx X. Xxxx Title: Associate Managing Director By: /s/ Xxxx Xxxxxxx X. Xxxxx Name: Xxxx X. Xxxxx Title: Associate Director EXPORT DEVELOPMENT CANADA, as a Lender By: /s/ Xxxxxxx Xxxxx Name: Xxxxxxx Xxxxx X. Xxxxxxx Title: Asset Manager Sr. Managing Director [SECOND AMENDMENT TO FOURTH AMENDED AND RESTATED CREDIT AGREEMENT - SIGNATURE PAGE] [SECOND AMENDMENT] CONSENT AND AGREEMENT Each of the The undersigned hereby (i) consents to the provisions of this Amendment and the transactions contemplated herein, (ii) ratifies and confirms the Third Amended and Restated Guaranty and the Fourth Amended and Restated Security Agreement, each dated as of November 329, 2011 (collectively, the “RAAM Security Documents”) made by it for the benefit of Administrative Agent and Lenders Lenders, which RAAM Security Documents were executed pursuant to the Credit Agreement and the other Loan Documents, (iii) agrees that all of its respective obligations and covenants thereunder under the RAAM Security Documents shall remain unimpaired by the execution and delivery of this Amendment and the other documents and instruments executed in connection herewith herewith, and (iv) agrees that such Guaranty the RAAM Security Documents and such other Loan Documents shall remain in full force and effect. COMPASS MANUFACTURING, L.L.C. GREAT PLAINS OILFIELD RENTAL, L.L.C. XXXXXX TRUCKING COMPANY, L.L.C. KEYSTONE ROCK & EXCAVATION, L.L.C. MID-STATES OILFIELD MACHINE LLC NOMAC DRILLING, L.L.C. NOMAC SERVICES, L.L.C. f/k/a CHK DIRECTIONAL DRILLING, L.L.C. OILFIELD TRUCKING SOLUTIONS, L.L.C. PERFORMANCE TECHNOLOGIES, L.L.C. PTL PROP SOLUTIONS, L.L.C. THUNDER OILFIELD SERVICES, L.L.C. RAAM GLOBAL ENERGY COMPANY By: /s/ Xxxxxxxx Xxxxxxx X. Xxxxxxxxx Xxxxxxx Xxxxxxxx X. Xxxxxxx Senior Vice President, Xxxxxxxxx Treasurer and Corporate Secretary[SECOND AMENDMENT TO

Counterparts; Fax. This Amendment may be separately executed in counterparts and by the different parties hereto in separate counterparts, each of which when so executed shall be deemed to constitute one and the same Amendment. This Amendment and the other Amendment Documents may be validly executed by facsimile or other electronic transmission. THIS AMENDMENT AND THE OTHER LOAN DOCUMENTS REPRESENT THE FINAL AGREEMENT BETWEEN THE PARTIES AND MAY NOT BE CONTRADICTED BY EVIDENCE OF PRIOR, CONTEMPORANEOUS, OR SUBSEQUENT ORAL AGREEMENTS OF THE PARTIES. THERE ARE NO UNWRITTEN ORAL AGREEMENTS OF THE PARTIES. [The remainder of this page has been intentionally left blank.] IN WITNESS WHEREOF, this Amendment is executed as of the date first above written. CHESAPEAKE OILFIELD OPERATINGENERGY CORPORATION CHESAPEAKE EXPLORATION, L.L.C. By: /s/ /S/ XXXXXXXX X. XXXXXXX Xxxxxxxx X. Xxxxxxx Xxxxxxxx X. Xxxxxxx Treasurer and Senior Vice President, Treasurer and Corporate Secretary BANK OF AMERICAPresident [SIGNATURE PAGE TO FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] UNION BANK, N.A., as Administrative Agent By: /s/ XxXxxxx X. Xxxxx Name: XxXxxxx X. Xxxxx Title: Agency Management Officer BANK OF AMERICA, N.A.Agent, as Administrative Agent By: /s/ Xxxxxx X. XxXxxx Name: Xxxxxx X. XxXxxx Title: Managing Director BANK OF AMERICA, N.A.Swing Line Lender, as an Issuing Lender and as a Lender, an L/C Issuer and Swing Line Lender By: /s/ Xxxxxx X. XxXxxx Name: Xxxxxx X. XxXxxx Title: Managing Director CITIBANK/S/ XXXXXXX XXXXX Xxxxxxx Xxxxx Assistant Vice President FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] THE BANK OF TOKYO-MITSUBISHI UFJ, N.A.LTD., as a Lender By: /s/ Xxxx Xxxxxxx /S/ XXXXXX XXXX Name: Xxxxxx Xxxx Xxxxxxx Title: Vice President SUNTRUST Managing Director FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] XXXXX FARGO BANK, NATIONAL ASSOCIATION, as a Co-Syndication Agent, as an Issuing Lender and as a Lender By: /s/ Xxxxxxx X. Xxxxxxxx /S/ XXXX XXXXXXXXXX Name: Xxxxxxx X. Xxxxxxxx Xxxx Xxxxxxxxxx Title: Vice President FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] THE ROYAL BANK OF SCOTLAND plc, as a Co-Syndication Agent, as an Issuing Lender and as a Lender By: /S/ SANJAY RENONG Name: Sanjay Renong Title: Authorized Signatory FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] BNP PARIBAS, as a Co-Syndication Agent, as an Issuing Lender and as a Lender By: /S/ XXXXXXX XXXXXXXXX Name: Xxxxxxx Xxxxxxxxx Title: Director By: /S/ XXXXX XXXXXX Name: Xxxxx Xxxxxx Title: Director FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] CREDIT AGRICOLE CORPORATE AND INVESTMENT BANK, as Documentation Agent, as an Issuing Lender and as a Lender and an L/C Issuer By: /s/ Xxxxx Xxxxxxxxxx /S/ XXXXX XXXXXXXXXX Name: Xxxxx Xxxxxxxxxx Title: Managing Director By: /s/ Xxxxxxx Xxxxx /S/ XXXXXXX X. XXXXXX Name: Xxxxxxx Xxxxx X. Xxxxxx Title: Managing Director FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] BANK OF AMERICA, N.A., as a Lender By: /S/ XXXXXX X. XXXXXX Name: Xxxxxx X. XxXxxx Title: Managing Director FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] CITIBANK, N.A., as a Lender By: /S/ XXXX X. XXXXXX Name: Xxxx X. Xxxxxx Title: Attorney-in-fact [SIGNATURE PAGE TO FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] DEUTSCHE BANK TRUST COMPANY AMERICAS, as a Lender By: /S/ XXXXX FARGO BANKXXXXXX Name: Xxxxx Xxxxxx Title: Director By: /S/ XXXXXXX XXXX Name: Xxxxxxx Xxxx Title: Vice President FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] DNB NOR BANK ASA, NATIONAL ASSOCIATIONas a Lender By: /S/ XXXXXX XXXXX Name: Xxxxxx Xxxxx Title: Senior Vice President By: /S/ XXXXXX XXXXXX Name: Xxxxxx Xxxxxx Title: Senior Vice President FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] XXXXXXX XXXXX BANK USA, as a Lender By: /s/ Xxxx Xxxxxxxxxx XXXX XXXXXXXX Name: Xxxx Xxxxxxxxxx Xxxxxxxx Title: Vice President Authorized Signatory FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] MIZUHO CORPORATE BANK, LTD., as a Lender By: /s/ XXXX MO Name: Xxxx Mo Title: Authorized Signatory FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] NATIXIS, as a Lender By: /s/ LIANA TCHERNYSHEVA Name: Liana Tchernysheva Title: Managing Director By: /s/ XXXXXXX X. XXXXXXX Name: Xxxxxxx X. Xxxxxxx Title: Senior Managing Director FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] THE BANK OF NOVA SCOTIA, as a Lender By: /s/ XXXX XXXXXXX Name: Xxxx Xxxxxxx Title: Director FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] UBS AG, STAMFORD BRANCH, as a Lender By: /s/ XXXX X. XXXXX Name: Xxxx X. Xxxxx Title: Associate Director By: /s/ XXXX X. XXXX Name: Xxxx X. Xxxx Title: Associate Director FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] BARCLAYS BANK PLC, as a Lender By: /s/ Xxxxxxxx X. Kona XXXXX XXXXX Name: Xxxxxxxx X. Kona Xxxxx Xxxxx Title: Assistant Vice President AVP FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] CREDIT SUISSE AG, CAYMAN ISLANDS BRANCH, as a Lender By: /s/ Xxxxxx Xxxx XXX XXXXX Name: Xxxxxx Xxxx Xxx Xxxxx Title: Director By: /s/ Xxxxxxx Xxxxxxx XXXXXXX X. XXXXXXX Name: Xxxxxxx X. Xxxxxxx Title: Associate XXXXXXX XXXXX BANK USAFIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] COMPASS BANK, as a Lender By: /s/ Xxxxxxxx Xxxxxxx XXXXXXXX X. XXXXX Name: Xxxxxxxx Xxxxxxx Title: Authorized Signatory CAPITAL ONE, N.A., as a Lender By: /s/ Xxx Xxxxxx Name: Xxx Xxxxxx X. Xxxxx Title: Senior Vice President XXXXXX XXXXXXX SENIOR FUNDING, INC., as a Lender By: /s/ Xxxxx Xxxxxx Name: Xxxxx Xxxxxx Title: Vice President UBS LOAN FINANCE, FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] TORONTO DOMINION (NEW YORK) LLC, as a Lender By: /s/ /S/ XXXX XXXXX Name: Xxxx Xxxxx Title: Authorized Signatory FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] COMERICA BANK, as a Lender By: /S/ XXXX X. Xxxx XXXXXXX Name: Xxxx X. Xxxx Xxxxxxx Title: Associate Director Assistant Vice President FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] SUNTRUST BANK, as a Lender By: /s/ Xxxx X. Xxxxx /S/ XXXX XXXXX Name: Xxxx X. Xxxxx Title: Associate Director FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] EXPORT DEVELOPMENT CANADA, as a Lender By: /s/ Xxxxxxx Xxxxx /S/ XXXXXXX XXXXX Name: Xxxxxxx Xxxxx Title: Asset Manager By: /S/ XXXXXX XXXXXXXX Name: Xxxxxx Xxxxxxxx Title: Asset Manager FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] BANK OF SCOTLAND plc, as a Lender By: /S/ XXXXX X. XXXXXXXX Name: Xxxxx X. Xxxxxxxx Title: Assistant Vice President FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] MACQUARIE BANK, LTD., as a Lender By: /S/ YOVEN MOOROOVEN Name: Yoven Moorooven Title: Division Director By: /S/ XXXX XXXXXX Name: Xxxx Xxxxxx Title: Associate Director Legal Risk Management FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] NOMURA INTERNATIONAL PLC., as a Lender By: /S/ XXXX X. XXXXX Name: Xxxx X. Xxxxx Title: Managing Director FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] SUMITOMO MITSUI BANKING CORPORATION, as a Lender By: /S/ XXXXXXX XXXXXX Name: Xxxxxxx Xxxxxx Title: Joint General Manager FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] PNC BANK, N.A., as a Lender By: /S/ XXXXXXXX XXXXXX Name: Xxxxxxxx Xxxxxx Title: Officer FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] MIDFIRST BANK, as a Lender By: /S/ XXXXX X. XXXXXXX Name: Xxxxx X. Xxxxxxx Title: Senior Vice President FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] CONSENT AND AGREEMENT Each By its execution below, each of the undersigned hereby (i) consents to the provisions of this Amendment and the transactions contemplated herein, (ii) ratifies and confirms the Guaranty Sixth Amended and Restated Guarantee Agreement dated as of November 3December 2, 2011 2010 made by it for the benefit of Administrative Agent and Lenders (as modified by certain Assumption Agreements, if any) and the other Loan Documents executed pursuant to the Credit Agreement and (or any prior amendment or supplement to the other Loan DocumentsCredit Agreement), (iii) agrees that all of its respective obligations and covenants thereunder shall remain unimpaired by the execution and delivery of this Amendment and the other documents and instruments executed in connection herewith herewith, and (iv) agrees that such Guaranty the Sixth Amended and Restated Guarantee Agreement and such other Loan Documents shall remain in full force and effect. CHESAPEAKE ENERGY CORPORATION CHESAPEAKE ENERGY LOUISIANA CORPORATION CHESAPEAKE ENERGY MARKETING, INC. CHESAPEAKE E&P HOLDING CORPORATION CHESAPEAKE OPERATING, INC., on behalf of itself and, as general partner of CHESAPEAKE LOUISIANA, L.P. CHK HOLDINGS CORPORATION DIAMOND Y ENTERPRISE, INCORPORATED XXXX X. XXXX & SON, INC. LA LAND ACQUISITION CORPORATION CHESAPEAKE AEZ EXPLORATION, L.L.C. CHESAPEAKE APPALACHIA, L.L.C. CHESAPEAKE-XXXXXXXX ACQUISITION, L.L.C. CHESAPEAKE LAND DEVELOPMENT COMPANY, L.L.C. CHESAPEAKE PLAZA, L.L.C. CHESAPEAKE ROYALTY, L.L.C. CHESAPEAKE VRT, L.L.C. COMPASS MANUFACTURING, L.L.C. EMLP, L.L.C., on behalf of itself and as general partner of EMPRESS LOUISIANA PROPERTIES, L.P. [SIGNATURE PAGE TO FIRST AMENDMENT TO CREDIT AGREEMENT CONSENT AND AGREEMENT] EMPRESS, L.L.C. GOTHIC PRODUCTION, L.L.C. GREAT PLAINS OILFIELD RENTAL, L.L.C. HAWG HAULING & DISPOSAL, LLC XXXXXX TRUCKING COMPANY, L.L.C. KEYSTONE ROCK & EXCAVATIONMC LOUISIANA MINERALS, L.L.C. MID-STATES OILFIELD MACHINE LLC MC MINERAL COMPANY, L.L.C. MIDCON COMPRESSION, L.L.C. MKR HOLDINGS, L.L.C. NOMAC DRILLING, L.L.C. NOMAC SERVICES, L.L.C. f/k/a CHK DIRECTIONAL DRILLING, L.L.C. OILFIELD TRUCKING SOLUTIONSNORTHERN MICHIGAN EXPLORATION COMPANY, L.L.C. PERFORMANCE TECHNOLOGIES, L.L.C. PTL PROP SOLUTIONSVENTURA REFINING AND TRANSMISSION, L.L.C. THUNDER OILFIELD SERVICESLLC WINTER MOON ENERGY COMPANY, L.L.C. By: /s/ XXXXXXXX X. XXXXXXX Xxxxxxxx X. Xxxxxxx Xxxxxxxx X. Xxxxxxx Senior Vice PresidentXxxxxxx, Treasurer and Corporate SecretarySenior Vice President of the entities listed above [SIGNATURE PAGE TO FIRST AMENDMENT TO CREDIT AGREEMENT

Counterparts; Fax. This Amendment may be separately executed in counterparts and by the different parties hereto in separate counterparts, each of which when so executed shall be deemed to constitute one and the same Amendment. This Amendment may be validly executed by facsimile or other electronic transmission. THIS AMENDMENT, THE OTHER AMENDMENT DOCUMENTS AND THE OTHER LOAN DOCUMENTS REPRESENT THE FINAL AGREEMENT BETWEEN FOURTH AMENDED AND RESTATED CREDIT AGREEMENT] THE PARTIES AND MAY NOT BE CONTRADICTED BY EVIDENCE OF PRIOR, CONTEMPORANEOUS, OR SUBSEQUENT ORAL AGREEMENTS OF THE PARTIES. THERE ARE NO UNWRITTEN ORAL AGREEMENTS OF THE PARTIES. [The remainder of this past is left blank intentionally.] FOURTH AMENDED AND RESTATED CREDIT AGREEMENT] IN WITNESS WHEREOF, this Amendment is executed as of the date first above written. CHESAPEAKE OILFIELD OPERATINGCENTURY EXPLORATION NEW ORLEANS, L.L.C. LLC, as Borrower By: /s/ Xxxxxxxx X. Xxxxxxx Xxxxxxxx X. Xxxxxxx Senior Vice PresidentXxxx Xxxxxxxxx Name: Xxxx Xxxxxxxxx Title: Treasurer CENTURY EXPLORATION HOUSTON, LLC, as Borrower By: /s/ Xxxx Xxxxxxxxx Name: Xxxx Xxxxxxxxx Title: Treasurer and Corporate Secretary BANK OF AMERICACENTURY EXPLORATION RESOURCES, LLC, as Borrower By: /s/ Xxxx Xxxxxxxxx Name: Xxxx Xxxxxxxxx Title: Treasurer [FIRST AMENDMENT TO FOURTH AMENDED AND RESTATED CREDIT AGREEMENT - SIGNATURE PAGE] UNION BANK, N.A., as Administrative Agent By: /s/ XxXxxxx X. Xxxxx Name: XxXxxxx X. Xxxxx Title: Agency Management Officer BANK OF AMERICA, N.A., as Administrative Agent By: /s/ Xxxxxx X. XxXxxx Name: Xxxxxx X. XxXxxx Title: Managing Director BANK OF AMERICA, N.A., as and a Lender, an L/C Issuer and Swing Line Lender By: /s/ Xxxxxx X. XxXxxx Xxxxxxxxx Name: Xxxxxx X. XxXxxx Xxxxxxxxx Title: Managing Director CITIBANKSenior Vice President [FIRST AMENDMENT TO FOURTH AMENDED AND RESTATED CREDIT AGREEMENT - SIGNATURE PAGE] CAPITAL ONE, N.A.NATIONAL ASSOCIATION, as a Lender By: /s/ Xxxx Xxxxxxx Xxxxx X. Xxxxx Name: Xxxx Xxxxxxx Xxxxx X. Xxxxx Title: Senior Vice President SUNTRUST [FIRST AMENDMENT TO FOURTH AMENDED AND RESTATED CREDIT AGREEMENT - SIGNATURE PAGE] REGIONS BANK, as a Lender By: /s/ Xxxxxxx X. Xxxxxxxx Xxxxxxx Name: Xxxxxxx X. Xxxxxxxx Title: Vice President CREDIT AGRICOLE CORPORATE AND INVESTMENT BANK, as a Lender and an L/C Issuer By: /s/ Xxxxx Xxxxxxxxxx Name: Xxxxx Xxxxxxxxxx Title: Managing Director By: /s/ Xxxxxxx Xxxxx Name: Xxxxxxx Xxxxx Title: Managing Director XXXXX FARGO BANK, NATIONAL ASSOCIATION, as a Lender By: /s/ Xxxx Xxxxxxxxxx Name: Xxxx Xxxxxxxxxx Title: Vice President BARCLAYS BANK PLC, as a Lender By: /s/ Xxxxxxxx X. Kona Name: Xxxxxxxx X. Kona Title: Assistant Vice President CREDIT SUISSE AG, CAYMAN ISLANDS BRANCH, as a Lender By: /s/ Xxxxxx Xxxx Name: Xxxxxx Xxxx Title: Director By: /s/ Xxxxxxx Xxxxxxx Name: Xxxxxxx Xxxxxxx Title: Associate XXXXXXX XXXXX BANK USA, as a Lender By: /s/ Xxxxxxxx Xxxxxxx Name: Xxxxxxxx Xxxxxxx Title: Authorized Signatory CAPITAL ONE, N.A., as a Lender By: /s/ Xxx Xxxxxx Name: Xxx Xxxxxx Title: Senior Vice President XXXXXX XXXXXXX SENIOR FUNDING, INC.[FIRST AMENDMENT TO FOURTH AMENDED AND RESTATED CREDIT AGREEMENT - SIGNATURE PAGE] BNP PARIBAS, as a Lender By: /s/ Xxxxx Xxxxxx Name: Xxxxx Xxxxxx Title: Vice President UBS LOAN FINANCE, LLCDirector By: /s/ Xxxxx Xxxxxx Name: Xxxxx Xxxxxx Title: Director [FIRST AMENDMENT TO FOURTH AMENDED AND RESTATED CREDIT AGREEMENT - SIGNATURE PAGE] NATIXIS, as a Lender By: /s/ Xxxx X. Xxxx Liana Tchernysheva Name: Xxxx X. Xxxx Liana Tchernysheva Title: Associate Managing Director By: /s/ Xxxxx X. Xxxxxxx, III Name: Xxxxx X. Xxxxxxx, III Title: Managing Director [FIRST AMENDMENT TO FOURTH AMENDED AND RESTATED CREDIT AGREEMENT - SIGNATURE PAGE] [FIRST AMENDMENT] CONSENT AND AGREEMENT The undersigned hereby (i) consents to the provisions of this Amendment and the transactions contemplated herein, (ii) ratifies and confirms the Third Amended and Restated Guaranty dated as of November 29, 2011 (the “Guaranty”) made by it for the benefit of Administrative Agent and Lenders, which Guaranty was executed pursuant to the Credit Agreement and the other Loan Documents, (iii) agrees that all of its respective obligations and covenants under the Guaranty shall remain unimpaired by the execution and delivery of this Amendment and the other documents and instruments executed in connection herewith, and (iv) agrees that the Guaranty and such other Loan Documents shall remain in full force and effect. RAAM GLOBAL ENERGY COMPANY By: /s/ Xxxx X. Xxxxx Xxxxxxxxx Name: Xxxx X. Xxxxx Xxxxxxxxx Title: Associate Director EXPORT DEVELOPMENT CANADA, as a Lender By: /s/ Xxxxxxx Xxxxx Name: Xxxxxxx Xxxxx Title: Asset Manager Treasurer [FIRST AMENDMENT TO FOURTH AMENDED AND RESTATED CREDIT AGREEMENT – CONSENT AND AGREEMENT] [FIRST AMENDMENT] CONSENT AND AGREEMENT Each of the undersigned hereby (i) consents to the provisions of this Amendment and the transactions contemplated herein, (ii) ratifies and confirms the Second Amended and Restated Guaranty dated as of November 329, 2011 (the “Guaranty”) made by it for the benefit of Administrative Agent and Lenders Lenders, which Guaranty was executed pursuant to the Credit Agreement and the other Loan Documents, (iii) agrees that all of its respective obligations and covenants thereunder under the Guaranty shall remain unimpaired by the execution and delivery of this Amendment and the other documents and instruments executed in connection herewith herewith, and (iv) agrees that such the Guaranty and such other Loan Documents shall remain in full force and effect. COMPASS MANUFACTURINGSITA ENERGY, L.L.C. GREAT PLAINS OILFIELD RENTAL, L.L.C. XXXXXX TRUCKING COMPANY, L.L.C. KEYSTONE ROCK & EXCAVATION, L.L.C. MID-STATES OILFIELD MACHINE LLC NOMAC DRILLING, L.L.C. NOMAC SERVICES, L.L.C. f/k/a CHK DIRECTIONAL DRILLING, L.L.C. OILFIELD TRUCKING SOLUTIONS, L.L.C. PERFORMANCE TECHNOLOGIES, L.L.C. PTL PROP SOLUTIONS, L.L.C. THUNDER OILFIELD SERVICES, L.L.C. By: /s/ Xxxxxxxx Xxxxxx X. Xxxxxxx Xxxxxxxx Xxxxxx Name: Xxxxxx X. Xxxxxxx Senior Vice PresidentXxxxxx Title: Sole Manager WINDSTAR ENERGY, Treasurer and Corporate SecretaryLLC By: /s/ Xxxxxx X. Xxxxxx Name: Xxxxxx X. Xxxxxx Title: Sole Manager