DRAWWORKS. One (1) ▇▇▇▇▇▇ LTO-550 Single Drum CARRIER: ▇▇▇▇▇▇ LTO-550 Self Propelled ENGINE: One (1) Detroit Series 60 MAST: One (1) Premco 112’, 300,000# Static Hook Load Mast w/(6) Sheave Crown and Racking Board, SUBSTRUCTURE: One (1) 10’H Box Type Substucture w/ Mud Boat Ramp 5’H x 30’L V-Door, Stairs & Safety Rails MUD PUMPS: Two (2) ▇▇▇▇▇▇▇-Denver PZ-8 Triplex ENGINES: Two (2) (New) Detroit Series 60 GENERATORS: One (2) Detroit Series 60 Diesel Engines w/Marathon 350KW BLOCK / HOOK: One (1) ▇▇▇▇▇▇▇▇▇ 150-Ton ROTARY TABLE: One (1) ▇▇▇▇▇▇ 27-1/2” Rotary Table w/Master Bushing, SWIVEL: One (1) ▇▇▇▇▇▇▇-Denver SW-200 200-Ton BOP RAMS: One (1) ▇▇▇▇▇▇▇▇ 11’ 3000 PSI Double BOP ANNULAR: One (1) ▇▇▇▇▇▇▇▇ 11” 3,000 PSI CHOKE MANIFOLD: 3,000 PSI MUD PITS: (New) 800 BBL SHALE SHAKER: (New) ▇▇▇▇▇▇▇ Linear Motion Shaker DESANDER: One (1) Mud Cleaner c/w 8 each Desilter Cones FUEL TANK: One (1) 6000 gallon WATER TANK: One (1) 280 bbl DOGHOUSE: One (1) Dog House 8' x 8' x 16' DRILL PIPE: 6000 FT 4” E 14.40# DRILL COLLARS: (16) 6 1/2" MISCELLANEOUS: Pipe Spinner, ▇▇▇▇▇ ▇▇▇▇▇▇▇, and Miscellaneous Handling Tools DRAWWORKS: ▇▇▇▇▇▇▇ Denver 1000 HP Electric Drawworks w/ (2) 600 HP Electric Motors. MAST: Partec 136’ Boot Strap, Rated 480,000# Static Hook Load Capacity. SUBSTRUCTURE: Partec 21’ Box Substructure w/ 4’ Skid Structure, 80’ Long. GENERATORS: (3) (New) Detroit Series 2000 Diesel Engines w/600 Volt Generators for SCR. SCR: (1) (New) Omron 3x3 TOP DRIVE: (New) Tesco 250T A/C Drive MUD PUMPS: (2) (New) 1300 HP China F1300 Triplex, Belt Driven w/ (2) GE 752 Hi torque motors. ROTARY TABLE: Rebuilt National 23” SWIVEL: Rebuilt ▇▇▇▇▇▇▇ Denver ▇▇▇ ▇▇▇ ▇▇▇▇▇/▇▇▇▇: Rebuilt ▇▇▇▇▇▇▇ Denver 300 Ton unitized BOP RAMS: (New) China 11’ 5000# Double Ram BOP BOP ANNULAR: (New) China 11’ 5000# Annular CHOKE MANIFOLD: 5000# Choke Manifold CLOSING UNIT: (New) 5 Station 110 Gallon Closing Unit MUD SYSTEM: (New) 800 BBL Mud System w/ 6 x 8 centrifugal mixing pumps, low pressure mixing guns, shaker, agitators. SHALE SHAKER: (2) (New) ▇▇▇▇▇▇▇ Linear Motion Shale Shaker FUEL TANK: (New) 12,000 gallon WATER TANK: (New) 500 BBL DOGHOUSE: (New) 10' x 8' x 30' DRILL PIPE: 13,000’ (New) 4.5” G105 16.60# DRILL COLLARS: (21) New 6.5" MISCELLANEOUS: Toolpusher’s quarters, Catwalk, Six (6) Pipe Racks, Pipe Spinner, ▇▇▇▇▇ ▇▇▇▇▇▇▇, and Miscellaneous Handling Tools. ▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇., ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ Attention: ▇▇▇▇▇ ▇▇▇▇▇▇▇ Tel: ▇▇▇-▇▇▇-▇▇▇▇ Fax: ▇▇▇-▇▇▇-▇▇▇▇ Email: ▇▇▇▇▇.▇.▇▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇.▇▇▇ ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇ – ▇▇▇ ▇▇▇▇▇ ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇ Attention: ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ Tel: ▇▇▇.▇▇▇.▇▇▇▇ Fax: ▇▇▇.▇▇▇.▇▇▇▇ Email: ▇▇▇▇▇▇▇.▇▇▇▇▇▇▇@▇▇▇.▇▇▇ ▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇, Suite 6500 Houston, TX 77002 Attention: ▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇. Tel: ▇▇▇.▇▇▇.▇▇▇▇ Fax: ▇▇▇.▇▇▇.▇▇▇▇ Email: ▇▇▇▇.▇▇▇▇▇▇▇@▇▇▇.▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ Attention: ▇▇▇▇ ▇▇▇▇▇ Tel: ▇▇▇-▇▇▇-▇▇▇▇ Fax: ▇▇▇-▇▇▇-▇▇▇▇ Email: ▇▇▇▇.▇▇▇▇▇@▇▇.▇▇▇▇▇▇.▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇ ▇▇ ▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇ ▇▇▇▇, ▇▇ ▇▇▇▇▇ Attention: ▇▇▇▇▇ ▇▇▇▇▇ Tel: ▇▇▇-▇▇▇-▇▇▇▇ Fax: ▇▇▇-▇▇▇-▇▇▇▇ Email: ▇▇▇▇▇.▇▇▇▇▇@▇▇.▇▇▇▇▇▇.▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Suite 2020 Houston, Texas 77002 Attention: ▇▇▇▇ ▇▇▇▇▇▇ Tel: ▇▇▇.▇▇▇.▇▇▇▇ Fax: ▇▇▇.▇▇▇.▇▇▇▇ Email: ▇▇▇▇.▇▇▇▇▇▇@▇▇.▇▇▇▇▇▇.▇▇▇ ▇▇▇ ▇. ▇▇▇▇▇▇▇▇ Street, 21st Floor Los Angeles, CA 90071 Attention: ▇▇▇ ▇▇▇▇▇▇▇ Tel: ▇▇▇-▇▇▇-▇▇▇▇ Fax: ▇▇▇-▇▇▇-▇▇▇▇ Email: ▇▇▇.▇▇▇▇▇▇▇@▇▇▇▇.▇▇▇ FOR VALUE RECEIVED, the undersigned, ▇▇▇▇▇ Petroleum Company, a Delaware corporation (herein called “Borrower”), hereby promises to pay to the order of [________________________________________________] (herein called “Lender”), the principal sum equal to the amount of such Lender’s Commitment, or, if less, the aggregate unpaid principal amount of the Loans made under this Note by Lender to Borrower pursuant to the terms of the Credit Agreement (as hereinafter defined), together with interest on the unpaid principal balance thereof as hereinafter set forth, both principal and interest payable as herein provided in lawful money of the United States of America at the offices of Administrative Agent under the Credit Agreement, ▇▇▇▇ ▇▇▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇, or at such other place as from time to time may be designated by the holder of this Note. This Note (a) is issued and delivered under that certain Second Lien Credit Agreement of even date herewith among Borrower, ▇▇▇▇▇ Fargo Energy Capital, Inc., as Administrative Agent, and the lenders (including Lender) referred to therein (herein, as from time to time supplemented, amended or restated, called the “Credit Agreement”), and is a “Note” as defined therein, (b) is subject to the terms and provisions of the Credit Agreement, which contains provisions for payments and prepayments hereunder and acceleration of the maturity hereof upon the happening of certain stated events, and (c) is secured by and entitled to the benefits of certain Security Documents (as identified and defined in the Credit Agreement). Payments of principal and interest on this Note shall be made and applied as provided herein and in the Credit Agreement. Reference is hereby made to the Credit Agreement for a description of certain rights, limitations of rights, obligations and duties of the parties hereto and for the meanings assigned to terms used and not defined herein and to the Security Documents for a description of the nature and extent of the security thereby provided and the rights of the parties thereto. The principal amount of this Note, together with all interest accrued hereon, shall be due and payable in full on the Maturity Date. If this Note is placed in the hands of an attorney for collection after default, or if all or any part of the indebtedness represented hereby is proved, established or collected in any court or in any bankruptcy, receivership, debtor relief, probate or other court proceedings, Borrower and all endorsers, sureties and guarantors of this Note jointly and severally agree to pay reasonable attorneys’ fees and collection costs to the holder hereof in addition to the principal and interest payable hereunder. Borrower and all endorsers, sureties and guarantors of this Note hereby severally waive demand, presentment, notice of demand and of dishonor and nonpayment of this Note, protest, notice of protest, notice of intention to accelerate the maturity of this Note, declaration or notice of acceleration of the maturity of this Note, diligence in collecting, the bringing of any suit against any party and any notice of or defense on account of any extensions, renewals, partial payments or changes in any manner of or in this Note or in any of its terms, provisions and covenants, or any releases or substitutions of any security, or any delay, indulgence or other act of any trustee or any holder hereof, whether before or after maturity. This Note and the rights and duties of the parties hereto shall be governed by the Laws of the State of California (without regard to principles of conflicts of law), except to the extent the same are governed by applicable federal Law. ▇▇▇▇▇ PETROLEUM COMPANY By: Name: Title: Reference is made to that certain Second Lien Credit Agreement dated as of [_______________], 2009 (as from time to time amended, the “Agreement”), by and among ▇▇▇▇▇ Petroleum Company (“Borrower”), ▇▇▇▇▇ Fargo Energy Capital, Inc., as Administrative Agent, and certain financial institutions (“Lenders”). Terms which are defined in the Agreement are used herein with the meanings given them in the Agreement. Pursuant to the terms of the Agreement, Borrower hereby requests a borrowing of Loans to be advanced pursuant to Section 2.2 of the Agreement as follows: Aggregate amount of borrowing: $_______________________ Type of Loans in borrowing: ________________________ Date on which Loans are to be advanced: ________________________ Length of Interest Period for Eurodollar Loans (1, 2, 3, 6, 9 or 12 months): __________________months To induce Lenders to make such Loans, Borrower hereby represents, warrants, acknowledges, and agrees to and with Administrative Agent and each Lender that:
Appears in 1 contract
DRAWWORKS. One (1) ▇▇▇▇▇▇ LTO-550 Single Drum CARRIER: ▇▇▇▇▇▇ LTO-550 Self Propelled ENGINE: One (1) Detroit Series 60 MAST: One (1) Premco 112’, 300,000# Static Hook Load Mast w/(6) Sheave Crown and Racking Board, SUBSTRUCTURE: One (1) 10’H Box Type Substucture w/ Mud Boat Ramp 5’H x 30’L V-Door, Stairs & Safety Rails MUD PUMPS: Two (2) ▇▇▇▇▇▇▇-Denver PZ-8 Triplex ENGINES: Two (2) (New) Detroit Series 60 GENERATORS: One (2) Detroit Series 60 Diesel Engines w/Marathon 350KW BLOCK / HOOK: One (1) ▇▇▇▇▇▇▇▇▇ 150-Ton ROTARY TABLE: One (1) ▇▇▇▇▇▇ 27-1/2” Rotary Table w/Master Bushing, SWIVEL: One (1) ▇▇▇▇▇▇▇-Denver SW-200 200-Ton BOP RAMS: One (1) ▇▇▇▇▇▇▇▇ 11’ 3000 PSI Double BOP ANNULAR: One (1) ▇▇▇▇▇▇▇▇ 11” 3,000 PSI CHOKE MANIFOLD: 3,000 PSI MUD PITS: (New) 800 BBL SHALE SHAKER: (New) ▇▇▇▇▇▇▇ Linear Motion Shaker DESANDER: One (1) Mud Cleaner c/w 8 each Desilter Cones FUEL TANK: One (1) 6000 gallon WATER TANK: One (1) 280 bbl DOGHOUSE: One (1) Dog House 8' x 8' x 16' DRILL PIPE: 6000 FT 4” E 14.40# DRILL COLLARS: (16) 6 1/2" MISCELLANEOUS: Pipe Spinner, ▇▇▇▇▇ ▇▇▇▇▇▇▇, and Miscellaneous Handling Tools DRAWWORKS: ▇▇▇▇▇▇▇ Denver 1000 HP Electric Drawworks w/ (2) 600 HP Electric Motors. MAST: Partec 136’ Boot Strap, Rated 480,000# Static Hook Load Capacity. SUBSTRUCTURE: Partec 21’ Box Substructure w/ 4’ Skid Structure, 80’ Long. GENERATORS: (3) (New) Detroit Series 2000 Diesel Engines w/600 Volt Generators for SCR. SCR: (1) (New) Omron 3x3 TOP DRIVE: (New) Tesco 250T A/C Drive MUD PUMPS: (2) (New) 1300 HP China F1300 Triplex, Belt Driven w/ (2) GE 752 Hi torque motors. ROTARY TABLE: Rebuilt National 23” SWIVEL: Rebuilt ▇▇▇▇▇▇▇ Denver ▇▇▇ ▇▇▇ ▇▇▇▇▇/▇▇▇▇: Rebuilt ▇▇▇▇▇▇▇ Denver 300 Ton unitized BOP RAMS: (New) China 11’ 5000# Double Ram BOP BOP ANNULAR: (New) China 11’ 5000# Annular CHOKE MANIFOLD: 5000# Choke Manifold CLOSING UNIT: (New) 5 Station 110 Gallon Closing Unit MUD SYSTEM: (New) 800 BBL Mud System w/ 6 x 8 centrifugal mixing pumps, low pressure mixing guns, shaker, agitators. SHALE SHAKER: (2) (New) ▇▇▇▇▇▇▇ Linear Motion Shale Shaker FUEL TANK: (New) 12,000 gallon WATER TANK: (New) 500 BBL DOGHOUSE: (New) 10' ’ x 8' ’ x 30' ’ DRILL PIPE: 13,000’ (New) 4.5” G105 16.60# DRILL COLLARS: (21) New 6.5" ” MISCELLANEOUS: Toolpusher’s quarters, Catwalk, Six (6) Pipe Racks, Pipe Spinner, ▇▇▇▇▇ ▇▇▇▇▇▇▇, and Miscellaneous Handling Tools. ▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇., ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ Attention: ▇▇▇▇▇ ▇▇▇▇▇▇▇ Tel: ▇▇▇-▇▇▇-▇▇▇▇ Fax: ▇▇▇-▇▇▇-▇▇▇▇ Email: ▇▇▇▇▇.▇.▇▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇.▇▇▇ ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇ – ▇▇▇ ▇▇▇▇▇ ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇ Attention: ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ Tel: ▇▇▇.▇▇▇.▇▇▇▇ Fax: ▇▇▇.▇▇▇.▇▇▇▇ Email: ▇▇▇▇▇▇▇.▇▇▇▇▇▇▇@▇▇▇.▇▇▇ ▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇, Suite 6500 Houston, TX 77002 Attention: ▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇. Tel: ▇▇▇.▇▇▇.▇▇▇▇ Fax: ▇▇▇.▇▇▇.▇▇▇▇ Email: ▇▇▇▇.▇▇▇▇▇▇▇@▇▇▇.▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ Attention: ▇▇▇▇ ▇▇▇▇▇ Tel: ▇▇▇-▇▇▇-▇▇▇▇ Fax: ▇▇▇-▇▇▇-▇▇▇▇ Email: ▇▇▇▇.▇▇▇▇▇@▇▇.▇▇▇▇▇▇.▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇ ▇▇ ▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇ ▇▇▇▇, ▇▇ ▇▇▇▇▇ Attention: ▇▇▇▇▇ ▇▇▇▇▇ Tel: ▇▇▇-▇▇▇-▇▇▇▇ Fax: ▇▇▇-▇▇▇-▇▇▇▇ Email: ▇▇▇▇▇.▇▇▇▇▇@▇▇.▇▇▇▇▇▇.▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Suite 2020 Houston, Texas 77002 Attention: ▇▇▇▇ ▇▇▇▇▇▇ Tel: ▇▇▇.▇▇▇.▇▇▇▇ Fax: ▇▇▇.▇▇▇.▇▇▇▇ Email: ▇▇▇▇.▇▇▇▇▇▇@▇▇.▇▇▇▇▇▇.▇▇▇ ▇▇▇ ▇. ▇▇▇▇▇▇▇▇ Street, 21st Floor Los Angeles, CA 90071 Attention: ▇▇▇ ▇▇▇▇▇▇▇ Tel: ▇▇▇-▇▇▇-▇▇▇▇ Fax: ▇▇▇-▇▇▇-▇▇▇▇ Email: ▇▇▇.▇▇▇▇▇▇▇@▇▇▇▇.▇▇▇ FOR VALUE RECEIVED, the undersigned, ▇▇▇▇▇ Petroleum Company, a Delaware corporation (herein called “Borrower”), hereby promises to pay to the order of [________________________________________________[ ] (herein called “Lender”), the principal sum equal to the amount of such Lender’s Commitment, or, if greater or less, the aggregate unpaid principal amount of the Loans made under this Note by Lender to Borrower pursuant to the terms of the Credit Agreement (as hereinafter defined), together with interest on the unpaid principal balance thereof as hereinafter set forth, both principal and interest payable as herein provided in lawful money of the United States of America at the offices of Administrative Agent under the Credit Agreement, ▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇., ▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇, or at such other place as from time to time may be designated by the holder of this Note. This Note (a) is issued and delivered under that certain Second Lien Amended and Restated Credit Agreement of even date herewith among Borrower, ▇▇▇▇▇ Fargo Energy CapitalBank, Inc.N.A., as Administrative Agent, and the lenders (including Lender) referred to therein (herein, as from time to time supplemented, amended or restated, called the “Credit Agreement”), and is a “Note” as defined therein, (b) is subject to the terms and provisions of the Credit Agreement, which contains provisions for payments and prepayments hereunder and acceleration of the maturity hereof upon the happening of certain stated events, and (c) is secured by and entitled to the benefits of certain Security Documents (as identified and defined in the Credit Agreement). Payments of principal and interest on this Note shall be made and applied as provided herein and in the Credit Agreement. Reference is hereby made to the Credit Agreement for a description of certain rights, limitations of rights, obligations and duties of the parties hereto and for the meanings assigned to terms used and not defined herein and to the Security Documents for a description of the nature and extent of the security thereby provided and the rights of the parties thereto. The principal amount of this Note, together with all interest accrued hereon, shall be due and payable in full on the Maturity Date. Notwithstanding the foregoing paragraph and all other provisions of this Note, in no event shall the interest payable hereon, whether before or after maturity, exceed the maximum interest that, under applicable Law, may be contracted for, charged, or received on this Note, and this Note is expressly made subject to the provisions of the Credit Agreement that more fully set out the limitations on how interest accrues hereon. If this Note is placed in the hands of an attorney for collection after default, or if all or any part of the indebtedness represented hereby is proved, established or collected in any court or in any bankruptcy, receivership, debtor relief, probate or other court proceedings, Borrower and all endorsers, sureties and guarantors of this Note jointly and severally agree to pay reasonable attorneys’ fees and collection costs to the holder hereof in addition to the principal and interest payable hereunder. Borrower and all endorsers, sureties and guarantors of this Note hereby severally waive demand, presentment, notice of demand and of dishonor and nonpayment of this Note, protest, notice of protest, notice of intention to accelerate the maturity of this Note, declaration or notice of acceleration of the maturity of this Note, diligence in collecting, the bringing of any suit against any party and any notice of or defense on account of any extensions, renewals, partial payments or changes in any manner of or in this Note or in any of its terms, provisions and covenants, or any releases or substitutions of any security, or any delay, indulgence or other act of any trustee or any holder hereof, whether before or after maturity. This Note and the rights and duties of the parties hereto shall be governed by the Laws of the State of California (without regard to principles of conflicts of law), except to the extent the same are governed by applicable federal Law. This indebtedness evidenced by this Note is given in partial renewal extension and restatement of (but not in extinguishment or novation of) the Existing Indebtedness, as defined and described in the Credit Agreement. ▇▇▇▇▇ PETROLEUM COMPANY By: Name: Title: Reference is made to that certain Second Lien Amended and Restated Credit Agreement dated as of [_______________]November 15, 2009 2010 (as from time to time amended, the “Agreement”), by and among ▇▇▇▇▇ Petroleum Company (“Borrower”), ▇▇▇▇▇ Fargo Energy CapitalBank, Inc.N.A., as Administrative Agent, and certain financial institutions (“Lenders”). Terms which are defined in the Agreement are used herein with the meanings given them in the Agreement. Pursuant to the terms of the Agreement, Agreement Borrower hereby requests a borrowing Borrowing of new Loans to be advanced pursuant to Section 2.2 2.2(a) of the Agreement as follows: Aggregate amount of borrowingBorrowing: $_______________________ $ Type of Loans in borrowingBorrowing: ________________________ Date on which Loans are to be advanced: ________________________ Length of Interest Period for Eurodollar Loans (1, 2, 3, 6, 9 or 12 months): __________________months If combined with existing Loans see attached Continuation/Conversion Notice. To induce Lenders to make such Loans, Borrower hereby represents, warrants, acknowledges, and agrees to and with Administrative Agent and each Lender that:
Appears in 1 contract
DRAWWORKS. One (1) ▇▇▇▇▇▇ LTO-550 Single Drum CARRIER: ▇▇▇▇▇▇ LTO-550 Self Propelled ENGINE: One (1) Detroit Series 60 MAST: One (1) Premco 112’, 300,000# Static Hook Load Mast w/(6) Sheave Crown and Racking Board, SUBSTRUCTURE: One (1) 10’H Box Type Substucture w/ Mud Boat Ramp 5’H x 30’L V-Door, Stairs & Safety Rails MUD PUMPS: Two (2) ▇▇▇▇▇▇▇-Denver PZ-8 Triplex ENGINES: Two (2) (New) Detroit Series 60 GENERATORS: One (2) Detroit Series 60 Diesel Engines w/Marathon 350KW BLOCK / HOOK: One (1) ▇▇▇▇▇▇▇▇▇ 150-Ton ROTARY TABLE: One (1) ▇▇▇▇▇▇ 27-1/2” Rotary Table w/Master Bushing, SWIVEL: One (1) ▇▇▇▇▇▇▇-Denver SW-200 200-Ton BOP RAMS: One (1) ▇▇▇▇▇▇▇▇ 11’ 3000 PSI Double BOP ANNULAR: One (1) ▇▇▇▇▇▇▇▇ 11” 3,000 PSI CHOKE MANIFOLD: 3,000 PSI MUD PITS: (New) 800 BBL SHALE SHAKER: (New) ▇▇▇▇▇▇▇ Linear Motion Shaker DESANDER: One (1) Mud Cleaner c/w 8 each Desilter Cones FUEL TANK: One (1) 6000 gallon WATER TANK: One (1) 280 bbl DOGHOUSE: One (1) Dog House 8' x 8' x 16' DRILL PIPE: 6000 FT 4” E 14.40# DRILL COLLARS: (16) 6 1/2" MISCELLANEOUS: Pipe Spinner, ▇▇▇▇▇ ▇▇▇▇▇▇▇, and Miscellaneous Handling Tools DRAWWORKS: ▇▇▇▇▇▇▇ Denver 1000 HP Electric Drawworks w/ (2) 600 HP Electric Motors. MAST: Partec 136’ 136e Boot Strap, Rated 480,000# Static Hook Load Capacity. SUBSTRUCTURE: Partec 21’ 21e Box Substructure w/ 4’ 4e Skid Structure, 80’ 80e Long. GENERATORS: (3) (New) Detroit Series 2000 Diesel Engines w/600 Volt Generators for SCR. SCR: (1) (New) Omron 3x3 TOP DRIVE: (New) Tesco 250T A/C Drive MUD PUMPS: (2) (New) 1300 HP China F1300 Triplex, Belt Driven w/ (2) GE 752 Hi torque motors. ROTARY TABLE: Rebuilt National 23” 23e SWIVEL: Rebuilt ▇▇▇▇▇▇▇ Denver ▇▇▇ ▇▇▇ ▇▇▇▇▇300 Ton BLOCK/▇▇▇▇HOOK: Rebuilt ▇▇▇▇▇▇▇ Denver 300 Ton unitized BOP RAMS: (New) China 11’ 11e 5000# Double Ram BOP BOP ANNULAR: (New) China 11’ 11e 5000# Annular CHOKE MANIFOLD: 5000# Choke Manifold CLOSING UNIT: (New) 5 Station 110 Gallon Closing Unit MUD SYSTEM: (New) 800 BBL Mud System w/ 6 x 8 centrifugal mixing pumps, low pressure mixing guns, shaker, agitators. SHALE SHAKER: (2) (New) ▇▇▇▇▇▇▇ Linear Motion Shale Shaker FUEL TANK: (New) 12,000 gallon WATER TANK: (New) 500 BBL DOGHOUSE: (New) 10' x 8' x 30' DRILL PIPE: 13,000’ 13,000e (New) 4.5” 4.5e G105 16.60# DRILL COLLARS: (21) New 6.5" MISCELLANEOUS: Toolpusher’s Toolpusheres quarters, Catwalk, Six (6) Pipe Racks, Pipe Spinner, ▇▇▇▇▇ ▇▇▇▇▇▇▇, and Miscellaneous Handling Tools. ▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇., ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇Suite 2020 Houston, ▇▇ ▇▇▇▇▇ Texas 77002 Attention: ▇▇▇▇▇ ▇▇▇▇▇▇▇ Tel: ▇▇▇-▇▇▇-▇▇▇▇ Fax: ▇▇▇-▇▇▇-▇▇▇▇ Email: ▇▇▇▇▇.▇.▇▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇.▇▇▇ ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇ – ▇▇▇ ▇▇▇▇▇ ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇ Attention: ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ Cameron Null Tel: ▇▇▇.▇▇▇.▇▇▇▇ Fax: ▇▇▇.▇▇▇.▇▇▇▇ Email: ▇▇▇▇▇▇▇.▇▇▇▇▇▇▇@▇▇▇.▇▇▇ ▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇, Suite 6500 Houston, TX 77002 Attention: ▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇. Tel: ▇▇▇.▇▇▇.▇▇▇▇ Fax: ▇▇▇.▇▇▇.▇▇▇▇ Email: ▇▇▇▇.▇▇▇▇▇▇▇@▇▇▇.▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ Attention: ▇▇▇▇ ▇▇▇▇▇ Tel: ▇▇▇-▇▇▇-▇▇▇▇ Fax: ▇▇▇-▇▇▇-▇▇▇▇ Email: ▇▇▇▇.▇▇▇▇▇@▇▇.▇▇▇▇▇▇.▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇ ▇▇ ▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇ ▇▇▇▇, ▇▇ ▇▇▇▇▇ Attention: ▇▇▇▇▇ ▇▇▇▇▇ Tel: ▇▇▇-▇▇▇-▇▇▇▇ Fax: ▇▇▇-▇▇▇-▇▇▇▇ Email: ▇▇▇▇▇.▇▇▇▇▇@▇▇.▇▇▇▇▇▇.▇▇▇ ▇▇▇▇ ▇▇▇▇▇, Suite 2020 3100 Houston, Texas 77002 Attention: ▇▇▇▇ ▇▇▇ ▇▇▇▇ Tel: ▇▇▇.▇▇▇.▇▇▇▇ Fax: ▇▇▇.▇▇▇.▇▇▇▇ Email: ▇▇▇▇▇▇.▇▇.▇▇▇▇@▇▇.▇▇▇▇▇▇.▇▇▇ ▇▇▇ ▇. ▇▇▇▇▇▇▇▇ Street, 21st Floor Los Angeles, CA 90071 Attention: ▇▇▇ ▇▇▇▇▇▇▇ Tel: ▇▇▇-▇▇▇-▇▇▇▇ Fax: ▇▇▇-▇▇▇-▇▇▇▇ Email: ▇▇▇.▇▇▇▇▇▇▇@▇▇▇▇.▇▇▇ FOR VALUE RECEIVED, the undersigned, ▇▇▇▇▇ Petroleum Company, a Delaware corporation (herein called “"Borrower”"), hereby promises to pay to the order of [________________________________________________] (herein called “"Lender”"), the principal sum equal to the amount of such Lender’s 's Commitment, or, if greater or less, the aggregate unpaid principal amount of the Loans made under this Note by Lender to Borrower pursuant to the terms of the Credit Agreement (as hereinafter defined), together with interest on the unpaid principal balance thereof as hereinafter set forth, both principal and interest payable as herein provided in lawful money of the United States of America at the offices of Administrative Agent under the Credit Agreement, ▇▇▇▇ ▇▇▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇[_______________________], or at such other place as from time to time may be designated by the holder of this Note. This Note (a) is issued and delivered under that certain Second Lien Credit Agreement of even date herewith among Borrower, ▇▇▇▇▇ Fargo Energy Capital, Inc.Societe Generale, as Administrative Agentadministrative agent, and the lenders (including Lender) referred to therein (herein, as from time to time supplemented, amended or restated, called the “"Credit Agreement”"), and is a “"Note” " as defined therein, therein and (b) is subject to the terms and provisions of the Credit Agreement, which contains provisions for payments and prepayments hereunder and acceleration of the maturity hereof upon the happening of certain stated events, and (c) is secured by and entitled to the benefits of certain Security Documents (as identified and defined in the Credit Agreement). Payments of principal and interest on this Note shall be made and applied as provided herein and in the Credit Agreement. Reference is hereby made to the Credit Agreement for a description of certain rights, limitations of rights, obligations and duties of the parties hereto and for the meanings assigned to terms used and not defined herein and to the Security Documents for a description of the nature and extent of the security thereby provided and the rights of the parties theretoherein. The principal amount of this Note, together with all interest accrued hereon, shall be due and payable in full on the Maturity Date. If this Note is placed in the hands of an attorney for collection after default, or if all or any part of the indebtedness represented hereby is proved, established or collected in any court or in any bankruptcy, receivership, debtor relief, probate or other court proceedings, Borrower and all endorsers, sureties and guarantors of this Note jointly and severally agree to pay reasonable attorneys’ ' fees and collection costs to the holder hereof in addition to the principal and interest payable hereunder. Borrower and all endorsers, sureties and guarantors of this Note hereby severally waive demand, presentment, notice of demand and of dishonor and nonpayment of this Note, protest, notice of protest, notice of intention to accelerate the maturity of this Note, declaration or notice of acceleration of the maturity of this Note, diligence in collecting, the bringing of any suit against any party and any notice of or defense on account of any extensions, renewals, partial payments or changes in any manner of or in this Note or in any of its terms, provisions and covenants, or any releases or substitutions of any security, or any delay, indulgence or other act of any trustee or any holder hereof, whether before or after maturity. This Note and the rights and duties of the parties hereto shall be governed by the Laws of the State of California (without regard to principles of conflicts of law), except to the extent the same are governed by applicable federal Law. ▇▇▇▇▇ PETROLEUM COMPANY By: Name: Title: EXHIBIT B Reference is made to that certain Second Lien Credit Agreement dated as of [_______________], 2009 2008 (as from time to time amended, the “"Credit Agreement”"), by and among ▇▇▇▇▇ Petroleum Company (“"Borrower”"), ▇▇▇▇▇ Fargo Energy Capital, Inc.Societe Generale, as administrative agent (in such capacity, the "Administrative Agent"), and certain financial institutions (“"Lenders”"). Terms which are defined in the Credit Agreement are used herein with the meanings given them in the Credit Agreement. Pursuant to the terms of the Agreement, Credit Agreement Borrower hereby requests a borrowing Borrowing of new Loans to be advanced pursuant to Section 2.2 2.2(a) of the Credit Agreement as follows: Aggregate amount of borrowingBorrowing: $_______________________ $ Type of Loans in borrowingBorrowing: ________________________ Date on which Loans are to be advanced: ________________________ Length of Interest Period for Eurodollar Loans (1, 2, 3, 6, 9 3 or 12 6 months): __________________months If combined with existing Loans see attached Continuation/Conversion Notice. To induce Lenders to make such Loans, Borrower hereby represents, warrants, acknowledges, and agrees to and with Administrative Agent and each Lender that:
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