U.S. Patriot Act Notice. Each Revolving Credit Lender that is subject to the Act (as hereinafter defined) and the Agent (for itself and not on behalf of any Revolving Credit Lender) hereby notifies the Borrower that pursuant to the requirements of the USA Patriot Act (Title III of Pub. L. 107-56 (signed into law October 26, 2001)) (the “Act”), it is required to obtain, verify and record information that identifies the Borrower, which information includes the name and address of the Borrower and other information that will allow such Revolving Credit Lender or the Agent, as applicable, to identify the Borrower in accordance with the Act. By: /s/ Xxxxxx X. Xxxxxxx Name: Xxxxxx X. Xxxxxxx Title: Secretary and Treasurer FLEET RETAIL GROUP, INC., (f/k/a Fleet Retail Finance, Inc.), as Agent and as a Revolving Credit Lender By: /s/ Xxxxx X. Xxxxxxx Name: Xxxxx X. Xxxxxxx Title: M.D. XXXXX FARGO FOOTHILL, INC., (f/k/a Foothill Capital Corporation), as Syndication Agent and as a Revolving Credit Lender By: /s/ Xxxxx Xxxxxxxx Name: Xxxxx Xxxxxxxx Title: Vice President THE CIT GROUP/BUSINESS CREDIT, INC., as a Revolving Credit Lender By: /s/ Xxxxxx Xxxxxx Name: Xxxxxx Xxxxxx Title: Vice President (f/k/a Whitehall Business Credit Corporation), as a Revolving Credit Lender By: /s/ Xxxx Xxxxxxxxx Name: Xxxx Xxxxxxxxx Title: Vice President GENERAL ELECTRIC CAPITAL CORPORATION, as a Revolving Credit Lender By: /s/ Xxxxxxxx X. Xxxxxx Name: Xxxxxxxx X. Xxxxxx Title: Duly Authorized Signatory UBS AG, STAMFORD BRANCH, as Revolving Credit Lender By: /s/ Xxxxxxx X. Xxxxxx Name: Xxxxxxx X. Xxxxxx Title: Director By: /s/ Xxxxxx X. Xxxxxx Name: Xxxxxx X. Xxxxxx Title: Director REVOLVING CREDIT LENDERS; COMMITMENT PERCENTAGES; ADDRESSES FLEET RETAIL GROUP INC. 00 Xxxxx Xxxxxx Xxxxxx, XX 00000 Attention: Xxxxx X. Xxxxxxx Fax: (000) 000-0000 $ 59,500,000 26.44 % XXXXX FARGO FOOTHILL, INC. 0000 Xxxxxxxx Xxxxxx, Xxxxx 0000 Xxxx Xxxxx Xxxxxx, XX 00000 Attention: Xxxxx Xxxxxxx/Xxxxx Xxxxxxxx Fax: (000) 000-0000 $ 25,000,000 11.11 % THE CIT GROUP/BUSINESS CREDIT, INC. 000 Xxxxx Xxxxx Xxx., 0xx Xxxxx Xxx Xxxxxxx, XX 00000-0000 Attention: Xxxxxx Xxxxxx Fax: (000) 000-0000 $ 45,000,000 20.00 % GENERAL ELECTRIC CAPITAL CORPORATION 000 Xxxx Xxxxxx, 00xx Xxxxx Xxxxxxx, XX 000000 Attention: Xxx Xxxxxxx Fax: (000)-000-0000 $ 54,500,000 24.22 % XXXXXXX BUSINESS CREDIT CORPORATION 00 Xxxxxxx Xxxxxx, 0xx Xxxxx Xxxxx Xxxxxx, XX 00000 Attention: Xxxx Xxxxxxxxx, VP Fax: (000) 000-0000 $ 15,000,000 6.67 % UBS AG, STAMFORD BRANCH 000 Xxxxxxxxxx Xxxx. Xxxxxxxx, XX 00000 Attention: Xxxxxx Xxxxxx Fax: (000)-000-0000 $ 26,000,000 11.56 %
Appears in 1 contract
U.S. Patriot Act Notice. Each Revolving Credit Lender that is subject to the Act (as hereinafter defined) and the Agent (for itself and not on behalf of any Revolving Credit Lender) hereby notifies the Borrower that pursuant to the requirements of the USA Patriot Act (Title III of Pub. L. 107-56 (signed into law October 26, 2001)) (the “"Patriot Act”"), it is required to obtain, verify and record information that identifies the Borrower, which information includes the name and address of the Borrower and other information that will allow such Revolving Credit Lender or the Agent, as applicable, to identify the Borrower in accordance with the Patriot Act. The parties hereto have caused this Agreement to be duly executed as of the day and year first above written. BORROWER: ELLORA ENERGY INC. By: /s/ XXXXXX X. XXXXX Xxxxxx X. Xxxxxxx NameXxxxx, Chief Financial Officer ADMINISTRATIVE AGENT/LENDER: Xxxxxx X. Xxxxxxx Title: Secretary and Treasurer FLEET RETAIL GROUPJPMORGAN CHASE BANK, INC., (f/k/a Fleet Retail Finance, Inc.)N.A., as Administrative Agent and as a Revolving Credit Lender By: /s/ J. XXXXX XXXXXX J. Xxxxx X. Xxxxxxx NameXxxxxx, Senior Vice President SYNDICATION AGENT/LENDER: Xxxxx X. Xxxxxxx Title: M.D. XXXXX FARGO FOOTHILLKEYBANK, INC., (f/k/a Foothill Capital Corporation)N.A., as Syndication Agent and as a Revolving Credit Lender By: /s/ XXXXXX XXXXX Name: Xxxxxx Xxxxx Xxxxxxxx Title: Managing Director CO-DOCUMENTATION AGENT/LENDER: GUARANTY BANK, FSB, as a Co-Documentation Agent and a Lender By: /s/ XXXXX X. XXXXXX Name: Xxxxx Xxxxxxxx X. Xxxxxx Title: Vice President THE CIT GROUPCorporate Banking Officer CO-DOCUMENTATION AGENT/BUSINESS CREDIT, INCLENDER: FORTIS CAPITAL CORP., as a Revolving Credit Co-Documentation Agent and a Lender By: /s/ Xxxxxx Xxxxxx XXXXX XXXXXXXXXX Name: Xxxxxx Xxxxxx Title: Vice President (f/k/a Whitehall Business Credit Corporation), as a Revolving Credit Lender By: /s/ Xxxx Xxxxxxxxx Name: Xxxx Xxxxxxxxx Title: Vice President GENERAL ELECTRIC CAPITAL CORPORATION, as a Revolving Credit Lender By: /s/ Xxxxxxxx X. Xxxxxx Name: Xxxxxxxx X. Xxxxxx Title: Duly Authorized Signatory UBS AG, STAMFORD BRANCH, as Revolving Credit Lender By: /s/ Xxxxxxx X. Xxxxxx Name: Xxxxxxx X. Xxxxxx Xxxxx Xxxxxxxxxx Title: Director By: /s/ XXXXX XXXXXX Name: Xxxxx Xxxxxx Title: Director CO-DOCUMENTATION AGENT/LENDER: COMPASS BANK, as a Co-Documentation Agent and a Lender By: /s/ XXXX X. XXXXXXXX Name: Xxxx X. Xxxxxxxx Title: Vice President LENDER: BANK OF SCOTLAND PLC, as a Lender By: /s/ XXXXX XXXXX Name: Xxxxx Xxxxx Title: Vice President LENDER: UNION BANK OF CALIFORNIA, N.A., as a Lender By: /s/ XXXXXX XXXXXXXXX Name: Xxxxxx Xxxxxxxxx Title: Vice President LENDER: XXXXX FARGO BANK, N.A., as a Lender By: /s/ ART XXXXXX Name: Art Xxxxxx Title: Vice President LENDER: U.S. BANK NATIONAL ASSOCIATION, as a Lender By: /s/ XXXXXX X. XXXXXXXXX Name: Xxxxxx X. Xxxxxx Xxxxxxxxx Title: Vice President LENDER: ALLIED IRISH BANKS, P.L.C., as a Lender By: /s/ XXXXX XXXX Name: Xxxxx Xxxx Title: Director REVOLVING CREDIT LENDERS; COMMITMENT PERCENTAGES; ADDRESSES FLEET RETAIL GROUP By: /s/ XXXXX XXXXXXX Name: Xxxxx Xxxxxxx Title: Vice President LENDER: 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 LENDER: THE BANK OF NOVA SCOTIA, as a Lender By: /s/ XXXXX XXXXX Name: Xxxxx Xxxxx Title: Director LENDER: GUARANTY BANK AND TRUST COMPANY, as a Lender By: /s/ XXXX X. XXXXXXXXX Name: Xxxx X. Xxxxxxxxx Title: Senior Vice President JPMorgan Chase Bank, N.A. 10.500 % $ 42,000,000.00 KeyBank, N.A. 10.250 % $ 41,000,000.00 Guaranty Bank, FSB 10.250 % $ 41,000,000.00 Fortis Capital Corp. 10.250 % $ 41,000,000.00 Compass Bank 10.250 % $ 41,000,000.00 Bank of Scotland plc 7.000 % $ 28,000,000.00 Union Bank of California, N.A. 7.000 % $ 28,000,000.00 Xxxxx Fargo Bank, N.A. 7.000 % $ 28,000,000.00 U.S. Bank National Association 7.000 % $ 28,000,000.00 Allied Irish Banks, p.l.c. 7.000 % $ 28,000,000.00 Natixis 4.500 % $ 18,000,000.00 The Bank of Nova Scotia 4.500 % $ 18,000,000.00 Guaranty Bank and Trust Company 4.500 % $ 18,000,000.00 TOTAL 100.00000 % $ 400,000,000.00 Annex I ELLORA ENERGY INC. 00 Xxxxx Xxxxxx XxxxxxCredit Agreement EXHIBIT A $[ ] [ ], XX 00000 Attention: Xxxxx X. Xxxxxxx Fax: 200_ FOR VALUE RECEIVED, ELLORA ENERGY INC., a Delaware corporation (000the "Borrower") 000-0000 $ 59,500,000 26.44 % XXXXX FARGO FOOTHILLhereby promises to pay to the order of [ ] (the "Lender"), at the principal office of JPMorgan Chase Bank, N.A. (the "Administrative Agent"), at [ ], the principal sum of [ ] Dollars ($[ ]) (or such lesser amount as shall equal the aggregate unpaid principal amount of the Loans made by the Lender to the Borrower under the Credit Agreement, as hereinafter defined), in lawful money of the United States of America and in immediately available funds, on the dates and in the principal amounts provided in the Credit Agreement, and to pay interest on the unpaid principal amount of each such Loan, at such office, in like money and funds, for the period commencing on the date of such Loan until such Loan shall be paid in full, at the rates per annum and on the dates provided in the Credit Agreement. The date, amount, Type, interest rate, Interest Period and maturity of each Loan made by the Lender to the Borrower, and each payment made on account of the principal thereof, shall be recorded by the Lender on its books and, prior to any transfer of this Note, may be endorsed by the Lender on the schedules attached hereto or any continuation thereof or on any separate record maintained by the Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender's or the Borrower's rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of this Note. This Note is one of the Notes referred to in the Amended and Restated Credit Agreement, dated as of May 1, 2008, among the Borrower, the Administrative Agent, and the other agents and lenders signatory thereto (including the Lender), and evidences Loans made by the Lender thereunder (such Amended and Restated Credit Agreement as the same may be amended, supplemented, restated or otherwise modified from time to time, the "Credit Agreement"). Capitalized terms used in this Note have the respective meanings assigned to them in the Credit Agreement. This Note is issued pursuant to the Credit Agreement and is entitled to the benefits provided for in the Credit Agreement and the other Loan Documents. The Credit Agreement provides for the acceleration of the maturity of this Note upon the occurrence of certain events, for prepayments of Loans upon the terms and conditions specified therein and other provisions relevant to this Note. ELLORA ENERGY INC. 0000 Xxxxxxxx XxxxxxBy: Name: Title: A-1 EXHIBIT B Ellora Energy Inc., Xxxxx 0000 Xxxx Xxxxx Xxxxxxa Delaware corporation (the "Borrower"), XX 00000 Attentionpursuant to Section 2.03 of the Amended and Restated Credit Agreement dated as of May 1, 2008 (together with all amendments, restatements, supplements or other modifications thereto, the "Credit Agreement"), among the Borrower, JPMorgan Chase Bank, N.A., as Administrative Agent and the other agents and lenders (the "Lenders") which are or become parties thereto (unless otherwise defined herein, each capitalized term used herein is defined in the Credit Agreement), hereby requests a Borrowing as follows:
(i) Aggregate amount of the requested Borrowing is $ [ ];
(ii) Date of such Borrowing is [ ], 200[ ];
(iii) Requested Borrowing is to be [an ABR Borrowing] [a Eurodollar Borrowing];
(iv) In the case of a Eurodollar Borrowing, the initial Interest Period applicable thereto is [ ];
(v) Amount of Borrowing Base in effect on the date hereof is $ [ ];
(vi) Total Credit Exposures on the date hereof (i.e., outstanding principal amount of Loans and total LC Exposure) is $ [ ]; and
(vii) Pro forma total Credit Exposures (giving effect to the requested Borrowing) is $[ ]; and
(viii) Location and number of the Borrower's account to which funds are to be disbursed, which shall comply with the requirements of Section 2.05 of the Credit Agreement, is as follows: Xxxxx XxxxxxxThe undersigned certifies that he/Xxxxx Xxxxxxxx Fax: she is the [ ] of the Borrower, and that as such he/she is authorized to execute this certificate on behalf of the Borrower. The undersigned further certifies, represents and warrants on behalf of the Borrower (000and not in his/her individual capacity) 000-0000 $ 25,000,000 11.11 % THE CIT GROUP/BUSINESS CREDIT, that the Borrower is entitled to receive the requested Borrowing under the terms and conditions of the Credit Agreement. ELLORA ENERGY INC. 000 Xxxxx Xxxxx XxxBy: Name: Title: B-1 EXHIBIT C Ellora Energy Inc., a Delaware corporation (the "Borrower"), pursuant to Section 2.04 of the Amended and Restated Credit Agreement dated as of May 1, 2008 (together with all amendments, restatements, supplements or other modifications thereto, the "Credit Agreement"), among the Borrower, JPMorgan Chase Bank, N.A., as Administrative Agent and the other agents and lenders (the "Lenders") which are or become parties thereto (unless otherwise defined herein, each capitalized term used herein is defined in the Credit Agreement), hereby makes an Interest Election Request as follows:
(i) The Borrowing to which this Interest Election Request applies, and if different options are being elected with respect to different portions thereof, the portions thereof to be allocated to each resulting Borrowing (in which case the information specified pursuant to (iii) and (iv) below shall be specified for each resulting Borrowing) is [ ];
(ii) The effective date of the election made pursuant to this Interest Election Request is [ ], 200[ ];[and]
(iii) The resulting Borrowing is to be [an ABR Borrowing] [a Eurodollar Borrowing][; and] [(iv) [If the resulting Borrowing is a Eurodollar Borrowing] The Interest Period applicable to the resulting Borrowing after giving effect to such election is [ ]]. The undersigned certifies that he/she is the [ ] of the Borrower, and that as such he/she is authorized to execute this certificate on behalf of the Borrower. The undersigned further certifies, represents and warrants on behalf of the Borrower (and not in his/her individual capacity) that the Borrower is entitled to receive the requested continuation or conversion under the terms and conditions of the Credit Agreement. ELLORA ENERGY INC. By: Name: Title: C-1 EXHIBIT D The undersigned hereby certifies that he/she is the [ ] of Ellora Energy Inc., a Delaware corporation (the "Borrower"), and that as such he/she is authorized to execute this certificate on behalf of such Borrower. With reference to the Amended and Restated Credit Agreement dated as of May 1, 2008 (together with all amendments, restatements, supplements or other modifications thereto being the "Agreement"), among the Borrower, JPMorgan Chase Bank, N.A., as Administrative Agent and the other agents and lenders (the "Lenders") which are or become a party thereto, the undersigned represents and warrants on behalf of the Borrower (and not in his/her individual capacity) to the best of his/her knowledge after reasonable enquiry as follows (each capitalized term used herein having the same meaning given to it in the Agreement unless otherwise specified):
(a) The representations and warranties of the Borrower contained in Article VII of the Agreement and in the Loan Documents and otherwise made in writing by or on behalf of the Borrower pursuant to the Agreement and the Loan Documents were true and correct when made, and are repeated at and as of the time of delivery hereof and are true and correct in all material respects at and as of the time of delivery hereof, except to the extent such representations and warranties are expressly limited to an earlier date or the Required Lenders have expressly consented in writing to the contrary., 0xx Xxxxx Xxx Xxxxxxx, XX 00000-0000 Attention: Xxxxxx Xxxxxx Fax:
(000b) 000-0000 $ 45,000,000 20.00 % GENERAL ELECTRIC CAPITAL CORPORATION 000 Xxxx Xxxxxx, 00xx Xxxxx Xxxxxxx, XX 000000 Attention: Xxx Xxxxxxx Fax: (000)-000-0000 $ 54,500,000 24.22 % XXXXXXX BUSINESS CREDIT CORPORATION 00 Xxxxxxx Xxxxxx, 0xx Xxxxx Xxxxx Xxxxxx, XX 00000 Attention: Xxxx Xxxxxxxxx, VP Fax: (000) 000-0000 $ 15,000,000 6.67 % UBS AG, STAMFORD BRANCH 000 Xxxxxxxxxx Xxxx. Xxxxxxxx, XX 00000 Attention: Xxxxxx Xxxxxx Fax: (000)-000-0000 $ 26,000,000 11.56 %The Borrower has performed and complied with all agreements and conditions contained in the Agreement and in the Loan Documents required to be performed or complied with by it prior to or at the time of delivery hereof [or specify default and describe].
Appears in 1 contract
Samples: Credit Agreement (Ellora Energy Inc)
U.S. Patriot Act Notice. Each Revolving Credit Lender that is subject to the Act (as hereinafter defined) and the Agent (for itself and not on behalf of any Revolving Credit Lender) hereby notifies the Borrower that pursuant to the requirements of the USA Patriot Act (Title III of Pub. L. 107-56 (signed into law October 26, 2001)) (the “"Patriot Act”"), it is required to obtain, verify and record information that identifies the Borrower, which information includes the name and address of the Borrower and other information that will allow such Revolving Credit Lender or the Agent, as applicable, to identify the Borrower in accordance with the Patriot Act. The parties hereto have caused this Agreement to be duly executed as of the day and year first above written. BORROWER: ELLORA ENERGY INC. By: /s/ Xxxxxx XXXXXX X. Xxxxxxx NameXXXXX ADMINISTRATIVE AGENT/LENDER: Xxxxxx X. Xxxxxxx Title: Secretary and Treasurer FLEET RETAIL GROUPJPMORGAN CHASE BANK, INC., (f/k/a Fleet Retail Finance, Inc.)N.A., as Administrative Agent and as a Revolving Credit Lender By: /s/ Xxxxx X. Xxxxxxx NameJ. XXXXX XXXXXX SYNDICATION AGENT/LENDER: Xxxxx X. Xxxxxxx Title: M.D. XXXXX FARGO FOOTHILLKEYBANK, INC., (f/k/a Foothill Capital Corporation)N.A., as Syndication Agent and as a Revolving Credit Lender By: /s/ XXXXXX XXXXX Name: Xxxxxx Xxxxx Xxxxxxxx Title: Managing Director CO-DOCUMENTATION AGENT/LENDER: GUARANTY BANK, FSB, as a Co-Documentation Agent and a Lender By: /s/ XXXXX X. XXXXXX Name: Xxxxx Xxxxxxxx X. Xxxxxx Title: Vice President THE CIT GROUPCorporate Banking Officer CO-DOCUMENTATION AGENT/BUSINESS CREDIT, INCLENDER: FORTIS CAPITAL CORP., as a Revolving Credit Co-Documentation Agent and a Lender By: /s/ Xxxxxx Xxxxxx XXXXX XXXXXXXXXX Name: Xxxxxx Xxxxxx Title: Vice President (f/k/a Whitehall Business Credit Corporation), as a Revolving Credit Lender By: /s/ Xxxx Xxxxxxxxx Name: Xxxx Xxxxxxxxx Title: Vice President GENERAL ELECTRIC CAPITAL CORPORATION, as a Revolving Credit Lender By: /s/ Xxxxxxxx X. Xxxxxx Name: Xxxxxxxx X. Xxxxxx Title: Duly Authorized Signatory UBS AG, STAMFORD BRANCH, as Revolving Credit Lender By: /s/ Xxxxxxx X. Xxxxxx Name: Xxxxxxx X. Xxxxxx Xxxxx Xxxxxxxxxx Title: Director By: /s/ XXXXX XXXXXX Name: Xxxxx Xxxxxx Title: Director CO-DOCUMENTATION AGENT/LENDER: COMPASS BANK, as a Co-Documentation Agent and a Lender By: /s/ XXXX X. XXXXXXXX Name: Xxxx X. Xxxxxxxx Title: Vice President LENDER: BANK OF SCOTLAND PLC, as a Lender By: /s/ XXXXX XXXXX Name: Xxxxx Xxxxx Title: Vice President LENDER: UNION BANK OF CALIFORNIA, N.A., as a Lender By: /s/ XXXXXX XXXXXXXXX Name: Xxxxxx Xxxxxxxxx Title: Vice President LENDER: XXXXX FARGO BANK, N.A., as a Lender By: /s/ ART XXXXXX Name: Art Xxxxxx Title: Vice President LENDER: U.S. BANK NATIONAL ASSOCIATION, as a Lender By: /s/ XXXXXX X. XXXXXXXXX Name: Xxxxxx X. Xxxxxx Xxxxxxxxx Title: Vice President LENDER: ALLIED IRISH BANKS, P.L.C., as a Lender By: /s/ XXXXX XXXX Name: Xxxxx Xxxx Title: Director REVOLVING CREDIT LENDERS; COMMITMENT PERCENTAGES; ADDRESSES FLEET RETAIL GROUP By: /s/ XXXXX XXXXXXX Name: Xxxxx Xxxxxxx Title: Vice President LENDER: 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 LENDER: THE BANK OF NOVA SCOTIA, as a Lender By: /s/ XXXXX XXXXX Name: Xxxxx Xxxxx Title: Director LENDER: GUARANTY BANK AND TRUST COMPANY, as a Lender By: /s/ XXXX X. XXXXXXXXX Name: Xxxx X. Xxxxxxxxx Title: Senior Vice President JPMorgan Chase Bank, N.A. 10.500 % $ 42,000,000.00 KeyBank, N.A. 10.250 % $ 41,000,000.00 Guaranty Bank, FSB 10.250 % $ 41,000,000.00 Fortis Capital Corp. 10.250 % $ 41,000,000.00 Compass Bank 10.250 % $ 41,000,000.00 Bank of Scotland plc 7.000 % $ 28,000,000.00 Union Bank of California, N.A. 7.000 % $ 28,000,000.00 Xxxxx Fargo Bank, N.A. 7.000 % $ 28,000,000.00 U.S. Bank National Association 7.000 % $ 28,000,000.00 Allied Irish Banks, p.l.c. 7.000 % $ 28,000,000.00 Natixis 4.500 % $ 18,000,000.00 The Bank of Nova Scotia 4.500 % $ 18,000,000.00 Guaranty Bank and Trust Company 4.500 % $ 18,000,000.00 TOTAL 100.00000 % $ 400,000,000.00 Annex I ELLORA ENERGY INC. 00 Xxxxx Xxxxxx XxxxxxCredit Agreement $[ ] [ ], XX 00000 Attention: Xxxxx X. Xxxxxxx Fax: 200_ FOR VALUE RECEIVED, ELLORA ENERGY INC., a Delaware corporation (000the "Borrower") 000-0000 $ 59,500,000 26.44 % XXXXX FARGO FOOTHILLhereby promises to pay to the order of [ ] (the "Lender"), at the principal office of JPMorgan Chase Bank, N.A. (the "Administrative Agent"), at [ ], the principal sum of [ ] Dollars ($[ ]) (or such lesser amount as shall equal the aggregate unpaid principal amount of the Loans made by the Lender to the Borrower under the Credit Agreement, as hereinafter defined), in lawful money of the United States of America and in immediately available funds, on the dates and in the principal amounts provided in the Credit Agreement, and to pay interest on the unpaid principal amount of each such Loan, at such office, in like money and funds, for the period commencing on the date of such Loan until such Loan shall be paid in full, at the rates per annum and on the dates provided in the Credit Agreement. The date, amount, Type, interest rate, Interest Period and maturity of each Loan made by the Lender to the Borrower, and each payment made on account of the principal thereof, shall be recorded by the Lender on its books and, prior to any transfer of this Note, may be endorsed by the Lender on the schedules attached hereto or any continuation thereof or on any separate record maintained by the Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender's or the Borrower's rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of this Note. This Note is one of the Notes referred to in the Amended and Restated Credit Agreement, dated as of May 1, 2008, among the Borrower, the Administrative Agent, and the other agents and lenders signatory thereto (including the Lender), and evidences Loans made by the Lender thereunder (such Amended and Restated Credit Agreement as the same may be amended, supplemented, restated or otherwise modified from time to time, the "Credit Agreement"). Capitalized terms used in this Note have the respective meanings assigned to them in the Credit Agreement. This Note is issued pursuant to the Credit Agreement and is entitled to the benefits provided for in the Credit Agreement and the other Loan Documents. The Credit Agreement provides for the acceleration of the maturity of this Note upon the occurrence of certain events, for prepayments of Loans upon the terms and conditions specified therein and other provisions relevant to this Note. ELLORA ENERGY INC. 0000 Xxxxxxxx XxxxxxBy: Name: Title: Ellora Energy Inc., Xxxxx 0000 Xxxx Xxxxx Xxxxxxa Delaware corporation (the "Borrower"), XX 00000 Attentionpursuant to Section 2.03 of the Amended and Restated Credit Agreement dated as of May 1, 2008 (together with all amendments, restatements, supplements or other modifications thereto, the "Credit Agreement"), among the Borrower, JPMorgan Chase Bank, N.A., as Administrative Agent and the other agents and lenders (the "Lenders") which are or become parties thereto (unless otherwise defined herein, each capitalized term used herein is defined in the Credit Agreement), hereby requests a Borrowing as follows:
(i) Aggregate amount of the requested Borrowing is $ [ ];
(ii) Date of such Borrowing is [ ], 200[ ];
(iii) Requested Borrowing is to be [an ABR Borrowing] [a Eurodollar Borrowing];
(iv) In the case of a Eurodollar Borrowing, the initial Interest Period applicable thereto is [ ];
(v) Amount of Borrowing Base in effect on the date hereof is $ [ ];
(vi) Total Credit Exposures on the date hereof (i.e., outstanding principal amount of Loans and total LC Exposure) is $ [ ]; and
(vii) Pro forma total Credit Exposures (giving effect to the requested Borrowing) is $[ ]; and
(viii) Location and number of the Borrower's account to which funds are to be disbursed, which shall comply with the requirements of Section 2.05 of the Credit Agreement, is as follows: Xxxxx XxxxxxxThe undersigned certifies that he/Xxxxx Xxxxxxxx Fax: she is the [ ] of the Borrower, and that as such he/she is authorized to execute this certificate on behalf of the Borrower. The undersigned further certifies, represents and warrants on behalf of the Borrower (000and not in his/her individual capacity) 000-0000 $ 25,000,000 11.11 % THE CIT GROUP/BUSINESS CREDIT, that the Borrower is entitled to receive the requested Borrowing under the terms and conditions of the Credit Agreement. ELLORA ENERGY INC. 000 Xxxxx Xxxxx XxxBy: Name: Title: Ellora Energy Inc., a Delaware corporation (the "Borrower"), pursuant to Section 2.04 of the Amended and Restated Credit Agreement dated as of May 1, 2008 (together with all amendments, restatements, supplements or other modifications thereto, the "Credit Agreement"), among the Borrower, JPMorgan Chase Bank, N.A., as Administrative Agent and the other agents and lenders (the "Lenders") which are or become parties thereto (unless otherwise defined herein, each capitalized term used herein is defined in the Credit Agreement), hereby makes an Interest Election Request as follows:
(i) The Borrowing to which this Interest Election Request applies, and if different options are being elected with respect to different portions thereof, the portions thereof to be allocated to each resulting Borrowing (in which case the information specified pursuant to (iii) and (iv) below shall be specified for each resulting Borrowing) is [ ];
(ii) The effective date of the election made pursuant to this Interest Election Request is [ ], 200[ ];[and]
(iii) The resulting Borrowing is to be [an ABR Borrowing] [a Eurodollar Borrowing][; and] [(iv) [If the resulting Borrowing is a Eurodollar Borrowing] The Interest Period applicable to the resulting Borrowing after giving effect to such election is [ ]]. The undersigned certifies that he/she is the [ ] of the Borrower, and that as such he/she is authorized to execute this certificate on behalf of the Borrower. The undersigned further certifies, represents and warrants on behalf of the Borrower (and not in his/her individual capacity) that the Borrower is entitled to receive the requested continuation or conversion under the terms and conditions of the Credit Agreement. ELLORA ENERGY INC. By: Name: Title: The undersigned hereby certifies that he/she is the [ ] of Ellora Energy Inc., a Delaware corporation (the "Borrower"), and that as such he/she is authorized to execute this certificate on behalf of such Borrower. With reference to the Amended and Restated Credit Agreement dated as of May 1, 2008 (together with all amendments, restatements, supplements or other modifications thereto being the "Agreement"), among the Borrower, JPMorgan Chase Bank, N.A., as Administrative Agent and the other agents and lenders (the "Lenders") which are or become a party thereto, the undersigned represents and warrants on behalf of the Borrower (and not in his/her individual capacity) to the best of his/her knowledge after reasonable enquiry as follows (each capitalized term used herein having the same meaning given to it in the Agreement unless otherwise specified):
(a) The representations and warranties of the Borrower contained in Article VII of the Agreement and in the Loan Documents and otherwise made in writing by or on behalf of the Borrower pursuant to the Agreement and the Loan Documents were true and correct when made, and are repeated at and as of the time of delivery hereof and are true and correct in all material respects at and as of the time of delivery hereof, except to the extent such representations and warranties are expressly limited to an earlier date or the Required Lenders have expressly consented in writing to the contrary.
(b) The Borrower has performed and complied with all agreements and conditions contained in the Agreement and in the Loan Documents required to be performed or complied with by it prior to or at the time of delivery hereof [or specify default and describe].
(c) Since , 0xx Xxxxx Xxx Xxxxxxxno change has occurred, XX 00000-0000 Attentioneither in any case or in the aggregate, in the condition, financial or otherwise, of the Borrower or any Subsidiary which could reasonably be expected to have a Material Adverse Effect [or specify event].
(d) There exists no Default or Event of Default [or specify Default and describe].
(e) Attached hereto are the detailed computations necessary to determine whether the Borrower is in compliance with Section 9.01 as of the end of the [fiscal quarter][fiscal year] ending [ ]. EXECUTED AND DELIVERED this [ ] day of [ ]. ELLORA ENERGY INC. By: Xxxxxx Xxxxxx FaxName: Title: Reference is made to the Amended and Restated Credit Agreement, dated as of May 1, 2008 (000as amended, restated, supplemented or otherwise modified from time to time and in effect on the date hereof, the "Credit Agreement"), among Ellora Energy Inc., the Lenders and other Agents named therein and JPMorgan Chase Bank, N.A., as Administrative Agent for the Lenders. Terms defined in the Credit Agreement are used herein with the same meanings. The Assignor named below hereby sells and assigns, without recourse, to the Assignee named below, and the Assignee hereby purchases and assumes, without recourse, from the Assignor, effective as of the Assignment Date set forth below, the interests set forth below (the "Assigned Interest") 000-0000 in the Assignor's rights and obligations under the Credit Agreement, including, without limitation, the interests set forth below in the Commitment of the Assignor on the Assignment Date and Loans owing to the Assignor which are outstanding on the Assignment Date, together with the participations in Letters of Credit and LC Disbursements held by the Assignor on the Assignment Date, but excluding accrued interest and fees to and excluding the Assignment Date. The Assignee hereby acknowledges receipt of a copy of the Credit Agreement. From and after the Assignment Date (i) the Assignee shall be a party to and be bound by the provisions of the Credit Agreement and, to the extent of the Assigned Interest, have the rights and obligations of a Lender thereunder and (ii) the Assignor shall, to the extent of the Assigned Interest, relinquish its rights and be released from its obligations under the Credit Agreement. This Assignment and Assumption is being delivered to the Administrative Agent (with a copy to the Borrower) together with (i) if the Assignee is a Foreign Lender, any documentation required to be delivered by the Assignee pursuant to Section 5.03(e) of the Credit Agreement, duly completed and executed by the Assignee, and (ii) if the Assignee is not already a Lender under the Credit Agreement, an Administrative Questionnaire in the form supplied by the Administrative Agent, duly completed by the Assignee. The [Assignee/Assignor] shall pay the fee payable to the Administrative Agent pursuant to Section 12.04(b) of the Credit Agreement. This Assignment and Assumption shall be governed by and construed in accordance with the laws of the State of Texas. Date of Assignment: Legal Name of Assignor: Legal Name of Assignee: Assignee's Address for Notices: Effective Date of Assignment ("Assignment Date"): Commitment Assigned: $ 45,000,000 20.00 % GENERAL ELECTRIC CAPITAL CORPORATION 000 Xxxx XxxxxxLoans:
E-1 The terms set forth above and on the reverse side hereof are hereby agreed to: [Name of Assignor], 00xx Xxxxx Xxxxxxxas Assignor By: Name: Title: [Name of Assignee], XX 000000 Attentionas Assignee By: Xxx Xxxxxxx FaxName: Title: The undersigned hereby consent to the within assignment:(1) ELLORA ENERGY INC. JPMORGAN CHASE BANK, N.A., as Administrative Agent and Issuing Bank By: By: Name: Name: Title: Title:
(000)-000-0000 $ 54,500,000 24.22 % XXXXXXX BUSINESS CREDIT CORPORATION 00 Xxxxxxx Xxxxxx1) Consents to be included to the extent required by Section 12.04(b) of the Credit Agreement. THIS PLEDGE AGREEMENT (this "Agreement") is made as of , 0xx Xxxxx Xxxxx Xxxxxx200 , XX 00000 Attention: Xxxx Xxxxxxxxxby Ellora Energy Inc., VP Fax: a Delaware corporation (000herein called "Pledgor"), in favor of JPMorgan Chase Bank, N.A., as Administrative Agent for the ratable benefit of Lenders (as defined below), and, in the case of any Swap Agreement (as defined in the Credit Agreement), any Secured Swap Provider (as defined in the Credit Agreement) 000-0000 $ 15,000,000 6.67 % UBS AG, STAMFORD BRANCH 000 Xxxxxxxxxx Xxxx. Xxxxxxxx, XX 00000 Attention: Xxxxxx Xxxxxx Fax: (000)-000-0000 $ 26,000,000 11.56 %herein called "Pledgee").
Appears in 1 contract
Samples: Credit Agreement (Ellora Energy Inc)
U.S. Patriot Act Notice. Each Revolving Credit Lender that is subject to the Act (as hereinafter defined) and the Agent (for itself and not on behalf of any Revolving Credit Lender) hereby notifies the each Borrower that pursuant to the requirements of the USA Patriot Act (Title III of Pub. L. 107-56 (signed into law October 26, 2001)) (the “"Patriot Act”"), it is required to obtain, verify and record information that identifies the each Borrower, which information includes the name and address of the each Borrower and other information that will allow such Revolving Credit Lender or the Agent, as applicable, to identify the each Borrower in accordance with the Patriot Act. [SIGNATURES BEGIN NEXT PAGE] The parties hereto have caused this Agreement to be duly executed as of the day and year first above written. BORROWERS: ELLORA ENERGY INC. By: /s/ Xxxxxx XXXXX X. Xxxxxxx NameXXXXXXXXX Xxxxx X. Xxxxxxxxx, Vice President and Chief Financial Officer ELLORA OIL & GAS INC. By: Xxxxxx /s/ XXXXX X. Xxxxxxx TitleXXXXXXXXX Xxxxx X. Xxxxxxxxx, Vice President and Chief Financial Officer ADMINISTRATIVE AGENT/LENDER: Secretary and Treasurer FLEET RETAIL GROUPJPMORGAN CHASE BANK, INC., (f/k/a Fleet Retail Finance, Inc.)N.A., as Administrative Agent and as a Revolving Credit Lender By: /s/ J. XXXXX XXXXXX J. Xxxxx X. Xxxxxxx NameXxxxxx, Vice President LENDER: Xxxxx X. Xxxxxxx Title: M.D. XXXXX FARGO FOOTHILLKEYBANK, INC., (f/k/a Foothill Capital Corporation)N.A., as Syndication Agent and as a Revolving Credit Lender By: /s/ Xxxxx Xxxxxxxx XXXXXX XXXXX Name: Xxxxxx Xxxxx Xxxxxxxx Title: Vice President THE CIT GROUP/BUSINESS CREDITLENDER: BANK OF OKLAHOMA, INCN.A., as a Lender By: /s/ XXXXXXX X. XXXXX Name: Xxxxxxx X. Xxxxx Title: Senior Vice President LENDER: BANK OF SCOTLAND, as a Lender By: /s/ XXXXX XXXXX Name: Xxxxx Xxxxx Title: Assistant Vice President LENDER: COMERICA BANK, as a Lender By: /s/ XXXXXXX X. PURCHASE Name: Xxxxxxx X. Purchase Title: Vice President LENDER: FORTIS CAPITAL CORP., as a Revolving Credit Lender By: /s/ Xxxxxx Xxxxxx XXXXX XXXXXXXXXX Name: Xxxxxx Xxxxx Xxxxxxxxxx Title: Senior Vice President By: /s/ XXXXXXX XXXXXX Name: Xxxxxxx Xxxxxx Title: Vice President Managing Director JPMorgan Chase Bank, N.A. 20.4545454545 % $ 81,818,181.80 KeyBank, N.A. 15.0000000000 % $ 63,636,363.64 Bank of Oklahoma, N.A. 15.0000000000 % $ 63,636,363.64 Bank of Scotland 15.0000000000 % $ 63,636,363.64 Comerica Bank 15.0000000000 % $ 63,636,363.64 Fortis Capital Corp. 15.0000000000 % $ 63,636,363.64 $[ ] [ ], 200 FOR VALUE RECEIVED, ELLORA ENERGY INC., a Delaware corporation, and ELLORA OIL & GAS INC., a Delaware corporation (f/k/a Whitehall Business Credit Corporationthe "Borrowers") hereby jointly and severally promise to pay to the order of [ ] (the "Lender"), at the principal office of JPMorgan Chase Bank, N.A. (the "Administrative Agent"), at [ ], the principal sum of [ ] Dollars ($[ ]) (or such lesser amount as shall equal the aggregate unpaid principal amount of the Loans made by the Lender to the Borrowers under the Credit Agreement, as hereinafter defined), in lawful money of the United States of America and in immediately available funds, on the dates and in the principal amounts provided in the Credit Agreement, and to pay interest on the unpaid principal amount of each such Loan, at such office, in like money and funds, for the period commencing on the date of such Loan until such Loan shall be paid in full, at the rates per annum and on the dates provided in the Credit Agreement. The date, amount, Type, interest rate, Interest Period and maturity of each Loan made by the Lender to the Borrowers, and each payment made on account of the principal thereof, shall be recorded by the Lender on its books and, prior to any transfer of this Note, may be endorsed by the Lender on the schedules attached hereto or any continuation thereof or on any separate record maintained by the Lender. Failure to make any such notation or to attach a Revolving schedule shall not affect any Lender's or the Borrowers' rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of this Note. This Note is one of the Notes referred to in the Credit Agreement, dated as of February 3, 2006, among the Borrowers, the Administrative Agent, and the lenders signatory thereto (including the Lender), and evidences Loans made by the Lender thereunder (such Credit Agreement as the same may be amended, supplemented, restated or otherwise modified from time to time, the "Credit Agreement"). Capitalized terms used in this Note have the respective meanings assigned to them in the Credit Agreement. This Note is issued pursuant to the Credit Agreement and is entitled to the benefits provided for in the Credit Agreement and the other Loan Documents. The Credit Agreement provides for the acceleration of the maturity of this Note upon the occurrence of certain events, for prepayments of Loans upon the terms and conditions specified therein and other provisions relevant to this Note. ELLORA ENERGY INC. By: /s/ Xxxx Xxxxxxxxx Name: Xxxx Xxxxxxxxx Title: Vice President GENERAL ELECTRIC CAPITAL CORPORATIONELLORA OIL & GAS INC. By: Name: Title: Ellora Energy Inc., a Delaware corporation, and Ellora Oil & Gas Inc., a Delaware corporation (the "Borrowers"), pursuant to Section 2.03 of the Credit Agreement dated as of February 3, 2006 (together with all amendments, restatements, supplements or other modifications thereto, the "Credit Agreement"), among the Borrowers, JPMorgan Chase Bank, N.A., as Administrative Agent and the lenders (the "Lenders") which are or become parties thereto (unless otherwise defined herein, each capitalized term used herein is defined in the Credit Agreement), hereby requests a Revolving Borrowing as follows:
(i) Aggregate amount of the requested Borrowing is $[ ];
(ii) Date of such Borrowing is [ ], 200[ ];
(iii) Requested Borrowing is to be [an ABR Borrowing] [a Eurodollar Borrowing];
(iv) In the case of a Eurodollar Borrowing, the initial Interest Period applicable thereto is [ ];
(v) Amount of Borrowing Base in effect on the date hereof is $[ ];
(vi) Total Credit Lender Exposures on the date hereof (i.e., outstanding principal amount of Loans and total LC Exposure) is $ [ ]; and
(vii) Pro forma total Credit Exposures (giving effect to the requested Borrowing) is $[ ]; and
(viii) Location and number of the Borrowers' account to which funds are to be disbursed, which shall comply with the requirements of Section 2.05 of the Credit Agreement, is as follows: [ ] [ ] [ ] [ ] The undersigned certifies that he/she is the [ ] of each Borrower, and that as such he/she is authorized to execute this certificate on behalf of each Borrower. The undersigned further certifies, represents and warrants on behalf of each Borrower that such Borrower is entitled to receive the requested Borrowing under the terms and conditions of the Credit Agreement. ELLORA ENERGY INC. By: /s/ Xxxxxxxx X. Xxxxxx Name: Xxxxxxxx X. Xxxxxx Title: Duly Authorized Signatory UBS AGELLORA OIL & GAS INC. By: Name: Title: Ellora Energy Inc., STAMFORD BRANCHa Delaware corporation, and Ellora Oil & Gas Inc., a Delaware corporation (the "Borrowers"), pursuant to Section 2.04 of the Credit Agreement dated as of February 3, 2006 (together with all amendments, restatements, supplements or other modifications thereto, the "Credit Agreement"), among the Borrowers, JPMorgan Chase Bank, N.A., as Revolving Administrative Agent and the lenders (the "Lenders") which are or become parties thereto (unless otherwise defined herein, each capitalized term used herein is defined in the Credit Lender Agreement), hereby makes an Interest Election Request as follows:
(i) The Borrowing to which this Interest Election Request applies, and if different options are being elected with respect to different portions thereof, the portions thereof to be allocated to each resulting Borrowing (in which case the information specified pursuant to (iii) and (iv) below shall be specified for each resulting Borrowing) is [ ];
(ii) The effective date of the election made pursuant to this Interest Election Request is [ ], 200[ ];[and]
(iii) The resulting Borrowing is to be [an ABR Borrowing] [a Eurodollar Borrowing][; and] [(iv) [If the resulting Borrowing is a Eurodollar Borrowing] The Interest Period applicable to the resulting Borrowing after giving effect to such election is [ ]]. The undersigned certifies that he/she is the [ ] of each Borrower, and that as such he/she is authorized to execute this certificate on behalf of each Borrower. The undersigned further certifies, represents and warrants on behalf of each Borrower that each Borrower is entitled to receive the requested continuation or conversion under the terms and conditions of the Credit Agreement. ELLORA ENERGY INC. By: /s/ Xxxxxxx X. Xxxxxx Name: Xxxxxxx X. Xxxxxx Title: Director ELLORA OIL & GAS INC. By: /s/ Xxxxxx X. Xxxxxx Name: Xxxxxx X. Xxxxxx Title: Director REVOLVING CREDIT LENDERS; COMMITMENT PERCENTAGES; ADDRESSES FLEET RETAIL GROUP INCThe undersigned hereby certifies that he/she is the [ ] of Ellora Energy Inc., a Delaware corporation, and Ellora Oil& Gas, Inc., a Delaware corporation (the "Borrowers"), and that as such he/she is authorized to execute this certificate on behalf of each Borrower. 00 Xxxxx Xxxxxx XxxxxxWith reference to the Credit Agreement dated as of February 3, XX 00000 Attention: Xxxxx X. Xxxxxxx Fax: 2006 (000together with all amendments, restatements, supplements or other modifications thereto being the "Agreement"), among the Borrowers, JPMorgan Chase Bank, N.A., as Administrative Agent and the lenders (the "Lenders") 000-0000 $ 59,500,000 26.44 % XXXXX FARGO FOOTHILLwhich are or become a party thereto, INC. 0000 Xxxxxxxx Xxxxxxthe undersigned represents and warrants to the best of his/her knowledge after reasonable enquiry as follows (each capitalized term used herein having the same meaning given to it in the Agreement unless otherwise specified):
(a) The representations and warranties of the Borrowers contained in Article VII of the Agreement and in the Loan Documents and otherwise made in writing by or on behalf of the Borrowers pursuant to the Agreement and the Loan Documents were true and correct when made, Xxxxx 0000 Xxxx Xxxxx Xxxxxxand are repeated at and as of the time of delivery hereof and are true and correct in all material respects at and as of the time of delivery hereof, XX 00000 Attention: Xxxxx Xxxxxxx/Xxxxx Xxxxxxxx Fax: except to the extent such representations and warranties are expressly limited to an earlier date or the Required Lenders have expressly consented in writing to the contrary.
(000b) 000-0000 $ 25,000,000 11.11 % THE CIT GROUP/BUSINESS CREDIT, INC. 000 Xxxxx Xxxxx XxxThe Borrowers have performed and complied with all agreements and conditions contained in the Agreement and in the Loan Documents required to be performed or complied with by it prior to or at the time of delivery hereof [or specify default and describe]., 0xx Xxxxx Xxx Xxxxxxx, XX 00000-0000 Attention: Xxxxxx Xxxxxx Fax: (000) 000-0000 $ 45,000,000 20.00 % GENERAL ELECTRIC CAPITAL CORPORATION 000 Xxxx Xxxxxx, 00xx Xxxxx Xxxxxxx, XX 000000 Attention: Xxx Xxxxxxx Fax: (000)-000-0000 $ 54,500,000 24.22 % XXXXXXX BUSINESS CREDIT CORPORATION 00 Xxxxxxx Xxxxxx, 0xx Xxxxx Xxxxx Xxxxxx, XX 00000 Attention: Xxxx Xxxxxxxxx, VP Fax: (000) 000-0000 $ 15,000,000 6.67 % UBS AG, STAMFORD BRANCH 000 Xxxxxxxxxx Xxxx. Xxxxxxxx, XX 00000 Attention: Xxxxxx Xxxxxx Fax: (000)-000-0000 $ 26,000,000 11.56 %
Appears in 1 contract
Samples: Credit Agreement (Ellora Energy Inc)
