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EXHIBIT 10.18
AMENDMENT NO. 6 TO CREDIT AGREEMENT
AMENDMENT dated as of June 8, 1999 to the Amended and Restated Credit
Agreement dated as of June 8, 1999 (the "CREDIT AGREEMENT") among HALLWOOD
ENERGY CORPORATION, HALLWOOD ENERGY PARTNERS, L.P. and HALLWOOD CONSOLIDATED
RESOURCES CORPORATION (collectively, the "BORROWERS"), the BANKS party thereto
(the "BANKS"), FIRST UNION NATIONAL BANK, as Collateral Agent and XXXXXX
GUARANTY TRUST COMPANY OF NEW YORK, as Agent (the "AGENT").
WITNESSETH:
WHEREAS, the parties hereto desire to amend the Credit Agreement as set
forth herein;
NOW, THEREFORE, the parties hereto agree as follows:
SECTION 1. Defined Terms; References. Unless otherwise specifically
defined herein, each term used herein which is defined in the Credit Agreement
has the meaning assigned to such term in the Credit Agreement. Each reference to
"hereof", "hereunder", "herein" and "hereby" and each other similar reference
and each reference to "this Agreement" and each other similar reference
contained in the Credit Agreement shall, after this Amendment becomes effective,
refer to the Credit Agreement as amended hereby.
SECTION 2. Amendment of the Distributions Covenant. Clause (b) of the
first sentence of Section 4.21 of the Credit Agreement is amended to read in its
entirety as follows: "(b) if the aggregate Debt of HEC and its Subsidiaries
(other than the Subordinated Notes) exceeds, or would immediately after such
Distribution exceed, 100% of the Debt Limit;".
SECTION 3. Representations of Borrowers. The Borrowers represent and
warrant that (i) the representations and warranties of the Borrowers set forth
in Article 3 of the Credit Agreement are true on and as of the date hereof and
(ii) no Default has occurred and is continuing.
SECTION 4. Governing Law. This Amendment shall be governed by and
construed in accordance with the laws of the State of New York.
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SECTION 5. Counterparts. This Amendment may be signed in any number of
counterparts, each of which shall be an original, with the same effect as if the
signatures thereto and hereto were upon the same instrument.
SECTION 6. Effectiveness. This Amendment shall become effective as of
the date hereof on the date on which the Agent shall have received from the
Borrowers and the Required Banks a counterpart hereof signed by such party or
facsimile or other written confirmation (in form satisfactory to the Agent) that
such party has signed a counterpart hereof.
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IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be
duly executed as of the date first above written.
HALLWOOD ENERGY CORPORATION
By: /s/ Xxxx Xxxxxxxxxxx
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Title: Vice President
HALLWOOD CONSOLIDATED
RESOURCES CORPORATION
By: /s/ Xxxx Xxxxxxxxxxx
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Title: Vice President
HALLWOOD ENERGY PARTNERS, L.P.
By: HEC Acquisition Corp., its
General Partner
By: /s/ Xxxx Xxxxxxxxxxx
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Title: Vice President
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XXXXXX GUARANTY TRUST
COMPANY OF NEW YORK
By: /s/ Xxxx Xxxxxxxxx
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Title: Vice President
FIRST UNION NATIONAL BANK
By: /s/ Xxxxxx X. Xxxxxxxxx
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Title: Senior Vice President
XXXXX FARGO BANK TEXAS, N.A.
By: /s/ Xxxx Xxxxxxxxx
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Title: Vice President
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Acknowledged by:
HALLWOOD LA PLATA, LLC
LA PLATA ASSOCIATES, LLC
By: HALLWOOD PETROLEUM, INC.
By: /s/ Xxxx Xxxxxxxxxxx
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Title: Vice President
The Manager of Hallwood La Plata LLC and La
Plata Associates LLC
CONCISE OIL AND GAS PARTNERSHIP
EM NOMINEE PARTNERSHIP COMPANY
MAY ENERGY PARTNERS OPERATING
PARTNERSHIP LTD.
By: HEC ACQUISITION CORP.
By: /s/ Xxxx Xxxxxxxxxxx
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Title: Vice President
The General Partner of Concise Oil and Gas
Partnership, EM Nominee Partnership Company,
May Energy Partners Operating Partnership LTD.
HALLWOOD CONSOLIDATED PARTNERS, L.P.
By: HALLWOOD CONSOLIDATED
RESOURCES CORPORATION
By: /s/ Xxxx Xxxxxxxxxxx
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Title: Vice President
The General partner of Hallwood Consolidated
Partners, L.P.
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