EXHIBIT 10.4(a)
---------------
INTERIM AGREEMENT
This Interim Agreement (this "Agreement") dated as of November 3,
2005, is made between GMX Resources Inc., an Oklahoma corporation ("Borrower"),
and Hibernia National Bank, a national banking association ("Lender") who agrees
as follows:
A. This Agreement pertains to that certain Loan Agreement (Line of
Credit) dated as of July 29, 2005, between Borrower and Lender (the "Loan
Agreement"). As used in this Agreement, capitalized terms used herein without
definition herein shall have the meanings provided in the Loan Agreement.
1. Lender hereby acknowledges that the conditions and requirements
necessary for Lender to make the initial Advance to Borrower under Section 7.6
have been satisfied. The Borrowing Base is activated and set initially at
$17,000,000.00, subject to future change as provided in the Loan Agreement.
2. Paragraph (a) of Loan Agreement Section 7.3 is hereby amended and
restated, to read in its entirety as follows:
(a) The Borrower will furnish the Lender no later than January 5,
2006, with title opinions and other evidence of title in form,
scope and substance satisfactory to Lender and Lender's counsel,
which indicates that Borrower has good and marketable title to
the interests in the portions of the Collateral listed below in
amounts not less than those specified in the Collateral Documents
or otherwise represented to Lender, subject to no Liens other
than the Collateral Documents and those accepted by Lender in
writing, pertaining to the following xxxxx:
Xxxxxx, Xxxxx #1
Xxxxxx, X.X. #3
Cockerell #1
Xxxxxxx GU #1C
Xxxxxxx OU #2
Blocker Xxxx #4
Xxxxxx-Xxxxx #5
Xxxxxxx #2
Waskom Unit No. 8
Additionally, on or before January 5, 2006, Borrower will furnish
Lender with a title update letter on the Collateral reflecting an
examination of the records of Xxxxxxxx and Panola Counties,
Texas, confirming the recordation of the merger of Expedition and
that there have been no adverse alienations, liens or
encumbrances recorded or filed since the certification date(s) of
the title research runsheet(s) examined in Xxxx Xxxxxxxxxx'x
letter of October 13, 2005, and reflecting the recordation of the
Deed of Trust.
3. Except as expressly modified by this Agreement, all terms and
provisions of the Loan Agreement are hereby ratified and confirmed and shall be
and shall remain in full force and effect, enforceable in accordance with their
terms.
4. Borrower hereby represents and warrants that no Default has
occurred and is continuing on the date hereof, and further represents and
warrants that all of the representations, warranties and covenants made in the
Loan Agreement are, as of the date hereof, true and correct in all material
respects.
5. This Agreement may be executed in two or more counterparts, and
it shall not be necessary that the signatures of all parties hereto be contained
on any one counterpart hereof; each counterpart shall be deemed an original, but
all of which together shall constitute one and the same instrument. The parties
specifically confirm their intent to be bound by delivery of such signed
counterparts by telecopier.
GMX RESOURCES INC.
By: /s/ Xxx X. Xxxxxxxxx, Xx.
---------------------------
Name: Xxx X. Xxxxxxxxx, Xx.
Title: Executive Vice President and
and CFO
HIBERNIA NATIONAL BANK
By: /s/ Xxxxx X. Xxxx
---------------------------
Name: Xxxxx X. Xxxx
Title: Senior Vice President
-2-
