EXHIBIT 10.2
SECOND AMENDMENT TO CREDIT AGREEMENT
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THIS SECOND AMENDMENT TO CREDIT AGREEMENT (this "Amendment"), dated as of
August 31, 2006, is between: (i) CRIMSON EXPLORATION INC., a Delaware
corporation ("Borrower"), (ii) LTW PIPELINE CO., a Texas corporation, and
CRIMSON EXPLORATION OPERATING, INC., a Delaware corporation ("CEO"), successor
by merger to Setex Oil and Gas Company, a Texas corporation, Rigwest Well
Service, Inc., a Texas corporation, Southeast Texas Oil & Gas Co., LLC, a Texas
limited liability company, Gulfwest Development Company, a Texas corporation,
Dutchwest Oil Company, a Texas corporation, Gulfwest Oil & Gas Company, a Texas
corporation, Gulfwest Oil & Gas Company (Louisiana) LLC, a Louisiana limited
liability company, Gulfwest Texas Company, a Texas corporation, and S.G.C.
Transmission, LLC, a Texas limited liability company (individually and
collectively, "Guarantors"), and (iii) XXXXX FARGO BANK, NATIONAL ASSOCIATION, a
national banking association, as the sole current Lender and as Agent for the
Lenders ("Agent"), with reference to the following facts:
RECITALS:
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WHEREAS, Borrower and Agent entered into that certain Credit Agreement
dated as of July 15, 2005, which was amended by that certain First Amendment to
Credit Agreement dated as of March 6, 2006 (as same may be amended, restated,
increased, supplemented, and/or otherwise modified, the "Agreement"), as
evidenced by, among other things, that certain Revolving Credit Note in the
original principal amount of $100,000,000.00 (as same may be amended, restated,
increased, renewed, extended, supplemented, and/or otherwise modified, the
"Note").
WHEREAS, the Guarantors guaranteed payment of the indebtedness evidenced by
the Note as well as the performance and payment of the other Obligations as
evidenced by, among other things, those certain Guaranty Agreements dated as of
July 15, 2005, and that certain Guaranty Agreement executed by CEO dated as of
January 5, 2006.
WHEREAS, pursuant to the Loan Documents, Agent has a security interest in,
or lien upon, among other things, certain of Borrower's and Guarantor's personal
and/or real property as more particularly described in the Loan Documents
including, but not limited to, the personal property described in those certain
Third Party Security Agreements executed by each of the Guarantors and the
Security Agreement dated as of July 15, 2005, executed by Borrower, all for the
benefit of Agent and the Lenders (collectively, as amended, restated,
supplemented and/or otherwise modified, the "Security Agreements"), and the real
and personal property described in each of those certain Mortgage, Deed of
Trust, Assignment of Production, Security Agreement, Fixture Filing and
Financing Statements (the "Mortgages") each dated of even date with the Credit
Agreement, which Security Agreements and Mortgages secure, among other things,
the Obligations. All of the collateral described in any and all of the Loan
Documents is herein called the "Collateral."
WHEREAS, Borrower has advised Agent that it desires to obtain certain
financing in the form of a $150,000,000.00 term loan facility (the "Second Lien
Facility") from Xxxxx Fargo Energy Capital, Inc., a Texas corporation (as agent
for itself and the other lenders party from time to time to the Second Lien
Facility, "Second Lien Creditor"), to be used for Borrower's and its
Subsidiaries' working capital needs and general corporate purposes, including
permitted acquisitions and the exploration and development of oil and gas
properties. Borrower requests that Agent, on behalf of itself and the Lenders,
agree to certain amendments to the Credit Agreement to account for the Second
Lien Facility, in each case as more fully set forth herein.
WHEREAS, Agent, on behalf of itself and the other Lenders, is willing to
agree to such amendment, subject to the performance and observance in full of
each of the covenants, terms and conditions, and in reliance upon all of the
representations and warranties of Borrower, set forth herein.
NOW, THEREFORE, in consideration of the covenants, conditions and
agreements hereafter set forth, and for other good and valuable consideration,
the receipt and adequacy of which are all hereby acknowledged, the parties
hereto covenant and agree as follows:
ARTICLE I
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Definitions
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Capitalized terms used in this Amendment, to the extent not otherwise
defined herein, shall have the same meanings as in the Agreement, as amended
hereby.
ARTICLE II
Amendments and Consent
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A. Amendment to Definitions. (1) Effective as of the date hereof, the
following definitions set forth in Section 1.02 (Certain Defined Terms) of the
Agreement are hereby amended and restated as follows:
"Final Maturity Date" shall mean the earlier to occur of (i) August
31, 2009, and (ii) the date that the Notes are prepaid in full pursuant to
Section 2.07 and neither the Agent nor any Lender is obligated to make
Revolving Credit Loans or advance other funds to Borrower hereunder, and
(iii) termination of this Agreement.
"Loan Documents" shall mean this Agreement, the Notes, all Letters of
Credit, all Letter of Credit Agreements, all Letter of Credit Applications,
the Security Instruments, and the Subordination Agreement.
"Revolving Credit Termination Date" shall mean the earlier to occur of
(i) August 31, 2009 or (ii) the date that the Commitments are sooner
terminated pursuant to Sections 2.03(b) or 10.02.
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(2) Effective as of the date hereof, the following definitions are hereby
added to Section 1.02 (Certain Defined Terms) of the Agreement:
"Second Lien Loan" shall mean any Debt incurred pursuant to Section
9.01(k) and all Debt and other obligations under the Second Lien Loan
Documents.
"Second Lien Loan Agreement" shall mean that certain Subordinate
Credit Agreement dated as of August 31, 2006, by and between Xxxxx Fargo
Energy, as agent for itself and the other lenders from time to time party
to the Second Lien Loan Agreement, and the Borrower, as the same may be
amended, supplemented, restated, and/or otherwise modified or replaced or
refinanced from time to time.
"Second Lien Loan Documents" means the Second Lien Loan Agreement and
the other Loan Documents (as defined in the Second Lien Loan Agreement) as
the same shall be amended, supplemented, restated, and/or otherwise
modified or replaced or refinanced from time to time.
"Subordination Agreement" shall mean that certain Subordination
Agreement dated as of August 31, 2006, by and among, Agent, as agent for
itself and the Lenders, Xxxxx Fargo Energy, as agent for itself and the
other lenders party from time to time to the Second Lien Loan Agreement,
and the Borrower, as the same may from time to time be amended,
supplemented, restated and/or otherwise modified from time to time in
accordance with such Subordination Agreement.
"Xxxxx Fargo Energy" shall mean Xxxxx Fargo Energy Capital, Inc., a
Texas corporation.
B. Amendment Affecting the Borrowing Base. Effective as of the date
hereof, subsection 2.08(a) of the Agreement is hereby amended and restated as
follows:
(a) The Borrowing Base shall be determined in accordance with Section
2.08(b) by the Agent with the concurrence of the Majority Lenders and is
subject to redetermination in accordance with Section 2.08(d). Upon any
redetermination of the Borrowing Base, such redetermination shall remain in
effect until the next successive Redetermination Date. So long as any of
the Commitments are in effect or any LC Exposure or Loans are outstanding
hereunder, this facility shall be governed by the then effective Borrowing
Base. During the period from and after August 31, 2006, until the first
redetermination pursuant to Section 2.08(d) or adjustment pursuant to
Section 8.08(c), the amount of the Borrowing Base shall be $25,000,000.00.
C. Amendments to Affirmative Covenants. Effective as of the date hereof,
Article VIII (Affirmative Covenants) of the Agreement is hereby amended by the
addition of the following new Section 8.15 as follows:
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Section 8.15 Maintenance of First Lien Priority. Prior to or
contemporaneously with the granting of any Lien on any Property to or for the
benefit of any agent or lender under the Second Lien Loan Agreement pursuant to
any Second Lien Loan Document or otherwise, the Borrower or applicable
Subsidiary shall grant to the Agent a first priority Lien interest (subject only
to Excepted Liens) on such Property for the benefit of the Lenders to secure the
Obligations. All such Liens will be created and perfected by and in accordance
with the provisions of deeds of trust, security agreements and financing
statements or other Security Instruments, all in form and substance reasonably
satisfactory to the Agent and in a sufficient number of executed (and
acknowledged where necessary or appropriate) counterparts for recording
purposes. Any promissory notes, security instruments, or other documents and
agreements drafted in connection with the Second Lien Loan shall contain
subordination language acceptable to Agent in its sole discretion.
D. Amendments Affecting Negative Covenants. (1) Effective as of the date
hereof, Section 9.01 (Debt) of the Agreement is hereby amended by removing the
word "and" set forth after subsection 9.01(e), replacing the period following
subsection 9.01(j) with a semi-colon followed by the word "and," and adding the
following new subsection 9.01(k) as follows:
(k) Debt incurred by the Borrower pursuant to the Second Lien Loan
Agreement and any guarantees thereof by any of the Guarantors; provided
that, unless otherwise consented to by all of the Lenders, (i) the
aggregate principal amount of such Debt shall not exceed $150,000,000.00,
(ii) the maturity date of any debt due thereunder shall be at least six
months following the Final Maturity Date, (iii) such Debt and the holders
thereof shall at all times be subject to the Subordination Agreement, (iv)
such Debt shall not have any principal amortization prior to the Final
Maturity Date, and (v) any Debt instrument executed in connection with such
Debt shall contain subordination language satisfactory to Agent in its sole
discretion.
(2) Effective as of the date hereof, Section 9.02 (Liens) of the Credit
Agreement is hereby amended by removing the word "and" set forth after
subsection 9.02(d), replacing the period following subsection 9.02(e) with a
semi-colon followed by the word "and," and adding the following new subsection
9.02(f) as follows:
(f) Liens securing the obligations of the Borrower and the Guarantors
under the Second Lien Loan Agreement and the other Second Lien Loan
Documents; provided that, such Liens shall not encumber any Property that
is not subject to a first priority Lien in favor of, or for the benefit of,
the Lenders to secure the Obligations, such Liens shall be subordinate in
all respects to Liens in favor of the Lenders to secure the Obligations,
and any promissory note, instrument, document, or agreement executed in
connection with such Liens shall contain subordination language
satisfactory to Agent in its sole discretion.
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(3) Effective as of the date hereof, Article IX of the Agreement is hereby
amended by the addition of the following new Section 9.29 as follows:
Section 9.29 Maintenance of First Lien Priority. The Borrower agrees that
it will not, and will not permit any Subsidiary to, xxxxx x Xxxx on any Property
to secure the indebtedness under the Second Lien Loan Documents without first
(i) giving fifteen (15) days' prior written notice to the Agent of such action
and (ii) granting to the Agent to secure the Obligations a first-priority,
perfected Lien on this same Property pursuant to Security Instruments in form
and substance reasonably satisfactory to the Agent. Any security instruments or
other documents and agreements drafted in connection with the Second Lien Loan
shall contain subordination language acceptable to Agent in its sole discretion.
In connection therewith, the Borrower shall, or shall cause its Subsidiaries to,
execute and deliver such other additional closing documents, certificates and
legal opinions as shall reasonably be requested by the Agent.
E. Amendments Affecting Events of Default. Effective as of the date
hereof, Section 10.01 (Events of Default) of the Agreement is hereby amended by
replacing the period following subsection 10.01(p) with a semi-colon followed by
the word "or" and adding the following new subsection 10.01(q) as follows:
(q) any Event of Default (as defined therein) shall have occurred
pursuant to the Second Lien Loan Agreement including, but not limited to,
the failure to make all payments of any interest, fees and other amounts
due thereunder or in respect thereof in full pursuant to and in accordance
with the Second Lien Loan Documents.
F. Amendments Affecting Schedules to Agreement. Each Schedule attached to
the Agreement is hereby replaced by its corresponding Schedule attached hereto.
G. Consent. Notwithstanding anything set forth in the Agreement or the
other Loan Documents, Agent, on behalf of itself and the Lenders, hereby
consents to Borrower obtaining subordinate financing from the Second Lien
Creditor pursuant to and in accordance with the terms set forth in the Second
Lien Loan Documents dated as of the date hereof and the Agreement, as amended
hereby, and subject to the completion of all of the conditions set forth herein
to the satisfaction of Agent, in its reasonable discretion including, without
limitation, delivery of the executed Subordination Agreement and the other Loan
Documents. Agent acknowledges that the subordination language contained in the
Second Lien Loan Documents and Subordination Agreement in each case as in effect
as of the date hereof is and shall be deemed acceptable to Agent.
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ARTICLE III
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Conditions Precedent
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A. Conditions Precedent. The effectiveness of this Amendment is subject
to the satisfaction of the following conditions precedent:
(1) Agent shall have received all of the following, each dated (unless
otherwise indicated) the date of this Amendment, in form and substance
satisfactory to Agent:
(a) This Amendment properly executed by the Borrower, the Agent
and each Guarantor;
(2) Resolutions of Borrower and each Guarantor certified by their
respective Secretary or an Assistant Secretary which authorize the
execution, delivery, and performance by such loan party of this Amendment
and the other Loan Documents to which such loan party is or is to be a
party hereunder, and which certificate shall include a certificate of
incumbency of the officers authorized to sign this Amendment and the other
Loan Documents together with specimen signatures of such officers;
(3) The Second Lien Loan Agreement and the other Second Lien Loan
Documents (the Second Lien Loan Agreement and other Second Lien Loan
Documents shall contain subordination language acceptable to Agent in its
sole discretion);
(4) The Subordination Agreement; and
(5) All other documents, instruments, or agreements required to be
executed and/or delivered to Agent in its discretion.
B. The representations and warranties contained herein and in all other
Loan Documents, as amended hereby, shall be true and correct as of the date
hereof as if made on the date hereof.
C. Since June 30, 2006, no change shall have occurred and be continuing,
either in any case or in the aggregate, in the condition, financial or
otherwise, of the Borrower or any Subsidiary which would have a Material Adverse
Effect.
D. No Event of Default shall have occurred and be continuing and no event
or condition shall have occurred that with the giving of notice or lapse of time
or both would be an Event of Default.
ARTICLE IV
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Ratifications, Representations and Warranties
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A. Ratifications. The terms and provisions set forth in this Amendment
shall modify and supersede all inconsistent terms and provisions set forth in
the Agreement and except as expressly modified and superseded by this Amendment,
the terms and provisions of the Agreement are ratified and confirmed and shall
continue in full force and effect. Borrower, Guarantors, and Agent agree that
the Agreement as amended hereby shall continue to be legal, valid, binding, and
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enforceable in accordance with its terms. The terms, provisions, and conditions
of any and all of the Loan Documents including, without limitation, the Note,
the Security Agreements, and the Mortgages are hereby ratified and confirmed in
every respect by Borrower and each Guarantor and shall continue in full force
and effect.
B. Representations and Warranties. Borrower and each Guarantor hereby
represent and warrant to Agent that: (i) the execution, delivery and performance
of this Amendment and any and all other Loan Documents executed and/or delivered
in connection herewith have been authorized by all requisite corporate action on
the part of Borrower and each Guarantor and will not violate the certificate or
articles of incorporation or bylaws of Borrower or any Guarantor, (ii) the
representations and warranties contained in the Agreement, as amended hereby,
and any other Loan Document are true and correct on and as of the date hereof as
though made on and as of the date hereof, except to the extent that any such
representation and warranty expressly relates solely to an earlier date (in
which case such representation and warranty shall be true and correct on and as
of such earlier date), (iii) no Event of Default has occurred and is continuing
and no event or condition has occurred that with the giving of notice or lapse
of time or both would be an Event of Default, and (iv) Borrower and each
Guarantor are in full compliance with all covenants and agreements contained in
the Agreement as amended hereby.
ARTICLE V
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Miscellaneous
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A. Security Instruments and Non-Impairment of Lien. All Loan Documents
shall secure the indebtedness evidenced by the Note and the other Loan
Documents, as such indebtedness is affected by this Amendment, whether or not
such Loan Documents shall be expressly amended or supplemented in connection
with this Amendment. Except as expressly provided herein, nothing contained in
this Amendment shall: (i) alter or affect any provision, condition or covenant
contained in the Note, the Agreement, the Security Agreements, the Mortgages, or
the other Loan Documents or affect or impair any rights, powers, or remedies
thereunder, it being the intent hereof that the provisions of the Note, the
Agreement, the Security Agreements, the Mortgages, and the other Loan Documents
shall each continue in full force and effect except as expressly modified
hereby, or (ii) be deemed or construed to be an impairment of the lien of the
Security Agreements or the Mortgages. The Security Agreements and the Mortgages
shall remain first liens encumbering the property covered by the Security
Agreements, the Mortgages, and any other Loan Documents, as amended hereby.
B. Survival of Representations and Warranties. All representations and
warranties made in this Amendment or in any other Loan Document including any
Loan Document furnished in connection with this Amendment shall survive the
execution and delivery of this Amendment and the other Loan Documents, and no
investigation by Agent or any closing shall affect the representations and
warranties or the right of Agent to rely upon them.
C. Reference to Agreement. Each of the Loan Documents, including the
Agreement and any and all other agreements, documents, or instruments now or
hereafter executed and delivered pursuant to the terms hereof or pursuant to the
terms of the Agreement as amended hereby, are hereby amended so that any
reference in such Loan Documents to the Agreement shall mean a reference to the
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Agreement as amended hereby. It is the intention of the parties hereto that this
Agreement and the agreements, documents, and/or instruments executed, delivered,
and/or recorded in connection with the first lien loan including, without
limitation, the Subordination Agreement, shall be deemed to form a part of the
Loan Documents that they amend, and shall all constitute a "Loan Document" as
referred to herein and therein.
D. Additional Documentation. From time to time, Borrower and/or
Guarantors shall execute or procure and deliver to Agent such other and further
documents and instruments evidencing, securing, or pertaining to the
indebtedness evidenced by the Note or the other Loan Documents as shall be
reasonably requested by Agent so as to evidence or effect the terms and
provisions hereof. Agent may file financing statements and other instruments or
documents in the appropriate jurisdictions where it or its counsels deems
necessary, in their sole discretion, to perfect Agent's lien in the Collateral
without obtaining the signature of Borrower or any Guarantor on any of the
financing statements.
E. Expenses of Agent. Whether or not this Amendment is executed or the
transactions contemplated by this Amendment are consummated, Borrower agrees to
pay on demand all costs and expenses incurred by Agent in connection with the
preparation, negotiation, and execution of this Amendment and the other Loan
Documents executed pursuant hereto and any and all amendments, modifications,
and supplements thereto including, without limitation, the costs and reasonable
fees of Agent's legal counsel, and all costs and expenses incurred by Agent in
connection with the enforcement or preservation of any rights under the
Agreement, as amended hereby, or any other Loan Document including, without
limitation, the costs and fees of Agent's legal counsel. The Borrower
acknowledges that all provisions of the Agreement remain in full force and
effect, as amended hereby including, without limitation, the indemnity
provisions set forth in Section 12.03 of the Agreement, which shall apply to
this Amendment and the other Loan Documents executed in connection herewith.
F. Severability. Any provision of this Amendment held by a court of
competent jurisdiction to be invalid or unenforceable shall not impair or
invalidate the remainder of this Amendment and the effect thereof shall be
confined to the provision so held to be invalid or unenforceable.
G. Applicable Law. This Amendment and all other Loan Documents executed
pursuant hereto shall be governed by and construed in accordance with the laws
of the State of Texas. On behalf of itself and all of its respective
constituents, Borrower and each Guarantor hereby agree and consent to the
exclusive jurisdiction and venue of the state courts of Texas and the federal
courts of the United States having territorial jurisdiction where the property
is located.
H. Successors and Assigns. This Amendment is binding upon and shall inure
to the benefit of Agent, Borrower, and Guarantors, and their respective
successors and assigns, except Borrower and/or Guarantors may not assign or
transfer any of their rights or obligations hereunder without the prior written
consent of Agent.
I. Counterparts. This Amendment may be executed in one or more
counterparts, each of which when so executed shall be deemed to be an original,
but all of which when taken together shall constitute one and the same
instrument.
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J. Effect of Waiver. No consent or waiver, express or implied, by Agent
to or for any breach of or deviation from any covenant, condition or duty by
Borrower or Guarantors shall be deemed a consent or waiver to or of any other
breach of the same or any other covenant, condition or duty.
K. Headings. The headings, captions, and arrangements used in this
Amendment are for convenience only and shall not affect the interpretation of
this Amendment.
L. Non-Application of Chapter 346 of Texas Finance Code. The provisions
of Chapter 346 of the Texas Finance Code are specifically declared by the
parties not to be applicable to this Amendment or any of the Loan Documents or
the transactions contemplated hereby.
M. SECTION 26.02 NOTICE. THIS AMENDMENT AND ALL OTHER INSTRUMENTS,
DOCUMENTS AND AGREEMENTS EXECUTED AND DELIVERED IN CONNECTION WITH THIS
AMENDMENT EMBODY THE FINAL, ENTIRE AGREEMENT AMONG THE PARTIES HERETO AND
SUPERSEDE ANY AND ALL PRIOR COMMITMENTS, AGREEMENTS, REPRESENTATIONS, AND
UNDERSTANDINGS, WHETHER WRITTEN OR ORAL, RELATING TO THIS AMENDMENT, AND MAY NOT
BE CONTRADICTED OR VARIED BY EVIDENCE OF PRIOR, CONTEMPORANEOUS, OR SUBSEQUENT
ORAL AGREEMENTS OR DISCUSSIONS OF THE PARTIES HERETO.
THERE ARE NO UNWRITTEN ORAL AGREEMENTS AMONG THE PARTIES HERETO.
N. WAIVER OF JURY TRIAL. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE
LAW, EACH OF THE PARTIES HERETO HEREBY IRREVOCABLY AND EXPRESSLY WAIVES ALL
RIGHT TO A TRIAL BY JURY IN ANY ACTION, PROCEEDING, OR COUNTERCLAIM (WHETHER
BASED UPON CONTRACT, TORT, OR OTHERWISE) ARISING OUT OF OR RELATING TO ANY OF
THE LOAN DOCUMENTS OR THE TRANSACTIONS CONTEMPLATED THEREBY OR THE ACTIONS OF
THE AGENT OR ANY LENDER IN THE NEGOTIATION, ADMINISTRATION, OR ENFORCEMENT
THEREOF.
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Executed as of the date first written above.
BORROWER:
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CRIMSON EXPLORATION INC.,
a Delaware corporation
By: /s/ E. Xxxxxx Xxxxx
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E. Xxxxxx Xxxxx
Senior Vice President and
Chief Financial Officer
Address for Notices:
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Crimson Exploration Inc.
000 X. Xxx Xxxxxxx Xxxxxxx, X., Xxxxx 000
Xxxxxxx, Xxxxx 00000
Telecopier No.: (000) 000-0000
Telephone No.: (000) 000-0000, ext. 330
Attention: E. Xxxxxx Xxxxx
AGENT and LENDER:
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XXXXX FARGO BANK, NATIONAL ASSOCIATION
By: /s/ Xxxxxxx X. Xxxxx
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Xxxxxxx X. Xxxxx
Vice President
Address for Notices:
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Xxxxx Fargo Bank, National Association
0000 Xxxxxxxxx, Xxxxx Xxxxx
Xxxxxxx, Xxxxx 00000
Telecopier No.: (000) 000-0000
Telephone No.: (000) 000-0000
Attention: Xxxx Xxxxxx
The undersigned Guarantors are executing this Amendment to acknowledge and
agree to all the representations, warranties, terms, and conditions of the
Agreement as amended by the this Amendment including compliance with all such
covenants and agreements applicable to each such Guarantor. Guarantor hereby
consents and agrees to this Amendment and agrees that its respective guaranty
agreement shall remain in full force and effect and shall continue to be the
legal, valid, and binding obligation of Guarantor enforceable against Guarantor
in accordance with its terms.
GUARANTOR:
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CRIMSON EXPLORATION OPERATING, INC.,
a Delaware corporation, SUCCESSOR BY
MERGER TO:
SETEX OIL AND GAS COMPANY, a Texas
corporation. RIGWEST WELL SERVICE, INC.,
a Texas corporation, SOUTHEAST TEXAS OIL
& GAS CO., LLC, a Texas limited liability
company, GULFWEST DEVELOPMENT COMPANY, a
Texas corporation, DUTCHWEST OIL COMPANY,
a Texas corporation, GULFWEST OIL & GAS
COMPANY, a Texas corporation, GULFWEST
OIL & GAS COMPANY (LOUISIANA) LLC, a
Louisiana limited liability company,
GULFWEST TEXAS COMPANY, a Texas
corporation, and S.G.C. TRANSMISSION,
LLC, a Texas limited liability company
By: /s/ E. Xxxxxx Xxxxx
-------------------------------------
Name: E. Xxxxxx Xxxxx
Title: Senior Vice President and Chief
Financial Officer
Address for Notices:
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Crimson Exploration Operating, Inc.
c/o Crimson Exploration Inc.
000 X. Xxx Xxxxxxx Xxxxxxx, X., Xxxxx 000
Xxxxxxx, Xxxxx 00000
Telecopier No.: (000) 000-0000
Telephone No.: (000) 000-0000, ext. 330
Attention: E. Xxxxxx Xxxxx
LTW PIPELINE CO., a Texas corporation
By: /s/ E. Xxxxxx Xxxxx
-------------------------------------
Name: E. Xxxxxx Xxxxx
Title: Senior Vice President and Chief
Financial Officer
Address for Notices:
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LTW Pipeline Co.
c/o Crimson Exploration Inc.
000 X. Xxx Xxxxxxx Xxxxxxx, X., Xxxxx 000
Xxxxxxx, Xxxxx 00000
Telecopier No.: (000) 000-0000
Telephone No.: (000) 000-0000, ext. 330