Re: Sixth Amended and Restated Credit Agreement dated as of September 14, 2006 (as amended, the “Credit Agreement”) among Denbury Onshore, LLC, a Delaware limited liability company (“Borrower”), Denbury Resources Inc., a Delaware corporation, as...
Exhibit 10(a)
March 28, 2008
Denbury Onshore, LLC
Denbury Resources Inc.
0000 Xxxxxxxx Xxxxxxx, Xxxxx 0000
Xxxxx, Xxxxx 00000
Attn: Xxxx Xxxxxxx
Denbury Resources Inc.
0000 Xxxxxxxx Xxxxxxx, Xxxxx 0000
Xxxxx, Xxxxx 00000
Attn: Xxxx Xxxxxxx
Re:
|
Sixth Amended and Restated Credit Agreement dated as of September 14, 2006 (as amended, the “Credit Agreement”) among Denbury Onshore, LLC, a Delaware limited liability company (“Borrower”), Denbury Resources Inc., a Delaware corporation, as Parent Guarantor (“Parent”), JPMorgan Chase Bank, N.A., as Administrative Agent (“Administrative Agent”), the other agents parties thereto, and the financial institutions parties thereto as Banks (“Banks”) (unless otherwise defined herein, all terms used herein which are defined in the Credit Agreement shall have the meaning when used herein assigned to such terms in the Credit Agreement) |
Gentlemen:
1. Borrowing Base. Pursuant to Section 5.2 of the Credit Agreement, the Borrowing Base
shall be $1,000,000,000.00 effective April 1, 2008, and continuing until the next Redetermination
thereafter. Borrower and Banks agree that the Borrowing Base redetermination provided for herein
shall be the April 1, 2008 Scheduled Redetermination and shall not be considered or deemed to be a
Special Redetermination.
2. Borrowing Base Provisions. Notwithstanding anything to the contrary contained in the
Credit Agreement or any other Loan Paper, Section 5.2(b) of the Credit Agreement shall be
amended effective as of the date hereof to read in full as follows:
“(b) [intentionally deleted],”.
3. Legal Expenses. Borrower hereby agrees to pay on demand all reasonable fees and
expenses of counsel to Administrative Agent incurred by Administrative Agent in connection
with the preparation, negotiation and execution of this letter agreement and all related
documents.
4. Counterparts. This letter agreement may be executed in counterparts, and all parties
need not execute the same counterpart; however, no party shall be bound by this letter agreement
until a counterpart hereof has been executed by Borrower, Parent and each Bank. Facsimiles or
other electronic transmission (e.g., pdf) shall be effective as originals.
5. Complete Agreement. THIS LETTER AGREEMENT REPRESENTS THE FINAL
AGREEMENT AMONG THE PARTIES AND MAY NOT BE CONTRADICTED BY
EVIDENCE OF PRIOR, CONTEMPORANEOUS OR ORAL AGREEMENTS OF THE
PARTIES. THERE ARE NO UNWRITTEN ORAL AGREEMENTS AMONG THE PARTIES.
6. Loan Paper. This letter agreement constitutes a “Loan Paper” under and as defined in
Section 2.1 of the Credit Agreement.
Please evidence your agreement to each of the provisions of this letter agreement by executing a
counterpart hereof where indicated and returning a fully executed counterpart to Xxx Xxxxxxxx,
counsel for Administrative Agent, via facsimile number (000) 000-0000, or via electronic e-mail
xxxxxxxxx@xxxxx.xxx.
[SIGNATURE PAGES TO FOLLOW]
| Very truly yours, | ||||||
| ADMINISTRATIVE AGENT: | ||||||
| JPMORGAN CHASE BANK, N.A., | ||||||
| as Administrative Agent | ||||||
| By: | /s/ J. Xxxxx Xxxxxx
|
|||||
| Senior Vice President | ||||||
| BANKS: | ||||||
| JPMORGN CHASE BANK, N.A. | ||||||
| By: | /s/ J. Xxxxx Xxxxxx
|
|||||
| Senior Vice President | ||||||
[Signature Page to Borrowing Base Letter]
| BANKS: | ||||||
| FORTIS CAPITAL CORP. | ||||||
| By: Name: |
/s/ Xxxxx Xxxxxxxxx
|
|||||
| Title: | Director | |||||
| By: Name: |
/s/ Xxxxxxx Xxxxxx
|
|||||
| Title: | Managing Director | |||||
[Signature Page to Borrowing Base Letter]
| BANKS: | ||||||
| CALYON NEW YORK BRANCH | ||||||
| By: Name: |
/s/ Xxxxxxx X. Xxxxxx
|
|||||
| Title: | Director | |||||
| By: Name: |
/s/ Xxxxxxx Xxxxx
|
|||||
| Title: | Director | |||||
[Signature Page to Borrowing Base Letter]
| BANKS: | ||||||
| COMERICA BANK | ||||||
| By: Name: |
/s/ Xxxxxxx X. Xxxxxx
|
|||||
| Title: | Assistant Vice President | |||||
[Signature Page to Borrowing Base Letter]
| BANKS: | ||||||
| UNION BANK OF CALIFORNIA, N.A. | ||||||
| By: Name: |
/s/ Xxxxxx Xxxxx
|
|||||
| Title: | Assistant Vice President | |||||
| By: Name: |
/s/ Xxxxxxx Xxxxxxxx
|
|||||
| Title: | Assistant Vice President | |||||
[Signature Page to Borrowing Base Letter]
| BANKS: | ||||||
| BANK OF AMERICA, N.A. | ||||||
| By: Name: |
/s/ Xxxxxxx X. Xxxxxxx
|
|||||
| Title: | Managing Director | |||||
[Signature Page to Borrowing Base Letter]
| BANKS: | ||||||
| BANK OF SCOTLAND plc | ||||||
| By: Name: |
/s/ Xxxxx Xxxxx
|
|||||
| Title: | Vice President | |||||
[Signature Page to Borrowing Base Letter]
| BANKS: | ||||||
| COMPASS BANK | ||||||
| By: Name: |
/s/ Xxxxxx X. Xxxxxxxx
|
|||||
| Title: | Executive Vice President | |||||
[Signature Page to Borrowing Base Letter]
| BANKS: | ||||||
| XXXXX FARGO BANK, N.A. | ||||||
| By: Name: |
/s/ Xxxxxxxxx Xxxxx
|
|||||
| Xxxxx: | Portfolio Manager | |||||
[Signature Page to Borrowing Base Letter]
| ACKNOWLEDGED AND AGREED as of the 28th day of March, 2008 | ||||||
| PARENT: | ||||||
| DENBURY RESOURCES INC., a Delaware corporation |
||||||
| By: | /s/ Xxxx Xxxxxxx
|
|||||
| Senior Vice President and Chief Financial Officer | ||||||
| BORROWER: | ||||||
| DENBURY ONSHORE, LLC, | ||||||
| a Delaware limited liability company | ||||||
| By: | /s/ Xxxx Xxxxxxx
|
|||||
| Senior Vice President and Chief Financial Officer | ||||||
[Signature Page to Borrowing Base Letter]
