TEXAS CAPITAL BANK, N.A. One Riverway, Suite 2450 Houston, Texas 77056 July 14, 2009
TEXAS
CAPITAL BANK, N.A.
Xxx
Xxxxxxxx, Xxxxx 0000
Xxxxxxx,
Xxxxx 00000
July 14,
2009
Via Facsimile and Regular
Mail
EnerJex
Kansas, Inc.
DD
Energy, Inc.
00
Xxxxxxxxx Xxxxx, Xxxxx 000
00000
Xxxxxxxxx Xxxxx
Xxxxxxxx
Xxxx, Xxxxxx 00000
Attention:
Xxxxx Xxxxxxxxx
|
RE:
|
Waiver
Letter (“Waiver
Letter”)
regarding Credit Agreement dated July 3, 2008 (as amended, “Credit
Agreement”) between Texas Capital Bank, N.A., as a Bank, L/C Issuer
and Administrative Agent (in such latter capacity and together with its
successors and permitted assigns in such capacity, the “Administrative
Agent”), the financial institutions from time to time parties
thereto, and EnerJex Resources, Inc., EnerJex Kansas, Inc. and DD Energy,
Inc. (collectively, “Borrowers”)
(collectively, the “Parties”)
|
Dear Xx.
Xxxxxxxxx:
Borrowers
have requested that the Administrative Agent and the Lenders waive certain
covenants under the Credit Agreement. This Waiver Letter evidences
Administrative Agent’s and the Lenders’ agreement to waive any Default or Event
of Default that may have occurred in relation to Borrowers’ non-compliance with
Section 7.12(a), Current Ratio, and Section 7.12(c), Interest Coverage Ratio, of
the Credit Agreement, solely in relation
with the fiscal quarter ending March 31, 2009.
The
agreement in this Waiver Letter shall not be considered an admission or
agreement that any other modifications are contemplated by the Parties
or in any Loan Document or establish any course of dealing
between Administrative Agent or the Lenders and Borrowers with regard to
future waivers or amendments. This Waiver Letter should not be
construed as an indication that Administrative Agent or the Lenders would be
willing to agree to any future modifications to any of the terms of the Credit
Agreement or other Loan Documents, or any waiver of any Events
of Default or Defaults that may exist or occur thereunder.
This
Waiver Letter will become effective once it is fully executed by Borrowers and
delivered to Administrative Agent. In addition, Borrowers agree pay
to Administrative Agent, for its account, a waiver fee in the amount of
$17,716.00, in immediately available funds, on or before the expiration of ten
(10) days following the date of this Waiver Letter.
If you
agree to the terms hereof, please sign and return three original counterparts of
this Waiver Letter to my attention by 5:00 p.m., July 14, 2009.
|
Sincerely,
|
||
|
TEXAS
CAPITAL BANK, N.A.
|
||
|
By:
|
/s/
Xxxxxxxx Xxxxxxx
|
|
|
Xxxxxxxx
Xxxxxxx
|
||
|
Executive
Vice President
|
||
ACCEPTED
AND AGREED TO THIS 14th day of July, 2009.
|
EnerJex
Kansas, Inc.
|
|
By:
|
/s/ C. Xxxxx Xxxxxxxxx |
By:
|
/s/ C. Xxxxx Xxxxxxxxx | |
|
Xxxxx
Xxxxxxxxx,
|
Xxxxx
Xxxxxxxxx,
|
|||
|
Chief
Executive Officer
|
Chief
Executive Officer
|
|||
|
DD
Energy, Inc.
|
||||
|
By:
|
/s/ C. Xxxxx Xxxxxxxxx | |||
|
Xxxxx
Xxxxxxxxx,
|
||||
|
Chief
Executive Officer
|
||||
