SIXTH AMENDMENT TO COMBINED CREDIT AGREEMENTS
Exhibit 10.35
SIXTH AMENDMENT TO COMBINED CREDIT AGREEMENTS
THIS SIXTH AMENDMENT TO COMBINED CREDIT AGREEMENTS (this “Amendment”), dated as of
September 30, 2008, is entered into by and among QUICKSILVER RESOURCES INC., a Delaware corporation
(the “U.S. Borrower”), QUICKSILVER RESOURCES CANADA INC., an Alberta, Canada corporation
(the “Canadian Borrower” and, collectively with the U.S. Borrower, the “Combined
Borrowers”), each of the Lenders (as defined in the U.S. Credit Agreement (as hereinafter
defined)) party hereto (together with its successors and assigns, the “U.S. Lenders”), each
of the Lenders (as defined in the Canadian Credit Agreement (as hereinafter defined)) party hereto
(together with its successors and assigns, the “Canadian Lenders” and, together with the
U.S. Lenders, the “Combined Lenders”), JPMORGAN CHASE BANK, N.A., as global administrative
agent (in such capacity, the “Global Administrative Agent”), and JPMORGAN CHASE BANK, N.A.,
TORONTO BRANCH, as Canadian administrative agent (in such capacity, the “Canadian
Administrative Agent”).
W I T N E S S E T H:
1. The U.S. Borrower, the Global Administrative Agent, the other Agents party thereto and the
U.S. Lenders are parties to that certain Amended and Restated Credit Agreement dated as of February
9, 2007 (as amended, supplemented, restated or otherwise modified from time to time, the “U.S.
Credit Agreement”), pursuant to which the U.S. Lenders agreed to make loans to, and extensions
of credit on behalf of, the U.S. Borrower.
2. The Canadian Borrower, the Global Administrative Agent, the Canadian Administrative Agent,
the other Agents party thereto and the Canadian Lenders are parties to that certain Amended and
Restated Credit Agreement dated as of February 9, 2007 (as amended, supplemented, restated or
otherwise modified from time to time, the “Canadian Credit Agreement” and, together with
the U.S. Credit Agreement, the “Combined Credit Agreements”), pursuant to which the
Canadian Lenders agreed to make loans to, and extensions of credit on behalf of, the Canadian
Borrower.
3. The Combined Borrowers have requested (a) that the Global Borrowing Base (as defined in
each of the Combined Credit Agreements), the U.S. Borrowing Base and the Allocated U.S. Borrowing
Base (as defined in each of the Combined Credit Agreements) be increased as set forth herein and
(b) that the Combined Credit Agreements be amended to amend certain other terms of the Combined
Credit Agreements in certain respects as provided in this Amendment.
4. The U.S. Borrower has requested that Scotiabanc Inc. and Xxxxxxx Xxxxx Bank USA (each of
the foregoing financial institutions are herein referred to as a “New U.S. Lender”)
become new U.S. Lenders under the U.S. Credit Agreement with Global Commitments as shown on
Schedule 2.1 to the U.S. Credit Agreement (as amended hereby).
5. Subject to and upon the terms and conditions set forth herein, the Combined Lenders have
agreed to the Combined Borrowers’ requests.
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NOW, THEREFORE, in consideration of the premises and the mutual covenants herein contained,
the parties hereto agree as follows:
I. Amendment to Section 10.4 of U.S. Credit Agreement. In reliance on the
representations and warranties of the U.S. Borrower and the Canadian Borrower contained herein, and
subject to the terms, and satisfaction of the conditions precedent, set forth in Section
VIII hereof, Section 10.4 of the U.S. Credit Agreement shall be amended effective as of the
Effective Date to (a) delete the reference to “U.S.$5,000,000” set forth in clause (b)(iii) of
Section 10.4 of the U.S. Credit Agreement and replace it with “U.S.$2,500,000 unless each of the
Borrower (unless an Event of Default has occurred and is continuing) and the Global Administrative
Agent otherwise consent”, (b) delete the reference to “U.S.$5,000,000” set forth in clause (b)(vii)
of Section 10.4 of the U.S. Credit Agreement and replace it with “U.S.$2,500,000”, and (c) insert
“(unless an Event of Default has occurred and is continuing)” after the reference to “Borrower” in
clause (b)(vii) of Section 10.4 of the U.S. Credit Agreement.
II. Amendment to Section 10.4 of Canadian Credit Agreement. In reliance on the
representations and warranties of the U.S. Borrower and the Canadian Borrower contained herein, and
subject to the terms, and satisfaction of the conditions precedent, set forth in Section
VIII hereof, Section 10.4 of the Canadian Credit Agreement shall be amended effective as of the
Effective Date to (a) delete the reference to “U.S.$5,000,000” set forth in clause (b)(iii) of
Section 10.4 of the Canadian Credit Agreement and replace it with “U.S.$2,500,000 unless each of
the Borrower (unless an Event of Default has occurred and is continuing) and the Global
Administrative Agent otherwise consent”, (b) delete the reference to “U.S.$5,000,000” set forth in
clause (b)(vii) of Section 10.4 of the Canadian Credit Agreement and replace it with
“U.S.$2,500,000”, and (c) insert “(unless an Event of Default has occurred and is continuing)”
after the reference to “Borrower” in clause (b)(vii) of Section 10.4 of the Canadian Credit
Agreement.
III. Amendment to Schedule 2.1 of U.S. Credit Agreement. In reliance on the
representations and warranties of the U.S. Borrower and the Canadian Borrower contained herein, and
subject to the terms, and satisfaction of the conditions precedent, set forth in Section
VIII hereof, Schedule 2.1 to the U.S. Credit Agreement shall be deleted in its entirety and
Schedule 2.1 – U.S. Credit Agreement attached to this Amendment shall be substituted in lieu
thereof, effective as of the Effective Date.
IV. Amendment to Schedule 2.1 of Canadian Credit Agreement. In reliance on the
representations and warranties of the U.S. Borrower and the Canadian Borrower contained herein, and
subject to the terms, and satisfaction of the conditions precedent, set forth in Section
VIII hereof, Schedule 2.1 to the Canadian Credit Agreement shall be deleted in its entirety and
Schedule 2.1 – Canadian Credit Agreement attached to this Amendment shall be substituted in lieu
thereof, effective as of the Effective Date.
V. Joinder of New U.S. Lenders. Effective as of the Effective Date, each New U.S.
Lender hereby joins in, becomes a party to, and agrees to comply with and be bound by the terms and
conditions of the U.S. Credit Agreement as a Lender thereunder and under each and every other Loan
Document to which any U.S. Lender is required to be bound by the U.S. Credit Agreement, to the same
extent as if such New U.S. Lender were an original signatory thereto.
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VI. Global Borrowing Base.
A. Subject to adjustments pursuant to Sections 2.8(d), (e), (g), and (h) of the U.S. Credit
Agreement or Sections 2.7(d), (e), (g), and (h) of the Canadian Credit Agreement, by execution of
this Amendment, each of the Global Administrative Agent, the Combined Lenders, the U.S. Borrower
and the Canadian Borrower agree during the period from the date hereof to the date of the next
redetermination of the Global Borrowing Base (as defined in each of the Combined Credit Agreements)
pursuant to the provisions of Section 2.8 of the U.S. Credit Agreement or Section 2.7 of the
Canadian Credit Agreement that (a) the Global Borrowing Base (as defined in each of the Combined
Credit Agreements) shall equal U.S.$1,200,000,000, (b) the U.S. Borrowing Base shall equal
U.S.$915,000,000, (c) the Allocated U.S. Borrowing Base (as defined in each of the Combined Credit
Agreements) shall equal U.S.$800,000,000, and (d) the Allocated Canadian Borrowing Base (as defined
in each of the Combined Credit Agreements) shall equal U.S.$400,000,000.
B. Each of the Global Administrative Agent, the Combined Lenders, the U.S. Lenders, the U.S.
Borrower and the Canadian Borrower agree and acknowledge that (a) the determination of the Global
Borrowing Base (as defined in each of the Combined Credit Agreements) and U.S. Borrowing Base set
forth in Section VI(A) of this Amendment is not a Scheduled Redetermination of the Global
Borrowing Base (as defined in each of the Combined Credit Agreements) and the U.S. Borrowing Base
pursuant to Section 2.8(b) of the U.S. Credit Agreement or Section 2.7(b) of the Canadian Credit
Agreement and (b) such determination of the Global Borrowing Base (as defined in each of the
Combined Credit Agreements) and the U.S. Borrowing Base shall not be considered as a request for a
“discretionary determination” of the Global Borrowing Base (as defined in each of the Combined
Credit Agreements) and the U.S. Borrowing Base by the Borrower, the Global Administrative Agent or
the Required Lenders for the purposes of Section 2.8(e) of the U.S. Credit Agreement or Section
2.7(e) of the Canadian Credit Agreement.
C. In accordance with Section 2.1(c) of each of the U.S. Credit Agreement and the Canadian
Credit Agreement, the Global Administrative Agent hereby notifies the Canadian Administrative
Agent, the Combined Lenders, the U.S. Borrower and the Canadian Borrower of the reallocation of the
Global Commitments under the Combined Credit Agreements as set forth and described on Schedule 2.1
– U.S. Credit Agreement and Schedule 2.1 – Canadian Credit Agreement attached hereto.
VII. Rearrangement of Existing Loans. Upon the effectiveness of this Amendment:
A. All of the Combined Commitments and outstanding Combined Obligations under the Combined
Credit Agreements as of the date of such effectiveness shall hereby be restructured, rearranged,
renewed, extended and continued under the applicable Combined Credit
Agreement (as amended hereby) and all Combined Loans and Letters of Credit (as defined in each
of the Combined Credit Agreements) outstanding under the applicable Combined Credit Agreement as of
the date of such effectiveness shall hereby become Combined Loans and Letters of Credit (as defined
in each of the Combined Credit Agreements) outstanding under the applicable Combined Credit
Agreement (as amended hereby).
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B. In connection herewith, the Combined Lenders party to the Combined Credit Agreements prior
to the effectiveness of this Amendment (the “Existing Lenders”) hereby sell, assign,
transfer and convey, and the Combined Lenders hereby purchase and accept, so much of the aggregate
Combined Commitments under, Combined Loans outstanding under, and participations in Letters of
Credit (as defined in each of the Combined Credit Agreements) issued pursuant to, the Combined
Credit Agreements such that the Combined Commitment of each Combined Lender shall be as set forth
on Schedule 2.1 to each of the Combined Credit Agreements (as amended hereby). The foregoing
assignments, transfers and conveyances are without recourse to the Existing Lenders and without any
warranties whatsoever by any Agent, any Issuing Bank or any Existing Lender as to title,
enforceability, collectability, documentation or freedom from liens or encumbrances, in whole or in
part, other than the warranty of each Existing Lender that it has not previously sold, transferred,
conveyed or encumbered such interests.
VIII. Effectiveness. This Amendment shall become effective as of the date that each
of the following conditions precedent have been satisfied (the “Effective Date”):
A. The Global Administrative Agent shall have received counterparts hereof duly executed by
the U.S. Borrower, the Canadian Borrower, the Global Administrative Agent, the Canadian
Administrative Agent, each Combined Lender whose Commitment is increasing hereunder, each New U.S.
Lender, the Supermajority Lenders and the U.S. Supermajority Lenders (or, in the case of any party
as to which an executed counterpart shall not have been received, telegraphic, telex, or other
written confirmation from such party of execution of a counterpart hereof by such party).
B. The Combined Borrowers shall have paid (i) all reasonable out-of-pocket fees and expenses
of counsel for the Global Administrative Agent incurred, to the extent the same have been invoiced
and sent to the U.S. Borrower at least two (2) Business Days prior to the Effective Date, including
all such out-of-pocket fees and expenses incurred in connection with the preparation, negotiation
and execution of this Amendment and any other Combined Loan Documents to be executed and delivered
in connection therewith and (ii) any and all fees payable to Global Administrative Agent or certain
Combined Lenders pursuant to or in connection with this Amendment in consideration for the
agreements set forth herein.
C. Each Combined Lender that is a New U.S. Lender or whose Global Commitment is increasing
hereunder that has requested a Note shall have received a duly completed and executed Note, payable
to the order of such Combined Lender.
D. If, on the Effective Date, any Eurodollar Borrowings are outstanding under the Combined
Credit Agreements and if the Effective Date is not the last day of the Interest Period(s) in
respect of such Eurodollar Borrowings, the Combined Borrowers shall have paid any
compensation required under Section 2.17 of the U.S. Credit Agreement and Section 2.16 of the
Canadian Credit Agreement.
E. No Default, Event of Default, Global Borrowing Base Deficiency or U.S. Borrowing Base
Deficiency shall have occurred which is continuing.
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IX. Reaffirmation of Representations and Warranties. To induce the Combined Lenders
and the Global Administrative Agent to enter into this Amendment, the U.S. Borrower and the
Canadian Borrower hereby reaffirm, as of the date hereof, the following:
(i) The representations and warranties of each Loan Party (as such term is defined in
the U.S. Credit Agreement and the Canadian Credit Agreement, collectively, the “Combined
Loan Parties”) set forth in the Combined Loan Documents to which it is a party are true
and correct on and as of the date hereof (or, if stated to have been made expressly as of an
earlier date, were true and correct in all material respects as of such date and, except to
the extent waived in writing by the Combined Lenders, the Required Lenders, the Majority
Lenders, the U.S. Lenders or the U.S. Required Lenders, as applicable).
(ii) Each of the Combined Loan Parties (a) is a corporation or limited partnership duly
incorporated or organized (as applicable), validly existing and in good standing under the
laws of its jurisdiction of incorporation or organization, (b) has all corporate or limited
partnership power (as applicable) and all material governmental licenses, authorizations,
consents and approvals required to carry on its businesses as now conducted and as proposed
to be conducted, and (c) is duly qualified to transact business as a foreign corporation or
limited partnership in each jurisdiction where a failure to be so qualified would reasonably
be expected to have a Material Adverse Effect.
(iii) The execution, delivery and performance of this Amendment and the other Combined
Loan Documents by each Combined Loan Party (to the extent each Combined Loan Party is a
party to this Amendment and such Combined Loan Documents) (a) are within such Combined Loan
Party’s corporate or limited partnership powers, (b) when executed will be duly authorized
by all necessary corporate or limited partnership action, (c) require no action by or in
respect of, or filing with, any Governmental Authority (other than (1) actions or filings
pursuant to the Exchange Act and (2) actions or filings that have been taken or made and are
in full force and effect) and (d) do not contravene, or constitute a default under, any
provision of applicable Governmental Rule (including, without limitation, Regulation U) or
of the articles or certificate of incorporation, bylaws, regulations, partnership agreement
or comparable charter documents of any Combined Loan Party or of any agreement, judgment,
injunction, order, decree or other instrument binding upon any Combined Loan Party or result
in the creation or imposition of any Lien on any Borrowing Base Property or Collateral other
than the Liens securing the Combined Obligations.
(iv) This Amendment and each other Combined Loan Document constitutes, or when executed
and delivered will constitute, valid and binding obligations of each Combined Loan Party
which is a party thereto, enforceable against each such
Combined Loan Party which executes the same in accordance with its terms except as the
enforceability thereof may be limited by (a) bankruptcy, insolvency, reorganization,
moratorium, or similar Governmental Rules affecting creditors’ rights generally, and (b)
equitable principles of general applicability (whether enforcement is sought by proceedings
at law or in equity).
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(v) Neither a Default nor an Event of Default has occurred and will exist under either
Combined Credit Agreement after giving effect to the transactions contemplated by, and the
amendments contained in, this Amendment or the other Combined Loan Documents. Neither the
U.S. Borrower or any of its Subsidiaries nor the Canadian Borrower or any of its
Subsidiaries is in default under, nor has any event or circumstance occurred which, but for
the expiration of any applicable grace period or the giving of notice, or both, would
constitute a default under, any Material Agreement to which the U.S. Borrower or any of its
Subsidiaries or the Canadian Borrower or any of its Subsidiaries is a party or by which the
U.S. Borrower or any of its Subsidiaries or the Canadian Borrower or any of its Subsidiaries
is bound which default would reasonably be expected to have a Material Adverse Effect. The
U.S. Borrower is in compliance with the financial covenants set forth in Article VI of the
U.S. Credit Agreement.
(vi) No event or events have occurred since December 31, 2007 which individually or in
the aggregate would reasonably be expected to have a Material Adverse Effect.
X. Representations and Warranties of New U.S. Lenders. Each New U.S. Lender (i)
represents and warrants that (a) it has full power and authority, and has taken all action
necessary, to execute and deliver this Amendment, to consummate the transactions contemplated
hereby and to become a Lender under the U.S. Credit Agreement, (b) from and after the Effective
Date, it shall be bound by the provisions of the U.S. Credit Agreement as a Lender thereunder, (c)
it has received a copy of the U.S. Credit Agreement, together with copies of the most recent
financial statements delivered pursuant to Section 5.1 thereof, and such other documents and
information as it has deemed appropriate to make its own credit analysis and decision to enter into
this Amendment and to become a Lender on the basis of which it has made such analysis and decision
independently and without reliance on the Global Administrative Agent or any other U.S. Lender, and
(d) if it is a Foreign Lender, attached hereto is any documentation required to be delivered by it
pursuant to the terms of the U.S. Credit Agreement, duly completed and executed by the New U.S.
Lender; and (ii) agrees that (a) it will, independently and without reliance on the Global
Administrative Agent or any other U.S. Lender, and based on such documents and information as it
shall deem appropriate at the time, continue to make its own credit decisions in taking or not
taking action under the Loan Documents, and (b) it will perform in accordance with their terms all
of the obligations which by the terms of the Loan Documents are required to be performed by it as a
Lender.
XI. Defined Terms. Capitalized terms used herein when defined in the U.S. Credit
Agreement (including, to the extent applicable, after giving effect to this Amendment) shall have
the same meanings herein unless the context otherwise requires.
XII. Reaffirmation of Combined Credit Agreements. This Amendment shall be deemed to
be an amendment to the Combined Credit Agreements, and the Combined Credit Agreements, as amended
hereby, are hereby ratified, approved and confirmed in each and every respect. All references to
the Combined Credit Agreements herein and in any other document, instrument, agreement or writing
shall hereafter be deemed to refer to the Combined Credit Agreements as amended hereby.
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XIII. Governing Law. THIS AMENDMENT SHALL BE CONSTRUED IN ACCORDANCE WITH THE LAWS OF
THE STATE OF TEXAS.
NOTWITHSTANDING THE FOREGOING SENTENCE AND AFTER GIVING EFFECT TO THE TEXTUAL AMENDMENTS
CONTAINED IN SECTIONS I, II, III AND IV OF THIS AMENDMENT, (i) THE
U.S. CREDIT AGREEMENT (AS AMENDED HEREBY) SHALL CONTINUE TO BE GOVERNED BY, AND CONSTRUED IN
ACCORDANCE WITH, THE LAW SPECIFIED IN SECTION 10.9(a) OF THE U.S. CREDIT AGREEMENT, AND (ii) THE
CANADIAN CREDIT AGREEMENT (AS AMENDED HEREBY) SHALL CONTINUE TO BE GOVERNED BY, AND CONSTRUED IN
ACCORDANCE WITH, THE LAW SPECIFIED IN SECTION 10.9(a) OF THE CANADIAN CREDIT AGREEMENT.
XIV. Severability of Provisions. Any provision of this Amendment held to be invalid,
illegal or unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective to the
extent of such invalidity, illegality or unenforceability without affecting the validity, legality
and enforceability of the remaining provisions hereof; and the invalidity of a particular provision
in a particular jurisdiction shall not invalidate such provision in any other jurisdiction.
XV. Counterparts. This Amendment may be executed in counterparts (and by different
parties hereto on different counterparts), each of which shall constitute an original, but all of
which when taken together shall constitute a single contract. Delivery of an executed counterpart
of a signature page of this Amendment by telecopy (or other electronic transmission acceptable to
the Global Administrative Agent) shall be effective as delivery of a manually executed counterpart
of this Amendment.
XVI. Headings. Article and Section headings used herein are for convenience of
reference only, are not part of this Amendment and shall not affect the construction of, or be
taken into consideration in interpreting, this Amendment.
XVII. Successors and Assigns. This Amendment shall be binding upon and inure to the
benefit of the parties hereto and their respective successors and assigns permitted hereby
(including any Affiliate of an Issuing Bank that issues any Letter of Credit), except that neither
the U.S. Borrower nor the Canadian Borrower may assign or otherwise transfer any of its rights or
obligations hereunder without the prior written consent of the Global Administrative Agent, each
Issuing Bank and each Combined Lender (and any attempted assignment or transfer by either the U.S.
Borrower or the Canadian Borrower without such consent shall be null and void).
XVIII. No Oral Agreements. THIS AMENDMENT, THE COMBINED CREDIT AGREEMENTS, AS AMENDED
HEREBY, AND THE OTHER COMBINED LOAN
DOCUMENTS REPRESENT THE FINAL AGREEMENT BETWEEN AND AMONG THE PARTIES WITH RESPECT TO THE
SUBJECT MATTER HEREOF AND THEREOF AND MAY NOT BE CONTRADICTED BY EVIDENCE OF PRIOR,
CONTEMPORANEOUS, OR SUBSEQUENT ORAL AGREEMENTS OF THE PARTIES. THERE ARE NO UNWRITTEN ORAL
AGREEMENTS AMONG THE PARTIES.
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XIX. Loan Document. This Amendment constitutes a “Loan Document,” a “Canadian Loan
Document” and a “Combined Loan Document” under and as defined in the U.S. Credit Agreement, and a
“Loan Document,” a “U.S. Loan Document” and a “Combined Loan Document” under and as defined in the
Canadian Credit Agreement.
[Signature Pages to Follow]
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IN WITNESS WHEREOF, the U.S. Borrower, the Canadian Borrower, the undersigned Combined
Lenders, the Global Administrative Agent and the Canadian Administrative Agent have executed this
Amendment as of the date first above written.
U.S. BORROWER | ||||
QUICKSILVER RESOURCES INC., a Delaware corporation, as U.S. Borrower |
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By: | /s/ XxxXx Xxxxxx | |||
XxxXx Xxxxxx, Vice President – Treasurer | ||||
CANADIAN BORROWER | ||||
QUICKSILVER RESOURCES CANADA INC., an Alberta, Canada corporation, as Canadian Borrower |
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By: | /s/ XxxXx Xxxxxx | |||
XxxXx Xxxxxx, Vice President – Treasurer |
Each of the undersigned (i) acknowledge, consent and agree to this Amendment and each of the terms
and provisions contained herein, and (ii) agree that the Combined Loan Documents (as amended
hereby) to which it is a party shall remain in full force and effect and shall continue to be the
legal, valid and binding obligation of such Person, enforceable against it in accordance with its
terms.
ACKNOWLEDGED, CONSENTED AND AGREED TO as of the date first above written: |
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COWTOWN GAS PROCESSING L.P., a Texas limited partnership |
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By: | Cowtown Pipeline Management, Inc., its general partner |
By: | /s/ XxxXx Xxxxxx | |||
Name: | XxxXx Xxxxxx | |||
Title: | Vice President – Treasurer |
[Signature Page]
Sixth Amendment to Combined Credit Agreements
Sixth Amendment to Combined Credit Agreements
COWTOWN PIPELINE MANAGEMENT, INC., a Texas corporation |
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By: | /s/ XxxXx Xxxxxx | |||
Name: | XxxXx Xxxxxx | |||
Title: | Vice President – Treasurer | |||
COWTOWN PIPELINE FUNDING, INC., a Delaware corporation |
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By: | /s/ XxxXx Xxxxxx | |||
Name: | XxxXx Xxxxxx | |||
Title: | Vice President – Treasurer | |||
COWTOWN PIPELINE L.P., a Texas limited partnership |
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By: | Cowtown Pipeline Management, Inc., its general partner |
By: | /s/ XxxXx Xxxxxx | |||
Name: | XxxXx Xxxxxx | |||
Title: | Vice President – Treasurer |
QUICKSILVER RESOURCES HORN RIVER INC., an Alberta, Canada corporation |
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By: | /s/ XxxXx Xxxxxx | |||
Name: | XxxXx Xxxxxx | |||
Title: | Vice President – Treasurer |
[Signature Page]
Sixth Amendment to Combined Credit Agreements
Sixth Amendment to Combined Credit Agreements
AGENTS AND COMBINED LENDERS | ||||
JPMORGAN CHASE BANK, N.A., as Global Administrative Agent and as a U.S. Lender |
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By: | /s/ Xxxxx Xxxxxxx | |||
Name: | Xxxxx Xxxxxxx | |||
Title: | Vice President |
[Signature Page]
Sixth Amendment to Combined Credit Agreements
Sixth Amendment to Combined Credit Agreements
JPMORGAN CHASE BANK, N.A., TORONTO BRANCH, as a Canadian Administrative Agent and as a Canadian Lender |
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By: | /s/ Xxxxxxx X. Xxx | |||
Name: | Xxxxxxx X. Xxx | |||
Title: | Senior Vice President | |||
[Signature Page]
Sixth Amendment to Combined Credit Agreements
Sixth Amendment to Combined Credit Agreements
BANK OF AMERICA, N.A., as a U.S. Lender |
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By: | /s/ Xxxxxx X. XxXxxx | |||
Name: | Xxxxxx X. XxXxxx | |||
Title: | Senior Vice President | |||
[Signature Page]
Sixth Amendment to Combined Credit Agreements
Sixth Amendment to Combined Credit Agreements
BNP PARIBAS, as a U.S. Lender |
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By: | /s/ Xxxxxxxx Xxxxxxx | |||
Name: | Xxxxxxxx Xxxxxxx | |||
Title: | Vice President | |||
By: | /s/ Xxxxx Xxxxxx | |||
Name: | Xxxxx Xxxxxx | |||
Title: | Director | |||
[Signature Page]
Sixth Amendment to Combined Credit Agreements
Sixth Amendment to Combined Credit Agreements
FORTIS CAPITAL CORP., | ||||
as a U.S. Lender | ||||
By: | /s/ Xxxxxxx Xxxxx | |||
Name: | Xxxxxxx Xxxxx | |||
Title: | Director | |||
By: | /s/ Xxxxxxx Xxxxxx | |||
Name: | Xxxxxxx Xxxxxx | |||
Title: | Managing Director | |||
[Signature Page]
Sixth Amendment to Combined Credit Agreements
Sixth Amendment to Combined Credit Agreements
THE BANK OF NOVA SCOTIA, as a U.S. Lender |
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By: | /s/ Xxxxx X. Xxxxx | |||
Name: | Xxxxx Xxxxx | |||
Title: | Director | |||
[Signature Page]
Sixth Amendment to Combined Credit Agreements
Sixth Amendment to Combined Credit Agreements
DEUTSCHE BANK TRUST COMPANY AMERICAS, as U.S. Lender |
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By: | /s/ Xxxxx Xxxxxxx | |||
Name: | Xxxxx Xxxxxxx | |||
Title: | Vice President | |||
By: | /s/ Xxxx Xxxxxxxxx | |||
Name: | Xxxx Xxxxxxxxx | |||
Title: | Vice President | |||
[Signature Page]
Sixth Amendment to Combined Credit Agreements
Sixth Amendment to Combined Credit Agreements
Quicksilver Resources Inc.
THE ROYAL BANK OF SCOTLAND plc, as a U.S. Lender |
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By: | /s/ Xxxx Xxxxxx | |||
Name: | Xxxx Xxxxxx | |||
Title: | Vice President | |||
[Signature Page]
Sixth Amendment to Combined Credit Agreements
Sixth Amendment to Combined Credit Agreements
Quicksilver Resources Inc.
CALYON NEW YORK BRANCH, as a U.S. Lender |
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By: | /s/ Xxxxxxx Xxxxxxx | |||
Name: | Xxxxxxx Xxxxxxx | |||
Title: | Managing Director | |||
By: | /s/ Xxxxxxx Xxxxx | |||
Name: | Xxxxxxx Xxxxx | |||
Title: | Director |
[Signature Page]
Sixth Amendment to Combined Credit Agreements
Sixth Amendment to Combined Credit Agreements
Quicksilver Resources Inc.
CITIBANK, N.A., as a U.S. Lender |
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By: | /s/ Xxxxx X. Xxxx | |||
Name: | Xxxxx X. Xxxx | |||
Title: | Vice President | |||
[Signature Page]
Sixth Amendment to Combined Credit Agreements
Sixth Amendment to Combined Credit Agreements
Quicksilver Resources Inc.
UNION BANK OF CALIFORNIA, N.A., as a U.S. Lender |
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By: | /s/ Xxxxxx Xxxxx | |||
Name: | Xxxxxx Xxxxx | |||
Title: | Assistant Vice President | |||
[Signature Page]
Sixth Amendment to Combined Credit Agreements
Sixth Amendment to Combined Credit Agreements
Quicksilver Resources Inc.
XXXXX FARGO BANK, N.A., as a U.S. Lender |
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By: | /s/ Xxxxx X. Xxxxxx | |||
Name: | Xxxxx X. Xxxxxx | |||
Title: | Vice President | |||
[Signature Page]
Sixth Amendment to Combined Credit Agreements
Sixth Amendment to Combined Credit Agreements
Quicksilver Resources Inc.
TORONTO DOMINION (TEXAS) LLC, as a U.S. Lender |
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By: | /s/ Xxxxx X. Xxxxx | |||
Name: | Xxxxx X. Xxxxx | |||
Title: | Authorized Signatory | |||
[Signature Page]
Sixth Amendment to Combined Credit Agreements
Sixth Amendment to Combined Credit Agreements
Quicksilver Resources Inc.
U.S. BANK NATIONAL ASSOCIATION, as a U.S. Lender |
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By: | /s/ Xxxxx Xxxxxxx | |||
Name: | Xxxxx Xxxxxxx | |||
Title: | Vice President | |||
[Signature Page]
Sixth Amendment to Combined Credit Agreements
Sixth Amendment to Combined Credit Agreements
Quicksilver Resources Inc.
SUMITOMO MITSUI BANKING CORPORATION, as a U.S. Lender |
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By: | /s/ Xxxxxxx Xxxx | |||
Name: | Xxxxxxx Xxxx | |||
Title: | General Manager | |||
[Signature Page]
Sixth Amendment to Combined Credit Agreements
Sixth Amendment to Combined Credit Agreements
Quicksilver Resources Inc.
COMPASS BANK, as a U.S. Lender |
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By: | /s/ Xxxxxxx Xxxxxxxx | |||
Name: | Xxxxxxx Xxxxxxxx | |||
Title: | Senior Vice President | |||
[Signature Page]
Sixth Amendment to Combined Credit Agreements
Sixth Amendment to Combined Credit Agreements
Quicksilver Resources Inc.
SOCIÉTÉ GÉNÉRALE, as a U.S. Lender |
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By: | /s/ Xxxxxxx X. Xxxxxx | |||
Name: | Xxxxxxx X. Xxxxxx | |||
Title: | Managing Director |
[Signature Page]
Sixth Amendment to Combined Credit Agreements
Sixth Amendment to Combined Credit Agreements
Quicksilver Resources Inc.
COMERICA BANK, as a U.S. Lender |
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By: | /s/ Xxxxxxx X. Xxxxxx | |||
Name: | Xxxxxxx X. Xxxxxx | |||
Title: | Assistant Vice President | |||
[Signature Page]
Sixth Amendment to Combined Credit Agreements
Quicksilver Resources Inc.
Sixth Amendment to Combined Credit Agreements
Quicksilver Resources Inc.
STERLING BANK, as a U.S. Lender |
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By: | /s/ Xxxxxxx X. Xxxxxx | |||
Name: | Xxxxxxx X. Xxxxxx | |||
Title: | Senior Vice President | |||
[Signature Page]
Sixth Amendment to Combined Credit Agreements
Quicksilver Resources Inc.
Sixth Amendment to Combined Credit Agreements
Quicksilver Resources Inc.
CIBC INC., as a U.S. Lender |
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By: | /s/ Xxxxxxx X. Xxxxxxxx | |||
Name: | Xxxxxxx X. Xxxxxxxx | |||
Title: | Executive Director | |||
CIBC World Markets Corp. Authorized Signatory |
[Signature Page]
Sixth Amendment to Combined Credit Agreements
Quicksilver Resources Inc.
Sixth Amendment to Combined Credit Agreements
Quicksilver Resources Inc.
KEYBANK NATIONAL ASSOCIATION, as a U.S. Lender |
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By: | /s/ Xxxx Xxxxx | |||
Name: | Xxxx Xxxxx | |||
Title: | Assistant Vice President |
[Signature Page]
Sixth Amendment to Combined Credit Agreements
Quicksilver Resources Inc.
Sixth Amendment to Combined Credit Agreements
Quicksilver Resources Inc.
EXPORT DEVELOPMENT CANADA, as a U.S. Lender |
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By: | /s/ Xxxxxxxx Xxxxx | |||
Name: | Xxxxxxxx Xxxxx | |||
Title: | Senior Financing Manager | |||
By: | /s/ Xxxxxxxx Xxxxxxxxx | |||
Name: | Xxxxxxxx Xxxxxxxxx | |||
Title: | Senior Associate |
[Signature Page]
Sixth Amendment to Combined Credit Agreements
Quicksilver Resources Inc.
Sixth Amendment to Combined Credit Agreements
Quicksilver Resources Inc.
BARCLAYS BANK PLC, as a U.S. Lender |
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By: | /s/ Xxxxxx Xxxxxxxxx | |||
Name: | Xxxxxx Xxxxxxxxx | |||
Title: | Director | |||
[Signature Page]
Sixth Amendment to Combined Credit Agreements
Quicksilver Resources Inc.
Sixth Amendment to Combined Credit Agreements
Quicksilver Resources Inc.
CREDIT SUISSE, CAYMAN ISLANDS BRANCH, as a U.S. Lender |
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By: | /s/ Xxxxxxx Xxxxx | |||
Name: Title: |
Xxxxxxx Xxxxx Director |
|||
By: | /s/ Xxxxx Xxxxx | |||
Name: | Xxxxx Xxxxx | |||
Title: | Associate |
[Signature Page]
Sixth Amendment to Combined Credit Agreements
Quicksilver Resources Inc.
Sixth Amendment to Combined Credit Agreements
Quicksilver Resources Inc.
SCOTIABANC INC., as a U.S. Lender |
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By: | /s/ X.X. Xxxx | |||
Name: | X.X. Xxxx | |||
Title: | Managing Director | |||
[Signature Page]
Sixth Amendment to Combined Credit Agreements
Quicksilver Resources Inc.
Sixth Amendment to Combined Credit Agreements
Quicksilver Resources Inc.
XXXXXXX SACHS BANK USA, as a U.S. Lender |
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By: | /s/ Xxxx Xxxxxx | |||
Name: | Xxxx Xxxxxx | |||
Title: | Authorized Signatory |
[Signature Page]
Sixth Amendment to Combined Credit Agreements
Quicksilver Resources Inc.
Sixth Amendment to Combined Credit Agreements
Quicksilver Resources Inc.
BANK OF AMERICA, N.A. (by its Canada branch), as a Canadian Lender |
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By: | /s/ Xxxxxx Sales xx Xxxxxxx | |||
Name: | Xxxxxx Sales xx Xxxxxxx | |||
Title: | Vice President | |||
[Signature Page]
Sixth Amendment to Combined Credit Agreements
Quicksilver Resources Inc.
Sixth Amendment to Combined Credit Agreements
Quicksilver Resources Inc.
BNP PARIBAS (CANADA), as a Canadian Lender |
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By: | /s/ Xxxxx Xxxx | |||
Name: | Xxxxx Xxxx | |||
Title: | Vice President | |||
By: | /s/ Xxxxxxx Xxxxxxxx | |||
Name: | Xxxxxxx Xxxxxxxx | |||
Title: | Managing Director | |||
[Signature Page]
Sixth Amendment to Combined Credit Agreements
Quicksilver Resources Inc.
Sixth Amendment to Combined Credit Agreements
Quicksilver Resources Inc.
FORTIS CAPITAL (CANADA) LTD., as a Canadian Lender |
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By: | /s/ Xxxx Xxxxx | |||
Name: | Xxxx Xxxxx | |||
Title: | Assistant Vice President | |||
By: | /s/ Xxxxx Boogers | |||
Name: | Xxxxx Boogers | |||
Title: | Director | |||
[Signature Page]
Sixth Amendment to Combined Credit Agreements
Quicksilver Resources Inc.
Sixth Amendment to Combined Credit Agreements
Quicksilver Resources Inc.
THE BANK OF NOVA SCOTIA, as a Canadian Lender |
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By: | /s/ Xxxxxx Xxxxxxx | |||
Name: | Xxxxxx Xxxxxxx | |||
Title: | Director | |||
By: | /s/ Xxxx Xxxxxxx | |||
Name: | Xxxx Xxxxxxx | |||
Title: | Associate | |||
[Signature Page]
Sixth Amendment to Combined Credit Agreements
Quicksilver Resources Inc.
Sixth Amendment to Combined Credit Agreements
Quicksilver Resources Inc.
DEUTSCHE BANK AG CANADA BRANCH, as a Canadian Lender |
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By: | /s/ Xxxxx Xxxx | |||
Name: Title: |
Xxxxx Xxxx Chief Financial Officer |
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By: | /s/ Xxxxxxxxx Xxxxx | |||
Name: Title: |
Xxxxxxxxx Xxxxx Assistant Vice President |
[Signature Page]
Sixth Amendment to Combined Credit Agreements
Quicksilver Resources Inc.
Sixth Amendment to Combined Credit Agreements
Quicksilver Resources Inc.
CITIBANK, N.A., CANADIAN BRANCH, as a Canadian Lender |
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By: | /s/ Xxxx Xxxxx | |||
Name: | Xxxx Xxxxx | |||
Title: | Authorised Signer | |||
[Signature Page]
Sixth Amendment to Combined Credit Agreements
Quicksilver Resources Inc.
Sixth Amendment to Combined Credit Agreements
Quicksilver Resources Inc.
UNION BANK OF CALIFORNIA, CANADA BRANCH, as a Canadian Lender |
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By: | /s/ Xxxx Xxxxxx | |||
Name: | Xxxx Xxxxxx | |||
Title: | Senior Vice President |
[Signature Page]
Sixth Amendment to Combined Credit Agreements
Quicksilver Resources Inc.
Sixth Amendment to Combined Credit Agreements
Quicksilver Resources Inc.
XXXXX FARGO FINANCIAL CORPORATION CANADA, as a Canadian Lender |
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By: | /s/ Xxxx X. Xxxxxx | |||
Name: | Xxxx X. Xxxxxx | |||
Title: | Vice President | |||
[Signature Page]
Sixth Amendment to Combined Credit Agreements
Quicksilver Resources Inc.
Sixth Amendment to Combined Credit Agreements
Quicksilver Resources Inc.
THE TORONTO-DOMINION BANK, as a Canadian Lender |
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By: | /s/ Xxxxx X. Xxxxx | |||
Name: | Xxxxx X. Xxxxx | |||
Title: | Authorized Signatory | |||
[Signature Page]
Sixth Amendment to Combined Credit Agreements
Quicksilver Resources Inc.
Sixth Amendment to Combined Credit Agreements
Quicksilver Resources Inc.
U.S. BANK NATIONAL ASSOCIATION, as a Canadian Lender |
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By: | /s/ Xxxxx Xxxxxxxx | |||
Name: | Xxxxx Xxxxxxxx | |||
Title: | Vice President and Principal Officer | |||
[Signature Page]
Sixth Amendment to Combined Credit Agreements
Quicksilver Resources Inc.
Sixth Amendment to Combined Credit Agreements
Quicksilver Resources Inc.
SUMITOMO MITSUI BANKING CORPORATION OF CANADA, as a Canadian Lender |
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By: | /s/ Xxxxxx Xxx | |||
Name: | Xxxxxx Xxx | |||
Title: | Senior Vice President | |||
[Signature Page]
Sixth Amendment to Combined Credit Agreements
Quicksilver Resources Inc.
Sixth Amendment to Combined Credit Agreements
Quicksilver Resources Inc.
SOCIÉTÉ GÉNÉRALE (CANADA BRANCH), as a Canadian Lender |
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By: | /s/ Xxxxx Xxxxxxx | |||
Name: | Xxxxx XXXXXXX | |||
Title: | Managing Director | |||
By: | /s/ Xxxx Xxxxxxxxx | |||
Name: | Xxxx XXXXXXXXX | |||
Title: | Vice President |
[Signature Page]
Sixth Amendment to Combined Credit Agreements
Quicksilver Resources Inc.
Sixth Amendment to Combined Credit Agreements
Quicksilver Resources Inc.
COMERICA BANK, a Texas banking association and authorized foreign bank under the Bank Act (Canada), as a Canadian Lender |
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By: | /s/ Xxxx Xxxxx | |||
Name: | Xxxx Xxxxx | |||
Title: | Portfolio Manager | |||
[Signature Page]
Sixth Amendment to Combined Credit Agreements
Quicksilver Resources Inc.
Sixth Amendment to Combined Credit Agreements
Quicksilver Resources Inc.
CANADIAN IMPERIAL BANK OF COMMERCE, as a Canadian Lender |
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By: | /s/ Xxxxx Xxxxxxxxxx | |||
Name: | Xxxxx Xxxxxxxxxx | |||
Title: | Executive Director | |||
By: | /s/ Xxxxx Xxxxx | |||
Name: | Xxxxx Xxxxx | |||
Title: | Executive Director | |||
[Signature Page]
Sixth Amendment to Combined Credit Agreements
Quicksilver Resources Inc.
Sixth Amendment to Combined Credit Agreements
Quicksilver Resources Inc.
KEYBANK NATIONAL ASSOCIATION, as a Canadian Lender |
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By: | /s/ Xxxx Xxxxx | |||
Name: Title: |
Xxxx Xxxxx Assistant Vice President |
[Signature Page]
Sixth Amendment to Combined Credit Agreements
Quicksilver Resources Inc.
Sixth Amendment to Combined Credit Agreements
Quicksilver Resources Inc.
BARCLAYS BANK PLC, as a Canadian Lender |
||||
By: | /s/ Xxxxxx Xxxxxxxxx | |||
Name: | Xxxxxx Xxxxxxxxx | |||
Title: | Director | |||
[Signature Page]
Sixth Amendment to Combined Credit Agreements
Quicksilver Resources Inc.
Sixth Amendment to Combined Credit Agreements
Quicksilver Resources Inc.
CREDIT SUISSE, TORONTO BRANCH, as a Canadian Lender |
||||
By: | /s/ Xxxxx Xxxxxx | |||
Name: | Xxxxx Xxxxxx | |||
Title: | Director | |||
By: | /s/ Xxxx Xxxxx | |||
Name: | Xxxx Xxxxx | |||
Title: | VP | |||
[Signature Page]
Sixth Amendment to Combined Credit Agreements
Quicksilver Resources Inc.
Sixth Amendment to Combined Credit Agreements
Quicksilver Resources Inc.