GUARANTY (Subsidiary)Guaranty • November 9th, 2011 • PostRock Energy Corp • Crude petroleum & natural gas • New York
THIS GUARANTY (this “Guaranty”), dated as of July 31, 2011, is made by POSTROCK EASTERN PRODUCTION, LLC, a Delaware limited liability company (“Guarantor”), in favor of ROYAL BANK OF CANADA, as administrative agent for the Lenders (as defined below).
FIRST AMENDMENT TO AMENDED AND RESTATED PLEDGE AND SECURITY AGREEMENTPledge and Security Agreement • November 9th, 2011 • PostRock Energy Corp • Crude petroleum & natural gas
THIS FIRST AMENDMENT TO AMENDED AND RESTATED PLEDGE AND SECURITY AGREEMENT (herein referred to as this “Amendment”) is executed as of August 1, 2011, by POSTROCK ENERGY SERVICES CORPORATION, a Delaware corporation (“PESC”), for itself and as successor by merger to Quest Transmission Company, LLC, a Delaware limited liability company (“QTC”), POSTROCK MIDCONTINENT PRODUCTION, LLC, a Delaware limited liability company (“MidContinent”), and STP NEWCO, INC., an Oklahoma corporation(“STP”; STP, MidContinent and PESC, individually a “Debtor” and collectively the "Debtors”), each of whose address is 210 Park Avenue, Suite 2750, Oklahoma City, Oklahoma 73102, in favor of ROYAL BANK OF CANADA as Collateral Agent (hereafter defined) for the benefit of the Beneficiaries (as defined in the Security Agreement referred to below) (the Collateral Agent, in such capacity, the “Secured Party”) whose address is Royal Bank Plaza, P.O. Box 50, 200 Bay Street, 12th Floor, South Tower, Toronto, Ontario M5J 2
ASSUMPTION AGREEMENTAssumption Agreement • November 9th, 2011 • PostRock Energy Corp • Crude petroleum & natural gas • New York
This ASSUMPTION AGREEMENT (this “Assumption Agreement”), dated as of August 1, 2011, is made by POSTROCK EASTERN PRODUCTION, LLC, a Delaware limited liability company (the “Additional Debtor”), in favor of Royal Bank of Canada, in its capacity as “Collateral Agent” for the Intercreditor Secured Parties pursuant to the Intercreditor Agreement and in its capacity as “Administrative Agent” and “Collateral Agent” for the Borrowing Base Facility Secured Parties and as Secured Party (“Secured Party”) under that certain Amended and Restated Pledge and Security Agreement dated as of September 21, 2010 (as amended, modified, supplemented, or restated from time to time, the “Security Agreement”). All capitalized terms not defined herein shall have the meaning ascribed to them in such Security Agreement.
