0000950129-06-009407 Sample Contracts

WAIVER AND CONSENT
Waiver And • November 6th, 2006 • El Paso Exploration & Production Co • Crude petroleum & natural gas • New York

THIS WAIVER AND CONSENT (herein called this “Waiver and Consent”) dated as of September 29, 2006, is among EL PASO EXPLORATION & PRODUCTION COMPANY (formerly El Paso Production Holding Company), EL PASO E&P COMPANY, L.P. (formerly El Paso Production Oil & Gas USA, L.P.) (individually, a “Borrower” and collectively, the “Borrowers”), and FORTIS CAPITAL CORP. (“Fortis”), as administrative agent (the “Administrative “Agent”) for the Lenders party to the Credit Agreement (as defined below).

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