0000950134-07-023564 Sample Contracts

PLEDGE AND SECURITY AGREEMENT (Quest Kansas General Partner, L.L.C.)
Security Agreement • November 9th, 2007 • Quest Resource Corp • Crude petroleum & natural gas • New York

THIS PLEDGE AND SECURITY AGREEMENT (herein referred to as this “Security Agreement”) is executed as of November 1, 2007, by QUEST KANSAS GENERAL PARTNER, L.L.C., a Delaware limited liability company (“Debtor”), whose address is 9520 N. May Avenue, Suite 300, Oklahoma City, Oklahoma 73120, for the benefit of ROYAL BANK OF CANADA (in its capacity as “Administrative Agent” and “Collateral Agent” for the Lenders (hereafter defined)), as “Secured Party,” whose address is Royal Bank Plaza, P.O. Box 50, 200 Bay Street, 12th Floor, South Tower, Toronto, Ontario M5J 2W7.

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AMENDED AND RESTATED PLEDGE AND SECURITY AGREEMENT (Quest Midstream Partners, L.P.)
Security Agreement • November 9th, 2007 • Quest Resource Corp • Crude petroleum & natural gas • New York

THIS AMENDED AND RESTATED PLEDGE AND SECURITY AGREEMENT (herein referred to as this “Security Agreement”) is executed as of November 1, 2007, by QUEST MIDSTREAM PARTNERS, L.P. a Delaware limited partnership (“Debtor”), whose address is 9520 N. May Avenue, Suite 300, Oklahoma City, Oklahoma 73120, for the benefit of ROYAL BANK OF CANADA (in its capacity as “Administrative Agent” and “Collateral Agent” for the Lenders (hereafter defined)), as “Secured Party,” whose address is Royal Bank Plaza, P.O. Box 50, 200 Bay Street, 12th Floor, South Tower, Toronto, Ontario M5J 2W7.

GUARANTY
Guaranty • November 9th, 2007 • Quest Resource Corp • Crude petroleum & natural gas • New York

THIS GUARANTY (this “Guaranty”), dated as of November 1, 2007, is made by the undersigned (individually, a “Guarantor” and collectively, the “Guarantors”), in favor of ROYAL BANK OF CANADA, as administrative agent for the Lenders (as defined below).

AMENDED AND RESTATED PLEDGE AND SECURITY AGREEMENT (Bluestem Pipeline, LLC)
Security Agreement • November 9th, 2007 • Quest Resource Corp • Crude petroleum & natural gas • New York

THIS AMENDED AND RESTATED PLEDGE AND SECURITY AGREEMENT (herein referred to as this “Security Agreement”) is executed as of November 1, 2007, by BLUESTEM PIPELINE, LLC, a Delaware limited liability company (“Debtor”), whose address is 9520 N. May Avenue, Suite 300, Oklahoma City, Oklahoma 73120, for the benefit of ROYAL BANK OF CANADA (in its capacity as “Administrative Agent” and “Collateral Agent” for the Lenders (hereafter defined)), as “Secured Party,” whose address is Royal Bank Plaza, P.O. Box 50, 200 Bay Street, 12th Floor, South Tower, Toronto, Ontario M5J 2W7.

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