0001040593-08-000054 Sample Contracts

SEVENTH AMENDMENT TO CREDIT AGREEMENT
Credit Agreement • November 4th, 2008 • Carrizo Oil & Gas Inc • Crude petroleum & natural gas • Texas

Each change in the Applicable Rate shall apply during the period commencing on the effective date of such change and ending on the date immediately preceding the effective date of the next change.

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PARTICIPATION AGREEMENT
Participation Agreement • November 4th, 2008 • Carrizo Oil & Gas Inc • Crude petroleum & natural gas • Texas

THIS PARTICIPATION AGREEMENT, among Carrizo (Marcellus) LLC, a Delaware limited liability company (“Carrizo”), Carrizo Oil & Gas, Inc., a Texas corporation (“COGI” and, together with Carrizo, the “Carrizo Parties”), Avista Capital Partners II, L.P., a Delaware limited partnership (“Avista”), and ACP II Marcellus LLC, a Delaware limited liability company (“Investor LLC” and, together with Avista, the “Avista Parties”), is entered into this 3rd day of November, 2008 (the “Execution Date”), effective as of the 1st day of August, 2008 (except as otherwise expressly provided herein) (the “Effective Date”). In this Agreement, Carrizo, COGI, Avista and Investor LLC are collectively referred to as the “Parties” and each as a “Party.”

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