INTERCREDITOR AGREEMENTIntercreditor Agreement • December 26th, 2019 • Chesapeake Energy Corp • Crude petroleum & natural gas • New York
INTERCREDITOR AGREEMENT, dated as of December 19, 2019 (as amended, supplemented or otherwise modified from time to time in accordance with the terms hereof, this “Agreement”), between MUFG Union Bank, N.A., as administrative agent for the Priority Lien Secured Parties referred to herein (in such capacity, and together with its successors and assigns in such capacity, the “Original Priority Lien Agent”), and Deutsche Bank Trust Company Americas, as collateral trustee for the Second Lien Secured Parties referred to herein (in such capacity, and together with its successors in such capacity, the “Original Second Lien Collateral Trustee”) and acknowledged and agreed by Chesapeake Energy Corporation, an Oklahoma corporation (together with its successors and assigns, “Chesapeake”) and certain of its subsidiaries.
COLLATERAL TRUST AGREEMENT dated as of December 19, 2019 among Chesapeake energy corporation, as the Company, the Guarantors from time to time party hereto, Deutsche Bank Trust Company Americas, as Parity Lien Representative of the holders of the...Collateral Trust Agreement • December 26th, 2019 • Chesapeake Energy Corp • Crude petroleum & natural gas • New York
This Collateral Trust Agreement (as amended, supplemented, amended and restated or otherwise modified form time to time in accordance with Section 7.1 hereof, this “Agreement”) is dated as of December 19, 2019 and is by and among Chesapeake Energy Corporation (the “Company”), the Guarantors from time to time party hereto, Deutsche Bank Trust Company Americas, as Parity Lien Representative (as defined below) of the holders of the Notes (as defined below) (the “Trustee”), the other Parity Lien Representatives from time to time party hereto and Deutsche Bank Trust Company Americas, as Collateral Trustee (in such capacity and together with its successors in such capacity, the “Collateral Trustee”).
CHESAPEAKE ENERGY CORPORATION, as Issuer, THE SUBSIDIARY GUARANTORS PARTY HERETO, as Subsidiary Guarantors, AND DEUTSCHE BANK TRUST COMPANY AMERICAS, as Trustee and Collateral Trustee INDENTURE DATED AS OF DECEMBER 19, 2019 11.5% SENIOR SECURED SECOND...Indenture • December 26th, 2019 • Chesapeake Energy Corp • Crude petroleum & natural gas • Oklahoma
INDENTURE, dated as of December 19, 2019, among CHESAPEAKE ENERGY CORPORATION, an Oklahoma corporation (the “Company”), the SUBSIDIARY GUARANTORS party hereto and DEUTSCHE BANK TRUST COMPANY AMERICAS, a New York banking corporation, as Trustee (the “Trustee”) and Collateral Trustee (the “Collateral Trustee”).
TERM LOAN AGREEMENT DATED AS OF DECEMBER 19, 2019 AMONG Chesapeake Energy Corporation, AS THE BORROWER, THE SEVERAL LENDERS FROM TIME TO TIME PARTIES HERETO, AND GLAS USA LLC, AS THE TERM AGENTTerm Loan Agreement • December 26th, 2019 • Chesapeake Energy Corp • Crude petroleum & natural gas • New York
This TERM LOAN AGREEMENT, dated as of December 19, 2019, is among Chesapeake Energy Corporation, an Oklahoma corporation (together with its permitted successors, the “Borrower”), the lenders from time to time party hereto (each a “Lender” and, collectively, the “Lenders”), and GLAS USA LLC, a New Jersey limited liability company, as administrative agent (in such capacity, the “Term Agent”) for the Lenders.
FIFTH SUPPLEMENTAL INDENTURESupplemental Indenture • December 26th, 2019 • Chesapeake Energy Corp • Crude petroleum & natural gas • New York
Fifth Supplemental Indenture (this “Supplemental Indenture”), dated as of December 19, 2019, among Brazos Valley Longhorn, L.L.C., a Delaware limited liability company converted from a Delaware corporation named WildHorse Resource Development Corporation (the “Issuer”), Brazos Valley Longhorn Finance Corp., a Delaware corporation (the “Co-Issuer” and, together with the Issuer, the “Issuers”), the Guarantors (as defined in the Indenture referred to herein) and U.S. Bank National Association, as trustee under the Indenture referred to below (the “Trustee”).
CHESAPEAKE ENERGY CORPORATION and the Subsidiary Guarantors named herein FIRST SUPPLEMENTAL INDENTUREFirst Supplemental Indenture • December 26th, 2019 • Chesapeake Energy Corp • Crude petroleum & natural gas • New York
THIS FIRST SUPPLEMENTAL INDENTURE, dated as of December 23, 2019, is among Chesapeake Energy Corporation, an Oklahoma corporation (the “Company”), each of the parties identified under the caption “Subsidiary Guarantors” on the signature pages hereto (which, for the avoidance of doubt, includes Brazos Valley Longhorn Finance Corp., a Delaware corporation; Brazos Valley Longhorn, L.L.C., a Delaware limited liability company; Burleson Sand LLC, a Delaware limited liability company; Burleson Water Resources, LLC, a Texas limited liability company; Esquisto Resources II, LLC, a Texas limited liability company; Petromax E&P Burleson, LLC, a Texas limited liability company; WHE AcqCo., LLC, a Delaware limited liability company; WHR Eagle Ford LLC, a Delaware limited liability company; WildHorse Resources II, LLC, a Delaware limited liability company, and WildHorse Resources Management Company, LLC, a Delaware limited liability company, as new subsidiary guarantors, the “New Subsidiary Guarant
COLLATERAL TRUST AGREEMENTCollateral Trust Agreement • December 26th, 2019 • Chesapeake Energy Corp • Crude petroleum & natural gas • New York
COLLATERAL TRUST AGREEMENT, dated as of December 19, 2019 (as amended, supplemented or otherwise modified from time to time in accordance with the terms hereof, this “Agreement”), among MUFG UNION BANK, N.A., as collateral trustee for the Revolver Secured Parties and the FLLO Secured Parties, each as referred to below (in such capacity, the “Collateral Trustee”), MUFG UNION BANK, N.A., as administrative agent for the Revolver Secured Parties referred to herein (in such capacity, and together with its successors and assigns in such capacity, the “Original Revolver Agent”), and GLAS USA LLC, as administrative agent for the Original Term Loan Secured Parties referred to herein (in such capacity, and together with its successors in such capacity, the “Original Term Loan Agent”), and acknowledged and agreed by Chesapeake Energy Corporation, an Oklahoma corporation (the “Borrower”), and the other Grantors party hereto.
