AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF US ENERGY OVERSEAS INVESTMENTS LLC a Delaware limited liability company Dated as of May 22, 2006Limited Liability Company Agreement • November 21st, 2006 • U S Energy Systems Inc • Electric, gas & sanitary services • Delaware
This Amended and Restated Limited Liability Company Agreement (as amended, modified or supplemented from time to time, including the Schedules and Exhibits hereto, this “Agreement”) is made and entered into as of the 22nd day of May, 2006 by and among the Members listed on Schedule I attached hereto.
SECOND AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF GBGH, LLC a Delaware Limited Liability Company Dated as of August 3, 2006Limited Liability Company Agreement • November 21st, 2006 • U S Energy Systems Inc • Electric, gas & sanitary services • Delaware
This SECOND AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT dated as of August 3, 2006, (this “Agreement,” as it may be amended from time to time as provided below), of GBGH, LLC, a Delaware limited liability company (the “Company”), is by and among the Persons executing this Agreement as of the date of this Agreement. Capitalized terms used in this Agreement have the meanings given to them in Section 1.1 below.
AMENDMENT NO. 1 TO THE AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF US ENERGY OVERSEAS INVESTMENTS LLCLimited Liability Company Agreement • November 21st, 2006 • U S Energy Systems Inc • Electric, gas & sanitary services • Delaware
THIS AMENDMENT NO 1 TO THE AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT (the “Amendment”) dated as of August 1, 2006 is made and entered into by and between US Energy Systems, Inc. (“USEY”) and VTEX Energy, Inc. (“VTEX”).
U.S.$113,500,000 FIRST LIEN CREDIT AGREEMENT Dated as of August 7, 2006 Among GBGH, LLC as Borrower and THE INITIAL LENDERS NAMED HEREIN as Initial Lenders and CREDIT SUISSE as First Lien Administrative Agent and CREDIT SUISSE as First Lien Collateral...First Lien Credit Agreement • November 21st, 2006 • U S Energy Systems Inc • Electric, gas & sanitary services • New York
FIRST LIEN CREDIT AGREEMENT, dated as of August 7, 2006, among GBGH, LLC, a Delaware limited liability company (the “Borrower”), Credit Suisse, Cayman Islands Branch (“Credit Suisse”), as collateral agent (together with any successor collateral agent for the First Lien Secured Parties (as hereinafter defined) appointed pursuant to the Intercreditor Agreement (as hereinafter defined), the “First Lien Collateral Agent”), CREDIT SUISSE, as administrative agent (together with any successor administrative agent appointed pursuant to Article VII, the “First Lien Administrative Agent” and, together with the First Lien Collateral Agent, the “Agents”) for the Lenders (as hereinafter defined), and CREDIT SUISSE SECURITIES (USA) LLC (“Credit Suisse Securities”), as sole lead arranger (together with any successor lead arranger, the “Lead Arranger”) and as sole bookrunner (together with any successor bookrunner, the “Bookrunner”).
EQUITY SUPPORT AGREEMENT among U.S. ENERGY SYSTEMS, INC., a Delaware corporation as Sponsor and GBGH, LLC, a Delaware limited liability company as Borrower and CREDIT SUISSE, as First Lien Collateral Agent and Second Lien Collateral Agent Dated as of...Equity Support Agreement • November 21st, 2006 • U S Energy Systems Inc • Electric, gas & sanitary services • New York
This EQUITY SUPPORT AGREEMENT, dated as of August 7, 2006 (this “Agreement”), is entered into among U.S. ENERGY SYSTEMS, INC., a corporation organized under the laws of the State of Delaware (the “Sponsor”), GBGH, LLC, a limited liability company formed under the laws of the State of Delaware (the “Borrower”), and Credit Suisse, Cayman Islands Branch (“Credit Suisse”), as first lien collateral agent on behalf of the First Lien Secured Parties (in such capacity, together with any successor or permitted assigns, the “First Lien Collateral Agent”) and as second lien collateral agent on behalf of the Second Lien Secured Parties (in such capacity, together with any successor or permitted assigns, the “Second Lien Collateral Agent”). Capitalized terms used in this Agreement have the meanings specified in Section 1.1 below.
CREDIT AND GUARANTY AGREEMENT dated as of August 7, 2006 among US ENERGY OVERSEAS INVESTMENTS LLC, U.S. ENERGY SYSTEMS, INC., as Guarantor, VARIOUS LENDERS, and SILVER POINT FINANCE, LLC, as Administrative Agent, Collateral Agent, Syndication Agent...Credit and Guaranty Agreement • November 21st, 2006 • U S Energy Systems Inc • Electric, gas & sanitary services • New York
This CREDIT AND GUARANTY AGREEMENT, dated as of August 7, 2006, is entered into by and among US ENERGY OVERSEAS INVESTMENTS LLC, a Delaware limited liability company (“Company”), U.S. ENERGY SYSTEMS, INC., a Delaware corporation (“Holdings”), as a Guarantor, the Lenders party hereto from time to time, and SILVER POINT FINANCE, LLC (“Silver Point”), as Administrative Agent (in such capacity, “Administrative Agent”), Collateral Agent (in such capacity, “Collateral Agent”), Syndication Agent (in such capacity, “Syndication Agent”), and Lead Arranger (in such capacity, the “Lead Arranger”).
U.S.$29,500,000 SECOND LIEN CREDIT AGREEMENT Dated as of August 7, 2006 Among GBGH, LLC as Borrower and THE INITIAL LENDERS NAMED HEREIN as Initial Lenders and CREDIT SUISSE as Second Lien Administrative Agent and CREDIT SUISSE as Second Lien...Second Lien Credit Agreement • November 21st, 2006 • U S Energy Systems Inc • Electric, gas & sanitary services • New York
SECOND LIEN CREDIT AGREEMENT, dated as of August 7, 2006, among GBGH, LLC, a Delaware limited liability company (the “Borrower”), Credit Suisse, Cayman Islands Branch (“Credit Suisse”), as collateral agent (together with any successor collateral agent for the Second Lien Secured Parties (as hereinafter defined) appointed pursuant to the Intercreditor Agreement (as hereinafter defined), the “Second Lien Collateral Agent”), CREDIT SUISSE, as administrative agent (together with any successor administrative agent appointed pursuant to Article VII, the “Second Lien Administrative Agent” and, together with the Second Lien Collateral Agent, the “Agents”) for the Lenders (as hereinafter defined), and CREDIT SUISSE SECURITIES (USA) LLC (“Credit Suisse Securities”), as sole lead arranger (together with any successor lead arranger, the “Lead Arranger”) and as sole bookrunner (together with any successor bookrunner, the “Bookrunner”).
