0001193125-08-210579 Sample Contracts

October 10, 2008 Imperial Petroleum, Inc. 11600 German Pines Evansville, IN 47725 Attention: Jeffrey T. Wilson, President
Credit Agreement • October 15th, 2008 • Imperial Petroleum Inc • Drilling oil & gas wells

Re: Credit Agreement dated as of April 13, 2007, as amended by that certain Forbearance Agreement and Amendment Number One to Credit Agreement (the “First Amendment”) dated as of March 24, 2008, by and among IMPERIAL PETROLEUM, INC., a Nevada corporation (the “Borrower”) the lenders from time to time party thereto (each a “Lender” and collectively, the “Lenders”), D.B. ZWIRN SPECIAL OPPORTUNITIES FUND, L.P., a Delaware limited partnership (“DBZ”), as collateral agent for the Lenders (in such capacity, together with any successor collateral agent, the “Collateral Agent”), DBZ, as administrative agent for the Lenders (in such capacity, together with any successor administrative agent, the “Administrative Agent”; and together with the Collateral Agent, each an “Agent” and collectively, the “Agents”) (as further amended, restated, supplemented or otherwise modified from time to time, the “Credit Agreement”; capitalized terms used herein and not otherwise defined herein shall have the meani

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