AMENDED AND RESTATED CREDIT AGREEMENT dated as of December 22, 2011 among Dune Energy, Inc., as Borrower, Bank of Montreal, as Administrative Agent, CIT Capital Securities LLC, as Syndication Agent, and The Lenders Party Hereto BMO Capital Markets...Credit Agreement • December 27th, 2011 • Dune Energy Inc • Oil & gas field services, nec • Texas
THIS AMENDED AND RESTATED CREDIT AGREEMENT dated as of December 22, 2011, is among: Dune Energy, Inc., a Delaware corporation (the “Borrower”); each of the Lenders from time to time party hereto; Bank of Montreal (in its individual capacity, “BMO”), as administrative agent for the Lenders (in such capacity, together with its successors in such capacity, the “Administrative Agent”); and CIT Capital Securities LLC, as syndication agent for the Lenders (in such capacity, together with its successors in such capacity, the “Syndication Agent”).
INTERCREDITOR AGREEMENTIntercreditor Agreement • December 27th, 2011 • Dune Energy Inc • Oil & gas field services, nec • New York
This INTERCREDITOR AGREEMENT, dated as of December 22, 2011, and entered into by and among: (i) DUNE ENERGY, INC., a Delaware corporation (the “Company”); (ii) each direct and indirect Subsidiary of the Company (A) set forth on the signature pages hereto or (B) that becomes an Obligor after the date hereof; (iii) BANK OF MONTREAL (“BMO”), in its capacity as administrative agent under the First-Lien Credit Documents (together with its successors and assigns in such capacity from time to time, the “First-Lien Collateral Agent”); and (iv) U.S. BANK NATIONAL ASSOCIATION (“U.S. Bank”), in its capacity as collateral agent under the Second-Lien Notes Documents (together with its successors and assigns in such capacity from time to time, the “Second-Lien Collateral Agent”). Capitalized terms used herein but not otherwise defined herein have the meanings set forth in Section 1 below.
DUNE ENERGY, INC. AND THE GUARANTORS NAMED HEREIN AND THE BANK OF NEW YORK MELLON, as Trustee and Collateral Agent SECOND SUPPLEMENTAL INDENTURE Dated as of December 21, 2011 to Indenture Dated as of May 15, 2007Second Supplemental Indenture • December 27th, 2011 • Dune Energy Inc • Oil & gas field services, nec • New York
This SECOND SUPPLEMENTAL INDENTURE, dated as of December 21, 2011 (this “Second Supplemental Indenture”) is entered into by and among DUNE ENERGY, INC., a Delaware corporation (the “Company”), the Guarantors and THE BANK OF NEW YORK MELLON, a national banking association, as Trustee (in such capacity, the “Trustee”) and Collateral Agent (in such capacity, the “Collateral Agent”), under the Indenture (as defined herein). Capitalized terms used herein and not otherwise defined shall have the meanings assigned to them in the Indenture.
AMENDED AND RESTATED GUARANTEE AND COLLATERAL AGREEMENT made by each of the Grantors (as defined herein) in favor of Bank of Montreal, as Administrative Agent Dated as of December 22, 2011Guarantee and Collateral Agreement • December 27th, 2011 • Dune Energy Inc • Oil & gas field services, nec • Texas
This AMENDED AND RESTATED GUARANTEE AND COLLATERAL AGREEMENT, dated as of December 22, 2011, is made by Dune Energy, Inc., a Delaware corporation (the “Borrower”), and each of the other signatories hereto other than the Administrative Agent (the Borrower and each of the other signatories hereto other than the Administrative Agent, together with any other Subsidiary of the Borrower that becomes a party hereto from time to time after the date hereof, the “Grantors”), in favor of Bank of Montreal, as administrative agent (in such capacity, together with its successors in such capacity, the “Administrative Agent”), for the banks and other financial institutions (the “Lenders”) from time to time parties to the Amended and Restated Credit Agreement, dated of even date herewith (as amended, supplemented or otherwise modified from time to time, the “Credit Agreement”), among the Borrower, the Lenders, the Administrative Agent, and the other Agents party thereto.
COLLATERAL AGREEMENT made by each of the Grantors (as defined herein) in favor of U.S. Bank National Association, as Collateral Agent Dated as of December 22, 2011Collateral Agreement • December 27th, 2011 • Dune Energy Inc • Oil & gas field services, nec • Texas
This COLLATERAL AGREEMENT, dated as of December 22, 2011, is made by Dune Energy, Inc., a Delaware corporation (the “Company”), and each of the other signatories hereto other than the Collateral Agent (the Company and each of the other signatories hereto other than the Collateral Agent, together with any other Subsidiary Guarantors (as defined below) that becomes a party hereto from time to time after the date hereof, the “Grantors”), in favor of U.S. Bank National Association, as Collateral Agent (in such capacity, together with its successors in such capacity, the “Collateral Agent”).
MASTER ASSIGNMENT OF NOTE AND LIENSMaster Assignment of Note and Liens • December 27th, 2011 • Dune Energy Inc • Oil & gas field services, nec • New York
This Master Assignment of Note and Liens (this “Assignment”) dated as of December 22, 2011, is entered into by and among Wells Fargo Capital Finance, Inc., as the administrative agent for the Assigning Lender (in such capacity, the “Assignor’s Agent”) under the WF Credit Agreement, the Assigning Lender (as hereinafter defined), the Borrowers (as hereinafter defined), the Guarantor (as hereinafter defined), the Purchasing Lenders (as hereinafter defined) and Bank of Montreal, in its capacity as administrative agent for the Purchasing Lenders (in such capacity (the “Purchaser’s Agent”), and together with the Purchasing Lenders, the “Assignees”).
