PLAINS EXPLORATION & PRODUCTION COMPANY UNDERWRITING AGREEMENTUnderwriting Agreement • October 26th, 2012 • Plains Exploration & Production Co • Crude petroleum & natural gas • New York
defined below) dated as of the date hereof and (ii) are to be issued pursuant to an Indenture dated as of March 13, 2007 (the “Base Indenture”), by and between the Company and Wells Fargo Bank, N.A., as trustee (the “Trustee”), as supplemented and amended by (a) the Sixteenth Supplemental Indenture thereto to be dated as of October 26, 2012 (the “Sixteenth Supplemental Indenture”), by and among the Company, the Guarantors and the Trustee (relating to the 2020 Notes), and (b) the Seventeenth Supplemental Indenture thereto to be dated as of October 26, 2012 (the “Seventeenth Supplemental Indenture” and, collectively with the Sixteenth Supplemental Indenture, the “Supplemental Indentures”), by and among the Company, the Guarantors and the Trustee (relating to the 2023 Notes). The Base Indenture, as supplemented and amended by the Supplemental Indentures, is referred to herein as the “Indenture.”
CONSENT OF MAJORITY LENDERS October 22, 2012Consent of Majority Lenders • October 26th, 2012 • Plains Exploration & Production Co • Crude petroleum & natural gas
Reference is made to the Amended and Restated Credit Agreement dated as of August 3, 2010 (as amended, modified or supplemented prior to the date hereof, the “Credit Agreement”), among Plains Exploration & Production Company (the “Company”), the lenders party thereto (the “Lenders”), and JPMorgan Chase Bank, N.A., as Administrative Agent. All terms used in this Consent without definition have the meanings assigned to those terms in the Credit Agreement.
PLAINS EXPLORATION & PRODUCTION COMPANY as the Company THE GUARANTOR PARTIES NAMED HEREIN as Guarantors and WELLS FARGO BANK, N.A. as Trustee SIXTEENTH SUPPLEMENTAL INDENTURE Dated as of October 26, 2012 To INDENTURE Dated as of March 13, 2007Sixteenth Supplemental Indenture • October 26th, 2012 • Plains Exploration & Production Co • Crude petroleum & natural gas • New York
SIXTEENTH SUPPLEMENTAL INDENTURE, dated as of October 26, 2012 (this “Supplemental Indenture”), by and among PLAINS EXPLORATION & PRODUCTION COMPANY, a corporation duly organized and existing under the laws of the State of Delaware (the “Company”), each of the Guarantor parties named on the signature pages hereof (collectively, the “Guarantors”) and WELLS FARGO BANK, N.A., a nationally chartered banking association, as trustee under the Indenture referred to below (in such capacity, the “Trustee”).
PLAINS EXPLORATION & PRODUCTION COMPANY as the Company THE GUARANTOR PARTIES NAMED HEREIN as Guarantors and WELLS FARGO BANK, N.A. as Trustee SEVENTEENTH SUPPLEMENTAL INDENTURE Dated as of October 26, 2012 To INDENTURE Dated as of March 13, 2007Seventeenth Supplemental Indenture • October 26th, 2012 • Plains Exploration & Production Co • Crude petroleum & natural gas • New York
SEVENTEENTH SUPPLEMENTAL INDENTURE, dated as of October 26, 2012 (this “Supplemental Indenture”), by and among PLAINS EXPLORATION & PRODUCTION COMPANY, a corporation duly organized and existing under the laws of the State of Delaware (the “Company”), each of the Guarantor parties named on the signature pages hereof (collectively, the “Guarantors”) and WELLS FARGO BANK, N.A., a nationally chartered banking association, as trustee under the Indenture referred to below (in such capacity, the “Trustee”).
