PACIFIC DRILLING S.A., AND EACH OF THE GUARANTORS PARTY HERETO 5.375% SENIOR SECURED NOTES DUE 2020 INDENTURE Dated as of June 3, 2013 DEUTSCHE BANK TRUST COMPANY AMERICAS, as TrusteeIndenture • June 7th, 2013 • Pacific Drilling S.A. • Drilling oil & gas wells • New York
This INDENTURE, dated as of June 3, 2013 is among PACIFIC DRILLING S.A., a Luxembourg corporation under the form of a société anonyme (the “Company”), each GUARANTOR from time to time party hereto, as Guarantors, and DEUTSCHE BANK TRUST COMPANY AMERICAS, a New York banking corporation, as Trustee.
INTERCREDITOR AGREEMENTIntercreditor Agreement • June 7th, 2013 • Pacific Drilling S.A. • Drilling oil & gas wells • New York
THIS INTERCREDITOR AGREEMENT is dated as of June 3, 2013 (as amended, restated, supplemented or otherwise modified from time to time in accordance with its terms, this “Agreement”), by and among: (i) CITIBANK, N.A., as Pari Passu Collateral Agent (as defined below) for the Pari Passu Secured Parties referred to below; (ii) CITIBANK, N.A., as administrative agent for the Revolving Credit Agreement Secured Parties referred to below (together with its successors and permitted assigns, in such capacity, the “Revolving Credit Agreement Agent”); (iii) CITIBANK, N.A., as administrative agent for the Term Loan Secured Parties referred to below (together with its successors and permitted assigns, in such capacity, the “Term Loan Agent”); (iv) DEUTSCHE BANK TRUST COMPANY AMERICAS, as trustee under the Indenture (as defined below) (together with its successors and permitted assigns, in such capacity, the “Trustee”); (v) PACIFIC DRILLING S.A., a Luxembourg corporation under the form of a société a
CREDIT AGREEMENT among PACIFIC DRILLING S.A., as Borrower, VARIOUS LENDERS and CITIBANK, N.A., as Administrative Agent, and Issuing Lender CITIGROUP GLOBAL MARKETS INC., GOLDMAN SACHS BANK USA, and DEUTSCHE BANK SECURITIES INC., as Joint Lead...Management Agreement • June 7th, 2013 • Pacific Drilling S.A. • Drilling oil & gas wells • New York
CREDIT AGREEMENT, dated as of June 3, 2013, among PACIFIC DRILLING S.A., a Luxembourg corporation under the form of a société anonyme (the “Borrower”), the Lenders party hereto from time to time, and CITIBANK, N.A., as Administrative Agent (in such capacity, the “Administrative Agent”), and an Issuing Lender. All capitalized terms used herein and defined in Section 1 are used herein as therein defined.
