LINN ENERGY, LLC LINN ENERGY FINANCE CORP. NOTES EXCHANGE AGREEMENTIntercreditor Agreement • November 17th, 2015 • Linn Energy, LLC • Crude petroleum & natural gas
Each entity listed under “UNDERSIGNED” on the signature pages hereto (the “Undersigned”), for itself and on behalf of the funds or accounts listed on Exhibit A hereto (each, an “Investor”) for whom the Undersigned holds contractual and investment authority in connection with the Transactions (as defined below), severally but not jointly, enters into this Exchange Agreement (the “Agreement”) with Linn Energy, LLC, a Delaware limited liability company (the “Company”), and Linn Energy Finance Corp., a Delaware corporation (together with the Company, the “Issuers”), as of the date first written above whereby the Investors will exchange the Exchanged Notes (as defined below) for the Issuers’ new 12.00% Senior Secured Notes due 2020 (the “New Notes”) that will be issued pursuant to the provisions of an Indenture to be dated as of the Closing Date (as defined below) (the “Indenture”) by and among the Issuers, the guarantors named therein (the “Guarantors”) and U.S. Bank National Association,
