3 And Sample Contracts

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AMENDMENT NO. 3 AND CONSENT
3 And • April 24th, 2007 • Mariner Energy Inc • Crude petroleum & natural gas • Texas

This Amendment No. 3 and Consent (“Agreement”) dated as of April 23, 2007 (“Effective Date”) is among Mariner Energy, Inc., a Delaware corporation (the “Parent”), Mariner Energy Resources, Inc., a Delaware corporation (“Mariner Energy Resources” and together with the Parent, the “Borrowers”, each a “Borrower”), the Lenders (as defined in the Credit Agreement described below), and Union Bank of California, N.A., as administrative agent for such Lenders (in such capacity, the “Administrative Agent”) and as issuing lender for such Lenders (in such capacity, the “Issuing Lender”).

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