SECOND CLOSING AGREEMENT AND AMENDMENTSecond Closing Agreement and Amendment • December 26th, 2012 • Denbury Resources Inc • Crude petroleum & natural gas
This Second Closing Agreement and Amendment (this “Agreement”) is entered into on December 21, 2012, by and among Denbury Onshore, LLC, a Delaware limited liability company (“DRI”), XTO Energy Inc., a Delaware corporation (“XTO Energy”), and Exxon Mobil Corporation, a New Jersey corporation (“ExxonMobil”, and collectively with XTO Energy, “XTO”), in connection with the Closing of the transactions contemplated by that certain Exchange Agreement dated September 19, 2012, by and among DRI, XTO Energy and ExxonMobil, as amended by that certain Amendment No. 1 to Exchange Agreement dated November 20, 2012, as amended by that certain Closing Agreement and Amendment dated November 30, 2012 (as so amended, the “Exchange Agreement”), to clarify and agree upon the matters set forth below. DRI and XTO are sometimes referred to in this Agreement collectively as the “Parties” and individually as a “Party.” The Parties hereby agree as follows:
