Counterparts; Fax. This Amendment may be separately executed in counterparts and by the different parties hereto in separate counterparts, each of which when so executed shall be deemed to constitute one and the same Amendment. This Amendment and the other Amendment Documents may be validly executed by facsimile or other electronic transmission. THIS AMENDMENT AND THE OTHER LOAN DOCUMENTS REPRESENT THE FINAL AGREEMENT BETWEEN THE PARTIES AND MAY NOT BE CONTRADICTED BY EVIDENCE OF PRIOR, CONTEMPORANEOUS, OR SUBSEQUENT ORAL AGREEMENTS OF THE PARTIES. THERE ARE NO UNWRITTEN ORAL AGREEMENTS OF THE PARTIES. [The remainder of this page has been intentionally left blank.] IN WITNESS WHEREOF, this Amendment is executed as of the date first above written. CHESAPEAKE ENERGY CORPORATION CHESAPEAKE EXPLORATION, L.L.C. By: /S/ XXXXXXXX X. XXXXXXX Xxxxxxxx X. Xxxxxxx Treasurer and Senior Vice President [SIGNATURE PAGE TO FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] UNION BANK, N.A., as Administrative Agent, as Swing Line Lender, as an Issuing Lender and as a Lender By: /S/ XXXXXXX XXXXX Xxxxxxx Xxxxx Assistant Vice President FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., as a Lender By: /S/ XXXXXX XXXX Name: Xxxxxx Xxxx Title: Managing Director FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] XXXXX FARGO BANK, NATIONAL ASSOCIATION, as a Co-Syndication Agent, as an Issuing Lender and as a Lender By: /S/ XXXX XXXXXXXXXX Name: Xxxx Xxxxxxxxxx Title: Vice President FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] THE ROYAL BANK OF SCOTLAND plc, as a Co-Syndication Agent, as an Issuing Lender and as a Lender By: /S/ SANJAY RENONG Name: Sanjay Renong Title: Authorized Signatory FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] BNP PARIBAS, as a Co-Syndication Agent, as an Issuing Lender and as a Lender By: /S/ XXXXXXX XXXXXXXXX Name: Xxxxxxx Xxxxxxxxx Title: Director By: /S/ XXXXX XXXXXX Name: Xxxxx Xxxxxx Title: Director FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] CREDIT AGRICOLE CORPORATE AND INVESTMENT BANK, as Documentation Agent, as an Issuing Lender and as a Lender By: /S/ XXXXX XXXXXXXXXX Name: Xxxxx Xxxxxxxxxx Title: Managing Director By: /S/ XXXXXXX X. XXXXXX Name: Xxxxxxx X. Xxxxxx Title: Managing Director FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] BANK OF AMERICA, N.A., as a Lender By: /S/ XXXXXX X. XXXXXX Name: Xxxxxx X. XxXxxx Title: Managing Director FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] CITIBANK, N.A., as a Lender By: /S/ XXXX X. XXXXXX Name: Xxxx X. Xxxxxx Title: Attorney-in-fact [SIGNATURE PAGE TO FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] DEUTSCHE BANK TRUST COMPANY AMERICAS, as a Lender By: /S/ XXXXX XXXXXX Name: Xxxxx Xxxxxx Title: Director By: /S/ XXXXXXX XXXX Name: Xxxxxxx Xxxx Title: Vice President FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] DNB NOR BANK ASA, as a Lender By: /S/ XXXXXX XXXXX Name: Xxxxxx Xxxxx Title: Senior Vice President By: /S/ XXXXXX XXXXXX Name: Xxxxxx Xxxxxx Title: Senior Vice President FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] XXXXXXX XXXXX BANK USA, as a Lender By: /s/ XXXX XXXXXXXX Name: Xxxx Xxxxxxxx Title: Authorized Signatory FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] MIZUHO CORPORATE BANK, LTD., as a Lender By: /s/ XXXX MO Name: Xxxx Mo Title: Authorized Signatory FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] NATIXIS, as a Lender By: /s/ LIANA TCHERNYSHEVA Name: Liana Tchernysheva Title: Managing Director By: /s/ XXXXXXX X. XXXXXXX Name: Xxxxxxx X. Xxxxxxx Title: Senior Managing Director FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] THE BANK OF NOVA SCOTIA, as a Lender By: /s/ XXXX XXXXXXX Name: Xxxx Xxxxxxx Title: Director FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] UBS AG, STAMFORD BRANCH, as a Lender By: /s/ XXXX X. XXXXX Name: Xxxx X. Xxxxx Title: Associate Director By: /s/ XXXX X. XXXX Name: Xxxx X. Xxxx Title: Associate Director FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] BARCLAYS BANK PLC, as a Lender By: /s/ XXXXX XXXXX Name: Xxxxx Xxxxx Title: AVP FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] CREDIT SUISSE AG, CAYMAN ISLANDS BRANCH, as a Lender By: /s/ XXX XXXXX Name: Xxx Xxxxx Title: Director By: /s/ XXXXXXX X. XXXXXXX Name: Xxxxxxx X. Xxxxxxx Title: Associate FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] COMPASS BANK, as a Lender By: /s/ XXXXXXXX X. XXXXX Name: Xxxxxxxx X. Xxxxx Title: Senior Vice President FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] TORONTO DOMINION (NEW YORK) LLC, as a Lender By: /S/ XXXX XXXXX Name: Xxxx Xxxxx Title: Authorized Signatory FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] COMERICA BANK, as a Lender By: /S/ XXXX X. XXXXXXX Name: Xxxx X. Xxxxxxx Title: Assistant Vice President FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] SUNTRUST BANK, as a Lender By: /S/ XXXX XXXXX Name: Xxxx Xxxxx Title: Director FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] EXPORT DEVELOPMENT CANADA, as a Lender By: /S/ XXXXXXX XXXXX Name: Xxxxxxx Xxxxx Title: Asset Manager By: /S/ XXXXXX XXXXXXXX Name: Xxxxxx Xxxxxxxx Title: Asset Manager FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] BANK OF SCOTLAND plc, as a Lender By: /S/ XXXXX X. XXXXXXXX Name: Xxxxx X. Xxxxxxxx Title: Assistant Vice President FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] MACQUARIE BANK, LTD., as a Lender By: /S/ YOVEN MOOROOVEN Name: Yoven Moorooven Title: Division Director By: /S/ XXXX XXXXXX Name: Xxxx Xxxxxx Title: Associate Director Legal Risk Management FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] NOMURA INTERNATIONAL PLC., as a Lender By: /S/ XXXX X. XXXXX Name: Xxxx X. Xxxxx Title: Managing Director FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] SUMITOMO MITSUI BANKING CORPORATION, as a Lender By: /S/ XXXXXXX XXXXXX Name: Xxxxxxx Xxxxxx Title: Joint General Manager FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] PNC BANK, N.A., as a Lender By: /S/ XXXXXXXX XXXXXX Name: Xxxxxxxx Xxxxxx Title: Officer FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] MIDFIRST BANK, as a Lender By: /S/ XXXXX X. XXXXXXX Name: Xxxxx X. Xxxxxxx Title: Senior Vice President FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] CONSENT AND AGREEMENT By its execution below, each of the undersigned hereby (i) consents to the provisions of this Amendment and the transactions contemplated herein, (ii) ratifies and confirms the Sixth Amended and Restated Guarantee Agreement dated as of December 2, 2010 made by it for the benefit of Administrative Agent and Lenders (as modified by certain Assumption Agreements, if any) and the other Loan Documents executed pursuant to the Credit Agreement (or any prior amendment or supplement to the Credit Agreement), (iii) agrees that all of its respective obligations and covenants thereunder shall remain unimpaired by the execution and delivery of this Amendment and the other documents and instruments executed in connection herewith, and (iv) agrees that the Sixth Amended and Restated Guarantee Agreement and such other Loan Documents shall remain in full force and effect. CHESAPEAKE ENERGY CORPORATION CHESAPEAKE ENERGY LOUISIANA CORPORATION CHESAPEAKE ENERGY MARKETING, INC. CHESAPEAKE E&P HOLDING CORPORATION CHESAPEAKE OPERATING, INC., on behalf of itself and, as general partner of CHESAPEAKE LOUISIANA, L.P. CHK HOLDINGS CORPORATION DIAMOND Y ENTERPRISE, INCORPORATED XXXX X. XXXX & SON, INC. LA LAND ACQUISITION CORPORATION CHESAPEAKE AEZ EXPLORATION, L.L.C. CHESAPEAKE APPALACHIA, L.L.C. CHESAPEAKE-XXXXXXXX ACQUISITION, L.L.C. CHESAPEAKE LAND DEVELOPMENT COMPANY, L.L.C. CHESAPEAKE PLAZA, L.L.C. CHESAPEAKE ROYALTY, L.L.C. CHESAPEAKE VRT, L.L.C. COMPASS MANUFACTURING, L.L.C. EMLP, L.L.C., on behalf of itself and as general partner of EMPRESS LOUISIANA PROPERTIES, L.P. [SIGNATURE PAGE TO FIRST AMENDMENT TO CREDIT AGREEMENT CONSENT AND AGREEMENT] EMPRESS, L.L.C. GOTHIC PRODUCTION, L.L.C. GREAT PLAINS OILFIELD RENTAL, L.L.C. HAWG HAULING & DISPOSAL, LLC XXXXXX TRUCKING COMPANY, L.L.C. MC LOUISIANA MINERALS, L.L.C. MC MINERAL COMPANY, L.L.C. MIDCON COMPRESSION, L.L.C. MKR HOLDINGS, L.L.C. NOMAC DRILLING, L.L.C. NORTHERN MICHIGAN EXPLORATION COMPANY, L.L.C. PERFORMANCE TECHNOLOGIES, L.L.C. VENTURA REFINING AND TRANSMISSION, LLC WINTER MOON ENERGY COMPANY, L.L.C. By: /s/ XXXXXXXX X. XXXXXXX Xxxxxxxx X. Xxxxxxx, Treasurer and Senior Vice President of the entities listed above [SIGNATURE PAGE TO FIRST AMENDMENT TO CREDIT AGREEMENT
Appears in 1 contract
Counterparts; Fax. This Amendment may be separately executed in counterparts and by the different parties hereto in separate counterparts, each of which when so executed shall be deemed to constitute one and the same Amendment. This Amendment and the other Amendment Documents may be validly executed by facsimile or other electronic transmission. THIS AMENDMENT AND THE OTHER LOAN DOCUMENTS REPRESENT THE FINAL AGREEMENT BETWEEN THE PARTIES AND MAY NOT BE CONTRADICTED BY EVIDENCE OF PRIOR, CONTEMPORANEOUS, OR SUBSEQUENT ORAL AGREEMENTS OF THE PARTIES. THERE ARE NO UNWRITTEN ORAL AGREEMENTS OF THE PARTIES. [The remainder of this page has been intentionally left blank.] IN WITNESS WHEREOF, the parties hereto have caused this Amendment is to be duly executed and delivered by their proper and duly authorized officers as of the date day and year first above written. CHESAPEAKE ENERGY CORPORATION CHESAPEAKE EXPLORATIONMLP OPERATING, L.L.C. By: /S/ XXXXXXXX X. XXXXXXX /s/ Xxxxxxxx X. Xxxxxxx Treasurer and Xxxxxxxx X. Xxxxxxx Senior Vice President [SIGNATURE PAGE TO FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] UNION and Treasurer CHESAPEAKE MIDSTREAM PARTNERS, L.P., a Delaware limited partnership By: Chesapeake Midstream GP, L.L.C., its sole general partner By: /s/ Xxxxx X. Xxxxxx Xxxxx X. Xxxxxx Chief Financial Officer XXXXX FARGO BANK, N.A.NATIONAL ASSOCIATION, as Administrative Agent, as Swing Line Lender, as an Issuing Lender and as a Lender By: /S/ XXXXXXX XXXXX Xxxxxxx Xxxxx Assistant Vice President FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., as a Lender By: /S/ XXXXXX XXXX Name: Xxxxxx /s/ Xxxx Title: Managing Director FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] XXXXX FARGO BANK, NATIONAL ASSOCIATION, as a Co-Syndication Agent, as an Issuing Lender and as a Lender By: /S/ XXXX XXXXXXXXXX Xxxxxxxxxx Name: Xxxx Xxxxxxxxxx Title: Vice President FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] THE ROYAL BANK OF SCOTLAND plc, as a Co-Syndication AgentLender By: /s/ Xxxxxx Xxxxxx Name: Xxxxxx Xxxxxx Title: Authorised Signatory [FIRST AMENDMENT TO CMP A & R CREDIT AGREEMENT] BANK OF MONTREAL, as an Issuing Lender and as a Lender By: /S/ SANJAY RENONG /s/ Xxxxx Xxxxx Name: Sanjay Renong Xxxxx Xxxxx Title: Authorized Signatory FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] BNP PARIBASDirector COMPASS BANK, as a Co-Syndication Agent, as an Issuing Lender and as a Lender By: /S/ XXXXXXX XXXXXXXXX /s/ Xxx Xxxxx Name: Xxxxxxx Xxxxxxxxx Xxx Xxxxx Title: Director By: /S/ XXXXX XXXXXX Name: Xxxxx Xxxxxx Title: Director FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] CREDIT AGRICOLE CORPORATE AND INVESTMENT BANKVice President THE BANK OF NOVA SCOTIA, as Documentation Agent, as an Issuing Lender and as a Lender By: /S/ XXXXX XXXXXXXXXX /s/ Xxxx Xxxxxxx Name: Xxxxx Xxxxxxxxxx Xxxx Xxxxxxx Title: Managing Director By: /S/ XXXXXXX X. XXXXXX Name: Xxxxxxx X. Xxxxxx Title: Managing Director [SIGNATURE PAGE TO FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CMP A & R CREDIT AGREEMENT] BANK OF AMERICA, N.A., as a Lender By: /S/ XXXXXX /s/ Xxxxxx X. XXXXXX XxXxxx Name: Xxxxxx X. XxXxxx Title: Managing Director BARCLAYS BANK PLC, as a Lender By: /s/ Xxxxxxxx X. Kona Name: Xxxxxxxx X. Kona Title: Assistant Vice President [SIGNATURE PAGE TO FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CMP A & R CREDIT AGREEMENT] CITIBANK, N.A., as a Lender By: /S/ XXXX X. XXXXXX /s/ Xxxx Xxxxxxx Name: Xxxx X. Xxxxxx Xxxxxxx Title: Attorney-in-fact [SIGNATURE PAGE TO FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] DEUTSCHE Vice President DNB BANK TRUST COMPANY AMERICASASA, GRAND CAYMAN BRANCH, as a Lender By: /S/ XXXXX XXXXXX Name: /s/ Xxxxxx Xxxxx Xxxxxx Title: Director By: /S/ XXXXXXX XXXX Name: Xxxxxxx Xxxx Title: Vice President FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] DNB NOR BANK ASA, as a Lender By: /S/ XXXXXX XXXXX Name: Xxxxxx Xxxxx Title: Senior Vice President By: /S/ XXXXXX XXXXXX /s/ Xxxxxx X. Xxxxxxxxxx Name: Xxxxxx Xxxxxx X. Xxxxxxxxxx Title: Senior Vice President FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] XXXXXXX XXXXX BANK USA, as a Lender By: /s/ XXXX XXXXXXXX Xxxxxx Xxxxxxxxxxx Name: Xxxx Xxxxxxxx Xxxxxx Xxxxxxxxxxx Title: Authorized Signatory FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] MIZUHO CORPORATE XXXXXX XXXXXXX BANK, LTD.N.A., as a Lender By: /s/ XXXX MO Xxxxxxxx Xxxxxx Name: Xxxx Mo Xxxxxxxx Xxxxxx Title: Authorized Signatory [SIGNATURE PAGE TO FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CMP A & R CREDIT AGREEMENT] NATIXISUBS LOAN FINANCE, LLC, as a Lender By: /s/ LIANA TCHERNYSHEVA Name: Liana Tchernysheva Title: Managing Director By: /s/ XXXXXXX Xxxx X. XXXXXXX Name: Xxxxxxx X. Xxxxxxx Title: Senior Managing Director FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] THE BANK OF NOVA SCOTIA, as a Lender By: /s/ XXXX XXXXXXX Name: Xxxx Xxxxxxx Title: Director FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] UBS AG, STAMFORD BRANCH, as a Lender By: /s/ XXXX X. XXXXX Xxxxx Name: Xxxx X. Xxxxx Title: Associate Director By: /s/ XXXX X. XXXX Xxxxxxx Xxxxxxxxx Name: Xxxx X. Xxxx Xxxxxxx Xxxxxxxxx Title: Associate Director FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] BARCLAYS BANK PLC, as a Lender By: /s/ XXXXX XXXXX Name: Xxxxx Xxxxx Title: AVP FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] CREDIT SUISSE AG, CAYMAN ISLANDS BRANCH, as a Lender By: /s/ XXX XXXXX Nuour Kumar Name: Xxx Xxxxx Nuour Kumar Title: Director Vice President By: /s/ XXXXXXX X. XXXXXXX Xxxxx Xxxxxx Name: Xxxxxxx X. Xxxxxxx Xxxxx Xxxxxx Title: Associate FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] COMPASS COMERICA BANK, as a Lender By: /s/ XXXXXXXX Xxxx X. XXXXX Xxxxxxx Name: Xxxx X. Xxxxxxx Title: Assistant Vice President DEUTSCHE BANK TRUST COMPANY AMERICAS, as a Lender By: /s/ Xxxxxx X. Xxxxxxxxxx Name: Xxxxxx X. Xxxxxxxxxx Title: Director By: /s/ Xxxx Xxxxxxxxx Name: Xxxx Xxxxxxxxx Title: Director EXPORT DEVELOPMENT CANADA, as a Lender By: /s/ Xxxxxx Xxxxxxxxxx Name: Xxxxxx Xxxxxxxxxx Title: Senior Financing Manager By: /s/ Christiane Debilly Name: Christiane Debilly Title: Financing Manager SUMITOMO MITSUI BANKING CORP., NEW YORK, as a Lender By: /s/ Xxxxxxxx Xxxxxxxx Name: Xxxxxxxx X. Xxxxx Xxxxxxxx Title: Senior Vice President Managing Director [SIGNATURE PAGE TO FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CMP A & R CREDIT AGREEMENT] U.S. BANK NATIONAL ASSOCIATION, as a Lender By: /s/ Xxxxx X. Xxxxxxxxx Name: Xxxxx X. Xxxxxxxxx Title: Vice President [SIGNATURE PAGE TO FIRST AMENDMENT TO CMP A & R CREDIT AGREEMENT] TORONTO DOMINION (NEW YORK) LLC, as a Lender By: /S/ XXXX XXXXX /s/ Xxxx Xxxxx Name: Xxxx Xxxxx Title: Authorized Signatory [SIGNATURE PAGE TO FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CMP A & R CREDIT AGREEMENT] COMERICA BANK, as a Lender By: /S/ XXXX X. XXXXXXX Name: Xxxx X. Xxxxxxx Title: Assistant Vice President FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] SUNTRUST BANK, as a Lender By: /S/ XXXX XXXXX Name: Xxxx Xxxxx Title: Director FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] EXPORT DEVELOPMENT CANADA, as a Lender By: /S/ XXXXXXX XXXXX Name: Xxxxxxx Xxxxx Title: Asset Manager By: /S/ XXXXXX XXXXXXXX Name: Xxxxxx Xxxxxxxx Title: Asset Manager FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] BANK OF SCOTLAND plc, as a Lender By: /S/ XXXXX X. XXXXXXXX Name: Xxxxx X. Xxxxxxxx Title: Assistant Vice President FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] MACQUARIE BANK, LTD., as a Lender By: /S/ YOVEN MOOROOVEN Name: Yoven Moorooven Title: Division Director By: /S/ XXXX XXXXXX Name: Xxxx Xxxxxx Title: Associate Director Legal Risk Management FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] NOMURA INTERNATIONAL PLC., as a Lender By: /S/ XXXX X. XXXXX Name: Xxxx X. Xxxxx Title: Managing Director FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] SUMITOMO MITSUI BANKING CORPORATION, as a Lender By: /S/ XXXXXXX XXXXXX Name: Xxxxxxx Xxxxxx Title: Joint General Manager FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] PNC BANK, N.A., as a Lender By: /S/ XXXXXXXX XXXXXX Name: Xxxxxxxx Xxxxxx Title: Officer FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] MIDFIRST BANK, as a Lender By: /S/ XXXXX X. XXXXXXX Name: Xxxxx X. Xxxxxxx Title: Senior Vice President FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] First Amendment CONSENT AND AGREEMENT By its execution below, each Each of the undersigned (in their individual capacity, each a “Guarantor”), hereby (i) consents to the provisions of this Amendment and the transactions contemplated herein, (ii) ratifies and confirms the Sixth Amended and Restated Guarantee Agreement Guaranty dated as of December 2June 10, 2010 2011 made by it for the benefit of Administrative Agent and Lenders (as modified by certain Assumption Agreements, if any) and the other Loan Documents executed pursuant to the Credit Agreement (or any prior amendment or supplement to and the Credit Agreement)other Loan Documents, (iii) agrees that all of its respective obligations and covenants thereunder shall remain unimpaired by the execution and delivery of this Amendment and the other documents and instruments executed in connection herewith, herewith and (iv) agrees that the Sixth Amended and Restated Guarantee Agreement Guaranty and such other Loan Documents shall remain in full force and effect. CHESAPEAKE ENERGY CORPORATION CHESAPEAKE ENERGY LOUISIANA CORPORATION CHESAPEAKE ENERGY MARKETINGMIDSTREAM PARTNERS, INC. CHESAPEAKE E&P HOLDING CORPORATION CHESAPEAKE OPERATINGL.P., INC.a Delaware limited partnership By: Chesapeake Midstream GP, on behalf of itself andL.L.C., as its sole general partner of CHESAPEAKE LOUISIANA, L.P. CHK HOLDINGS CORPORATION DIAMOND Y ENTERPRISE, INCORPORATED XXXX By: /s/ Xxxxx X. XXXX & SON, INC. LA LAND ACQUISITION CORPORATION CHESAPEAKE AEZ EXPLORATIONXxxxxx Xxxxx X. Xxxxxx Chief Financial Officer BLUESTEM GAS SERVICES, L.L.C. CHESAPEAKE APPALACHIAMIDSTREAM GAS SERVICES, L.L.C. CHESAPEAKE-XXXXXXXX ACQUISITIONOKLAHOMA MIDSTREAM GAS SERVICES, L.L.C. CHESAPEAKE LAND DEVELOPMENT COMPANYMAGNOLIA MIDSTREAM GAS SERVICES, L.L.C. CHESAPEAKE PLAZAXXXXXX MIDSTREAM GAS SERVICES, L.L.C. CHESAPEAKE ROYALTY, L.L.C. CHESAPEAKE VRT, L.L.C. COMPASS MANUFACTURING, L.L.C. EMLP, L.L.C., on behalf of itself and as general partner of EMPRESS LOUISIANA PROPERTIES, L.P. [SIGNATURE PAGE TO FIRST AMENDMENT TO CREDIT AGREEMENT CONSENT AND AGREEMENT] EMPRESS, L.L.C. GOTHIC PRODUCTION, L.L.C. GREAT PLAINS OILFIELD RENTAL, L.L.C. HAWG HAULING & DISPOSAL, LLC XXXXXX TRUCKING COMPANY, L.L.C. MC LOUISIANA MINERALS, L.L.C. MC MINERAL COMPANY, L.L.C. MIDCON COMPRESSION, L.L.C. MKR HOLDINGS, L.L.C. NOMAC DRILLING, L.L.C. NORTHERN MICHIGAN EXPLORATION COMPANY, L.L.C. PERFORMANCE TECHNOLOGIES, L.L.C. VENTURA REFINING AND TRANSMISSION, LLC WINTER MOON ENERGY COMPANYTEXAS MIDSTREAM GAS SERVICES, L.L.C. By: Chesapeake Midstream Operating, L.L.C., sole manager By: /s/ XXXXXXXX Xxxxx X. XXXXXXX Xxxxxxxx Xxxxxx Xxxxx X. Xxxxxxx, Treasurer and Senior Vice President of the entities listed above [SIGNATURE PAGE TO FIRST AMENDMENT TO CREDIT AGREEMENTXxxxxx Chief Financial Officer
Appears in 1 contract
Samples: Credit Agreement (Chesapeake Midstream Partners Lp)
Counterparts; Fax. This Amendment may be separately executed in counterparts and by the different parties hereto in separate counterparts, each of which when so executed shall be deemed to constitute one and the same Amendment. This Amendment and the other Amendment Documents may be validly executed by facsimile or other electronic transmission. THIS AMENDMENT AND THE OTHER LOAN DOCUMENTS REPRESENT THE FINAL AGREEMENT BETWEEN THE PARTIES AND MAY NOT BE CONTRADICTED BY EVIDENCE OF PRIOR, CONTEMPORANEOUS, OR SUBSEQUENT ORAL AGREEMENTS OF THE PARTIES. THERE ARE NO UNWRITTEN ORAL AGREEMENTS OF THE PARTIES. [The remainder of this page has been intentionally left blank.] IN WITNESS WHEREOF, this Amendment is executed as of the date first above written. CHESAPEAKE ENERGY CORPORATION CHESAPEAKE EXPLORATION, L.L.C. ENCORE ACQUISITION COMPANY By: /S/ XXXXXXXX /s/ Xxxxxx X. XXXXXXX Xxxxxxxx Xxxxxx Xxxxxx X. Xxxxxxx Treasurer and Xxxxxx, Senior Vice President [SIGNATURE PAGE TO FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] UNION BANKPresident, Chief Financial Officer and Treasurer ENCORE OPERATING, L.P. By: EAP Operating, LLC., its sole general partner By: /s/ Xxxxxx X. Xxxxxx Xxxxxx X. Xxxxxx, Senior Vice President, Chief Financial Officer and Treasurer BANK OF AMERICA, N.A., as the Administrative Agent, as Swing Line Lender, as an Issuing Lender and as a Lender Agent By: /S/ XXXXXXX XXXXX Xxxxxxx /s/ Xxxx Xxx Xxxxx Assistant Vice President FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., as a Lender By: /S/ XXXXXX XXXX Name: Xxxxxx Xxxx Title: Managing Director FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] XXXXX FARGO BANK, NATIONAL ASSOCIATION, as a Co-Syndication Agent, as an Issuing Lender and as a Lender By: /S/ XXXX XXXXXXXXXX Name: Xxxx Xxxxxxxxxx Xxx Xxxxx Title: Vice President FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] THE ROYAL BANK OF SCOTLAND plc, as a Co-Syndication Agent, as an Issuing Lender and as a Lender By: /S/ SANJAY RENONG Name: Sanjay Renong Title: Authorized Signatory FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] BNP PARIBAS, as a Co-Syndication Agent, as an Issuing Lender and as a Lender By: /S/ XXXXXXX XXXXXXXXX Name: Xxxxxxx Xxxxxxxxx Title: Director By: /S/ XXXXX XXXXXX Name: Xxxxx Xxxxxx Title: Director FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] CREDIT AGRICOLE CORPORATE AND INVESTMENT BANK, as Documentation Agent, as an Issuing Lender and as a Lender By: /S/ XXXXX XXXXXXXXXX Name: Xxxxx Xxxxxxxxxx Title: Managing Director By: /S/ XXXXXXX X. XXXXXX Name: Xxxxxxx X. Xxxxxx Title: Managing Director FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] BANK OF AMERICA, N.A., as a Lender Lender, L/C Issuer By: /S/ XXXXXX /s/ Xxxxxxx X. XXXXXX Xxxxxxx Name: Xxxxxx Xxxxxxx X. XxXxxx Xxxxxxx Title: Managing Director FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] CITIBANKWACHOVIA BANK, N.A., as a Lender By: /S/ XXXX X. XXXXXX /s/ Xxxxxxx Xxxxxx Name: Xxxx X. Xxxxxxx Xxxxxx Title: Attorney-in-fact [SIGNATURE PAGE TO FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] DEUTSCHE BANK TRUST COMPANY AMERICASVice President FORTIS CAPITAL CORP., as a Lender By: /S/ XXXXX XXXXXX /s/ Xxxxxxx Xxxxx Name: Xxxxxxx Xxxxx Title: Director By: /s/ Xxxxx Xxxxxx Name: Xxxxx Xxxxxx Title: Director BNP PARIBAS, as a Lender By: /s/ Xxxxx Xxxxxx Name: Xxxxx Xxxxxx Title: Director By: /S/ XXXXXXX XXXX /s/ Xxxxx Xxxxxx Name: Xxxxxxx Xxxx Title: Vice President FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] DNB NOR BANK ASA, as a Lender By: /S/ XXXXXX XXXXX Name: Xxxxxx Xxxxx Title: Senior Vice President By: /S/ XXXXXX XXXXXX Name: Xxxxxx Xxxxxx Title: Senior Vice President FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] XXXXXXX XXXXX BANK USADirector CALYON NEW YORK BRANCH, as a Lender By: /s/ XXXX XXXXXXXX Xxxxxxx Xxxxx Name: Xxxxxxx Xxxxx Title: Director By: /s/ Xxx Xxxxxxxx Name: Xxx Xxxxxxxx Title: Managing Director BMO CAPITAL MARKETS FINANCING, INC., as a Lender By: /s/ Xxxxx X. Xxxxxx Name: Xxxxx X. Xxxxxx Title: Director GE Business Financial Services Inc., FKA Xxxxxxx Xxxxx Business Financial Services Inc., as a Lender By: [Authorized Signatory] Authorized Signatory THE ROYAL BANK OF SCOTLAND PLC, as a Lender By: /s/ Xxxx Xxxxxx Name: Xxxx Xxxxxxxx Xxxxxx Title: Vice President SUNTRUST BANK, as a Lender By: /s/ Xxxx Xxxxx Name: Xxxx Xxxxx Title: Director ALLIED IRISH BANKS PLC, as a Lender By: /s/ Xxxxx Xxxxxxx Name: Xxxxx Xxxxxxx Title: Vice President By: /s/ Xxxxxx Xxxx Name: Xxxxxx Xxxx Title: Director THE BANK OF NOVA SCOTIA, as a Lender By: /s/ Xxxxx Xxxxx Name: Xxxxx Xxxxx Title: Director COMERICA BANK, as a Lender By: /s/ Xxxxx X. Xxxxxx Name: Xxxxx X. Xxxxxx Title: Vice President GENERAL ELECTRIC CAPITAL CORPORATION, as a Lender By: [Authorized Signatory] Authorized Signatory FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] KEYBANK NATIONAL ASSOCIATION, as a Lender By: /s/ Xxxxxx Xxxxx Name: Xxxxxx Xxxxx Title: Managing Director MIZUHO CORPORATE BANK, LTD., as a Lender By: /s/ XXXX MO Xxxx Mo Name: Xxxx Mo Title: Authorized Signatory FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] Senior Vice President NATIXIS, as a Lender By: /s/ LIANA TCHERNYSHEVA Lianna Tchernysheva Name: Liana Lianna Tchernysheva Title: Managing Director By: /s/ XXXXXXX Xxxxxxx X. XXXXXXX Xxxxxxx Name: Xxxxxxx X. Xxxxxxx Title: Senior Managing Director FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] THE BANK OF NOVA SCOTIA, as a Lender By: /s/ XXXX XXXXXXX Name: Xxxx Xxxxxxx Title: Director FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] UBS AG, STAMFORD BRANCH, as a Lender By: /s/ XXXX X. XXXXX Name: Xxxx X. Xxxxx Title: Associate Director By: /s/ XXXX X. XXXX Name: Xxxx X. Xxxx Title: Associate Director FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] BARCLAYS BANK PLC, as a Lender By: /s/ XXXXX XXXXX Name: Xxxxx Xxxxx Title: AVP FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] CREDIT SUISSE AG, CAYMAN ISLANDS BRANCH, as a Lender By: /s/ XXX XXXXX Name: Xxx Xxxxx Title: Director By: /s/ XXXXXXX X. XXXXXXX Name: Xxxxxxx X. Xxxxxxx Title: Associate FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] COMPASS BANK, as a Lender By: /s/ XXXXXXXX X. XXXXX Name: Xxxxxxxx X. Xxxxx Title: Senior Vice President FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] TORONTO DOMINION (NEW YORK) LLC, as a Lender By: /S/ XXXX XXXXX Name: Xxxx Xxxxx Title: Authorized Signatory FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] COMERICA BANK, as a Lender By: /S/ XXXX X. XXXXXXX Name: Xxxx X. Xxxxxxx Title: Assistant Vice President FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] SUNTRUST BANK, as a Lender By: /S/ XXXX XXXXX Name: Xxxx Xxxxx Title: Director FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] EXPORT DEVELOPMENT CANADA, as a Lender By: /S/ XXXXXXX XXXXX Name: Xxxxxxx Xxxxx Title: Asset Manager By: /S/ XXXXXX XXXXXXXX Name: Xxxxxx Xxxxxxxx Title: Asset Manager FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] BANK OF SCOTLAND plc, as a Lender By: /S/ XXXXX X. XXXXXXXX Name: Xxxxx X. Xxxxxxxx Title: Assistant Vice President FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] MACQUARIE BANK, LTD., as a Lender By: /S/ YOVEN MOOROOVEN Name: Yoven Moorooven Title: Division Director By: /S/ XXXX XXXXXX Name: Xxxx Xxxxxx Title: Associate Director Legal Risk Management FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] NOMURA INTERNATIONAL PLC., as a Lender By: /S/ XXXX X. XXXXX Name: Xxxx X. Xxxxx Title: Managing Director FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] SUMITOMO MITSUI BANKING CORPORATION, as a Lender By: /S/ XXXXXXX XXXXXX /s/ Xxxxxxxx Xxxxxxxx Name: Xxxxxxx Xxxxxx Xxxxxxxx Xxxxxxxx Title: Joint General Manager FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] PNC XXXXX FARGO BANK, N.A., as a Lender By: /S/ XXXXXXXX XXXXXX /s/ Xxxx Xxxxxxx Name: Xxxxxxxx Xxxxxx Xxxx Xxxxxxx Title: Officer FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] MIDFIRST BANKSenior Vice President BANK OF SCOTLAND PLC, as a Lender By: /S/ XXXXX /s/ Xxxxx X. XXXXXXX Xxxxxxxx Name: Xxxxx X. Xxxxxxx Xxxxxxxx Title: Senior Assistant Vice President FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] CONSENT AND AGREEMENT By its execution below, each of the undersigned hereby (i) consents to the provisions of this Amendment and the transactions contemplated herein, (ii) ratifies and confirms the Sixth Amended and Restated Guarantee Agreement dated as of December 2, 2010 made by it for the benefit of Administrative Agent and Lenders (as modified by certain Assumption Agreements, if any) and the other Loan Documents executed pursuant to the Credit Agreement (or any prior amendment or supplement to the Credit Agreement), (iii) agrees that all of its respective obligations and covenants thereunder shall remain unimpaired by the execution and delivery of this Amendment and the other documents and instruments executed in connection herewith, and (iv) agrees that the Sixth Amended and Restated Guarantee Agreement and such other Loan Documents shall remain in full force and effect. CHESAPEAKE ENERGY CORPORATION CHESAPEAKE ENERGY LOUISIANA CORPORATION CHESAPEAKE ENERGY MARKETING, INC. CHESAPEAKE E&P HOLDING CORPORATION CHESAPEAKE OPERATING, INC., on behalf of itself and, as general partner of CHESAPEAKE LOUISIANA, L.P. CHK HOLDINGS CORPORATION DIAMOND Y ENTERPRISE, INCORPORATED XXXX X. XXXX & SON, INC. LA LAND ACQUISITION CORPORATION CHESAPEAKE AEZ EXPLORATION, L.L.C. CHESAPEAKE APPALACHIA, L.L.C. CHESAPEAKE-XXXXXXXX ACQUISITION, L.L.C. CHESAPEAKE LAND DEVELOPMENT COMPANY, L.L.C. CHESAPEAKE PLAZA, L.L.C. CHESAPEAKE ROYALTY, L.L.C. CHESAPEAKE VRT, L.L.C. COMPASS MANUFACTURING, L.L.C. EMLP, L.L.C., on behalf of itself and as general partner of EMPRESS LOUISIANA PROPERTIES, L.P. [SIGNATURE PAGE TO FIRST AMENDMENT TO CREDIT AGREEMENT CONSENT AND AGREEMENT] EMPRESS, L.L.C. GOTHIC PRODUCTION, L.L.C. GREAT PLAINS OILFIELD RENTAL, L.L.C. HAWG HAULING & DISPOSAL, LLC XXXXXX TRUCKING COMPANY, L.L.C. MC LOUISIANA MINERALS, L.L.C. MC MINERAL COMPANY, L.L.C. MIDCON COMPRESSION, L.L.C. MKR HOLDINGS, L.L.C. NOMAC DRILLING, L.L.C. NORTHERN MICHIGAN EXPLORATION COMPANY, L.L.C. PERFORMANCE TECHNOLOGIES, L.L.C. VENTURA REFINING AND TRANSMISSION, LLC WINTER MOON ENERGY COMPANY, L.L.C. By: /s/ XXXXXXXX X. XXXXXXX Xxxxxxxx X. Xxxxxxx, Treasurer and Senior Vice President of the entities listed above [SIGNATURE PAGE TO FIRST AMENDMENT TO CREDIT AGREEMENTPresident
Appears in 1 contract
Counterparts; Fax. This Amendment may be separately executed in counterparts and by the different parties hereto in separate counterparts, each of which when so executed shall be deemed to constitute one and the same Amendment. This Amendment and the other Amendment Documents may be validly executed by facsimile or other electronic transmission. THIS AMENDMENT AND THE OTHER LOAN DOCUMENTS REPRESENT THE FINAL AGREEMENT BETWEEN THE PARTIES AND MAY NOT BE CONTRADICTED BY EVIDENCE OF PRIOR, CONTEMPORANEOUS, OR SUBSEQUENT ORAL AGREEMENTS OF THE PARTIES. THERE ARE NO UNWRITTEN ORAL AGREEMENTS OF THE PARTIES. [The remainder of this page has been intentionally past is left blankblank intentionally.] IN WITNESS WHEREOF, this Amendment is executed as of the date first above written. CHESAPEAKE ENERGY CORPORATION CHESAPEAKE EXPLORATIONCENTURY EXPLORATION NEW ORLEANS, L.L.C. INC., Borrower By: /S/ XXXXXXXX /s/ Xxxx X. XXXXXXX Xxxxxxxx Xxxxxxxxx Name: Xxxx X. Xxxxxxx Treasurer and Senior Vice President Xxxxxxxxx Title: CFO CENTURY EXPLORATION HOUSTON, INC., Borrower By: /s/ Xxxx X. Xxxxxxxxx Name: Xxxx X. Xxxxxxxxx Title: CFO [SIGNATURE PAGE TO FIRST THIRD AMENDMENT TO EIGHTH THIRD AMENDED AND RESTATED CREDIT AGREEMENTAGREEMENT - SIGNATURE PAGE] UNION BANK, N.A., as Administrative Agent, as Swing Line Lender, as an Issuing Lender Agent and as a Lender By: /S/ XXXXXXX XXXXX Xxxxxxx Xxxxx Assistant /s/ Xxxxxx X. Xxxxxxxxx Name: Xxxxxx X. Xxxxxxxxx Title: Senior Vice President FIRST [THIRD AMENDMENT TO EIGHTH THIRD AMENDED AND RESTATED CREDIT AGREEMENTAGREEMENT - SIGNATURE PAGE] THE BANK OF TOKYO-MITSUBISHI UFJCAPITAL ONE, LTD.NATIONAL ASSOCIATION, as a Lender By: /S/ XXXXXX XXXX /s/ Xxxx Xxxxxxxxx Name: Xxxxxx Xxxx Xxxxxxxxx Title: Managing Director FIRST Senior Vice President [THIRD AMENDMENT TO EIGHTH THIRD AMENDED AND RESTATED CREDIT AGREEMENTAGREEMENT - SIGNATURE PAGE] XXXXX FARGO REGIONS BANK, NATIONAL ASSOCIATION, as a Co-Syndication Agent, as an Issuing Lender and as a Lender By: /S/ XXXX XXXXXXXXXX /s/ Xxxxxxx X. Xxxxxxx Name: Xxxx Xxxxxxxxxx Xxxxxxx X. Xxxxxxx Title: Senior Vice President FIRST [THIRD AMENDMENT TO EIGHTH THIRD AMENDED AND RESTATED CREDIT AGREEMENT] THE ROYAL BANK OF SCOTLAND plc, as a Co-Syndication Agent, as an Issuing Lender and as a Lender By: /S/ SANJAY RENONG Name: Sanjay Renong Title: Authorized Signatory FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENTAGREEMENT - SIGNATURE PAGE] BNP PARIBAS, as a Co-Syndication Agent, as an Issuing Lender and as a Lender By: /S/ XXXXXXX XXXXXXXXX Name: Xxxxxxx Xxxxxxxxx Title: Director By: /S/ XXXXX XXXXXX Name: /s/ Xxxxx Xxxxxx Title: Director FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] CREDIT AGRICOLE CORPORATE AND INVESTMENT BANK, as Documentation Agent, as an Issuing Lender and as a Lender By: /S/ XXXXX XXXXXXXXXX Name: Xxxxx Xxxxxxxxxx Title: Managing Director By: /S/ XXXXXXX X. XXXXXX Name: Xxxxxxx X. Xxxxxx Title: Managing Director FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] BANK OF AMERICA, N.A., as a Lender By: /S/ XXXXXX X. XXXXXX Name: Xxxxxx X. XxXxxx Title: Managing Director FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] CITIBANK, N.A., as a Lender By: /S/ XXXX X. XXXXXX Name: Xxxx X. Xxxxxx Title: Attorney-in-fact [SIGNATURE PAGE TO FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] DEUTSCHE BANK TRUST COMPANY AMERICAS, as a Lender By: /S/ XXXXX XXXXXX Name: Xxxxx Xxxxxx Title: Director By: /S/ XXXXXXX XXXX /s/ Xxxxxxxx Xxxxxxx Name: Xxxxxxxx Xxxxxxx Xxxx Title: Vice President FIRST [THIRD AMENDMENT TO EIGHTH THIRD AMENDED AND RESTATED CREDIT AGREEMENTAGREEMENT - SIGNATURE PAGE] DNB NOR BANK ASA, as a Lender By: /S/ XXXXXX XXXXX Name: Xxxxxx Xxxxx Title: Senior Vice President By: /S/ XXXXXX XXXXXX Name: Xxxxxx Xxxxxx Title: Senior Vice President FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] XXXXXXX XXXXX BANK USA, as a Lender By: /s/ XXXX XXXXXXXX Name: Xxxx Xxxxxxxx Title: Authorized Signatory FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] MIZUHO CORPORATE BANK, LTD., as a Lender By: /s/ XXXX MO Name: Xxxx Mo Title: Authorized Signatory FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] NATIXIS, as a Lender By: /s/ LIANA TCHERNYSHEVA Name: Liana Tchernysheva Title: Managing Director By: /s/ XXXXXXX X. XXXXXXX Name: Xxxxxxx X. Xxxxxxx Title: Senior Managing Director FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] THE BANK OF NOVA SCOTIA, as a Lender By: /s/ XXXX XXXXXXX Name: Xxxx Xxxxxxx Title: Director FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] UBS AG, STAMFORD BRANCH, as a Lender By: /s/ XXXX X. XXXXX Name: Xxxx X. Xxxxx Title: Associate Director By: /s/ XXXX X. XXXX Name: Xxxx X. Xxxx Title: Associate Director FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] BARCLAYS BANK PLC, as a Lender By: /s/ XXXXX XXXXX Name: Xxxxx Xxxxx Title: AVP FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] CREDIT SUISSE AG, CAYMAN ISLANDS BRANCH, as a Lender By: /s/ XXX XXXXX Name: Xxx Xxxxx Title: Director By: /s/ XXXXXXX X. XXXXXXX Name: Xxxxxxx X. Xxxxxxx Title: Associate FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] COMPASS BANK, as a Lender By: /s/ XXXXXXXX X. XXXXX Name: Xxxxxxxx X. Xxxxx Title: Senior Vice President FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] TORONTO DOMINION (NEW YORK) LLC, as a Lender By: /S/ XXXX XXXXX Name: Xxxx Xxxxx Title: Authorized Signatory FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] COMERICA BANK, as a Lender By: /S/ XXXX X. XXXXXXX Name: Xxxx X. Xxxxxxx Title: Assistant Vice President FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] SUNTRUST BANK, as a Lender By: /S/ XXXX XXXXX Name: Xxxx Xxxxx Title: Director FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] EXPORT DEVELOPMENT CANADA, as a Lender By: /S/ XXXXXXX XXXXX Name: Xxxxxxx Xxxxx Title: Asset Manager By: /S/ XXXXXX XXXXXXXX Name: Xxxxxx Xxxxxxxx Title: Asset Manager FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] BANK OF SCOTLAND plc, as a Lender By: /S/ XXXXX X. XXXXXXXX Name: Xxxxx X. Xxxxxxxx Title: Assistant Vice President FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] MACQUARIE BANK, LTD., as a Lender By: /S/ YOVEN MOOROOVEN Name: Yoven Moorooven Title: Division Director By: /S/ XXXX XXXXXX Name: Xxxx Xxxxxx Title: Associate Director Legal Risk Management FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] NOMURA INTERNATIONAL PLC., as a Lender By: /S/ XXXX X. XXXXX Name: Xxxx X. Xxxxx Title: Managing Director FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] SUMITOMO MITSUI BANKING CORPORATION, as a Lender By: /S/ XXXXXXX XXXXXX Name: Xxxxxxx Xxxxxx Title: Joint General Manager FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] PNC BANK, N.A., as a Lender By: /S/ XXXXXXXX XXXXXX Name: Xxxxxxxx Xxxxxx Title: Officer FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] MIDFIRST BANK, as a Lender By: /S/ XXXXX X. XXXXXXX Name: Xxxxx X. Xxxxxxx Title: Senior Vice President FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT[THIRD AMENDMENT] CONSENT AND AGREEMENT By its execution below, each of the The undersigned hereby (i) consents to the provisions of this Amendment and the transactions contemplated herein, (ii) ratifies and confirms the Sixth Second Amended and Restated Guarantee Agreement Guaranty dated as of December 2September 4, 2010 2009 (the “Guaranty”) made by it for the benefit of Administrative Agent and Lenders (as modified by certain Assumption AgreementsLenders, if any) and the other Loan Documents which Guaranty was executed pursuant to the Credit Agreement (or any prior amendment or supplement to and the Credit Agreement)other Loan Documents, (iii) agrees that all of its respective obligations and covenants thereunder under the Guaranty shall remain unimpaired by the execution and delivery of this Amendment and the other documents and instruments executed in connection herewith, and (iv) agrees that the Sixth Amended and Restated Guarantee Agreement Guaranty and such other Loan Documents shall remain in full force and effect. CHESAPEAKE RAAM GLOBAL ENERGY CORPORATION CHESAPEAKE ENERGY LOUISIANA CORPORATION CHESAPEAKE ENERGY MARKETING, INC. CHESAPEAKE E&P HOLDING CORPORATION CHESAPEAKE OPERATING, INC., on behalf of itself and, as general partner of CHESAPEAKE LOUISIANA, L.P. CHK HOLDINGS CORPORATION DIAMOND Y ENTERPRISE, INCORPORATED XXXX COMPANY By: /s/ Xxxx X. XXXX & SON, INC. LA LAND ACQUISITION CORPORATION CHESAPEAKE AEZ EXPLORATION, L.L.C. CHESAPEAKE APPALACHIA, L.L.C. CHESAPEAKE-XXXXXXXX ACQUISITION, L.L.C. CHESAPEAKE LAND DEVELOPMENT COMPANY, L.L.C. CHESAPEAKE PLAZA, L.L.C. CHESAPEAKE ROYALTY, L.L.C. CHESAPEAKE VRT, L.L.C. COMPASS MANUFACTURING, L.L.C. EMLP, L.L.C., on behalf of itself and as general partner of EMPRESS LOUISIANA PROPERTIES, L.P. Xxxxxxxxx Name: Xxxx X. Xxxxxxxxx Title: CFO [SIGNATURE PAGE TO FIRST THIRD AMENDMENT TO THIRD AMENDED AND RESTATED CREDIT AGREEMENT - CONSENT AND AGREEMENT] EMPRESS[THIRD AMENDMENT] CONSENT AND AGREEMENT Each of the undersigned hereby (i) consents to the provisions of this Amendment and the transactions contemplated herein, L.L.C. GOTHIC PRODUCTION(ii) ratifies and confirms the First Amended and Restated Guaranty dated as of September 4, L.L.C. GREAT PLAINS OILFIELD RENTAL2009 (the “Guaranty”) made by it for the benefit of Administrative Agent and Lenders, L.L.C. HAWG HAULING & DISPOSALwhich Guaranty was executed pursuant to the Credit Agreement and the other Loan Documents, (iii) agrees that all of its respective obligations and covenants under the Guaranty shall remain unimpaired by the execution and delivery of this Amendment and the other documents and instruments executed in connection herewith, and (iv) agrees that the Guaranty and such other Loan Documents shall remain in full force and effect. SITA ENERGY, LLC XXXXXX TRUCKING COMPANY, L.L.C. MC LOUISIANA MINERALS, L.L.C. MC MINERAL COMPANY, L.L.C. MIDCON COMPRESSION, L.L.C. MKR HOLDINGS, L.L.C. NOMAC DRILLING, L.L.C. NORTHERN MICHIGAN EXPLORATION COMPANY, L.L.C. PERFORMANCE TECHNOLOGIES, L.L.C. VENTURA REFINING AND TRANSMISSION, LLC WINTER MOON ENERGY COMPANY, L.L.C. By: /s/ XXXXXXXX Xxxx X. XXXXXXX Xxxxxxxx Xxxxxxxxx Name: Xxxx X. XxxxxxxXxxxxxxxx Title: CFO CENTURY EXPLORATION RESOURCES, Treasurer and Senior Vice President of the entities listed above INC. By: /s/ Xxxx X. Xxxxxxxxx Name: Xxxx X. Xxxxxxxxx Title: CFO WINDSTAR ENERGY, LLC By: /s/ Xxxx X. Xxxxxxxxx Name: Xxxx X. Xxxxxxxxx Title: CFO [SIGNATURE PAGE TO FIRST THIRD AMENDMENT TO THIRD AMENDED AND RESTATED CREDIT AGREEMENT - CONSENT AND AGREEMENT] BUSINESS SUBSIDIARIES DISCLOSURE SCHEDULE 5.14 TO THE THIRD AMENDED AND RESTATED CREDIT AGREEMENT AMONG CENTURY EXPLORATION NEW ORLEANS, INC. CENTURY EXPLORATION HOUSTON, INC. (as “Borrowers”) AND UNION BANK, N.A. (as “Administrative Agent”)
Appears in 1 contract
Counterparts; Fax. This Amendment may be separately executed in counterparts and by the different parties hereto in separate counterparts, each of which when so executed shall be deemed to constitute one and the same Amendment. This Amendment and the other Amendment Documents may be validly executed by facsimile or other electronic transmission. THIS AMENDMENT AND THE OTHER LOAN DOCUMENTS REPRESENT THE FINAL AGREEMENT BETWEEN THE PARTIES AND MAY NOT BE CONTRADICTED BY EVIDENCE OF PRIOR, CONTEMPORANEOUS, OR 2 [FIFTH AMENDMENT TOEIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] SUBSEQUENT ORAL AGREEMENTS OF THE PARTIES. THERE ARE NO UNWRITTEN ORAL AGREEMENTS OF THE PARTIES. [The remainder of this page has been intentionally left blank.] IN WITNESS WHEREOF, this Amendment is executed as of the date first above written. CHESAPEAKE ENERGY CORPORATION CHESAPEAKE EXPLORATION, L.L.C. CHESAPEAKE APPALACHIA, L.L.C. By: /S/ XXXXXXXX X. XXXXXXX /s/ Xxxxxx Xxxxxxxx X. Xxxxxxx Xxxxxx Xxxxxxxx, Treasurer and Senior Vice President [SIGNATURE PAGE TO FIRST AMENDMENT TO CHESAPEAKE LOUISIANA, L.P. By: CHESAPEAKE OPERATING, INC., its general partner By: /s/ Xxxxxx Xxxxxxxx Xxxxxx Xxxxxxxx, Treasurer EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] UNION BANK, N.A., as Administrative Agent, as Swing Line Lender, as an Issuing Lender and as a Lender By: /S/ XXXXXXX XXXXX Xxxxxxx Xxxxx Assistant /s/ Haylee Dallas Haylee Dallas Vice President FIRST [SIGNATURE PAGE TO FIFTH AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., as a Lender By: /S/ XXXXXX XXXX /s/ Xxxx Xxxxxxxxxx Name: Xxxxxx Xxxx Xxxxxxxxxx Title: Managing Director FIRST AMENDMENT TO Vice President EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] XXXXX FARGO BANK, NATIONAL ASSOCIATION, as a Co-Syndication Agent, as an Issuing Lender and as a Lender By: /S/ XXXX XXXXXXXXXX /s/ Xxxxxxx X. Xxxxxxxx Name: Xxxx Xxxxxxxxxx Xxxxxxx X. Xxxxxxxx Title: Vice President FIRST AMENDMENT TO Managing Director EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] THE ROYAL BANK OF SCOTLAND plc, as a Co-Syndication Agent, as an Issuing Lender and as a Lender By: /S/ SANJAY RENONG /s/ Xxxxx X. Xxxxx Name: Sanjay Renong Xxxxx X. Xxxxx Title: Authorized Authorised Signatory FIRST [SIGNATURE PAGE TO FIFTH AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] BNP PARIBAS, as a Co-Syndication Agent, as an Issuing Lender and as a Lender By: /S/ XXXXXXX XXXXXXXXX /s/ Xxxxxx Xxxxxx-Bouvet Name: Xxxxxxx Xxxxxxxxx Xxxxxx Xxxxxx-Bouvet Title: Director By: /S/ XXXXX XXXXXX Name: Xxxxx Xxxxxx Title: Director FIRST AMENDMENT TO Associate EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] CREDIT AGRICOLE CORPORATE AND INVESTMENT BANK, as Documentation Agent, as an Issuing Lender and as a Lender By: /S/ XXXXX XXXXXXXXXX /s/ Xxxxxx Xxxxxx Name: Xxxxx Xxxxxxxxxx Xxxxxx Xxxxxx Title: Managing Director By: /S/ XXXXXXX X. XXXXXX /s/ Xxxxxxx Xxxxxx Name: Xxxxxxx X. Xxxxxx Title: Managing Director FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] BANK OF AMERICA, N.A., as a Lender By: /S/ XXXXXX /s/ Xxxxxx X. XXXXXX XxXxxx Name: Xxxxxx X. XxXxxx Title: Managing Director FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] CITIBANK, N.A., as a Lender By: /S/ XXXX X. XXXXXX /s/ Xxxxx Xxxxx Name: Xxxx X. Xxxxxx Xxxxx Xxxxx Title: Attorney-in-fact [SIGNATURE PAGE TO FIRST AMENDMENT TO Vice President EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] DEUTSCHE BANK TRUST COMPANY AMERICAS, as a Lender By: /S/ XXXXX XXXXXX Name: Xxxxx Xxxxxx Title: Director By: /S/ XXXXXXX XXXX /s/ Xxxxxxx Xxxx Name: Xxxxxxx Xxxx Title: Vice President FIRST AMENDMENT TO By: /s/ Xxxxx Xxxxxxx Name: Xxxxx Xxxxxxx Title: Director EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] DNB NOR BANK ASACAPITAL LLC, as a Lender By: /S/ XXXXXX XXXXX Name: /s/ Xxxxxx Xxxxx Title: Senior Vice President By: /S/ XXXXXX XXXXXX Xxxxxx Name: Xxxxxx Xxxxxx Title: Senior Vice President FIRST AMENDMENT TO By: /s/ Xxxx Xxxxxx Name: Xxxx Xxxxxx Title: Vice President EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] XXXXXXX XXXXX SACHS BANK USA, as a Lender By: /s/ XXXX XXXXXXXX Xxxxxxxx Xxxxxxx Name: Xxxx Xxxxxxxx Xxxxxxx Title: Authorized Signatory FIRST [SIGNATURE PAGE TO FIFTH AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] MIZUHO CORPORATE BANK, LTD., as a Lender By: /s/ XXXX MO Xxxx Mo Name: Xxxx Mo Title: Authorized Signatory FIRST AMENDMENT TO Signature EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] NATIXIS, New York Branch, as a Lender By: /s/ LIANA TCHERNYSHEVA Xxxxxx Xxxxxx Name: Liana Tchernysheva Xxxxxx Xxxxxx Title: Managing Director By: /s/ XXXXXXX X. XXXXXXX Xxxx Xxx Xxxxx Name: Xxxxxxx X. Xxxxxxx Xxxx Xxx Xxxxx Title: Senior Managing Director FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] THE BANK OF NOVA SCOTIA, as a Lender By: /s/ XXXX XXXXXXX Xxxxx Xxxxxxx Name: Xxxx Xxxxx Xxxxxxx Title: Managing Director FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] UBS AG, STAMFORD BRANCH, as a Lender By: /s/ XXXX X. XXXXX Xxxx Xxxxx Name: Xxxx X. Xxxxx Title: Director By: /s/ Xxxxxxxx Xxxxxxxx Name: Xxxxxxxx Xxxxxxxx Title: Associate Director By: /s/ XXXX X. XXXX Name: Xxxx X. Xxxx Title: Associate Director FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] BARCLAYS BANK PLC, as a Lender By: /s/ XXXXX XXXXX Xxxxxxxxxxx X. Xxx Name: Xxxxx Xxxxx Xxxxxxxxxxx X. Xxx Title: AVP FIRST AMENDMENT TO Assistant Vice President EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] CREDIT SUISSE AG, CAYMAN ISLANDS BRANCH, as a Lender By: /s/ XXX XXXXX Xxxxx Xxxxxxxx Name: Xxx Xxxxx Xxxxxxxx Title: Director Authorized Signatory By: /s/ XXXXXXX X. XXXXXXX Xxxxxxx Xxxxxxx Name: Xxxxxxx X. Xxxxxxx Title: Associate FIRST Authorized Signatory [SIGNATURE PAGE TO FIFTH AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] COMPASS BANK, as a Lender By: /s/ XXXXXXXX X. XXXXX Xxx Xxxxx Name: Xxxxxxxx X. Xxx Xxxxx Title: Senior Vice President FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] TORONTO DOMINION (NEW YORK) LLC, as a Lender By: /S/ XXXX XXXXX /s/ Xxxxxx Xxxxxx Name: Xxxx Xxxxx Xxxxxx Xxxxxx Title: Authorized Signatory FIRST [SIGNATURE PAGE TO FIFTH AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] COMERICA BANK, as a Lender By: /S/ XXXX X. XXXXXXX /s/ Xxxxx Xxxxx Name: Xxxx X. Xxxxxxx Xxxxx Xxxxx Title: Assistant Senior Vice President FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] SUNTRUST BANK, as a Lender By: /S/ XXXX XXXXX /s/ Xxxxxxx Xxxxx Name: Xxxx Xxxxxxx Xxxxx Title: Director FIRST AMENDMENT TO Vice President EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] EXPORT DEVELOPMENT CANADA, as a Lender By: /S/ XXXXXXX XXXXX /s/ Xxxxx X. Xxxxxxx Name: Xxxxx X. Xxxxxxx Xxxxx Title: Senior Asset Manager By: /S/ XXXXXX XXXXXXXX /s/ Xxxxx Xxxxxx Name: Xxxxx Xxxxxx Xxxxxxxx Title: Asset Portfolio Manager FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] BANK OF SCOTLAND plcSANDTANDER BANK, N.A., as a Lender By: /S/ XXXXX X. XXXXXXXX /s/ Xxxxx Xxxxxxx Name: Xxxxx X. Xxxxxxxx Xxxxxxx Title: Assistant Senior Vice President FIRST AMENDMENT TO By: /s/ Puiki Lok Name: Puiki Lok Title: Vice President EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] MACQUARIE BANK, LTD., as a Lender By: /S/ YOVEN MOOROOVEN /s/ Xxxxx den Xxxxxx Name: Yoven Moorooven Xxxxx den Hertog Title: Division Director By: /S/ XXXX XXXXXX /s/ Xxxxxx Xxxxxx Name: Xxxx Xxxxxx Xxxxxx Title: Associate Director Legal Risk Management FIRST AMENDMENT TO (Signed in Sydney, POA Ref: #938dated 22nd November 2012) EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] NOMURA INTERNATIONAL PLC., as a Lender By: /S/ XXXX X. XXXXX /s/ Xxxxx Xxxxxxx Name: Xxxx X. Xxxxx Xxxxxxx Title: Managing Director FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] SUMITOMO MITSUI BANKING CORPORATION, as a Lender By: /S/ XXXXXXX XXXXXX /s/ Xxxxx X. Xxxxxxxxx Name: Xxxxxxx Xxxxxx Xxxxx X. Xxxxxxxxx Title: Joint General Manager FIRST AMENDMENT TO Managing Director EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] PNC BANK, N.A., as a Lender By: /S/ XXXXXXXX XXXXXX /s/ Xxxx Xxxxxx Name: Xxxxxxxx Xxxx Xxxxxx Title: Officer FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] MIDFIRST BANK, as a Lender By: /S/ XXXXX /s/ Xxxxx X. XXXXXXX Xxxxxxx Name: Xxxxx X. Xxxxxxx Title: Senior Vice President FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] CONSENT AND AGREEMENT By its execution below, each of the undersigned hereby (i) consents to the provisions of this Amendment and the transactions contemplated herein, (ii) ratifies and confirms the Sixth Seventh Amended and Restated Guarantee Agreement dated as of December 29, 2010 2012 made by it for the benefit of Administrative Agent and Lenders (as modified by certain Assumption Agreements, if any) and the other Loan Documents executed pursuant to the Credit Agreement (or any prior amendment or supplement to the Credit Agreement), (iii) agrees that paragraph (d) of Section 2.8 of the Seventh Amended and Restated Guarantee Agreement is hereby deleted and replaced with “[Reserved]”, (iv) agrees that all of its respective obligations and covenants thereunder shall remain unimpaired by the execution and delivery of this Amendment and the other documents and instruments executed in connection herewith, and (ivv) agrees that the Sixth Seventh Amended and Restated Guarantee Agreement and such other Loan Documents shall remain in full force and effect. CHESAPEAKE ENERGY CORPORATION CHESAPEAKE EXPLORATION, L.L.C. CHESAPEAKE APPALACHIA, L.L.C. ARKANSAS MIDSTREAM GAS SERVICES CORP. CHESAPEAKE ENERGY LOUISIANA CORPORATION CHESAPEAKE ENERGY MARKETING, INC. CHESAPEAKE E&P HOLDING CORPORATION CHESAPEAKE NG VENTURES CORPORATION CHESAPEAKE OPERATING, INC., on behalf of itself and, and as general partner of CHESAPEAKE LOUISIANA, L.P. CHK HOLDINGS WINTER MOON ENERGY CORPORATION DIAMOND Y ENTERPRISEAMGS, INCORPORATED XXXX X. XXXX & SON, INC. LA LAND ACQUISITION CORPORATION L.L.C. CHESAPEAKE AEZ EXPLORATION, L.L.C. CHESAPEAKE APPALACHIA, L.L.C. CHESAPEAKE-XXXXXXXX ACQUISITION, L.L.C. CHESAPEAKE LAND DEVELOPMENT COMPANY, L.L.C. CHESAPEAKE MIDSTREAM HOLDINGS, L.L.C. CHESAPEAKE MIDSTREAM MANAGEMENT, L.L.C. CHESAPEAKE MIDSTREAM DEVELOPMENT, L.L.C. CHESAPEAKE PLAZA, L.L.C. CHESAPEAKE ROYALTY, L.L.C. CHESAPEAKE VRT, L.L.C. COMPASS MANUFACTURINGCHESAPEAKE WEST TEXAS GATHERING, L.L.C. EMLP, L.L.C., on behalf of itself and as general partner of EMPRESS LOUISIANA PROPERTIES, L.P. [SIGNATURE PAGE TO FIRST FIFTH AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT CONSENT AND AGREEMENT] EMPRESS, L.L.C. GOTHIC PRODUCTION, L.L.C. GREAT PLAINS OILFIELD RENTAL, L.L.C. HAWG HAULING & DISPOSAL, LLC XXXXXX TRUCKING COMPANY, L.L.C. MC LOUISIANA MINERALS, L.L.C. MC MINERAL COMPANY, L.L.C. MIDCON COMPRESSION, L.L.C. MKR HOLDINGS, L.L.C. NOMAC DRILLING, L.L.C. NORTHERN MICHIGAN EXPLORATION COMPANY, L.L.C. PERFORMANCE TECHNOLOGIESCHK ENERGY HOLDINGS, INC. GSF, L.L.C. VENTURA REFINING AND TRANSMISSIONATRIUM TOWERS, LLC WINTER MOON ENERGY COMPANYL.L.C. SPARKS DRIVE SWD, INC. CHESAPEAKE EQUIPMENT FINANCE, L.L.C. CHK UTICA PREFERRED HOLDINGS, L.L.C. CHK-MAC, L.L.C. By: /s/ XXXXXXXX X. XXXXXXX Xxxxxx Xxxxxxxx X. XxxxxxxXxxxxx Xxxxxxxx, Treasurer and Senior Vice President of the entities listed above [SIGNATURE PAGE TO FIRST FIFTH AMENDMENT TO CREDIT AGREEMENTTO
Appears in 1 contract
Counterparts; Fax. This Amendment may be separately executed in counterparts and by the different parties hereto in separate counterparts, each of which when so executed shall be deemed to constitute one and the same Amendment. This Amendment and the other Amendment Documents may be validly executed by facsimile or other electronic transmission. THIS AMENDMENT AND THE OTHER LOAN DOCUMENTS REPRESENT THE FINAL AGREEMENT BETWEEN THE PARTIES AND MAY NOT BE CONTRADICTED BY EVIDENCE OF PRIOR, CONTEMPORANEOUS, OR SUBSEQUENT ORAL AGREEMENTS OF THE PARTIES. THERE ARE NO UNWRITTEN ORAL AGREEMENTS OF THE PARTIES. [The remainder of this page has been intentionally left blank.] IN WITNESS WHEREOF, this Amendment is executed as of the date first above written. CHESAPEAKE ENERGY CORPORATION CHESAPEAKE EXPLORATION, L.L.C. By: /S/ /s/ XXXXXXXX X. XXXXXXX Xxxxxxxx X. Xxxxxxx Treasurer and Senior Vice President [SIGNATURE PAGE TO FIRST SECOND AMENDMENT TO EIGHTH AMENDED CREDIT AGREEMENT CONSENT AND RESTATED CREDIT AGREEMENT] UNION BANK, N.A., as Administrative Agent, as Swing Line Lender, as an Issuing Lender and as a Lender By: /S/ /s/ XXXXXXX XXXXX X. XXXXXXXXX Xxxxxxx Xxxxx Assistant X. Xxxxxxxxx Senior Vice President FIRST [SIGNATURE PAGE TO SECOND AMENDMENT TO EIGHTH AMENDED CREDIT AGREEMENT CONSENT AND RESTATED CREDIT AGREEMENT] THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., as a Lender By: /S/ XXXXXX XXXX /s/ XXXXX XXXXXXXX Name: Xxxxxx Xxxx Xxxxx Xxxxxxxx Title: Managing Director FIRST Vice President [SIGNATURE PAGE TO SECOND AMENDMENT TO EIGHTH AMENDED CREDIT AGREEMENT CONSENT AND RESTATED CREDIT AGREEMENT] XXXXX FARGO BANK, NATIONAL ASSOCIATION, as a Co-Syndication Agent, as an Issuing Lender and as a Lender By: /S/ /s/ XXXX XXXXXXXXXX Name: Xxxx Xxxxxxxxxx Title: Vice President FIRST [SIGNATURE PAGE TO SECOND AMENDMENT TO EIGHTH AMENDED CREDIT AGREEMENT CONSENT AND RESTATED CREDIT AGREEMENT] THE ROYAL BANK OF SCOTLAND plc, as a Co-Syndication Agent, as an Issuing Lender and as a Lender By: /S/ SANJAY RENONG /s/ XXXXXX XXXXXX Name: Sanjay Renong Xxxxxx Xxxxxx Title: Authorized Authorised Signatory FIRST AMENDMENT TO EIGHTH AMENDED CONSENT AND RESTATED CREDIT AGREEMENT] BNP PARIBAS, as a Co-Syndication Agent, as an Issuing Lender and as a Lender By: /S/ XXXXXXX XXXXXXXXX Name: Xxxxxxx Xxxxxxxxx Title: Director By: /S/ /s/ XXXXX XXXXXX Name: Xxxxx Xxxxxx Title: Director FIRST By: /s/ XXXXX XXXXXX Name: Xxxxx Xxxxxx Title: Director [SIGNATURE PAGE TO SECOND AMENDMENT TO EIGHTH AMENDED CREDIT AGREEMENT CONSENT AND RESTATED CREDIT AGREEMENT] CREDIT AGRICOLE CORPORATE AND INVESTMENT BANK, as Documentation Agent, as an Issuing Lender and as a Lender By: /S/ XXXXX XXXXXXXXXX /s/ XXXXXX XXXXXX Name: Xxxxx Xxxxxxxxxx Xxxxxx Xxxxxx Title: Managing Director By: /S/ /s/ XXXXXXX X. XXXXXX XXXXX Name: Xxxxxxx X. Xxxxxx Xxxxx Title: Managing Director FIRST [SIGNATURE PAGE TO SECOND AMENDMENT TO EIGHTH AMENDED CREDIT AGREEMENT CONSENT AND RESTATED CREDIT AGREEMENT] BANK OF AMERICA, N.A., as a Lender By: /S/ /s/ XXXXXX X. XXXXXX Name: Xxxxxx X. XxXxxx Title: Managing Director FIRST [SIGNATURE PAGE TO SECOND AMENDMENT TO EIGHTH AMENDED CREDIT AGREEMENT CONSENT AND RESTATED CREDIT AGREEMENT] CITIBANK, N.A., as a Lender By: /S/ /s/ XXXX X. XXXXXX Name: Xxxx X. Xxxxxx Title: Attorney-in-fact [SIGNATURE PAGE TO FIRST SECOND AMENDMENT TO EIGHTH AMENDED CREDIT AGREEMENT CONSENT AND RESTATED CREDIT AGREEMENT] DEUTSCHE BANK TRUST COMPANY AMERICAS, as a Lender By: /S/ XXXXX XXXXXX Name: Xxxxx Xxxxxx Title: Director By: /S/ XXXXXXX XXXX Name: Xxxxxxx Xxxx Title: Vice President FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] DNB NOR BANK ASA, as a Lender By: /S/ XXXXXX XXXXX /s/ XXXXXXX X. XXXXXXXXX Name: Xxxxxx Xxxxx Xxxxxxx X. Xxxxxxxxx Title: Senior Vice President By: /S/ XXXXXX XXXXXX /s/ XXXXXXX XXXXXXXXX Name: Xxxxxx Xxxxxx Xxxxxxx Xxxxxxxxx Title: Senior Vice President FIRST [SIGNATURE PAGE TO SECOND AMENDMENT TO EIGHTH AMENDED CREDIT AGREEMENT CONSENT AND RESTATED CREDIT AGREEMENT] XXXXXXX XXXXX BANK USA, as a Lender By: /s/ XXXX XXXXXXXX Name: Xxxx Xxxxxxxx Title: Authorized Signatory FIRST [SIGNATURE PAGE TO SECOND AMENDMENT TO EIGHTH AMENDED CREDIT AGREEMENT CONSENT AND RESTATED CREDIT AGREEMENT] MIZUHO CORPORATE BANK, LTD., as a Lender By: /s/ XXXX MO Name: Xxxx Mo Title: Authorized Signatory FIRST [SIGNATURE PAGE TO SECOND AMENDMENT TO EIGHTH AMENDED CREDIT AGREEMENT CONSENT AND RESTATED AGREEMENT] XXXXXX XXXXXXX BANK, as a Lender By: /s/ XXXXX XXXXXX Name: Xxxxx Xxxxxx Title: Authorized Signatory [SIGNATURE PAGE TO SECOND AMENDMENT TO CREDIT AGREEMENT CONSENT AND AGREEMENT] NATIXIS, as a Lender By: /s/ LIANA TCHERNYSHEVA XXXXX X. XXXXXXX, III Name: Liana Tchernysheva Xxxxx X. Xxxxxxx, III Title: Managing Director By: /s/ XXXXXXX X. XXXXXXX Name: Xxxxxxx X. Xxxxxxx Title: Senior Managing Director FIRST [SIGNATURE PAGE TO SECOND AMENDMENT TO EIGHTH AMENDED CREDIT AGREEMENT CONSENT AND RESTATED CREDIT AGREEMENT] THE BANK OF NOVA SCOTIA, as a Lender By: /s/ XXXX XXXXXXX Name: Xxxx Xxxxxxx Title: Director FIRST [SIGNATURE PAGE TO SECOND AMENDMENT TO EIGHTH AMENDED CREDIT AGREEMENT CONSENT AND RESTATED CREDIT AGREEMENT] UBS AG, STAMFORD BRANCH, as a Lender By: /s/ XXXX X. XXXX Name: Xxxx X. Xxxx Title: Associate Director By: /s/ XXXX X. XXXXX Name: Xxxx X. Xxxxx Title: Associate Director By: /s/ XXXX X. XXXX Name: Xxxx X. Xxxx Title: Associate Director FIRST [SIGNATURE PAGE TO SECOND AMENDMENT TO EIGHTH AMENDED CREDIT AGREEMENT CONSENT AND RESTATED CREDIT AGREEMENT] BARCLAYS BANK PLC, as a Lender By: /s/ XXXXX XXXXX Name: Xxxxx Xxxxx Title: AVP FIRST [SIGNATURE PAGE TO SECOND AMENDMENT TO EIGHTH AMENDED CREDIT AGREEMENT CONSENT AND RESTATED CREDIT AGREEMENT] CREDIT SUISSE AG, CAYMAN ISLANDS BRANCH, as a Lender By: /s/ XXX XXXXX XXXXX Name: Xxx Xxxxx Xxxxx Title: Director Vice President By: /s/ XXXXXXX X. XXXXXXX Name: Xxxxxxx X. Xxxxxxx Title: Associate FIRST [SIGNATURE PAGE TO SECOND AMENDMENT TO EIGHTH AMENDED CREDIT AGREEMENT CONSENT AND RESTATED CREDIT AGREEMENT] COMPASS BANK, as a Lender By: /s/ XXXXXXXX X. XXX XXXXX Name: Xxxxxxxx X. Xxx Xxxxx Title: Senior Vice President FIRST [SIGNATURE PAGE TO SECOND AMENDMENT TO EIGHTH AMENDED CREDIT AGREEMENT CONSENT AND RESTATED CREDIT AGREEMENT] TORONTO DOMINION (NEW YORK) LLC, as a Lender By: /S/ XXXX /s/ XXXXX X. XXXXX Name: Xxxx Xxxxx X. Xxxxx Title: Authorized Signatory FIRST [SIGNATURE PAGE TO SECOND AMENDMENT TO EIGHTH AMENDED CREDIT AGREEMENT CONSENT AND RESTATED CREDIT AGREEMENT] COMERICA BANK, as a Lender By: /S/ /s/ XXXX X. XXXXXXX Name: Xxxx X. Xxxxxxx Title: Assistant Vice President FIRST [SIGNATURE PAGE TO SECOND AMENDMENT TO EIGHTH AMENDED CREDIT AGREEMENT CONSENT AND RESTATED CREDIT AGREEMENT] SUNTRUST BANK, as a Lender By: /S/ XXXX XXXXX Name: Xxxx Xxxxx Title: Director FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] EXPORT DEVELOPMENT CANADA, as a Lender By: /S/ /s/ XXXXXXX XXXXX Name: Xxxxxxx Xxxxx Title: Asset Manager By: /S/ XXXXXX XXXXXXXX Name: Xxxxxx Xxxxxxxx Title: Asset Manager FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] BANK OF SCOTLAND plc, as a Lender By: /S/ XXXXX X. XXXXXXXX Name: Xxxxx Xxxxxxx X. Xxxxxxxx Title: Assistant Vice President FIRST [SIGNATURE PAGE TO SECOND AMENDMENT TO EIGHTH AMENDED CREDIT AGREEMENT CONSENT AND RESTATED CREDIT AGREEMENT] MACQUARIE BANK, LTD., as a Lender By: /S/ YOVEN MOOROOVEN Name: Yoven Moorooven Title: Division Director By: /S/ XXXX XXXXXX Name: Xxxx Xxxxxx Title: Associate Director Legal Risk Management FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] NOMURA INTERNATIONAL PLC., as a Lender By: /S/ /s/ XXXX X. XXXXX Name: Xxxx X. Xxxxx Title: Managing Director FIRST [SIGNATURE PAGE TO SECOND AMENDMENT TO EIGHTH AMENDED CREDIT AGREEMENT CONSENT AND RESTATED CREDIT AGREEMENT] SUMITOMO MITSUI BANKING CORPORATION, as a Lender By: /S/ XXXXXXX XXXXXX Name: Xxxxxxx Xxxxxx Title: Joint General Manager FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] PNC BANK, N.A., as a Lender By: /S/ /s/ XXXXXXXX XXXXXX XXXXXXXX Name: Xxxxxxxx Xxxxxx Xxxxxxxx Title: Officer FIRST Managing Director [SIGNATURE PAGE TO SECOND AMENDMENT TO EIGHTH AMENDED CREDIT AGREEMENT CONSENT AND RESTATED CREDIT AGREEMENT] MIDFIRST BANK, as a Lender By: /S/ XXXXX X. XXXXXXX Name: Xxxxx X. Xxxxxxx Title: Senior Vice President FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] CONSENT AND AGREEMENT By its execution below, each of the undersigned hereby (i) consents to the provisions of this Amendment and the transactions contemplated herein, (ii) ratifies and confirms the Sixth Amended and Restated Guarantee Agreement dated as of December 2, 2010 made by it for the benefit of Administrative Agent and Lenders (as modified by certain Assumption Agreements, if any) and the other Loan Documents executed pursuant to the Credit Agreement (or any prior amendment or supplement to the Credit Agreement), (iii) agrees that all of its respective obligations and covenants thereunder shall remain unimpaired by the execution and delivery of this Amendment and the other documents and instruments executed in connection herewith, and (iv) agrees that the Sixth Amended and Restated Guarantee Agreement and such other Loan Documents shall remain in full force and effect. CHESAPEAKE ENERGY CORPORATION CHESAPEAKE ENERGY LOUISIANA CORPORATION CHESAPEAKE ENERGY MARKETING, INC. CHESAPEAKE E&P HOLDING CORPORATION CHESAPEAKE OPERATING, INC., on behalf of itself and, as general partner of CHESAPEAKE LOUISIANA, L.P. CHK HOLDINGS CORPORATION DIAMOND Y ENTERPRISE, INCORPORATED XXXX X. XXXX & SON, INC. LA LAND ACQUISITION CORPORATION CHESAPEAKE AEZ EXPLORATION, L.L.C. CHESAPEAKE APPALACHIA, L.L.C. CHESAPEAKE-XXXXXXXX ACQUISITION, L.L.C. CHESAPEAKE LAND DEVELOPMENT COMPANY, L.L.C. CHESAPEAKE PLAZA, L.L.C. CHESAPEAKE ROYALTY, L.L.C. CHESAPEAKE VRT, L.L.C. COMPASS MANUFACTURING, L.L.C. EMLP, L.L.C., on behalf of itself and as general partner of EMPRESS LOUISIANA PROPERTIES, L.P. [SIGNATURE PAGE TO FIRST SECOND AMENDMENT TO CREDIT AGREEMENT CONSENT AND AGREEMENT] EMPRESS, L.L.C. GOTHIC PRODUCTION, L.L.C. GREAT PLAINS OILFIELD RENTAL, L.L.C. HAWG HAULING & DISPOSAL, LLC XXXXXX TRUCKING COMPANY, L.L.C. MC LOUISIANA MINERALS, L.L.C. MC MINERAL COMPANY, L.L.C. MIDCON COMPRESSION, L.L.C. MKR HOLDINGS, L.L.C. NOMAC DRILLING, L.L.C. NORTHERN MICHIGAN EXPLORATION COMPANY, L.L.C. PERFORMANCE TECHNOLOGIES, L.L.C. VENTURA REFINING AND TRANSMISSION, LLC WINTER MOON ENERGY COMPANY, L.L.C. By: /s/ XXXXXXXX X. XXXXXXX Xxxxxxxx X. Xxxxxxx, Treasurer and Senior Vice President of the entities listed above [SIGNATURE PAGE TO FIRST SECOND AMENDMENT TO CREDIT AGREEMENT
Appears in 1 contract
Counterparts; Fax. This Amendment may be separately executed in counterparts and by the different parties hereto in separate counterparts, each of which when so executed shall be deemed to constitute one and the same Amendment. This Amendment and the other Amendment Documents may be validly executed by facsimile or other electronic transmission. THIS AMENDMENT AND THE OTHER LOAN DOCUMENTS REPRESENT THE FINAL AGREEMENT BETWEEN THE PARTIES AND MAY NOT BE CONTRADICTED BY EVIDENCE OF PRIOR, CONTEMPORANEOUS, OR SUBSEQUENT ORAL AGREEMENTS OF THE PARTIES. THERE ARE NO UNWRITTEN ORAL AGREEMENTS OF THE PARTIES. [The remainder of this page has been intentionally left blank.] IN WITNESS WHEREOF, this Amendment is executed as of the date first above written. CHESAPEAKE ENERGY CORPORATION CHESAPEAKE EXPLORATIONOILFIELD OPERATING, L.L.C. By: /S/ XXXXXXXX X. XXXXXXX /s/ Xxxxxxxx X. Xxxxxxx Xxxxxxxx X. Xxxxxxx Senior Vice President, Treasurer and Senior Vice President [SIGNATURE PAGE TO FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] UNION BANKCorporate Secretary BANK OF AMERICA, N.A., as Administrative AgentAgent By: /s/ XxXxxxx X. Xxxxx Name: XxXxxxx X. Xxxxx Title: Agency Management Officer BANK OF AMERICA, N.A., as Administrative Agent By: /s/ Xxxxxx X. XxXxxx Name: Xxxxxx X. XxXxxx Title: Managing Director BANK OF AMERICA, N.A., as a Lender, an L/C Issuer and Swing Line Lender, as an Issuing Lender and as a Lender By: /S/ XXXXXXX XXXXX Xxxxxxx Xxxxx Assistant Vice President FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] THE BANK OF TOKYO-MITSUBISHI UFJ/s/ Xxxxxx X. XxXxxx Name: Xxxxxx X. XxXxxx Title: Managing Director CITIBANK, LTD.N.A., as a Lender By: /S/ XXXXXX XXXX /s/ Xxxx Xxxxxxx Name: Xxxxxx Xxxx Xxxxxxx Title: Managing Director FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] XXXXX FARGO Vice President SUNTRUST BANK, NATIONAL ASSOCIATION, as a Co-Syndication Agent, as an Issuing Lender and as a Lender By: /S/ XXXX XXXXXXXXXX /s/ Xxxxxxx X. Xxxxxxxx Name: Xxxx Xxxxxxxxxx Xxxxxxx X. Xxxxxxxx Title: Vice President FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] THE ROYAL BANK OF SCOTLAND plc, as a Co-Syndication Agent, as an Issuing Lender and as a Lender By: /S/ SANJAY RENONG Name: Sanjay Renong Title: Authorized Signatory FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] BNP PARIBAS, as a Co-Syndication Agent, as an Issuing Lender and as a Lender By: /S/ XXXXXXX XXXXXXXXX Name: Xxxxxxx Xxxxxxxxx Title: Director By: /S/ XXXXX XXXXXX Name: Xxxxx Xxxxxx Title: Director FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] CREDIT AGRICOLE CORPORATE AND INVESTMENT BANK, as Documentation Agent, as an Issuing a Lender and as a Lender an L/C Issuer By: /S/ XXXXX XXXXXXXXXX /s/ Xxxxx Xxxxxxxxxx Name: Xxxxx Xxxxxxxxxx Title: Managing Director By: /S/ XXXXXXX X. XXXXXX /s/ Xxxxxxx Xxxxx Name: Xxxxxxx X. Xxxxxx Xxxxx Title: Managing Director FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] BANK OF AMERICAXXXXX FARGO BANK, N.A., as a Lender By: /S/ XXXXXX X. XXXXXX Name: Xxxxxx X. XxXxxx Title: Managing Director FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] CITIBANK, N.A., as a Lender By: /S/ XXXX X. XXXXXX Name: Xxxx X. Xxxxxx Title: Attorney-in-fact [SIGNATURE PAGE TO FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] DEUTSCHE BANK TRUST COMPANY AMERICAS, as a Lender By: /S/ XXXXX XXXXXX Name: Xxxxx Xxxxxx Title: Director By: /S/ XXXXXXX XXXX Name: Xxxxxxx Xxxx Title: Vice President FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] DNB NOR BANK ASA, as a Lender By: /S/ XXXXXX XXXXX Name: Xxxxxx Xxxxx Title: Senior Vice President By: /S/ XXXXXX XXXXXX Name: Xxxxxx Xxxxxx Title: Senior Vice President FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] XXXXXXX XXXXX BANK USANATIONAL ASSOCIATION, as a Lender By: /s/ XXXX XXXXXXXX Xxxx Xxxxxxxxxx Name: Xxxx Xxxxxxxx Xxxxxxxxxx Title: Authorized Signatory FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] MIZUHO CORPORATE BANK, LTD., as a Lender By: /s/ XXXX MO Name: Xxxx Mo Title: Authorized Signatory FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] NATIXIS, as a Lender By: /s/ LIANA TCHERNYSHEVA Name: Liana Tchernysheva Title: Managing Director By: /s/ XXXXXXX X. XXXXXXX Name: Xxxxxxx X. Xxxxxxx Title: Senior Managing Director FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] THE BANK OF NOVA SCOTIA, as a Lender By: /s/ XXXX XXXXXXX Name: Xxxx Xxxxxxx Title: Director FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] UBS AG, STAMFORD BRANCH, as a Lender By: /s/ XXXX X. XXXXX Name: Xxxx X. Xxxxx Title: Associate Director By: /s/ XXXX X. XXXX Name: Xxxx X. Xxxx Title: Associate Director FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] Vice President BARCLAYS BANK PLC, as a Lender By: /s/ XXXXX XXXXX Xxxxxxxx X. Kona Name: Xxxxx Xxxxx Xxxxxxxx X. Kona Title: AVP FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] Assistant Vice President CREDIT SUISSE AG, CAYMAN ISLANDS BRANCH, as a Lender By: /s/ XXX XXXXX Xxxxxx Xxxx Name: Xxx Xxxxx Xxxxxx Xxxx Title: Director By: /s/ XXXXXXX X. XXXXXXX Xxxxxxx Xxxxxxx Name: Xxxxxxx X. Xxxxxxx Title: Associate FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] COMPASS BANKXXXXXXX XXXXX BANK USA, as a Lender By: /s/ XXXXXXXX X. XXXXX Xxxxxxxx Xxxxxxx Name: Xxxxxxxx X. Xxxxx Xxxxxxx Title: Authorized Signatory CAPITAL ONE, N.A., as a Lender By: /s/ Xxx Xxxxxx Name: Xxx Xxxxxx Title: Senior Vice President FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] TORONTO DOMINION (NEW YORK) XXXXXX XXXXXXX SENIOR FUNDING, INC., as a Lender By: /s/ Xxxxx Xxxxxx Name: Xxxxx Xxxxxx Title: Vice President UBS LOAN FINANCE, LLC, as a Lender By: /S/ XXXX XXXXX Name: /s/ Xxxx Xxxxx Title: Authorized Signatory FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] COMERICA BANK, as a Lender By: /S/ XXXX X. XXXXXXX Xxxx Name: Xxxx X. Xxxxxxx Xxxx Title: Assistant Vice President FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] SUNTRUST BANK, as a Lender Associate Director By: /S/ XXXX XXXXX /s/ Xxxx X. Xxxxx Name: Xxxx X. Xxxxx Title: Associate Director FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] EXPORT DEVELOPMENT CANADA, as a Lender By: /S/ XXXXXXX XXXXX /s/ Xxxxxxx Xxxxx Name: Xxxxxxx Xxxxx Title: Asset Manager By: /S/ XXXXXX XXXXXXXX Name: Xxxxxx Xxxxxxxx Title: Asset Manager FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] BANK OF SCOTLAND plc, as a Lender By: /S/ XXXXX X. XXXXXXXX Name: Xxxxx X. Xxxxxxxx Title: Assistant Vice President FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] MACQUARIE BANK, LTD., as a Lender By: /S/ YOVEN MOOROOVEN Name: Yoven Moorooven Title: Division Director By: /S/ XXXX XXXXXX Name: Xxxx Xxxxxx Title: Associate Director Legal Risk Management FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] NOMURA INTERNATIONAL PLC., as a Lender By: /S/ XXXX X. XXXXX Name: Xxxx X. Xxxxx Title: Managing Director FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] SUMITOMO MITSUI BANKING CORPORATION, as a Lender By: /S/ XXXXXXX XXXXXX Name: Xxxxxxx Xxxxxx Title: Joint General Manager FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] PNC BANK, N.A., as a Lender By: /S/ XXXXXXXX XXXXXX Name: Xxxxxxxx Xxxxxx Title: Officer FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] MIDFIRST BANK, as a Lender By: /S/ XXXXX X. XXXXXXX Name: Xxxxx X. Xxxxxxx Title: Senior Vice President FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] CONSENT AND AGREEMENT By its execution below, each Each of the undersigned hereby (i) consents to the provisions of this Amendment and the transactions contemplated herein, (ii) ratifies and confirms the Sixth Amended and Restated Guarantee Agreement Guaranty dated as of December 2November 3, 2010 2011 made by it for the benefit of Administrative Agent and Lenders (as modified by certain Assumption Agreements, if any) and the other Loan Documents executed pursuant to the Credit Agreement (or any prior amendment or supplement to and the Credit Agreement)other Loan Documents, (iii) agrees that all of its respective obligations and covenants thereunder shall remain unimpaired by the execution and delivery of this Amendment and the other documents and instruments executed in connection herewith, herewith and (iv) agrees that the Sixth Amended and Restated Guarantee Agreement such Guaranty and such other Loan Documents shall remain in full force and effect. CHESAPEAKE ENERGY CORPORATION CHESAPEAKE ENERGY LOUISIANA CORPORATION CHESAPEAKE ENERGY MARKETING, INC. CHESAPEAKE E&P HOLDING CORPORATION CHESAPEAKE OPERATING, INC., on behalf of itself and, as general partner of CHESAPEAKE LOUISIANA, L.P. CHK HOLDINGS CORPORATION DIAMOND Y ENTERPRISE, INCORPORATED XXXX X. XXXX & SON, INC. LA LAND ACQUISITION CORPORATION CHESAPEAKE AEZ EXPLORATION, L.L.C. CHESAPEAKE APPALACHIA, L.L.C. CHESAPEAKE-XXXXXXXX ACQUISITION, L.L.C. CHESAPEAKE LAND DEVELOPMENT COMPANY, L.L.C. CHESAPEAKE PLAZA, L.L.C. CHESAPEAKE ROYALTY, L.L.C. CHESAPEAKE VRT, L.L.C. COMPASS MANUFACTURING, L.L.C. EMLP, L.L.C., on behalf of itself and as general partner of EMPRESS LOUISIANA PROPERTIES, L.P. [SIGNATURE PAGE TO FIRST AMENDMENT TO CREDIT AGREEMENT CONSENT AND AGREEMENT] EMPRESS, L.L.C. GOTHIC PRODUCTION, L.L.C. GREAT PLAINS OILFIELD RENTAL, L.L.C. HAWG HAULING & DISPOSAL, LLC XXXXXX TRUCKING COMPANY, L.L.C. MC LOUISIANA MINERALSKEYSTONE ROCK & EXCAVATION, L.L.C. MC MINERAL COMPANY, L.L.C. MIDCON COMPRESSION, L.L.C. MKR HOLDINGS, L.L.C. MID-STATES OILFIELD MACHINE LLC NOMAC DRILLING, L.L.C. NORTHERN MICHIGAN EXPLORATION COMPANYNOMAC SERVICES, L.L.C. f/k/a CHK DIRECTIONAL DRILLING, L.L.C. OILFIELD TRUCKING SOLUTIONS, L.L.C. PERFORMANCE TECHNOLOGIES, L.L.C. VENTURA REFINING AND TRANSMISSIONPTL PROP SOLUTIONS, LLC WINTER MOON ENERGY COMPANYL.L.C. THUNDER OILFIELD SERVICES, L.L.C. By: /s/ XXXXXXXX X. XXXXXXX Xxxxxxxx X. XxxxxxxXxxxxxx Xxxxxxxx X. Xxxxxxx Senior Vice President, Treasurer and Senior Vice President of the entities listed above [SIGNATURE PAGE TO FIRST AMENDMENT TO CREDIT AGREEMENTCorporate Secretary
Appears in 1 contract
Counterparts; Fax. This Amendment may be separately executed in counterparts and by the different parties hereto in separate counterparts, each of which when so executed shall be deemed to constitute one and the same Amendment. This Amendment and the other Amendment Documents may be validly executed by facsimile or other electronic transmission. THIS AMENDMENT AND THE OTHER LOAN DOCUMENTS REPRESENT THE FINAL AGREEMENT BETWEEN THE PARTIES AND MAY NOT BE CONTRADICTED BY EVIDENCE OF PRIOR, CONTEMPORANEOUS, OR SUBSEQUENT ORAL AGREEMENTS OF THE PARTIES. THERE ARE NO UNWRITTEN ORAL AGREEMENTS OF THE PARTIES. [The remainder of this page has been intentionally past is left blankblank intentionally.] IN WITNESS WHEREOF, this Amendment is executed as of the date first above written. CHESAPEAKE ENERGY CORPORATION CHESAPEAKE EXPLORATIONCENTURY EXPLORATION NEW ORLEANS, L.L.C. INC., Borrower By: /S/ XXXXXXXX X. XXXXXXX Xxxxxxxx X. Xxxxxxx Treasurer and Senior Vice President /s/ XXXX X XXXX CRAFT Name: XXXX X XXXX CRAFT Title: CFO CENTURY EXPLORATION HOUSTON, INC., Borrower By: /s/ XXXX X XXXX CRAFT Name: XXXX X XXXX CRAFT Title: CFO [SIGNATURE PAGE TO FIRST FOURTH AMENDMENT TO EIGHTH THIRD AMENDED AND RESTATED CREDIT AGREEMENTAGREEMENT - SIGNATURE PAGE] UNION BANK, N.A., as Administrative Agent, as Swing Line Lender, as an Issuing Lender Agent and as a Lender By: /S/ XXXXXXX XXXXX Xxxxxxx Xxxxx Assistant Vice President FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., as a Lender By: /S/ XXXXXX XXXX Name: /s/ Xxxxxx Xxxx Title: Managing Director FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] XXXXX FARGO BANK, NATIONAL ASSOCIATION, as a Co-Syndication Agent, as an Issuing Lender and as a Lender By: /S/ XXXX XXXXXXXXXX Name: Xxxx Xxxxxxxxxx Title: Vice President FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] THE ROYAL BANK OF SCOTLAND plc, as a Co-Syndication Agent, as an Issuing Lender and as a Lender By: /S/ SANJAY RENONG Name: Sanjay Renong Title: Authorized Signatory FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] BNP PARIBAS, as a Co-Syndication Agent, as an Issuing Lender and as a Lender By: /S/ XXXXXXX XXXXXXXXX Name: Xxxxxxx X. Xxxxxxxxx Title: Director By: /S/ XXXXX XXXXXX Name: Xxxxx Xxxxxx Title: Director FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] CREDIT AGRICOLE CORPORATE AND INVESTMENT BANK, as Documentation Agent, as an Issuing Lender and as a Lender By: /S/ XXXXX XXXXXXXXXX Name: Xxxxx Xxxxxxxxxx Title: Managing Director By: /S/ XXXXXXX X. XXXXXX Name: Xxxxxxx X. Xxxxxx Title: Managing Director FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] BANK OF AMERICA, N.A., as a Lender By: /S/ XXXXXX X. XXXXXX Name: Xxxxxx X. XxXxxx Title: Managing Director FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] CITIBANK, N.A., as a Lender By: /S/ XXXX X. XXXXXX Name: Xxxx X. Xxxxxx Title: Attorney-in-fact [SIGNATURE PAGE TO FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] DEUTSCHE BANK TRUST COMPANY AMERICAS, as a Lender By: /S/ XXXXX XXXXXX Name: Xxxxx Xxxxxx Title: Director By: /S/ XXXXXXX XXXX Name: Xxxxxxx Xxxx Title: Vice President FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] DNB NOR BANK ASA, as a Lender By: /S/ XXXXXX XXXXX Name: Xxxxxx Xxxxx Xxxxxxxxx Title: Senior Vice President By: /S/ XXXXXX XXXXXX Name: Xxxxxx Xxxxxx Title: Senior Vice President FIRST [FOURTH AMENDMENT TO EIGHTH THIRD AMENDED AND RESTATED CREDIT AGREEMENTAGREEMENT - SIGNATURE PAGE] XXXXXXX XXXXX BANK USACAPITAL ONE, as a NATIONAL ASSOCIATION, Lender By: /s/ XXXX XXXXXXXX Name: Xxxx Xxxxxxxx Title: Authorized Signatory FIRST Xxxxxx Xxxxxxx Xxxxxx Xxxxxxx Vice President [FOURTH AMENDMENT TO EIGHTH THIRD AMENDED AND RESTATED CREDIT AGREEMENTAGREEMENT - SIGNATURE PAGE] MIZUHO CORPORATE REGIONS BANK, LTD., as a Lender By: /s/ XXXX MO Name: Xxxx Mo Title: Authorized Signatory FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] NATIXIS, as a Lender By: /s/ LIANA TCHERNYSHEVA Name: Liana Tchernysheva Title: Managing Director By: /s/ XXXXXXX Xxxxxxx X. XXXXXXX Xxxxxxx Name: Xxxxxxx X. Xxxxxxx Title: Senior Managing Director FIRST Vice President [FOURTH AMENDMENT TO EIGHTH THIRD AMENDED AND RESTATED CREDIT AGREEMENTAGREEMENT - SIGNATURE PAGE] THE BANK OF NOVA SCOTIABNP PARIBAS, as a Lender By: /s/ XXXX XXXXXXX Name: Xxxx Xxxxxxx Title: Director FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] UBS AG, STAMFORD BRANCH, as a Lender By: /s/ XXXX X. XXXXX Name: Xxxx X. Xxxxx Title: Associate Director By: /s/ XXXX X. XXXX Name: Xxxx X. Xxxx Title: Associate Director FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] BARCLAYS BANK PLC, as a Lender By: /s/ XXXXX XXXXX XXXXXX Name: Xxxxx Xxxxx XXXXX XXXXXX Title: AVP FIRST DIRECTOR By: /s/ XXXXXXXX XXXXXXX Name: XXXXXXXX XXXXXXX Title: VICE PRESIDENT [FOURTH AMENDMENT TO EIGHTH THIRD AMENDED AND RESTATED CREDIT AGREEMENTAGREEMENT - SIGNATURE PAGE] CREDIT SUISSE AGNATIXIS, CAYMAN ISLANDS BRANCH, as a Lender By: /s/ XXX XXXXX Name: Xxx Xxxxx Title: Liana Tchernysheva Liana Tchernysheva Managing Director By: /s/ XXXXXXX X. XXXXXXX Name: Xxxxxxx X. Xxxxxxxxx Xxxxxxx Title: Associate FIRST X. Xxxxxxxxx Managing Director [FOURTH AMENDMENT TO EIGHTH THIRD AMENDED AND RESTATED CREDIT AGREEMENTAGREEMENT - SIGNATURE PAGE] COMPASS BANK, as a Lender By: /s/ XXXXXXXX X. XXXXX Name: Xxxxxxxx X. Xxxxx Title: Senior Vice President FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] TORONTO DOMINION (NEW YORK) LLC, as a Lender By: /S/ XXXX XXXXX Name: Xxxx Xxxxx Title: Authorized Signatory FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] COMERICA BANK, as a Lender By: /S/ XXXX X. XXXXXXX Name: Xxxx X. Xxxxxxx Title: Assistant Vice President FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] SUNTRUST BANK, as a Lender By: /S/ XXXX XXXXX Name: Xxxx Xxxxx Title: Director FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] EXPORT DEVELOPMENT CANADA, as a Lender By: /S/ XXXXXXX XXXXX Name: Xxxxxxx Xxxxx Title: Asset Manager By: /S/ XXXXXX XXXXXXXX Name: Xxxxxx Xxxxxxxx Title: Asset Manager FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] BANK OF SCOTLAND plc, as a Lender By: /S/ XXXXX X. XXXXXXXX Name: Xxxxx X. Xxxxxxxx Title: Assistant Vice President FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] MACQUARIE BANK, LTD., as a Lender By: /S/ YOVEN MOOROOVEN Name: Yoven Moorooven Title: Division Director By: /S/ XXXX XXXXXX Name: Xxxx Xxxxxx Title: Associate Director Legal Risk Management FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] NOMURA INTERNATIONAL PLC., as a Lender By: /S/ XXXX X. XXXXX Name: Xxxx X. Xxxxx Title: Managing Director FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] SUMITOMO MITSUI BANKING CORPORATION, as a Lender By: /S/ XXXXXXX XXXXXX Name: Xxxxxxx Xxxxxx Title: Joint General Manager FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] PNC BANK, N.A., as a Lender By: /S/ XXXXXXXX XXXXXX Name: Xxxxxxxx Xxxxxx Title: Officer FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] MIDFIRST BANK, as a Lender By: /S/ XXXXX X. XXXXXXX Name: Xxxxx X. Xxxxxxx Title: Senior Vice President FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT[FOURTH AMENDMENT] CONSENT AND AGREEMENT By its execution below, each of the The undersigned hereby (iI) consents to the provisions of this Amendment and the transactions contemplated herein, (ii) ratifies and confirms the Sixth Second Amended and Restated Guarantee Agreement Guaranty dated as of December 2September 4, 2010 2009 (the “Guaranty”) made by it for the benefit of Administrative Agent and Lenders (as modified by certain Assumption AgreementsLenders, if any) and the other Loan Documents which Guaranty was executed pursuant to the Credit Agreement (or any prior amendment or supplement to and the Credit Agreement)other Loan Documents, (iii) agrees that all of its respective obligations and covenants thereunder under the Guaranty shall remain unimpaired by the execution and delivery of this Amendment and the other documents and instruments executed in connection herewith, and (iv) agrees that the Sixth Amended and Restated Guarantee Agreement Guaranty and such other Loan Documents shall remain in full force and effect. CHESAPEAKE RAAM GLOBAL ENERGY CORPORATION CHESAPEAKE ENERGY LOUISIANA CORPORATION CHESAPEAKE ENERGY MARKETING, INC. CHESAPEAKE E&P HOLDING CORPORATION CHESAPEAKE OPERATING, INC., on behalf of itself and, as general partner of CHESAPEAKE LOUISIANA, L.P. CHK HOLDINGS CORPORATION DIAMOND Y ENTERPRISE, INCORPORATED COMPANY By: /s/ XXXX X. X XXXX & SON, INC. LA LAND ACQUISITION CORPORATION CHESAPEAKE AEZ EXPLORATION, L.L.C. CHESAPEAKE APPALACHIA, L.L.C. CHESAPEAKE-XXXXXXXX ACQUISITION, L.L.C. CHESAPEAKE LAND DEVELOPMENT COMPANY, L.L.C. CHESAPEAKE PLAZA, L.L.C. CHESAPEAKE ROYALTY, L.L.C. CHESAPEAKE VRT, L.L.C. COMPASS MANUFACTURING, L.L.C. EMLP, L.L.C., on behalf of itself and as general partner of EMPRESS LOUISIANA PROPERTIES, L.P. CRAFT Name: XXXX X XXXX CRAFT Title: CFO [SIGNATURE PAGE TO FIRST FOURTH AMENDMENT TO THIRD AMENDED AND RESTATED CREDIT AGREEMENT – CONSENT AND AGREEMENT] EMPRESS[FOURTH AMENDMENT] CONSENT AND AGREEMENT Each of the undersigned hereby (i) consents to the provisions of this Amendment and the transactions contemplated herein, L.L.C. GOTHIC PRODUCTION(ii) ratifies and confirms the First Amended and Restated Guaranty dated as of September 4, L.L.C. GREAT PLAINS OILFIELD RENTAL2009 (the “Guaranty”) made by it for the benefit of Administrative Agent and Lenders, L.L.C. HAWG HAULING & DISPOSALwhich Guaranty was executed pursuant to the Credit Agreement and the other Loan Documents, (iii) agrees that all of its respective obligations and covenants under the Guaranty shall remain unimpaired by the execution and delivery of this Amendment and the other documents and instruments executed in connection herewith, and (iv) agrees that the Guaranty and such other Loan Documents shall remain in full force and effect. SITA ENERGY, LLC XXXXXX TRUCKING COMPANY, L.L.C. MC LOUISIANA MINERALS, L.L.C. MC MINERAL COMPANY, L.L.C. MIDCON COMPRESSION, L.L.C. MKR HOLDINGS, L.L.C. NOMAC DRILLING, L.L.C. NORTHERN MICHIGAN EXPLORATION COMPANY, L.L.C. PERFORMANCE TECHNOLOGIES, L.L.C. VENTURA REFINING AND TRANSMISSION, LLC WINTER MOON ENERGY COMPANY, L.L.C. By: /s/ XXXXXXXX Xxxxxx X. XXXXXXX Xxxxxxxx Xxxxxx Name: Xxxxxx X. XxxxxxxXxxxxx Title: Manager CENTURY EXPLORATION RESOURCES, Treasurer and Senior Vice President of the entities listed above [SIGNATURE PAGE TO FIRST AMENDMENT TO CREDIT AGREEMENTINC. By: /s/ Xxxxxx X. Xxxxxx Name: Xxxxxx X. Xxxxxx Title: CEO WINDSTAR ENERGY, LLC By: /s/ Xxxxxx X. Xxxxxx Name: Xxxxxx X. Xxxxxx Title: Manager
Appears in 1 contract
Counterparts; Fax. This Amendment may be separately executed in counterparts and by the different parties hereto in separate counterparts, each of which when so executed shall be deemed to constitute one and the same Amendment. This Amendment and the other Amendment Documents may be validly executed by facsimile or other electronic transmission. THIS AMENDMENT AND THE OTHER LOAN DOCUMENTS REPRESENT THE FINAL AGREEMENT BETWEEN THE PARTIES AND MAY NOT BE CONTRADICTED BY EVIDENCE OF PRIOR, CONTEMPORANEOUS, OR SUBSEQUENT ORAL AGREEMENTS OF THE PARTIES. THERE ARE NO UNWRITTEN ORAL AGREEMENTS OF THE PARTIES. [The remainder of this page has been intentionally left blank.] IN WITNESS WHEREOF, this Amendment is executed as of the date first above written. CHESAPEAKE ENERGY CORPORATION CHESAPEAKE EXPLORATION, L.L.C. ENCORE ACQUISITION COMPANY By: /S/ XXXXXXXX /s/ Rxxxxx X. XXXXXXX Xxxxxxxx Xxxxxx Rxxxxx X. Xxxxxxx Treasurer and Xxxxxx, Senior Vice President [SIGNATURE PAGE TO FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] UNION BANKPresident, Chief Financial Officer and Treasurer ENCORE OPERATING, L.P. By: EAP Operating, LLC., its sole general partner By: /s/ Rxxxxx X. Xxxxxx Rxxxxx X. Xxxxxx, Senior Vice President, Chief Financial Officer and Treasurer BANK OF AMERICA, N.A., as the Administrative Agent, as Swing Line Lender, as an Issuing Lender and as a Lender Agent By: /S/ XXXXXXX XXXXX Xxxxxxx Xxxxx Assistant /s/ Txxx XxxXxxxx Txxx XxxXxxxx Vice President FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., as a Lender By: /S/ XXXXXX XXXX Name: Xxxxxx Xxxx Title: Managing Director FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] XXXXX FARGO BANK, NATIONAL ASSOCIATION, as a Co-Syndication Agent, as an Issuing Lender and as a Lender By: /S/ XXXX XXXXXXXXXX Name: Xxxx Xxxxxxxxxx Title: Vice President FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] THE ROYAL BANK OF SCOTLAND plc, as a Co-Syndication Agent, as an Issuing Lender and as a Lender By: /S/ SANJAY RENONG Name: Sanjay Renong Title: Authorized Signatory FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] BNP PARIBAS, as a Co-Syndication Agent, as an Issuing Lender and as a Lender By: /S/ XXXXXXX XXXXXXXXX Name: Xxxxxxx Xxxxxxxxx Title: Director By: /S/ XXXXX XXXXXX Name: Xxxxx Xxxxxx Title: Director FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] CREDIT AGRICOLE CORPORATE AND INVESTMENT BANK, as Documentation Agent, as an Issuing Lender and as a Lender By: /S/ XXXXX XXXXXXXXXX Name: Xxxxx Xxxxxxxxxx Title: Managing Director By: /S/ XXXXXXX X. XXXXXX Name: Xxxxxxx X. Xxxxxx Title: Managing Director FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] BANK OF AMERICA, N.A., as a Lender Lender, L/C Issuer By: /S/ XXXXXX /s/ Jxxxxxx X. XXXXXX Name: Xxxxxx Xxxxxxxx Jxxxxxx X. XxXxxx Title: Xxxxxxxx Managing Director FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] CITIBANKWACHOVIA BANK, N.A., as a Lender By: /S/ XXXX /s/ Lxxxxx X. XXXXXX Name: Xxxx Xxxxxxxx Lxxxxx X. Xxxxxx Title: Attorney-in-fact [SIGNATURE PAGE TO FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] DEUTSCHE BANK TRUST COMPANY AMERICAS, as a Lender By: /S/ XXXXX XXXXXX Name: Xxxxx Xxxxxx Title: Xxxxxxxx Director By: /S/ XXXXXXX XXXX Name: Xxxxxxx Xxxx Title: Vice President FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] DNB NOR BANK ASA, as a Lender By: /S/ XXXXXX XXXXX Name: Xxxxxx Xxxxx Title: Senior Vice President By: /S/ XXXXXX XXXXXX Name: Xxxxxx Xxxxxx Title: Senior Vice President FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] XXXXXXX XXXXX BANK USAFORTIS CAPITAL CORP., as a Lender By: /s/ XXXX XXXXXXXX NameMxxxxxx Xxxxx Mxxxxxx Xxxxx Director By: /s/ Dxxxxxx Xxxxxxx Dxxxxxx Xxxxxxx Director BNP PARIBAS, as a Lender By: /s/ Dxxxx Xxxx Dxxxx Xxxx Managing Director By: /s/ Pxxxx Xxxxxx Pxxxx Xxxxxx Vice President CALYON NEW YORK BRANCH, as a Lender By: /s/ Sxxxxxx Xxxxx Sxxxxxx Xxxxx Vice President By: /s/ Txx Xxxxxxxx TitleTxx Xxxxxxxx Managing Director BMO CAPITAL MARKETS FINANCING, INC., as a Lender By: /s/ Jxxxx X. Xxxxxx Jxxxx X. Xxxxxx Director MXXXXXX LXXXX CAPITAL, A DIVISION OF MXXXXXX LXXXX BUSINESS FINANCIAL SERVICES, as a Lender By: /s/ Gxxxxxx Xxxxxx Gxxxxxx Xxxxxx Vice President THE ROYAL BANK OF SCOTLAND PLC, as a Lender By: /s/ Lxxx Xxxxxx Lxxx Xxxxxx Vice President SUNTRUST BANK, as a Lender By: /s/ Pxxxx Xxxxx Pxxxx Xxxxx Vice President ALLIED IRISH BANKS PLC, as a Lender By: /s/ Vxxxxx Xxxx Vxxxxx Xxxx EVP - Director By: /s/ Axxxx Xxxxxxx Axxxx Xxxxxxx Vice President THE BANK OF NOVA SCOTIA, as a Lender By: /s/ Dxxxx Xxxxx Dxxxx Xxxxx Director COMERICA BANK, as a Lender By: /s/ Pxxxx X. Xxxxxx Pxxxx Xxxxxx Vice President GENERAL ELECTRIC CAPITAL CORPORATION, as a Lender By: /s/ Cxxx Xxxxxxxx Cxxx Xxxxxxxx Authorized Signatory FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] KEYBANK NATIONAL ASSOCIATION, as a Lender By: /s/ Txxxxx Xxxxx Txxxxx Xxxxx Director MIZUHO CORPORATE BANK, LTD., as a Lender By: /s/ XXXX MO Name: Xxxx Mo Title: Authorized Signatory FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] Rxxxxxx Xxxxxxx Rxxxxxx Xxxxxxx Deputy General Manager NATIXIS, as a Lender By: /s/ LIANA TCHERNYSHEVA Name: Liana Tchernysheva Title: Dxxxxxx X. Xxxxxxxxx Dxxxxxx X. Xxxxxxxxx Managing Director By: /s/ XXXXXXX X. XXXXXXX Name: Xxxxxxx X. Xxxxxxx Title: Senior Managing Liana Tchernysheva Liana Tchernysheva Director FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] THE BANK OF NOVA SCOTIA, as a Lender By: /s/ XXXX XXXXXXX Name: Xxxx Xxxxxxx Title: Director FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] UBS AG, STAMFORD BRANCH, as a Lender By: /s/ XXXX X. XXXXX Name: Xxxx X. Xxxxx Title: Associate Director By: /s/ XXXX X. XXXX Name: Xxxx X. Xxxx Title: Associate Director FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] BARCLAYS BANK PLC, as a Lender By: /s/ XXXXX XXXXX Name: Xxxxx Xxxxx Title: AVP FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] CREDIT SUISSE AG, CAYMAN ISLANDS BRANCH, as a Lender By: /s/ XXX XXXXX Name: Xxx Xxxxx Title: Director By: /s/ XXXXXXX X. XXXXXXX Name: Xxxxxxx X. Xxxxxxx Title: Associate FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] COMPASS BANK, as a Lender By: /s/ XXXXXXXX X. XXXXX Name: Xxxxxxxx X. Xxxxx Title: Senior Vice President FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] TORONTO DOMINION (NEW YORK) LLC, as a Lender By: /S/ XXXX XXXXX Name: Xxxx Xxxxx Title: Authorized Signatory FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] COMERICA BANK, as a Lender By: /S/ XXXX X. XXXXXXX Name: Xxxx X. Xxxxxxx Title: Assistant Vice President FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] SUNTRUST BANK, as a Lender By: /S/ XXXX XXXXX Name: Xxxx Xxxxx Title: Director FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] EXPORT DEVELOPMENT CANADA, as a Lender By: /S/ XXXXXXX XXXXX Name: Xxxxxxx Xxxxx Title: Asset Manager By: /S/ XXXXXX XXXXXXXX Name: Xxxxxx Xxxxxxxx Title: Asset Manager FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] BANK OF SCOTLAND plc, as a Lender By: /S/ XXXXX X. XXXXXXXX Name: Xxxxx X. Xxxxxxxx Title: Assistant Vice President FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] MACQUARIE BANK, LTD., as a Lender By: /S/ YOVEN MOOROOVEN Name: Yoven Moorooven Title: Division Director By: /S/ XXXX XXXXXX Name: Xxxx Xxxxxx Title: Associate Director Legal Risk Management FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] NOMURA INTERNATIONAL PLC., as a Lender By: /S/ XXXX X. XXXXX Name: Xxxx X. Xxxxx Title: Managing Director FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] SUMITOMO MITSUI BANKING CORPORATION, as a Lender By: /S/ XXXXXXX XXXXXX Name: Xxxxxxx Xxxxxx Title: Joint /s/ Wxxxxxx X. Xxxx Wxxxxxx X. Xxxx General Manager FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] PNC WXXXX FARGO BANK, N.A., as a Lender By: /S/ XXXXXXXX XXXXXX Name/s/ Cxxxxxx X. Xxxxxxx Cxxxxxx X. Xxxxxxx Senior Vice President BANK OF SCOTLAND, as a Lender By: Xxxxxxxx /s/ Kxxxx Xxxxx Kxxxx Xxxxx Vice President U.S. BANK NATIONAL ASSOCIATION, as a Lender By: /s/ Kxxxxxx X. Xxxxxx TitleKxxxxxx X. Xxxxxx Vice President DNB NOR BANK ASA, as a Lender By: Officer FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] /s/ Asa Jemseby Rxxxxxx Xxx Jemseby Rxxxxxx Vice President By: /s/ Cxxxxxxx Xxxxxxx Cxxxxxxx Xxxxxxx Vice President UNION BANK OF CALIFORNIA, N.A., as a Lender By: /s/ Axxxxx Xxxxx Axxxxx Xxxxx Assistant Vice President By: /s/ Rxxxx Xxxxxxxxx Rxxxx Oserberg Senior Vice President CITIBANK, N.A., as a Lender By: /s/ Dxxxx X. Xxxx Dxxxx X. Xxxx Attorney-in-Fact THE FROST NATIONAL BANK, as a Lender By: /s/ Jxxx X. Xxxxxx Jxxx X. Xxxxxx Senior Vice President ROYAL BANK OF CANADA, as a Lender By: /s/ Dxx X. XxXxxxxxxxx Dxx X. XxXxxxxxxxx Authorized Signatory WESTLB AG, NEW YORK BRANCH, as a Lender By: /s/ Pxxxxx Xxxxxxxxx Pxxxxx Xxxxxxxxx Associate Director By: /s/ Fxxxxxx Linforgia Fxxxxxx Linforgia Director COMPASS BANK, as a Lender By: /s/ Axxxxxxx X. Xxxxxxx Axxxxxxx X. Xxxxxxx Vice President MIDFIRST BANK, as a Lender By: /S/ XXXXX /s/ Sxxxx X. XXXXXXX NameXxxxxx Sxxxx X. Xxxxxx Vice President UBS LOAN FINANCE LLC, as a Lender By: /s/ Ixxx X. Xxxx Ixxx X. Xxxx Associate Director By: /s/ Mxxx X. Xxxxx Mxxx X. Xxxxxxx TitleXxxxx DZ BANK AG DEUTSCHE ZENTRAL- GENOSSENSCHAFTSBANK, FRANKFURT AM MAIN, NEW YORK BRANCH, as a Lender By: /s/ Dxxxx X. Xxxxxx Dxxxx X. Xxxxxx First Vice President By: /s/ Jxxxxx Xxxx Jxxxxx Xxxx Assistant Treasurer RZB FINANCE LLC, as a Lender By: /s/ Sxxxxxx Xxxxx Sxxxxxx Xxxxx Assistant Vice President By: /s/ Jxxx X. Valishe Jxxx X. Valishe STERLING BANK, as a Lender By: /s/ Mxxxxxx Xxxxxx Mxxxxxx Xxxxxx Senior Vice President FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] CONSENT AND AGREEMENT By its execution belowEXHIBIT A Exhibit A to First Amendment to Amended and Restated Credit Agreement Consent and Agreement to First Amendment to Amended and Restated Credit Agreement dated as of January 31, 2008 The undersigned each of the undersigned hereby (ia) consents to the provisions of this the Amendment and the transactions contemplated hereinherein and hereby, (iib) ratifies and confirms the Sixth Amended and Restated Guarantee Agreement Guaranty dated as of December 2March 7, 2010 2007 made by it for in favor of Bank of America, N.A., as the benefit of Administrative Agent and Lenders (Agent, as modified by certain Assumption Agreementssuch Guaranty has been supplemented, if any) and the other Loan Documents executed pursuant to the Credit Agreement which it is a party and (or any prior amendment or supplement to the Credit Agreement), (iiic) agrees that all of its respective obligations and covenants thereunder shall remain unimpaired by under the execution and delivery of this Amendment and the other documents and instruments executed in connection herewith, and (iv) agrees that the Sixth Amended and Restated Guarantee Agreement and such other Loan Documents are unimpaired hereby and shall remain in full force and effect. CHESAPEAKE ENERGY CORPORATION CHESAPEAKE ENERGY LOUISIANA CORPORATION CHESAPEAKE ENERGY MARKETINGEAP OPERATING, LLC By: /s/ Rxxxxx X. Xxxxxx Rxxxxx X. Xxxxxx Senior Vice President, Chief Financial Officer, and Treasurer ENCORE OPERATING LOUISIANA, LLC By: /s/ Axxxxx Xxxxxx EAP PROPERTIES, INC. CHESAPEAKE E&P HOLDING CORPORATION CHESAPEAKE OPERATING, INC., on behalf of itself and, as general partner of CHESAPEAKE LOUISIANA, L.P. CHK HOLDINGS CORPORATION DIAMOND Y ENTERPRISE, INCORPORATED XXXX X. XXXX & SON, INC. LA LAND ACQUISITION CORPORATION CHESAPEAKE AEZ EXPLORATION, L.L.C. CHESAPEAKE APPALACHIA, L.L.C. CHESAPEAKE-XXXXXXXX ACQUISITION, L.L.C. CHESAPEAKE LAND DEVELOPMENT COMPANY, L.L.C. CHESAPEAKE PLAZA, L.L.C. CHESAPEAKE ROYALTY, L.L.C. CHESAPEAKE VRT, L.L.C. COMPASS MANUFACTURING, L.L.C. EMLP, L.L.C., on behalf of itself and as general partner of EMPRESS LOUISIANA PROPERTIES, L.P. [SIGNATURE PAGE TO FIRST AMENDMENT TO CREDIT AGREEMENT CONSENT AND AGREEMENT] EMPRESS, L.L.C. GOTHIC PRODUCTION, L.L.C. GREAT PLAINS OILFIELD RENTAL, L.L.C. HAWG HAULING & DISPOSAL, LLC XXXXXX TRUCKING COMPANY, L.L.C. MC LOUISIANA MINERALS, L.L.C. MC MINERAL COMPANY, L.L.C. MIDCON COMPRESSION, L.L.C. MKR HOLDINGS, L.L.C. NOMAC DRILLING, L.L.C. NORTHERN MICHIGAN EXPLORATION COMPANY, L.L.C. PERFORMANCE TECHNOLOGIES, L.L.C. VENTURA REFINING AND TRANSMISSION, LLC WINTER MOON ENERGY COMPANY, L.L.C. By: /s/ XXXXXXXX Rxxxxx X. XXXXXXX Xxxxxxxx Xxxxxx Rxxxxx X. Xxxxxxx, Treasurer and Xxxxxx Senior Vice President of the entities listed above President, Chief Financial Officer, and Treasurer [SIGNATURE PAGE TO FIRST AMENDMENT TO CREDIT AGREEMENTConsent and Agreement]
Appears in 1 contract
Counterparts; Fax. This Amendment may be separately executed in counterparts and by the different parties hereto in separate counterparts, each of which when so executed shall be deemed to constitute one and the same Amendment. This Amendment and the other Amendment Documents may be validly executed by facsimile or other electronic transmission. THIS AMENDMENT, THE OTHER AMENDMENT DOCUMENTS AND THE OTHER LOAN DOCUMENTS REPRESENT THE FINAL AGREEMENT BETWEEN FOURTH AMENDED AND RESTATED CREDIT AGREEMENT] THE PARTIES AND MAY NOT BE CONTRADICTED BY EVIDENCE OF PRIOR, CONTEMPORANEOUS, OR SUBSEQUENT ORAL AGREEMENTS OF THE PARTIES. THERE ARE NO UNWRITTEN ORAL AGREEMENTS OF THE PARTIES. [The remainder of this page has been intentionally past is left blankblank intentionally.] FOURTH AMENDED AND RESTATED CREDIT AGREEMENT] IN WITNESS WHEREOF, this Amendment is executed as of the date first above written. CHESAPEAKE ENERGY CORPORATION CHESAPEAKE EXPLORATIONCENTURY EXPLORATION NEW ORLEANS, L.L.C. LLC, as Borrower By: /S/ XXXXXXXX X. XXXXXXX Xxxxxxxx X. Xxxxxxx /s/ Xxxx Xxxxxxxxx Name: Xxxx Xxxxxxxxx Title: Treasurer and Senior Vice President CENTURY EXPLORATION HOUSTON, LLC, as Borrower By: /s/ Xxxx Xxxxxxxxx Name: Xxxx Xxxxxxxxx Title: Treasurer CENTURY EXPLORATION RESOURCES, LLC, as Borrower By: /s/ Xxxx Xxxxxxxxx Name: Xxxx Xxxxxxxxx Title: Treasurer [SIGNATURE PAGE TO FIRST AMENDMENT TO EIGHTH FOURTH AMENDED AND RESTATED CREDIT AGREEMENTAGREEMENT - SIGNATURE PAGE] UNION BANK, N.A., as Administrative Agent, as Swing Line Lender, as an Issuing Lender Agent and as a Lender By: /S/ XXXXXXX XXXXX Xxxxxxx Xxxxx Assistant /s/ Xxxxxx X. Xxxxxxxxx Name: Xxxxxx X. Xxxxxxxxx Title: Senior Vice President [FIRST AMENDMENT TO EIGHTH FOURTH AMENDED AND RESTATED CREDIT AGREEMENTAGREEMENT - SIGNATURE PAGE] THE BANK OF TOKYO-MITSUBISHI UFJCAPITAL ONE, LTD.NATIONAL ASSOCIATION, as a Lender By: /S/ XXXXXX XXXX /s/ Xxxxx X. Xxxxx Name: Xxxxxx Xxxx Xxxxx X. Xxxxx Title: Managing Director Senior Vice President [FIRST AMENDMENT TO EIGHTH FOURTH AMENDED AND RESTATED CREDIT AGREEMENTAGREEMENT - SIGNATURE PAGE] XXXXX FARGO REGIONS BANK, NATIONAL ASSOCIATION, as a Co-Syndication Agent, as an Issuing Lender and as a Lender By: /S/ XXXX XXXXXXXXXX /s/ Xxxxxxx X. Xxxxxxx Name: Xxxx Xxxxxxxxxx Xxxxxxx X. Xxxxxxx Title: Senior Vice President [FIRST AMENDMENT TO EIGHTH FOURTH AMENDED AND RESTATED CREDIT AGREEMENT] THE ROYAL BANK OF SCOTLAND plc, as a Co-Syndication Agent, as an Issuing Lender and as a Lender By: /S/ SANJAY RENONG Name: Sanjay Renong Title: Authorized Signatory FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENTAGREEMENT - SIGNATURE PAGE] BNP PARIBAS, as a Co-Syndication Agent, as an Issuing Lender and as a Lender By: /S/ XXXXXXX XXXXXXXXX Name: Xxxxxxx Xxxxxxxxx Title: Director By: /S/ XXXXX XXXXXX Name: /s/ Xxxxx Xxxxxx Title: Director FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] CREDIT AGRICOLE CORPORATE AND INVESTMENT BANK, as Documentation Agent, as an Issuing Lender and as a Lender By: /S/ XXXXX XXXXXXXXXX Name: Xxxxx Xxxxxxxxxx Title: Managing Director By: /S/ XXXXXXX X. XXXXXX Name: Xxxxxxx X. Xxxxxx Title: Managing Director FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] BANK OF AMERICA, N.A., as a Lender By: /S/ XXXXXX X. XXXXXX Name: Xxxxxx X. XxXxxx Title: Managing Director FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] CITIBANK, N.A., as a Lender By: /S/ XXXX X. XXXXXX Name: Xxxx X. Xxxxxx Title: Attorney-in-fact [SIGNATURE PAGE TO FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] DEUTSCHE BANK TRUST COMPANY AMERICAS, as a Lender By: /S/ XXXXX XXXXXX Name: Xxxxx Xxxxxx Title: Director By: /S/ XXXXXXX XXXX /s/ Xxxxx Xxxxxx Name: Xxxxxxx Xxxx Xxxxx Xxxxxx Title: Vice President Director [FIRST AMENDMENT TO EIGHTH FOURTH AMENDED AND RESTATED CREDIT AGREEMENT] DNB NOR BANK ASA, as a Lender By: /S/ XXXXXX XXXXX Name: Xxxxxx Xxxxx Title: Senior Vice President By: /S/ XXXXXX XXXXXX Name: Xxxxxx Xxxxxx Title: Senior Vice President FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] XXXXXXX XXXXX BANK USA, as a Lender By: /s/ XXXX XXXXXXXX Name: Xxxx Xxxxxxxx Title: Authorized Signatory FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] MIZUHO CORPORATE BANK, LTD., as a Lender By: /s/ XXXX MO Name: Xxxx Mo Title: Authorized Signatory FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENTAGREEMENT - SIGNATURE PAGE] NATIXIS, as a Lender By: /s/ LIANA TCHERNYSHEVA Liana Tchernysheva Name: Liana Tchernysheva Title: Managing Director By: /s/ XXXXXXX Xxxxx X. XXXXXXX Xxxxxxx, III Name: Xxxxxxx Xxxxx X. Xxxxxxx Xxxxxxx, III Title: Senior Managing Director [FIRST AMENDMENT TO EIGHTH FOURTH AMENDED AND RESTATED CREDIT AGREEMENTAGREEMENT - SIGNATURE PAGE] THE BANK OF NOVA SCOTIA, as a Lender By: /s/ XXXX XXXXXXX Name: Xxxx Xxxxxxx Title: Director [FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] UBS AG, STAMFORD BRANCH, as a Lender By: /s/ XXXX X. XXXXX Name: Xxxx X. Xxxxx Title: Associate Director By: /s/ XXXX X. XXXX Name: Xxxx X. Xxxx Title: Associate Director FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] BARCLAYS BANK PLC, as a Lender By: /s/ XXXXX XXXXX Name: Xxxxx Xxxxx Title: AVP FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] CREDIT SUISSE AG, CAYMAN ISLANDS BRANCH, as a Lender By: /s/ XXX XXXXX Name: Xxx Xxxxx Title: Director By: /s/ XXXXXXX X. XXXXXXX Name: Xxxxxxx X. Xxxxxxx Title: Associate FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] COMPASS BANK, as a Lender By: /s/ XXXXXXXX X. XXXXX Name: Xxxxxxxx X. Xxxxx Title: Senior Vice President FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] TORONTO DOMINION (NEW YORK) LLC, as a Lender By: /S/ XXXX XXXXX Name: Xxxx Xxxxx Title: Authorized Signatory FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] COMERICA BANK, as a Lender By: /S/ XXXX X. XXXXXXX Name: Xxxx X. Xxxxxxx Title: Assistant Vice President FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] SUNTRUST BANK, as a Lender By: /S/ XXXX XXXXX Name: Xxxx Xxxxx Title: Director FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] EXPORT DEVELOPMENT CANADA, as a Lender By: /S/ XXXXXXX XXXXX Name: Xxxxxxx Xxxxx Title: Asset Manager By: /S/ XXXXXX XXXXXXXX Name: Xxxxxx Xxxxxxxx Title: Asset Manager FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] BANK OF SCOTLAND plc, as a Lender By: /S/ XXXXX X. XXXXXXXX Name: Xxxxx X. Xxxxxxxx Title: Assistant Vice President FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] MACQUARIE BANK, LTD., as a Lender By: /S/ YOVEN MOOROOVEN Name: Yoven Moorooven Title: Division Director By: /S/ XXXX XXXXXX Name: Xxxx Xxxxxx Title: Associate Director Legal Risk Management FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] NOMURA INTERNATIONAL PLC., as a Lender By: /S/ XXXX X. XXXXX Name: Xxxx X. Xxxxx Title: Managing Director FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] SUMITOMO MITSUI BANKING CORPORATION, as a Lender By: /S/ XXXXXXX XXXXXX Name: Xxxxxxx Xxxxxx Title: Joint General Manager FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] PNC BANK, N.A., as a Lender By: /S/ XXXXXXXX XXXXXX Name: Xxxxxxxx Xxxxxx Title: Officer FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] MIDFIRST BANK, as a Lender By: /S/ XXXXX X. XXXXXXX Name: Xxxxx X. Xxxxxxx Title: Senior Vice President FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENTAMENDMENT] CONSENT AND AGREEMENT By its execution below, each of the The undersigned hereby (i) consents to the provisions of this Amendment and the transactions contemplated herein, (ii) ratifies and confirms the Sixth Third Amended and Restated Guarantee Agreement Guaranty dated as of December 2November 29, 2010 2011 (the “Guaranty”) made by it for the benefit of Administrative Agent and Lenders (as modified by certain Assumption AgreementsLenders, if any) and the other Loan Documents which Guaranty was executed pursuant to the Credit Agreement (or any prior amendment or supplement to and the Credit Agreement)other Loan Documents, (iii) agrees that all of its respective obligations and covenants thereunder under the Guaranty shall remain unimpaired by the execution and delivery of this Amendment and the other documents and instruments executed in connection herewith, and (iv) agrees that the Sixth Amended and Restated Guarantee Agreement Guaranty and such other Loan Documents shall remain in full force and effect. CHESAPEAKE RAAM GLOBAL ENERGY CORPORATION CHESAPEAKE ENERGY LOUISIANA CORPORATION CHESAPEAKE ENERGY MARKETING, INC. CHESAPEAKE E&P HOLDING CORPORATION CHESAPEAKE OPERATING, INC., on behalf of itself and, as general partner of CHESAPEAKE LOUISIANA, L.P. CHK HOLDINGS CORPORATION DIAMOND Y ENTERPRISE, INCORPORATED XXXX X. XXXX & SON, INC. LA LAND ACQUISITION CORPORATION CHESAPEAKE AEZ EXPLORATION, L.L.C. CHESAPEAKE APPALACHIA, L.L.C. CHESAPEAKE-XXXXXXXX ACQUISITION, L.L.C. CHESAPEAKE LAND DEVELOPMENT COMPANY, L.L.C. CHESAPEAKE PLAZA, L.L.C. CHESAPEAKE ROYALTY, L.L.C. CHESAPEAKE VRT, L.L.C. COMPASS MANUFACTURING, L.L.C. EMLP, L.L.C., on behalf of itself and as general partner of EMPRESS LOUISIANA PROPERTIES, L.P. COMPANY By: /s/ Xxxx Xxxxxxxxx Name: Xxxx Xxxxxxxxx Title: Treasurer [SIGNATURE PAGE TO FIRST AMENDMENT TO FOURTH AMENDED AND RESTATED CREDIT AGREEMENT – CONSENT AND AGREEMENT] EMPRESS[FIRST AMENDMENT] CONSENT AND AGREEMENT Each of the undersigned hereby (i) consents to the provisions of this Amendment and the transactions contemplated herein, L.L.C. GOTHIC PRODUCTION(ii) ratifies and confirms the Second Amended and Restated Guaranty dated as of November 29, L.L.C. GREAT PLAINS OILFIELD RENTAL2011 (the “Guaranty”) made by it for the benefit of Administrative Agent and Lenders, L.L.C. HAWG HAULING & DISPOSALwhich Guaranty was executed pursuant to the Credit Agreement and the other Loan Documents, (iii) agrees that all of its respective obligations and covenants under the Guaranty shall remain unimpaired by the execution and delivery of this Amendment and the other documents and instruments executed in connection herewith, and (iv) agrees that the Guaranty and such other Loan Documents shall remain in full force and effect. SITA ENERGY, LLC XXXXXX TRUCKING COMPANY, L.L.C. MC LOUISIANA MINERALS, L.L.C. MC MINERAL COMPANY, L.L.C. MIDCON COMPRESSION, L.L.C. MKR HOLDINGS, L.L.C. NOMAC DRILLING, L.L.C. NORTHERN MICHIGAN EXPLORATION COMPANY, L.L.C. PERFORMANCE TECHNOLOGIES, L.L.C. VENTURA REFINING AND TRANSMISSION, LLC WINTER MOON ENERGY COMPANY, L.L.C. By: /s/ XXXXXXXX Xxxxxx X. XXXXXXX Xxxxxxxx Xxxxxx Name: Xxxxxx X. XxxxxxxXxxxxx Title: Sole Manager WINDSTAR ENERGY, Treasurer and Senior Vice President of the entities listed above [SIGNATURE PAGE TO FIRST AMENDMENT TO CREDIT AGREEMENTLLC By: /s/ Xxxxxx X. Xxxxxx Name: Xxxxxx X. Xxxxxx Title: Sole Manager
Appears in 1 contract
Counterparts; Fax. This Amendment may be separately executed in counterparts and by the different parties hereto in separate counterparts, each of which when so executed shall be deemed to constitute one and the same Amendment. This Amendment and the other Amendment Documents may be validly executed by facsimile or other electronic transmission. THIS AMENDMENT AND THE OTHER LOAN DOCUMENTS REPRESENT THE FINAL AGREEMENT BETWEEN THE PARTIES AND MAY NOT BE CONTRADICTED BY EVIDENCE OF PRIOR, CONTEMPORANEOUS, OR SUBSEQUENT ORAL AGREEMENTS OF THE PARTIES. THERE ARE NO UNWRITTEN ORAL AGREEMENTS OF THE PARTIES. [The remainder of this page has been intentionally left blankTHE REMAINDER OF THIS PAGE HAS BEEN INTENTIONALLY LEFT BLANK.] IN WITNESS WHEREOF, this Amendment is executed as of the date first above written. CHESAPEAKE ENERGY CORPORATION CHESAPEAKE EXPLORATIONOILFIELD OPERATING, L.L.C. By: /S/ XXXXXXXX X. XXXXXXX /s/ Xxxxxxxx X. Xxxxxxx Xxxxxxxx X. Xxxxxxx Senior Vice President, Treasurer and Senior Vice President [SIGNATURE PAGE TO FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] UNION BANKCorporate Secretary BANK OF AMERICA, N.A., as Administrative AgentAgent By: /s/ XxXxxxx X. Xxxxx Name: XxXxxxx X. Xxxxx Title: Agency Management Officer [SIGNATURE PAGE TO SECOND AMENDMENT TO CREDIT AGREEMENT] BANK OF AMERICA, N.A., as a Lender, an L/C Issuer and Swing Line Lender, as an Issuing Lender and as a Lender By: /S/ XXXXXXX XXXXX Xxxxxxx Xxxxx Assistant Vice President FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., as a Lender By: /S/ XXXXXX XXXX /s/ Xxxxxx X. XxXxxx Name: Xxxxxx Xxxx X. XxXxxx Title: Managing Director FIRST [SIGNATURE PAGE TO SECOND AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] XXXXX FARGO BANK, NATIONAL ASSOCIATION, as a Co-Syndication Agent, as an Issuing Lender and as a Lender By: /S/ XXXX XXXXXXXXXX Name: Xxxx Xxxxxxxxxx Title: Vice President FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] THE ROYAL BANK OF SCOTLAND plc, as a Co-Syndication Agent, as an Issuing Lender and as a Lender By: /S/ SANJAY RENONG Name: Sanjay Renong Title: Authorized Signatory FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] BNP PARIBAS, as a Co-Syndication Agent, as an Issuing Lender and as a Lender By: /S/ XXXXXXX XXXXXXXXX Name: Xxxxxxx Xxxxxxxxx Title: Director By: /S/ XXXXX XXXXXX Name: Xxxxx Xxxxxx Title: Director FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] CREDIT AGRICOLE CORPORATE AND INVESTMENT BANK, as Documentation Agent, as an Issuing a Lender and as a Lender an L/C Issuer By: /S/ XXXXX XXXXXXXXXX /s/ Xxxxx Xxxxxxxxxx Name: Xxxxx Xxxxxxxxxx Title: Managing Director By: /S/ XXXXXXX X. XXXXXX /s/ Xxxxxxx Xxxxx Name: Xxxxxxx X. Xxxxxx Xxxxx Title: Managing Director FIRST [SIGNATURE PAGE TO SECOND AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] BANK OF AMERICA, N.A., as a Lender By: /S/ XXXXXX X. XXXXXX Name: Xxxxxx X. XxXxxx Title: Managing Director FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] CITIBANK, N.A., as a Lender By: /S/ XXXX X. XXXXXX Name: Xxxx X. /s/ Xxxxxxx Xxxxxx Title: Attorney-in-fact [SIGNATURE PAGE TO FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] DEUTSCHE BANK TRUST COMPANY AMERICAS, as a Lender By: /S/ XXXXX XXXXXX Name: Xxxxx Xxxxxx Title: Director By: /S/ XXXXXXX XXXX Name: Xxxxxxx Xxxx Xxxxxx Title: Vice President FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] DNB NOR BANK ASA, as a Lender By: /S/ XXXXXX XXXXX Name: Xxxxxx Xxxxx Title: Senior Vice President By: /S/ XXXXXX XXXXXX Name: Xxxxxx Xxxxxx Title: Senior Vice President FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] XXXXXXX XXXXX BANK USASUNTRUST BANK, as a Lender By: /s/ XXXX XXXXXXXX Xxxx Xxxxx Name: Xxxx Xxxxxxxx Xxxxx Title: Authorized Signatory FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] MIZUHO CORPORATE Director XXXXX FARGO BANK, LTD.NATIONAL ASSOCIATION, as a Lender By: /s/ XXXX MO Xxxxxxxx Xxxxxxx Name: Xxxx Mo Title: Authorized Signatory FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] NATIXIS, as a Lender By: /s/ LIANA TCHERNYSHEVA Name: Liana Tchernysheva Title: Managing Director By: /s/ XXXXXXX X. XXXXXXX Name: Xxxxxxx X. Xxxxxxxx Xxxxxxx Title: Senior Managing Director FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] THE BANK OF NOVA SCOTIA, as a Lender By: /s/ XXXX XXXXXXX Name: Xxxx Xxxxxxx Title: Director FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] UBS AG, STAMFORD BRANCH, as a Lender By: /s/ XXXX X. XXXXX Name: Xxxx X. Xxxxx Title: Associate Director By: /s/ XXXX X. XXXX Name: Xxxx X. Xxxx Title: Associate Director FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] Vice President BARCLAYS BANK PLC, as a Lender By: /s/ XXXXX XXXXX Xxxxxxxx X. Kona Name: Xxxxx Xxxxx Xxxxxxxx X. Kona Title: AVP FIRST Assistant Vice President [SIGNATURE PAGE TO SECOND AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] CREDIT SUISSE AG, CAYMAN ISLANDS BRANCH, as a Lender By: /s/ XXX Xxxxxxxxxxx Reo Day Name: Xxxxxxxxxxx Reo Day Title: Vice President By: /s/ Xxxxxxx Xxxxxxx Name: Xxxxxxx Xxxxxxx Title: Associate [SIGNATURE PAGE TO SECOND AMENDMENT TO CREDIT AGREEMENT] DEUTSCHE BANK TRUST COMPANY AMERICAS, as a Lender By: /s/ Xxxxxx X. Xxxxxxxxxx Name: Xxxxxx X. Xxxxxxxxxx Title: Director By: /s/ Xxxxxxx Xxxx Name: Xxxxxxx Xxxx Title: Vice President XXXXXXX XXXXX BANK USA, as a Lender By: /s/ Xxxxxxxx Xxxxxxx Name: Xxxxxxxx Xxxxxxx Title: Authorized Signatory [SIGNATURE PAGE TO SECOND AMENDMENT TO CREDIT AGREEMENT] CAPITAL ONE, N.A., as a Lender By: /s/ Xxxxx Xxxxxx Name: Xxxxx Xxxxxx Title: Vice President [SIGNATURE PAGE TO SECOND AMENDMENT TO CREDIT AGREEMENT] XXXXXX XXXXXXX SENIOR FUNDING, INC., as a Lender By: /s/ Xxxxxxx Xxxxxxx Name: Xxxxxxx Xxxxxxx Title: Vice President ROYAL BANK OF CANADA, as a Lender By: /s/ Xxx Xxxxxxx Name: Xxx Xxxxxxx Title: Authorized Signatory [SIGNATURE PAGE TO SECOND AMENDMENT TO CREDIT AGREEMENT] UBS LOAN FINANCE, LLC, as a Lender By: /s/ Xxxx Xxxxx Name: Xxxx Xxxxx Title: Director By: /s/ XXXXXXX X. XXXXXXX Xxxxxxx Xxxxxxxxx Name: Xxxxxxx X. Xxxxxxx Xxxxxxxxx Title: Associate FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] COMPASS Director COMERICA BANK, as a Lender By: /s/ XXXXXXXX X. XXXXX Name: Xxxxxxxx X. Xxxxx Title: Senior Vice President FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] TORONTO DOMINION (NEW YORK) LLC, as a Lender By: /S/ XXXX XXXXX Xxxx Xxxxxxxxxx Name: Xxxx Xxxxx Xxxxxxxxxx Title: Authorized Signatory FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] COMERICA BANK, as a Lender By: /S/ XXXX X. XXXXXXX Name: Xxxx X. Xxxxxxx Title: Assistant Vice President FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] SUNTRUST BANK, as a Lender By: /S/ XXXX XXXXX Name: Xxxx Xxxxx Title: Director FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] EXPORT DEVELOPMENT CANADA, as a Lender By: /S/ XXXXXXX XXXXX /s/ Xxxxxxx Xxxxx Name: Xxxxxxx Xxxxx Title: Asset Manager By: /S/ XXXXXX XXXXXXXX Name: Xxxxxx Xxxxxxxx Title: Asset Manager FIRST [SIGNATURE PAGE TO SECOND AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] THE ROYAL BANK OF SCOTLAND plcPLC, as a Lender By: /S/ XXXXX X. XXXXXXXX /s/ Xxxxxx Xxxxxx Name: Xxxxx X. Xxxxxxxx Xxxxxx Xxxxxx Title: Assistant Vice President FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] MACQUARIE Authorized Signatory ONE WEST BANK, LTD.FSB, as a Lender By: /S/ YOVEN MOOROOVEN Name: Yoven Moorooven Title: Division Director By: /S/ XXXX XXXXXX /s/ Xxxx Xxxxxx Name: Xxxx Xxxxxx Title: Associate Director Legal Risk Management FIRST Executive Vice President [SIGNATURE PAGE TO SECOND AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] NOMURA INTERNATIONAL PLC., as a Lender By: /S/ XXXX X. XXXXX Name: Xxxx X. Xxxxx Title: Managing Director FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] SUMITOMO MITSUI BANKING CORPORATION, as a Lender By: /S/ XXXXXXX XXXXXX Name: Xxxxxxx Xxxxxx Title: Joint General Manager FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] PNC BANK, N.A., as a Lender By: /S/ XXXXXXXX XXXXXX Name: Xxxxxxxx Xxxxxx Title: Officer FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] MIDFIRST BANK, as a Lender By: /S/ XXXXX X. XXXXXXX Name: Xxxxx X. Xxxxxxx Title: Senior Vice President FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] CONSENT AND AGREEMENT By its execution below, each Each of the undersigned hereby (i) consents to the provisions of this Amendment and the transactions contemplated herein, (ii) ratifies and confirms the Sixth Amended and Restated Guarantee Agreement Guaranty dated as of December 2November 3, 2010 2011 made by it for the benefit of Administrative Agent and Lenders (as modified by certain Assumption Agreements, if any) and the other Loan Documents executed pursuant to the Credit Agreement (or any prior amendment or supplement to and the Credit Agreement)other Loan Documents, (iii) agrees that all of its respective obligations and covenants thereunder shall remain unimpaired by the execution and delivery of this Amendment and the other documents and instruments executed in connection herewith, herewith and (iv) agrees that the Sixth Amended and Restated Guarantee Agreement such Guaranty and such other Loan Documents shall remain in full force and effect. CHESAPEAKE ENERGY CORPORATION CHESAPEAKE ENERGY LOUISIANA CORPORATION CHESAPEAKE ENERGY MARKETING, INC. CHESAPEAKE E&P HOLDING CORPORATION CHESAPEAKE OPERATING, INC., on behalf of itself and, as general partner of CHESAPEAKE LOUISIANA, L.P. CHK HOLDINGS CORPORATION DIAMOND Y ENTERPRISE, INCORPORATED XXXX X. XXXX & SON, INC. LA LAND ACQUISITION CORPORATION CHESAPEAKE AEZ EXPLORATION, L.L.C. CHESAPEAKE APPALACHIA, L.L.C. CHESAPEAKE-XXXXXXXX ACQUISITION, L.L.C. CHESAPEAKE LAND DEVELOPMENT COMPANY, L.L.C. CHESAPEAKE PLAZA, L.L.C. CHESAPEAKE ROYALTY, L.L.C. CHESAPEAKE VRT, L.L.C. COMPASS MANUFACTURING, L.L.C. EMLP, L.L.C., on behalf of itself and as general partner of EMPRESS LOUISIANA PROPERTIES, L.P. [SIGNATURE PAGE TO FIRST AMENDMENT TO CREDIT AGREEMENT CONSENT AND AGREEMENT] EMPRESS, L.L.C. GOTHIC PRODUCTION, L.L.C. GREAT PLAINS OILFIELD RENTAL, L.L.C. HAWG HAULING & DISPOSAL, LLC XXXXXX TRUCKING COMPANY, L.L.C. MC LOUISIANA MINERALSKEYSTONE ROCK & EXCAVATION, L.L.C. MC MINERAL COMPANY, L.L.C. MIDCON COMPRESSION, L.L.C. MKR HOLDINGS, L.L.C. MID-STATES OILFIELD SUPPLY LLC f/k/a MID-STATES OILFIELD MACHINE LLC NOMAC DRILLING, L.L.C. NORTHERN MICHIGAN EXPLORATION COMPANYNOMAC SERVICES, L.L.C. OILFIELD TRUCKING SOLUTIONS, L.L.C. PERFORMANCE TECHNOLOGIES, L.L.C. VENTURA REFINING AND TRANSMISSIONPTL PROP SOLUTIONS, LLC WINTER MOON ENERGY COMPANYL.L.C. THUNDER OILFIELD SERVICES, L.L.C. By: /s/ XXXXXXXX X. XXXXXXX Xxxxxxxx X. XxxxxxxXxxxxxx Xxxxxxxx X. Xxxxxxx Senior Vice President, Treasurer and Senior Vice President of the entities listed above [SIGNATURE PAGE TO FIRST AMENDMENT TO CREDIT AGREEMENTCorporate Secretary
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Counterparts; Fax. This Amendment may be separately executed in counterparts and by the different parties hereto in separate counterparts, each of which when so executed shall be deemed to constitute one and the same Amendment. This Amendment and the other Amendment Documents may be validly executed by facsimile or other electronic transmission. THIS AMENDMENT AND THE OTHER LOAN DOCUMENTS REPRESENT THE FINAL AGREEMENT BETWEEN THE PARTIES AND MAY NOT BE CONTRADICTED BY EVIDENCE OF PRIOR, CONTEMPORANEOUS, OR SUBSEQUENT ORAL AGREEMENTS OF THE PARTIES. THERE ARE NO UNWRITTEN ORAL AGREEMENTS OF THE PARTIES. [The remainder of this page has been intentionally left blank.] IN WITNESS WHEREOF, this Amendment is executed as of the date first above written. CHESAPEAKE ENERGY CORPORATION CHESAPEAKE EXPLORATION, L.L.C. ENCORE ACQUISITION COMPANY By: /S/ XXXXXXXX /s/ Xxxxxx X. XXXXXXX Xxxxxxxx Xxxxxx Xxxxxx X. Xxxxxxx Treasurer and Xxxxxx, Senior Vice President [SIGNATURE PAGE TO FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] UNION BANKPresident, Chief Financial Officer and Treasurer ENCORE OPERATING, L.P. By: EAP Operating, LLC., its sole general partner By: /s/ Xxxxxx X. Xxxxxx Xxxxxx X. Xxxxxx, Senior Vice President, Chief Financial Officer and Treasurer BANK OF AMERICA, N.A., as Administrative Agent, as Swing Line LenderL/C Issuer and a Lender By: /s/ Xxxxxxx X. Xxxxxxxx Xxxxxxx X. Xxxxxxxx Managing Director WACHOVIA BANK, as an Issuing Lender and N.A., as a Lender By: /S/ XXXXXXX XXXXX /s/ Xxxxxxx Xxxxx Assistant X. Xxxxxxx Name: Xxxxxxx X. Xxxxxxx Title: Senior Vice President FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] THE BANK OF TOKYO-MITSUBISHI UFJ, LTDFORTIS CAPITAL CORP., as a Lender By: /S/ XXXXXX XXXX /s/ Xxxxxxxx Xxxxx Name: Xxxxxx Xxxx Xxxxxxxx Xxxxx Title: Managing Vice President By: /s/ Xxxx Xxxxx Name: Xxxx Xxxxx Title: Director FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] XXXXX FARGO BANKBNP PARIBAS, NATIONAL ASSOCIATION, as a Co-Syndication Agent, as an Issuing Lender and as a Lender By: /S/ XXXX XXXXXXXXXX /s/ Xxxxxx Xxx Name: Xxxx Xxxxxxxxxx Xxxxxx Xxx Title: Vice President FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] By: /s/ Xxxx Xxxxxxxx Name: Xxxx Xxxxxxxx Title: Director CALYON NEW YORK BRANCH, as a Lender By: /s/ Xxx Xxxxxxxx Name: Xxx Xxxxxxxx Title: Managing Director By: /s/ Xxxxxxx Xxxxx Name: Xxxxxxx Xxxxx Title: Director BMO CAPITAL MARKETS FINANCING, INC., as a Lender By: /s/ Xxxxx Xxxxxxxx Name: Xxxxx Xxxxxxxx Title: Managing Director GE BUSINESS FINANCIAL SERVICES INC. FKA XXXXXXX XXXXX BUSINESS FINANCIAL SERVICES, as a Lender By: /s/ Xxxx Xxxxxxxx Name: Xxxx Xxxxxxxx Title: Authorized Signatory GENERAL ELECTRIC CAPITAL CORPORATION, as a Lender By: /s/ Xxxx Xxxxxxxx Name: Xxxx Xxxxxxxx Title: Authorized Signatory THE ROYAL BANK OF SCOTLAND plc, as a Co-Syndication Agent, as an Issuing Lender and as a Lender By: /S/ SANJAY RENONG Name: Sanjay Renong Title: Authorized Signatory FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] BNP PARIBAS, as a Co-Syndication Agent, as an Issuing Lender and as a Lender By: /S/ XXXXXXX XXXXXXXXX Name: Xxxxxxx Xxxxxxxxx Title: Director By: /S/ XXXXX XXXXXX Name: Xxxxx /s/ Xxxx Xxxxxx Title: Director FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] CREDIT AGRICOLE CORPORATE AND INVESTMENT BANK, as Documentation Agent, as an Issuing Lender and as a Lender By: /S/ XXXXX XXXXXXXXXX Name: Xxxxx Xxxxxxxxxx Title: Managing Director By: /S/ XXXXXXX X. XXXXXX Name: Xxxxxxx X. Xxxx Xxxxxx Title: Managing Director FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] BANK OF AMERICA, N.A., as a Lender By: /S/ XXXXXX X. XXXXXX Name: Xxxxxx X. XxXxxx Title: Managing Director FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] CITIBANK, N.A., as a Lender By: /S/ XXXX X. XXXXXX Name: Xxxx X. Xxxxxx Title: Attorney-in-fact [SIGNATURE PAGE TO FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] DEUTSCHE BANK TRUST COMPANY AMERICAS, as a Lender By: /S/ XXXXX XXXXXX Name: Xxxxx Xxxxxx Title: Director By: /S/ XXXXXXX XXXX Name: Xxxxxxx Xxxx Title: Vice President FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] DNB NOR BANK ASA, as a Lender By: /S/ XXXXXX XXXXX Name: Xxxxxx Xxxxx Title: Senior Vice President By: /S/ XXXXXX XXXXXX Name: Xxxxxx Xxxxxx Title: Senior Vice President FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] XXXXXXX XXXXX BANK USASUNTRUST BANK, as a Lender By: /s/ XXXX XXXXXXXX Xxxx Xxxxx Name: Xxxx Xxxxxxxx Xxxxx Title: Authorized Signatory FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] Director ALLIED IRISH BANKS PLC, as a Lender By: /s/ Xxxxxx Xxxx Name: Xxxxxx Xxxx Title: Director By: /s/ Xxxxx X’Xxxxxxxx Name: Xxxxx X’Xxxxxxxx Title: Assistant Vice President SCOTIABANC INC., as a Lender By: /s/ X.X. Xxxx Name: X.X. Xxxx Title: Managing Director COMERICA BANK, as a Lender By: /s/ V. Xxxx Xxxxx Name: V. Xxxx Xxxxx Title: Senior Vice President KEYBANK NATIONAL ASSOCIATION, as a Lender By: /s/ Xxxxxx XxXxxxxxx Name: Xxxxxx XxXxxxxxx Title: Senior Vice President MIZUHO CORPORATE BANK, LTD., as a Lender By: /s/ XXXX MO Xxxx Mo Name: Xxxx Mo Title: Authorized Signatory FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] NATIXIS, as a Lender By: /s/ LIANA TCHERNYSHEVA Name: Liana Tchernysheva Title: Managing Liana Tchernysheva Director By: /s/ XXXXXXX X. XXXXXXX Name: Xxxxxxx X. Xxxxxxx Title: Senior Xxxxxxx Xxxxxxx Managing Director FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] THE BANK OF NOVA SCOTIA, as a Lender By: /s/ XXXX XXXXXXX Name: Xxxx Xxxxxxx Title: Director FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] UBS AG, STAMFORD BRANCH, as a Lender By: /s/ XXXX X. XXXXX Name: Xxxx X. Xxxxx Title: Associate Director By: /s/ XXXX X. XXXX Name: Xxxx X. Xxxx Title: Associate Director FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] BARCLAYS BANK PLC, as a Lender By: /s/ XXXXX XXXXX Name: Xxxxx Xxxxx Title: AVP FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] CREDIT SUISSE AG, CAYMAN ISLANDS BRANCH, as a Lender By: /s/ XXX XXXXX Name: Xxx Xxxxx Title: Director By: /s/ XXXXXXX X. XXXXXXX Name: Xxxxxxx X. Xxxxxxx Title: Associate FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] COMPASS BANK, as a Lender By: /s/ XXXXXXXX X. XXXXX Name: Xxxxxxxx X. Xxxxx Title: Senior Vice President FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] TORONTO DOMINION (NEW YORK) LLC, as a Lender By: /S/ XXXX XXXXX Name: Xxxx Xxxxx Title: Authorized Signatory FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] COMERICA BANK, as a Lender By: /S/ XXXX X. XXXXXXX Name: Xxxx X. Xxxxxxx Title: Assistant Vice President FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] SUNTRUST BANK, as a Lender By: /S/ XXXX XXXXX Name: Xxxx Xxxxx Title: Director FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] EXPORT DEVELOPMENT CANADA, as a Lender By: /S/ XXXXXXX XXXXX Name: Xxxxxxx Xxxxx Title: Asset Manager By: /S/ XXXXXX XXXXXXXX Name: Xxxxxx Xxxxxxxx Title: Asset Manager FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] BANK OF SCOTLAND plc, as a Lender By: /S/ XXXXX X. XXXXXXXX Name: Xxxxx X. Xxxxxxxx Title: Assistant Vice President FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] MACQUARIE BANK, LTD., as a Lender By: /S/ YOVEN MOOROOVEN Name: Yoven Moorooven Title: Division Director By: /S/ XXXX XXXXXX Name: Xxxx Xxxxxx Title: Associate Director Legal Risk Management FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] NOMURA INTERNATIONAL PLC., as a Lender By: /S/ XXXX X. XXXXX Name: Xxxx X. Xxxxx Title: Managing Director FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] SUMITOMO MITSUI BANKING CORPORATION, as a Lender By: /S/ XXXXXXX XXXXXX /s/ Xxxxxxx X. Xxxx Name: Xxxxxxx Xxxxxx X. Xxxx Title: Joint General Manager FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] PNC XXXXX FARGO BANK, N.A., as a Lender By: /S/ XXXXXXXX XXXXXX /s/ Xxxxxxx X. Xxxxxxx Name: Xxxxxxxx Xxxxxx Title: Officer FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] MIDFIRST BANK, as a Lender By: /S/ XXXXX X. XXXXXXX Name: Xxxxx Xxxxxxx X. Xxxxxxx Title: Senior Vice President FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] CONSENT AND AGREEMENT By its execution below, each of the undersigned hereby (i) consents to the provisions of this Amendment and the transactions contemplated herein, (ii) ratifies and confirms the Sixth Amended and Restated Guarantee Agreement dated as of December 2, 2010 made by it for the benefit of Administrative Agent and Lenders (as modified by certain Assumption Agreements, if any) and the other Loan Documents executed pursuant to the Credit Agreement (or any prior amendment or supplement to the Credit Agreement), (iii) agrees that all of its respective obligations and covenants thereunder shall remain unimpaired by the execution and delivery of this Amendment and the other documents and instruments executed in connection herewith, and (iv) agrees that the Sixth Amended and Restated Guarantee Agreement and such other Loan Documents shall remain in full force and effect. CHESAPEAKE ENERGY CORPORATION CHESAPEAKE ENERGY LOUISIANA CORPORATION CHESAPEAKE ENERGY MARKETING, INC. CHESAPEAKE E&P HOLDING CORPORATION CHESAPEAKE OPERATING, INC., on behalf of itself andBANK OF SCOTLAND, as general partner of CHESAPEAKE LOUISIANA, L.P. CHK HOLDINGS CORPORATION DIAMOND Y ENTERPRISE, INCORPORATED XXXX X. XXXX & SON, INC. LA LAND ACQUISITION CORPORATION CHESAPEAKE AEZ EXPLORATION, L.L.C. CHESAPEAKE APPALACHIA, L.L.C. CHESAPEAKE-XXXXXXXX ACQUISITION, L.L.C. CHESAPEAKE LAND DEVELOPMENT COMPANY, L.L.C. CHESAPEAKE PLAZA, L.L.C. CHESAPEAKE ROYALTY, L.L.C. CHESAPEAKE VRT, L.L.C. COMPASS MANUFACTURING, L.L.C. EMLP, L.L.C., on behalf of itself and as general partner of EMPRESS LOUISIANA PROPERTIES, L.P. [SIGNATURE PAGE TO FIRST AMENDMENT TO CREDIT AGREEMENT CONSENT AND AGREEMENT] EMPRESS, L.L.C. GOTHIC PRODUCTION, L.L.C. GREAT PLAINS OILFIELD RENTAL, L.L.C. HAWG HAULING & DISPOSAL, LLC XXXXXX TRUCKING COMPANY, L.L.C. MC LOUISIANA MINERALS, L.L.C. MC MINERAL COMPANY, L.L.C. MIDCON COMPRESSION, L.L.C. MKR HOLDINGS, L.L.C. NOMAC DRILLING, L.L.C. NORTHERN MICHIGAN EXPLORATION COMPANY, L.L.C. PERFORMANCE TECHNOLOGIES, L.L.C. VENTURA REFINING AND TRANSMISSION, LLC WINTER MOON ENERGY COMPANY, L.L.C. a Lender By: /s/ XXXXXXXX Xxxxx X. XXXXXXX Xxxxxxxx Name: Xxxxx X. Xxxxxxx, Treasurer and Senior Xxxxxxxx Title: Assistant Vice President of the entities listed above [SIGNATURE PAGE TO FIRST AMENDMENT TO CREDIT AGREEMENTPresident
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Counterparts; Fax. This Amendment may be separately executed in counterparts and by the different parties hereto in separate counterparts, each of which when so executed shall be deemed to constitute one and the same Amendment. This Amendment and the other Amendment Documents may be validly duly executed by facsimile or other electronic transmission. THIS AMENDMENT AND THE OTHER LOAN DOCUMENTS REPRESENT THE FINAL AGREEMENT BETWEEN THE PARTIES AND MAY NOT BE CONTRADICTED BY EVIDENCE OF PRIOR, CONTEMPORANEOUS, OR SUBSEQUENT ORAL AGREEMENTS OF THE PARTIES. THERE ARE NO UNWRITTEN ORAL AGREEMENTS OF BETWEEN THE PARTIES. [The remainder of this page has been is intentionally left blank.] SECOND AMENDMENT TO LOAN AGREEMENT DAL 76,790,007V5 IN WITNESS WHEREOF, this Amendment is executed as of the date first above written. CHESAPEAKE ENERGY CORPORATION CHESAPEAKE EXPLORATIONBORROWER: JRAS, L.L.C. LLC By: /S/ XXXXXXXX X. XXXXXXX Xxxxxxxx X. /s/Xxxxx Xxxxxxx Treasurer and Senior Vice President [SIGNATURE PAGE TO FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] UNION BANK, N.A., as Administrative Agent, as Swing Line Lender, as an Issuing Lender and as a Lender By: /S/ XXXXXXX XXXXX Xxxxxxx Xxxxx Assistant Vice President FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., as a Lender By: /S/ XXXXXX XXXX Name: Xxxxxx Xxxx Title: Managing Director FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] XXXXX FARGO BANK, NATIONAL ASSOCIATION, as a Co-Syndication Agent, as an Issuing Lender and as a Lender By: /S/ XXXX XXXXXXXXXX Name: Xxxx Xxxxxxxxxx Title: Vice President FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] THE ROYAL BANK OF SCOTLAND plc, as a Co-Syndication Agent, as an Issuing Lender and as a Lender By: /S/ SANJAY RENONG Name: Sanjay Renong Title: Authorized Signatory FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] BNP PARIBAS, as a Co-Syndication Agent, as an Issuing Lender and as a Lender By: /S/ XXXXXXX XXXXXXXXX Name: Xxxxxxx Xxxxxxxxx Title: Director By: /S/ XXXXX XXXXXX Name: Xxxxx Xxxxxx Title: Director FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] CREDIT AGRICOLE CORPORATE AND INVESTMENT BANK, as Documentation Agent, as an Issuing Lender and as a Lender By: /S/ XXXXX XXXXXXXXXX Name: Xxxxx Xxxxxxxxxx Title: Xxxxxxx Title Managing Director By: /S/ XXXXXXX /s/Xxxxxx X. XXXXXX Name: Xxxxxxx X. Xxxxxx Title: Managing Director FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] BANK OF AMERICA, N.A., as a Lender By: /S/ XXXXXX X. XXXXXX Xxxxx Name: Xxxxxx X. XxXxxx TitleXxxxx Title President GUARANTOR: Managing Director FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] CITIBANK, N.A., as a Lender By: /S/ XXXX /s/Xxxxx Xxxxxxx Name: Xxxxx Xxxxxxx Perimeter Investment Solutions, LLC By: /s/Xxxx X. XXXXXX Xxxxxx Name: Xxxx X. Xxxxxx Title: Attorney-in-fact [SIGNATURE PAGE TO FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] DEUTSCHE BANK TRUST COMPANY AMERICASTitle Secretary JJG, as a Lender LLC By: /S/ XXXXX XXXXXX /s/Xxxxx Xxxxxxx Name: Xxxxx Xxxxxx Title: Director Xxxxxxx Title President By: /S/ XXXXXXX XXXX Name: Xxxxxxx Xxxx Title: Vice President FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] DNB NOR BANK ASA, as a Lender By: /S/ XXXXXX XXXXX /s/Xxxxxx X. Xxxxx Name: Xxxxxx X. Xxxxx TitleTitle Manager SECOND AMENDMENT TO LOAN AGREEMENT - Signature Page DAL 76,790,007V5 JRAS of South Carolina, LLC By: Senior Vice /s/Xxxxx Xxxxxxx Name: Xxxxx Xxxxxxx Title President By: /S/ XXXXXX XXXXXX /s/Xxxxxx X. Xxxxx Name: Xxxxxx Xxxxxx Title: Senior Vice President FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] XXXXXXX XXXXX BANK USAX. Xxxxx Title Manager JRAS of Tennessee, as a Lender LLC By: /s/ XXXX XXXXXXXX Name: Xxxx Xxxxxxxx Title: Authorized Signatory FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] MIZUHO CORPORATE BANK, LTD., as a Lender By: /s/ XXXX MO Name: Xxxx Mo Title: Authorized Signatory FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] NATIXIS, as a Lender By: /s/ LIANA TCHERNYSHEVA Name: Liana Tchernysheva Title: Managing Director By: /s/ XXXXXXX X. XXXXXXX Name: /s/Xxxxx Xxxxxxx X. Xxxxxxx Title: Senior Managing Director FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] THE BANK OF NOVA SCOTIA, as a Lender By: /s/ XXXX XXXXXXX Name: Xxxx Xxxxxxx Title: Director FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] UBS AG, STAMFORD BRANCH, as a Lender By: /s/ XXXX X. XXXXX Name: Xxxx X. Xxxxx Title: Associate Director By: /s/ XXXX X. XXXX Name: Xxxx X. Xxxx Title: Associate Director FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] BARCLAYS BANK PLC, as a Lender By: /s/ XXXXX XXXXX Name: Xxxxx Xxxxxxx Title President By: /s/Xxxxxx X. Xxxxx TitleName: AVP FIRST Xxxxxx X. Xxxxx Title Manager JRAS of Florida, LLC By: /s/Xxxxx Xxxxxxx Name: Xxxxx Xxxxxxx Title President By: /s/Xxxxxx X. Xxxxx Name: Xxxxxx X. Xxxxx Title Manager SECOND AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] CREDIT SUISSE AGLOAN AGREEMENT - Signature Page DAL 76,790,007V5 JRAS of Alabama, CAYMAN ISLANDS BRANCHLLC By: /s/Xxxxx Xxxxxxx Name: Xxxxx Xxxxxxx Title President By: /s/Xxxxxx X. Xxxxx Name: Xxxxxx X. Xxxxx Title Manager Southern Crescent Finance, LLC By: /s/Xxxxx Xxxxxxx Name: Xxxxx Xxxxxxx Title President By: /s/Xxxxxx X. Xxxxx Name: Xxxxxx X. Xxxxx Title Manager SECOND AMENDMENT TO LOAN AGREEMENT - Signature Page DAL 76,790,007V5 CapitalSource Finance, LLC, as a Lender agent By: /s/ XXX XXXXX /s/Xxx x. Xxxx Name: Xxx Xxxxx Title: Director By: /s/ XXXXXXX X. XXXXXXX Name: Xxxxxxx X. Xxxxxxx Title: Associate FIRST Xxxx Title Senior Counsel SECOND AMENDMENT TO EIGHTH AMENDED LOAN AGREEMENT - Signature Page DAL 76,790,007V5 SCHEDULE A TO LOAN AND RESTATED CREDIT AGREEMENT] COMPASS BANKSECURITY AGREEMENT Reference is made to that certain Amended and Restated Loan and Security Agreement (as amended, supplemented or otherwise modified, the “Loan Agreement”), dated November 19, 2007, by and between CapitalSource Bank, as a Lender By: /s/ XXXXXXXX X. XXXXX Name: Xxxxxxxx X. Xxxxx Title: Senior Vice President FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] TORONTO DOMINION (NEW YORK) Lender, JRAS, LLC, as a Lender By: /S/ XXXX XXXXX Name: Xxxx Borrower, and Xxxxx Title: Authorized Signatory FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] COMERICA BANKXxxxxxx, Perimeter Investment Solutions, LLC, JJG, LLC, Southern Crescent Finance, LLC, JRAS of South Carolina, LLC, JRAS of Tennessee, LLC, JRAS of Florida, LLC, and JRAS of Alabama, LLC, each as a Lender By: /S/ XXXX X. XXXXXXX Name: Xxxx X. Xxxxxxx Title: Assistant Vice President FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] SUNTRUST BANK, as a Lender By: /S/ XXXX XXXXX Name: Xxxx Xxxxx Title: Director FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] EXPORT DEVELOPMENT CANADA, as a Lender By: /S/ XXXXXXX XXXXX Name: Xxxxxxx Xxxxx Title: Asset Manager By: /S/ XXXXXX XXXXXXXX Name: Xxxxxx Xxxxxxxx Title: Asset Manager FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] BANK OF SCOTLAND plc, as a Lender By: /S/ XXXXX X. XXXXXXXX Name: Xxxxx X. Xxxxxxxx Title: Assistant Vice President FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] MACQUARIE BANK, LTDguarantor. All references to Section numbers herein refer to Sections in the Loan Agreement. Terms used and not otherwise defined herein shall have the meaning given to such terms in the Loan Agreement., as a Lender By: /S/ YOVEN MOOROOVEN Name: Yoven Moorooven Title: Division Director By: /S/ XXXX XXXXXX Name: Xxxx Xxxxxx Title: Associate Director Legal Risk Management FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] NOMURA INTERNATIONAL PLC., as a Lender By: /S/ XXXX X. XXXXX Name: Xxxx X. Xxxxx Title: Managing Director FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] SUMITOMO MITSUI BANKING CORPORATION, as a Lender By: /S/ XXXXXXX XXXXXX Name: Xxxxxxx Xxxxxx Title: Joint General Manager FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] PNC BANK, N.A., as a Lender By: /S/ XXXXXXXX XXXXXX Name: Xxxxxxxx Xxxxxx Title: Officer FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] MIDFIRST BANK, as a Lender By: /S/ XXXXX X. XXXXXXX Name: Xxxxx X. Xxxxxxx Title: Senior Vice President FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] CONSENT AND AGREEMENT By its execution below, each of the undersigned hereby (i) consents to the provisions of this Amendment and the transactions contemplated herein, (ii) ratifies and confirms the Sixth Amended and Restated Guarantee Agreement dated as of December 2, 2010 made by it for the benefit of Administrative Agent and Lenders (as modified by certain Assumption Agreements, if any) and the other Loan Documents executed pursuant to the Credit Agreement (or any prior amendment or supplement to the Credit Agreement), (iii) agrees that all of its respective obligations and covenants thereunder shall remain unimpaired by the execution and delivery of this Amendment and the other documents and instruments executed in connection herewith, and (iv) agrees that the Sixth Amended and Restated Guarantee Agreement and such other Loan Documents shall remain in full force and effect. CHESAPEAKE ENERGY CORPORATION CHESAPEAKE ENERGY LOUISIANA CORPORATION CHESAPEAKE ENERGY MARKETING, INC. CHESAPEAKE E&P HOLDING CORPORATION CHESAPEAKE OPERATING, INC., on behalf of itself and, as general partner of CHESAPEAKE LOUISIANA, L.P. CHK HOLDINGS CORPORATION DIAMOND Y ENTERPRISE, INCORPORATED XXXX X. XXXX & SON, INC. LA LAND ACQUISITION CORPORATION CHESAPEAKE AEZ EXPLORATION, L.L.C. CHESAPEAKE APPALACHIA, L.L.C. CHESAPEAKE-XXXXXXXX ACQUISITION, L.L.C. CHESAPEAKE LAND DEVELOPMENT COMPANY, L.L.C. CHESAPEAKE PLAZA, L.L.C. CHESAPEAKE ROYALTY, L.L.C. CHESAPEAKE VRT, L.L.C. COMPASS MANUFACTURING, L.L.C. EMLP, L.L.C., on behalf of itself and as general partner of EMPRESS LOUISIANA PROPERTIES, L.P. [SIGNATURE PAGE TO FIRST AMENDMENT TO CREDIT AGREEMENT CONSENT AND AGREEMENT] EMPRESS, L.L.C. GOTHIC PRODUCTION, L.L.C. GREAT PLAINS OILFIELD RENTAL, L.L.C. HAWG HAULING & DISPOSAL, LLC XXXXXX TRUCKING COMPANY, L.L.C. MC LOUISIANA MINERALS, L.L.C. MC MINERAL COMPANY, L.L.C. MIDCON COMPRESSION, L.L.C. MKR HOLDINGS, L.L.C. NOMAC DRILLING, L.L.C. NORTHERN MICHIGAN EXPLORATION COMPANY, L.L.C. PERFORMANCE TECHNOLOGIES, L.L.C. VENTURA REFINING AND TRANSMISSION, LLC WINTER MOON ENERGY COMPANY, L.L.C. By: /s/ XXXXXXXX X. XXXXXXX Xxxxxxxx X. Xxxxxxx, Treasurer and Senior Vice President of the entities listed above [SIGNATURE PAGE TO FIRST AMENDMENT TO CREDIT AGREEMENT
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Samples: Loan and Security Agreement (CompuCredit Holdings Corp)
Counterparts; Fax. This Amendment may be separately executed in counterparts and by the different parties hereto in separate counterparts, each of which when so executed shall be deemed to constitute one and the same Amendment. This Amendment and the other Amendment Documents may be validly executed by facsimile or other electronic transmission. THIS AMENDMENT, THE OTHER AMENDMENT DOCUMENTS AND THE OTHER LOAN DOCUMENTS REPRESENT THE FINAL AGREEMENT BETWEEN THE PARTIES AND MAY NOT BE CONTRADICTED BY EVIDENCE OF PRIOR, CONTEMPORANEOUS, OR SUBSEQUENT ORAL AGREEMENTS OF THE PARTIES. THERE ARE NO UNWRITTEN ORAL AGREEMENTS OF THE PARTIES. [The remainder of this page has been intentionally past is left blankblank intentionally.] [SECOND AMENDMENT TO IN WITNESS WHEREOF, this Amendment is executed as of the date first above written. CHESAPEAKE ENERGY CORPORATION CHESAPEAKE EXPLORATIONCENTURY EXPLORATION NEW ORLEANS, L.L.C. LLC, as Borrower By: /S/ XXXXXXXX /s/ Xxxxxxx X. XXXXXXX Xxxxxxxx Xxxxxxxxx Xxxxxxx X. Xxxxxxxxx Treasurer CENTURY EXPLORATION HOUSTON, LLC, as Borrower By: /s/ Xxxxxxx X. Xxxxxxxxx Xxxxxxx X. Xxxxxxxxx Treasurer and Senior Vice President CENTURY EXPLORATION RESOURCES, LLC, as Borrower By: /s/ Xxxxxxx X. Xxxxxxxxx Xxxxxxx X. Xxxxxxxxx Treasurer [SIGNATURE PAGE TO FIRST SECOND AMENDMENT TO EIGHTH FOURTH AMENDED AND RESTATED CREDIT AGREEMENTAGREEMENT - SIGNATURE PAGE] UNION BANK, N.A., as Administrative Agent, as Swing Line Lender, as an Issuing Lender Agent and as a Lender By: /S/ XXXXXXX XXXXX Xxxxxxx Xxxxx Assistant /s/ Xxxxxx X. Xxxxxxxxx Xxxxxx X. Xxxxxxxxx Senior Vice President FIRST [SECOND AMENDMENT TO EIGHTH FOURTH AMENDED AND RESTATED CREDIT AGREEMENTAGREEMENT - SIGNATURE PAGE] THE BANK OF TOKYO-MITSUBISHI UFJCAPITAL ONE, LTD.NATIONAL ASSOCIATION, as a Lender By: /S/ XXXXXX XXXX /s/ Xxxxxx Xxxxx Name: Xxxxxx Xxxx Xxxxx Title: Managing Director FIRST Vice President [SECOND AMENDMENT TO EIGHTH FOURTH AMENDED AND RESTATED CREDIT AGREEMENTAGREEMENT - SIGNATURE PAGE] XXXXX FARGO REGIONS BANK, NATIONAL ASSOCIATION, as a Co-Syndication Agent, as an Issuing Lender and as a Lender By: /S/ XXXX XXXXXXXXXX /s/ Xxxxxxx X. Xxxxxxx Name: Xxxx Xxxxxxxxxx Xxxxxxx X. Xxxxxxx Title: Senior Vice President FIRST [SECOND AMENDMENT TO EIGHTH FOURTH AMENDED AND RESTATED CREDIT AGREEMENTAGREEMENT - SIGNATURE PAGE] THE ROYAL BANK OF SCOTLAND plc, as a Co-Syndication Agent, as an Issuing Lender and as a Lender By: /S/ SANJAY RENONG Name: Sanjay Renong Title: Authorized Signatory FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] BNP PARIBAS, as a Co-Syndication Agent, as an Issuing Lender and as a Lender By: /S/ XXXXXXX XXXXXXXXX Name: Xxxxxxx Xxxxxxxxx Title: Director By: /S/ XXXXX XXXXXX Name: Xxxxx Xxxxxx Title: Director FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] CREDIT AGRICOLE CORPORATE AND INVESTMENT FARGO BANK, as Documentation Agent, as an Issuing Lender and as a Lender By: /S/ XXXXX XXXXXXXXXX Name: Xxxxx Xxxxxxxxxx Title: Managing Director By: /S/ XXXXXXX X. XXXXXX Name: Xxxxxxx X. Xxxxxx Title: Managing Director FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] BANK OF AMERICA, N.A., as a Lender By: /S/ XXXXXX /s/ Xxxxxxx X. XXXXXX Xxxxx Name: Xxxxxx Xxxxxxx X. XxXxxx Xxxxx Title: Managing Director FIRST Vice President [SECOND AMENDMENT TO EIGHTH FOURTH AMENDED AND RESTATED CREDIT AGREEMENT] CITIBANK, N.A., as a Lender By: /S/ XXXX X. XXXXXX Name: Xxxx X. Xxxxxx Title: Attorney-in-fact [AGREEMENT - SIGNATURE PAGE TO FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] DEUTSCHE BANK TRUST COMPANY AMERICAS, as a Lender By: /S/ XXXXX XXXXXX Name: Xxxxx Xxxxxx Title: Director By: /S/ XXXXXXX XXXX Name: Xxxxxxx Xxxx Title: Vice President FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] DNB NOR BANK ASA, as a Lender By: /S/ XXXXXX XXXXX Name: Xxxxxx Xxxxx Title: Senior Vice President By: /S/ XXXXXX XXXXXX Name: Xxxxxx Xxxxxx Title: Senior Vice President FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] XXXXXXX XXXXX BANK USA, as a Lender By: /s/ XXXX XXXXXXXX Name: Xxxx Xxxxxxxx Title: Authorized Signatory FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] MIZUHO CORPORATE BANK, LTD., as a Lender By: /s/ XXXX MO Name: Xxxx Mo Title: Authorized Signatory FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENTPAGE] NATIXIS, as a Lender By: /s/ LIANA TCHERNYSHEVA Xxxxxx Xxxxxxxxx Name: Liana Tchernysheva Xxxxxx Xxxxxxxxx Title: Managing Director By: /s/ XXXXXXX Xxxxxxx X. XXXXXXX Xxxxxxx Name: Xxxxxxx X. Xxxxxxx Title: Senior Sr. Managing Director FIRST [SECOND AMENDMENT TO EIGHTH FOURTH AMENDED AND RESTATED CREDIT AGREEMENTAGREEMENT - SIGNATURE PAGE] THE BANK OF NOVA SCOTIA, as a Lender By: /s/ XXXX XXXXXXX Name: Xxxx Xxxxxxx Title: Director FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] UBS AG, STAMFORD BRANCH, as a Lender By: /s/ XXXX X. XXXXX Name: Xxxx X. Xxxxx Title: Associate Director By: /s/ XXXX X. XXXX Name: Xxxx X. Xxxx Title: Associate Director FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] BARCLAYS BANK PLC, as a Lender By: /s/ XXXXX XXXXX Name: Xxxxx Xxxxx Title: AVP FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] CREDIT SUISSE AG, CAYMAN ISLANDS BRANCH, as a Lender By: /s/ XXX XXXXX Name: Xxx Xxxxx Title: Director By: /s/ XXXXXXX X. XXXXXXX Name: Xxxxxxx X. Xxxxxxx Title: Associate FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] COMPASS BANK, as a Lender By: /s/ XXXXXXXX X. XXXXX Name: Xxxxxxxx X. Xxxxx Title: Senior Vice President FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] TORONTO DOMINION (NEW YORK) LLC, as a Lender By: /S/ XXXX XXXXX Name: Xxxx Xxxxx Title: Authorized Signatory FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] COMERICA BANK, as a Lender By: /S/ XXXX X. XXXXXXX Name: Xxxx X. Xxxxxxx Title: Assistant Vice President FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] SUNTRUST BANK, as a Lender By: /S/ XXXX XXXXX Name: Xxxx Xxxxx Title: Director FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] EXPORT DEVELOPMENT CANADA, as a Lender By: /S/ XXXXXXX XXXXX Name: Xxxxxxx Xxxxx Title: Asset Manager By: /S/ XXXXXX XXXXXXXX Name: Xxxxxx Xxxxxxxx Title: Asset Manager FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] BANK OF SCOTLAND plc, as a Lender By: /S/ XXXXX X. XXXXXXXX Name: Xxxxx X. Xxxxxxxx Title: Assistant Vice President FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] MACQUARIE BANK, LTD., as a Lender By: /S/ YOVEN MOOROOVEN Name: Yoven Moorooven Title: Division Director By: /S/ XXXX XXXXXX Name: Xxxx Xxxxxx Title: Associate Director Legal Risk Management FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] NOMURA INTERNATIONAL PLC., as a Lender By: /S/ XXXX X. XXXXX Name: Xxxx X. Xxxxx Title: Managing Director FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] SUMITOMO MITSUI BANKING CORPORATION, as a Lender By: /S/ XXXXXXX XXXXXX Name: Xxxxxxx Xxxxxx Title: Joint General Manager FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] PNC BANK, N.A., as a Lender By: /S/ XXXXXXXX XXXXXX Name: Xxxxxxxx Xxxxxx Title: Officer FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] MIDFIRST BANK, as a Lender By: /S/ XXXXX X. XXXXXXX Name: Xxxxx X. Xxxxxxx Title: Senior Vice President FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT[SECOND AMENDMENT] CONSENT AND AGREEMENT By its execution below, each of the The undersigned hereby (i) consents to the provisions of this Amendment and the transactions contemplated herein, (ii) ratifies and confirms the Sixth Third Amended and Restated Guarantee Agreement Guaranty and the Fourth Amended and Restated Security Agreement, each dated as of December 2November 29, 2010 2011 (collectively, the “RAAM Security Documents”) made by it for the benefit of Administrative Agent and Lenders (as modified by certain Assumption AgreementsLenders, if any) and the other Loan which RAAM Security Documents were executed pursuant to the Credit Agreement (or any prior amendment or supplement to and the Credit Agreement)other Loan Documents, (iii) agrees that all of its respective obligations and covenants thereunder under the RAAM Security Documents shall remain unimpaired by the execution and delivery of this Amendment and the other documents and instruments executed in connection herewith, and (iv) agrees that the Sixth Amended and Restated Guarantee Agreement RAAM Security Documents and such other Loan Documents shall remain in full force and effect. CHESAPEAKE RAAM GLOBAL ENERGY CORPORATION CHESAPEAKE ENERGY LOUISIANA CORPORATION CHESAPEAKE ENERGY MARKETING, INC. CHESAPEAKE E&P HOLDING CORPORATION CHESAPEAKE OPERATING, INC., on behalf of itself and, as general partner of CHESAPEAKE LOUISIANA, L.P. CHK HOLDINGS CORPORATION DIAMOND Y ENTERPRISE, INCORPORATED XXXX X. XXXX & SON, INC. LA LAND ACQUISITION CORPORATION CHESAPEAKE AEZ EXPLORATION, L.L.C. CHESAPEAKE APPALACHIA, L.L.C. CHESAPEAKE-XXXXXXXX ACQUISITION, L.L.C. CHESAPEAKE LAND DEVELOPMENT COMPANY, L.L.C. CHESAPEAKE PLAZA, L.L.C. CHESAPEAKE ROYALTY, L.L.C. CHESAPEAKE VRT, L.L.C. COMPASS MANUFACTURING, L.L.C. EMLP, L.L.C., on behalf of itself and as general partner of EMPRESS LOUISIANA PROPERTIES, L.P. [SIGNATURE PAGE TO FIRST AMENDMENT TO CREDIT AGREEMENT CONSENT AND AGREEMENT] EMPRESS, L.L.C. GOTHIC PRODUCTION, L.L.C. GREAT PLAINS OILFIELD RENTAL, L.L.C. HAWG HAULING & DISPOSAL, LLC XXXXXX TRUCKING COMPANY, L.L.C. MC LOUISIANA MINERALS, L.L.C. MC MINERAL COMPANY, L.L.C. MIDCON COMPRESSION, L.L.C. MKR HOLDINGS, L.L.C. NOMAC DRILLING, L.L.C. NORTHERN MICHIGAN EXPLORATION COMPANY, L.L.C. PERFORMANCE TECHNOLOGIES, L.L.C. VENTURA REFINING AND TRANSMISSION, LLC WINTER MOON ENERGY COMPANY, L.L.C. COMPANY By: /s/ XXXXXXXX Xxxxxxx X. XXXXXXX Xxxxxxxx Xxxxxxxxx Xxxxxxx X. Xxxxxxx, Xxxxxxxxx Treasurer and Senior Vice President of the entities listed above [SIGNATURE PAGE TO FIRST SECOND AMENDMENT TO CREDIT AGREEMENTTO
Appears in 1 contract
Counterparts; Fax. This Amendment may be separately executed in counterparts and by the different parties hereto in separate counterparts, each of which when so executed shall be deemed to constitute one and the same AmendmentAgreement. This Amendment and the other Amendment Documents may be validly executed by facsimile or other electronic transmission. THIS AMENDMENT AGREEMENT AND THE OTHER LOAN DOCUMENTS REPRESENT THE FINAL AGREEMENT BETWEEN THE PARTIES AND MAY NOT BE CONTRADICTED BY EVIDENCE OF PRIOR, CONTEMPORANEOUS, OR SUBSEQUENT ORAL AGREEMENTS OF THE PARTIES. THERE ARE NO UNWRITTEN ORAL AGREEMENTS OF THE PARTIES. [The remainder of this page has been intentionally left blank. Signature pages follow.] IN WITNESS WHEREOF, this Amendment is executed as of the date first above written. CHESAPEAKE ENERGY CORPORATION CHESAPEAKE EXPLORATION, L.L.C. CHESAPEAKE APPALACHIA, L.L.C. By: /S/ XXXXXXXX X. XXXXXXX Xxxxxxxx X. Xxxxxxx Treasurer and Senior Vice President [SIGNATURE PAGE TO FIRST FIFTH AMENDMENT TO EIGHTH SEVENTH AMENDED AND RESTATED CREDIT AGREEMENT] UNION BANK, N.A., as Administrative Agent, as Swing Line Lender, as an Issuing Lender and as a Lender By: /S/ XXXXXXX XXXXX XXXXXXXXX Name: Xxxxxxx Xxxxx Assistant Xxxxxxxxx Title: Senior Vice President FIRST [SIGNATURE PAGE TO FIFTH AMENDMENT TO EIGHTH SEVENTH AMENDED AND RESTATED CREDIT AGREEMENT] THE ROYAL BANK OF TOKYO-MITSUBISHI UFJ, LTD.SCOTLAND plc, as a Lender By: /S/ XXXXXX XXXX Name: Xxxxxx Xxxx Title: Managing Director FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] XXXXX FARGO BANK, NATIONAL ASSOCIATION, as a Co-Syndication Agent, as an Issuing Lender and as a Lender By: /S/ XXXX XXXXXXXXXX XXXXXX Name: Xxxx Xxxxxxxxxx Xxxxxx Title: Vice President FIRST [SIGNATURE PAGE TO FIFTH AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] THE ROYAL BANK OF SCOTLAND plc, as a Co-Syndication Agent, as an Issuing Lender and as a Lender By: /S/ SANJAY RENONG Name: Sanjay Renong Title: Authorized Signatory FIRST AMENDMENT TO EIGHTH SEVENTH AMENDED AND RESTATED CREDIT AGREEMENT] BNP PARIBAS, as a Co-Syndication Agent, as an Issuing Lender Documentation Agent and as a Lender By: /S/ XXXXXXX XXXXXXXXX XXXXX XXXXXX Name: Xxxxxxx Xxxxxxxxx Xxxxx Xxxxxx Title: Director By: /S/ XXXXX XXXXXX Name: Xxxxx Xxxxxx Title: Director FIRST [SIGNATURE PAGE TO FIFTH AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] CREDIT AGRICOLE CORPORATE AND INVESTMENT BANK, as Documentation Agent, as an Issuing Lender and as a Lender By: /S/ XXXXX XXXXXXXXXX Name: Xxxxx Xxxxxxxxxx Title: Managing Director By: /S/ XXXXXXX X. XXXXXX Name: Xxxxxxx X. Xxxxxx Title: Managing Director FIRST AMENDMENT TO EIGHTH SEVENTH AMENDED AND RESTATED CREDIT AGREEMENT] BANK OF AMERICA, N.A., as Co-Documentation Agent and as a Lender By: /S/ XXXXXX X. XXXXXX Name: Xxxxxx X. XxXxxx Title: Managing Director FIRST Senior Vice President [SIGNATURE PAGE TO FIFTH AMENDMENT TO EIGHTH SEVENTH AMENDED AND RESTATED CREDIT AGREEMENT] CITIBANKSUNTRUST BANK, N.A.as Co-Documentation Agent and as a Lender By: /S/ XXXXX XXXXXXX Name: Xxxxx Xxxxxxx Title: Vice President [SIGNATURE PAGE TO FIFTH AMENDMENT TO SEVENTH AMENDED AND RESTATED CREDIT AGREEMENT] CREDIT AGRICOLE CORPORATE AND INVESTMENT BANK, FORMERLY KNOWN AS CALYON NEW YORK BRANCH, as a Lender By: /S/ XXXX X. XXXXXX XXXXXX Name: Xxxx X. Xxxxxx Xxxxxx Title: Attorney-in-fact Managing Director By: /S/ XXXXXXX XXXXXX Name: Xxxxxxx Xxxxxx Title: Managing Director [SIGNATURE PAGE TO FIRST FIFTH AMENDMENT TO EIGHTH SEVENTH AMENDED AND RESTATED CREDIT AGREEMENT] DEUTSCHE BANK TRUST COMPANY AMERICASFORTIS CAPITAL CORP., as a Lender By: /S/ XXXXX XXXXXX Name: Xxxxx Xxxxxx Title: Director By: /S/ XXXXXXX XXXX XXXXX XXXXXX Name: Xxxxxxx Xxxx Xxxxx Xxxxxx Title: Vice President FIRST Director [SIGNATURE PAGE TO FIFTH AMENDMENT TO EIGHTH SEVENTH AMENDED AND RESTATED CREDIT AGREEMENT] DNB NOR BANK ASAWACHOVIA BANK, NATIONAL ASSOCIATION, as a Lender By: /S/ XXXXXX XXXXX J. XXXX XXXXXXXXX Name: Xxxxxx Xxxxx J. Xxxx Xxxxxxxxx Title: Senior Vice President By: /S/ XXXXXX XXXXXX Name: Xxxxxx Xxxxxx Title: Senior Vice President FIRST SVP [SIGNATURE PAGE TO FIFTH AMENDMENT TO EIGHTH SEVENTH AMENDED AND RESTATED CREDIT AGREEMENT] XXXXXXX XXXXX BANK USA, as a Lender By: /s/ XXXX XXXXXXXX Name: Xxxx Xxxxxxxx Title: Authorized Signatory FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] MIZUHO CORPORATE FARGO BANK, LTD., as a Lender By: /s/ XXXX MO Name: Xxxx Mo Title: Authorized Signatory FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] NATIXIS, as a Lender By: /s/ LIANA TCHERNYSHEVA Name: Liana Tchernysheva Title: Managing Director By: /s/ XXXXXXX X. XXXXXXX Name: Xxxxxxx X. Xxxxxxx Title: Senior Managing Director FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] THE BANK OF NOVA SCOTIA, as a Lender By: /s/ XXXX XXXXXXX Name: Xxxx Xxxxxxx Title: Director FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] UBS AG, STAMFORD BRANCH, as a Lender By: /s/ XXXX X. XXXXX Name: Xxxx X. Xxxxx Title: Associate Director By: /s/ XXXX X. XXXX Name: Xxxx X. Xxxx Title: Associate Director FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] BARCLAYS BANK PLC, as a Lender By: /s/ XXXXX XXXXX Name: Xxxxx Xxxxx Title: AVP FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] CREDIT SUISSE AG, CAYMAN ISLANDS BRANCH, as a Lender By: /s/ XXX XXXXX Name: Xxx Xxxxx Title: Director By: /s/ XXXXXXX X. XXXXXXX Name: Xxxxxxx X. Xxxxxxx Title: Associate FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] COMPASS BANK, as a Lender By: /s/ XXXXXXXX X. XXXXX Name: Xxxxxxxx X. Xxxxx Title: Senior Vice President FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] TORONTO DOMINION (NEW YORK) LLCN.A., as a Lender By: /S/ J. XXXX XXXXX XXXXXXXXX Name: J. Xxxx Xxxxx Xxxxxxxxx Title: Authorized Signatory FIRST SVP [SIGNATURE PAGE TO FIFTH AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] COMERICA BANK, as a Lender By: /S/ XXXX X. XXXXXXX Name: Xxxx X. Xxxxxxx Title: Assistant Vice President FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] SUNTRUST BANK, as a Lender By: /S/ XXXX XXXXX Name: Xxxx Xxxxx Title: Director FIRST AMENDMENT TO EIGHTH AMENDED AND RESTATED CREDIT AGREEMENT] EXPORT DEVELOPMENT CANADA, as a Lender By: /S/ XXXXXXX XXXXX Name: Xxxxxxx Xxxxx Title: Asset Manager By: /S/ XXXXXX XXXXXXXX Name: Xxxxxx Xxxxxxxx Title: Asset Manager FIRST AMENDMENT TO EIGHTH SEVENTH AMENDED AND RESTATED CREDIT AGREEMENT] BANK OF SCOTLAND plc, as a Lender By: /S/ XXXXX X. XXXXXXXX Name: Xxxxx X. Xxxxxxxx Title: Assistant Vice President FIRST [SIGNATURE PAGE TO FIFTH AMENDMENT TO EIGHTH SEVENTH AMENDED AND RESTATED CREDIT AGREEMENT] MACQUARIE BANKCITICORP USA, LTDINC., as a Lender By: /S/ YOVEN MOOROOVEN Name: Yoven Moorooven Title: Division Director By: /S/ XXXX XXXXXX Name: Xxxx Xxxxxx Title: Associate Director Legal Risk Management FIRST Vice President [SIGNATURE PAGE TO FIFTH AMENDMENT TO EIGHTH SEVENTH AMENDED AND RESTATED CREDIT AGREEMENT] NOMURA INTERNATIONAL PLCBMO CAPITAL MARKETS FINANCING, INC., as a Lender By: /S/ XXXX X. XXXXX XXXXXX XXXXXXXX Name: Xxxx X. Xxxxx Xxxxxx Xxxxxxxx Title: Managing Director FIRST [SIGNATURE PAGE TO FIFTH AMENDMENT TO EIGHTH SEVENTH AMENDED AND RESTATED CREDIT AGREEMENT] SUMITOMO MITSUI BANKING CORPORATIONTHE BANK OF NOVA SCOTIA, as a Lender By: /S/ XXXX XXXXXXX Name: Xxxx Xxxxxxx Title: Director [SIGNATURE PAGE TO FIFTH AMENDMENT TO SEVENTH AMENDED AND RESTATED CREDIT AGREEMENT] U.S. BANK NATIONAL ASSOCIATION, as a Lender By: /S/ XXXX X.XXXXXXXX Name: Xxxx X. Xxxxxxxx Title: Senior Vice President [SIGNATURE PAGE TO FIFTH AMENDMENT TO SEVENTH AMENDED AND RESTATED CREDIT AGREEMENT] BARCLAYS BANK PLC, as a Lender By: /S/ XXX XXX Name: Xxx Xxx Title: Assistant Vice President [SIGNATURE PAGE TO FIFTH AMENDMENT TO SEVENTH AMENDED AND RESTATED CREDIT AGREEMENT] ABN AMRO BANK N.V., as a Lender By: /S/ XXXXXXX XXXXXX XXXXXXXX Name: Xxxxxxx Xxxxxx Xxxxxxxx Title: Joint General Manager FIRST Director By: /S/ XXXX XXXXXXXX Name: Xxxx Xxxxxxxx Title: Associate NATIXIS, as a Lender By: /S/ XXXXXXX X. XXXXXXXXX Name: Xxxxxxx X. Xxxxxxxxx Title: Managing Director By: /S/ LIANA TCHERNYSHEVA Name: Liana Tchernysheva Title: Director [SIGNATURE PAGE TO FIFTH AMENDMENT TO EIGHTH SEVENTH AMENDED AND RESTATED CREDIT AGREEMENT] PNC COMERICA BANK, as a Lender By: /S/ XXXXXX XXXXXX Name: XXXXXX XXXXXX Title: SENIOR VICE PRESIDENT [SIGNATURE PAGE TO FIFTH AMENDMENT TO SEVENTH AMENDED AND RESTATED CREDIT AGREEMENT] BANK OF OKLAHOMA, N.A., as a Lender By: /S/ XXXX XXXXXXXXXXX Name: Xxxx Xxxxxxxxxxx Title: Assistant Vice President [SIGNATURE PAGE TO FIFTH AMENDMENT TO SEVENTH AMENDED AND RESTATED CREDIT AGREEMENT] TORONTO DOMINION (TEXAS) LLC, as a Lender By: /S/ XXXXXX XXXXXXX Name: XXXXXX XXXXXXX Title: AUTHORIZED SIGNATORY [SIGNATURE PAGE TO FIFTH AMENDMENT TO SEVENTH AMENDED AND RESTATED CREDIT AGREEMENT] COMPASS BANK, as a Lender By: /S/ XXXXXXXX XXXXXX X. XXXXX Name: Xxxxxxxx Xxxxxx X. Xxxxx Title: Officer FIRST Senior Vice President [SIGNATURE PAGE TO FIFTH AMENDMENT TO EIGHTH SEVENTH AMENDED AND RESTATED CREDIT AGREEMENT] MIDFIRST BANK, as a Lender By: /S/ XXXXX X. XXXXXXX Name: Xxxxx X. Xxxxxxx Title: Senior Vice President FIRST [SIGNATURE PAGE TO FIFTH AMENDMENT TO EIGHTH SEVENTH AMENDED AND RESTATED CREDIT AGREEMENT] CREDIT SUISSE, CAYMAN ISLANDS BRANCH, as a Lender By: /S/ XXXXX XXXXX Name: Xxxxx Xxxxx Title: Vice President By: /S/ XXXXX-XXXXX XXXXXXXX Name: Xxxxx-Xxxxx Xxxxxxxx Title: Associate [SIGNATURE PAGE TO FIFTH AMENDMENT TO SEVENTH AMENDED AND RESTATED CREDIT AGREEMENT] UBS LOAN FINANCE LLC, as a Lender By: /S/ XXXX X. XXXX Name: Xxxx X. Xxxx Title: Associate Director By: /S/ XXXX X. XXXXX Name: Xxxx X. Xxxxx Title: Associate Director [SIGNATURE PAGE TO FIFTH AMENDMENT TO SEVENTH AMENDED AND RESTATED CREDIT AGREEMENT] DEUTSCHE BANK TRUST COMPANY AMERICAS, as a Lender By: /S/ XXXX X’XXXXX Name: Xxxx X’Xxxxx Title: Director By: /S/ XXXXX XXXXXXX Name: Xxxxx Xxxxxxx Title: Director [SIGNATURE PAGE TO FIFTH AMENDMENT TO SEVENTH AMENDED AND RESTATED CREDIT AGREEMENT] XXXXXXX XXXXX BANK USA, as a Lender By: /S/ XXXX XXXXXXXX Name: Xxxx Xxxxxxxx Title: Authorized Signatory [SIGNATURE PAGE TO FIFTH AMENDMENT TO SEVENTH AMENDED AND RESTATED CREDIT AGREEMENT] XXXXXXX SACHS CREDIT PARTNERS L.P., as a Lender By: /S/ XXXX XXXXXXXX Name: Xxxx Xxxxxxxx Title: Authorized Signatory [SIGNATURE PAGE TO FIFTH AMENDMENT TO SEVENTH AMENDED AND RESTATED CREDIT AGREEMENT] ROYAL BANK OF CANADA, as a Lender By: /S/ XXX X. XXXXXXXXXXX Name: Xxx X. XxXxxxxxxxx Title: Authorized Signatory [SIGNATURE PAGE TO FIFTH AMENDMENT TO SEVENTH AMENDED AND RESTATED CREDIT AGREEMENT] WOODLANDS COMMERCIAL BANK By: /S/ XXXXX XXXXXXXXX Name: Xxxxx Xxxxxxxxx Title: Vice President [SIGNATURE PAGE TO FIFTH AMENDMENT TO SEVENTH AMENDED AND RESTATED CREDIT AGREEMENT] CONSENT AND AGREEMENT By its execution below, each of the undersigned hereby (i) consents to the provisions of this Amendment and the transactions contemplated herein, (ii) ratifies and confirms the Sixth Fifth Amended and Restated Guarantee Agreement dated as of December November 2, 2010 2007 made by it for the benefit of Administrative Agent and Lenders (as modified by certain Assumption Agreements, if any) and the other Loan Documents executed pursuant to the Credit Agreement (or any prior amendment or supplement to the Credit Agreement), (iii) agrees that all of its respective obligations and covenants thereunder shall remain unimpaired by the execution and delivery of this Amendment and the other documents and instruments executed in connection herewith, and (iv) agrees that the Sixth Fifth Amended and Restated Guarantee Agreement and such other Loan Documents shall remain in full force and effect. Corporations: CHESAPEAKE ENERGY CORPORATION CHESAPEAKE ENERGY LOUISIANA CORPORATION CHESAPEAKE ENERGY MARKETING, INC. CHESAPEAKE E&P HOLDING CORPORATION XXXX X. XXXX & SON, INC. DIAMOND Y ENTERPRISE, INCORPORATED CHESAPEAKE OPERATING, INC., on . On behalf of itself and, as general partner of the following limited partnership: CHESAPEAKE LOUISIANA, L.P. CHK HOLDINGS CORPORATION DIAMOND Y ENTERPRISE, INCORPORATED XXXX X. XXXX & SON, INC. LA LAND ACQUISITION CORPORATION CHESAPEAKE AEZ EXPLORATIONLimited Liability Companies: XXXXXX TRUCKING COMPANY, L.L.C. CHESAPEAKE APPALACHIAXXXXXX ACQUISITION, L.L.C. CHESAPEAKE-XXXXXXXX ACQUISITION, L.L.C. CHESAPEAKE LAND DEVELOPMENT COMPANY, L.L.C. CHESAPEAKE PLAZA, L.L.C. CHESAPEAKE ROYALTY, L.L.C. CHESAPEAKE VRT, L.L.C. COMPASS MANUFACTURING, L.L.C. EMLP, L.L.C., on behalf of itself and as general partner of EMPRESS LOUISIANA PROPERTIES, L.P. [SIGNATURE PAGE TO FIRST AMENDMENT TO CREDIT AGREEMENT CONSENT AND AGREEMENT] EMPRESS, L.L.C. GOTHIC PRODUCTION, L.L.C. GREAT PLAINS OILFIELD RENTAL, L.L.C. MC MINERAL COMPANY, L.L.C. CHESAPEAKE LAND DEVELOPMENT COMPANY, L.L.C. HAWG HAULING & DISPOSAL, LLC XXXXXX TRUCKING COMPANY, L.L.C. MC LOUISIANA MINERALS, L.L.C. MC MINERAL COMPANYCHK HOLDINGS, L.L.C. MIDCON COMPRESSION, L.L.C. MKR HOLDINGS, L.L.C. NOMAC DRILLING, L.L.C. NORTHERN MICHIGAN EXPLORATION COMPANYLimited Partnerships: EMLP, L.L.C. PERFORMANCE TECHNOLOGIESSolely as general partner of the following limited partnership: EMPRESS LOUISIANA PROPERTIES, L.L.C. VENTURA REFINING AND TRANSMISSION, LLC WINTER MOON ENERGY COMPANY, L.L.C. L.P. By: /s/ /S/ XXXXXXXX X. XXXXXXX Xxxxxxxx X. Xxxxxxx, Treasurer and Senior Vice President of the entities listed above [SIGNATURE PAGE TO FIRST AMENDMENT TO CREDIT AGREEMENT
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