SECOND AMENDED AND RESTATED CREDIT AGREEMENT AMONG PRIMEENERGY CORPORATION THE GUARANTORS PARTY HERETO COMPASS BANK (successor in interest to Guaranty Bank, FSB) AS ADMINISTRATIVE AGENT AND LETTER OF CREDIT ISSUER BBVA COMPASS, AS SOLE LEAD ARRANGER...Credit Agreement • August 16th, 2010 • Primeenergy Corp • Crude petroleum & natural gas • Texas
This SECOND AMENDED AND RESTATED CREDIT AGREEMENT is made and entered into effective the 30th day of July, 2010, by and among PRIMEENERGY CORPORATION, a Delaware corporation (the “Borrower”), PRIMEENERGY MANAGEMENT CORPORATION, a New York corporation (“PrimeEnergy Management”), PRIME OPERATING COMPANY, a Texas corporation (“Prime Operating”), EASTERN OIL WELL SERVICE COMPANY, a West Virginia corporation (“Eastern Oil Well Service”), SOUTHWEST OILFIELD CONSTRUCTION COMPANY, an Oklahoma corporation (“Southwest Oilfield Construction”), E O W S MIDLAND COMPANY, a Texas corporation (“E O W S Midland”), each lender that is a party hereto or becomes a party hereto as provided in Section 9.1 (individually, together with its successors and assigns, a “Lender” and collectively, together with their respective successors and assigns, the “Lenders”), and COMPASS BANK, an Alabama national banking association (“BBVA Compass”) and the successor in interest to Guaranty Bank, FSB, as administrative agen
GUARANTY BY PRIMEENERGY MANAGEMENT CORPORATION PRIME OPERATING COMPANY EASTERN OIL WELL SERVICE COMPANY SOUTHWEST OILFIELD CONSTRUCTION COMPANY AND E O W S MIDLAND COMPANY IN FAVOR OF COMPASS BANK, AS AGENTPrimeenergy Corp • August 16th, 2010 • Crude petroleum & natural gas • Texas
This GUARANTY (this “Guaranty”) dated the day of , 2010, is by PRIMEENERGY MANAGEMENT CORPORATION, a New York corporation, PRIME OPERATING COMPANY, a Texas corporation, EASTERN OIL WELL SERVICE COMPANY, a West Virginia corporation, SOUTHWEST OILFIELD CONSTRUCTION COMPANY, an Oklahoma corporation, and E O W S MIDLAND COMPANY, a Texas corporation (collectively, the “Guarantors”), in favor of COMPASS BANK, an Alabama banking association, in its capacity as agent (in such capacity, the “Agent”) for the lenders from time to time parties to or bound by that certain Second Amended and Restated Credit Agreement dated of even date herewith, by and among PrimeEnergy Corporation, a Delaware corporation (the “Borrower”), the Guarantors, such lenders (the “Lenders”) and the Agent (as amended, restated, supplemented or otherwise modified from time to time, the “Agreement”) and, under certain circumstances, certain other parties, for the benefit of the Lenders and such other parties.
SECURITY AGREEMENT (PLEDGE)Security Agreement • August 16th, 2010 • Primeenergy Corp • Crude petroleum & natural gas • Texas
This SECURITY AGREEMENT (PLEDGE) (as amended, supplemented, restated or otherwise modified from time to time, this “Security Agreement”) is made and entered into effective as of the day of , 2010, by PRIMEENERGY CORPORATION, a Delaware corporation, the address for which, for purposes hereof, is One Landmark Square, Stamford Connecticut 06901, Attn: Beverly A. Cummings (“Debtor”), in favor of COMPASS BANK, an Alabama banking association and successor in interest to Guaranty Bank, FSB, federal savings bank, in its capacity as agent under the Second Amended and Restated Credit Agreement referred to below, the address for which for purposes hereof is 24 Greenway Plaza, Suite 1400A, Houston, Texas 770456, Attn: Kathleen J. Bowen (in such capacity, together with its successors and assigns in such capacity, “Secured Party”), for the benefit of the lenders party to such Second Amended and Restated Credit Agreement from time to time (the “Lenders”) and, under certain circumstances, certain addi
