Common use of Amendments to Security Documents Clause in Contracts

Amendments to Security Documents. (a) Each of the Applicable Junior Agent and Junior Representatives agrees that each applicable Junior Secured Obligations Document executed as of the date hereof shall include the following language (or language to similar effect approved by the relevant Applicable Agent): “Notwithstanding anything herein to the contrary, (i) the liens and security interests granted to [applicable Junior Representative] for the benefit of the [applicable Junior Secured Obligations Secured Parties] pursuant to this Agreement and (ii) the exercise of any right or remedy by [applicable Junior Representative] hereunder or the application of proceeds (including insurance proceeds and condemnation proceeds) of any Common Collateral, are subject to the provisions of the Amended and Restated Senior Lien Intercreditor Agreement dated as of August 24, 2016 (as amended, restated, supplemented, replaced or otherwise modified from time to time, the “Senior Lien Intercreditor Agreement”), among Citibank, N.A., as Term Facility Agent and Applicable Second Lien Agent, JPMorgan Chase Bank, N.A., as RBL Facility Agent and Applicable First Lien Agent, Citibank, N.A., as Priority Lien Term Facility Agent, EP Energy LLC and the Subsidiaries of EP Energy LLC party thereto. In the event of any conflict between the terms of the Senior Lien Intercreditor Agreement and the terms of this Agreement, the terms of the Senior Lien Intercreditor Agreement shall govern.”

Amendments to Security Documents. (a) Each of the Applicable Junior Agent and Junior Representatives agrees that each applicable Junior Secured Obligations Document executed as of the date hereof shall include the following language (or language to similar effect approved by the relevant Applicable Agent): “Notwithstanding anything herein to the contrary, (i) the liens and security interests granted to [applicable Junior Representative] for the benefit of the [applicable Junior Secured Obligations Secured Parties] pursuant to this Agreement and (ii) the exercise of any right or remedy by [applicable Junior Representative] hereunder or the application of proceeds (including insurance proceeds and condemnation proceeds) of any Common Collateral, are subject to the provisions of the Amended and Restated Senior Lien Intercreditor Agreement dated as of August 24[·], 2016 2012 (as amended, restated, supplemented, replaced or otherwise modified from time to time, the “Senior Lien Intercreditor Agreement”), among Citibank, N.A., as Term Facility Agent, Senior Secured Notes Collateral Agent and Applicable Second Lien Agent, JPMorgan Chase Bank, N.A., as RBL Facility Agent and Applicable First Lien Agent, CitibankWilmington Trust, N.A.National Association, as Priority Lien Term Facility AgentTrustee under the Senior Secured Notes Indenture, EP Energy LLC LLC, as a co-issuer of the Senior Secured Notes, and the Subsidiaries of EP Energy LLC party thereto. In the event of any conflict between the terms of the Senior Lien Secured Intercreditor Agreement and the terms of this Agreement, the terms of the Senior Lien Secured Intercreditor Agreement shall govern.”

Amendments to Security Documents. (a) Each of the Applicable Junior Second Lien Agent and Junior Second-Priority Lien Obligations Representatives agrees that each applicable Junior Secured Second-Priority Lien Obligations Document executed as of the date hereof shall include the following language (or language to similar effect approved by the relevant Applicable First Lien Agent): “Notwithstanding anything herein to the contrary, (i) the liens and security interests granted to [applicable Junior Second Lien Representative] for the benefit of the [applicable Junior Secured Second-Priority Lien Obligations Secured Parties] pursuant to this Agreement and (ii) the exercise of any right or remedy by [applicable Junior Second Lien Representative] hereunder or the application of proceeds (including insurance proceeds and condemnation proceeds) of any Common Collateral, are subject to the provisions of the Amended and Restated Senior Priority Lien Intercreditor Agreement dated as of August 24, 2016 (as amended, restated, supplemented, replaced or otherwise modified from time to time, the “Senior Priority Lien Intercreditor Agreement”), among Citibank, N.A., as Term Facility Agent and Applicable Second Lien Agent, JPMorgan Chase Bank, N.A., as RBL Facility Agent and Applicable First Lien Agent, Citibank, N.A., as Priority Lien Term Facility Agent, EP Energy LLC and the Subsidiaries of EP Energy LLC party thereto. In the event of any conflict between the terms of the Senior Priority Lien Intercreditor Agreement and the terms of this Agreement, the terms of the Senior Priority Lien Intercreditor Agreement shall govern.”

Amendments to Security Documents. (a) Each of the Applicable Junior Second Lien Agent and Junior Second-Priority Lien Obligations Representatives agrees that each applicable Junior Secured Second-Priority Lien Obligations Document executed as of the date hereof shall include the following language (or language to similar effect approved by the relevant Applicable First Lien Agent): “Notwithstanding anything herein to the contrary, (i) the liens and security interests granted to [applicable Junior Second Lien Representative] for the benefit of the [applicable Junior Secured Second-Priority Lien Obligations Secured Parties] pursuant to this Agreement and (ii) the exercise of any right or remedy by [applicable Junior Second Lien Representative] hereunder or the application of proceeds (including insurance proceeds and condemnation proceeds) of any Common Collateral, are subject to the provisions of the Amended and Restated Senior Priority Lien Intercreditor Agreement dated as of August 24May 23, 2016 2018 (as amended, restated, supplemented, replaced or otherwise modified from time to time, the “Senior Priority Lien Intercreditor Agreement”), among CitibankWilmington Trust, N.A.National Association, as Term Notes Facility Agent and Applicable Second Lien Agent, JPMorgan Chase Bank, N.A., as RBL Facility Agent and Applicable First Lien Agent, Citibank, N.A., as Priority Lien Term Facility Agent, EP Energy LLC and the Subsidiaries of EP Energy LLC party thereto. In the event of any conflict between the terms of the Senior Priority Lien Intercreditor Agreement and the terms of this Agreement, the terms of the Senior Priority Lien Intercreditor Agreement shall govern.”

Amendments to Security Documents. (a) Each of the Applicable Junior Agent and Junior Representatives agrees that each applicable Junior Secured Obligations Document executed as of the date hereof shall include the following language (or language to similar effect approved by the relevant Applicable Agent): “Notwithstanding anything herein to the contrary, (i) the liens and security interests granted to [applicable Junior Representative] for the benefit of the [applicable Junior Secured Obligations Secured Parties] pursuant to this Agreement and (ii) the exercise of any right or remedy by [applicable Junior Representative] hereunder or the application of proceeds (including insurance proceeds and condemnation proceeds) of any Common Collateral, are subject to the provisions of the Amended and Restated Senior Lien Intercreditor Agreement dated as of August May 24, 2016 2012 (as amended, restated, supplemented, replaced or otherwise modified from time to time, the “Senior Lien Intercreditor Agreement”), among Citibank, N.A., as Term Facility Agent, Senior Secured Notes Collateral Agent and Applicable Second Lien Agent, JPMorgan Chase Bank, N.A., as RBL Facility Agent and Applicable First Lien Agent, CitibankWilmington Trust, N.A.National Association, as Priority Lien Term Facility AgentTrustee under the Senior Secured Notes Indenture, EP Energy LLC LLC, as a co-issuer of the Senior Secured Notes, and the Subsidiaries of EP Energy LLC party thereto. In the event of any conflict between the terms of the Senior Lien Secured Intercreditor Agreement and the terms of this Agreement, the terms of the Senior Lien Secured Intercreditor Agreement shall govern.”

Amendments to Security Documents. (a) Each of the Applicable Junior Second Lien Agent and Junior Second-Priority Lien Obligations Representatives agrees that each applicable Junior Secured Second-Priority Lien Obligations Document executed as of the date hereof shall include the following language (or language to similar effect approved by the relevant Applicable First Lien Agent): “Notwithstanding anything herein to the contrary, (i) the liens and security interests granted to [applicable Junior Second Lien Representative] for the benefit of the [applicable Junior Secured Second-Priority Lien Obligations Secured Parties] pursuant to this Agreement and (ii) the exercise of any right or remedy by [applicable Junior Second Lien Representative] hereunder or the application of proceeds (including insurance proceeds and condemnation proceeds) of any Common Collateral, are subject to the provisions of the Amended and Restated Senior Additional Priority Lien Intercreditor Agreement dated as of August 24November 29, 2016 (as amended, restated, supplemented, replaced or otherwise modified from time to time, the “Senior Additional Priority Lien Intercreditor Agreement”), among CitibankWilmington Trust, N.A.National Association, as Term Notes Facility Agent and Applicable Second Lien Agent, JPMorgan Chase Bank, N.A., as RBL Facility Agent and Applicable First Lien Agent, Citibank, N.A., as Priority Lien Term Facility Agent, EP Energy LLC and the Subsidiaries of EP Energy LLC party thereto. In the event of any conflict between the terms of the Senior Additional Priority Lien Intercreditor Agreement and the terms of this Agreement, the terms of the Senior Additional Priority Lien Intercreditor Agreement shall govern.”

Amendments to Security Documents. (a) Each 94 Annex 1 - Commitments SCHEDULE I - Material Agreements and Liens SCHEDULE II - Hazardous Materials SCHEDULE III - Subsidiaries and Investments SCHEDULE IV - Approvals and Compliance SCHEDULE V - Existing Letters of Credit SCHEDULE VI - Taxes SCHEDULE VII - Transactions with Affiliates EXHIBIT A-1 - Form of Revolving Credit Security Agreement EXHIBIT A-2 - Form of Term Loan Security Agreement EXHIBIT B - Form of Confidentiality Agreement THIRD AMENDED AND RESTATED CREDIT AGREEMENT dated as of October 29, 1993, amended and restated as of May 29, 1997, among: BE AEROSPACE, INC., a corporation duly organized and validly existing under the laws of the Applicable Junior Agent and Junior Representatives agrees that State of Delaware (the "Company"); each applicable Junior Secured Obligations Document executed as of the date hereof lenders that is a signatory hereto identified under the caption "LENDERS" on the signature pages hereto or which, pursuant to Section 11.06(b) hereof, shall include become a "Lender" hereunder (individually, a "Lender" and, collectively, the following language (or language to similar effect approved by the relevant Applicable Agent): “Notwithstanding anything herein to the contrary"Lenders"); and THE CHASE MANHATTAN BANK, (i) the liens and security interests granted to [applicable Junior Representative] a New York banking corporation, as agent for the benefit of Lenders (in such capacity, together with its successors in such capacity, the [applicable Junior Secured Obligations Secured Parties] pursuant "Administrative Agent"). The Company, certain Lenders and the Administrative Agent are party to this Agreement and (ii) the exercise of any right or remedy by [applicable Junior Representative] hereunder or the application of proceeds (including insurance proceeds and condemnation proceeds) of any Common Collateral, are subject to the provisions of the a Second Amended and Restated Senior Lien Intercreditor Credit Agreement dated as of August 24October 29, 2016 1993, amended and restated as of January 19, 1996 (as amendedmodified and supplemented and in effect immediately prior to the Amendment Effective Date referred to below, the "Existing Credit Agreement"). The Company has requested that the Lender and the Administrative Agent agree to amend and restate the Existing Credit Agreement, and the Lenders and the Administrative Agent are willing to amend and restate the Existing Credit Agreement, all on the terms and conditions herein set forth. Accordingly, the parties hereto agree to amend and restate the Existing Credit Agreement so that, as amended and restated, supplemented, replaced or otherwise modified from time to time, the “Senior Lien Intercreditor Agreement”), among Citibank, N.A., it reads in its entirety as Term Facility Agent and Applicable Second Lien Agent, JPMorgan Chase Bank, N.A., as RBL Facility Agent and Applicable First Lien Agent, Citibank, N.A., as Priority Lien Term Facility Agent, EP Energy LLC and the Subsidiaries of EP Energy LLC party thereto. In the event of any conflict between the terms of the Senior Lien Intercreditor Agreement and the terms of this Agreement, the terms of the Senior Lien Intercreditor Agreement shall governprovided herein.”