Common use of DEBTORS Clause in Contracts

DEBTORS. MIDSTATES PETROLEUM COMPANY, INC., a Delaware corporation By: /s/ Xxxxxx X. Xxxxxx Name: Xxxxxx X. Xxxxxx Title: Senior Vice President and Chief Financial Officer MIDSTATES PETROLEUM COMPANY LLC, a Delaware limited liability company By: /s/ Xxxxxx X. Xxxxxx Name: Xxxxxx X. Xxxxxx Title: Senior Vice President and Chief Financial Officer COLLATERAL AGENT: WILMINGTON TRUST, NATIONAL ASSOCIATION, as Trustee By: /s/ Xxxxx Xxxxxxxx Name: Xxxxx Xxxxxxxx Title: Assistant Vice President COLLATERAL AGENT: WILMINGTON TRUST, NATIONAL ASSOCIATION, as Collateral Agent By: /s/ Xxxxx Xxxxxxxx Name: Xxxxx Xxxxxxxx Title: Assistant Vice President ATTACHMENT TO SECURITY AGREEMENT SECURITY AGREEMENT SUPPLEMENT This SECURITY AGREEMENT SUPPLEMENT, dated [ ], is delivered by [Name of Debtor] a [Name of State of Incorporation] [Corporation] (the “Debtor”) pursuant to the Second Lien Pledge and Security Agreement dated as of May 21, 2015 (as it may be from time to time amended, restated, modified or supplemented, the “Security Agreement”), among MIDSTATES PETROLEUM COMPANY, INC., MIDSTATES PETROLEUM COMPANY LLC, the other Debtors named therein, if any, and WILMINGTON TRUST, NATIONAL ASSOCIATION, as Collateral Agent. Capitalized terms used herein not otherwise defined herein shall have the meanings ascribed thereto in the Security Agreement. By executing and delivering this Security Agreement Supplement, Debtor hereby becomes a party to the Security Agreement with the same force and effect as if originally name a “Debtor” therein, and without limiting the generality of the foregoing, (a) Debtor hereby expressly assumes all obligations and liabilities of a Debtor thereunder and agrees to be bound by the terms thereof, and (b) confirms the grant to Collateral Agent set forth in the Security Agreement of, and in order to secure the full and complete payment and performance of the Secured Obligations when due, Debtor hereby grants to Collateral Agent, for the benefit of the Beneficiaries, a security interest in and lien on, all of Debtor’s right, title and interest in and to all Collateral, whether now or hereafter existing or in which Debtor now has or hereafter acquires an interest and wherever the same may be located, and Debtor hereby pledges, collaterally transfers, and assigns the Collateral (whether now or hereafter existing or in which Debtor now has or hereafter acquires an interest and wherever the same may be located), to Collateral Agent, for the benefit of the Beneficiaries, as security for the Secured Obligations, all upon and subject to the terms and conditions of the Security Agreement. Debtor represents and warrants that the attached supplements to the Annexes to the Security Agreement accurately and completely set forth all information required pursuant to the Security Agreement with respect to Debtor and its properties and assets, and hereby agrees that such supplements to the Annexes to the Security Agreement shall constitute part of the Annexes to the Security Agreement. Debtor hereby represents and warrants that each of the representations and warranties set forth in the Security Agreement is true and correct on and as of the date hereof (after giving effect to this Supplement) as if made on and as of such date.

DEBTORS. MIDSTATES PETROLEUM COMPANYMADISON TECHNOLOGIES, INC., a Delaware corporation . By: /s/ Xxxxxx X. Pxxxxx Xxxxxxx Name: Pxxxxx Xxxxxxx Title: CEO SOVRYN HOLDINGS, INC. By: /s/ Pxxxxx Xxxxxxx Name: Pxxxxx Xxxxxxx Title: CEO AGENT: ARENA INVESTORS LP By: /s/ Lxxxxxxx Xxxxxx Name: Xxxxxx X. Lxxxxxxx Xxxxxx Title: Senior Vice President and Chief Financial Officer MIDSTATES PETROLEUM COMPANY LLCAuthorized Signatory ARENA SPECIAL OPPORTUNITIES FUND, a Delaware limited liability company LP By: /s/ Xxxxxx X. Lxxxxxxx Xxxxxx Name: Xxxxxx X. Lxxxxxxx Xxxxxx Title: Senior Vice President and Chief Financial Officer COLLATERAL AGENT: WILMINGTON TRUSTAuthorized Signatory ARENA SPECIAL OPPORTUNITIES PARTNERS I, NATIONAL ASSOCIATION, as Trustee LP By: /s/ Xxxxx Xxxxxxxx Lxxxxxxx Xxxxxx Name: Xxxxx Xxxxxxxx Lxxxxxxx Xxxxxx Title: Assistant Vice President COLLATERAL AGENT: WILMINGTON TRUST, NATIONAL ASSOCIATION, as Collateral Agent By: /s/ Xxxxx Xxxxxxxx Name: Xxxxx Xxxxxxxx Title: Assistant Vice President ATTACHMENT TO Authorized Signatory ANNEX A to SECURITY AGREEMENT SECURITY AGREEMENT SUPPLEMENT This SECURITY AGREEMENT SUPPLEMENT, dated [ ], is delivered by [Name of Debtor] a [Name of State of Incorporation] [Corporation] (the “Debtor”) pursuant to the Second Lien Pledge and FORM OF ADDITIONAL DEBTOR JOINDER Security Agreement dated as of May 21February 17, 2015 (as it may be 2021, made by Madison Technologies, Inc., a Nevada corporation and its Subsidiaries party thereto from time to time amendedtime, restated, modified or supplemented, as Debtors to and in favor of the Secured Parties identified therein (the “Security Agreement”), among MIDSTATES PETROLEUM COMPANY, INC., MIDSTATES PETROLEUM COMPANY LLC, . Reference is made to the other Debtors named therein, if any, and WILMINGTON TRUST, NATIONAL ASSOCIATION, Security Agreement as Collateral Agent. Capitalized defined above; capitalized terms used herein and not otherwise defined herein shall have the meanings ascribed thereto in given to such terms in, or by reference in, the Security Agreement. By executing The undersigned hereby agrees that, upon delivery of this Additional Debtor Joinder to the Secured Parties referred to above, the undersigned shall (a) be an Additional Debtor under the Security Agreement, (b) have all the rights and delivering this Security Agreement Supplement, Debtor hereby becomes a party to obligations of the Debtors under the Security Agreement with as fully and to the same force and effect extent as if originally name a “Debtor” therein, and without limiting the generality of the foregoing, (a) Debtor hereby expressly assumes all obligations and liabilities of a Debtor thereunder and agrees to be bound by the terms thereof, undersigned was an original signatory thereto and (bc) confirms the grant be deemed to Collateral Agent set forth in the Security Agreement of, and in order to secure the full and complete payment and performance of the Secured Obligations when due, Debtor hereby grants to Collateral Agent, for the benefit of the Beneficiaries, a security interest in and lien on, all of Debtor’s right, title and interest in and to all Collateral, whether now or hereafter existing or in which Debtor now has or hereafter acquires an interest and wherever the same may be located, and Debtor hereby pledges, collaterally transfers, and assigns the Collateral (whether now or hereafter existing or in which Debtor now has or hereafter acquires an interest and wherever the same may be located), to Collateral Agent, for the benefit of the Beneficiaries, as security for the Secured Obligations, all upon and subject to the terms and conditions of the Security Agreement. Debtor represents and warrants that the attached supplements to the Annexes to the Security Agreement accurately and completely set forth all information required pursuant to the Security Agreement with respect to Debtor and its properties and assets, and hereby agrees that such supplements to the Annexes to the Security Agreement shall constitute part of the Annexes to the Security Agreement. Debtor hereby represents and warrants that each of have made the representations and warranties set forth in the Security Agreement is true and correct on and therein as of the date hereof (of execution and delivery of this Additional Debtor Joinder. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, THE UNDERSIGNED SPECIFICALLY GRANTS TO THE SECURED PARTIES A SECURITY INTEREST IN THE COLLATERAL AS MORE FULLY SET FORTH IN THE SECURITY AGREEMENT AND ACKNOWLEDGES AND AGREES TO THE WAIVER OF JURY TRIAL PROVISIONS SET FORTH THEREIN. Attached hereto are supplemental and/or replacement Disclosure Schedules to the Security Agreement, as applicable. An executed copy of this Joinder shall be delivered to the Secured Parties, and the Secured Parties may rely on the matters set forth herein on or after giving effect to this Supplement) as if made on and as the date hereof. This Joinder shall not be modified, amended or terminated without the prior written consent of such datethe Secured Parties.

DEBTORS. MIDSTATES PETROLEUM COMPANY, INC., a Delaware corporation By: /s/ Xxxxxx X. Xxxxxx Name: Xxxxxx X. Xxxxxx Title: Senior Vice President and Chief Financial Officer MIDSTATES PETROLEUM COMPANY LLC, a Delaware limited liability company By: /s/ Xxxxxx X. Xxxxxx Name: Xxxxxx X. Xxxxxx Title: Senior Vice President and Chief Financial Officer Signature Page to Third Lien Pledge and Security Agreement COLLATERAL AGENT: WILMINGTON TRUST, NATIONAL ASSOCIATION, as Trustee By: /s/ Xxxxx Xxxxxxxx Name: Xxxxx Xxxxxxxx Title: Assistant Vice President COLLATERAL AGENT: WILMINGTON TRUST, NATIONAL ASSOCIATION, as Collateral Agent By: /s/ Xxxxx Xxxxxxxx Name: Xxxxx Xxxxxxxx Title: Assistant Vice President Signature Page to Third Lien Pledge and Security Agreement ATTACHMENT TO SECURITY AGREEMENT SECURITY AGREEMENT SUPPLEMENT This SECURITY AGREEMENT SUPPLEMENT, dated [ ], is delivered by [Name of Debtor] a [Name of State of Incorporation] [Corporation] (the “Debtor”) pursuant to the Second Third Lien Pledge and Security Agreement dated as of May 21, 2015 (as it may be from time to time amended, restated, modified or supplemented, the “Security Agreement”), among MIDSTATES PETROLEUM COMPANY, INC., MIDSTATES PETROLEUM COMPANY LLC, the other Debtors named therein, if any, and WILMINGTON TRUST, NATIONAL ASSOCIATION, as Collateral Agent. Capitalized terms used herein not otherwise defined herein shall have the meanings ascribed thereto in the Security Agreement. By executing and delivering this Security Agreement Supplement, Debtor hereby becomes a party to the Security Agreement with the same force and effect as if originally name a “Debtor” therein, and without limiting the generality of the foregoing, (a) Debtor hereby expressly assumes all obligations and liabilities of a Debtor thereunder and agrees to be bound by the terms thereof, and (b) confirms the grant to Collateral Agent set forth in the Security Agreement of, and in order to secure the full and complete payment and performance of the Secured Obligations when due, Debtor hereby grants to Collateral Agent, for the benefit of the Beneficiaries, a security interest in and lien on, all of Debtor’s right, title and interest in and to all Collateral, whether now or hereafter existing or in which Debtor now has or hereafter acquires an interest and wherever the same may be located, and Debtor hereby pledges, collaterally transfers, and assigns the Collateral (whether now or hereafter existing or in which Debtor now has or hereafter acquires an interest and wherever the same may be located), to Collateral Agent, for the benefit of the Beneficiaries, as security for the Secured Obligations, all upon and subject to the terms and conditions of the Security Agreement. Debtor represents and warrants that the attached supplements to the Annexes to the Security Agreement accurately and completely set forth all information required pursuant to the Security Agreement with respect to Debtor and its properties and assets, and hereby agrees that such supplements to the Annexes to the Security Agreement shall constitute part of the Annexes to the Security Agreement. Debtor hereby represents and warrants that each of the representations and warranties set forth in the Security Agreement is true and correct on and as of the date hereof (after giving effect to this Supplement) as if made on and as of such date.

DEBTORS. MIDSTATES PETROLEUM COMPANY, INC., a Delaware corporation INTERACTIVE HEALTH LLC By: /s/ Xxxxxx X. Xxxxxx Xxxxxxxx Name: Xxxxxx X. Xxxxxx Xxxxxxxx Title: Senior Vice President and Chief Financial Officer MIDSTATES PETROLEUM COMPANY LLCand Secretary Address for Notices: 0000 Xxxxxx Xxxxxx Xxxx Xxxxx, a Delaware limited liability company XX 00000 Fax No.: (000) 000-0000 Telephone No.: (000) 000-0000 Attention: Chief Financial Officer COMERICA BANK By: /s/ Xxxxxx Xxxx X. Xxxxxx Xxxxx Name: Xxxxxx Xxxx X. Xxxxxx Xxxxx Title: Senior Vice President and Chief Financial Officer COLLATERAL AGENTAssociate Comerica Bank Private Equity Group Address for Notices: WILMINGTON TRUSTXxx Xxxxxxx Xxxxxx, NATIONAL ASSOCIATION0xx Xxxxx 000 Xxxxxxxx Xxxxxx Detroit, as Trustee ByMichigan 48226 Fax No.: /s/ Xxxxx Xxxxxxxx Name313/000-0000 Telephone No.: 313/000-0000 Attention: Xxxxx Xxxxxxxx Title: Assistant Vice President COLLATERAL AGENT: WILMINGTON TRUST, NATIONAL ASSOCIATION, as Collateral Agent By: /s/ Xxxxx Xxxxxxxx Name: Xxxxx Xxxxxxxx Title: Assistant Vice President ATTACHMENT Xxxxxx SCHEDULE A TO SECURITY AGREEMENT Locations of Equipment and Inventory (including leased locations) in the Possession of Debtor or Any Bailee/Warehouseman [TO BE COMPLETED BY COMPANY] SCHEDULE B TO SECURITY AGREEMENT SUPPLEMENT This Jurisdictions for Filing UCC-1 Financing Statements [TO BE COMPLETED BY COMPANY] SCHEDULE C TO SECURITY AGREEMENT SUPPLEMENT, dated [ ], is delivered by Debtor Jurisdiction of Organization [Name TO BE COMPLETED BY COMPANY] SCHEDULE D TO SECURITY AGREEMENT Pledged Shares* [TO BE COMPLETED BY COMPANY] Stock Issuer Owner of Debtor] a [Name Stock Class of State Stock Stock Certificate No(s) Par Value Number of Incorporation] [Corporation] (the “Debtor”) pursuant Shares Outstanding Shares * Modify headings to the Second Lien Pledge and extent necessary to identify membership interests, partnership units, notes or other instruments. SCHEDULE E TO SECURITY AGREEMENT INTELLECTUAL PROPERTY ITEM A. TRADEMARKS Registered Trademarks Country Trademark Registration No. Debtor Pending Trademark Applications Country Trademark Registration No. Debtor Expired, Abandoned or Canceled Trademarks Country Trademark Registration No. Debtor Trademark Applications in Preparation Country Trademark Registration No. Debtor ITEM B. TRADEMARK LICENSES Country Trademark Registration No. Debtor [TO BE COMPLETED BY COMPANY] to Schedule E to Security Agreement dated as of May 21, 2015 (as it may be from time to time amended, restated, modified or supplemented, the “Security Agreement”), among MIDSTATES PETROLEUM COMPANY, INC., MIDSTATES PETROLEUM COMPANY LLC, the other Debtors named therein, if any, and WILMINGTON TRUST, NATIONAL ASSOCIATION, as Collateral AgentCopyright) ITEM A. COPYRIGHTS Country Copyright Registration No. Capitalized terms used herein not otherwise defined herein shall have the meanings ascribed thereto in the Security Agreement. By executing and delivering this Security Agreement Supplement, Debtor hereby becomes a party to the Security Agreement with the same force and effect as if originally name a “Debtor” therein, and without limiting the generality of the foregoing, (a) Debtor hereby expressly assumes all obligations and liabilities of a Debtor thereunder and agrees to be bound by the terms thereof, and (b) confirms the grant to Collateral Agent set forth in the Security Agreement of, and in order to secure the full and complete payment and performance of the Secured Obligations when due, Debtor hereby grants to Collateral Agent, for the benefit of the Beneficiaries, a security interest in and lien on, all of Debtor’s right, title and interest in and to all Collateral, whether now or hereafter existing or in which Debtor now has or hereafter acquires an interest and wherever the same may be located, and Debtor hereby pledges, collaterally transfers, and assigns the Collateral (whether now or hereafter existing or in which Debtor now has or hereafter acquires an interest and wherever the same may be located), to Collateral Agent, for the benefit of the Beneficiaries, as security for the Secured Obligations, all upon and subject to the terms and conditions of the Security Agreement. Debtor represents and warrants that the attached supplements to the Annexes to the Security Agreement accurately and completely set forth all information required pursuant to the Security Agreement with respect to Debtor and its properties and assets, and hereby agrees that such supplements to the Annexes to the Security Agreement shall constitute part of the Annexes to the Security Agreement. Debtor hereby represents and warrants that each of the representations and warranties set forth in the Security Agreement is true and correct on and as of the date hereof (after giving effect to this Supplement) as if made on and as of such date.

DEBTORS. MIDSTATES PETROLEUM COMPANYXXX ENERGY CORPORATION XXX ENERGY I, INC.LLC XXX ENERGY OPERATING CORP. R.E. GAS DEVELOPMENT, LLC [Signature Page to Restructuring Support Agreement] Exhibit A and signature pages for Consenting Lenders and Consenting Noteholders omitted Exhibit B Restructuring Term Sheet Execution Version XXX ENERGY CORPORATION YIELD MAINTENANCE/CALL PROTECTION SETTLEMENT AND RESTRUCTURING TERM SHEET THIS TERM SHEET, INCLUDING ALL EXHIBITS HERETO, IS THE “RESTRUCTURING TERM SHEET” REFERENCED IN THE RESTRUCTURING SUPPORT AGREEMENT TO WHICH THIS TERM SHEET IS ATTACHED AS EXHIBIT B. ALL CAPITALIZED TERMS USED BUT NOT DEFINED IN THIS TERM SHEET SHALL HAVE THE MEANINGS ASCRIBED TO SUCH TERMS IN THE RESTRUCTURING SUPPORT AGREEMENT. Yield Maintenance/Call Protection Settlement Amount • $50 million, which amount shall be reduced on a Delaware corporation By: /s/ Xxxxxx X. Xxxxxx Name: Xxxxxx X. Xxxxxx Title: Senior Vice President dollar-for-dollar basis by up to $5 million on account of any post-petition interest accrued and Chief Financial Officer MIDSTATES PETROLEUM COMPANY LLC, paid in cash on the principal balance of $261,315,322 outstanding under the First Lien Credit Agreement (whether the $261,315,322 remains as prepetition principal or is “rolled-up” into a Delaware limited liability company By: /s/ Xxxxxx X. Xxxxxx Name: Xxxxxx X. Xxxxxx Title: Senior Vice President and Chief Financial Officer COLLATERAL AGENT: WILMINGTON TRUST, NATIONAL ASSOCIATION, as Trustee By: /s/ Xxxxx Xxxxxxxx Name: Xxxxx Xxxxxxxx Title: Assistant Vice President COLLATERAL AGENT: WILMINGTON TRUST, NATIONAL ASSOCIATION, as Collateral Agent By: /s/ Xxxxx Xxxxxxxx Name: Xxxxx Xxxxxxxx Title: Assistant Vice President ATTACHMENT TO SECURITY AGREEMENT SECURITY AGREEMENT SUPPLEMENT This SECURITY AGREEMENT SUPPLEMENT, dated [ ], is delivered by [Name of Debtor] a [Name of State of Incorporation] [Corporation] DIP Facility) (the “Debtor”) pursuant to the Second Lien Pledge and Security Agreement dated as of May 21, 2015 (as it may be from time to time amended, restated, modified or supplementedsuch reduced amount being no less than $45 million, the “Security AgreementMinimum MW Amount”), among MIDSTATES PETROLEUM COMPANY, INC., MIDSTATES PETROLEUM COMPANY LLC, the other Debtors named therein; provided that, if any, and WILMINGTON TRUST, NATIONAL ASSOCIATION, as Collateral Agent. Capitalized terms used herein not otherwise defined herein shall have the meanings ascribed thereto holders of Second Lien Notes1 receive a recovery (in the Security Agreement. By executing and delivering this Security Agreement Supplement, Debtor hereby becomes cash or Liquid Securities2 (or another instrument subject to a party to the Security Agreement with the same force and effect as if originally name a “Debtor” therein, and without limiting the generality short- term put right in favor of the foregoing, holders of Second Lien Notes entitling them to receive cash or Liquid Securities) (aother than through a credit bid)) Debtor hereby expressly assumes all obligations and liabilities on account of their Second Lien Notes as a Debtor thereunder and agrees to be bound by the terms thereof, and (b) confirms the grant to Collateral Agent set forth in the Security Agreement of, and in order to secure the full and complete payment and performance result of the Secured Obligations when due, Debtor hereby grants to Collateral Agent, for the benefit of the Beneficiaries, a security interest in and lien on, all of Debtor’s right, title and interest in and to all Collateral, whether now 363 sale or hereafter existing or in which Debtor now has or hereafter acquires an interest and wherever the same may be located, and Debtor hereby pledges, collaterally transfers, and assigns the Collateral (whether now or hereafter existing or in which Debtor now has or hereafter acquires an interest and wherever the same may be located), to Collateral Agent, for the benefit of the Beneficiaries, as security for the Secured Obligations, all upon and subject to the terms and conditions of the Security Agreement. Debtor represents and warrants that the attached supplements to the Annexes to the Security Agreement accurately and completely set forth all information required pursuant to the Security Agreement with respect to Debtor and its properties and assets, and hereby agrees that such supplements to the Annexes to the Security Agreement shall constitute part a plan of the Annexes to the Security Agreement. Debtor hereby represents and warrants that each of the representations and warranties set forth in the Security Agreement is true and correct on and as of the date hereof (after giving effect to this Supplement) as if made on and as of such date.reorganization or

DEBTORS. MIDSTATES PETROLEUM COMPANYOBAGI MEDICAL PRODUCTS, INC., a Delaware corporation . By: /s/ Xxxxxx Xxxxxxx X. Xxxxxx Xxxx Name: Xxxxxx Xxxxxxx X. Xxxxxx Xxxx Title: Senior Vice President CFO and Chief Financial Officer MIDSTATES PETROLEUM COMPANY LLCEVP Finance, a Delaware limited liability company Operations andAdministration Address for Notices: Corporate Headquarters 0000 Xxxxxx Xxxxxxx Way Suite 500 Long Beach, California U.S.A. 90806 Fax No.: (562) 628- Telephone No.: (000) 000-0000 Attention: General Counsel OMP, INC. By: /s/ Xxxxxx Xxxxxxx X. Xxxxxx Xxxx Name: Xxxxxx Xxxxxxx X. Xxxxxx Xxxx Title: Senior Vice President CFO and Chief Financial Officer COLLATERAL EVP Finance, Operations andAdministration Address for Notices: Corporate Headquarters 0000 Xxxxxx Xxxxxxx Way Suite 500 Long Beach, California U.S.A. 90806 Fax No.: (562) 628- Telephone No.: (000) 000-0000 Attention: General Counsel AGENT: WILMINGTON TRUST, NATIONAL ASSOCIATIONCOMERICA BANK, as Trustee By: /s/ Xxxxx Xxxxxxxx Name: Xxxxx Xxxxxxxx Title: Assistant Vice President COLLATERAL AGENT: WILMINGTON TRUST, NATIONAL ASSOCIATION, as Collateral Agent By: /s/ Xxxxx Xxxxxxxx X. Xxxx Name: Xxxxx Xxxxxxxx X. Xxxx Title: Assistant Vice President ATTACHMENT Address for Notices: M/C 4770 00 X Xxxxxxx Xxxx San Jose, California 95131 Fax No.: (000) 000-0000 Attention: Manager EXHIBIT A TO SECURITY AGREEMENT SECURITY AGREEMENT SUPPLEMENT FORM OF AMENDMENT This SECURITY AGREEMENT SUPPLEMENTAmendment, dated [ ]dated________________, 20__, is delivered by [Name of Debtor] a [Name of State of Incorporation] [Corporation] (the “Debtor”) pursuant to Section 4.8(a) of the Second Lien Pledge and Security Agreement referred to below. The undersigned hereby agrees that this Amendment may be attached to the Security Agreement dated as of May November 21, 2015 2008 between the undersigned and Comerica Bank, as the Agent for the benefit of the Lenders referred to therein (as it may be from time to time amended, restated, modified or supplemented, the “Security Agreement”), among MIDSTATES PETROLEUM COMPANY, INC., MIDSTATES PETROLEUM COMPANY LLC, and (a) that the other Debtors named therein, if any, intellectual property listed on Schedule A annexed hereto shall be and WILMINGTON TRUST, NATIONAL ASSOCIATION, become part of the Collateral referred to in the Security Agreement and shall secure payment and performance of all Indebtedness as Collateral Agent. provided in the Security Agreement and (b) that Schedule A shall be deemed to amend Schedule 1.1 by supplementing the information provided on such Schedule with the information set forth on Schedule A. Capitalized terms used herein but not otherwise defined herein shall have the meanings ascribed thereto therefor provided in the Security Agreement. By executing and delivering this DEBTORS: OBAGI MEDICAL PRODUCTS, INC. By: Name: Title: OMP, INC. By: Name: Title: AGENT: COMERICA BANK, as Agent By: Name: Title: EXHIBIT B-1 FORM AGREEMENT (PATENT) Intellectual Property Security Agreement Supplement(Patent) THIS INTELLECTUAL PROPERTY SECURITY AGREEMENT (PATENT) (this “Agreement”), Debtor hereby becomes a party to dated as of November 21, 2008, between the Security Agreement with the same force and effect as if originally name undersigned (individually each a “Debtor” thereinand collectively the “Debtors”) and Comerica Bank, and without limiting the generality of the foregoing, (a) Debtor hereby expressly assumes all obligations and liabilities of a Debtor thereunder and agrees to be bound by the terms thereof, and (b) confirms the grant to Collateral as Agent set forth in the Security Agreement of, and in order to secure the full and complete payment and performance of the Secured Obligations when due, Debtor hereby grants to Collateral Agent, for the benefit of the Beneficiaries, a security interest in and lien on, all of Debtor’s right, title and interest in and to all Collateral, whether now or hereafter existing or in which Debtor now has or hereafter acquires an interest and wherever the same may be located, and Debtor hereby pledges, collaterally transfers, and assigns the Collateral Lenders (whether now or hereafter existing or in which Debtor now has or hereafter acquires an interest and wherever the same may be locatedas defined below) (“Secured Party”), to Collateral Agent, for the benefit of the Beneficiaries, as security for the Secured Obligations, all upon and subject to the terms and conditions of the Security Agreement. Debtor represents and warrants that the attached supplements to the Annexes to the Security Agreement accurately and completely set forth all information required pursuant to the Security Agreement with respect to Debtor and its properties and assets, and hereby agrees that such supplements to the Annexes to the Security Agreement shall constitute part of the Annexes to the Security Agreement. Debtor hereby represents and warrants that each of the representations and warranties set forth in the Security Agreement is true and correct on and as of the date hereof (after giving effect to this Supplement) as if made on and as of such date.