Common use of OPINION MATTERS Clause in Contracts

OPINION MATTERS. The matters contained in the following Sections of the Credit Agreement should be covered by the legal opinion: • Section 5.01(a), (b) and (c) • Section 5.02 • Section 5.03 • Section 5.04 • Section 5.06 • Section 5.14(b)

OPINION MATTERS. The matters contained in the following Sections of the Credit Agreement should be covered by the legal opinion: • Section 5.01(a), (b) and (c) • Section 5.02 • Section 5.03 • Section 5.04 • Section 5.06 • Section 5.14(b)) In addition, matters with respect to lien and security interest creation and perfection should be covered by the legal opinion. EXHIBIT I EXHIBIT J COLLATERAL SHARING AGREEMENT

OPINION MATTERS. The matters contained in the following Sections of the Credit Agreement should be covered by the legal opinion: • Section 5.01(a), (b) and (c) • (provided that the opinion required by subsection (c) will be limited to the Loan Parties and their respective jurisdictions of organization) Section 5.02 • Section 5.03 • Section 5.04 • Section 5.06 • Section 5.14(b)) (solely with respect to the Borrower and the Guarantors) EXHIBIT G

OPINION MATTERS. The matters contained in the following Sections of the Credit Agreement should be covered by the legal opinionopinion on behalf of the Borrower and the other Loan Parties: • · Section 5.01(a), (b) and (c) • · Section 5.02 • · Section 5.03 • · Section 5.04 • Section 5.06 • · Section 5.14(b)) Opinion Matters

OPINION MATTERS. The matters contained in the following Sections of the Credit Agreement should be covered by the legal opinion: • Section 5.01(a), (b5.01(a)(i) and (c• Section 5.01(a)(ii) • Section 5.01(b) • Section 5.02 • Section 5.03 • Section 5.04 5.05 • Section 5.06 5.09(b) • Section 5.14(b)5.19

OPINION MATTERS. The matters contained in the following Sections of the Amended and Restated Credit Agreement Agreement, among others, should be covered by the legal opinion: • Section 5.01(a), (b) and (c) • Section 5.02 • Section 5.03 • Section 5.04 • Section 5.06 • Section 5.14(b)) Opinion Matters F - 1 EXECUTION EXHIBIT G BORROWING BASE CERTIFICATE Borrowing Base Certificate G - 1 EXECUTION EXHIBIT H REAFFIRMATION AND ASSUMPTION AGREEMENT

OPINION MATTERS. The matters contained in the following Sections of the Credit Agreement should be covered by the legal opinionopinion in a manner and to an extent satisfactory to Borrower’s and Administrative Agent’s counsel: • Section 5.01(a), (b) and (c) • Section 5.02 • Section 5.03 • Section 5.04 • Section 5.06 • Section 5.14(b)) Exhibit F

OPINION MATTERS. The matters contained in the following Sections of the Credit Agreement should be covered by the legal opinion: • Section 5.01(a), (b) and (c) 5.01 • Section 5.02 • Section 5.03 • Section 5.04 • Section 5.06 • Section 5.14(b)) The matters contained in Section 3.7 of the Domestic Pledge Agreement should be covered by the legal opinion:

OPINION MATTERS. The matters contained in the following Sections of the Credit Agreement should be covered by the legal opinion: • Section 5.01(a), (b) (c) and (cd) • Section 5.02 • Section 5.03 • Section 5.04 • Section 5.06 • Section 5.14(b)) Exhibit E

OPINION MATTERS. The matters contained in the following Sections of the Credit Agreement should be covered by the legal opinion: • · Section 5.01(a), (b) and (c) • · Section 5.02 • · Section 5.03 • · Section 5.04 • · Section 5.06 • Section 5.14(b)5.14 (last sentence) In addition, matters with respect to lien and security interest creation and perfection should be covered by the legal opinion.

OPINION MATTERS. The matters contained in the following Sections of the Credit Agreement should be covered by the legal opinion: • Section 5.01(a), (b) and (c) • Section 5.02 • Section 5.03 • Section 5.04 • Section 5.06 • Section 5.14(b)5.13(b) Opinion Matters