Common use of SUBORDINATION OF SUBSIDIARY GUARANTEES Clause in Contracts

SUBORDINATION OF SUBSIDIARY GUARANTEES. SECTION 1401. Applicability of Article. 79 SECTION 1402. Subsidiary Guarantees Subordinate to Senior Debt of Subsidiary Guarantors. 79 SECTION 1403. Payment Over of Proceeds Upon Dissolution, Etc. 79 SECTION 1404. No Payment When Senior Debt of such Subsidiary Guarantor in Default. 80 SECTION 1405. Payment Permitted If No Default. 81 SECTION 1406. Subrogation to Rights of Holders of Senior Debt of such Subsidiary Guarantor. 82 SECTION 1407. Provisions Solely to Define Relative Rights. 82 SECTION 1408. Trustee to Effectuate Subordination. 82 SECTION 1409. No Waiver of Subordination Provisions. 82 SECTION 1410. Notice to Trustee. 83 SECTION 1411. Reliance on Judicial Order or Certificate of Liquidating Agent. 84 SECTION 1412. Trustee Not Fiduciary for Holders of Senior Debt of such Subsidiary Guarantor. 84 SECTION 1413. Rights of Trustee as Holder of Senior Debt of such Subsidiary Guarantor; Preservation of Trustee’s Rights. 84 SECTION 1414. Article Applicable to Paying Agents. 84 SECTION 1415. Defeasance of this Article Fourteen. 84 ARTICLE FIFTEEN DEFEASANCE AND COVENANT DEFEASANCE SECTION 1501. Company’s Option to Effect Defeasance or Covenant Defeasance. 85 SECTION 1502. Defeasance and Discharge. 85 SECTION 1503. Covenant Defeasance. 86 SECTION 1504. Conditions to Defeasance or Covenant Defeasance. 86 SECTION 1505. Deposited Money and U.S. Government Obligations to Be Held in Trust; Miscellaneous Provisions. 88 SECTION 1506. Reinstatement. 89 ARTICLE SIXTEEN SINKING FUNDS SECTION 1601. Applicability of Article. 89 SECTION 1602. Satisfaction of Sinking Fund Payments with Securities. 89 SECTION 1603. Redemption of Securities for Sinking Fund. 90 AMPLIFY ENERGY CORP. RECONCILIATION AND TIE OF CERTAIN SECTIONS OF THIS INDENTURE RELATING TO SECTIONS 310 THROUGH 318, INCLUSIVE, OF THE TRUST INDENTURE ACT OF 1939: TRUST INDENTURE ACT SECTION INDENTURE SECTION Section 310(a)(1) 609 (a)(2) 609

SUBORDINATION OF SUBSIDIARY GUARANTEES. SECTION 1401. Section 1401 Applicability of Article. 79 SECTION 1402. Article 69 Section 1402 Subsidiary Guarantees Subordinate to Senior Debt of Subsidiary Guarantors. 79 SECTION 1403. Guarantors 69 Section 1403 Payment Over of Proceeds Upon Dissolution, Etc. 79 SECTION 1404. 69 Section 1404 No Payment When Senior Debt of such Subsidiary Guarantor in Default. 80 SECTION 1405. Default 70 Section 1405 Payment Permitted If No Default. 81 SECTION 1406. Default 71 Section 1406 Subrogation to Rights of Holders of Senior Debt of such Subsidiary Guarantor. 82 SECTION 1407. Guarantor 71 Section 1407 Provisions Solely to Define Relative Rights. 82 SECTION 1408. Rights 72 Section 1408 Trustee to Effectuate Subordination. 82 SECTION 1409. Subordination 72 Section 1409 No Waiver of Subordination Provisions. 82 SECTION 1410. Provisions 72 Section 1410 Notice to Trustee. 83 SECTION 1411. Trustee 73 Section 1411 Reliance on Judicial Order or Certificate of Liquidating Agent. 84 SECTION 1412. Agent 73 Section 1412 Trustee Not Fiduciary for Holders of Senior Debt of such Subsidiary Guarantor. 84 SECTION 1413. Guarantor 74 Section 1413 Rights of Trustee as Holder of Senior Debt of such Subsidiary Guarantor; Preservation of Trustee’s Rights. 84 SECTION 1414. Rights 74 Section 1414 Article Applicable to Paying Agents. 84 SECTION 1415. Agents 74 Section 1415 Defeasance of this Article Fourteen. 84 Fourteen 74 ARTICLE FIFTEEN DEFEASANCE AND COVENANT DEFEASANCE SECTION 1501. Section 1501 Company’s Option to Effect Defeasance or Covenant Defeasance. 85 SECTION 1502. Defeasance 75 Section 1502 Defeasance and Discharge. 85 SECTION 1503. Discharge 75 Section 1503 Covenant Defeasance. 86 SECTION 1504. Defeasance 75 Section 1504 Conditions to Defeasance or Covenant Defeasance. 86 SECTION 1505. Defeasance 76 Section 1505 Deposited Money and U.S. Government Obligations to Be Held in Trust; Miscellaneous Provisions. 88 SECTION 1506. Reinstatement. 89 Provisions 78 Section 1506 Reinstatement 78 ARTICLE SIXTEEN SINKING FUNDS SECTION 1601. Section 1601 Applicability of Article. 89 SECTION 1602. Article 79 Section 1602 Satisfaction of Sinking Fund Payments with Securities. 89 SECTION 1603. Securities 79 Section 1603 Redemption of Securities for Sinking Fund. 90 AMPLIFY ENERGY CORPFund 79 XXXXXXX MINERALS, INC. RECONCILIATION AND TIE OF CERTAIN SECTIONS OF THIS INDENTURE RELATING TO SECTIONS 310 THROUGH 318, INCLUSIVE, OF THE TRUST INDENTURE ACT OF 1939: TRUST INDENTURE ACT SECTION INDENTURE SECTION Section 310(a)(1) 609 (a)(2) 609

SUBORDINATION OF SUBSIDIARY GUARANTEES. SECTION Section 1401. Applicability of Article. 79 SECTION Article 71 Section 1402. Subsidiary Guarantees Subordinate to Senior Debt of Subsidiary Guarantors. 79 SECTION Subordinate Guarantors 71 Section 1403. Payment Over of Proceeds Upon Dissolution, Etc. 79 SECTION 72 Section 1404. No Payment When Senior Debt of such Subsidiary Guarantor in Default. 80 SECTION Default 73 Section 1405. Payment Permitted If No Default. 81 SECTION Default 74 Section 1406. Subrogation to Rights of Holders of Senior Debt of such Subsidiary Guarantor. 82 SECTION Guarantor 74 Section 1407. Provisions Solely to Define Relative Rights. 82 SECTION Rights 74 Section 1408. Trustee to Effectuate Subordination. 82 SECTION Subordination 75 Section 1409. No Waiver of Subordination Provisions. 82 SECTION Provisions 75 Section 1410. Notice to Trustee. 83 SECTION Trustee 75 Section 1411. Reliance on Judicial Order or Certificate of Liquidating Agent. 84 SECTION Agent 76 Section 1412. Trustee Not Fiduciary for Holders of Senior Debt of such Subsidiary Guarantor. 84 SECTION Guarantor 76 Section 1413. Rights of Trustee as Holder of Senior Debt of such Subsidiary Guarantor; Preservation of Trustee’s Rights. 84 SECTION Rights 77 Section 1414. Article Applicable to Paying Agents. 84 SECTION Agents 77 Section 1415. Defeasance of this Article Fourteen. 84 Fourteen 77 ARTICLE FIFTEEN DEFEASANCE AND COVENANT DEFEASANCE SECTION Section 1501. Company’s Option to Effect Defeasance or Covenant Defeasance. 85 SECTION Defeasance 77 Section 1502. Defeasance and Discharge. 85 SECTION Discharge 78 Section 1503. Covenant Defeasance. 86 SECTION Defeasance 78 Section 1504. Conditions to Defeasance or Covenant Defeasance. 86 SECTION Defeasance 79 Section 1505. Deposited Money and U.S. Government Obligations to Be Held in Trust; Miscellaneous Provisions. 88 SECTION Provisions 81 Section 1506. Reinstatement. 89 Reinstatement 81 ARTICLE SIXTEEN SINKING FUNDS SECTION Section 1601. Applicability of Article. 89 SECTION Article 82 Section 1602. Satisfaction of Sinking Fund Payments with Securities. 89 SECTION Securities 82 Section 1603. Redemption of Securities for Sinking FundFund 82 SIGNATURES 83 GASCO ENERGY, INC. 90 AMPLIFY ENERGY CORP. RECONCILIATION AND TIE OF CERTAIN SECTIONS OF THIS INDENTURE RELATING TO SECTIONS 310 THROUGH 318, INCLUSIVE, OF THE TRUST INDENTURE ACT OF 1939: TRUST INDENTURE ACT SECTION INDENTURE SECTION Section 310(a)(1) 609 (a)(2) 609

SUBORDINATION OF SUBSIDIARY GUARANTEES. 68 SECTION 1401. 1401 Applicability of Article. 79 68 SECTION 1402. 1402 Subsidiary Guarantees Subordinate to Senior Debt of Subsidiary Guarantors. 79 68 SECTION 1403. 1403 Payment Over of Proceeds Upon Dissolution, Etc. 79 69 SECTION 1404. 1404 No Payment When Senior Debt of such Subsidiary Guarantor in Default. 80 70 SECTION 1405. 1405 Payment Permitted If No Default. 81 71 SECTION 1406. 1406 Subrogation to Rights of Holders of Senior Debt of such Subsidiary Guarantor. 82 71 SECTION 1407. 1407 Provisions Solely to Define Relative Rights. 82 71 SECTION 1408. 1408 Trustee to Effectuate Subordination. 82 72 SECTION 1409. 1409 No Waiver of Subordination Provisions. 82 72 SECTION 1410. 1410 Notice to Trustee. 83 72 SECTION 1411. 1411 Reliance on Judicial Order or Certificate of Liquidating Agent. 84 73 SECTION 1412. 1412 Trustee Not Fiduciary for Holders of Senior Debt of such Subsidiary Guarantor. 84 73 SECTION 1413. 1413 Rights of Trustee as Holder of Senior Debt of such Subsidiary Guarantor; Preservation of Trustee’s Rights. 84 73 SECTION 1414. 1414 Article Applicable to Paying Agents. 84 74 SECTION 1415. 1415 Defeasance of this Article Fourteen. 84 74 ARTICLE FIFTEEN DEFEASANCE AND COVENANT DEFEASANCE 74 SECTION 1501. 1501 Company’s Option to Effect Defeasance or Covenant Defeasance. 85 74 SECTION 1502. 1502 Defeasance and Discharge. 85 75 SECTION 1503. 1503 Covenant Defeasance. 86 75 SECTION 1504. 1504 Conditions to Defeasance or Covenant Defeasance. 86 76 SECTION 1505. 1505 Deposited Money and U.S. Government Obligations to Be Held in Trust; Miscellaneous Provisions. 88 78 SECTION 1506. 1506 Reinstatement. 89 78 ARTICLE SIXTEEN SINKING FUNDS 79 SECTION 1601. 1601 Applicability of Article. 89 79 SECTION 1602. 1602 Satisfaction of Sinking Fund Payments with Securities. 89 79 SECTION 1603. 1603 Redemption of Securities for Sinking Fund. 90 AMPLIFY 79 GULFPORT ENERGY CORP. CORPORATION RECONCILIATION AND TIE OF CERTAIN SECTIONS OF THIS INDENTURE RELATING TO SECTIONS 310 THROUGH 318, INCLUSIVE, OF THE TRUST INDENTURE ACT OF 1939: TRUST INDENTURE ACT SECTION INDENTURE SECTION Section 310(a)(1) 609 (a)(2) 609

SUBORDINATION OF SUBSIDIARY GUARANTEES. 60 SECTION 1401. 1401 Applicability of Article. 79 Article 60 SECTION 1402. 1402 Subsidiary Guarantees Subordinate to Senior Debt of Subsidiary Guarantors. 79 Guarantors 60 SECTION 1403. 1403 Payment Over of Proceeds Upon Dissolution, Etc. 79 60 SECTION 1404. 1404 No Payment When Senior Debt of such Subsidiary Guarantor in Default. 80 Default 61 SECTION 1405. 1405 Payment Permitted If No Default. 81 Default 62 SECTION 1406. 1406 Subrogation to Rights of Holders of Senior Debt of such Subsidiary Guarantor. 82 Guarantor 62 SECTION 1407. 1407 Provisions Solely to Define Relative Rights. 82 Rights 63 SECTION 1408. 1408 Trustee to Effectuate Subordination. 82 Subordination 63 SECTION 1409. 1409 No Waiver of Subordination Provisions. 82 Provisions 63 SECTION 1410. 1410 Notice to Trustee. 83 Trustee 64 SECTION 1411. 1411 Reliance on Judicial Order or Certificate of Liquidating Agent. 84 Agent 64 SECTION 1412. 1412 Trustee Not Fiduciary for Holders of Senior Debt of such Subsidiary Guarantor. 84 Guarantor 64 SECTION 1413. 1413 Rights of Trustee as Holder of Senior Debt of such Subsidiary Guarantor; Preservation of Trustee’s Rights. 84 Rights 65 SECTION 1414. 1414 Article Applicable to Paying Agents. 84 Agents 65 SECTION 1415. 1415 Defeasance of this Article Fourteen. 84 Fourteen 65 ARTICLE FIFTEEN 15 DEFEASANCE AND COVENANT DEFEASANCE 65 SECTION 1501. 1501 Company’s Option to Effect Defeasance or Covenant Defeasance. 85 Defeasance 65 SECTION 1502. 1502 Defeasance and Discharge. 85 Discharge 65 SECTION 1503. 1503 Covenant Defeasance. 86 Defeasance 66 SECTION 1504. 1504 Conditions to Defeasance or Covenant Defeasance. 86 Defeasance 66 SECTION 1505. 1505 Deposited Money and U.S. Government Obligations to Be be Held in Trust; Miscellaneous Provisions. 88 Provisions 68 SECTION 1506. Reinstatement. 89 1506 Reinstatement 69 ARTICLE SIXTEEN 16 SINKING FUNDS 69 SECTION 1601. 1601 Applicability of Article. 89 Article 69 SECTION 1602. 1602 Satisfaction of Sinking Fund Payments with Securities. 89 Securities 69 SECTION 1603. 1603 Redemption of Securities for Sinking Fund. 90 AMPLIFY ENERGY CORPFund 69 EXCO RESOURCES, INC. RECONCILIATION AND TIE OF CERTAIN SECTIONS OF THIS INDENTURE RELATING TO SECTIONS 310 THROUGH 318, INCLUSIVE, OF THE TRUST INDENTURE ACT OF 1939: TRUST INDENTURE ACT SECTION INDENTURE SECTION Section 310(a)(1) 609 (a)(2) 609