EXHIBIT 10.11
AMENDMENT NO. 3 TO ASSIGNMENT OF INSURANCES
THIS AMENDMENT NO. 3 TO ASSIGNMENT OF INSURANCES dated as of November
29, 1995, among Reading & Xxxxx Corporation, a corporation organized
and existing under the laws of the State of Delaware ("RBC"), Reading &
Xxxxx Drilling Co., a corporation organized and existing under the laws of
the State of Oklahoma ("RBD"), Reading & Xxxxx Exploration Co., a
corporation organized and existing under the laws of the State of Oklahoma
("RBX"), Reading and Xxxxx, Inc., a corporation organized and existing
under the laws of the State of Oklahoma ("RBI"), (RBC, RBD, RBX and RBI
being referred to hereafter collectively as the "Original Borrowers") and
Bank One, Texas, N.A., a national banking association, as Trustee (the
"Assignee").
W I T N E S S E T H:
WHEREAS, pursuant to the Credit Facility Agreement dated as of March
27, 1991, as amended May 24, 1991, June 28, 1991, August 30, 1991, June
30, 1992 and February 23, 1993 (as so amended, the "Original Credit
Agreement"), Internationale Nederlanden Bank (formerly known as NMB
Postbank Groep, the "Lender") agreed to provide funding to certain of the
Original Borrowers in the aggregate principal amount of up to USD
112,000,000; and
WHEREAS, Reading & Xxxxx Borneo Drilling Co., Ltd., a corporation
organized and existing under the laws of the State of Oklahoma ("RBB") and
Reading & Xxxxx (A) Pty. Ltd., a corporation organized and existing under
the laws of Australia ("RBA"), the Original Borrowers and the Lender have
restated the Original Credit Agreement in order to add RBB and RBA as
Borrowers (the Original Borrowers, RBB and RBA being referred to
collectively as the "Borrowers"), increase the amount of Facility E, add a
new letter of credit facility and amend certain terms and covenants (the
"Restated Credit Agreement"); and
WHEREAS, the Assignor, by operation of assignment has succeeded to
and assumed all of the rights and obligations as the successor trustee
under that certain Trust Indenture dated March 29, 1991 (the "Indenture")
among the Original Borrowers and First City Texas-Houston, N.A., as
trustee, as amended, pursuant to which Assignee acts on behalf of the
Lender with respect to certain security interests granted by the Borrowers
to secure their obligations under the Restated Credit Agreement; and
WHEREAS, the Assignee and the Original Borrowers wish to amend the
Assignment of Insurances as hereinafter follows.
NOW THEREFORE, in consideration of the above recitals and for other good
and valuable consideration, the receipt and sufficiency of which is hereby
acknowledged, the Borrowers and the Assignee agree to amend the Assignment
of Insurances effective as of the date hereof as follows:
A.Schedule 1 to the Assignment of Insurances is hereby amended to delete
the reference to:
"X. X. XXXXX 651644 U.S. Reading and Xxxxx, Inc."
"XXX XXXXXXXXXX 651643 U.S. Reading & Xxxxx Drilling Co."
B.Except as specifically amended by this Amendment, all of the terms and
provisions of the Assignment of Insurances shall remain in full force and
effect.
All capitalized terms used herein but not defined herein shall have the
meanings given to them in the Assignment of Insurances.
THIS AMENDMENT NO. 3 TO ASSIGNMENT OF INSURANCES SHALL BE GOVERNED BY AND
CONSTRUED IN ACCORDANCE WITH THE INTERNAL LAWS OF THE STATE OF NEW YORK
AND MAY NOT BE AMENDED OR CHANGED EXCEPT BY AN INSTRUMENT IN WRITING.
IN WITNESS WHEREOF, the parties hereto have duly executed this Amendment
No. 3 to Assignment of Insurances on the date first written above.
READING & XXXXX CORPORATION
By:
Name:
Title:
READING & XXXXX DRILLING CO.
By:
Name:
Title:
READING & XXXXX EXPLORATION CO.
By:
Name:
Title:
READING AND XXXXX, INC.
By:
Name:
Title:
BANK ONE, TEXAS, N.A.
By:
Name:
Title:
