AMENDED AND RESTATED CREDIT AGREEMENT dated as of March 2, 2006 Among MARINER ENERGY, INC. AND MARINER ENERGY RESOURCES, INC. as Borrowers, THE LENDERS PARTY HERETO FROM TIME TO TIME as Lenders, UNION BANK OF CALIFORNIA, N.A. as Administrative Agent...Credit Agreement • March 3rd, 2006 • Mariner Energy Inc • Crude petroleum & natural gas • Texas
This Amended and Restated Credit Agreement dated as of March 2, 2006 is among Mariner Energy, Inc., a Delaware corporation (the “Parent”), Mariner Energy Resources, Inc., a Delaware corporation formerly known as Forest Energy Resources, Inc. and SML Wellhead Corporation (“MER” and together with the Parent, collectively, the “Borrowers” and individually, a “Borrower”), the Lenders (as defined below), and Union Bank of California, N.A., as administrative agent for such Lenders and as issuing lender for such Lenders.
Mariner Energy, Inc. MEI Sub, Inc. 2101 CityWest Boulevard Building 4, Suite 900 Houston, Texas 77042Mariner Energy Inc • March 3rd, 2006 • Crude petroleum & natural gas • Delaware
Reference is made to that certain Agreement and Plan of Merger (the “Merger Agreement”) dated as of September 9, 2005, as amended, among Forest Oil Corporation (“Forest”), Forest Energy Resources, Inc. (“Spinco”), Mariner Energy, Inc. (the “Company”) and MEI Sub, Inc. (“Merger Sub,” and together with Forest, Spinco and the Company, the “Parties”). Capitalized terms used but not defined herein shall have the meanings ascribed to such terms in the Merger Agreement. The Parties are entering into this letter agreement (this “Letter Agreement”) to amend the Transaction Agreements as described below.
