0001193125-20-132442 Sample Contracts

Third Amendment to Second Amended and Restated Credit Agreement and First Amendment to Second Amended and Restated Pledge and Security Agreement
Credit Agreement • May 4th, 2020 • Centennial Resource Development, Inc. • Crude petroleum & natural gas • New York

INTERCREDITOR AGREEMENT, dated as of [ ], 2020 (as amended, supplemented or otherwise modified from time to time in accordance with the terms hereof, this “Agreement”), is by and among JPMORGAN CHASE BANK, N.A., as administrative agent for the Priority Lien Secured Parties referred to herein (in such capacity, and together with its successors and assigns in such capacity, the “Original Priority Lien Agent”), UMB BANK, N.A., as collateral agent for the Second Lien Secured Parties referred to herein (in such capacity, and together with its successors in such capacity, the “Original Second Lien Collateral Agent”), and, as collateral agent for the Third Lien Secured Parties (referred to herein in such capacity, and together with its successors in such capacity, the “Original Third Lien Collateral Agent”), CENTENNIAL RESOURCE DEVELOPMENT, INC., a Delaware corporation (the “Parent”), CENTENNIAL RESOURCE PRODUCTION, LLC, a Delaware limited liability company (together with its successors and a

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Second Amendment to Second Amended and Restated Credit Agreement
Credit Agreement • May 4th, 2020 • Centennial Resource Development, Inc. • Crude petroleum & natural gas • New York

This Second Amendment to Second Amended and Restated Credit Agreement (this “Second Amendment”), dated as of May 1, 2020 (the “Second Amendment Effective Date”), is among Centennial Resource Production, LLC, a Delaware limited liability company (the “Borrower”); Centennial Resource Development, Inc., a Delaware corporation (the “Parent”); each of the other undersigned guarantors (the “Guarantors”, and together with the Borrower and the Parent, the “Credit Parties”); each of the Lenders party hereto; and JPMorgan Chase Bank, N.A., as administrative agent for the Lenders (in such capacity, together with its successors in such capacity, the “Administrative Agent”).

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