Form of Credit Agreement Sample Contracts

Rattler Midstream Lp – FORM OF CREDIT AGREEMENT DATED AS OF AMONG RATTLER MIDSTREAM LP, AS PARENT, RATTLER MIDSTREAM OPERATING LLC, AS BORROWER, WELLS FARGO BANK, NATIONAL ASSOCIATION, AS ADMINISTRATIVE AGENT, THE LENDERS PARTY HERETO, AND WELLS FARGO SECURITIES, LLC, CREDIT SUISSE SECURITIES (USA) LLC, JPMORGAN CHASE BANK, N.A., AND MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED, AS JOINT LEAD ARRANGERS AND JOINT BOOKRUNNERS (February 20th, 2019)

THIS CREDIT AGREEMENT, dated as of [●], 2019, is among: Rattler Midstream LP, a Delaware limited partnership (the “Parent”); Rattler Midstream Operating LLC, a Delaware limited liability company (the “Borrower”); each of the Lenders from time to time party hereto; and Wells Fargo Bank, National Association (in its individual capacity, “Wells Fargo”), as administrative agent for the Lenders (in such capacity, together with its successors in such capacity, the “Administrative Agent”).

Cumulus Media Inc – FORM OF CREDIT AGREEMENT among CUMULUS MEDIA INTERMEDIATE INC., CUMULUS MEDIA NEW HOLDINGS INC., as a Borrower, THE SUBSIDIARIES OF CUMULUS MEDIA NEW HOLDINGS INC. PARTY HERETO, as Borrowers, CERTAIN LENDERS, and WILMINGTON TRUST, NATIONAL ASSOCIATION as Administrative Agent, Dated as of June 4, 2018 (June 4th, 2018)

CREDIT AGREEMENT (this “Agreement”), dated as of June 4, 2018, among CUMULUS MEDIA INTERMEDIATE INC., a Delaware corporation (“Intermediate Holdings”), CUMULUS MEDIA NEW HOLDINGS INC., a Delaware corporation (“New Holdings” or the “Borrower Agent”), each of the Subsidiaries (as hereinafter defined) of New Holdings that, as of the Effective Date (as hereinafter defined), is signatory hereto as a “Borrower” (each, a “Closing Date Subsidiary Borrower”), each of the Subsidiaries of New Holdings that, in accordance with Section 7.10(a), becomes a borrower hereunder after the Effective Date (together with New Holdings and the Closing Date Subsidiary Borrowers, each a “Borrower” and, collectively, the “Borrowers”), the Lenders (as hereinafter defined) from time to time party hereto, WILMINGTON TRUST, NATIONAL ASSOCIATION, as administrative agent for the Lenders and, solely for purposes of Section 11.20, CUMULUS MEDIA INC., a Delaware corporation (“Parent”).

Safety, Income & Growth, Inc. – FORM OF CREDIT AGREEMENT Dated as of June [ ], 2017 among (June 16th, 2017)

This CREDIT AGREEMENT (“Agreement”) is entered into as of June [    ], 2017, among SAFETY, INCOME AND GROWTH, INC., a Maryland corporation (the “Borrower”), SAFETY INCOME AND GROWTH OPERATING PARTNERSHIP LP, a Delaware limited partnership (the “Operating Partnership”) and certain subsidiaries of the Operating Partnership from time to time party hereto, as Guarantors, each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”), BANK OF AMERICA, N.A., as Administrative Agent, and BANK OF AMERICA, N.A., JPMORGAN CHASE BANK, N.A. and BARCLAYS BANK PLC, as L/C Issuers.

Brookfield Business Partners L.P. – FORM OF CREDIT AGREEMENT between Brookfield Business L.P., Brookfield BBP Canada Holdings Inc., Brookfield BBP Bermuda Holdings Limited, Brookfield BBP US Holdings Corporation and each other person who becomes a party hereto as a Borrower as Borrowers and Brookfield Business Partners L.P. and each other person who becomes a party hereto as a Guarantor as Guarantors and BPEG US INC. as Lender (December 21st, 2015)

THIS CREDIT AGREEMENT is dated as of ·, 2016 and is entered into between Brookfield Business L.P., Brookfield BBP Canada Holdings Inc., Brookfield BBP Bermuda Holdings Limited, Brookfield BBP US Holdings Corporation, and each other person who becomes a party hereto as a Borrower in accordance with this Agreement, as Borrowers, Brookfield Business Partners L.P. and each other person who becomes a party hereto as a Guarantor in accordance with this Agreement, as Guarantors, and BPEG US Inc., as Lender.

Vantage Energy Inc. – FORM OF CREDIT AGREEMENT (September 11th, 2014)

THIS CREDIT AGREEMENT is made as of September [    ], 2014, by and among VANTAGE ENERGY INC., a Delaware corporation (“Borrower”), WELLS FARGO BANK, N.A., as Administrative Agent and as LC Issuer, and the Lenders referred to below.

Antero Resources Midstream LLC – FORM OF CREDIT AGREEMENT Dated as of , 2014 among ANTERO MIDSTREAM PARTNERS LP, as the Borrower, WELLS FARGO BANK, NATIONAL ASSOCIATION, as Administrative Agent, Swingline Lender and an L/C Issuer, and The Other Lenders Party Hereto WELLS FARGO SECURITIES, LLC, as Joint Lead Arranger and Sole Bookrunner and J.P. MORGAN SECURITIES LLC, as Joint Lead Arranger JPMORGAN CHASE BANK, N.A., as Syndication Agent as Documentation Agent (August 21st, 2014)

This CREDIT AGREEMENT (“Agreement”) is entered into as of                     , 2014, among ANTERO MIDSTREAM PARTNERS, LP, a Delaware limited partnership (the “Borrower”), each lender and L/C Issuer from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”), and WELLS FARGO BANK, NATIONAL ASSOCIATION, as Administrative Agent, Swingline Lender and L/C Issuer.

Pdl Biopharma, Inc. – Form of Credit Agreement (March 3rd, 2014)

This Credit Agreement dated as of [ ], [   ] (as amended, restated, amended and restated, supplemented or otherwise modified from time to time, this “Agreement”), is made among [         ], a [         ] [corporation][limited liability company] (the “Borrower”), PDL BIOPHARMA, INC., a Delaware corporation, as the lender (the “Lender”), and PDL BIOPHARMA, INC., a Delaware corporation, not individually, but as the Agent (as defined below).

Sprague Resources LP – FORM OF CREDIT AGREEMENT among SPRAGUE OPERATING RESOURCES LLC, as Borrower, and The Several Lenders from time to time Parties Hereto, and JPMORGAN CHASE BANK, N.A., as Administrative Agent, and JPMORGAN CHASE BANK, N.A. and BNP PARIBAS, as Co-Collateral Agents and NATIXIS RBS CITIZENS, N.A., and WELLS FARGO BANK, N.A. as Co-Syndication Agents and THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., COÖPERATIEVE CENTRALE RAIFFEISEN-BOERENLEENBANK B.A., “RABOBANK NEDERLAND”, NEW YORK BRANCH, STANDARD CHARTERED BANK and SOCIÉTÉ GÉNÉRALE, as Co-Documentation Agents Dated as of October [ ], 2013 J.P. MORGAN SE (September 24th, 2013)

CREDIT AGREEMENT, dated as of October [    ], 2013, among SPRAGUE OPERATING RESOURCES LLC, a Delaware limited liability company (the “Borrower”), the several banks and other financial institutions or entities from time to time parties to this Agreement, as lenders (the “Lenders”), JPMORGAN CHASE BANK, N.A., (“JPMorgan Chase Bank”), as administrative agent (together with any successor Administrative Agent appointed pursuant to Section 10.9, in such capacity the “Administrative Agent”), JPMORGAN CHASE BANK and BNP PARIBAS (“BNP Paribas”), as Co-Collateral agents (together with any successor Co-Collateral Agent appointed pursuant to Section 10.9, in such capacities the “Co-Collateral Agents”), NATIXIS, RBS CITIZENS, N.A. and WELLS FARGO BANK, N.A. , as co-syndication agents (in such capacities, the “Co-Syndication Agents”) and THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., COÖPERATIEVE CENTRALE RAIFFEISEN-BOERENLEENBANK B.A., “RABOBANK NEDERLAND”, NEW YORK BRANCH, STANDARD CHARTERED BANK and SOC

Murphy USA Inc. – Form of CREDIT AGREEMENT dated as of among MURPHY USA INC., MURPHY OIL USA INC., The BORROWING SUBSIDIARIES Party Hereto The LENDERS Party Hereto and JPMORGAN CHASE BANK, N.A., as Administrative Agent J.P. MORGAN SECURITIES LLC and REGIONS BUSINESS CAPITAL, as Joint-Lead Arrangers and Joint-Bookrunners REGIONS BANK as Syndication Agent (August 7th, 2013)
Hi-Crush Partners LP – FORM OF CREDIT AGREEMENT dated as of August , 2012 Among HI-CRUSH PARTNERS LP as Borrower, AMEGY BANK NATIONAL ASSOCIATION as Administrative Agent, Issuing Lender and Swing Line Lender, and THE LENDERS NAMED HEREIN as Lenders AMEGY BANK NATIONAL ASSOCIATION, AS LEAD ARRANGER AND SOLE BOOKRUNNER (August 9th, 2012)

This CREDIT AGREEMENT dated as of August __, 2012 (the “Agreement”) is among Hi-Crush Partners LP, a Delaware limited partnership (the “Borrower”), the Lenders (as defined below) and Amegy Bank National Association, as Administrative Agent (as defined below) for the Lenders, as Issuing Lender (as defined below) and as Swing Line Lender (as defined below).

Hi-Crush Partners LP – FORM OF CREDIT AGREEMENT dated as of [______ __], 2012 Among HI-CRUSH PARTNERS LP as Borrower, AMEGY BANK NATIONAL ASSOCIATION as Administrative Agent, Issuing Lender and Swing Line Lender, and THE LENDERS NAMED HEREIN as Lenders AMEGY BANK NATIONAL ASSOCIATION, AS LEAD ARRANGER AND SOLE BOOKRUNNER (August 3rd, 2012)

This CREDIT AGREEMENT dated as of [             ], 2012 (the “Agreement”) is among Hi-Crush Partners LP, a Delaware limited partnership (the “Borrower”), the Lenders (as defined below) and Amegy Bank National Association, as Administrative Agent (as defined below) for the Lenders, as Issuing Lender (as defined below) and as Swing Line Lender (as defined below).

Swift Transportation Co – FORM OF CREDIT AGREEMENT Dated as of December [ ], 2010 among SWIFT TRANSPORTATION CO., LLC, as the Borrower, SWIFT TRANSPORTATION COMPANY, as Holdings, The Other Guarantors Party Hereto, BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer, MORGAN STANLEY SENIOR FUNDING, INC., as Collateral Agent and Syndication Agent, WELLS FARGO BANK, NATIONAL ASSOCIATION, CITIGROUP CAPITAL MARKETS, INC. and PNC CAPITAL MARKETS LLC, as Co-Documentation Agents, and The Other Lenders Party Hereto MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED, MORGAN STANLEY SENIOR FUNDING, INC (December 10th, 2010)

This CREDIT AGREEMENT (“Agreement”) is entered into as of December [__], 2010, among SWIFT TRANSPORTATION CO., LLC, a Delaware limited liability company (the “Borrower”), SWIFT TRANSPORTATION COMPANY (“Holdings”), the Guarantors (such term and each other capitalized term used but not defined herein having the meaning given to it in Article I), each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”), MORGAN STANLEY SENIOR FUNDING, INC., as Syndication Agent and Collateral Agent, WELLS FARGO BANK, NATIONAL ASSOCIATION, CITIGROUP CAPITAL MARKETS, INC. and PNC CAPITAL MARKETS LLC, as Co-Documentation Agents, and BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer.

Marani Brands, Inc. – Form of Credit Agreement – Citibank, N.A. Credit Approval Letter (November 3rd, 2009)

Citibank, N.A. ("Citibank" or "Bank") is pleased to offer a relationship ready line of credit ("RRC") on the terms and conditions outlined below and as set forth in the Credit Terms and Conditions Disclosure Booklet provided to you (the "Disclosure Booklet"). Terms not defined herein shall have the meanings given to them in the Disclosure Booklet.

Highbury Financial Inc – FORM OF CREDIT AGREEMENT (August 24th, 2006)

This Credit Agreement (the “Agreement”), dated as of August 21, 2006, is between City National Bank, a national banking association (“CNB”) and Highbury Financial Inc., a Delaware corporation (“Borrower”).

Compass Diversified Trust – FORM OF CREDIT AGREEMENT (April 26th, 2006)

This Credit Agreement dated as of [___, 2006] (as amended, restated or otherwise modified from time to time, this “Agreement”) by and between [___], a [___] corporation (“Borrower”), and Compass Group Diversified Holdings LLC, (together with its successors and assigns, “Lender”), as lender.

Tronox Inc – $450,000,000 FORM OF CREDIT AGREEMENT among TRONOX INCORPORATED, TRONOX WORLDWIDE LLC, as Borrower, The Several Lenders from Time to Time Parties Hereto, LEHMAN BROTHERS INC. and CREDIT SUISSE, as Arrangers and Bookrunners, ABN Amro Bank N.V., as Syndication Agent JPMorgan Chase Bank, N.A. and Citicorp North America, Inc. as Co-Documentation Agents and LEHMAN COMMERCIAL PAPER INC., as Administrative Agent Dated as of November , 2005 (November 18th, 2005)
Merkert American Corp – FORM OF CREDIT AGREEMENT (December 10th, 1998)
Bertuccis of White Marsh Inc – FORM OF CREDIT AGREEMENT (September 2nd, 1998)
Nextel International Inc – [FORM OF CREDIT AGREEMENT] (June 3rd, 1998)
Capital Automotive Reit – (FORM OF CREDIT AGREEMENT) (February 6th, 1998)
U S Timberlands Finance Corp – FORM OF CREDIT AGREEMENT (November 12th, 1997)