AMENDED
AND RESTATED SENIOR REVOLVING CREDIT AGREEMENT
Dated Effective as of
November 16, 2005
PETROHAWK ENERGY
CORPORATION,
FIRST AMENDMENT TO AMENDED AND
RESTATED SENIOR REVOLVING
CREDIT AGREEMENT
THIS FIRST
AMENDMENT TO AMENDED AND RESTATED SENIOR REVOLVING CREDIT
AGREEMENT (this “ First Amendment ”) dated
effective as of November 16, 2005, is among PETROHAWK ENERGY
CORPORATION , a
Delaware corporation (the “ Borrower ”); each of
the undersigned guarantors (the “ Guarantors ”,
and together with the Borrower, the “ Obligors
”); BNP PARIBAS, as administrative agent (in such capacity,
together with its successors in such capacity, the “
Administrative Agent ”) for the lenders party to the
Credit Agreement referred to below (collectively, the “
Lenders ”); and each of the undersigned
Lenders.
A. The
Borrower, the Agents and the Lenders are parties to that certain
Amended and Restated Senior Revolving Credit Agreement dated as of
July 28, 2005 (the “ Credit Agreement ”)
pursuant to which the Lenders have made certain credit available to
and on behalf of the Borrower.
B. The
Borrower has requested and the Lenders have agreed to amend certain
provisions of the Credit Agreement.
C. NOW,
THEREFORE, in consideration of the premises and the mutual
covenants herein contained, for good and valuable consideration,
the receipt and sufficiency of which are hereby acknowledged, the
parties hereto agree as follows:
Section 1.
Defined Terms . Each capitalized term used herein but not
otherwise defined herein has the meaning given such term in the
Credit Agreement. Unless otherwise indicated, all section
references in this First Amendment refer to sections of the Credit
Agreement.
Section 2.
Amendments to Credit Agreement .
2.1 Amendments
to Section 1.02 . The definition of
“Agreement” is hereby amended in its entirety to read
as follows:
“
Agreement ” means this Credit Agreement, as amended by
the First Amendment, and as the same may from time to time be
amended, modified, supplemented or restated.
2.2 Redemption
of Senior Unsecured Notes . Clause (i)(B) of
Section 9.04(b) and the words “and/or” immediately
preceding such clause are hereby deleted and the following inserted
in lieu thereof:
(B) prepay the
Senior Unsecured Notes and any premiums relating thereto with the
proceeds of any Permitted Refinancing Debt or with the Net Cash
Proceeds of any sale of Equity Interests (other than Disqualified
Capital Stock) of the Borrower and/or
(C) Redeem or
otherwise purchase the Senior Unsecured Notes, provided that
(1) the aggregate amount spent to Redeem or otherwise purchase
such Senior Unsecured Notes under this subclause (C) does not
exceed $25,000,000 and (2) after giving pro forma
effect to any such Redemption or purchase, the Borrower would have
at least $25,000,000 of unused availability under the Commitments;
or
Section 3.
Conditions Precedent . This First Amendment shall become
effective as of November 16, 2005 on the date on which each of
the following conditions is satisfied (or waived in accordance with
Section 12.02 of the Credit Agreement):
3.1 The
Administrative Agent shall have received from the Majority Lenders,
the Borrower and each Guarantor, counterparts (in such number as
may be requested by the Administrative Agent) of this First
Amendment signed on behalf of such Persons.
3.2 All fees and
other expenses required to be paid in connection with the First
Amendment shall have been paid.
3.3 No Default
shall have occurred and be continuing, after giving
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