remedies
(including other rights of setoff) which such Lender may have.
Section 9.14 USA Patriot Act Notice. Each Lender hereby notifies the Borrower
that pursuant to the requirements of the USA Patriot Act (Title III of Pub. L.
107-56 (signed into law October 26, 2001)) (the "Act"), it is required to
obtain, verify and record information that identifies the Borrower, which
information includes the name and address of the Borrower and other information
that will allow such Lender to identify the Borrower in accordance with the Act.
61
Section 9.15 EXCULPATION PROVISIONS. EACH OF THE PARTIES HERETO SPECIFICALLY
AGREES THAT IT HAS A DUTY TO READ THIS AGREEMENT AND THE OTHER LOAN DOCUMENTS
AND AGREES THAT IT IS CHARGED WITH NOTICE AND KNOWLEDGE OF THE TERMS OF THIS
AGREEMENT AND THE OTHER LOAN DOCUMENTS; THAT IT HAS IN FACT READ THIS AGREEMENT
AND IS FULLY INFORMED AND HAS FULL NOTICE AND KNOWLEDGE OF THE TERMS, CONDITIONS
AND EFFECTS OF THIS AGREEMENT; THAT IT HAS BEEN REPRESENTED BY INDEPENDENT LEGAL
COUNSEL OF ITS CHOICE THROUGHOUT THE NEGOTIATIONS PRECEDING ITS EXECUTION OF
THIS AGREEMENT AND THE OTHER LOAN DOCUMENTS; AND HAS RECEIVED THE ADVICE OF ITS
ATTORNEY IN ENTERING INTO THIS AGREEMENT AND THE OTHER LOAN DOCUMENTS; AND THAT
IT RECOGNIZES THAT CERTAIN OF THE TERMS OF THIS AGREEMENT AND THE OTHER LOAN
DOCUMENTS RESULT IN ONE PARTY ASSUMING THE LIABILITY INHERENT IN SOME ASPECTS OF
THE TRANSACTION AND RELIEVING THE OTHER PARTY OF ITS RESPONSIBILITY FOR SUCH
LIABILITY. EACH PARTY HERETO AGREES AND COVENANTS THAT IT WILL NOT CONTEST THE
VALIDITY OR ENFORCEABILITY OF ANY EXCULPATORY PROVISION OF THIS AGREEMENT AND
THE OTHER LOAN DOCUMENTS ON THE BASIS THAT THE PARTY HAD NO NOTICE OR KNOWLEDGE
OF SUCH PROVISION OR THAT THE PROVISION IS NOT "CONSPICUOUS."
[SIGNATURE PAGES BEGIN NEXT PAGE]
62
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be duly
executed by their respective authorized officers as of the day and year first
above written.
Borrower:
XTO ENERGY INC.
By:
/S/
JOHN M. O'REAR
Name:
John M. O'Rear
Title:
Vice President & Treasurer Administrative Agent & Lender:
JPMORGAN CHASE
BANK
By:
/S/
ROBERT C. MERTENSOTTO
Name:
Robert C. Mertensotto
Title:
Managing Director Co-Syndication Agent & Lender:
BANK OF AMERICA, N.A.
By:
/S/
RICHARD L. STEIN
Name:
Richard L. Stein
Title:
Principal Co-Syndication Agent & Lender:
BNP PARIBAS
By:
/S/
DAVID DODD
Name:
David Dodd
Title:
Director
By:
/S/
BETSY JOCHER
Name:
Betsy Jocher
Title:
Vice President
Signature Page 1
[Credit Agreement]
Co-Syndication Agent & Lender:
CREDIT LYONNAIS NEW YORK BRANCH
By:
/S/
OLIVIER AUDEMARD
Name:
Olivier Audemard
Title:
Senior Vice President Co-Syndication Agent & Lender:
WACHOVIA BANK,
NATIONAL ASSOCIATION
By:
/S/
DAVID HUMPHREYS
Name:
David Humphreys
Title:
Director Co-Documentation Agent & Lender:
BANK ONE, NA
By:
/S/
J. SCOTT FOWLER
Name:
J. Scott Fowler
Title:
Director, Capital Markets Co-Documentation Agent & Lender:
HARRIS
NESBITT FINANCING, INC.
By:
/S/
JAMES B. WHITMORE
Name:
James B.