waives, to the maximum extent not prohibited by law, any right it may
have to claim or recover in any legal action or proceeding referred to in this
Section any special, exemplary, punitive or consequential damages.
Section 9.13 USA Patriot Act. Each Lender that is subject to the Patriot
Act and the Administrative Agent (for itself and not on behalf of any Lender)
hereby notifies the Borrower that pursuant to the requirements of the Patriot
Act, it is required to obtain, verify and record information that identifies the
Borrower and each other Loan Party, which information includes the name and
address of the Borrower and each other Loan Party and other information that
will allow such Lender or the Administrative Agent, as applicable, to identify
the Borrower and each other Loan Party in accordance with the Patriot Act.
Section 9.14 [Reserved].
Section 9.15 Intercreditor Agreement. The Administrative Agent is hereby
authorized on behalf of the Lenders for the Lenders to enter into the
Intercreditor Agreement. A copy of such Intercreditor Agreement will be made
available to each Lender on the Effective Date and thereafter upon request. Each
Lender acknowledges and agrees to the terms of such Intercreditor Agreement and
agrees that the terms thereof shall be binding on such Lender and its successors
and assigns, as if it were a party thereto.
Section 9.16 WAIVER OF JURY TRIAL. THE BORROWER, THE LENDERS, AND THE
ADMINISTRATIVE AGENT HEREBY ACKNOWLEDGE THAT THEY HAVE BEEN REPRESENTED BY AND
HAVE CONSULTED WITH COUNSEL OF THEIR CHOICE, AND HEREBY KNOWINGLY, VOLUNTARILY,
INTENTIONALLY, AND IRREVOCABLY WAIVE ANY AND ALL RIGHT TO TRIAL BY JURY IN
RESPECT OF ANY LEGAL PROCEEDING ARISING OUT OF OR RELATING TO THIS AGREEMENT,
ANY OTHER LOAN DOCUMENT, OR ANY OF THE TRANSACTIONS CONTEMPLATED HEREBY OR
THEREBY.
Section 9.17 ORAL AGREEMENTS. THIS WRITTEN AGREEMENT AND THE LOAN
DOCUMENTS, AS DEFINED IN THIS AGREEMENT, REPRESENT THE FINAL AGREEMENT AMONG THE
PARTIES AND MAY NOT BE CONTRADICTED BY EVIDENCE OF PRIOR, CONTEMPORANEOUS, OR
SUBSEQUENT ORAL AGREEMENTS OF THE PARTIES.
THERE ARE NO UNWRITTEN ORAL AGREEMENTS AMONG THE PARTIES.
[Remainder of this page intentionally left blank. Signature page follows.]
-60-
EXECUTED as of the date first above written.
BORROWER:
CRUSADER ENERGY GROUP INC.
By:
/s/ DAVID D. LE NORMAN
Name:
David D. Le Norman
Title:
President
[SIGNATURE PAGE TO SECOND LIEN CREDIT AGREEMENT]
ADMINISTRATIVE AGENT
JPMORGAN CHASE BANK, N.A.
as Administrative Agent
By:
/s/ KIMBERLY COIL
Name:
Kimberly Coil
Title:
Vice
President
[SIGNATURE PAGE TO SECOND LIEN CREDIT AGREEMENT]
LENDERS
JPMORGAN CHASE BANK, N.A.
as Lender
By:
/s/ KIMBERLY COIL
Name:
Kimberly Coil
Title:
Vice
President
[SIGNATURE PAGE TO SECOND LIEN CREDIT AGREEMENT]
EXHIBIT A
FORM OF ASSIGNMENT AND ACCEPTANCE
This Assignment and Acceptance (the "Assignment and Acceptance") is dated as of
the Effective Date set forth below and is entered into by and between
[the][each]1 Assignor identified in item 1 below ([the][each, an] "Assignor")
and [the][each]2 Assignee identified in item 2 below ([the][each, an]
"Assignee"). [It is understood and agreed