TO THE BORROWER OR ANY
SUBSIDIARY WHICH COULD REASONABLY BE EXPECTED TO HAVE A MATERIAL ADVERSE EFFECT
OR IN THE FUTURE IS REASONABLY LIKELY TO HAVE A MATERIAL ADVERSE EFFECT AND
WHICH HAS NOT BEEN SET FORTH IN THIS AGREEMENT OR THE LOAN DOCUMENTS OR THE
OTHER DOCUMENTS, CERTIFICATES AND STATEMENTS FURNISHED TO THE ADMINISTRATIVE
AGENT OR THE LENDERS BY OR ON BEHALF OF THE BORROWER OR ANY SUBSIDIARY
61
PRIOR TO, OR ON, THE DATE HEREOF IN CONNECTION WITH THE TRANSACTIONS
CONTEMPLATED HEREBY.
THERE ARE NO STATEMENTS OR CONCLUSIONS IN ANY RESERVE
REPORT WHICH ARE BASED UPON OR INCLUDE MISLEADING INFORMATION OR FAIL TO TAKE
INTO ACCOUNT MATERIAL INFORMATION REGARDING THE MATTERS REPORTED THEREIN, IT
BEING UNDERSTOOD THAT PROJECTIONS CONCERNING VOLUMES ATTRIBUTABLE TO THE OIL AND
GAS PROPERTIES OF THE BORROWER AND THE SUBSIDIARIES AND PRODUCTION AND COST
ESTIMATES CONTAINED IN EACH RESERVE REPORT ARE NECESSARILY BASED UPON
PROFESSIONAL OPINIONS, ESTIMATES AND PROJECTIONS AND THAT THE BORROWER AND THE
SUBSIDIARIES DO NOT WARRANT THAT SUCH OPINIONS, ESTIMATES AND PROJECTIONS WILL
ULTIMATELY PROVE TO HAVE BEEN ACCURATE.
SECTION 7.12
INSURANCE.
THE BORROWER HAS, AND HAS CAUSED ALL OF ITS
SUBSIDIARIES TO HAVE, (A) ALL INSURANCE POLICIES SUFFICIENT FOR THE COMPLIANCE
BY EACH OF THEM WITH ALL MATERIAL GOVERNMENTAL REQUIREMENTS AND ALL MATERIAL
AGREEMENTS AND (B) INSURANCE COVERAGE IN AT LEAST AMOUNTS AND AGAINST SUCH RISK
(INCLUDING, WITHOUT LIMITATION, PUBLIC LIABILITY) THAT ARE USUALLY INSURED
AGAINST BY COMPANIES SIMILARLY SITUATED AND ENGAGED IN THE SAME OR A SIMILAR
BUSINESS FOR THE ASSETS AND OPERATIONS OF THE BORROWER AND ITS SUBSIDIARIES. THE
ADMINISTRATIVE AGENT AND THE LENDERS HAVE BEEN NAMED AS ADDITIONAL INSUREDS IN
RESPECT OF SUCH LIABILITY INSURANCE POLICIES AND THE ADMINISTRATIVE AGENT HAS
BEEN NAMED AS LOSS PAYEE WITH RESPECT TO PROPERTY LOSS INSURANCE.
SECTION 7.13
RESTRICTION ON LIENS.
NEITHER THE BORROWER NOR ANY OF
THE SUBSIDIARIES IS A PARTY TO ANY MATERIAL AGREEMENT OR ARRANGEMENT, OR SUBJECT
TO ANY ORDER, JUDGMENT, WRIT OR DECREE, WHICH EITHER RESTRICTS OR PURPORTS TO
RESTRICT ITS ABILITY TO GRANT LIENS TO THE ADMINISTRATIVE AGENT AND THE LENDERS
ON OR IN RESPECT OF THEIR PROPERTIES TO SECURE THE INDEBTEDNESS AND THE LOAN
DOCUMENTS.
SECTION 7.14
SUBSIDIARIES; FOREIGN OPERATIONS.
EXCEPT AS SET FORTH ON
SCHEDULE 7.14 OR AS DISCLOSED IN WRITING TO THE ADMINISTRATIVE AGENT (WHICH
SHALL PROMPTLY FURNISH A COPY TO THE LENDERS), WHICH SHALL BE A SUPPLEMENT TO
SCHEDULE 7.14, THE BORROWER HAS NO SUBSIDIARIES AND THE BORROWER HAS NO FOREIGN
SUBSIDIARIES.
SCHEDULE 7.14 IDENTIFIES EACH SUBSIDIARY AS EITHER DOMESTIC OR
FOREIGN, AND EACH SUBSIDIARY ON SUCH SCHEDULE IS A WHOLLY-OWNED SUBSIDIARY.
SECTION 7.15
LOCATION OF BUSINESS AND OFFICES.
THE BORROWER'S
JURISDICTION OF ORGANIZATION IS DELAWARE; THE NAME OF THE BORROWER AS LISTED IN
THE PUBLIC RECORDS OF ITS JURISDICTION OF ORGANIZATION IS CIMAREX ENERGY CO.;
AND THE ORGANIZATIONAL IDENTIFICATION NUMBER OF THE BORROWER IN ITS JURISDICTION
OF ORGANIZATION IS 3433321 (OR, IN EACH CASE, AS SET FORTH IN A NOTICE DELIVERED
TO THE ADMINISTRATIVE AGENT PURSUANT TO SECTION 8.01(K) IN ACCORDANCE