SUCCESSORS AND ASSIGNS,
FROM ALL POSSIBLE CLAIMS, DEMANDS, ACTIONS, CAUSES OF ACTION, DAMAGES, COSTS,
EXPENSES, AND LIABILITIES WHATSOEVER, KNOWN OR UNKNOWN, ANTICIPATED OR
UNANTICIPATED, SUSPECTED OR UNSUSPECTED, FIXED, CONTINGENT, OR CONDITIONAL, AT
LAW OR IN EQUITY, ORIGINATING IN WHOLE OR IN PART ON OR BEFORE THE DATE THIS
SECOND AMENDMENT IS EXECUTED, WHICH SUCH PERSON MAY NOW OR HEREAFTER HAVE
AGAINST LENDER, ITS PREDECESSORS, AGENTS, OFFICERS, DIRECTORS, EMPLOYEES,
SUCCESSORS AND ASSIGNS, IF ANY, AND IRRESPECTIVE OF WHETHER ANY SUCH CLAIMS
ARISE OUT OF CONTRACT, TORT, VIOLATION OF LAW OR REGULATIONS, OR OTHERWISE, AND
ARISING FROM THE OBLIGATIONS, THE EXERCISE OF ANY RIGHTS AND REMEDIES UNDER THE
CREDIT AGREEMENT, THE OTHER LOAN DOCUMENTS, AND NEGOTIATION FOR AND EXECUTION OF
THIS SECOND AMENDMENT.
EACH OF THE BORROWER AND GUARANTORS HEREBY COVENANTS AND
AGREES NEVER TO INSTITUTE ANY ACTION OR SUIT AT LAW OR IN EQUITY, NOR INSTITUTE,
PROSECUTE, OR IN ANY WAY AID IN THE INSTITUTION OR PROSECUTION OF ANY CLAIM,
ACTION OR CAUSE OF ACTION, RIGHTS TO RECOVER DEBTS OR DEMANDS OF ANY NATURE
AGAINST LENDER, ANY OF ITS AFFILIATES, AND PARTICIPANTS, AND THEIR RESPECTIVE
SUCCESSORS, AGENTS, ATTORNEYS, OFFICERS, DIRECTORS, EMPLOYEES, AND PERSONAL AND
LEGAL REPRESENTATIVES ARISING OUT OF OR RELATED TO AGENT'S OR LENDER'S ACTIONS,
OMISSIONS, STATEMENTS, REQUESTS OR DEMANDS MADE IN CONNECTION WITH
ADMINISTERING, ENFORCING, MONITORING, COLLECTION OR ATTEMPTING TO COLLECT THE
OBLIGATIONS PRIOR TO THE SECOND AMENDMENT EFFECTIVE DATE.
[Remainder of page intentionally blank; signature pages follow.]
IN WITNESS WHEREOF, Borrower, Guarantors, and Lender have caused this Second
Amendment to be executed and delivered as of the date first written.
BORROWER AND GUARANTORS:
Southern Frac, LLC
By:
/s/ Cindy McSpadden
Name:
Cindy McSpadden
Title:
Chief Financial Officer
GFN Manufacturing Corporation
By:
/s/ Charles E. Barrantes
Name:
Charles E. Barrantes
Title:
Director
General Finance Corporation
By:
/s/ Charles E. Barrantes
Name:
Charles E. Barrantes
Title:
Executive Vice President and Chief Financial Officer
LENDER:
Wells Fargo Bank, National Association
By:
/s/ Ron Zeiber
Name:
Ron Zeiber
Title:
Authorized Signatory