with the Standard Terms and
Conditions and the Credit Agreement, as of the Effective Date inserted by
Administrative Agent as contemplated below (i) all of the Assignor's rights and
obligations as a Lender under the Credit Agreement and any other documents or
instruments delivered pursuant thereto to the extent related to the amount and
Percentage Share identified below of all of such outstanding rights and
obligations of the Assignor under the respective facilities identified below
(including, without limitation, the Letters of Credit included in such
facilities) and (ii) to the extent permitted to be assigned under applicable
Law, all claims, suits, causes of action and any other right of the Assignor (in
its capacity as a Lender) against any Person, whether known or unknown, arising
under or in connection with the Credit Agreement, any other documents or
instruments delivered pursuant thereto or the loan transactions governed thereby
or in any way based on or related to any of the foregoing, including, but not
limited to, contract claims, tort claims, malpractice claims, statutory claims
and all other claims at law or in equity related to the rights and obligations
sold and assigned pursuant to clause (i) above (the rights and obligations sold
and assigned pursuant to clauses (i) and (ii) above being referred to herein
collectively as, the "Assigned Interest").
Such sale and assignment is without
recourse to the Assignor and, except as expressly provided in this Assignment
and Assumption, without representation or warranty by the Assignor.
Section 2A.1
Section 3A.11.Assignor:______________________________
Section 4A.1
Section 5A.1
2.Assignee:______________________________ [and is an [Affiliate][Approved Fund
of [identify Lender]/[Eligible Assignee1]
Section 6A.1
Section 7A.13. ENERGY PROPERTIES, LLC
Section 8A.1
Section 9A.1
4.Administrative Agent: Wells Fargo Bank, National Association
Section 10A.1
1 Select as applicable.
Exhibit F - Page 1
Mid-Con Energy Properties
Compiled Credit Agreement
Section 11A.1
5.Credit Agreement, dated as of December 20, 2011, among
MID-CON ENERGY PROPERTIES, LLC, Wells Fargo Bank, National Association, as
Administrative Agent, and Lenders from time to time party thereto.
Section 12A.1
Section 13A.16.Assigned Interest:
Section 14A.1
Section 15A.1
Section 16A.1
Section 17A.1
Section 18A.1Assignee
Section 19A.1
Section 20A.1Aggregate Amount of
Section 21A.1Commitment for all Lenders
Section 22A.1
Section 23A.1Amount of
Section 24A.1Commitment
Section 25A.1Assigned
Section 26A.1
Section 27A.1Percentage Share
Section 28A.1Assigned
Section 29A.1
Section 30A.1
Section 31A.1
Section 32A.1
Section 33A.1
Section 34A.1$________________
Section 35A.1$________________
Section 36A.1______________%
Section 37A.1
Section 38A.1$________________
Section 39A.1$________________
Section 40A.1______________%
Section 41A.1
Section 42A.1$________________
Section 43A.1$________________
Section 44A.1______________%
[7.Trade Date:__________________]2
Effective Date: __________________, 20__ [TO BE INSERTED BY AGENT AND WHICH
SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER
THEREFOR.]
The terms set forth in this Assignment and Assumption are hereby agreed to:
Section 45A.1
Section 46A.1ASSIGNOR
Section 47A.1[NAME OF ASSIGNOR]
Section 48A.1
Section 49A.1By: _____________________________
Section 50A.1Title:
Section 51A.1
Section 52A.1ASSIGNEE
Section 53A.1[NAME OF ASSIGNEE]
Section 54A.1
Section 55A.1By: _____________________________
Section 56A.1Title:
2 To be completed if the Assignor and the Assignee intend that the minimum
assignment amount is to be determined as of the Trade Date.