______________________________________________________________________________
FOURTH AMENDMENT TO FIRST AMENDED AND
RESTATED CREDIT AGREEMENT
among
SWIFT ENERGY COMPANY
SWIFT ENERGY OPERATING, LLC
THE LENDERS PARTY HERETO
and
JPMORGAN CHASE BANK, N.A.,
as Administrative Agent
Effective May 1, 2008
______________________________________________________________________________
Table of Contents
Article
I
DEFINITIONS
AND INTERPRETATION 1
1.1
Terms Defined Above 1
1.2
Terms Defined in Credit Agreement 1
1.3
References 1
1.4
Articles and Sections 2
1.5
Number and Gender 2
Article
II
AMENDMENTS 2
2.1
Amendment to Section 6.7 2
2.2
Amendment to Table of Contents 2
Article
III
RATIFICATION
AND ACKNOWLEDGMENTS 2
Article
IV
MISCELLANEOUS 3
4.1
Successors and Assigns 3
4.2
Rights of Third Parties 3
4.3
Counterparts 3
4.4
Integration 3
4.5
Severability 3
4.6
Governing Law 3
- i -
FOURTH AMENDMENT TO FIRST AMENDED AND
RESTATED CREDIT AGREEMENT
This FOURTH AMENDMENT TO FIRST AMENDED AND RESTATED CREDIT AGREEMENT (this
"Amendment") executed effective as of May 1, 2008 (the "Effective Date") is by
and among SWIFT ENERGY COMPANY, a Texas corporation ("New Swift"), SWIFT ENERGY
OPERATING, LLC, a Texas limited liability company and successor by merger to the
Texas corporation formerly known as Swift Energy Company ("Operating" and New
Swift and Operating, collectively, the "Borrower"), the lenders party to that
certain First Amended and Restated Credit Agreement dated as of June 29, 2004 by
and among the Texas corporation then known as Swift Energy Company, the lenders
party thereto or bound thereby from time to time (the "Lenders"), and Bank One,
NA, as administrative agent for such lenders (as amended to the Effective Date,
the "Credit Agreement"), and JPMORGAN CHASE BANK, N.A., a national banking
association and successor by merger to Bank One, NA, as administrative agent for
such Lenders (in such capacity, the "Agent").
W I T N E S S E T H:
WHEREAS, the Borrower, the Lenders and the Agent are parties to the Credit
Agreement; and
WHEREAS, the Borrower, the Lenders and the Agent desire to amend the Credit
Agreement in the particulars hereinafter provided;
NOW, THEREFORE, in consideration of the premises and the mutual covenants and
agreements contained in the Credit Agreement and herein, the parties hereto
agree as follows:
ARTICLE I
DEFINITIONS AND INTERPRETATION
1.1 Terms Defined Above.
As used in this Fourth Amendment to First Amended and
Restated Credit Agreement, each of the terms "Agent," "Amendment," "Borrower,"
"Credit Agreement," "Effective Date," "Lenders," "New Swift and "Operating"
shall have the meaning assigned to such term hereinabove.
1.2 Terms Defined in Credit Agreement.
Each term defined in the Credit
Agreement and used herein without definition shall have the meaning assigned to
such term in the Credit Agreement, unless herein expressly provided to the
contrary.
1.3 References.
References in this Amendment to Exhibit, Article or Section
numbers shall be to Exhibits, Articles or Sections of this Amendment, unless
expressly stated to the contrary.
References in this Amendment to "hereby,"
"herein," "hereinafter," "hereinabove," "hereinbelow," "hereof," "hereunder" and
words of similar import shall be to this Amendment in its