copy of
which is hereby
acknowledged by the Assignee.
The Standard Terms and Conditions set forth in Annex 1 attached
hereto are hereby agreed to and incorporated herein
by reference and made a part of this Assignment and Assumption as if set forth
herein in full.
For an agreed consideration, [the][each] Assignor hereby irrevocably sells and
assigns to [the Assignee][the respective Assignees], and [the][each] Assignee hereby
irrevocably purchases
and assumes from [the Assignor][the respective Assignors], subject to and in
accordance
with the Standard Terms and Conditions and the Credit Agreement, as of
the Effective Date inserted by
the Administrative Agent as contemplated below (i) all of [the Assignor's][the respective
Assignors'] rights and obligations in [its capacity
as a Lender][their respective capacities as Lenders] under the Credit Agreement
and any other documents or instruments delivered pursuant thereto to the
extent related to the amount and percentage interest
identified below of all of such outstanding rights and obligations of
[the Assignor][the respective Assignors] with respect to the Loans and/or
Commitments identified below 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)][the respective Assignors (in their respective capacities
as Lenders)] 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
Exhibit E-1 to Term Loan Credit Agreement
-1-
and assigned by [the][any] Assignor to
[the][any] Assignee pursuant to clauses (i) and (ii) above being referred to herein collectively
as [the][an] "Assigned Interest").
Each such sale and assignment is without
recourse to [the][any] Assignor and, except as expressly
provided in this Assignment and Assumption, without representation or
warranty by [the][any] Assignor.
1.Assignor[s]______________________
______________________
2.Assignee[s]:______________________
______________________
[for each Assignee, indicate [Affiliate][Approved Fund] of [identify Lender] or
[GS Approved Party], as applicable]
3. Energy Services, Inc.
4.Administrative Agent: U.S. Bank National Association, as the administrative
agent under the Credit Agreement
5.Credit Agreement: Term Loan Credit Agreement, dated as of February
17, 2016, among Basic Energy Services, Inc., as Borrower, the Lenders from
time to time party thereto, and U.S. Bank National
Association, as Administrative Agent.
6.Assigned Interest:
Assignor[s]
Assignee[s]
Closing Date Term Loans/Closing Date Commitments/ Delated Draw Term Loans/
Delayed Draw Commitments
Aggregate
Amount of Commitment/Loans for all Lenders
Amount of Commitment /Loans Assigned
Percentage Assigned of Commitment/ Loans
CUSIP
Number
_______
$ ___________
$ _________
___________%
_______
$
___________
$ _________
___________%
_______
$
___________
$ _________
___________%
Exhibit E-1 to Term Loan Credit Agreement
-2-
[7.Trade Date:_____________]
Effective Date: _____________, 20__ [TO BE INSERTED BY ADMINISTRATIVE