600 17
th Street, Suite 1600 North
Attention:
Jonathan Bloomfield
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Third Amendment
to Second Amended and Restated Credit Agreement and Forbearance
Agreement (as amended, the “ Third Amendment
”) dated effective as of August 26, 2009, among Teton Energy
Corporation, a Delaware corporation (“ Borrower
”), the financial institutions party thereto as lenders
(“ Lenders ”), and JPMorgan Chase Bank,
N.A., as Administrative Agent (“ Administrative
Agent ”). Unless otherwise defined herein,
all terms used herein which are defined in the Third Agreement
shall have the meaning assigned to such terms in the Third
Amendment.
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Borrower has advised Administrative Agent and
Lenders that it desires to amend certain terms of the Third
Amendment. In consideration of the mutual covenants and
agreements contained herein and for other good and valuable
consideration, the receipt and sufficiency of which are hereby
acknowledged and confessed, the parties hereto hereby agree as
follows:
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Amendments . In reliance on the representations,
warranties, covenants and agreements contained in this letter
agreement, and subject to the satisfaction of the conditions
precedent set forth in Section 3 hereof, the Third Amendment
is hereby amended effective as of the date hereof as
follows:
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(a)
Section 2.1 of the Third Amendment . Section 2.1
of the Third Amendment is hereby amended by replacing each
reference to “September 30, 2009” with “October
16, 2009”.
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Representations and Warranties
. To induce Lenders and
Administrative Agent to enter into this letter agreement, Borrower
hereby represents and warrants to Lenders and Administrative Agent
as follows:
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(a)
Reaffirm Existing Representations and Warranties
. Except for the representation and warranties made in
Sections 7.04(b) and 7.22, each representation and warranty of
Borrower and its Subsidiaries contained in the Credit
Agreeme
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