Section 1.4. The definition of Consolidated Debt contained in Schedule B to the Note Purchase Agreement shall be and is hereby amended in its entirety and restated to read as follows:
Consolidated Debt shall mean, at any date, the aggregate principal amount of all Indebtedness of the Company and its Subsidiaries at such date, determined on a consolidated basis in accordance with GAAP; provided that for purposes of calculating compliance with the financial covenant set forth in Section 10.2, any Working Capital Loans in excess of $12,500,000 in the aggregate but less than or equal to $175,000,000 (or such lesser amount of Working Capital Loans that is then excluded as Indebtedness for purposes of determining compliance with any leverage ratio financial covenant under the Credit Agreement at such time) in the aggregate shall not be included as Consolidated Debt.
Section 1.5. The definition of Credit Agreement contained in Schedule B to the Note Purchase Agreement shall be and is hereby amended in its entirety and restated to read as follows:
Credit Agreement shall mean the Credit Agreement dated as of August 10, 2011 by and among the Company, the Lenders (as defined therein) from time to time parties thereto, JPMorgan Chase Bank, N.A., as administrative agent, and the other agents party thereto, as amended, restated, joined, supplemented or otherwise modified from time to time, and any renewals, extensions or replacements thereof, which constitute the primary bank credit facility of the Company and its Subsidiaries.
Section 1.6. Schedule B to the Note Purchase Agreement shall be and is hereby amended by inserting the following new definitions in the proper alphabetical order:
Rager Mountain shall mean Rager Mountan Storage Company LLC, a Delaware limited liability company formerly known as PNG Services LLC.
Working Capital Loans shall mean, at any time, then outstanding extensions of credit (including letters of credit) under the Credit Agreement that are, pursuant to the terms of the Credit Agreement, designated by the Company to finance or support the working capital needs of the Company and its Subsidiaries and not used for capital expenditures or other purposes.
SECTION 2. REPRESENTATIONS AND WARRANTIES OF THE COMPANY.
In order to induce the Noteholders to execute and deliver this Amendment (which representations shall survive the execution and delivery of this Amendment), the Company represents and warrants to the Noteholders that:
(a) this Amendment has been duly authorized, executed and delivered by it and this Amendment constitutes the legal, valid and binding obligation, contract and agreement of the Company enforceable against it in accordance with its terms, except as enforcement may be limited by bankruptcy, insolvency, reorganization, moratorium or similar laws or equitable principles relating to or limiting creditors rights generally;