AMENDMENT NO. 7 TO CREDIT AGREEMENT
THIS AMENDMENT NO. 7 TO CREDIT AGREEMENT (this Amendment) is entered into as of August 18, 2020 by and among SOUTHWESTERN ENERGY COMPANY, a Delaware corporation (the Borrower), the Lenders signatory hereto and JPMORGAN CHASE BANK, N.A., as administrative agent for the Lenders (in such capacity, the Administrative Agent).
WHEREAS, reference is made to that certain Credit Agreement dated as of April 26, 2018, by and among the Borrower, the Lenders from time to time party thereto and the Administrative Agent (as amended by that certain Amendment No. 1 to Credit Agreement dated as of October 23, 2018, that certain Amendment No. 2 to Credit Agreement dated as of October 8, 2019, that certain Amendment No. 3 to Credit Agreement dated as of November 1, 2019, that certain Amendment No. 4 to Credit Agreement dated as of December 20, 2019, that certain Amendment No. 5 to Credit Agreement dated as of January 31, 2020, and that certain Amendment No. 6 to Credit Agreement dated as of July 31, 2020, the Credit Agreement);
WHEREAS, the Borrower and Montage Resources Corporation, a Delaware corporation (Montage), have entered into an Agreement and Plan of Merger, dated as of August 12, 2020 pursuant to which, inter alia, Montage will merge with and into the Borrower (the Merger); and
WHEREAS, in connection with the Merger, the Borrower has requested that the Lenders agree to amend certain provisions of the Credit Agreement, and the Lenders party hereto, which constitute the Majority Lenders, have agreed to amend the Credit Agreement as hereinafter set forth.
NOW THEREFORE, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto agree as follows:
Section 1. Defined Terms. Capitalized terms used but not otherwise defined herein shall have the meanings assigned to them in the Credit Agreement, as amended hereby.
Section 2. Amendments to Credit Agreement.
(a) Section 1.01 of the Credit Agreement is amended by amending and restating the following defined terms:
Consolidated EBITDAX means, for any period, Consolidated Net Income for such period, plus
(a) the following (without duplication), in each case only to the extent (and in the same proportion) deducted (and not added back or excluded) in determining Consolidated Net Income for such period:
(i) Consolidated Interest Expense for such period,