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HomeMy WebLinkAbout890450R E C E k.Vrrc0in County, WY G�G' LINCOLN COUNTY CLERK RELEASE OF MORTGA �D� TRUST, SECURIT'Y�AGREEMENT�, ASSIGNMENT OF PRODUCTION AND FINANCING STATEMENT F300K 0 PR PAGE t h 4 THIS RELEASE OF MORTGAGE, DEED OF TRUST, SECURITY AGREEMENT, ASSIGNMENT OF PRODUCTION AND FINANCING STATEMENT (this "Release dated May 30, 2003 (the "Effective Time is from Lehman Commercial Paper Inc., as Administrative Agent for the Lenders (defined below) and having an address of 745 Seventh Avenue, New York, New York 10019 (referred to herein as the "Secured Party to and in favor of Williams Production RMT Company, a Delaware Corporation "Debtor with an address at One Williams Center, Tulsa, Oklahoma 74172. DGS- W- 507234_1.doc May 28, 2003 1:56 PM Recitals A. The Debtor and the Secured Party are parties to the Credit Agreement dated as of July 31, 2002 (as amended, modified, supplemented or restated to date, the "Credit Agreement Any defined terms used in this Release which are not defined in this Release shall have the meaning given such terms in the Credit Agreement. B. Pursuant to the Credit Agreement, the Debtor executed and delivered the Mortgage, Deed of Trust, Security Agreement, Assignment of Production and Financing Statement instruments in favor of Secured Party described on Exhibit A attached hereto and incorporated herein by this reference, which were dated as of the dates and filed of record in the jurisdictions and with the recording information set forth on Exhibit A, with all such instruments referred to collectively as the "Released Mortgages." C. The Secured Party perfected its security interest in the personal property covered by the Released Mortgages with the filing of certain Uniform Commercial Code "UCC Financing Statements (the "Released Financing Statements D. Debtor has repaid all principal, interest and other amounts owing under the Credit Agreement and the Loan Documents and has satisfied in full all of its obligations thereunder, all in accordance with the terms of the Credit Agreement and the Loan Documents, and thus the Secured Party desires to terminate and release all rights and interests in and under the Released Mortgages and the Released Financing Statements and to release such interests of record. E. The parties hereto desire to acknowledge the repayment of the Credit Agreement, terminate and release the Released Mortgages and the Released Financing Statements effective as of the Effective Time, and release Debtor of all obligations and liabilities thereunder. 0590450 NOW THEREFORE, in consideration of the foregoing and the terms and conditions set forth below, the parties hereto agree as follows: 1. Release and Termination of Released Mortgages and Released Financing Statements. Effective as of the Effective Time, the Secured Party hereby (i) releases all right, title and interest in the Released Mortgages and the Released Financing Statements, (ii) terminates the Released Mortgages and the Released Financing Statements, and (iii) releases Debtor from all obligations, responsibilities and liabilities under the Released Mortgages and the Released Financing Statements. The Secured Party does hereby RELEASE, DISCHARGE, REMISE, CONVEY, ASSIGN AND QUIT -CLAIM to Debtor and its successors and assigns, all right, title, interest in and to and all liens and encumbrances arising under the Released Mortgages and to all collateral covered thereby to the extent the Collateral covered thereby secured obligations under the Credit Agreement and the Released Mortgages. 2. Termination Statements. The Secured Party hereby authorizes the Debtor to prepare and file UCC Financing Statement Amendments to terminate and release any and all Released Financing Statements. 3. Further Assurances. The Secured Party shall from time to time at the Debtor's reasonable request and at the Debtor's expense execute and deliver, or cause to be executed and delivered, such further instruments or documents, and perform such further acts, as the Debtor may reasonably require in order to fully release and terminate the Released Mortgages as set forth herein and to acknowledge repayment and termination of the Credit Agreement. 4. Binding Nature. This Release is binding upon and shall inure to each of the parties hereto and their respective successors and assigns. 5. Counterparts. This Release may be executed in multiple counterparts, each counterpart considered an original, and all counterparts together comprising this Release. IN WITNESS WHEREOF, Secured Party has executed this Release as of the date first set forth above. 507234_I.doc LEHMAN COMMERCIAL PAPER INC., individually and in its capacity as agent By: Nam Title: Agreement Vice Presigent 2 Lincoln County, WY K l G 5 081-3040 ACKNOWLEDGMENTS STATE OF NEW YORK .ss COUNTY OF KINGS On this x- day of fok 2003, before me personally appeared fr OS r Y\ kno to me to be the 'j C Pr ykr" of Lehman Commercial PaperJnc., a New York corporation, and acknowledged to me that such corporation executed the same. Witness my hand and official seal. Notary Public NELVADIA HATCHER Notary Public, State of New York Registration 0111A6082085 Qualified in Kings County Residing at: Commission Expires October 21, 20 SLc.2. My Commission Expires: 507234_l .doc 3 Lincoln County, WY 766 1. Mortgage, Deed of Trust, Security Agreement, Assignment of Production and Financing Statement recorded in the official records of Lincoln County, Wyoming on July 31, 2002 at Reception No. 882908, Book 495, Page 551. 507234_1.doc 04 1 50 Exhibit A 4 Lincoln County, WY