December 29, 2011
Dejour Energy (Alberta) Ltd.
c/o Dejour Energy Inc.
#598 – 999 Canada Place
Vancouver, BC, V6C 3E1
ATTENTION: | Mr. Mathew Wong | Mr. Hal Blacker |
Chief Financial Officer | Chief Operating Officer |
Dear Sir:
RE: | CREDIT FACILITIES - CANADIAN WESTERN BANK / DEJOUR ENERGY (ALBERTA) LTD. |
We are pleased to advise that Canadian Western Bank has renewed the Credit Facilities for Dejour Energy (Alberta) Ltd., subject to the terms and conditions of the accepted Commitment Letter dated August 3, 2011, as amended November 9, 2011, which terms and conditions will remain in full force and effect, as amended below.
BORROWER: | DEJOUR ENERGY (ALBERTA) LTD.(the “Borrower”). | ||
GUARANTOR: | DEJOUR ENERGY INC.(the “Guarantor”). | ||
The Borrower and the Guarantor are collectively referred to as “Loan Parties”, and each, a “Loan Party”. | |||
LENDER: | CANADIAN WESTERN BANK(the “Bank”). | ||
FOR ALL CREDIT FACILITIES | |||
SECURITY: | The following security (the “Additional Security”) shall be completed, duly executed, delivered, perfected and registered, where necessary, to the entire satisfaction of the Bank and its counsel, and shall form part of the Security. | ||
1. | Amending Commitment Letter dated December 29, 2011; and | ||
2. | such other security, documents, and agreements that the Bank or its counsel may reasonably request. | ||
The Existing Security and Additional Security (together the “Security”) to be perfected/registered, at a minimum, in the Province of Alberta, in a first priority position, subject only to Permitted Encumbrances. All present and future Security shall be held by the Bank as continuing security for all present and future debts, obligations and liabilities (whether direct or indirect, absolute or contingent) of the Borrower to the Bank including without limitation for the repayment of all loans and advances made herein and for other loans and advances that may be made from time to time in the future whether herein or otherwise. The Security shall be in form and substance satisfactory to the Bank and its counsel. |
CONDITIONS PRECEDENT: | The Borrower shall have provided, executed or satisfied the following, to the Bank’s satisfaction: | ||
1. | all Additional Security shall be duly completed, authorized, executed, delivered by the Borrower which is a party thereto, and perfected and registered, all to the satisfaction of the Bank and its counsel; | ||
2. | no Default or Event of Default shall exist; | ||
3. | no Material Adverse Effect has occurred with respect to the Borrower or the Security; | ||
4. | all representations and warranties of the Borrower shall be true and correct; and | ||
5. | any other document that may be reasonably requested by the Bank. | ||
The above conditions are inserted for the sole benefit of the Bank, and may be waived by the Bank in whole or in part (with or without terms or conditions) in respect of any particular Advance, provided that any waiver shall not be binding unless given in writing and shall not derogate from the right of the Bank to insist on the satisfaction of any condition not expressly waived in writing or to insist on the satisfaction of any condition waived in writing which may be requested in the future. | |||
REVIEW: | The next annual Review is scheduled on or before May 1, 2012, but either may be set at an earlier or later date at the sole discretion of the Bank. | ||
EXPIRY DATE: | This Amending Commitment Letter is open for acceptance until January 5, 2012 at which time it shall expire unless extended by mutual consent in writing. We reserve the right to cancel this Amending Commitment Letter at any time prior to acceptance. |
If the foregoing terms and conditions are acceptable, please sign two copies of this Amending Commitment Letter and return one copy to the Bank by the Expiry Date. This Amending Commitment Letter may be executed in any number of counterparts and delivered by facsimile or other electronic copy, each of which when executed and delivered shall be deemed to be an original, and such counterparts together shall constitute one and the same agreement.
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Canadian Western Bank appreciates the opportunity of providing this Amending Commitment Letter to Dejour Energy (Alberta) Ltd. We look forward to our continuing and mutually beneficial relationship.
Yours truly,
CANADIAN WESTERN BANK
/s/ Terri Jardine | /s/ Timothy D. Bacon | |
Terri Jardine | Timothy D. Bacon | |
Account Manager, | AVP, | |
Energy Lending Group | Energy Lending Group |
AGREED AND ACCEPTED this _____ day of _____________, 201__.
DEJOUR ENERGY (ALBERTA) LTD.
Per: | /s/ Mathew Wong | Per: | /s/ Robert Hodgkinson | |
Name: | Mathew Wong | Name: | Robert Hodgkinson | |
Title: | CFO | Title: | CEO |
DEJOUR ENERGY INC., as Guarantor
Per: | /s/ Mathew Wong | Per: | /s/ Robert Hodgkinson | |
Name: | Mathew Wong | Name: | Robert Hodgkinson | |
Title: | CFO | Title: | CEO |
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APPENDIX A
CREDIT: | Terri Jardine, | Timothy D. Bacon | ||||
Account Manager, | AVP, | |||||
Energy Lending Group | Energy Lending Group | |||||
Direct: (403) 268-7847 | Direct: (403) 750-3579 | |||||
Cell: (403) 703-6543 | Cell: (403) 701-8492 | |||||
Facsimile: (403) 264-1619 | Facsimile: (403) 264-1619 | |||||
Email:Terri.Jardine@cwbank.com | Email: Tim.Bacon@cwbank.com | |||||
ADMINISTRATION: | L/C/Gs; MasterCard; Loan / Account | Account Representative: | Angeline Wester | |||
Balances; Payments; Bank Drafts; | Telephone: | (403) 750-3587 | ||||
Bank Confirmations; General | Facsimile: | (403) 262-4899 | ||||
E-mail: | Angeline.Wester@cwbank.com | |||||
Account Representative: | Mayra Mercado O’Brien | |||||
Telephone: | (403) 750-3583 | |||||
Facsimile: | (403) 262-4899 | |||||
E-mail: | Mayra.Mercado@cwbank.com | |||||
BRANCH: | Calgary Main Branch | Telephone: | (403) 262-8700 | |||
#100, 606 – 4 Street SW | Facsimile: | (403) 262-4899 | ||||
T2P 1T1 | ||||||
BUSINESS | Order Cheques; Current Account | Account Representative: | Phil Seminoff | |||
ACCOUNTS | Documents/ Operations; Signing | Telephone: | (403) 268-7844 | |||
Authorities; Rates; Investments; | Facsimile: | (403) 750-4899 | ||||
Customer Automated Funds Transfer | Philip.Seminoff@cwbank.com | |||||
(CAFT) | ||||||
INTERNET | Loan/Account Balances; Traces; Stop | Website: | www.CWBANK.com | |||
BANKING | Payments, List of Current Account | |||||
Transactions; Pay Bills; Transfer | ||||||
Between Accounts; Exchange Rates | ||||||
Quotes | ||||||
OTHER: | Personal/ Retail Banking | Manager: | William Lee | |||
Telephone: | (403) 268-7842 | |||||
Facsimile: | (403) 262-4899 | |||||
E-mail: | William.Lee@cwbank.com | |||||
VALIANT TRUST: | Corporate Trust Services; Stock | Website: | www.VALIANTTRUST.com | |||
Transfer Agent; Employee Incentive | Contact: | Michael Fox | ||||
Plans | Managing Director, | |||||
Business Development | ||||||
Telephone: | (416)360-1015 | |||||
Facsimile: | (416) 668-6062 | |||||
E-mail: | (416) 360-1646 | |||||
Michael.Fox@valianttrust.com |
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