On June 27, 2019, Roan Resources, Inc. entered into a Credit Agreement (the “Term Loan Facility”) between the Company, as borrower, Cortland Capital Market Services LLC, as administrative agent, and the lenders party thereto. The loans under the Term Loan Facility were funded at 97.5% of the original principal amount of such loans and the proceeds of those loans will be used (a) to purchase certain assets from Roan Resources LLC (the “Curlin Assets”) or to make contributions to Roan Resources LLC concurrently with the assignment and distribution of the Curlin Assets to the Company, (b) to fund operations of the Company and its subsidiaries, (c) after transfer to Roan Resources LLC on terms acceptable to the lenders under the Term Loan Facility, to pay outstanding borrowings under Roan Resources LLC’s credit facility, and (d) to pay fees and expenses related to the transactions. Subsequent borrowings under the Term Loan Facility are subject to customary conditions precedent for transactions of this nature. The Term Loan Facility contains customary representations, warranties, affirmative and negative covenants, and events of default for transactions of this nature. In addition, the Term Loan Facility contains customary prepayment provisions; provided that the Term Loan Facility contains a requirement to pay a prepayment premium equal to the sum of (x) 1.0% of the aggregate amount of any loans prepaid or repaid plus (y) the amount of interest that would have accrued on such loans had they remained outstanding for a minimum of one year. The obligations of the Company under the Term Loan Facility are (a) guaranteed by Linn Energy, Inc. and Roan Holdings Holdco, LLC, each a wholly-owned subsidiary of the Company (collectively, the “Guarantors”) and (b) secured by first-priority liens on substantially all of the tangible and intangible assets of the Company and the Guarantors, including the Curlin Assets.