Evergreen Resources Inc Sample Contracts

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PREFERENTIAL RIGHT AGREEMENT BY AND BETWEEN AMOCO PRODUCTION COMPANY AND EVERGREEN RESOURCES, INC.
Purchase and Sale Agreement • July 16th, 1998 • Evergreen Resources Inc • Crude petroleum & natural gas • Colorado
2,840,000 SHARES COMMON STOCK (NO PAR VALUE) UNDERWRITING AGREEMENT
Evergreen Resources Inc • November 7th, 2000 • Crude petroleum & natural gas • Missouri
UNDERWRITING AGREEMENT
Underwriting Agreement • June 21st, 1999 • Evergreen Resources Inc • Crude petroleum & natural gas • New York
ARTICLE I GENERAL TERMS
Credit Agreement • March 16th, 1999 • Evergreen Resources Inc • Crude petroleum & natural gas • Louisiana
EXHIBIT 2.1 AGREEMENT FOR PURCHASE AND SALE dated September 19, 2000 by and between APACHE CANYON GAS, L.L.C., a Delaware limited liability company
Agreement for Purchase and Sale • October 5th, 2000 • Evergreen Resources Inc • Crude petroleum & natural gas • Colorado
FIRST AMENDMENT TO SHAREHOLDER RIGHTS AGREEMENT
Shareholder Rights Agreement • March 8th, 2001 • Evergreen Resources Inc • Crude petroleum & natural gas • Colorado
RECITALS
Credit Agreement • March 9th, 2001 • Evergreen Resources Inc • Crude petroleum & natural gas • Louisiana
Evergreen Resources, Inc. $200,000,000 Principal Amount of 5.875% Senior Subordinated Notes due March 15, 2012
Evergreen Resources Inc • June 4th, 2004 • Crude petroleum & natural gas • New York

Goldman, Sachs & Co., As representative of the several Purchasers named in Schedule I to the Purchase Agreement 85 Broad Street New York, New York 10004

FORM OF UNDERWRITING AGREEMENT
Evergreen Resources Inc • November 21st, 1997 • Crude petroleum & natural gas • New York
Firm Transportation Service Agreement Rate Schedule TF-1
Firm Transportation Service Agreement • November 21st, 1997 • Evergreen Resources Inc • Crude petroleum & natural gas
EVERGREEN RESOURCES, INC. CHANGE IN CONTROL AGREEMENT
Change in Control Agreement • May 2nd, 2002 • Evergreen Resources Inc • Crude petroleum & natural gas • Colorado

This CHANGE IN CONTROL AGREEMENT (the "Agreement") is entered into effective as of March 1, 2002, by and between EVERGREEN RESOURCES, INC., a Colorado corporation (the "Company"), and Mark S. Sexton (the "Executive").

REGISTRATION RIGHTS AGREEMENT between EVERGREEN RESOURCES, INC. and BEAR, STEARNS & CO. INC. FIRST UNION SECURITIES, INC. UBS WARBURG LLC JEFFERIES & COMPANY, INC. STIFEL, NICOLAUS & COMPANY, INCORPORATED Dated as of December 18, 2001
Registration Rights Agreement • March 11th, 2002 • Evergreen Resources Inc • Crude petroleum & natural gas • New York

This REGISTRATION RIGHTS AGREEMENT, dated as of December 18, 2001, is between EVERGREEN RESOURCES, INC., a Colorado corporation (together with any successor entity, herein referred to as the “Issuer”), and BEAR, STEARNS & CO. INC., FIRST UNION SECURITIES, INC., UBS WARBURG LLC, JEFFERIES & COMPANY, INC. and STIFEL, NICOLAUS & COMPANY, INCORPORATED (collectively, the “Initial Purchasers”).

FINANCING COMMITMENT FOR CARBON ENERGY CANADA CORPORATION
Evergreen Resources Inc • February 27th, 2004 • Crude petroleum & natural gas • Alberta

This Financing Commitment constitutes the whole and entire agreement between the Borrower, CIBC and PLC and cancels and supersedes any prior agreements, undertakings, declarations, representations and warranties, written or verbal, among the parties in respect of the subject matter of this Financing Commitment, including any prior Financing Commitment or arrangements.

Evergreen Resources, Inc. $200,000,000 5.875% Senior Subordinated Notes due March 15, 2012 Purchase Agreement
Evergreen Resources Inc • June 4th, 2004 • Crude petroleum & natural gas • New York

Evergreen Resources, Inc., a Colorado corporation (the "Company"), proposes, subject to the terms and conditions stated herein, to issue and sell to the Purchasers named in Schedule I hereto (the "Purchasers") an aggregate of $200,000,000 principal amount of 5.875% Senior Subordinated Notes due March 15, 2012 of the Company (the "Securities"). The Securities are to be issued pursuant to an indenture to be dated as of March 10, 2004 (the "Indenture"), between the Company and Wachovia Bank, National Association, as trustee (the "Trustee").

SECOND AMENDED AND RESTATED CREDIT AGREEMENT dated effective as of May 31, 2002 among EVERGREEN RESOURCES, INC., as Borrower, AND HIBERNIA NATIONAL BANK, as Administrative Agent and Syndication Agent, BNP-PARIBAS, as Documentation Agent, AND THE BANKS...
Credit Agreement • August 13th, 2002 • Evergreen Resources Inc • Crude petroleum & natural gas • Louisiana

THIS SECOND AMENDED AND RESTATED CREDIT AGREEMENT ("Agreement"), dated effective as of May 31, 2002, is made among EVERGREEN RESOURCES, INC., a Colorado corporation (the "Borrower"), the BANKS (as defined below), HIBERNIA NATIONAL BANK, a national banking association, as administrative agent for and syndication agent the Banks (and individually as a Bank), and BNP PARIBAS, as documentation agent for the Banks (and individually as a Bank), who agree as follows:

AMENDMENT NO. 1 TO SHAREHOLDER RIGHTS AGREEMENT
Shareholder Rights Agreement • May 5th, 2004 • Evergreen Resources Inc • Crude petroleum & natural gas • Colorado

This Amendment No. 1 to Shareholder Rights Agreement (this "Rights Agreement Amendment"), dated as of May 3, 2004, is between Evergreen Resources, Inc., a Colorado corporation (the "Company"), and Computershare Trust Company, Inc., as successor to American Securities Transfer & Trust, Inc., as Rights Agent (the "Rights Agent").

AGREEMENT AND PLAN OF REORGANIZATION AMONG CARBON ENERGY CORPORATION, EVERGREEN RESOURCES, INC. AND EVERGREEN MERGER CORPORATION
Agreement and Plan of Reorganization • May 14th, 2003 • Evergreen Resources Inc • Crude petroleum & natural gas • Colorado

THIS AGREEMENT AND PLAN OF REORGANIZATION ("Agreement"), dated as of March 31, 2003 is among CARBON ENERGY CORPORATION ("Carbon"), a Colorado corporation having its principal office at 1700 Broadway, Suite 1150, Denver Colorado, EVERGREEN RESOURCES, INC. ("Evergreen"), a Colorado corporation having its principal office at 1407 17th St., Suite 1200, Denver, Colorado, and EVERGREEN MERGER CORPORATION, a Colorado corporation and directly wholly-owned subsidiary of Evergreen ("Merger Sub");

AGREEMENT AND PLAN OF MERGER by and among PIONEER NATURAL RESOURCES COMPANY, BC MERGER SUB, INC. and EVERGREEN RESOURCES, INC. Dated as of May 3, 2004
Agreement and Plan of Merger • May 5th, 2004 • Evergreen Resources Inc • Crude petroleum & natural gas • Delaware

AGREEMENT AND PLAN OF MERGER, dated as of May 3, 2004 (this "Agreement"), by and among Pioneer Natural Resources Company, a Delaware corporation ("Parent"), BC Merger Sub, Inc., a Colorado corporation ("Merger Sub"), and Evergreen Resources, Inc., a Colorado corporation (the "Company").

Schedule I
Deed of Variation • November 21st, 1997 • Evergreen Resources Inc • Crude petroleum & natural gas
FALKLAND ISLANDS
Joint Evaluation And • November 21st, 1997 • Evergreen Resources Inc • Crude petroleum & natural gas • England
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