Mariner Energy Inc Sample Contracts

Mariner Energy Inc – APACHE DEEPWATER LLC (formerly named ZMZ Acquisitions LLC) as the Company, APACHE MEI FINANCE, INC., as Co-Issuer, the Guarantor parties named herein and WELLS FARGO BANK, N. A., as the Trustee THIRD SUPPLEMENTAL INDENTURE Dated as of November 10, 2010 to INDENTURE Dated as of April 30, 2007 8% Senior Notes due 2017 (November 16th, 2010)

THIRD SUPPLEMENTAL INDENTURE, dated as of November 10, 2010 (this “ Third Supplemental Indenture”) between APACHE DEEPWATER LLC, a Delaware limited liability company (formerly named ZMZ Acquisitions LLC) (the “ Company”), APACHE MEI FINANCE, INC., a Delaware corporation (the “ Co-Issuer” and, together with the Company, the “ Issuers”), the GUARANTORS (as defined in the Indenture referred to herein) and WELLS FARGO BANK, N. A., as trustee under the Indenture referred to herein (in such capacity, the “ Trustee”).

Mariner Energy Inc – APACHE DEEPWATER LLC AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT (November 16th, 2010)

This Amended and Restated Limited Liability Company Agreement (this “Agreement”) of Apache Deepwater LLC, effective as of September 1, 2010, is entered into by Apache Corporation, a Delaware corporation, as the sole member (the “Member”).

Mariner Energy Inc – APACHE DEEPWATER LLC (formerly named ZMZ Acquisitions LLC) as the Company, APACHE MEI FINANCE, INC., as Co-Issuer, the Guarantor parties named herein and WELLS FARGO BANK, N. A., as the Trustee FOURTH SUPPLEMENTAL INDENTURE Dated as of November 10, 2010 to INDENTURE Dated as of June 10, 2009 11-3/4% Senior Notes due 2016 (November 16th, 2010)

FOURTH SUPPLEMENTAL INDENTURE, dated as of November 10, 2010 (this “Fourth Supplemental Indenture”) between APACHE DEEPWATER LLC, a Delaware limited liability company (formerly named ZMZ Acquisitions LLC) (the “Company”), APACHE MEI FINANCE, INC., a Delaware corporation (the “Co-Issuer” and, together with the Company, the “Issuers”), the GUARANTORS (as defined in the Indenture referred to herein) and WELLS FARGO BANK, N. A., as trustee under the Indenture referred to herein (in such capacity, the “Trustee”).

Mariner Energy Inc – FIRST SUPPLEMENTAL INDENTURE (November 16th, 2010)

This Supplemental Indenture, dated as of May 2, 2008 (this “Supplemental Indenture” or “Note Guarantee”), among Mariner Gulf of Mexico LLC (“MGOM”), MC Beltway 8 LLC (“MC Beltway”, and together with MGOM, the “New Guarantors”), Mariner Energy, Inc. (together with its successors and assigns, the “Company”) and Wells Fargo Bank, N.A. as Trustee under the Indenture referred to below.

Mariner Energy Inc – SECOND SUPPLEMENTAL INDENTURE (November 16th, 2010)

This Supplemental Indenture, dated as of February 10, 2010 (this “Supplemental Indenture” or “Note Guarantee”), among Edge Petroleum Exploration Company (“EPEC”), Miller Exploration Company (“Miller”), Edge Petroleum Operating Company, Inc. (“EPOC”), Edge Petroleum Production Company (“EPPC”), Miller Oil Corporation (“Miller Oil”, and together with EPEC, Miller, EPOC and EPPC, the “New Guarantors”), Mariner Energy, Inc. (together with its successors and assigns, the “Company”) and Wells Fargo Bank, N.A. as Trustee under the Indenture referred to below.

Mariner Energy Inc – CERTIFICATE OF FORMATION OF ZMZ ACQUISITIONS LLC (November 16th, 2010)
Mariner Energy Inc – SECOND SUPPLEMENTAL INDENTURE (November 16th, 2010)

This Supplemental Indenture, dated as of February 10, 2010 (this “Supplemental Indenture” or “Note Guarantee”), among Edge Petroleum Exploration Company (“EPEC”), Miller Exploration Company (“Miller”), Edge Petroleum Operating Company, Inc. (“EPOC”), Edge Petroleum Production Company (“EPPC”), Miller Oil Corporation (“Miller Oil”, and together with EPEC, Miller, EPOC and EPPC, the “New Guarantors”), Mariner Energy, Inc. (together with its successors and assigns, the “Company”) and Wells Fargo Bank, N.A. as Trustee under the Indenture referred to below.

Mariner Energy Inc – APACHE DEEPWATER LLC (formerly named ZMZ Acquisitions LLC) as the Company, APACHE MEI FINANCE, INC., as Co-Issuer, the Guarantor parties named herein and WELLS FARGO BANK, N. A., as the Trustee THIRD SUPPLEMENTAL INDENTURE Dated as of November 10, 2010 to INDENTURE Dated as of April 24, 2006 71/2% Senior Notes due 2013 (November 16th, 2010)

THIRD SUPPLEMENTAL INDENTURE, dated as of November 10, 2010 (this “Third Supplemental Indenture”) between APACHE DEEPWATER LLC, a Delaware limited liability company (formerly named ZMZ Acquisitions LLC) (the “Company”), APACHE MEI FINANCE, INC., a Delaware corporation (the “Co-Issuer” and, together with the Company, the “Issuers”), the GUARANTORS (as defined in the Indenture referred to herein), and WELLS FARGO BANK, N. A., as trustee under the Indenture referred to herein (in such capacity, the “Trustee”).

Mariner Energy Inc – Contract (November 16th, 2010)

THIRD SUPPLEMENTAL INDENTURE, dated as of May 20, 2010 (this “Third Supplemental Indenture”) among MARINER ENERGY, INC., a Delaware corporation (the “Company”), the GUARANTORS (as defined in the Indenture referred to herein) and WELLS FARGO BANK, N. A., as trustee under the Indenture referred to herein (in such capacity, the “Trustee”).

Mariner Energy Inc – AMENDMENT TO EMPLOYMENT AGREEMENT (August 13th, 2010)

This AMENDMENT (this “Amendment”) by and between Mariner Energy, Inc., a Delaware corporation (the “Company”), and Dalton F. Polasek (the “Executive”), dated this 12th day of August, 2010 and effective as of January 1, 2009, is an amendment to that certain Employment Agreement by and between the Company and the Executive dated as of February 7, 2005 (the “Employment Agreement”).

Mariner Energy Inc – AMENDMENT TO EMPLOYMENT AGREEMENT (August 13th, 2010)

This AMENDMENT (this “Amendment”) by and between Mariner Energy, Inc., a Delaware corporation (the “Company”), and Michiel C. van den Bold (the “Executive”), dated this 12th day of August, 2010 and effective as of January 1, 2009, is an amendment to that certain Employment Agreement by and between the Company and the Executive dated as of February 7, 2005, as previously amended by the Amendment to Employment Agreement entered into as of June 8, 2006 (the “Employment Agreement”).

Mariner Energy Inc – AMENDMENT TO EMPLOYMENT AGREEMENT (August 13th, 2010)

This AMENDMENT (this “Amendment”) by and between Mariner Energy, Inc., a Delaware corporation (the “Company”), and Jesus Melendrez (the “Executive”), dated this 12th day of August, 2010 and effective as of January 1, 2009, is an amendment to that certain Employment Agreement by and between the Company and the Executive dated as of February 7, 2005, as previously amended by the Amendment to Employment Agreement entered into as of June 8, 2006 (the “Employment Agreement”).

Mariner Energy Inc – AMENDMENT TO EMPLOYMENT AGREEMENT (August 13th, 2010)

This AMENDMENT (this “Amendment”) by and between Mariner Energy, Inc., a Delaware corporation (the “Company”), and Scott D. Josey (the “Executive”), dated this 12th day of August, 2010 and effective as of January 1, 2009, is an amendment to that certain Employment Agreement by and between the Company and the Executive dated as of February 7, 2005 (the “Employment Agreement”).

Mariner Energy Inc – AMENDMENT TO EMPLOYMENT AGREEMENT (August 13th, 2010)

This AMENDMENT (this “Amendment”) by and among Mariner Energy, Inc., a Delaware corporation, Mariner Energy Resources, Inc., a Delaware corporation, (collectively, the “Employers”) and Judd Hansen (the “Executive”), dated this 12th day of August, 2010 and effective as of January 1, 2009, is an amendment to that certain Employment Agreement by and among the Employers and the Executive dated as of June 8, 2006 (the “Employment Agreement”).

Mariner Energy Inc – AMENDMENT NO. 1 TO THE AGREEMENT AND PLAN OF MERGER (August 3rd, 2010)

THIS AMENDMENT NO. 1 (this “Amendment”) dated as of August 2, 2010 to the Agreement and Plan of Merger (the “Merger Agreement” or the “Agreement”) dated as of April 14, 2010 by and among APACHE CORPORATION, a Delaware corporation (“Parent”), ZMZ ACQUISITIONS LLC, a Delaware limited liability company and a wholly owned subsidiary of Parent (“Merger Sub”), and MARINER ENERGY, INC., a Delaware corporation (the “Company”).

Mariner Energy Inc – Amendment to Rights Agreement (April 16th, 2010)

This Amendment to the Rights Agreement between Mariner Energy, Inc., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, as Rights Agent (the “Rights Agent”), dated as of October 12, 2008 (the “Rights Agreement”) is hereby adopted and dated as of April 14, 2010.

Mariner Energy Inc – AMENDMENT NO. 11 (April 8th, 2010)

This Amendment No. 11 (“Agreement”) dated as of April 8, 2010 (“Effective Date”) is among Mariner Energy, Inc., a Delaware corporation (the “Parent”), Mariner Energy Resources, Inc., a Delaware corporation (“Mariner Energy Resources” and together with the Parent, the “Borrowers”, each a “Borrower”), the Lenders (as defined in the Credit Agreement described below), and Union Bank, N.A. (f/k/a Union Bank of California, N.A.) as administrative agent (in such capacity, the “Administrative Agent”) and as issuing lender (in such capacity, the “Issuing Lender”).

Mariner Energy Inc – Restricted Stock Agreement MARINER ENERGY, INC. THIRD AMENDED AND RESTATED STOCK INCENTIVE PLAN (March 31st, 2010)
Mariner Energy Inc – Restricted Stock Agreement MARINER ENERGY, INC. THIRD AMENDED AND RESTATED STOCK INCENTIVE PLAN (March 31st, 2010)
Mariner Energy Inc – Restricted Stock Agreement MARINER ENERGY, INC. THIRD AMENDED AND RESTATED STOCK INCENTIVE PLAN (March 31st, 2010)
Mariner Energy Inc – September 30, December 31, (Unaudited) (in thousands, except share data) ASSETS CURRENT ASSETS: Cash and cash equivalents $ 13,449 $ 8,475 Accounts receivable, trade, net of allowance 8,749 14,548 Accounts receivable, joint interest owners and other, net of allowance 850 5,689 Derivative financial instruments 5,651 15,407 Other current assets 2,790 4,591 Total current assets 31,489 48,710 PROPERTY AND EQUIPMENT, net – full cost method of accounting for oil and natural gas properties (including unevaluated costs of $24.4 million and $16.4 million at September 30, 2009 and December 31, 2008, res (March 18th, 2010)
Mariner Energy Inc – EDGE PETROLEUM CORPORATION Index to Consolidated Financial Statements and Supplementary Information (March 18th, 2010)

All schedules are omitted, as the required information is either inapplicable or the information is presented in the Consolidated Financial Statements or related notes.

Mariner Energy Inc – MARINER ENERGY, INC. UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION (March 18th, 2010)

The following unaudited pro forma condensed combined financial information is based on the historical consolidated financial statements of Mariner Energy, Inc. (“Mariner”) and Edge Petroleum Corporation (“Edge”), adjusted to reflect Mariner’s acquisition of the reorganized subsidiaries and operations of Edge on December 31, 2009.

Mariner Energy Inc – AMENDMENT TO EMPLOYMENT AGREEMENT (March 1st, 2010)

This Amendment to Employment Agreement (this “Amendment”) is made and entered into as of June 8, 2006 (the “Effective Date”), by and between Mariner Energy, Inc., a Delaware corporation (the “Company”), and Jesus Melendrez (“Executive”).

Mariner Energy Inc – EMPLOYMENT AGREEMENT (March 1st, 2010)

This Employment Agreement (“Agreement”) is made and entered into as of February 7, 2005 (the “Effective Date”), by and between Mariner Energy, Inc., a Delaware corporation (hereafter “Company”), and Jesus Melendrez (hereafter “Executive”).

Mariner Energy Inc – Mariner Energy Reports 2009 Fourth-Quarter and Full-Year Results And Announces Additional Drilling Success in the Gulf of Mexico Deepwater and Shelf (March 1st, 2010)

Houston, Texas/March 1, 2010 — Mariner Energy, Inc. (NYSE: ME) today reported fiscal fourth-quarter and full-year 2009 financial and operating results. For the three months ended December 31, 2009, the company reported net income of $83.3 million or $0.83 per basic and $0.82 per diluted share, compared with a loss of $648.9 million or $7.41 per basic and diluted share for the same period in the prior year. For the full year ended December 31, 2009, the company reported a net loss of $319.4 million ($3.34 per basic and diluted share). This compares to a net loss of $388.7 million ($4.44 per basic and diluted share) for 2008. Excluding a non-recurring, non-cash gain and certain non-cash charges, the company’s adjusted net income for fourth quarter 2009 was $21.0 million or $0.22 per basic and diluted share, and for full-year 2009 adjusted net income was $92.2 million or $0.96 per basic and diluted share. Operating cash flow was $531.1 million for 2009. See the notes below for reconciliat

Mariner Energy Inc – PURCHASE AND SALE AGREEMENT By and Between EDGE PETROLEUM CORPORATION (the “Seller”), EDGE PETROLEUM EXPLORATION COMPANY, MILLER EXPLORATION COMPANY, EDGE PETROLEUM OPERATING COMPANY, INC., EDGE PETROLEUM PRODUCTION COMPANY, MILLER OIL CORPORATION, and MARINER ENERGY, INC. (the “Buyer”) Dated Effective December 9, 2009 (January 5th, 2010)

THIS PURCHASE AND SALE AGREEMENT (this “Agreement”) dated effective as of December 9, 2009, is by and between Edge Petroleum Corporation, a corporation organized under the laws of the State of Delaware (“Edge” or “Seller”), Edge Petroleum Exploration Company, a corporation organized under the laws of the State of Delaware (“EPEC”), Miller Exploration Company, a corporation organized under the laws of the State of Delaware (“Miller”), Edge Petroleum Operating Company, Inc., a corporation organized under the laws of the State of Delaware (“EPOC”), Edge Petroleum Production Company, a corporation organized under the laws of the State of Delaware (“EPPC”), Miller Oil Corporation, a corporation organized under the laws of the State of Michigan (“Miller Oil”), and Mariner Energy, Inc., a corporation organized under the laws of the State of Delaware (“Buyer”).

Mariner Energy Inc – AMENDMENT NO. 10 (August 27th, 2009)

This Amendment No. 10 (“Agreement”) dated as of August 25, 2009 (“Effective Date”) is among Mariner Energy, Inc., a Delaware corporation (the “Parent”), Mariner Energy Resources, Inc., a Delaware corporation (“Mariner Energy Resources” and together with the Parent, the “Borrowers”, each a “Borrower”), the Lenders (as defined in the Credit Agreement described below), and Union Bank, N.A. (f/k/a Union Bank of California, N.A.) as administrative agent (in such capacity, the “Administrative Agent”) and as issuing lender (in such capacity, the “Issuing Lender”).

Mariner Energy Inc – FOR IMMEDIATE RELEASE: For further information, contact: Patrick Cassidy ir @mariner-energy.com (August 7th, 2009)

Houston, Texas/August 6, 2009 — Mariner Energy, Inc. (NYSE: ME) today reported second quarter 2009 operating and financial results. The company reported net income of $17.2 million for the three-month period ended June 30, 2009, with fully-diluted earnings per share (EPS) of $0.19. For the same period in the prior year, Mariner reported net income of $123.4 million with fully diluted EPS of $1.39.

Mariner Energy Inc – MARINER ENERGY, INC, as Issuer THE GUARANTORS FIRST SUPPLEMENTAL INDENTURE Dated as of June 10, 2009 WELLS FARGO BANK, N.A., as Trustee 113/4% Senior Notes due 2016 (June 16th, 2009)

THIS FIRST SUPPLEMENTAL INDENTURE, dated as of June 10, 2009 (this “Supplemental Indenture”), is entered into between MARINER ENERGY, INC., a Delaware corporation (the “Company”), the GUARANTORS (as defined herein) and WELLS FARGO BANK, N.A., a New York State banking association, as trustee (the “Trustee”). Capitalized terms used herein and not otherwise defined have the meanings set forth in the Base Indenture (as defined below).

Mariner Energy Inc – MARINER ENERGY, INC. THE GUARANTORS PARTIES HERETO, AND WELLS FARGO BANK, N.A., AS TRUSTEE INDENTURE Dated as of June 10, 2009 Senior Debt Securities (June 16th, 2009)

INDENTURE dated as of June 10, 2009, among MARINER ENERGY, INC., a Delaware corporation (the “Company”), the GUARANTORS (as defined herein) and Wells Fargo Bank, N.A., a New York State banking association, as trustee (the “Trustee”).

Mariner Energy Inc – 10,000,000 Shares Mariner Energy, Inc. Common Stock UNDERWRITING AGREEMENT (June 9th, 2009)

Credit Suisse Securities (USA) LLC J.P. Morgan Securities Inc. Merrill Lynch, Pierce, Fenner & Smith Incorporated, As Representatives of the Several Underwriters, c/o Credit Suisse Securities (USA) LLC,      Eleven Madison Avenue      New York, N.Y. 10010-3629

Mariner Energy Inc – Mariner Energy, Inc. 113/4% Senior Notes due 2016 UNDERWRITING AGREEMENT (June 9th, 2009)

Credit Suisse Securities (USA) LLC Banc of America Securities LLC J.P. Morgan Securities Inc. Wachovia Capital Markets, LLC Citigroup Global Markets Inc., As Representatives of the Several Underwriters, c/o Credit Suisse Securities (USA) LLC,       Eleven Madison Avenue       New York, N.Y. 10010-3629

Mariner Energy Inc – AMENDMENT NO. 9 (June 2nd, 2009)

This Amendment No. 9 (“Agreement”) dated as of June 2, 2009 (“Effective Date”) is among Mariner Energy, Inc., a Delaware corporation (the “Parent”), Mariner Energy Resources, Inc., a Delaware corporation (“Mariner Energy Resources” and together with the Parent, the “Borrowers”, each a “Borrower”), the Lenders (as defined in the Credit Agreement described below), and Union Bank of California, N.A., as administrative agent (in such capacity, the “Administrative Agent”) and as issuing lender (in such capacity, the “Issuing Lender”).

Mariner Energy Inc – MARINER ENERGY, INC. THIRD AMENDED AND RESTATED STOCK INCENTIVE PLAN (May 12th, 2009)