Saratoga Resources Inc /Tx Sample Contracts

Saratoga Resources Inc /Tx – EMPLOYMENT AGREEMENT (January 30th, 2017)

THIS EMPLOYMENT AGREEMENT (this “Agreement”) is made as of January 25, 2017, by and between SARATOGA RESOURCES, INC., a Texas corporation (the “Company”), and THOMAS F. COOKE (the “Executive”) (each a “Party” and, collectively, the “Parties”).  Unless otherwise indicated, capitalized terms are defined in Section 2.1.

Saratoga Resources Inc /Tx – UNITED STATES BANKRUPTCY COURT WESTERN DISTRICT OF LOUISIANA LAFAYETTE DIVISION (November 3rd, 2016)

Harvest Oil and Gas, LLC, Saratoga Resources, Inc., The Harvest Group LLC, Lobo Operating, Inc. and Lobo Resources, Inc., as debtors and debtors-in-possession (collectively, the “Debtors”), and the Official Committee of Unsecured Creditors propose the following Joint Plan of Reorganization:

Saratoga Resources Inc /Tx – NOTICE OF HEARING ON APPROVAL OF ADEQUACY OF DISCLOSURE STATEMENT FOR JOINT CHAPTER 11 PLAN OF REORGANIZATION FOR HARVEST OIL & GAS, LLC AND FILED AFFILIATES AS OF JUNE 13, 2016 (June 21st, 2016)

PLEASE TAKE NOTICE that Harvest Oil and Gas, LLC, Saratoga Resources, Inc., The Harvest Group LLC, LOBO Operating, Inc. and LOBO Resources, Inc., the debtors and debtors-in-possession herein (collectively, the “Debtors”), filed that certain Disclosure Statement for Joint Chapter 11 Plan for Harvest Oil & Gas, LLC as of June 13, 2016 [P-995] (as it may be amended, the “Disclosure Statement”) and the Joint Chapter 11 Plan of Reorganization for Harvest Oil & Gas, LLC and Filed Affiliates as of June 13, 2016 [P-994] (as it may be amended, the "Plan"), on June 13, 2016, with the United States Bankruptcy Court for the Western District Louisiana.  The Disclosure Statement and Plan are on file and available for review at the Office of the Clerk of Court of the United States Bankruptcy Court at the address set forth below or the Court’s website www.lawb.uscourts.gov. A free copy may also be obtained at the following website http://hellerdraper.com/harvest/, or upon request to Debtors’ counsel a

Saratoga Resources Inc /Tx – Saratoga Resources, Inc. Files Notice of Hearing on Approval of Adequacy of Disclosure Statement for Joint Chapter 11 Plan of Reorganization (June 21st, 2016)

Houston, TX – June 21, 2016 – Saratoga Resources, Inc. (OTC Pink Market: SARAQ; the “Company” or “Saratoga”) today announced that it has filed a Notice of Hearing on Approval of Adequacy of Disclosure Statement for Joint Chapter 11 Plan of Reorganization (the “Notice of Hearing”).

Saratoga Resources Inc /Tx – FIFTH AMENDMENT TO FORBEARANCE AGREEMENT TO FIRST LIEN INDENTURE (June 10th, 2015)

This FIFTH AMENDMENT TO FORBEARANCE AGREEMENT (this “Fifth Amendment”) is entered into as of June 4, 2015, by and among Saratoga Resources, Inc. (the “Issuer”), the Guarantors party to the First Lien Indenture (collectively, with Issuer, the “Credit Parties”) and the holders of Notes issued under the First Lien Indenture party hereto (each, a “Noteholder” and together, the “Noteholders”).  Unless otherwise defined in this Fifth Amendment, capitalized terms used herein shall have the meanings ascribed to them in the First Lien Forbearance Agreement.

Saratoga Resources Inc /Tx – FIFTH AMENDMENT TO FORBEARANCE AGREEMENT TO SECOND LIEN INDENTURE (June 10th, 2015)

This FIFTH AMENDMENT TO FORBEARANCE AGREEMENT (this “Fifth Amendment”) is entered into as of June 4, 2015, by and among Saratoga Resources, Inc. (the “Issuer”), the Guarantors party to the Second Lien Indenture (collectively, with Issuer, the “Credit Parties”) and the holders of Notes issued under the Second Lien Indenture party hereto (each, a “Noteholder” and together, the “Noteholders”).  Unless otherwise defined in this Fifth Amendment, capitalized terms used herein shall have the meanings ascribed to them in the Second Lien Forbearance Agreement.

Saratoga Resources Inc /Tx – THIRD AMENDMENT TO FORBEARANCE AGREEMENT TO SECOND LIEN INDENTURE (May 19th, 2015)

This THIRD AMENDMENT TO FORBEARANCE AGREEMENT (this “Third Amendment”) is entered into as of April 30, 2015, by and among Saratoga Resources, Inc. (the “Issuer”), the Guarantors party to the Second Lien Indenture (collectively, with Issuer, the “Credit Parties”) and the holders of Notes issued under the Second Lien Indenture party hereto (each, a “Noteholder” and together, the “Noteholders”).  Unless otherwise defined in this Third Amendment, capitalized terms used herein shall have the meanings ascribed to them in the Second Lien Forbearance Agreement.

Saratoga Resources Inc /Tx – FOURTH AMENDMENT TO FORBEARANCE AGREEMENT TO FIRST LIEN INDENTURE (May 19th, 2015)

This FOURTH AMENDMENT TO FORBEARANCE AGREEMENT (this “Fourth Amendment”) is entered into as of May 18, 2015, by and among Saratoga Resources, Inc. (the “Issuer”), the Guarantors party to the First Lien Indenture (collectively, with Issuer, the “Credit Parties”) and the holders of Notes issued under the First Lien Indenture party hereto (each, a “Noteholder” and together, the “Noteholders”).  Unless otherwise defined in this Fourth Amendment, capitalized terms used herein shall have the meanings ascribed to them in the First Lien Forbearance Agreement.

Saratoga Resources Inc /Tx – THIRD AMENDMENT TO FORBEARANCE AGREEMENT TO FIRST LIEN INDENTURE (May 19th, 2015)

This THIRD AMENDMENT TO FORBEARANCE AGREEMENT (this “Third Amendment”) is entered into as of April 30, 2015, by and among Saratoga Resources, Inc. (the “Issuer”), the Guarantors party to the First Lien Indenture (collectively, with Issuer, the “Credit Parties”) and the holders of Notes issued under the First Lien Indenture party hereto (each, a “Noteholder” and together, the “Noteholders”).  Unless otherwise defined in this Third Amendment, capitalized terms used herein shall have the meanings ascribed to them in the First Lien Forbearance Agreement.

Saratoga Resources Inc /Tx – FOURTH AMENDMENT TO FORBEARANCE AGREEMENT TO SECOND LIEN INDENTURE (May 19th, 2015)

This FOURTH AMENDMENT TO FORBEARANCE AGREEMENT (this “Fourth Amendment”) is entered into as of May 18, 2015, by and among Saratoga Resources, Inc. (the “Issuer”), the Guarantors party to the Second Lien Indenture (collectively, with Issuer, the “Credit Parties”) and the holders of Notes issued under the Second Lien Indenture party hereto (each, a “Noteholder” and together, the “Noteholders”).  Unless otherwise defined in this Fourth Amendment, capitalized terms used herein shall have the meanings ascribed to them in the Second Lien Forbearance Agreement.

Saratoga Resources Inc /Tx – SECOND AMENDMENT TO FORBEARANCE AGREEMENT TO SECOND LIEN INDENTURE (March 20th, 2015)

This SECOND AMENDMENT TO FORBEARANCE AGREEMENT (this “Second Amendment”) is entered into as of March 16, 2015, by and among Saratoga Resources, Inc. (the “Issuer”), the Guarantors party to the Second Lien Indenture (collectively, with Issuer, the “Credit Parties”) and the holders of Notes issued under the Second Lien Indenture party hereto (each, a “Noteholder” and together, the “Noteholders”).  Unless otherwise defined in this Second Amendment, capitalized terms used herein shall have the meanings ascribed to them in the Second Lien Forbearance Agreement.

Saratoga Resources Inc /Tx – SECOND AMENDMENT TO FORBEARANCE AGREEMENT TO FIRST LIEN INDENTURE (March 20th, 2015)

This SECOND AMENDMENT TO FORBEARANCE AGREEMENT (this “Second Amendment”) is entered into as of March 16, 2015, by and among Saratoga Resources, Inc. (the “Issuer”), the Guarantors party to the First Lien Indenture (collectively, with Issuer, the “Credit Parties”) and the holders of Notes issued under the First Lien Indenture party hereto (each, a “Noteholder” and together, the “Noteholders”).  Unless otherwise defined in this Second Amendment, capitalized terms used herein shall have the meanings ascribed to them in the First Lien Forbearance Agreement.

Saratoga Resources Inc /Tx – Saratoga Resources Announces Extension of Forbearance Agreements with Senior Lenders; Engagement of Conway MacKenzie (March 20th, 2015)

Houston, TX – March 19, 2015 – Saratoga Resources, Inc. (NYSE MKT: SARA; the “Company” or “Saratoga”) today announced that it has entered amendments extending the terms of the existing forbearance agreements with (i) all of the holders of notes (the “First Lien Notes”) in the amount of $54.6 million issued under that certain Indenture dated as of November 22, 2013 (the “First Lien Indenture”), by and among the Company and its subsidiaries and The Bank of New York Mellon Trust Company, N.A., as trustee (the “First Lien Trustee”); and (ii) 75% or more of the holders of notes (the “Second Lien Notes”) in the amount of $125.2 million issued under that certain Indenture dated as of July 12, 2011, as supplemented or amended (the “Second Lien Indenture”), by and among the Company and its subsidiaries and The Bank of New York Mellon Trust Company, N.A., as trustee (the “Second Lien Trustee”).

Saratoga Resources Inc /Tx – FORBEARANCE AGREEMENT TO SECOND LIEN INDENTURE (February 3rd, 2015)

This FORBEARANCE AGREEMENT (this “Agreement”) is entered into as of January 30, 2015, by and among Saratoga Resources, Inc. (the “Issuer”), the Guarantors party to the Second Lien Indenture (as hereinafter defined) (collectively, with Issuer, the “Credit Parties”) and the holders of Notes issued under the Second Lien Indenture (as hereinafter defined) party hereto (each, a “Noteholder” and together, the “Noteholders”).

Saratoga Resources Inc /Tx – FORBEARANCE AGREEMENT TO FIRST LIEN INDENTURE (February 3rd, 2015)

This FORBEARANCE AGREEMENT (this “Agreement”) is entered into as of January 30, 2015, by and among Saratoga Resources, Inc. (the “Issuer”), the Guarantors party to the First Lien Indenture (as hereinafter defined) (collectively, with Issuer, the “Credit Parties”) and the holders of Notes issued under the First Lien Indenture (as hereinafter defined) party hereto (each, a “Noteholder” and together, the “Noteholders”).

Saratoga Resources Inc /Tx – Saratoga Resources Announces Forbearance Agreements with Senior Lenders (February 3rd, 2015)

Houston, TX – February 2, 2015 – Saratoga Resources, Inc. (NYSE MKT: SARA; the “Company” or “Saratoga”) today announced that it has entered into (i) a forbearance agreement (the “First Lien Forbearance Agreement”) with all of the holders of notes (the “First Lien Notes”) in the amount of $54.6 million issued under that certain Indenture dated as of November 22, 2013 (the “First Lien Indenture”), by and among the Company and its subsidiaries and The Bank of New York Mellon Trust Company, N.A., as trustee (the “First Lien Trustee”); and (ii) a forbearance agreement (the “Second Lien Forbearance Agreement”) with 75% or more of the holders of notes (the “Second Lien Notes”) in the amount of $125.2 million issued under that certain Indenture dated as of July 12, 2011, as supplemented or amended (the “Second Lien Indenture”), by and among the Company and its subsidiaries and The Bank of New York Mellon Trust Company, N.A., as trustee (the “Second Lien Trustee”).

Saratoga Resources Inc /Tx – Saratoga Resources, Inc. Announces 2.74 MMBOE of Proved Reserves on Newly Acquired Gulf of Mexico Prospects (December 16th, 2013)

Houston, TX – December 16, 2013 – Saratoga Resources, Inc. (NYSE MKT: SARA; the “Company” or “Saratoga”) today announced that it has received independent, third-party audited reserve estimates on two of its shallow Gulf of Mexico leases, awarded earlier this year. Saratoga contracted with DeGolyer and MacNaughton to provide independent, third-party reserve estimates on its recently acquired shallow Gulf of Mexico properties. Estimates of reserves were prepared in compliance with the regulations promulgated by the SEC and future prices were estimated using guidelines established by the SEC and FASB.

Saratoga Resources Inc /Tx – Saratoga Resources, Inc. Refinances $27.3 Million of Existing Notes at 10% and Completes $27.3 Million 10% First Lien Financing (November 25th, 2013)

HOUSTON, TX, November 25, 2013 – Saratoga Resources, Inc. (NYSE MKT: SARA; the “Company” or “Saratoga”) today announced that it has issued $27.3 million of first lien notes in exchange for the retirement of $27.3 million of outstanding 12½% senior secured notes and has issued an additional $27.3 million of first lien notes for cash.

Saratoga Resources Inc /Tx – INTERCREDITOR AGREEMENT (November 25th, 2013)

This INTERCREDITOR AGREEMENT (this “Agreement”) is dated as of November   22, 2013, and entered into by and between Saratoga Resources, Inc., a Texas corporation (“Saratoga”, or “Borrower”), the subsidiaries of Borrower listed on the signature pages hereto (the “Guarantors”), The Bank of New York Mellon Trust Company, N.A., not in its individual capacity but solely in its capacity as trustee and collateral agent under the First Lien Loan Documents (as defined below), including its successors and assigns in such capacity from time to time (“First Lien Agent”), and The Bank of New York Mellon Trust Company, N.A., not in its individual capacity, but solely in its capacity as trustee and collateral agent under the Second Lien Documents (as defined below), including its successors and assigns in such capacity from time to time (“Second Lien Trustee”).

Saratoga Resources Inc /Tx – SARATOGA RESOURCES, INC. AND EACH OF THE GUARANTORS FROM TIME TO TIME PARTY HERETO 10.0% SENIOR SECURED NOTES DUE 2015 INDENTURE Dated as of November 22, 2013 THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Trustee and as Collateral Agent (November 25th, 2013)

INDENTURE dated as of November 22, 2013 among SARATOGA RESOURCES, INC., a Texas corporation (the “Issuer”), the Guarantors (as defined herein) and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Trustee, and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Collateral Agent.

Saratoga Resources Inc /Tx – REGISTRATION RIGHTS AGREEMENT (November 25th, 2013)

This Registration Rights Agreement (this “Agreement”) is made and entered into as of November 22, 2013, by and among Saratoga Resources, Inc., a Texas corporation (the “Company”), Harvest Oil & Gas, LLC, a Louisiana limited liability company, The Harvest Group LLC, a Louisiana limited liability company, Lobo Resources, Inc., a Texas corporation, and Lobo Operating, Inc., a Texas corporation (collectively, the “Guarantors”) and the Purchasers (as defined below), in connection with the Company’s sale of $54,600,000 aggregate principal amount of its 10.0% Senior Secured Notes due 2015 (the “Notes”), which are guaranteed by the Guarantors (the “Guarantees” and together with the Notes, the “Securities”) to the purchasers thereof (the “Purchasers”), upon the terms set forth in the Purchase Agreement dated November 22, 2013, by and among the Issuer, Guarantors and the Purchasers (the “Purchase Agreement”).

Saratoga Resources Inc /Tx – Saratoga Resources, Inc. Awarded Little Bay Lease at Louisiana State Lease Sale (November 15th, 2013)

Houston, TX – November 15, 2013 – Saratoga Resources, Inc. (NYSE MKT: SARA; the “Company” or “Saratoga”) today announced that it was successful in acquiring the 212.41 acre Little Bay lease at the Louisiana state lease sale, held on November 13, 2013 in Baton Rouge.

Saratoga Resources Inc /Tx – SARATOGA RESOURCES, INC. REPORTS THIRD QUARTER 2013 FINANCIAL RESULTS (November 13th, 2013)

Houston, TX – November 13, 2013 – Saratoga Resources, Inc. (NYSE MKT: SARA; the “Company” or “Saratoga”) today announced financial and operating results for the quarter ended September 30, 2013.

Saratoga Resources Inc /Tx – Saratoga Resources, Inc. Announces Acquisition of Additional Leases at Louisiana State Lease Sale (September 12th, 2013)

Houston, TX – September 12, 2013 – Saratoga Resources, Inc. (NYSE MKT: SARA; the “Company” or “Saratoga”) today announced that it was successful in acquiring two new leases at the Louisiana state lease sale, held on September 11, 2013 in Baton Rouge.

Saratoga Resources Inc /Tx – SARATOGA RESOURCES, INC. REPORTS SECOND QUARTER 2013 FINANCIAL RESULTS (August 9th, 2013)

Houston, TX – August 9, 2013 – Saratoga Resources, Inc. (NYSE MKT: SARA; the “Company” or “Saratoga”) today announced financial and operating results for the quarter ended June 30, 2013.

Saratoga Resources Inc /Tx – Saratoga Resources Updates Near-Term Strategy (July 25th, 2013)

Houston, TX – July 25, 2013 – Saratoga Resources, Inc. (NYSE MKT: SARA; the “Company” or “Saratoga”) today provided details on its updated corporate strategy and recent, and upcoming, staff additions.

Saratoga Resources Inc /Tx – EMPLOYMENT AGREEMENT (June 14th, 2013)

THIS EMPLOYMENT AGREEMENT (this “Agreement”) is made as of June 10, 2013, by and between SARATOGA RESOURCES, INC., a Texas corporation (the “Company”), and ANDREW C. CLIFFORD (the “Executive”) (each a “Party” and, collectively, the “Parties”).  Unless otherwise indicated, capitalized terms are defined in Section 2.1.

Saratoga Resources Inc /Tx – EMPLOYMENT AGREEMENT (June 14th, 2013)

THIS EMPLOYMENT AGREEMENT (this “Agreement”) is made as of June 10, 2013, by and between SARATOGA RESOURCES, INC., a Texas corporation (the “Company”), and THOMAS F. COOKE (the “Executive”) (each a “Party” and, collectively, the “Parties”).  Unless otherwise indicated, capitalized terms are defined in Section 2.1.

Saratoga Resources Inc /Tx – SARATOGA RESOURCES, INC. REPORTS FIRST QUARTER 2013 FINANCIAL RESULTS (May 13th, 2013)

Houston, TX – March 13, 2013 – Saratoga Resources, Inc. (NYSE MKT: SARA; the “Company” or “Saratoga”) today announced financial and operating results for the quarter ended March 31, 2013.

Saratoga Resources Inc /Tx – SARATOGA RESOURCES, INC. REPORTS FOURTH QUARTER AND 2012 FINANCIAL RESULTS (March 27th, 2013)

Houston, TX – March 27, 2013 – Saratoga Resources, Inc. (NYSE MKT: SARA; the “Company” or “Saratoga”) today announced financial and operating results for the quarter and year-ended December 31, 2012.

Saratoga Resources Inc /Tx – SARATOGA RESOURCES, INC. HIGH BIDDER ON FOUR LEASES (19,814 ACRES) IN CENTRAL GOM LEASE SALE (March 21st, 2013)

Houston, TX – March 21, 2013 – Saratoga Resources, Inc. (NYSE MKT: SARA; the “Company” or “Saratoga”) today announced that it was the apparent high bidder on four leases at the Central Gulf of Mexico Lease Sale 227 held yesterday in New Orleans, Louisiana.

Saratoga Resources Inc /Tx – Saratoga Resources, Inc. Provides Update On QQ-25 Well and Selected Financial Information (March 7th, 2013)

Houston, TX – March 7, 2013 – Saratoga Resources, Inc. (NYSE MKT: SARA; the “Company” or “Saratoga”) today provided an update on the status of previously announced drilling operations as well as guidance regarding certain anticipated year-end 2012 financial results and hedging information.

Saratoga Resources Inc /Tx – FIRST SUPPLEMENTAL INDENTURE (December 5th, 2012)

First Supplemental Indenture (this “First Supplemental Indenture”), dated as of December 4, 2012 among Saratoga Resources Inc. (the “Company”), each of the guarantors party hereto (the “Guarantors”) and The Bank of New York Mellon Trust Company, N.A., as Trustee (the “Trustee”), to the Indenture (the “Base Indenture” and, together with this First Supplement Indenture, the “Indenture”), dated as of July 12, 2011, among the Company, the Guarantors and the Trustee.  Capitalized terms used in this First Supplemental Indenture and not otherwise defined herein shall have the meanings assigned to such terms in the Indenture.

Saratoga Resources Inc /Tx – Saratoga Resources, Inc. Closes Placement of $25.0 Million of 12.5% Senior Secured Notes (December 5th, 2012)

This press release does not constitute an offer to sell or the solicitation of an offer to buy any securities nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any state or jurisdiction.

Saratoga Resources Inc /Tx – REGISTRATION RIGHTS AGREEMENT (December 5th, 2012)

This Registration Rights Agreement (this “Agreement”) is made and entered into as of December 4, 2012, by and among Saratoga Resources, Inc., a Texas corporation (the “Company”), Harvest Oil & Gas, LLC, a Louisiana limited liability company, The Harvest Group LLC, a Louisiana limited liability company, Lobo Resources, Inc., a Texas corporation, and Lobo Operating, Inc., a Texas corporation (collectively, the “Guarantors”), and Imperial Capital, LLC (the “Initial Purchaser”), which has agreed to purchase an additional $25,000,000 of the Company’s 12½% Senior Secured Notes due 2016 (the “Notes”), which are guaranteed by the Guarantors (the “Guarantees”) pursuant to the Purchase Agreement.  The Notes and the Guarantees attached thereto are herein collectively referred to as the “Securities.”