W&t Offshore Inc Sample Contracts

W I T N E S S E T H
Credit Agreement • May 3rd, 2004 • W&t Offshore Inc • Texas
W&T OFFSHORE, INC. AND EACH OF THE GUARANTORS PARTY HERETO 10.750% SENIOR SECOND LIEN NOTES DUE 2029 INDENTURE Dated as of January 28, 2025 Wilmington Trust, National Association Trustee
Indenture • February 3rd, 2025 • W&t Offshore Inc • Crude petroleum & natural gas • New York

INDENTURE dated as of January 28, 2025 among W&T Offshore, Inc., a Texas corporation, the Guarantors (as defined) and Wilmington Trust, National Association, a national banking association, as trustee.

REGISTRATION RIGHTS AGREEMENT by and among W&T OFFSHORE, INC., THE GUARANTORS party hereto and Morgan Stanley & Co. LLC, as representative of the Initial Purchasers (as defined herein) Dated as of October 24, 2012
Registration Rights Agreement • October 25th, 2012 • W&t Offshore Inc • Crude petroleum & natural gas • New York

This Agreement is made pursuant to the Purchase Agreement, dated as of October 17, 2012 (the “Purchase Agreement”), by and among the Company, the Guarantors and Morgan Stanley & Co. LLC, as representative of the Initial Purchasers, (i) for the benefit of each Initial Purchaser and (ii) for the benefit of the holders from time to time of the New Securities (as defined below) (including each Initial Purchaser). In order to induce the Initial Purchasers to purchase the New Securities, the Company has agreed to provide the registration rights set forth in this Agreement. The execution and delivery of this Agreement is a condition to the obligations of the Initial Purchasers set forth in Section 5(g) of the Purchase Agreement.

WITNESSETH: ----------
Employment Agreement • May 3rd, 2004 • W&t Offshore Inc
EXECUTION] [Revolving Credit Agreement] AMENDED AND RESTATED CREDIT AGREEMENT
Revolving Credit Agreement • May 3rd, 2004 • W&t Offshore Inc • Texas
INDEMNIFICATION AGREEMENT
Indemnification Agreement • August 8th, 2022 • W&t Offshore Inc • Crude petroleum & natural gas • Texas

This Indemnification Agreement (this “Agreement”) is entered into as of (the “Effective Date”) by and between W&T Offshore, Inc., a Texas corporation (the “Company”), and (the “Indemnitee”).

W&T Offshore, Inc., as Issuer and The Bank of New York Mellon Trust Company, N.A., as Trustee SUBORDINATED INDENTURE Dated as of , 200
Subordinated Indenture • November 13th, 2008 • W&t Offshore Inc • Crude petroleum & natural gas • New York
W&T Offshore, Inc., as Issuer and The Bank of New York Mellon Trust Company, N.A., as Trustee SENIOR INDENTURE Dated as of , 200
Senior Indenture • November 13th, 2008 • W&t Offshore Inc • Crude petroleum & natural gas • New York

INDENTURE, dated as of , 200 , between W&T Offshore, Inc., a corporation duly organized and existing under the laws of the State of Texas (herein called the “Company”), having its principal office at Nine Greenway Plaza, Suite 300, Houston, Texas 77046 and The Bank of New York Mellon Trust Company, N.A., a national banking association, as Trustee (herein called the “Trustee”).

W&T OFFSHORE, INC. March 26, 2004
Amended and Restated Credit Agreement • May 3rd, 2004 • W&t Offshore Inc
8,500,000 Shares W & T OFFSHORE, INC. Common Stock UNDERWRITING AGREEMENT
Underwriting Agreement • July 26th, 2006 • W&t Offshore Inc • Crude petroleum & natural gas • New York
INTERCREDITOR AGREEMENT dated as of January 28, 2025 between Texas Capital Bank, as Priority Lien Agent, and Wilmington Trust, National Association, as Second Lien Collateral Trustee
Intercreditor Agreement • February 3rd, 2025 • W&t Offshore Inc • Crude petroleum & natural gas • New York

INTERCREDITOR AGREEMENT, dated as of January 28, 2025 (as amended, restated, amended and restated, supplemented or otherwise modified from time to time in accordance with the terms hereof, this “Agreement”), between Texas Capital Bank, as priority lien agent for the Priority Lien Secured Parties referred to herein (in such capacity, and together with its successors and assigns in such capacity, the “Original Priority Lien Agent”) and Wilmington Trust, National Association, as collateral trustee for the Second Lien Secured Parties referred to herein (in such capacity, and together with its successors in such capacity, the “Second Lien Collateral Trustee”).

] Shares W & T OFFSHORE, INC. Common Stock UNDERWRITING AGREEMENT
Underwriting Agreement • January 12th, 2005 • W&t Offshore Inc • Crude petroleum & natural gas • New York
CREDIT AGREEMENT among W&T OFFSHORE, INC., as Borrower THE LENDERS FROM TIME TO TIME PARTY HERETO and TEXAS CAPITAL BANK, as Administrative Agent, Lender and L/C Issuer TCBI SECURITIES, INC. as Sole Lead Arranger and Bookrunner dated as of January 28,...
Credit Agreement • February 3rd, 2025 • W&t Offshore Inc • Crude petroleum & natural gas • Texas

This CREDIT AGREEMENT (as the same may be amended, restated, supplemented or otherwise modified from time to time, this “Agreement”), dated as of January 28, 2025, is among W&T OFFSHORE, INC., a Texas corporation (“Borrower”), the lenders from time to time party hereto (collectively, the “Lenders” and each, individually, a “Lender”), and TEXAS CAPITAL BANK, as Administrative Agent, Lender and L/C Issuer.

INDEMNIFICATION AND HOLD HARMLESS AGREEMENT
Indemnification & Liability • February 27th, 2012 • W&t Offshore Inc • Crude petroleum & natural gas • Texas

THIS INDEMNIFICATION AND HOLD HARMLESS AGREEMENT (this “Agreement”) is made as of , by and between W&T Offshore, Inc., a Texas corporation (the “Company”), and (“Indemnitee”).

EMPLOYMENT AGREEMENT
Employment Agreement • September 26th, 2008 • W&t Offshore Inc • Crude petroleum & natural gas • Texas

THIS EMPLOYMENT AGREEMENT (“Agreement”) is made by and between W&T Offshore, Inc., a Texas corporation (the “Company”), and Jamie Vazquez (“Key Employee”).

W&T OFFSHORE, INC. 9.75% SENIOR SECOND LIEN NOTES DUE 2023 PURCHASE AGREEMENT
Purchase Agreement • October 11th, 2018 • W&t Offshore Inc • Crude petroleum & natural gas • New York

The opinion of the counsel for the Company, to be delivered pursuant to Section 5(c) of the Purchase Agreement shall be to the effect that:

W&T OFFSHORE, INC. AMENDED AND RESTATED INCENTIVE COMPENSATION PLAN Executive Annual Incentive Award Agreement For Fiscal Year 2017
Executive Annual Incentive Award Agreement • May 4th, 2017 • W&t Offshore Inc • Crude petroleum & natural gas • Texas

This potential Annual Incentive Award (the “Award”) is granted on March 30, 2017 (the “Award Date”), by W&T Offshore, Inc., a Texas corporation (the “Company”) to the executive whose name appears in the footer below (“Awardee” or “you”).

NINETEENTH AMENDMENT TO SIXTH AMENDED AND RESTATED CREDIT AGREEMENT
Credit Agreement • July 1st, 2024 • W&t Offshore Inc • Crude petroleum & natural gas • New York

THIS SIXTH AMENDED AND RESTATED CREDIT AGREEMENT (as amended, restated, supplemented or otherwise modified from time to time, this “Agreement”), dated as of October 18, 2018, by and among W&T Offshore, Inc., a Texas corporation (together with its permitted assigns and successors, the “Borrower”), the various financial institutions and other Persons from time to time parties hereto as lenders (collectively, the “Lenders”), each Issuer referred to below, as issuers of Letters of Credit and Alter Domus (US) LLC (“Alter Domus”), as administrative agent (in such capacity together with any successors thereto, the “Administrative Agent”).

W&T OFFSHORE, INC. AMENDED AND RESTATED INCENTIVE COMPENSATION PLAN 2017 EXECUTIVE RESTRICTED STOCK UNIT AGREEMENT
Executive Restricted Stock Unit Agreement • May 4th, 2017 • W&t Offshore Inc • Crude petroleum & natural gas • Texas

This Executive Restricted Stock Unit Agreement (this “Agreement”) is made and entered into as of March 30, 2017 (the “Date of Grant”), by and between W&T Offshore, Inc., a Texas corporation (the “Company”) and the executive whose name appears in the footer below (“you”);

W&T OFFSHORE, INC. AMENDED AND RESTATED INCENTIVE COMPENSATION PLANA Executive Annual Incentive Award Agreement
Executive Annual Incentive Award Agreement • August 8th, 2013 • W&t Offshore Inc • Crude petroleum & natural gas • Texas

This potential Annual Incentive Award (the “Award”) is granted on June 10, 2013 (the “Award Date”), by W&T Offshore, Inc., a Texas corporation (the “Company”) to you (“Awardee” or “you”).

REGISTRATION RIGHTS AGREEMENT BY AND AMONG W&T OFFSHORE, INC. AND THE INITIAL HOLDERS NAMED ON SCHEDULE A TO EACH SIGNATURE PAGE HERETO
Registration Rights Agreement • September 13th, 2016 • W&t Offshore Inc • Crude petroleum & natural gas • New York

This REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made and entered into as of September 7, 2016, by and among W&T Offshore, Inc., a Texas corporation (the “Company”), and each of the Persons set forth on Schedule A to each signature page to this Agreement (each, an “Initial Holder” and collectively, the “Initial Holders”).

W&T OFFSHORE, INC. AMENDED AND RESTATED INCENTIVE COMPENSATION PLAN 2016 EXECUTIVE RESTRICTED STOCK UNIT AGREEMENT
Incentive Compensation Plan • November 3rd, 2016 • W&t Offshore Inc • Crude petroleum & natural gas • Texas

This Executive Restricted Stock Unit Agreement (this “Agreement”) is made and entered into as of _______, 2016 (the “Date of Grant”), by and between W&T Offshore, Inc., a Texas corporation (the “Company”) and the executive whose name appears in the footer below (“you”);

FIFTH AMENDMENT TO FIFTH AMENDED AND RESTATED CREDIT AGREEMENT
Fifth Amended and Restated Credit Agreement • August 31st, 2016 • W&t Offshore Inc • Crude petroleum & natural gas • New York

THIS FIFTH AMENDMENT TO FIFTH AMENDED AND RESTATED CREDIT AGREEMENT (herein called this “Fifth Amendment”), dated as of August 25, 2016 (the “Effective Date”), is entered into by and among W&T OFFSHORE, INC., a Texas corporation, as the borrower (the “Borrower”), the various financial institutions parties hereto, as Lenders, TORONTO DOMINION (TEXAS) LLC, individually and as agent (in such capacity together with any successors thereto, the “Administrative Agent”) for the Lenders, and the issuers of letters of credit parties hereto, as issuers (collectively, the “Issuers”).

W&T OFFSHORE, INC. AMENDED AND RESTATED INCENTIVE COMPENSATION PLAN Executive Annual Incentive Award Agreement
Executive Annual Incentive Award Agreement • May 8th, 2014 • W&t Offshore Inc • Crude petroleum & natural gas • Texas

This potential Annual Incentive Award (the “Award”) is granted on March 27, 2014 (the “Award Date”), by W&T Offshore, Inc., a Texas corporation (the “Company”) to the executive whose name appears in the footer below (“Awardee” or “you”).

FOURTH AMENDMENT TO FIFTH AMENDED AND RESTATED CREDIT AGREEMENT
Credit Agreement • August 3rd, 2016 • W&t Offshore Inc • Crude petroleum & natural gas • New York

THIS FOURTH AMENDMENT TO FIFTH AMENDED AND RESTATED CREDIT AGREEMENT (herein called this “Fourth Amendment”), dated as of July 28, 2016 (the “Effective Date”), is entered into by and among W&T OFFSHORE, INC., a Texas corporation, as the borrower (the “Borrower”), the various financial institutions parties hereto, as Lenders, TORONTO DOMINION (TEXAS) LLC, individually and as agent (in such capacity together with any successors thereto, the “Administrative Agent”) for the Lenders, and the issuers of letters of credit parties hereto, as issuers (collectively, the “Issuers”).

INDEMNIFICATION AND HOLD HARMLESS AGREEMENT
Indemnification Agreement • June 22nd, 2012 • W&t Offshore Inc • Crude petroleum & natural gas • Texas

THIS INDEMNIFICATION AND HOLD HARMLESS AGREEMENT (this “Agreement”) is made as of June 19, 2012, by and between W&T Offshore, Inc., a Texas corporation (the “Company”), and Thomas P. Murphy (“Indemnitee”).

SECOND AMENDMENT TO FOURTH AMENDED AND RESTATED CREDIT AGREEMENT
Credit Agreement • October 17th, 2012 • W&t Offshore Inc • Crude petroleum & natural gas • New York

THIS SECOND AMENDMENT TO FOURTH AMENDED AND RESTATED CREDIT AGREEMENT (herein called this “Amendment”), dated effective as of October 12, 2012 (the “Effective Date”), is entered into by and among W&T OFFSHORE, INC., a Texas corporation, as the borrower (the “Borrower”), the various financial institutions parties hereto, as lenders (collectively, the “Lenders”), TORONTO DOMINION (TEXAS) LLC, individually and as agent (in such capacity together with any successors thereto, the “Agent”) for the Lenders, and the issuers of letters of credit parties hereto, as issuers (collectively, the “Issuers”). Terms defined in the Credit Agreement (as hereinafter defined) are used herein with the same meanings as given them therein, unless the context otherwise requires.

W&T OFFSHORE, INC. Common Stock ($0.00001 par value per share) AT-THE-MARKET EQUITY DISTRIBUTION AGREEMENT
At-the-Market Equity Distribution Agreement • March 18th, 2022 • W&t Offshore Inc • Crude petroleum & natural gas • New York
W&T OFFSHORE, INC. AND EACH OF THE GUARANTORS PARTY HERETO 9.00% / 10.75% SENIOR SECOND LIEN PIK TOGGLE NOTES DUE 2020 INDENTURE Dated as of September 7, 2016 Wilmington Trust, National Association Trustee
Indenture • September 13th, 2016 • W&t Offshore Inc • Crude petroleum & natural gas • New York

consummation of the proposed Exchange in accordance with the terms of the Indenture, the beneficial interest issued will be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the relevant Restricted Global Note and in the Indenture and the Securities Act.

FIRST SUPPLEMENTAL INDENTURE
First Supplemental Indenture • September 13th, 2016 • W&t Offshore Inc • Crude petroleum & natural gas • New York

FIRST SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of September 7, 2016 (the “Effective Date”), is by and among W&T Offshore, Inc., a Texas corporation (the “Company”), the Guarantors (as defined in the Indenture below) from time to time party hereto, and Wilmington Trust, National Association, a national banking association, as successor trustee (the “Trustee”).