WITNESSETH:Employment Agreement • October 5th, 2006 • EV Energy Partners, LP • Crude petroleum & natural gas • Texas
EXHIBIT 10.3 A.A.P.L. FORM 610 -- MODEL FORM OPERATING AGREEMENT - 1989 A.A.P.L. FORM 610 -- 1989 MODEL FORM OPERATING AGREEMENTOperating Agreement • October 5th, 2006 • EV Energy Partners, LP • Crude petroleum & natural gas • Texas
DATED AS OF SEPTEMBER 29, 2006 AMONG EV ENERGY PARTNERS, L.P., AS PARENT EV PROPERTIES, L.P., AS BORROWER,Credit Agreement • October 5th, 2006 • EV Energy Partners, LP • Crude petroleum & natural gas • Texas
September 26, 2006 A.G. EDWARDS & SONS, INC. RAYMOND JAMES & ASSOCIATES, INC. WACHOVIA CAPITAL MARKETS, LLC OPPENHEIMER & CO. INC. c/o A.G. Edwards & Sons, Inc. One North Jefferson Avenue St. Louis, Missouri 63103 The undersigned, EV Energy Partners,...EV Energy Partners, LP • October 5th, 2006 • Crude petroleum & natural gas • Texas
AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF EV MANAGEMENT, LLC A DELAWARE LIMITED LIABILITY COMPANYLimited Liability Company Agreement • October 5th, 2006 • EV Energy Partners, LP • Crude petroleum & natural gas • Delaware
EV ENERGY FINANCE CORP. AND THE GUARANTORS NAMED ON THE SIGNATURE PAGES HEREOF 8.0% SENIOR NOTES DUE 2019 INDENTURE Dated as of March 22, 2011 U.S. BANK NATIONAL ASSOCIATION, As TrusteeIndenture • March 22nd, 2011 • EV Energy Partners, LP • Crude petroleum & natural gas • New York
This INDENTURE, dated as of March 22, 2011 is among EV ENERGY PARTNERS, L.P., a Delaware limited partnership (the “Company”), EV ENERGY FINANCE CORP., a Delaware corporation (“Finance Corp.” and, together with the Company, the “Issuers”), the guarantors listed on the signature page hereof (each, a “Guarantor” and, collectively, the “Guarantors”) and U.S. BANK NATIONAL ASSOCIATION, a national banking association, as trustee (the “Trustee”).
REGISTRATION RIGHTS AGREEMENT by and among EV Energy Partners, L.P. EV Energy Finance Corp., the Guarantors party hereto, and RBC Capital Markets, LLC Wells Fargo Securities, LLC and BNP Paribas Securities Corp. as representative of the Initial...Registration Rights Agreement • March 22nd, 2011 • EV Energy Partners, LP • Crude petroleum & natural gas • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into as of March [22], 2011, by and among EV Energy Partners, L.P., a Delaware limited partnership (the “Partnership”), EV Energy Finance Corp., a Delaware corporation (“Finance Corp” and, together with the Partnership, the “Issuers”), the entities listed on Schedule A hereto (collectively, the “Guarantors ”), and RBC Capital Markets, LLC, J.P. Morgan Securities LLC, Wells Fargo Securities, LLC and BNP Paribas Securities Corp. as representative of the initial purchasers listed on Schedule A to the Purchase Agreement (each an “Initial Purchaser” and, collectively, the “Initial Purchasers”), each of whom has agreed to purchase the Issuers’ 8.0% Senior Notes due 2019 (the “Initial Notes”), fully and unconditionally guaranteed by the Guarantors (the “Guarantees”) pursuant to the Purchase Agreement (as defined below). The Initial Notes and the Guarantees attached thereto are herein collectively referred to as the “Ini
Form of Senior Indenture] EV ENERGY PARTNERS, L.P. EV ENERGY FINANCE CORP. as Issuers, any Subsidiary Guarantors party hereto, and as Trustee INDENTURE Dated as of ____________ Debt SecuritiesIndenture • October 1st, 2007 • EV Energy Partners, LP • Crude petroleum & natural gas • New York
THIS INDENTURE dated as of ___ is among EV Energy Partners, L.P., a Delaware limited partnership (the “Partnership”), EV Energy Finance Corp. (“Finance Corp.,” and together with the Partnership, the “Issuers”), any Subsidiary Guarantors (as defined herein) party hereto and [___], a ___, as trustee (the “Trustee”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • June 4th, 2018 • Harvest Oil & Gas Corp. • Crude petroleum & natural gas • New York
This Registration Rights Agreement (including all exhibits hereto and as may be amended, supplemented or amended and restated from time to time in accordance with the terms hereof, this “Agreement”) is made and entered into as of June 4, 2018 by and Harvest Oil & Gas Corp., a Delaware corporation (the “Company”), and the other parties signatory hereto and any additional parties identified on the signature pages of any joinder agreement executed and delivered pursuant hereto.
Form of Subordinated Indenture] EV ENERGY PARTNERS, L.P. EV ENERGY FINANCE CORP. as Issuers, any Subsidiary Guarantors party hereto, and as Trustee INDENTURE Dated as of Debt SecuritiesEV Energy Partners, LP • October 1st, 2007 • Crude petroleum & natural gas • New York
THIS INDENTURE dated as of is among EV Energy Partners, L.P., a Delaware limited partnership (the “Partnership”), EV Energy Finance Corp. (“Finance Corp.,” and together with the Partnership, the “Issuers”), any Subsidiary Guarantors (as defined herein party hereto and [ ], a , as trustee (the “Trustee”).
WARRANT AGREEMENTWarrant Agreement • June 4th, 2018 • Harvest Oil & Gas Corp. • Crude petroleum & natural gas • New York
This Warrant Agreement (as may be supplemented, amended or amended and restated pursuant to the applicable provisions hereof, this “Agreement”), dated as of June 4, 2018, between Harvest Oil & Gas Corp., a Delaware corporation (and any Successor Company that becomes successor to the Company in accordance with Section 15) (the “Company”), Computershare Inc., a Delaware corporation (“Computershare”) and its wholly-owned subsidiary Computershare Trust Company, N.A., a federally chartered trust company (successors of such Warrant Agent appointed in accordance with the terms hereof) (collectively, the “Warrant Agent”). Capitalized terms that are used in this Agreement shall have the meanings set forth in Section 1 hereof.
THIRD AMENDED AND RESTATED CREDIT AGREEMENT dated as of June 4, 2018 among HARVEST OIL & GAS CORP., as Parent, EV PROPERTIES, L.P., as Borrower, JPMORGAN CHASE BANK, N.A., as Administrative Agent, and The Lenders Party Hereto JPMorgan Chase Bank,...Credit Agreement • June 4th, 2018 • Harvest Oil & Gas Corp. • Crude petroleum & natural gas • Texas
Credit Agreement Dated as of September [ ], 2006 among EV Energy Partners, L.P., as Parent EV Properties, L.P., as Borrower, JPMorgan Chase Bank, N.A., as Administrative Agent, BNP Paribas, and Wachovia Bank, N.A., as Co-Syndication Agents, Compass...Credit Agreement • September 15th, 2006 • EV Energy Partners, LP • Crude petroleum & natural gas • Texas
THIS CREDIT AGREEMENT dated as of September [ ], 2006, is among EV Energy Partners, L.P., a limited partnership duly formed and existing under the laws of the State of Delaware (the “Parent”), EV Properties, L.P., a limited partnership duly formed and existing under the laws of the State of Delaware (the “Borrower”), each of the Lenders from time to time party hereto; JPMORGAN CHASE BANK, N.A. (in its individual capacity, “JPMorgan”), as administrative agent for the Lenders (in such capacity, together with its successors in such capacity, the “Administrative Agent”); BNP PARIBAS and (in its individual capacity, “BNP Paribas”) and WACHOVIA BANK, N.A. (in its individual capacity, “Wachovia”), as co-syndication agents for the Lenders (in such capacity, together with each of their successors in such capacity, the “Co-Syndication Agents”); and COMPASS BANK (in its individual capacity, “Compass”) and UNION BANK OF CALIFORNIA, N.A. (in its individual capacity, “UBOC”), as co-documentation age
FIRST AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF EV ENERGY GP, L.P. A DELAWARE LIMITED PARTNERSHIPEV Energy Partners, LP • October 5th, 2006 • Crude petroleum & natural gas • Delaware
INDEMNIFICATION AGREEMENTIndemnification Agreement • June 4th, 2018 • Harvest Oil & Gas Corp. • Crude petroleum & natural gas • Delaware
This Indemnification Agreement (this “Agreement”), dated the [ ] day of [_________], 2018, is by and between Harvest Oil and Gas Corp., a Delaware corporation (the “Corporation”), and [_______________], an individual (“Indemnitee”).
200,000,000 8.0% Senior Notes due 2019 UNDERWRITING AGREEMENT dated March 8, 2012Underwriting Agreement • March 13th, 2012 • EV Energy Partners, LP • Crude petroleum & natural gas • New York
EV Energy Partners, L.P., a Delaware limited partnership (the “Partnership”) and EV Energy Finance Corp., a Delaware corporation (“Finance Corp”) propose to issue and sell to the several Underwriters listed in Schedule I hereto (the “Underwriters”), for whom you are acting as a representative (the “Representative”), $200,000,000 aggregate principal amount of their 8.0% Senior Notes due 2019 (the “Notes”). The Partnership and Finance Corp are referred to collectively as the “Issuers.” The Notes will be issued pursuant to an Indenture dated as of March 22, 2011 (the “Indenture”) among the Partnership, Finance Corp, the guarantors listed in Schedule II hereto (the “Guarantors”) and U.S. Bank National Association, as trustee (the “Trustee”), and will be guaranteed on an unsecured senior basis by each of the Guarantors (the “Guarantees” and, together with the Notes, the “Securities”).
EMPLOYMENT AGREEMENTEmployment Agreement • October 29th, 2018 • Harvest Oil & Gas Corp. • Crude petroleum & natural gas • Texas
This EMPLOYMENT AGREEMENT (the "Agreement") is entered into as of October 26, 2018 by and between Harvest Oil & Gas Corp., a Delaware corporation (hereafter the "Company") and Ryan Stash ("Employee"). The Company and Employee are referred to herein individually as a "Party" and together as the "Parties."
Second Amended and Restated Credit AgreementCredit Agreement • April 29th, 2011 • EV Energy Partners, LP • Crude petroleum & natural gas • Texas
THIS SECOND AMENDED AND RESTATED CREDIT AGREEMENT dated as of April 26, 2011 (the “Closing Date”), is among EV Energy Partners, L.P., a limited partnership duly formed and existing under the laws of the State of Delaware (the “Parent”), EV Properties, L.P., a limited partnership duly formed and existing under the laws of the State of Delaware (the “Borrower”), each of the Lenders from time to time party hereto; JPMORGAN CHASE BANK, N.A. (in its individual capacity, “JPMorgan”), as administrative agent for the Lenders (in such capacity, together with its successors in such capacity, the “Administrative Agent”); BNP Paribas and Wells Fargo, National Association, as co-syndication agents for the Lenders (in such capacity, together with each of their successors in such capacity, the “Co-Syndication Agents”); and BBVA Compass and Citibank, N.A., as co-documentation agents for the Lenders (in such capacity, together with each of their successors in such capacity, the “Documentation Agents”).
Purchase and Sale Agreement by and between Range Resources - Appalachia, LLC seller and EnerVest Institutional Fund XI-A, L.P. EnerVest Institutional Fund XI-WI, L.P. CGas Properties, L.P. and EnerVest Operating, L.L.C. collectively, buyerPurchase and Sale Agreement • February 8th, 2010 • EV Energy Partners, LP • Crude petroleum & natural gas • Texas
This Purchase and Sale Agreement (this “Agreement”) is made and entered into this 5th day of February 2010, by and between Range Resources - Appalachia, LLC, a Delaware limited liability company (“Seller”), and EnerVest Energy Institutional Fund XI-A, L.P., a Delaware limited partnership (“Fund XI-A”), EnerVest Energy Institutional Fund XI-WI, L.P., a Delaware limited partnership (“Fund XI-WI”), CGAS Properties, L.P., a Delaware limited partnership (“CGAS”, with Fund XI-A, Fund XI-WI and CGAS collectively called herein “Buyer”) and EnerVest Operating, L.L.C., a Delaware limited liability company (“EVOC”). Buyer, Seller, and EVOC are sometimes referred to collectively as the “Parties” and, individually, as a “Party.”
Amended and Restated Credit Agreement Dated as of October 1, 2007 among EV Energy Partners, L.P., as Parent EV Properties, L.P., as Borrower, JPMorgan Chase Bank, N.A., as Administrative Agent, BNP Paribas, and Wachovia Bank, National Association, as...Credit Agreement • March 14th, 2008 • EV Energy Partners, LP • Crude petroleum & natural gas • Texas
THIS AMENDED AND RESTATED CREDIT AGREEMENT dated as of October 1, 2007, is among EV Energy Partners, L.P., a limited partnership duly formed and existing under the laws of the State of Delaware (the “Parent”), EV Properties, L.P., a limited partnership duly formed and existing under the laws of the State of Delaware (the “Borrower”), each of the Lenders from time to time party hereto; JPMORGAN CHASE BANK, N.A. (in its individual capacity, “JPMorgan”), as administrative agent for the Lenders (in such capacity, together with its successors in such capacity, the “Administrative Agent”); BNP PARIBAS and (in its individual capacity, “BNP Paribas”) and WACHOVIA BANK, NATIONAL ASSOCIATION (in its individual capacity, “Wachovia”), as co-syndication agents for the Lenders (in such capacity, together with each of their successors in such capacity, the “Co-Syndication Agents”); and COMPASS BANK (in its individual capacity, “Compass”) and UNION BANK OF CALIFORNIA, N.A. (in its individual capacity,
PURCHASE AND SALE AGREEMENTPurchase and Sale Agreement • November 17th, 2006 • EV Energy Partners, LP • Crude petroleum & natural gas • Texas
This Purchase and Sale Agreement (this “Agreement”) dated as of November 10, 2006, is among Five States Energy Company, L.L.C. (“Five States”) and each of the other parties listed as a party “Seller” on the signature pages hereof (herein collectively called “Seller”), and EV Properties, L.P. (herein called “Buyer”).
ASSET PURCHASE AND SALE AGREEMENT between Plantation Operating, LLC as "Seller" and EV Properties, L.P. as "Buyer" Dated as of July 17, 2007Asset Purchase and Sale Agreement • November 14th, 2007 • EV Energy Partners, LP • Crude petroleum & natural gas • Texas
THIS ASSET PURCHASE AND SALE AGREEMENT dated July 17, 2007, is made by and between Plantation Operating, LLC, a Delaware limited liability company ("Seller"), and EV Properties, L.P., a Delaware limited partnership ("Buyer").
REGISTRATION RIGHTS AGREEMENT BY AND AMONG EV ENERGY PARTNERS, L.P. AND THE PURCHASERS NAMED HEREINRegistration Rights Agreement • June 4th, 2007 • EV Energy Partners, LP • Crude petroleum & natural gas • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made and entered into as of June 1, 2007 by and among EV Energy Partners, L.P., a Delaware limited partnership (the “Company”), and the Purchasers named in the signature pages hereto (each, a “Purchaser” and, collectively, the “Purchasers”).
Agreement of Sale and Purchase EnerVest Appalachia, L.P. as Seller and EnerVest Production Partners, Ltd. as Buyer Dated November 16, 2007Agreement of Sale and Purchase • March 14th, 2008 • EV Energy Partners, LP • Crude petroleum & natural gas • Texas
This Agreement of Sale and Purchase dated November 16, 2007, by and between EnerVest Appalachia, L.P., a Texas limited partnership (herein called “Seller”) and EnerVest Production Partners, Ltd., a Delaware limited partnership (herein called “Buyer”);
EV MANAGEMENT, LLC RETENTION BONUS AGREEMENTRetention Bonus Agreement • November 24th, 2017 • EV Energy Partners, LP • Crude petroleum & natural gas • Texas
On behalf of EV Management, LLC (the “Company”), I am pleased to offer you the opportunity to receive a retention bonus, if you agree to the terms and conditions contained in this letter agreement (this “Agreement”), which shall be effective as of the date you execute and return a copy of this Agreement (such date, the “Effective Date”).
MEMBERSHIP INTEREST PURCHASE AGREEMENT BETWEEN CGAS Properties, L.P. AS SELLER AND M3 Ohio Gathering LLC AS PURCHASERMembership Interest Purchase Agreement • August 10th, 2015 • EV Energy Partners, LP • Crude petroleum & natural gas • Delaware
This Membership Interest Purchase Agreement (this “Agreement”) is dated May 26, 2015 (the “Execution Date”), and is by and between CGAS Properties, L.P., a Delaware limited partnership (“Seller”) and M3 Ohio Gathering LLC, a Delaware limited liability company (“Purchaser”). Seller and Purchaser are sometimes referred to individually as a “Party” and collectively as the “Parties.”
PURCHASE AGREEMENT BY AND BETWEEN ENCANA OIL & GAS (USA) INC. AS SELLER AND ENERVEST ENERGY INSTITUTIONAL FUND XII-A, L.P., ENERVEST ENERGY INSTITUTIONAL FUND XII-WIB, L.P., ENERVEST ENERGY INSTITUTIONAL FUND XII-WIC, L.P., ENERVEST HOLDING, L.P. AND...Purchase Agreement • February 9th, 2012 • EV Energy Partners, LP • Crude petroleum & natural gas • Texas
This Purchase Agreement (this “Agreement”) is made as of November 2, 2011, by and between ENCANA OIL & GAS (USA) INC., a Delaware corporation (“Seller”), and ENERVEST ENERGY INSTITUTIONAL FUND XII-A, L.P., ENERVEST ENERGY INSTITUTIONAL FUND XII-WIB., L.P., ENERVEST ENERGY INSTITUTIONAL FUND XII-WIC, L.P., ENERVEST HOLDING, L.P., AND EV PROPERTIES, L.P., each a Delaware limited partnership (collectively, “Buyer”).
SERVICES AGREEMENT BY AND AMONG ENERVEST, LTD., ENERVEST OPERATING, L.L.C., AND HARVEST OIL & GAS CORP. JUNE 4, 2018Services Agreement • June 4th, 2018 • Harvest Oil & Gas Corp. • Crude petroleum & natural gas • Texas
This SERVICES AGREEMENT (this “Agreement”) is executed and agreed to as of June 4, 2018 (the “Effective Date”), by and among EnerVest, Ltd., a Texas limited partnership (“EnerVest Management”), EnerVest Operating, L.L.C., a Delaware limited liability company (“EVOC” and together with EnerVest Management, “Service Provider”), and Harvest Oil & Gas Corp., a Delaware corporation (“Owner”). Service Provider and Owner are hereinafter each referred to as a “Party” and are collectively referred to as the “Parties”.
A.A.P.L. FORM 610 — 1989 MODEL FORM OPERATING AGREEMENT DATED OPERATOR: EnerVest Operating LLC, acting as Contract Operator for ,LP CONTRACT AREA: COUNTY OR PARISH OF , STATE OFOperating Agreement • September 15th, 2006 • EV Energy Partners, LP • Crude petroleum & natural gas • Texas
THIS AGREEMENT, entered into by and between EnerVest Operating LLC, acting as the contract operator for the other signatory party or parties, hereinafter designated and referred to as ‘Operator,’ and the signatory party or parties other than Operator, sometimes hereinafter referred to individually as “Non-Operator,” and collectively as “Non-Operators.”
COMMON UNIT PURCHASE AGREEMENT BY AND AMONG EV ENERGY PARTNERS, L.P. AND THE PURCHASERS NAMED HEREINCommon Unit Purchase Agreement • June 4th, 2007 • EV Energy Partners, LP • Crude petroleum & natural gas • New York
This COMMON UNIT PURCHASE AGREEMENT, dated as of June 1, 2007 (this “Agreement”), is by and among EV Energy Partners, L.P., a Delaware limited partnership (the “Company”), and each of the Purchasers named in Schedule 2.01 (each, a “Purchaser” and, collectively, the “Purchasers”).
APPENDIX A First Amended and Restated Agreement of Limited Partnership EV Energy Partners, L.P. September 29, 2006 TABLE OF CONTENTSEV Energy Partners, LP • October 5th, 2006 • Crude petroleum & natural gas • Delaware
FOURTH AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT Dated as of April 26, 2010 among EV ENERGY PARTNERS, L.P., As Parent, EV PROPERTIES, L.P., as Borrower, THE GUARANTORS, JPMORGAN CHASE BANK, N.A. as Administrative Agent, and THE LENDERS PARTY...Credit Agreement • April 30th, 2010 • EV Energy Partners, LP • Crude petroleum & natural gas • Texas
THIS FOURTH AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT (this “Fourth Amendment”) dated as of April 26, 2010, is among EV ENERGY PARTNERS, L.P., a Delaware limited partnership (the “Parent”); EV PROPERTIES, L.P., a Delaware limited partnership (the “Borrower”); the undersigned guarantors (the “Guarantors”, and together with the Parent and the Borrower, the “Obligors”); each of the lenders party to the Credit Agreement referred to below (collectively, the “Lenders”); and JPMORGAN CHASE BANK, N.A., as administrative agent for the Lenders (in such capacity, together with its successors in such capacity, the “Administrative Agent”).
First Amendment to Second Amended and Restated Credit Agreement Dated as of December 21, 2011 among EV Properties, L.P., as Borrower, The Guarantors, JPMorgan Chase Bank, N.A., as Administrative Agent, and The Lenders Signatory HeretoCredit Agreement • December 27th, 2011 • EV Energy Partners, LP • Crude petroleum & natural gas • Texas
This First Amendment to Second Amended and Restated Credit Agreement (this “First Amendment”) dated as of December 20, 2011, is among EV Properties, L.P., a Delaware limited partnership (the “Borrower”); each of the undersigned guarantors (the “Guarantors”, and together with the Borrower, the “Obligors”); JPMorgan Chase Bank, N.A., as administrative agent for the Lenders (in such capacity, together with its successors, the “Administrative Agent”); and the Lenders signatory hereto.
OMNIBUS AGREEMENT EXTENSIONOmnibus Agreement Extension • February 29th, 2016 • EV Energy Partners, LP • Crude petroleum & natural gas
This Omnibus Agreement Extension (“Agreement”) is entered into on February 25, 2016, and is by and between EnerVest, Ltd., a Texas limited partnership (“EnerVest”) and EV Energy GP, LP, a Delaware limited partnership (the “General Partner”).
OMNIBUS AGREEMENT EXTENSIONOmnibus Agreement Extension • March 14th, 2018 • EV Energy Partners, LP • Crude petroleum & natural gas
This Omnibus Agreement Extension (“Agreement”) is entered into on March 8, 2018, and is by and between EnerVest, Ltd., a Texas limited partnership (“EnerVest”) and EV Energy GP, LP, a Delaware limited partnership (the “General Partner”).
