UP TO 100,263,158 COMMON UNITS OF LIMITED PARTNER INTEREST FORM OF EXCLUSIVE DEALER MANAGER AGREEMENTEscrow Agreement • December 31st, 2014 • Energy 11, L.P. • Crude petroleum & natural gas • New York
ESCROW AGREEMENTEscrow Agreement • December 12th, 2014 • Energy 11, L.P. • Crude petroleum & natural gas • New York
This AGREEMENT, dated as of ___________, 2014 (together with Schedule A and Schedule B hereto, this “Agreement”), is by and among Energy 11, L.P., a Delaware limited partnership, with principal offices located at 120 West 3rd Street, Suite 220, Ft. Worth, Texas (the “Company”); Branch Banking and Trust Company , a North Carolina banking corporation , with principal offices located at 223 West Nash Street, Wilson, North Carolina 27893 (“Escrow Agent”); and David Lerner Associates, Inc., a New York corporation, with principal offices located at 477 Jericho Turnpike, Syosset, New York 11791 (the “Dealer Manager”).
MANAGEMENT SERVICES AGREEMENT BY AND AMONG E11 MANAGEMENT, LLC, an Oklahoma Limited Liability Company E11 INCENTIVE HOLDINGS, LLC an Oklahoma Limited Liability Company ENERGY 11, L.P. a Delaware Limited Partnership AND ENERGY 11 OPERATING COMPANY, LLC...Management Services Agreement • November 21st, 2014 • Energy 11, L.P. • Crude petroleum & natural gas • Texas
This MANAGEMENT SERVICES AGREEMENT (this “Agreement”), dated as of [•] [•], 2014 and effective for all purposes as of the Initial Closing (the “Effective Date”), is by and among E11 Management, LLC, an Oklahoma limited liability company (the “Manager”), E11 Incentive Holdings, LLC, an Oklahoma limited liability company and an Affiliate of the Manager (“Incentive Holdings”), Energy 11, L.P., a Delaware limited partnership (“Parent”), and Energy 11 Operating Company, LLC, a Delaware limited liability company and a wholly owned subsidiary of Parent (“Owner”). The Manager, Incentive Holdings, Parent and Owner are referred to herein individually as a “Party,” and collectively as the “Parties.” Capitalized terms used but not defined herein shall have the meanings assigned to such terms in Article I.
INTEREST PURCHASE AGREEMENT BY AND AMONGInterest Purchase Agreement • March 10th, 2017 • Energy 11, L.P. • Crude petroleum & natural gas • Oklahoma
This Interest Purchase Agreement (this “Agreement”) is entered into as of March 8, 2017 (the “Execution Date”), by and among Energy 11 Operating Company, LLC, a Delaware limited liability company (“Buyer”), Kaiser Acquisition and Development - Whiting, LLC, an Oklahoma limited liability company (“Target”), and Kaiser Acquisition and Development, LLC, an Oklahoma limited liability company and George B. Kaiser (Kaiser Acquisition and Development, LLC and George B. Kaiser are collectively referred to herein as the “Seller”, and together, with Target, the “Owners”). Buyer and Owners are referred to collectively herein as the “Parties.”
UP TO 100,263,158 COMMON UNITS OF LIMITED PARTNER INTEREST FORM OF EXCLUSIVE DEALER MANAGER AGREEMENTEnergy 11, L.P. • November 21st, 2014 • Crude petroleum & natural gas • New York
ADMINISTRATIVE SERVICES AGREEMENTAdministrative Services Agreement • December 3rd, 2020 • Energy 11, L.P. • Crude petroleum & natural gas • Texas
This ADMINISTRATIVE SERVICES AGREEMENT (this “Agreement”), dated effective as of January 1, 2021 (the “Effective Date”), is by and between Regional Energy Investors, LP, a Texas limited partnership d/b/a Regional Energy Management (the “Administrator”) and Energy 11, LP, a Delaware limited partnership (“E11”), Energy 11 Operating Company, LLC, a Delaware limited liability company (“E11OC” and, together with E11, the “E11 Companies”), Energy Resources 12, LP, a Delaware limited partnership (“ER12”) and Energy Resources 12 Operating Company, LLC, a Delaware limited liability company (“ER12OC” and, together with ER12, the “ER12 Companies”) (E11, E11OC, ER12 and ER12OC are sometimes collectively referred to herein as the “Company”). The Administrator and the Company are sometimes referred to herein individually as a “Party,” and collectively as the “Parties.”
FIRST AMENDED AND RESTATED REVOLVER LOAN AGREEMENT Dated as of September 30, 2019 between and among ENERGY 11, L.P. AND ENERGY 11 OPERATING COMPANY, LLC collectively, the "BORROWERS",Revolver Loan Agreement • November 8th, 2019 • Energy 11, L.P. • Crude petroleum & natural gas • Oklahoma
THIS FIRST AMENDED AND RESTATED REVOLVER LOAN AGREEMENT (this "Agreement"), dated effective as of September 30, 2019, is entered into between ENERGY 11, L.P., a Delaware limited partnership ("ELP"), and ENERGY 11 OPERATING COMPANY, LLC, a Delaware limited liability company ("ELLC" and together with ELP, collectively "Borrowers", and each, a "Borrower"), and SIMMONS BANK, an Arkansas banking corporation, as administrative agent for the Lenders signatory hereto, Letter of Credit Issuer, and as Agent for the signatory parties to any Intercreditor Agreement (herein defined) (the "Agent"), and the Lenders signatory parties hereto.
PORTIONS OF INFORMATION CONTAINED IN THIS AGREEMENT HAS BEEN EXCLUDED FROM THIS AGREEMENT BECAUSE IT IS BOTH NOT MATERIAL AND IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. EXCLUDED INFORMATION IS MARKED AS [REDACTED] BELOW....Purchase Agreement • April 10th, 2023 • Energy 11, L.P. • Crude petroleum & natural gas • Texas
This Purchase Agreement (this “Agreement”) is entered into effective April 5, 2023 (the “Effective Date”), by and among CFK Energy, LLC, an Oklahoma limited liability company (“CFK”) and Pope Energy Investors, LP, a Texas limited partnership (“Pope”) (Pope and CFK are each, individually, the “Seller” and collectively the “Sellers”), Glade M. Knight (“Knight”) and David S. McKenney (“McKenney”) (sometimes Knight and McKenney are referred to herein collectively and individually as “Purchaser”) (sometimes Sellers and Purchaser are referred to herein individually as a “Party” and collectively as the “Parties”), Regional Energy Incentives, LP, a Texas limited partnership (“Regional”), Energy 11, L.P., a Delaware limited partnership (“E11”), Energy 11 GP, LLC, a Delaware limited liability company (“E11GP”), Energy Resources 12, L.P., a Delaware limited partnership (“ER12”), Energy Resources 12 GP, LLC, a Delaware limited liability company (“ER12GP”), Regional Energy Investors, LP, a Texas li
Engagement AgreementEngagement Agreement • November 21st, 2014 • Energy 11, L.P. • Crude petroleum & natural gas
This letter summarizes our agreement and understanding in connection with the consulting services you will be providing to Energy 11, LP (the “Company”).
FIRST AMENDMENT TO INTEREST PURCHASE AGREEMENTInterest Purchase Agreement • December 21st, 2015 • Energy 11, L.P. • Crude petroleum & natural gas • Oklahoma
This FIRST AMENDMENT TO INTEREST PURCHASE AGREEMENT (this “Amendment”) is made and effective as of this 18th day of December, 2015, by and among Energy 11 Operating Company, LLC, a Delaware limited liability company (“Buyer”), Kaiser-Whiting, LLC, an Oklahoma limited liability company (“Target”) and Don P. Millican as attorney-in-fact on behalf of all Sellers (“Seller Representative”).
FIRST AMENDMENT TO INTEREST PURCHASE AGREEMENTInterest Purchase Agreement • March 3rd, 2017 • Energy 11, L.P. • Crude petroleum & natural gas • Oklahoma
This First Amendment to Interest Purchase Agreement (this “Amendment”) is entered into as of February 15, 2017, by and among Energy 11 Operating Company, LLC, a Delaware limited liability company (“Buyer”), Kaiser-Whiting, LLC, an Oklahoma limited liability company (“Target”), and the Persons who are the owners of all the limited liability company interests in Target (the “Sellers”, and together, with Target, the “Owners”). Buyer and Owners are referred to collectively herein as the “Parties.” Capitalized terms used herein and not otherwise defined shall have the meaning ascribed to such terms in the hereinafter defined Agreement.
loan AGREEMENTLoan Agreement • July 23rd, 2020 • Energy 11, L.P. • Crude petroleum & natural gas • Texas
This Loan Agreement (this “Agreement”) dated as of July 21, 2020, is between GKDML, LLC (the "Lender") and Energy 11, L.P. and Energy 11 Operating Company, LLC (collectively, the “Borrower”).
FOURTH AMENDMENT TO CREDIT AGREEMENTCredit Agreement • June 29th, 2023 • Energy 11, L.P. • Crude petroleum & natural gas • Oklahoma
THIS FOURTH AMENDMENT TO CREDIT AGREEMENT is made effective as of June 26, 2023 (the “Amendment”), by and among ENERGY 11 OPERATING COMPANY, LLC, a Delaware limited liability company (“Energy 11 Operating”) and ENERGY 11, L.P., a Delaware limited partnership (“Energy 11 LP”; Energy 11 Operating and Energy 11 LP are jointly, severally and collectively referred to herein as the “Borrowers” and each individually as a “Borrower”), ENERGY 11 GP, LLC, a Delaware limited liability company (“the “Guarantor”), each of the Lenders from time to time party hereto, BANCFIRST, an Oklahoma chartered bank (in its individual capacity, “BancFirst”), as administrative agent for the Lenders (in such capacity, together with its successors in such capacity, the “Administrative Agent”).
July 21, 2020Agreement • July 23rd, 2020 • Energy 11, L.P. • Crude petroleum & natural gas
RE: That certain First Amended And Restated Revolver Loan Agreement, dated effective as of September 30, 2019 (the "Existing Loan Agreement"), by and among ENERGY 11, L.P., a Delaware limited partnership ("ELP"), and ENERGY 11 OPERATING COMPANY, LLC, a Delaware limited liability company ("ELLC" and together with ELP, collectively "Borrowers", and each, a "Borrower"), and SIMMONS BANK, an Arkansas banking corporation, as administrative agent for the Lenders signatory hereto, Letter of Credit Issuer, and as Agent for the signatory parties to any Intercreditor Agreement (herein defined) (the "Agent"), and the Lenders signatory parties hereto.
SECOND AMENDMENT TO CREDIT AGREEMENTCredit Agreement • August 26th, 2022 • Energy 11, L.P. • Crude petroleum & natural gas • Oklahoma
THIS SECOND AMENDMENT TO CREDIT AGREEMENT is made effective as of August 22, 2022 (the “Amendment”), by and among ENERGY 11 OPERATING COMPANY, LLC, a Delaware limited liability company (“Energy 11 Operating”) and ENERGY 11, L.P., a Delaware limited partnership (“Energy 11 LP”; Energy 11 Operating and Energy 11 LP are jointly, severally and collectively referred to herein as the “Borrowers” and each individually as a “Borrower”), ENERGY 11 GP, LLC, a Delaware limited liability company (“the “Guarantor”), each of the Lenders from time to time party hereto, BANCFIRST, an Oklahoma chartered bank (in its individual capacity, “BancFirst”), as administrative agent for the Lenders (in such capacity, together with its successors in such capacity, the “Administrative Agent”).
FIRST AMENDMENT TO CREDIT AGREEMENTCredit Agreement • March 16th, 2022 • Energy 11, L.P. • Crude petroleum & natural gas • Oklahoma
THIS FIRST AMENDMENT TO CREDIT AGREEMENT is made effective as of March 10, 2022 (the “Amendment”), by and among ENERGY 11 OPERATING COMPANY, LLC, a Delaware limited liability company (“Energy 11 Operating”) and ENERGY 11, L.P., a Delaware limited partnership (“Energy 11 LP”; Energy 11 Operating and Energy 11 LP are jointly, severally and collectively referred to herein as the “Borrowers” and each individually as a “Borrower”), ENERGY 11 GP, LLC, a Delaware limited liability company (“the “Guarantor”), each of the Lenders from time to time party hereto, BANCFIRST, an Oklahoma chartered bank (in its individual capacity, “BancFirst”), as administrative agent for the Lenders (in such capacity, together with its successors in such capacity, the “Administrative Agent”).
ENERGY 11 OPERATING COMPANY, LLC 120W 3RD Street, Suite 220 FORT WORTH, TEXAS 76102Energy 11, L.P. • April 7th, 2016 • Crude petroleum & natural gas
REVOLVER LOAN AGREEMENTRevolver Loan Agreement • November 22nd, 2017 • Energy 11, L.P. • Crude petroleum & natural gas • Oklahoma
THIS REVOLVER LOAN AGREEMENT, dated effective as of November 21, 2017, is entered into between ENERGY 11, L.P., a Delaware limited partnership (“ELP”), and Energy 11 Operating Company, LLC, a Delaware limited liability company (“ELLC” and together with ELP, collectively “Borrowers”, and each, a “Borrower”), and BANK SNB, an Oklahoma state banking corporation (the “Bank”).
FIFTH AMENDMENT TO CREDIT AGREEMENTCredit Agreement • February 28th, 2024 • Energy 11, L.P. • Crude petroleum & natural gas • Oklahoma
THIS FIFTH AMENDMENT TO CREDIT AGREEMENT is made effective as of March 1, 2024 (the “Amendment”), by and among ENERGY 11 OPERATING COMPANY, LLC, a Delaware limited liability company (“Energy 11 Operating”) and ENERGY 11, L.P., a Delaware limited partnership (“Energy 11 LP”; Energy 11 Operating and Energy 11 LP are jointly, severally and collectively referred to herein as the “Borrowers” and each individually as a “Borrower”), ENERGY 11 GP, LLC, a Delaware limited liability company (“the “Guarantor”), each of the Lenders from time to time party hereto, BANCFIRST, an Oklahoma chartered bank (in its individual capacity, “BancFirst”), as administrative agent for the Lenders (in such capacity, together with its successors in such capacity, the “Administrative Agent”).
THIRD AMENDMENT TO CREDIT AGREEMENTCredit Agreement • March 31st, 2023 • Energy 11, L.P. • Crude petroleum & natural gas • Oklahoma
THIS THIRD AMENDMENT TO CREDIT AGREEMENT is made effective as of March 24, 2023 (the “Amendment”), by and among ENERGY 11 OPERATING COMPANY, LLC, a Delaware limited liability company (“Energy 11 Operating”) and ENERGY 11, L.P., a Delaware limited partnership (“Energy 11 LP”; Energy 11 Operating and Energy 11 LP are jointly, severally and collectively referred to herein as the “Borrowers” and each individually as a “Borrower”), ENERGY 11 GP, LLC, a Delaware limited liability company (“the “Guarantor”), each of the Lenders from time to time party hereto, BANCFIRST, an Oklahoma chartered bank (in its individual capacity, “BancFirst”), as administrative agent for the Lenders (in such capacity, together with its successors in such capacity, the “Administrative Agent”).
First Amendment to Secured Promissory NoteSecured Promissory Note • August 11th, 2017 • Energy 11, L.P. • Crude petroleum & natural gas
This FIRST AMENDMENT TO SECURED PROMISSORY NOTE (this “Amendment”), dated July 21, 2017, to be effective as of July 31, 2017 (the “Amendment Effective Date”), is by and between Energy 11 Operating Company, LLC, a Delaware limited liability company (“Borrower”), with a mailing address of 5815 N. Western Avenue, Oklahoma City, Oklahoma 73118, and Kaiser-Francis Management Company, L.L.C., as agent on behalf of all Secured Persons under the Mortgage, with a mailing address of 6733 South Yale Avenue, Tulsa, OK 74136 (together with its successors and assigns, collectively, the “Agent”).
