Mammoth Energy Services, Inc. Sample Contracts

UNDERWRITING AGREEMENT
Underwriting Agreement • July 2nd, 2018 • Mammoth Energy Services, Inc. • Oil & gas field services, nec • New York

This press release is not an offer for sale of the securities in the United States or in any other jurisdiction where such offer is prohibited, and such securities may not be offered or sold in the United States absent registration or an exemption from registration under the United States Securities Act of 1933, as amended.

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MASTER SERVICE CONTRACT
Master Service Contract • September 2nd, 2016 • Mammoth Energy Services, Inc. • Oil & gas field services, nec

THIS MASTER SERVICE CONTRACT (hereinafter referred to as “Contract”), effective this 9th day of September, 2013, is by and between Panther Drilling Systems LLC (hereinafter referred to as (“Contractor”) and DIAMONDBACK E&P LLC (hereinafter referred to as “Company’).

REGISTRATION RIGHTS AGREEMENT by and between Mammoth Energy Services, Inc. and Mammoth Energy Holdings LLC Dated as of October 12, 2016
Registration Rights Agreement • November 16th, 2016 • Mammoth Energy Services, Inc. • Oil & gas field services, nec • Delaware

THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made and entered into as of October 12, 2016, by and between Mammoth Energy Services, Inc., a Delaware corporation (the “Company”), and Mammoth Energy Holdings LLC, a Delaware limited liability company (the “Stockholder”).

GULFPORT ENERGY CORPORATION MASTER SERVICE AGREEMENT NOTE: THIS AGREEMENT CONTAINS INDEMNITY AND RELEASE PROVISIONS
Master Service Agreement • September 2nd, 2016 • Mammoth Energy Services, Inc. • Oil & gas field services, nec • Oklahoma

In consideration of the covenants and promises made by each with the other, Contractor and Company covenant and agree as follows:

INVESTOR RIGHTS AGREEMENT by and among Mammoth Energy Services, Inc. and Gulfport Energy Corporation Dated as of October 12, 2016
Investor Rights Agreement • November 16th, 2016 • Mammoth Energy Services, Inc. • Oil & gas field services, nec • Delaware

THIS INVESTOR RIGHTS AGREEMENT (this “Agreement”) is made and entered into as of October 12, 2016, by and between Mammoth Energy Services, Inc., a Delaware corporation (the “Company”), and Gulfport Energy Corporation, a Delaware corporation (the “Stockholder” or “Gulfport”).

MASTER FIELD SERVICES AGREEMENT
Master Field Services Agreement • September 2nd, 2016 • Mammoth Energy Services, Inc. • Oil & gas field services, nec • Texas

THIS MASTER FIELD SERVICES AGREEMENT (this “Agreement”) is made and entered into to be effective as of January 1, 2013, by and between DIAMONDBACK E&P LLC (“Operator”) and BISON DRILLING AND FIELD SERVICES LLC (“Contractor”).

AMENDED & RESTATED MASTER SERVICES AGREEMENT FOR PRESSURE PUMPING SERVICES AGREEMENT1
Master Services Agreement • September 2nd, 2016 • Mammoth Energy Services, Inc. • Oil & gas field services, nec

THIS AMENDED & RESTATED MASTER SERVICE AGREEMENT FOR PRESSURE PUMPING SERVICES (this “Agreement”) is made and entered into effective October 1, 2014 (the “Effective Date”) between Gulfport Energy Corporation (“Company”), and Stingray Pressure Pumping LLC (“Contractor”). Contractor and Company are individually referred to as a “Party” and collectively as the “Parties.”

SAND SUPPLY AGREEMENT1
Confidential Treatment • September 2nd, 2016 • Mammoth Energy Services, Inc. • Oil & gas field services, nec

This SAND SUPPLY AGREEMENT (this “Agreement”) is effective as of October 1, 2014 (the “Effective Date”), between Muskie Proppant LLC, a Delaware limited liability company (“Supplier”), and Gulfport Energy Corporation, a Delaware corporation (“Customer”). Supplier and Customer are individually referred to as a “Party” and collectively as the “Parties”).

CONTRIBUTION AGREEMENT by and among MEH Sub LLC, Gulfport Energy Corporation, Mammoth Energy Partners LLC and Mammoth Energy Services, Inc. Dated as of March 20, 2017
Contribution Agreement • March 24th, 2017 • Mammoth Energy Services, Inc. • Oil & gas field services, nec • Delaware

This Contribution Agreement (this “Agreement”), dated as of March 20, 2017 (the “Effective Date”), is by and among MEH Sub LLC, a Delaware limited liability company (“MEH Sub”), Gulfport Energy Corporation, a Delaware corporation (“Gulfport” and, together with MEH Sub, the “Contributors,” and each, a “Contributor”), Mammoth Energy Partners LLC, a Delaware limited liability company (“Mammoth Partners LLC”), and Mammoth Energy Services, Inc., a Delaware corporation (“Mammoth”). The Contributors, Mammoth Partners LLC and Mammoth are hereinafter sometimes referred to individually as a “Party” and together as the “Parties.”

FIRST AMENDMENT TO MASTER FIELD SERVICES AGREEMENT
Master Field Services Agreement • September 2nd, 2016 • Mammoth Energy Services, Inc. • Oil & gas field services, nec

THIS FIRST AMENDMENT TO MASTER FIELD SERVICES AGREEMENT (this “Amendment”) is made and entered into as of February 21, 2013, by and between DIAMONDBACK E&P LLC (“Operator”) and BISON DRILLING AND FIELD SERVICES LLC (“Contractor”).

SECURITY AGREEMENT
Security Agreement • October 25th, 2018 • Mammoth Energy Services, Inc. • Oil & gas field services, nec • New York

Amended and Restated Revolving Credit and Security Agreement dated as of October 19, 2018 among MAMMOTH ENERGY SERVICES, INC., a corporation organized under the laws of the State of Delaware (formerly Mammoth Energy Services Inc.) (“Mammoth”), MAMMOTH ENERGY PARTNERS LLC, a limited liability company under the laws of the State of Delaware (formerly Mammoth Energy Partners LP, a limited partnership under the laws of the State of Delaware) (“Mammoth Partners”), REDBACK ENERGY SERVICES LLC, a limited liability company under the laws of the State of Delaware (“Redback Energy”), REDBACK COIL TUBING LLC, a limited liability company under the laws of the State of Delaware (“Redback Coil”), REDBACK PUMPDOWN SERVICES LLC, a limited liability company under the laws of the State of Delaware (“Redback Pumpdown”), MUSKIE PROPPANT LLC, a limited liability company under the laws of the State of Delaware (“Muskie”), PANTHER DRILLING SYSTEMS LLC, a limited liability company under the laws of the State

FORM OF INDEMNIFICATION AGREEMENT
Indemnification Agreement • October 3rd, 2016 • Mammoth Energy Services, Inc. • Oil & gas field services, nec • Delaware

THIS INDEMNIFICATION AGREEMENT (the “Agreement”) is made and entered into as of , 2016 by and between Mammoth Energy Services, Inc., a Delaware corporation (the “Company”), and (“Indemnitee”).

FORM OF INVESTOR RIGHTS AGREEMENT by and among Mammoth Energy Services, Inc., Mammoth Energy Holdings LLC and Gulfport Energy Corporation Dated as of
Investor Rights Agreement • October 3rd, 2016 • Mammoth Energy Services, Inc. • Oil & gas field services, nec • Delaware

THIS INVESTOR RIGHTS AGREEMENT (this “Agreement”) is made and entered into as of , 2016, by and among Mammoth Energy Services, Inc., a Delaware corporation (the “Company”), Mammoth Energy Holdings LLC, a Delaware limited liability company (“Mammoth Holdings”), and Gulfport Energy Corporation, a Delaware corporation (the “Stockholder” or “Gulfport”).

ADVISORY SERVICES AGREEMENT
Advisory Services Agreement • November 16th, 2016 • Mammoth Energy Services, Inc. • Oil & gas field services, nec • New York

ADVISORY SERVICES AGREEMENT dated as of October 19, 2016 (this “Agreement”), by and between MAMMOTH ENERGY SERVICES, INC., a Delaware corporation (the “Company”) and WEXFORD CAPITAL LP, a Delaware limited partnership (“Wexford”).

AIRCRAFT LEASE AND MANAGEMENT AGREEMENT (N745MB)
Aircraft Lease and Management Agreement • May 3rd, 2019 • Mammoth Energy Services, Inc. • Oil & gas field services, nec • Delaware

THIS AIRCRAFT LEASE AND MANAGEMENT AGREEMENT (this "Agreement") is made and entered into as of December 21, 2018 (the "Effective Date"), by and between Cobra Aviation Services LLC, a Delaware limited liability company ("Owner"), and Brim Equipment Leasing, Inc., an Oregon corporation ("Manager"). Owner and Manager are sometimes collectively referred to herein as the "Parties" and, individually, as a "Party".

EQUIPMENT LEASE AGREEMENT THIS AGREEMENT CONTAINS PROVISIONS RELATING TO INDEMNITY, RELEASE OF LIABILITY, AND ALLOCATION OF RISK
Equipment Lease Agreement • February 28th, 2018 • Mammoth Energy Services, Inc. • Oil & gas field services, nec • Oklahoma

This Equipment Lease Agreement (the "Lease") is made effective the 15th day of August, 2017 ("Effective Date"), by and between Bison Drilling and Field Services LLC, a Delaware limited liability company, with an address at 14201 Caliber Drive, Ste. 300, Oklahoma City, OK 73134 (“Lessor”), and Predator Drilling LLC, a Texas limited liability company, with an address at 1511 SCR 1101 Midland, Texas 79706 (“Lessee”). The parties may be referred to herein individually as “Party” and collectively as “Parties”.

GENERAL SALES AGENCY AGREEMENT
General Sales Agency Agreement • May 3rd, 2019 • Mammoth Energy Services, Inc. • Oil & gas field services, nec • Delaware

THIS GENERAL SALES AGENCY AGREEMENT (the/this “Agreement”), made and entered into this 21st day of December, 2018 (the “Effective Date”), by and between Cobra Aviation Services LLC, a Delaware limited liability company (“COBRA”); and Brim Equipment Leasing, Inc., an Oregon corporation (“BRIM”) (COBRA and BRIM each, a “Party”; collectively, the “Parties”).

AMENDMENT NO. 2 TO MASTER SERVICE AGREEMENT1
Master Service • August 8th, 2018 • Mammoth Energy Services, Inc. • Oil & gas field services, nec

THIS AMENDMENT NO. 2 TO MASTER SERVICE AGREEMENT (this “Amendment”) is entered into effective as of July 1st, 2018 by and between Gulfport Energy Corporation (the “Company”) and Stingray Pressure Pumping LLC (the “Contractor”).

GOVERNMENT OF PUERTO RICO PUERTO RICO ELECTRIC POWER AUTHORITY EMERGENCY MASTER SERVICE AGREEMENT FOR PREPA’S ELECTRICAL GRID REPAIRS - HURRICANE MARIA APPEAR
Mammoth Energy Services, Inc. • November 14th, 2017 • Oil & gas field services, nec • Puerto Rico

AS FIRST PARTY: The Puerto Rico Electric Power Authority (PREPA), a public corporation and government instrumentality of the Commonwealth of Puerto Rico, created by Act 83 of May 2, 1941, as amended, represented in this act by its Executive Director, Ricardo Luis Ramos Rodríguez, of legal age, married, engineer and resident of Caguas, Puerto Rico.

PNC BANK, NATIONAL ASSOCIATION, as Agent for and on behalf of the Lenders as referred to below Dallas, Texas 75201 Attention: Relationship Manager -Mammoth Energy Re: Fourth Amendment to Amended and Restated Revolving Credit and Security Agreement...
Mammoth Energy Services, Inc. • March 4th, 2022 • Oil & gas field services, nec

PNC BANK, NATIONAL ASSOCIATION (“PNC”), as agent for the Lenders from time to time party to the Credit Agreement referred to below (PNC, in such capacity, together with its successors and assigns in such capacity, the “Agent”) for the Lenders from time to time party to the Credit Agreement referred to below, the Lenders party thereto, MAMMOTH ENERGY SERVICES, INC., a corporation organized under the laws of the State of Delaware (formerly Mammoth Energy Services Inc.) (“Mammoth”), as a Borrower, and together with the other Borrowers party to the Credit Agreement referred to below, have previously entered into financing arrangements pursuant to that certain Amended and Restated Revolving Credit and Security Agreement, dated as of October 19, 2018, by and among Borrowers, Agent, and Lenders (as previously amended by the First Amendment to Amended and Restated Revolving Credit and Security Agreement, dated November 5, 2019, the Second Amendment to Amended and Restated Revolving Credit and

AMENDMENT TO AMENDED & RESTATED MASTER SERVICES AGREEMENT FOR PRESSURE PUMPING SERVICES AGREEMENT1
Master Services Agreement • September 2nd, 2016 • Mammoth Energy Services, Inc. • Oil & gas field services, nec • Delaware

This Amendment to Amended and Restated Master Services Agreement for Pressure Pumping Services Agreement (this “Amendment”) is made and entered into this 18th day of February, 2016 to be effective as of January 1, 2016 (the “Effective Date”), by and between Gulfport Energy Corporation (“Company”) and Stingray Pressure Pumping LLC (“Contractor”). Company and Contractor are sometimes individually referred to herein as a “Party”, or collectively referred to as the “Parties”.

GOVERNMENT OF PUERTO RICO PUERTO RICO ELECTRIC POWER AUTHORITY AMENDMENT NO. 1 TO EMERGENCY MASTER SERVICE AGREEMENT FOR PREPA’S ELECTRICAL GRID REPAIRS - HURRICANE MARIA APPEAR
Puerto Rico Electric Power Authority • November 14th, 2017 • Mammoth Energy Services, Inc. • Oil & gas field services, nec

AS FIRST PARTY: The Puerto Rico Electric Power Authority (PREPA), a public corporation and government instrumentality of the Commonwealth of Puerto Rico, created by Act 83 of May 2, 1941, as amended, represented in this act by its Executive Director, Ricardo Luis Ramos Rodríguez, of legal age, married, engineer and resident of Caguas, Puerto Rico.

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FORM OF CONTRIBUTION AGREEMENT by and among Mammoth Energy Holdings LLC, Gulfport Energy Corporation, Rhino Exploration LLC and Mammoth Energy Services, Inc. Dated as of
Contribution Agreement • October 3rd, 2016 • Mammoth Energy Services, Inc. • Oil & gas field services, nec • Delaware

This Contribution Agreement (this “Agreement”), dated as of , 2016 (the “Effective Date”), is by and among Mammoth Energy Holdings LLC, a Delaware limited liability company (“Holdings”), Gulfport Energy Corporation, a Delaware corporation (“Gulfport”), Rhino Exploration LLC, a Delaware limited liability company (“Rhino,” and, together with Mammoth Holdings and Gulfport, the “Contributors,” and each, a “Contributor”), and Mammoth Energy Services, Inc., a Delaware corporation (“Mammoth”). The Contributors and Mammoth are hereinafter sometimes referred to individually as a “Party” and together as the “Parties.”

MASTER DRILLING AGREEMENT
Master Drilling Agreement • September 2nd, 2016 • Mammoth Energy Services, Inc. • Oil & gas field services, nec • Texas

THIS MASTER DRILLING AGREEMENT (this “Agreement”) is made and entered into to be effective as of the 1st day of January 2013, by and between DIAMONDBACK E&P LLC (“Operator”) and BISON DRILLING AND FIELD SERVICES LLC (“Contractor”).

JOINDER AGREEMENT
Joinder Agreement • September 23rd, 2016 • Mammoth Energy Services, Inc. • Oil & gas field services, nec

THIS JOINDER AGREEMENT (this “Agreement”), dated as of September 2, 2016 (the “Joinder Date”), by and among (i) PNC BANK, NATIONAL ASSOCIATION (“PNC”), in its capacity as agent for the Lenders under the Credit Agreement (as hereinafter defined) (PNC, together with its successors and assigns in such capacity, the “Agent”), (ii) MAMMOTH ENERGY PARTNERS LP, a limited partnership under the laws of the State of Delaware (“Mammoth”), REDBACK ENERGY SERVICES LLC, a limited liability company under the laws of the State of Delaware (“Redback Energy”), REDBACK COIL TUBING LLC, a limited liability company under the laws of the State of Delaware (“Redback Coil”), MUSKIE PROPPANT LLC, a limited liability company under the laws of the State of Delaware (“Muskie”), PANTHER DRILLING SYSTEMS LLC, a limited liability company under the laws of the State of Delaware (“Panther”), BISON DRILLING AND FIELD SERVICES LLC, a limited liability company under the laws of the State of Delaware (“Bison Drilling”), B

GOVERNMENT OF PUERTO RICO PUERTO RICO ELECTRIC POWER AUTHORITY AMENDMENT NO. 3 TO EMERGENCY MASTER SERVICE AGREEMENT FOR PREPA’S ELECTRICAL GRID REPAIRS - HURRICANE MARIA APPEAR
Emergency Master Service Agreement • January 31st, 2018 • Mammoth Energy Services, Inc. • Oil & gas field services, nec

AS FIRST PARTY: The Puerto Rico Electric Power Authority (PREPA), a public corporation and government instrumentality of the Commonwealth of Puerto Rico, created by Act 83 of May 2, 1941, as amended, represented in this act by its Executive Director, Justo Luis González Torres, of legal age, married, engineer and resident of Juana Díaz, Puerto Rico.

ASSIGNMENT AGREEMENT
Assignment Agreement • December 6th, 2023 • Mammoth Energy Services, Inc. • Oil & gas field services, nec • New York

CLAIM DOCUMENTS: (i) Emergency Master Service Agreement for PREPA’s Electrical Grid Repairs-Hurricane Maria, dated as of October 19, 2017, by and among PREPA and Seller, as amended or modified from time to time (the “2017 Cobra Contract”);

MASTER SERVICE AGREEMENT
Master Service Agreement • May 3rd, 2019 • Mammoth Energy Services, Inc. • Oil & gas field services, nec • Oklahoma

Company and Contractor may sometimes herein be referred to individually as a “Party” or collectively as the “Parties”. The definition of Company and Contractor shall also include each Party’s subsidiaries, agents, affiliates, and assigns, and this agreement shall bind and adhere to all aforementioned Parties as if they were originally included in said agreement.

AMENDMENT TO SAND SUPPLY AGREEMENT1
Sand Supply • September 2nd, 2016 • Mammoth Energy Services, Inc. • Oil & gas field services, nec

This Amendment to Sand Supply Agreement (this “Amendment”) is made this 3rd day of November, 2015 (the “Execution Date”) by and between Muskie Proppant LLC, a Delaware limited liability company, (“Supplier”); and Gulfport Energy Corporation, a Delaware corporation, (Customer”). Supplier and Customer are sometimes individually referred to as a “Party”, or collectively referred to as the “Parties”.

AMENDMENT TO MASTER SERVICE AGREEMENT
Master Service Agreement • September 2nd, 2016 • Mammoth Energy Services, Inc. • Oil & gas field services, nec

This Amendment to Master Service Agreement (this “Amendment”) is made this 23rd day of May, 2016 by and among Gulfport Energy Corporation; Gulfport Buckeye LLC; and Panther Drilling Systems LLC (“Contractor”). The parties to this Amendment are sometimes individually referred to as a “Party”, or collectively as the “Parties”.

OFFICE LEASE AGREEMENT
Office Lease Agreement • May 15th, 2017 • Mammoth Energy Services, Inc. • Oil & gas field services, nec • Oklahoma

This Office Lease Agreement (the “Lease”) is made and entered into to be effective as of the 1st day of April, 2017, between CALIBER INVESTMENT GROUP LLC, a Delaware limited liability company (“Landlord”), and MAMMOTH ENERGY PARTNERS LLC, a Delaware limited liability company (“Tenant”).

JOINDER AGREEMENT
Joinder Agreement • September 23rd, 2016 • Mammoth Energy Services, Inc. • Oil & gas field services, nec

THIS JOINDER AGREEMENT (this “Agreement”), dated as of March 31, 2015 (the “Joinder Date”), by and among (i) PNC BANK, NATIONAL ASSOCIATION (“PNC”), in its capacity as agent for the Lenders under the Credit Agreement (as hereinafter defined) (PNC, together with its successors and assigns in such capacity, the “Agent”), (ii) MAMMOTH ENERGY PARTNERS LP, a limited partnership under the laws of the State of Delaware (“Mammoth”), REDBACK ENERGY SERVICES LLC, a limited liability company under the laws of the State of Delaware (“Redback Energy”), REDBACK COIL TUBING LLC, a limited liability company under the laws of the State of Delaware (“Redback Coil”), MUSKIE PROPPANT LLC, a limited liability company under the laws of the State of Delaware (“Muskie”), PANTHER DRILLING SYSTEMS LLC, a limited liability company under the laws of the State of Delaware (“Panther”), BISON DRILLING AND FIELD SERVICES LLC, a limited liability company under the laws of the State of Delaware (“Bison Drilling”), BISO

LOAN AND SECURITY AGREEMENT dated as of October 16, 2023 by and among MAMMOTH ENERGY SERVICES, INC., as Borrower, THE OTHER LOAN PARTIES PARTY HERETO, THE LENDERS FROM TIME TO TIME PARTY HERETO, as Lenders, and WEXFORD CAPITAL LP, as the Agent
Loan and Security Agreement • October 19th, 2023 • Mammoth Energy Services, Inc. • Oil & gas field services, nec

THIS LOAN AND SECURITY AGREEMENT dated as of October 16, 2023 (this “Agreement”) is entered into by and among MAMMOTH ENERGY SERVICES, INC., a Delaware corporation (“Borrower”), the other Loan Parties from time to time hereto, each lender party hereto (each, together with their permitted successors and assigns, “Lender” and collectively, “Lenders”), and WEXFORD CAPITAL LP, a Delaware limited partnership, as agent for Lenders (the “Agent”).

FIRST AMENDMENT TO ASSET PURCHASE AGREEMENT
Asset Purchase Agreement • May 31st, 2017 • Mammoth Energy Services, Inc. • Oil & gas field services, nec

This FIRST AMENDMENT TO ASSET PURCHASE AGREEMENT (this “Amendment”) is entered into as of May 24, 2017, pursuant to that certain Asset Purchase Agreement (the “Agreement”), dated as of March 27, 2017, by and among Mammoth Energy Services, Inc., a Delaware corporation (“Purchaser”), Chieftain Sand and Proppant, LLC, a Delaware limited liability company (“CSP”), and Chieftain Sand and Proppant Barron, LLC, a Wisconsin limited liability company (“CSPB” and, together with CSP, “Sellers”). Purchaser, CSP and CSPB may from time to time be referred to in this Amendment, collectively, as the “Parties” and each, individually, as a “Party.” Capitalized terms used but not defined in this Amendment shall have the meanings ascribed to such terms in the Agreement.

Re: Second Amendment to Amended and Restated Revolving Credit and Security Agreement
Mammoth Energy Services, Inc. • March 2nd, 2020 • Oil & gas field services, nec

PNC BANK, NATIONAL ASSOCIATION (“PNC”), as agent for the Lenders from time to time party to the Credit Agreement referred to below (PNC, in such capacity, together with its successors and assigns in such capacity, the “Agent”) for the Lenders from time to time party to the Credit Agreement referred to below, the Lenders party thereto, MAMMOTH ENERGY SERVICES, INC., a corporation organized under the laws of the State of Delaware (formerly Mammoth Energy Services Inc.) (“Mammoth”), as a Borrower, and together with the other Borrowers party to the Credit Agreement referred to below, have previously entered into financing arrangements pursuant to that certain Amended and Restated Revolving Credit and Security Agreement, dated as of October 19, 2018, by and among Borrowers, Agent, and Lenders (as previously amended by the First Amendment to Amended and Restated Revolving Credit and Security Agreement, dated November 5, 2019, as amended hereby and as the same may hereafter be further amended

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