EXHIBIT 2.1Agreement and Plan of Merger • April 7th, 2004 • Westport Resources Corp /Nv/ • Crude petroleum & natural gas • Nevada
WITNESSETHSupplemental Indenture • November 14th, 2001 • Westport Resources Corp /Nv/ • Crude petroleum & natural gas • New York
EXHIBIT 10.2 THIRD AMENDED AND RESTATED SHAREHOLDERS AGREEMENTShareholders Agreement • April 7th, 2003 • Westport Resources Corp /Nv/ • Crude petroleum & natural gas • Nevada
1 EXHIBIT 99.1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the undersigned agree to the joint filing on behalf of each of them of a Statement on Schedule 13D (including any and all...Joint Filing Agreement • August 31st, 2001 • Westport Resources Corp /Nv/ • Crude petroleum & natural gas
EXHIBIT 10.1 INDEMNIFICATION AGREEMENT THIS INDEMNIFICATION AGREEMENT (the "AGREEMENT") dated as of ______________, 2002, is made by and between Westport Resources Corporation, a Nevada corporation (the "CORPORATION"), and the undersigned director or...Indemnification Agreement • August 14th, 2002 • Westport Resources Corp /Nv/ • Crude petroleum & natural gas • Nevada
WITNESSETHContribution Agreement • April 7th, 2003 • Westport Resources Corp /Nv/ • Crude petroleum & natural gas • Pennsylvania
BY AND AMONGRegistration Rights Agreement • November 14th, 2003 • Westport Resources Corp /Nv/ • Crude petroleum & natural gas • Nevada
TERMINATION AGREEMENT This Termination Agreement (this "Agreement"), dated as of April 6, 2004 (this "Agreement"), is entered into by and among Westport Resources Corporation, a Nevada corporation (the "Company"), Westport Energy LLC, a Delaware...Termination Agreement • May 5th, 2004 • Westport Resources Corp /Nv/ • Crude petroleum & natural gas • Nevada
EXHIBIT 10.2 CREDIT AGREEMENT among WESTPORT RESOURCES CORPORATION, as Borrower The Several Lenders from Time to Time Parties Hereto Credit Suisse First Boston and Fleet National Bank, as Syndication Agents Fortis Capital Corp. and U.S. Bank National...Credit Agreement • November 14th, 2001 • Westport Resources Corp /Nv/ • Crude petroleum & natural gas • New York
EXHIBIT 10.4 LOCK-UP LETTER AGREEMENT LEHMAN BROTHERS INC. CREDIT SUISSE FIRST BOSTON CORPORATION JPMORGAN SECURITIES INC. As Representatives of the several Underwriters named in Schedule 1 to the Underwriting Agreement, c/o Lehman Brothers Inc. 745...Letter Agreement • February 18th, 2003 • Westport Resources Corp /Nv/ • Crude petroleum & natural gas
As Representatives of the several Underwriters named in Schedule 1 to the Underwriting Agreement, c/o Lehman Brothers Inc. 745 Seventh Avenue New York, New York 10019
1 EXHIBIT 10.17Credit Agreement • March 30th, 1999 • Belco Oil & Gas Corp • Crude petroleum & natural gas • New York
EXHIBIT 10.16 SECOND AMENDMENT AND CONSENT, dated as of February 25, 1998 (this "Amendment"), to the CREDIT AGREEMENT, dated as of September 23, 1997, as amended by the First Amendment and Waiver thereto, dated as of November 25, 1997 (as the same may...Credit Agreement • March 26th, 1998 • Belco Oil & Gas Corp • Crude petroleum & natural gas • New York
BY AND AMONGAgreement and Plan of Merger • November 3rd, 1997 • Belco Oil & Gas Corp • Crude petroleum & natural gas • Texas
EXHIBIT 99.4Credit Agreement • December 10th, 1997 • Belco Oil & Gas Corp • Crude petroleum & natural gas • New York
AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • August 14th, 2000 • Belco Oil & Gas Corp • Crude petroleum & natural gas • New York
among BELCO OIL & GAS CORP., as BorrowerCredit Agreement • October 3rd, 1997 • Belco Oil & Gas Corp • Crude petroleum & natural gas • New York
EXHIBIT 4.4 SUBSIDIARY GUARANTEE MADE BY EACH OF THE GUARANTORS FROM TIME TO TIME PARTY HERETO IN FAVOR OF THE SEVERAL CREDITORS FROM TIME TO TIME PARTY TO THE LOAN DOCUMENTS AND THE CHASE MANHATTAN BANK, AS ADMINISTRATIVE AGENT DATED AS OF AUGUST 21,...Assumption Agreement • November 14th, 2001 • Westport Resources Corp /Nv/ • Crude petroleum & natural gas • New York
1 EXHIBIT 4.2 BELCO OIL & GAS CORP. 8-7/8% Senior Subordinated Notes due 2007 EXCHANGE AND REGISTRATION RIGHTS AGREEMENTBelco Oil & Gas Corp • October 3rd, 1997 • Crude petroleum & natural gas • New York
INTRODUCTIONVoting Agreement • April 7th, 2004 • Westport Resources Corp /Nv/ • Crude petroleum & natural gas • Nevada
ARTICLE I. DEFINITIONSBelco Oil & Gas Corp • July 2nd, 2001 • Crude petroleum & natural gas • Texas
EXHIBIT 2.1 STOCK PURCHASE AGREEMENTStock Purchase Agreement • December 31st, 2002 • Westport Resources Corp /Nv/ • Crude petroleum & natural gas • Nevada
RECITALSSecond Supplemental Indenture • March 26th, 1998 • Belco Oil & Gas Corp • Crude petroleum & natural gas • New York
Exhibit 4.8 THIRD SUPPLEMENTAL INDENTURE This Third Supplemental Indenture (the "Third Supplemental Indenture"), dated as of February 25, 1998, is made and entered into by and between Belco Oil & Gas Corp., a Nevada corporation ("Belco"), the...Third Supplemental Indenture • March 26th, 1998 • Belco Oil & Gas Corp • Crude petroleum & natural gas • New York
AGREEMENTAgreement • April 7th, 2003 • Westport Resources Corp /Nv/ • Crude petroleum & natural gas
THIS AGREEMENT ("Agreement") is made as of this 28th day of March, 2003, by and among ERI INVESTMENTS, INC., a Delaware Corporation, and its subsidiary corporations, EQUITABLE PRODUCTION COMPANY and NORESCO HOLDINGS, INC. (hereinafter collectively referred to as "Donors"), and EQUITABLE RESOURCES FOUNDATION, INC., a tax-exempt, charitable foundation incorporated under the laws of the Commonwealth of Pennsylvania (hereinafter referred to as the "Foundation").
INDENTUREBelco Oil & Gas Corp • October 3rd, 1997 • Crude petroleum & natural gas • New York
Exhibit 10.8 REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • October 6th, 2003 • Westport Resources Corp /Nv/ • Crude petroleum & natural gas • Nevada
SECTION 1 REGISTRATION RIGHTSRegistration Rights Agreement • April 7th, 2004 • Westport Resources Corp /Nv/ • Crude petroleum & natural gas • New York
RECITALSEmployment Agreement • May 13th, 2002 • Westport Resources Corp /Nv/ • Crude petroleum & natural gas • Colorado
RECITALSEmployment Agreement • May 13th, 2002 • Westport Resources Corp /Nv/ • Crude petroleum & natural gas • Colorado
1 EXHIBIT 2.1 AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • June 14th, 2001 • Belco Oil & Gas Corp • Crude petroleum & natural gas • Nevada
EXHIBIT 99.2 Pursuant to the rules and regulations of the Securities and Exchange Commission (the "Commission") relating to Form 8-K, Belco Oil & Gas Corp. hereby agrees to furnish, if requested by the Commission, the exhibits and schedules to the...Belco Oil & Gas Corp • December 10th, 1997 • Crude petroleum & natural gas
W I T N E S S E T H :Execution • March 30th, 1999 • Belco Oil & Gas Corp • Crude petroleum & natural gas • New York
ANDBelco Oil & Gas Corp • December 23rd, 1997 • Crude petroleum & natural gas • New York
RECITALSControl Severance Protection Agreement • March 10th, 2003 • Westport Resources Corp /Nv/ • Crude petroleum & natural gas • Colorado
Exhibit 10.6 [MEDICOR FOUNDATION LETTERHEAD] Lehman Brothers Inc. 745 Seventh Avenue New York, New York 10019 Dear Sirs: The undersigned, Medicor Foundation ("Transferee"), as transferee of certain shares of the common stock of Westport Resources...Westport Resources Corp /Nv/ • February 18th, 2003 • Crude petroleum & natural gas
The undersigned, Medicor Foundation ("Transferee"), as transferee of certain shares of the common stock of Westport Resources Corporation (the "Company") owned by Westport Energy, LLC hereby agrees to be bound by the terms of the lock-up agreement signed by the transferor to the same extent as if Transferee were a party thereto with respect to all such transferred stock, and accordingly Lehman Brothers Inc. consents to such transfer of the common stock of the Company to Transferee.
