EXHIBIT 10.1 AMENDMENT AND RESTATEMENT NO. 3 This Amendment and Restatement No. 3 dated as of February 2, 2000 ("Agreement") is among Stone Energy Corporation, a Delaware corporation ("Borrower"), the banks party to the Credit Agreement described...Stone Energy Corp • May 10th, 2000 • Crude petroleum & natural gas • Texas
PURCHASE AND SALE AGREEMENT by and between CONOCO INC. (formerly Continental Oil Company) Charter Number 0917525Purchase and Sale Agreement • January 15th, 2002 • Stone Energy Corp • Crude petroleum & natural gas • Louisiana
EXHIBIT 4.1 RIGHTS AGREEMENTRights Agreement • October 15th, 1998 • Stone Energy Corp • Crude petroleum & natural gas • New York
1 EXHIBIT 4.4 AMENDMENT NO. 1 (this "Amendment") dated as of October 28, 2000, to the Rights Agreement (the "Rights Agreement") dated as of October 15, 1998, between Stone Energy Corporation, a Delaware corporation (the "Company"), and ChaseMellon...Rights Agreement • December 15th, 2000 • Stone Energy Corp • Crude petroleum & natural gas • New York
INDEMNIFICATION AGREEMENTIndemnification Agreement • May 8th, 2009 • Stone Energy Corp • Crude petroleum & natural gas • Delaware
This Indemnification Agreement (“Agreement”) is made as of March 23, 2009 by and between Stone Energy Corporation, a Delaware corporation (the “Company”), and Richard L. Smith (“Indemnitee”). This Agreement supersedes and replaces any and all previous Agreements between the Company and Indemnitee covering the subject matter of this Agreement.
STONE ENERGY CORPORATION (A DELAWARE CORPORATION) 2,750,000 SHARES OF COMMON STOCK PURCHASE AGREEMENT Dated: July 28, 1999 TABLE OF CONTENTSPurchase Agreement • August 3rd, 1999 • Stone Energy Corp • Crude petroleum & natural gas • New York
EXHIBIT 4.5 REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • January 25th, 2002 • Stone Energy Corp • Crude petroleum & natural gas • New York
FOURTH AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • January 25th, 2002 • Stone Energy Corp • Crude petroleum & natural gas • Texas
3,200,000 Shares* Common Stock ($0.01 par value)Stone Energy Corp • November 12th, 1996 • Crude petroleum & natural gas • New York
EXHIBIT 10.1 THIRD AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • October 22nd, 1997 • Stone Energy Corp • Crude petroleum & natural gas • Texas
Exhibit 10.6 THIRD AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • March 20th, 1998 • Stone Energy Corp • Crude petroleum & natural gas • Texas
FORM OFNonstatutory Stock Option Agreement • July 2nd, 2001 • Stone Energy Corp • Crude petroleum & natural gas • Delaware
100,000,000 83/4% Senior Subordinated Notes due 2007Stone Energy Corp • October 22nd, 1997 • Crude petroleum & natural gas • New York
7,000,000 Shares STONE ENERGY CORPORATION Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • June 16th, 2009 • Stone Energy Corp • Crude petroleum & natural gas • New York
Barclays Capital Inc. Merrill Lynch, Pierce, Fenner & Smith Incorporated, As Representatives of the several Underwriters named in Schedule 1 attached hereto, c/o Barclays Capital Inc. 745 Seventh Avenue New York, New York 10019
STONE ENERGY CORPORATIONSupplemental Indenture • January 25th, 2002 • Stone Energy Corp • Crude petroleum & natural gas • New York
FORM OFOption Agreement • June 22nd, 2001 • Stone Energy Corp • Crude petroleum & natural gas • Delaware
FORM OFOption Agreement • July 2nd, 2001 • Stone Energy Corp • Crude petroleum & natural gas • Delaware
EXHIBIT 4.6 COMPANY VOTING AGREEMENT (this "Agreement") dated as of October 28, 2000, among Stone Energy Corporation, a Delaware corporation ("Partner"), Basin Exploration, Inc., a Delaware corporation ("Company"), and the other parties signatory...Company Voting Agreement • December 15th, 2000 • Stone Energy Corp • Crude petroleum & natural gas • Delaware
Stone Energy Corporation, as Issuer TO ----------------------------- TrusteeSenior Indenture • June 1st, 1999 • Stone Energy Corp • Crude petroleum & natural gas • New York
Registration Rights Agreement by and between Stone Energy Corporation and Banc of America Securities LLC, June 28, 2006Registration Rights Agreement • June 29th, 2006 • Stone Energy Corp • Crude petroleum & natural gas • New York
This Registration Rights Agreement (the “Agreement”) is made and entered into this 28th day of June, 2006, among Stone Energy Corporation, a Delaware corporation (the “Company”), and Banc of America Securities LLC (the “Initial Purchaser”).
INDENTUREStone Energy Corp • October 22nd, 1997 • Crude petroleum & natural gas • New York
AGREEMENTS 1. Appointment of Exchange Agent. The Exchange Agent is hereby appointed by the Company: (a) to effect the Exchange in accordance with the Prospectus, each executed Letter of Transmittal and the instructions that follow; and (b) to act as...Exchange Agreement • October 22nd, 1997 • Stone Energy Corp • Crude petroleum & natural gas • Texas
STONE ENERGY CORPORATION $275,000,000 8.625% Senior Notes Due 2017 UNDERWRITING AGREEMENTUnderwriting Agreement • January 19th, 2010 • Stone Energy Corp • Crude petroleum & natural gas • New York
Banc of America Securities LLC J.P. Morgan Securities Inc. As Representatives of the several Underwriters named in Schedule 1 attached hereto, c/o Banc of America Securities LLC One Bryant Park, 10th Floor New York, New York 10036
SUBORDINATED INDENTURESubordinated Indenture • June 1st, 1999 • Stone Energy Corp • Crude petroleum & natural gas • New York
INDEMNIFICATION AGREEMENTIndemnification Agreement • March 1st, 2017 • Stone Energy Corp • Crude petroleum & natural gas • Delaware
This Indemnification Agreement (“Agreement”) is made as of by and between Stone Energy Corporation, a Delaware corporation (the “Company”), and “Indemnitee”). This Agreement supersedes and replaces any and all previous Agreements between the Company and Indemnitee covering the subject matter of this Agreement.
STONE ENERGY CORPORATION, AS ISSUER AND THE SUBSIDIARY GUARANTORS NAMED HEREIN, AS SUBSIDIARY GUARANTORS TO THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., AS TRUSTEE SENIOR INDENTURE DATED AS OF JANUARY 26, 2010Indenture • January 29th, 2010 • Stone Energy Corp • Crude petroleum & natural gas • New York
INDENTURE, dated as of January 26, 2010, among Stone Energy Corporation, a corporation duly organized and existing under the laws of the State of Delaware (herein called the “Company”), having its principal office at 625 East Kaliste Saloom Rd., Lafayette, LA 70508, each of the Subsidiary Guarantors (as hereinafter defined) and The Bank of New York Trust Company, N.A., a national banking association, as Trustee (herein called the “Trustee”).
STONE ENERGY CORPORATION, as Issuer, STONE ENERGY OFFSHORE, L.L.C., as Subsidiary Guarantor, and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A. as Trustee and Collateral Agent INDENTURE dated as of February 28, 2017 $225,000,000 7.500% Senior Secured...Indenture • March 1st, 2017 • Stone Energy Corp • Crude petroleum & natural gas • New York
RESTRICTED STOCK AGREEMENTRestricted Stock Agreement • January 3rd, 2005 • Stone Energy Corp • Crude petroleum & natural gas • Delaware
THIS RESTRICTED STOCK AGREEMENT (this “Agreement”) is made as of December 31, 2004 , between STONE ENERGY CORPORATION, a Delaware corporation (the “Company”), and David H. Welch (the “Employee”).
EXHIBIT 8.2 [BROBECK PHLEGER & HARRISON LLP LETTERHEAD] December 15, 2000 Basin Exploration, Inc. 1670 Broadway, Suite 2800 Denver, CO 80202 Ladies and Gentlemen: This opinion is being delivered to you in connection with (i) the Agreement and Plan of...Stone Energy Corp • December 15th, 2000 • Crude petroleum & natural gas
5,000,000 Shares STONE ENERGY CORPORATION Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • May 14th, 2014 • Stone Energy Corp • Crude petroleum & natural gas • New York
Stone Energy Corporation, a Delaware corporation (the “Company”), proposes to sell 5,000,000 shares (the “Firm Stock”) of the Company’s common stock, par value $0.01 per share (the “Common Stock”). In addition, the Company proposes to grant to the underwriters (the “Underwriters”) named in Schedule 1 attached to this agreement (this “Agreement”) an option to purchase up to 750,000 additional shares of the Common Stock on the terms set forth in Section 2 (the “Option Stock”). The Firm Stock and the Option Stock, if purchased, are hereinafter collectively called the “Stock.” This is to confirm the agreement concerning the purchase of the Stock from the Company by the Underwriters.
EXCHANGE AGREEMENTExchange Agreement • November 21st, 2017 • Stone Energy Corp • Crude petroleum & natural gas • New York
INDENTURE, dated as of [•], among TALOS PRODUCTION LLC, a Delaware limited liability company (together with its successors and assigns, “Holdings”), TALOS PRODUCTION FINANCE INC., a Delaware corporation (together with its successors and assigns, the “Co-Issuer” and, together with Holdings, the “Issuers”), the Subsidiary Guarantors party hereto from time to time (as defined below) and [•], as trustee (the “Trustee”) and as collateral agent.
SECOND AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • October 16th, 1996 • Stone Energy Corp • Crude petroleum & natural gas • Texas
AMENDMENT NO. 2 AND CONSENTStone Energy Corp • October 22nd, 2012 • Crude petroleum & natural gas • New York
This Amendment No. 2 and Consent dated as of October 22, 2012 (this “Agreement”) is among Stone Energy Corporation, a Delaware corporation (the “Borrower”), Stone Energy Offshore, L.L.C., a Delaware limited liability company (the “Guarantor”), the financial institutions party to the Credit Agreement described below as Banks (the “Banks”), and Bank of America, N.A., as Agent for the Banks (the “Agent”) and as Issuing Bank (the “Issuing Bank”).
VOTING AGREEMENTVoting Agreement • November 21st, 2017 • Stone Energy Corp • Crude petroleum & natural gas • Delaware
This VOTING AGREEMENT, dated as of November 21, 2017 (this “Agreement”), is entered into by and among Talos Energy LLC, a Delaware limited liability company (“Parent”), Stone Energy Corporation, a Delaware corporation (the “Company”), and MacKay Shields LLC (the “Investment Manager”), in its capacity as investment manager on behalf of the Company Stockholders (as defined herein) and (to the extent expressly set forth herein) in its individual capacity, and Parent, the Company, and the Company Stockholders are each sometimes referred to herein individually as a “Party” and collectively as the “Parties.”
FIFTH AMENDED AND RESTATED CREDIT AGREEMENT among STONE ENERGY CORPORATION as Borrower, THE FINANCIAL INSTITUTIONS NAMED IN THIS CREDIT AGREEMENT as Banks, BANK OF AMERICA, N.A. as Administrative Agent and Issuing Bank, WELLS FARGO BANK, NATIONAL...Credit Agreement • March 1st, 2017 • Stone Energy Corp • Crude petroleum & natural gas • New York
This Fifth Amended and Restated Credit Agreement dated as of February 28, 2017, is among Stone Energy Corporation, a Delaware corporation, the Banks (as defined below), and Bank of America, N.A., as administrative agent for the Banks and as Issuing Bank.
