REGISTRATION RIGHTS AGREEMENT by and between ATP OIL & GAS CORPORATION and THE INITIAL HOLDER SPECIFIED ON THE SIGNATURE PAGES HEREOF Dated as of February 16, 2004Registration Rights Agreement • February 27th, 2004 • Atp Oil & Gas Corp • Crude petroleum & natural gas • New York
REGISTRATION RIGHTS AGREEMENT (the “Agreement”) dated as of February 16, 2004, by and among ATP OIL & GAS CORPORATION, a Texas corporation (the “Company”), and each Initial Holder specified on the signature pages to this Agreement.
WARRANTRegistration Rights Agreement • February 27th, 2004 • Atp Oil & Gas Corp • Crude petroleum & natural gas • New York
THIS WARRANT AND ANY SECURITIES ACQUIRED UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR THE SECURITIES LAWS OF ANY STATE AND MAY NOT BE SOLD, TRANSFERRED OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER SUCH ACT AND APPLICABLE STATE SECURITIES LAWS OR PURSUANT TO AN APPLICABLE EXEMPTION TO THE REGISTRATION REQUIREMENTS OF SUCH ACT AND SUCH LAWS. THIS WARRANT AND SUCH SECURITIES MAY NOT BE SOLD, TRANSFERRED OR OTHERWISE DISPOSED OF EXCEPT IN COMPLIANCE WITH THE CONDITIONS SPECIFIED IN THIS WARRANT.
CONSENT AND AMENDMENT NO. 3 TO THE SECOND AMENDED AND RESTATED FINANCING AGREEMENTFinancing Agreement • February 27th, 2004 • Atp Oil & Gas Corp • Crude petroleum & natural gas • New York
THIS CONSENT AND AMENDMENT NO. 3, dated as of February 16, 2004 (this “Amendment”), to the Second Amended and Restated Financing Agreement, dated as of August 13, 2003, as amended pursuant to the Consent and Amendment No. 1, dated as of November 14, 2003, and Amendment No. 2, dated as of December 3, 2003, and as supplemented by the Joinder Agreement, dated as of December 3, 2003 (as amended, supplemented or otherwise modified from time to time, the “Financing Agreement”), by and among ATP Oil & Gas Corporation, a Texas corporation (the ”Borrower”), each subsidiary of the Borrower listed as a “Guarantor” on the signature pages thereto (together with ATP Oil & Gas (UK) Limited, each a “Guarantor” and collectively, the “Guarantors” and, together with the Borrower, each a “Loan Party” and collectively, the “Loan Parties”), each of the lenders from time to time party thereto (each a “Lender” and collectively, the ”Lenders”), Ableco Finance LLC, a Delaware limited liability company (“Ableco”
AMENDMENT NO. 2 TO THE SECOND AMENDED AND RESTATED FINANCING AGREEMENTFinancing Agreement • February 27th, 2004 • Atp Oil & Gas Corp • Crude petroleum & natural gas • New York
THIS AMENDMENT NO. 2, dated as of December 3, 2003 (this “Amendment”), to the Second Amended and Restated Financing Agreement, dated as of August 13, 2003, as amended or otherwise modified from time to time (the “Financing Agreement”), by and among ATP Oil & Gas Corporation, a Texas corporation (the ”Borrower”), each subsidiary of the Borrower listed as a “Guarantor” on the signature pages thereto (each a “Guarantor” and collectively, the “Guarantors” and, together with the Borrower, each a “Loan Party” and collectively, the “Loan Parties”), each of the lenders from time to time party thereto (each a “Lender” and collectively, the ”Lenders”), Ableco Finance LLC, a Delaware limited liability company (“Ableco”), as collateral agent and administrative agent for the Lenders (in such capacity, the ”Collateral Agent” or the “Administrative Agent”), and Wells Fargo Foothill, Inc., a California corporation (“Foothill”), as funding agent for the Lenders (in such capacity, the “Funding Agent”, a
