REGISTRATION RIGHTS AGREEMENT BY AND AMONG CONSTELLATION ENERGY PARTNERS LLC AND THE PURCHASERS NAMED HEREINRegistration Rights Agreement • April 24th, 2007 • Constellation Energy Partners LLC • Crude petroleum & natural gas • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made and entered into as of April 23, 2007 by and among Constellation Energy Partners LLC, a Delaware limited liability company (“Constellation Energy”), and GPS Partners LLC, Lehman Brothers MLP Partners, L.P., ZLP Fund, L.P. and Structured Finance Americas LLC (each of GPS Partners LLC, Lehman Brothers MLP Partners, L.P., ZLP Fund, L.P. and Structured Finance Americas LLC, a “Purchaser” and, collectively, the “Purchasers”).
CLASS E UNIT AND COMMON UNIT PURCHASE AGREEMENT BY AND AMONG CONSTELLATION ENERGY PARTNERS LLC AND THE PURCHASERS NAMED HEREINClass E Unit and Common Unit Purchase Agreement • April 24th, 2007 • Constellation Energy Partners LLC • Crude petroleum & natural gas • Delaware
CLASS E UNIT AND COMMON UNIT PURCHASE AGREEMENT, dated as of March 8, 2007 (this “Agreement”), by and among Constellation Energy Partners LLC, a Delaware limited liability company (“Constellation Energy”), and GPS Partners LLC, Lehman Brothers MLP Partners, L.P., ZLP Fund, L.P. and Structured Finance Americas LLC (each of GPS Partners LLC, Lehman Brothers MLP Partners, L.P., ZLP Fund, L.P. and Structured Finance Americas LLC, a “Purchaser” and, collectively, the “Purchasers”).
PURCHASE AND SALE AGREEMENT ENERGYQUEST RESOURCES, L.P. AND OKLAHOMA PROCESSING EQR, LLC AS SELLER AND CONSTELLATION ENERGY PARTNERS LLC AS BUYER DATED MARCH 8, 2007Purchase and Sale Agreement • April 24th, 2007 • Constellation Energy Partners LLC • Crude petroleum & natural gas • Texas
This Purchase and Sale Agreement (this “Agreement”) is made and entered into this 8th day of March 2007, by and between EnergyQuest Resources, L.P., a Delaware limited partnership (“EnergyQuest”) and Oklahoma Processing EQR, LLC, a Delaware limited liability company (“Oklahoma Processing”) (jointly, “Seller”), and Constellation Energy Partners, LLC, a Delaware limited liability company (“Buyer”). Seller and Buyer are collectively referred to herein as the “Parties”, and are sometimes referred to individually as a “Party.”
PURCHASE AND SALE AGREEMENT BETWEEN ENERGYQUEST RESOURCES, L.P.; OKLAHOMA PROCESSING EQR, LLC; KANSAS PRODUCTION EQR, LLC; AND KANSAS PROCESSING EQR, LLC (AS SELLER) AND CONSTELLATION ENERGY PARTNERS LLC (AS BUYER) DATED MARCH 8, 2007Purchase and Sale Agreement • April 24th, 2007 • Constellation Energy Partners LLC • Crude petroleum & natural gas • Texas
THIS PURCHASE AND SALE AGREEMENT (this “Agreement”), dated March 8, 2007, is by and between ENERGYQUEST RESOURCES, L.P., a Delaware limited partnership (“EnergyQuest”), OKLAHOMA PROCESSING EQR, LLC, a Delaware limited liability company (“OK Processing”), KANSAS PRODUCTION EQR, LLC, a Delaware limited liability company (“Kansas Production”), and KANSAS PROCESSING EQR, LLC, a Delaware limited liability company, whose address is 15425 North Freeway, Suite 230, Houston, Texas 77090 (“Kansas Processing” and, collectively with EnergyQuest, OK Processing, and Kansas Production, “Seller”) and CONSTELLATION ENERGY PARTNERS LLC a Delaware limited liability company, whose address is 500 Dallas Street, One Allen Center, Suite 3300, Houston, Texas 77002 (“Buyer”).
AMENDMENT NO. 1 TO SECOND AMENDED AND RESTATED OPERATING AGREEMENT OF CONSTELLATION ENERGY PARTNERS LLCOperating Agreement • April 24th, 2007 • Constellation Energy Partners LLC • Crude petroleum & natural gas • Delaware
THIS AMENDMENT NO. 1 TO SECOND AMENDED AND RESTATED LIMITED OPERATING AGREEMENT OF CONSTELLATION ENERGY PARTNERS LLC (this “Amendment”), dated as of April 23, 2007, is entered into and effectuated by the Board of Managers (the “Board”) of Constellation Energy Partners LLC, a Delaware limited liability company (the “Company”), pursuant to authority granted to it in Sections 5.5 and 11.1 of the Second Amended and Restated Operating Agreement of the Company, dated as of November 20, 2006 (the “Limited Liability Company Agreement”). Capitalized terms used but not defined herein are used as defined in the Limited Liability Company Agreement.
