CONTRIBUTION AGREEMENTContribution Agreement • February 6th, 2019 • EnCap Energy Capital Fund VIII, L.P. • Crude petroleum & natural gas • Delaware
This Contribution Agreement (this “Agreement”), dated as of February 4, 2019 (the “Effective Date”), is entered into by and between Travis Peak Resources, LLC, a Delaware limited liability company (“Resources”), and TPR Residual Assets, LLC, a Delaware limited liability company (“Residual Holdco”). Resources and Residual Holdco are referred herein from time to time each as a “Party” and together as the “Parties.”
JOINT FILING AGREEMENTJoint Filing Agreement • February 6th, 2019 • EnCap Energy Capital Fund VIII, L.P. • Crude petroleum & natural gas
In accordance with Rule 13d-1(k) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned persons hereby agree to the joint filing on behalf of each of them of a statement on Schedule 13D (including amendments thereto) with respect to the common stock, par value $0.01 per share of ECLIPSE RESOURCES CORPORATION and further agree that this Joint Filing Agreement be included as an Exhibit to such joint filing. In evidence thereof each of the undersigned, being duly authorized, hereby execute this Agreement on the date set forth below.
JOINDER AGREEMENTJoinder Agreement • February 6th, 2019 • EnCap Energy Capital Fund VIII, L.P. • Crude petroleum & natural gas • Delaware
This Joinder Agreement (this “Joinder”), dated as of February 4, 2019, is entered into by TPR Residual Assets, LLC, a Delaware limited liability company (“Residual Holdco”), pursuant to that certain letter agreement, dated as of August 25, 2018 (the “Lock-Up Agreement”), entered into by EnCap Energy Capital Fund VIII, L.P., a Texas limited partnership, EnCap Energy Capital Fund VIII Co-Investors, L.P., a Texas limited partnership, EnCap Energy Capital Fund IX, L.P., a Texas limited partnership, and Travis Peak Resources, LLC, a Delaware limited liability company (“Resources”), for the benefit of Eclipse Resources Corporation, a Delaware corporation (“Parent”), and Blue Ridge Mountain Resources, Inc., a Delaware corporation (the “Company”). Each capitalized term used and not otherwise defined in this Joinder has the meaning given to such term in the Lock-Up Agreement.
