WARRANT AGREEMENT between CIVITAS RESOURCES, INC. BROADRIDGE CORPORATE ISSUER SOLUTIONS, INC., as Warrant Agent Dated as of November 1, 2021 Tranche B Warrants to Purchase Common StockWarrant Agreement • November 3rd, 2021 • Civitas Resources, Inc. • Crude petroleum & natural gas • New York
This Warrant Agreement (as may be supplemented, amended or amended and restated pursuant to the applicable provisions hereof, this “Agreement”), dated as of November 1, 2021, between Civitas Resources, Inc., a Delaware corporation (and any Successor Company (as defined below) that becomes successor to the Company in accordance with Section 15) (the “Company”) and Broadridge Corporate Issuer Solutions, Inc., a corporation having its principal offices in Edgewood, New York (the “Warrant Agent,” which term includes any successor thereto permitted under this Agreement). Capitalized terms that are used in this Agreement shall have the meanings set forth in Section 1 hereof.
INDEMNITY AGREEMENTIndemnity Agreement • November 3rd, 2021 • Civitas Resources, Inc. • Crude petroleum & natural gas • Delaware
This Agreement (this “Agreement”) made and entered into as of November 1, 2021 by and between Civitas Resources, Inc., a Delaware corporation (the “Company”), and the individual signing this Agreement under the heading “Indemnitee” on the signature page hereto (“Indemnitee”), who is currently serving the Company in the capacity of director or executive officer.
SECOND SUPPLEMENTAL INDENTURESupplemental Indenture • November 3rd, 2021 • Civitas Resources, Inc. • Crude petroleum & natural gas • New York
SECOND SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of November 1, 2021, by and among each of the entities listed on Exhibit A attached hereto (the “New Guarantors”), each a subsidiary of Civitas Resources, Inc. (f/k/a Bonanza Creek Energy, Inc.), a Delaware corporation (or its successor) (the “Company”), the Company, on behalf of itself and the Subsidiary Guarantors (the “Existing Guarantors”) under the Indenture referred to below, and U.S. Bank National Association, as Trustee under the Indenture referred to below (the “Trustee”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • November 3rd, 2021 • Civitas Resources, Inc. • Crude petroleum & natural gas • Delaware
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made and entered into as of November 1, 2021, to be effective as of the Company Merger Effective Time (as defined below), by and among Civitas Resources, Inc., a Delaware corporation (the “Company”), and the Persons identified on Schedule I hereto (each, an “Initial Holder”).
FIRST AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • November 3rd, 2021 • Civitas Resources, Inc. • Crude petroleum & natural gas
THIS FIRST AMENDMENT TO EMPLOYMENT AGREEMENT (this “Amendment”) is entered into by and between Marianella Foschi (“Executive”), Extraction Oil & Gas, Inc. (“Extraction”), and Civitas Resources, Inc. (each of which are referred to individually as a “Party” and together as the “Parties”).
FIRST AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • November 3rd, 2021 • Civitas Resources, Inc. • Crude petroleum & natural gas
THIS FIRST AMENDMENT TO EMPLOYMENT AGREEMENT (this “Amendment”) is entered into by and between Matthew R. Owens (“Executive”), Extraction Oil & Gas, Inc. (“Extraction”), and Civitas Resources, Inc. (each of which are referred to individually as a “Party” and together as the “Parties”).
FIRST SUPPLEMENTAL INDENTURESupplemental Indenture • November 3rd, 2021 • Civitas Resources, Inc. • Crude petroleum & natural gas • New York
First Supplemental Indenture (this “Supplemental Indenture”), dated as of November 1, 2021, among each of the entities listed on Exhibit A attached hereto (collectively, the “Guaranteeing Subsidiaries,” and each a “Guaranteeing Subsidiary”), each a subsidiary of Civitas Resources, Inc. (f/k/a Bonanza Creek Energy, Inc.), a Delaware corporation (the “Company”), the Company, the other Guarantors (as defined in the Indenture referred to herein) and Computershare Trust Company, N.A., as successor trustee under the Indenture referred to below (the “Trustee”).
BOARD OBSERVER AND CONFIDENTIALITY AGREEMENTBoard Observer and Confidentiality Agreement • November 3rd, 2021 • Civitas Resources, Inc. • Crude petroleum & natural gas • Delaware
This BOARD OBSERVER AND CONFIDENTIALITY AGREEMENT, dated as of November 1, 2021 (this “Agreement”), is entered into by and among CPPIB Crestone Peak Resources Canada Inc. (the “CPP Holder”), and Civitas Resources, Inc., a Delaware corporation (the “Company”). The CPP Holder and the Company are herein referred to as the “Parties.” Capitalized terms used but not defined herein shall have the meaning assigned to such term in the Merger Agreement (as defined below).
