First Amended and Restated Backstop Conversion Commitment Agreement (October 16th, 2014)
THIS FIRST AMENDED AND RESTATED BACKSTOP CONVERSION COMMITMENT AGREEMENT (this "Agreement"), dated as of October 16, 2014, is made by and among Global Geophysical Services, Inc. (as a debtor in possession and a reorganized debtor, as applicable, the "Company") and certain Subsidiaries of the Company (each such Subsidiary and the Company, as a debtor in possession and a reorganized debtor, as applicable, a "Debtor" and collectively, the "Debtors"), on the one hand, and the Investors set forth on Schedule 1 hereto (each referred to herein individually as an "Investor" and collectively as the "Investors"), on the other hand, and amends, restates and supersedes in its entirety that certain Backstop Conversion Commitment Agreement dated as of September 23, 2014 and executed by the same parties (the "Original Agreement"). The Company, each other Debtor and each Investor is referred to herein as a "Party" and collectively, the "Parties." Capitalized terms used herein have the meanings ascri
Deposit Account Control Agreement (April 8th, 2014)
DEPOSIT ACCOUNT CONTROL AGREEMENT dated as of January 31, 2013, amongGlobal Geophysical Services, Inc. (the "Lien Grantor"), TPG Specialty Lending, Inc., as collateral agent for the Secured Lenders (as hereinafter defined) (the "Secured Party"), and Citibank, N.A. (the "Depositary Bank"). All references herein to the "UCC" refer to the Uniform Commercial Code as in effect from time to time in the State of New York. Terms defined in the UCC have the same meanings when used herein.
TPG SPECIALTY LENDING, INC. 888 7th Avenue, 4th Floor New York, NY 10019 (April 8th, 2014)
Reference is made to (a) the Financing Agreement, dated as of September 30, 2013 (as amended, restated, supplemented or otherwise modified from time to time, the "Financing Agreement"), by and among Global Geophysical Services, Inc., a Delaware corporation ("Company") and certain Subsidiaries of Company, as Guarantors, the Lenders from time to time party thereto, and TPG Specialty Lending, Inc., as administrative agent for the Lenders (in such capacity, "Administrative Agent"), as collateral agent for the Lenders (in such capacity, "Collateral Agent"), and (b) the Forbearance Agreement, dated of March 17, 2014 (the "Forbearance Agreement"), by and among the Company, the Guarantors, the Agents and the Lenders. All capitalized terms used herein and not otherwise defined herein are used herein as defined in the Financing Agreement.
Deposit Account Control (Default) Agreement (April 8th, 2014)
This DEPOSIT ACCOUNT CONTROL AGREEMENT is dated as of January 27, 2014, and is by and among Global Geophysical Services, Inc., a Delaware corporation ("Customer"), TPG Specialty Lending, Inc., a Delaware corporation, as collateral agent for the Secured Parties (as defined below) ("Collateral Agent"), and AMEGY BANK NATIONAL ASSOCIATION, a national banking association ("Bank").
GLOBAL GEOPHYSICAL SERVICES, INC. 2006 INCENTIVE COMPENSATION PLAN (As Amended and Restated Effective February 5, 2010) First Amendment (August 13th, 2013)
Global Geophysical Services, Inc. (the "Company"), having reserved the right under Section 7.7 of the Global Geophysical Services, Inc. 2006 Incentive Compensation Plan, as amended and restated effective February 5, 2010 (the "Plan"), to amend the Plan, does hereby amend the Plan, effective as of May 24, 2013, as follows:
Employment Agreement (February 25th, 2013)
This EMPLOYMENT AGREEMENT ("Agreement") is entered into effective as of March 18, 2013 (the "Effective Date"), by and between Global Geophysical Services, Inc., a Delaware Corporation ("GGS" or "Company"), and James E. Brasher ("Executive"). Executive and the Company are collectively referred to in this Agreement as the "Parties" and individually as a "Party."