15,000,000 Common Units SANDRIDGE MISSISSIPPIAN TRUST I UNDERWRITING AGREEMENTUnderwriting Agreement • April 8th, 2011 • SandRidge Mississippian Trust I • Crude petroleum & natural gas • New York
In rendering such opinion, counsel may rely, to the extent they deem such reliance proper, as to matters of fact upon certificates of officers of the Company and of government officials, provided that counsel shall state their belief that they and you are justified in relying thereon. Copies of all such certificates shall be furnished to you and your counsel on the Closing Date and the Additional Closing Date, as the case may be. With respect to the opinion expressed as to the due qualification or registration as a foreign corporation of the Company, state that such opinion is based upon certificates of foreign qualification or registration provided by the Secretary of State of the State of Oklahoma (which shall be dated as of a date not more than 10 days prior to the Closing Date and the Additional Closing Date and shall be provided to counsel to the Underwriters) and express no conclusions beyond what are stated in such certificate.
PERPETUAL OVERRIDING ROYALTY INTEREST CONVEYANCE (PUD)Perpetual Overriding Royalty Interest Conveyance • April 18th, 2011 • SandRidge Mississippian Trust I • Crude petroleum & natural gas • Oklahoma
This PERPETUAL OVERRIDING ROYALTY INTEREST CONVEYANCE (this “Conveyance”) from SandRidge Exploration and Production, LLC, a Delaware limited liability company, with offices at 123 Robert S. Kerr Avenue, Oklahoma City, OK 73102-6406 (“Assignor”), to SandRidge Mississippian Trust I, a statutory trust formed under the laws of the State of Delaware (“Assignee”), is delivered to be effective as of 12:01 a.m., Central Time, January 1, 2011 (the “Effective Time”). All capitalized terms not otherwise defined herein shall have the meanings ascribed to such terms in Article II below.
REGISTRATION RIGHTS AGREEMENT BY AND BETWEEN SANDRIDGE MISSISSIPPIAN TRUST I AND SANDRIDGE ENERGY, INC., DATED AS OF APRIL 12, 2011Registration Rights Agreement • April 18th, 2011 • SandRidge Mississippian Trust I • Crude petroleum & natural gas • New York
This Registration Rights Agreement (the “Agreement”) is made and entered into as of April 12, 2011, by and between SandRidge Mississippian Trust I, a statutory trust formed under the laws of the State of Delaware (the “Trust”), and SandRidge Energy, Inc. (“SandRidge”), a Delaware corporation.
AMENDED AND RESTATED TRUST AGREEMENT OF SANDRIDGE MISSISSIPPIAN TRUST I Among SANDRIDGE ENERGY, INC. and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A. and CORPORATION TRUST COMPANY Dated: As of April 12, 2011Trust Agreement • April 18th, 2011 • SandRidge Mississippian Trust I • Crude petroleum & natural gas • Delaware
This Amended and Restated Trust Agreement of SandRidge Mississippian Trust I (the “Trust”), is entered into effective as of the 12th day of April, 2011, by and among SANDRIDGE ENERGY, INC., a Delaware corporation with its principal office in Oklahoma City, Oklahoma (“SandRidge”) as trustor, CORPORATION TRUST COMPANY, a corporation organized under the laws of the State of Delaware with its principal office in Wilmington, Delaware (“Corporation Trust”), as Delaware Trustee (as hereinafter defined), and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., a national banking association organized under the laws of the United States of America with its principal place of business in New York, New York (the “Bank”), as Trustee (as hereinafter defined).
DEVELOPMENT AGREEMENTDevelopment Agreement • April 18th, 2011 • SandRidge Mississippian Trust I • Crude petroleum & natural gas • Oklahoma
This Development Agreement (the “Development Agreement”) by and among SandRidge Energy, Inc., a Delaware corporation, with offices at 123 Robert S. Kerr Avenue, Oklahoma City, OK 73102-6406 (“SandRidge Parent”), SandRidge Exploration and Production, LLC, a Delaware limited liability company and wholly owned subsidiary of SandRidge Parent with offices at 123 Robert S. Kerr Avenue, Oklahoma City, OK 73102-6406 (“Assignor” and, together with SandRidge Parent, “SandRidge”) and SandRidge Mississippian Trust I, a statutory trust formed under the laws of the State of Delaware (the “Trust”), is delivered to be effective as of 12:01 a.m., Central Time, January 1, 2011 (the “Effective Time”). All capitalized terms not otherwise defined herein shall have the meanings ascribed to such terms in Article I below.
MORTGAGE FROM SANDRIDGE EXPLORATION AND PRODUCTION, LLC, as MORTGAGOR TO SANDRIDGE MISSISSIPPIAN TRUST I, as MORTGAGEE Dated as of , 2011SandRidge Mississippian Trust I • March 23rd, 2011 • Crude petroleum & natural gas • Oklahoma
THIS INSTRUMENT IS TO BE FILED AND RECORDED AS A MORTGAGE IN THE REAL ESTATE RECORDS OF EACH COUNTY IN WHICH THE LANDS DESCRIBED IN EXHIBIT A, OR ANY PORTION THEREOF, ARE LOCATED.
ADMINISTRATIVE SERVICES AGREEMENTAdministrative Services Agreement • April 18th, 2011 • SandRidge Mississippian Trust I • Crude petroleum & natural gas • New York
This Administrative Services Agreement (this “Agreement”) by and between SandRidge Energy, Inc., a Delaware corporation, with offices at 123 Robert S. Kerr Avenue, Oklahoma City, OK 73102-6406 (the “Company”), and SandRidge Mississippian Trust I, a statutory trust formed under the laws of the State of Delaware (the “Trust”) is delivered to be effective as of 12:01 a.m., Central Time, January 1, 2011 (the “Effective Time”). All capitalized terms not otherwise defined herein shall have the meanings ascribed to such terms in Article I below.
AMENDMENT NO. 1 TO AMENDED AND RESTATED TRUST AGREEMENT OF SANDRIDGE MISSISSIPPIAN TRUST ITrust Agreement • August 13th, 2012 • SandRidge Mississippian Trust I • Crude petroleum & natural gas
WHEREAS, SandRidge Mississippian Trust I (the “Trust”) has determined that defects exist in (i) the second sentence of Section 6.02(a) of the Amended and Restated Trust Agreement of the Trust, dated as of April 12, 2011 (“Trust Agreement”), in that the phrase “an unsecured lien,” which has no cognizable legal meaning, appears; and (ii) Section 6(c) of Annex A to the Trust Agreement, in that a party unrelated to the Trust and its U.S. federal income tax affairs is named as the “Tax Matters Partner” therein; and
TRUST AGREEMENT OF SANDRIDGE MISSISSIPPIAN TRUST ITrust Agreement • January 5th, 2011 • SandRidge Mississippian Trust I • Crude petroleum & natural gas • Delaware
This Trust Agreement of SandRidge Mississippian Trust I is entered into effective as of the 30th day of December, 2010 (this “Trust Agreement”), by and among SandRidge Energy, Inc., a Delaware corporation with its principal office in Oklahoma City, Oklahoma (together with its successors and assigns, “SandRidge”), and The Corporation Trust Company, a corporation organized under the laws of the State of Delaware with its principal office in Wilmington, Delaware (“Corporation Trust”), and The Bank of New York Mellon Trust Company, N.A., a national banking association organized under the laws of the United States of America with its principal place of business in New York, New York (the “Trustee”), as trustees (Corporation Trust and the Trustee being collectively referred to herein as the “Trustees”). SandRidge and the Trustees hereby agree as follows:
DERIVATIVES AGREEMENTDerivatives Agreement • April 18th, 2011 • SandRidge Mississippian Trust I • Crude petroleum & natural gas • New York
This DERIVATIVES AGREEMENT, delivered as of April 12, 2011, is between SandRidge Energy, Inc., a Delaware corporation (“SandRidge”), and SandRidge Mississippian Trust I, a Delaware statutory trust (the “Trust”) and is delivered to be effective as of 12:01 a.m., Central Time, April 1, 2011.
AMENDMENT NO. 1 TO ADMINISTRATIVE SERVICES AGREEMENTAdministrative Services Agreement • January 8th, 2021 • SandRidge Mississippian Trust I • Crude petroleum & natural gas • New York
This Amendment No. 1 to Administrative Services Agreement (this “Amendment”), dated as of November 13, 2020, is made by SandRidge Energy, Inc., a Delaware corporation (the “Company”), and SandRidge Mississippian Trust I, a statutory trust formed under the laws of the State of Delaware (the “Trust”). Capitalized terms used but not defined herein shall have the meanings ascribed to them in the Agreement (as defined below).
DERIVATIVES AGREEMENT dated as of between SANDRIDGE ENERGY, INC., and SANDRIDGE MISSISSIPPIAN TRUST IDerivatives Agreement • March 23rd, 2011 • SandRidge Mississippian Trust I • Crude petroleum & natural gas • New York
PURCHASE AND SALE AGREEMENTPurchase and Sale Agreement • April 26th, 2021 • SandRidge Mississippian Trust I • Crude petroleum & natural gas • Texas
This Purchase and Sale Agreement (“Agreement”) is made and entered into as of April 22, 2021, by and among SANDRIDGE MISSISSIPPIAN TRUST I, a Delaware statutory trust (“Seller”), for which The Bank of New York Mellon Trust Company, N.A. acts as trustee (the “Trustee”), and SANDRIDGE EXPLORATION AND PRODUCTION, LLC, a Delaware limited liability company (“Buyer”, and together with Seller collectively, the “Parties” or each a “Party”).
Space above for County Recorder’s UseMortgage • April 18th, 2011 • SandRidge Mississippian Trust I • Crude petroleum & natural gas • Oklahoma
THIS INSTRUMENT IS TO BE FILED AND RECORDED AS A MORTGAGE IN THE REAL ESTATE RECORDS OF EACH COUNTY IN WHICH THE LANDS DESCRIBED IN EXHIBIT A, OR ANY PORTION THEREOF, ARE LOCATED.
