Exchange and Registration Rights AgreementExchange and Registration Rights Agreement • October 7th, 2013 • DENVER PARENT Corp • New York
Denver Parent Corporation, a Delaware corporation (the “Company”), proposes to issue and sell to the Purchasers (as defined herein) upon the terms set forth in the Purchase Agreement (as defined herein) $255,000,000 in aggregate principal amount of its 12.25% / 13.00% Senior PIK Toggle Notes due 2018. As an inducement to the Purchasers to enter into the Purchase Agreement and in satisfaction of a condition to the obligations of the Purchasers thereunder, the Company agrees with the Purchasers for the benefit of holders (as defined herein) from time to time of the Registrable Securities (as defined herein) as follows:
DENVER PARENT CORPORATION AND U.S. BANK NATIONAL ASSOCIATION, AS TRUSTEE 12.25% / 13.00% Senior PIK Toggle Notes due 2018Indenture • October 7th, 2013 • DENVER PARENT Corp • Colorado
INDENTURE dated as of August 15, 2013, among DENVER PARENT CORPORATION, a Delaware corporation (the “Company”) and U.S. BANK NATIONAL ASSOCIATION, a national banking association, as trustee (the “Trustee”).
DENVER PARENT CORPORATION Purchase AgreementPurchase Agreement • October 7th, 2013 • DENVER PARENT Corp • New York
Denver Parent Corporation, a corporation organized under the laws of Delaware (the “Company”), proposes to issue and sell to the several parties named in Schedule I hereto (the “Initial Purchasers”), for whom you (the “Representatives”) are acting as representatives, $255,000,000 aggregate principal amount of its 12.25% / 13.00% Senior PIK Toggle Notes due 2018 (the “Securities”). The Securities will have the benefit of a registration rights agreement (the “Registration Rights Agreement”) to be dated as of the Closing Date (as defined below), between the Company and the Initial Purchasers, pursuant to which the Company will agree to register the Securities under the Securities Act of 1933, as amended (the “Act”) subject to the terms and conditions therein specified. The Securities are to be issued under an indenture (the “Indenture”), to be dated as of the Closing Date, between the Company and U.S. Bank National Association, as trustee (the “Trustee”). To the extent there are no additi
RESTRUCTURING SUPPORT AGREEMENTRestructuring Support Agreement • March 24th, 2016 • DENVER PARENT Corp • Crude petroleum & natural gas • New York
Venoco, Inc., Denver Parent Corporation, TexCal Energy (LP) LLC, Whittier Pipeline Corporation, TexCal Energy (GP) LLC, Ellwood Pipeline, Inc., and TexCal Energy South Texas, L.P. (each a “Debtor” and collectively, the “Debtors”) hereby respectfully propose the following joint plan of reorganization. Reference is made to the Disclosure Statement for a discussion of the Debtors’ history, business, properties and operations, projections, risk factors, a summary and analysis of this Plan, and certain related matters. There are other agreements and documents, which have been or will be filed with the Bankruptcy Court that are referenced in this Plan or the Disclosure Statement as exhibits, the Plan Supplement or otherwise. All such agreements, documents, exhibits and the Plan Supplement are incorporated into and are made a part herein as if fully set forth herein.
VENOCO, INC. GRANT IDENTIFICATION NUMBER:Restricted Stock Unit Award Agreement • April 10th, 2014 • DENVER PARENT Corp • Crude petroleum & natural gas • Delaware
This Restricted Stock Unit Award Agreement (the “Agreement”), is entered into as of the day of 2014 (the “Date of Grant”), by and between Venoco, Inc., a Delaware corporation (the “Company”), and (the “Participant”).
FOURTH AMENDMENT AND JOINDER TO CREDIT AGREEMENTCredit Agreement • April 10th, 2014 • DENVER PARENT Corp • Crude petroleum & natural gas • New York
THIS FOURTH AMENDMENT AND JOINDER TO CREDIT AGREEMENT (this “Amendment”), dated as of April 9, 2014 (the “Effective Date”), is entered into by and among VENOCO, INC. (the “Company”), and the undersigned lenders party to the Credit Agreement defined below, and acknowledged by CITIBANK, N.A., as administrative agent for the Lenders (in such capacity, the “Administrative Agent”).
