Fourth Amended And Restated Credit AgreementCredit Agreement • August 2nd, 2017 • Vanguard Natural Resources, Inc. • Crude petroleum & natural gas • New York
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • August 2nd, 2017 • Vanguard Natural Resources, Inc. • Crude petroleum & natural gas • New York
This Registration Rights Agreement (including all exhibits hereto and as may be amended, supplemented or amended and restated from time to time in accordance with the terms hereof, this “Agreement”) is made and entered into as of August 1, 2017, by and among Vanguard Natural Resources, Inc., a Delaware corporation (the “Company”), and the other parties signatory hereto and any additional parties identified on the signature pages of any joinder agreement executed and delivered pursuant hereto.
AMENDED AND RESTATED COLLATERAL TRUST AGREEMENTCollateral Trust Agreement • August 2nd, 2017 • Vanguard Natural Resources, Inc. • Crude petroleum & natural gas • New York
This Amended and Restated Collateral Trust Agreement (as amended, supplemented, amended and restated or otherwise modified from time to time in accordance with Section 7.1 hereof, this “Agreement”) is dated as of August 1, 2017 and is by and among Vanguard Natural Resources, Inc. (f/k/a VNR Finance Corp.) (the “Company”), the Grantors and Guarantors from time to time party hereto, Delaware Trust Company, as Trustee (as defined below), Delaware Trust Company, as Collateral Trustee (in such capacity and together with its successors in such capacity, the “Collateral Trustee”) and any Parity Lien Representative of a Series of Parity Lien Debt that executes and delivers a Collateral Trust Joinder.
SECOND AMENDED AND RESTATED EMPLOYMENT AGREEMENT RICHARD A. ROBERTEmployment Agreement • August 2nd, 2017 • Vanguard Natural Resources, Inc. • Crude petroleum & natural gas • Texas
This SECOND AMENDED AND RESTATED EMPLOYMENT AGREEMENT, effective as of August 1, 2017 (the “Effective Date”), is by and between Vanguard Natural Resources, Inc. (“VNR”, together with its subsidiaries, the “Company”) and Richard A. Robert (“Executive”).
VANGUARD NATURAL RESOURCES, INC. (formerly known as VNR FINANCE CORP.) AND EACH OF THE GUARANTORS PARTY HERETO DUE 2024 Delaware trust company Trustee and Collateral Trustee AMENDED AND RESTATED INDENTURE Dated as of August 1, 2017Indenture • August 2nd, 2017 • Vanguard Natural Resources, Inc. • Crude petroleum & natural gas • New York
SECOND AMENDED AND RESTATED EMPLOYMENT AGREEMENT BRITT PENCEEmployment Agreement Britt Pence • August 2nd, 2017 • Vanguard Natural Resources, Inc. • Crude petroleum & natural gas • Texas
This SECOND AMENDED AND RESTATED EMPLOYMENT AGREEMENT, effective as of August 1, 2017 (the “Effective Date”), is by and between Vanguard Natural Resources, Inc. (“VNR”, together with its subsidiaries, the “Company”) and Britt Pence (“Executive”).
ContractIntercreditor Agreement • August 2nd, 2017 • Vanguard Natural Resources, Inc. • Crude petroleum & natural gas • New York
Reference is made to the Amended and Restated Intercreditor Agreement, dated as of August 1, 2017, between CITIBANK, N.A., as Priority Lien Agent (as defined therein), and DELAWARE TRUST COMPANY, as Second Lien Collateral Agent (as defined therein) (the “Intercreditor Agreement”). Each Person that is secured hereunder, by accepting the benefits of the security provided hereby, (i) consents (or is deemed to consent), to the subordination of Liens provided for in the Intercreditor Agreement, (ii) agrees (or is deemed to agree) that it will be bound by, and will take no actions contrary to, the provisions of the Intercreditor Agreement, (iii) authorizes (or is deemed to authorize) the Second Lien Collateral Agent on behalf of such Person to enter into, and perform under, the Intercreditor Agreement and (iv) acknowledges (or is deemed to acknowledge) that a copy of the Intercreditor Agreement was delivered, or made available, to such Person.
AMENDED AND RESTATED INTERCREDITOR AGREEMENTIntercreditor Agreement • August 2nd, 2017 • Vanguard Natural Resources, Inc. • Crude petroleum & natural gas • New York
THIS IS THE AMENDED AND RESTATED INTERCREDITOR AGREEMENT REFERRED TO IN (A) THE AMENDED AND RESTATED INDENTURE DATED AS OF AUGUST 1, 2017 AS AMENDED, RESTATED, AMENDED AND RESTATED, SUPPLEMENTED, RESTATED OR OTHERWISE MODIFIED FROM TIME TO TIME IN ACCORDANCE WITH THE TERMS HEREOF, AMONG VANGUARD NATURAL RESOURCES, INC. (FORMERLY KNOWN AS VNR FINANCE CORP.), CERTAIN OF ITS SUBSIDIARIES FROM TIME TO TIME PARTY THERETO AND DELAWARE TRUST COMPANY, AS TRUSTEE AND COLLATERAL TRUSTEE, (B) THE FOURTH AMENDED AND RESTATED CREDIT AGREEMENT DATED AS OF AUGUST 1, 2017 AS AMENDED, RESTATED, AMENDED AND RESTATED, SUPPLEMENTED, RESTATED OR OTHERWISE MODIFIED FROM TIME TO TIME, AMONG VANGUARD NATURAL GAS, LLC, VANGUARD NATURAL RESOURCES, INC. (FORMERLY KNOWN AS VNR FINANCE CORP.), THE LENDERS PARTY THERETO FROM TIME TO TIME AND CITIBANK, N.A., AS ADMINISTRATIVE AGENT, (C) THE OTHER NOTE DOCUMENTS REFERRED TO IN SUCH INDENTURE AND (D) THE OTHER LOAN DOCUMENTS REFERRED TO IN SUCH FOURTH AMENDED AND REST
WARRANT AGREEMENT between VANGUARD NATURAL RESOURCES, INC., AS ISSUER and AMERICAN STOCK TRANSFER & TRUST COMPANY, LLC, AS WARRANT AGENT August 1, 2017Warrant Agreement • August 2nd, 2017 • Vanguard Natural Resources, Inc. • Crude petroleum & natural gas • New York
ContractIntercreditor Agreement • August 2nd, 2017 • Vanguard Natural Resources, Inc. • Crude petroleum & natural gas • New York
Reference is made to the Amended and Restated Intercreditor Agreement, dated as of August 1, 2017, between CITIBANK, N.A., as Priority Lien Agent (as defined therein), and DELAWARE TRUST COMPANY, as Second Lien Collateral Agent (as defined therein) (the “Intercreditor Agreement”). Each Person that is secured hereunder, by accepting the benefits of the security provided hereby, (i) consents (or is deemed to consent), to the subordination of Liens provided for in the Intercreditor Agreement, (ii) agrees (or is deemed to agree) that it will be bound by, and will take no actions contrary to, the provisions of the Intercreditor Agreement, (iii) authorizes (or is deemed to authorize) the Second Lien Collateral Agent on behalf of such Person to enter into, and perform under, the Intercreditor Agreement and (iv) acknowledges (or is deemed to acknowledge) that a copy of the Intercreditor Agreement was delivered, or made available, to such Person.
AMENDED AND RESTATED PLEDGE AND SECURITY AGREEMENTSecurity Agreement • August 2nd, 2017 • Vanguard Natural Resources, Inc. • Crude petroleum & natural gas • New York
THIS AMENDED AND RESTATED PLEDGE AND SECURITY AGREEMENT (as same may be amended, restated, amended and restated, supplemented or otherwise modified from time to time, this “Security Agreement”) is entered into as of August 1, 2017, by Vanguard Natural Gas, LLC, a Kentucky limited liability company (“Borrower”), Vanguard Natural Resources, Inc., a Delaware corporation (“Parent”), each of the Subsidiaries party hereto, whether as an original signatory hereto or as an Additional Debtor (together with Borrower and Parent, collectively, “Debtors” and individually, a “Debtor”), in favor of CITIBANK, N.A., a national banking association (“Citibank”), as Administrative Agent (as defined in the Credit Agreement).
