EMPLOYMENT AGREEMENTEmployment Agreement • May 3rd, 2017 • Rosehill Resources Inc. • Crude petroleum & natural gas
This Employment Agreement (“Agreement”) is executed and agreed to as of , 2017 by and between Rosehill Operating Company, LLC, a Delaware limited liability company (the “Company”), and (“Employee”).
CREDIT AGREEMENT dated as of April 27, 2017 among ROSEHILL OPERATING COMPANY, LLC, as Borrower, PNC BANK, NATIONAL ASSOCIATION, as Administrative Agent, and the Lenders party hereto PNC CAPITAL MARKETS LLC Sole Lead Arranger and Sole Book RunnerCredit Agreement • May 3rd, 2017 • Rosehill Resources Inc. • Crude petroleum & natural gas • Texas
THIS CREDIT AGREEMENT dated as of April 27, 2017, is among ROSEHILL OPERATING COMPANY, LLC, a limited liability company organized under the laws of the State of Delaware (the “Borrower”), each of the Lenders from time to time party hereto and PNC BANK, NATIONAL ASSOCIATION (in its individual capacity, “PNC Bank”), as administrative agent for the Lenders (in such capacity, together with its successors in such capacity, the “Administrative Agent”).
FIRST AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF ROSEHILL OPERATING COMPANY, LLC DATED AS OF APRIL 27, 2017Limited Liability Company Agreement • May 3rd, 2017 • Rosehill Resources Inc. • Crude petroleum & natural gas • Delaware
This FIRST AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT (as amended, supplemented or restated from time to time, this “Agreement”) is entered into as of April 27, 2017, by and among Rosehill Operating Company, LLC, a Delaware limited liability company (the “Company”), and each other Person who is or at any time becomes a Member in accordance with the terms of this Agreement and the Act. Capitalized terms used herein and not otherwise defined have the respective meanings set forth in Section 1.1.
INDEMNIFICATION AGREEMENTIndemnification Agreement • May 3rd, 2017 • Rosehill Resources Inc. • Crude petroleum & natural gas
This Indemnification Agreement (“Agreement”) is made and entered into as of April 27, 2017, by and among Rosehill Resources Inc., a Delaware corporation (the “Company”) and its subsidiaries and controlled affiliates (together with the Company, the “Rosehill Companies” and each a “Rosehill Company”), and [●] (“Indemnitee”).
CRUDE OIL GATHERING AGREEMENT BY AND BETWEEN ROSEHILL OPERATING COMPANY, LLC, AS PRODUCER AND GATEWAY GATHERING AND MARKETING COMPANY, AS GATHEREROil Gathering Agreement • May 3rd, 2017 • Rosehill Resources Inc. • Crude petroleum & natural gas • Texas
This Crude Oil Gathering Agreement is made and entered into on April 27, 2017 (together with each Agreement Addendum and the Exhibits hereto, this “Agreement”), but is effective as of April 27, 2017 (the “Effective Date”) by and between Rosehill Operating Company, LLC, a Delaware limited liability company (“Producer”), and Gateway Gathering and Marketing Company, a Maryland corporation (“Gatherer”). Producer and Gatherer may be referred to individually as “Party” or collectively as “Parties.”
TAX RECEIVABLE AGREEMENT by and between ROSEHILL RESOURCES INC., TEMA OIL AND GAS COMPANY, AND AGENT DATED AS OF APRIL 27, 2017Tax Receivable Agreement • May 3rd, 2017 • Rosehill Resources Inc. • Crude petroleum & natural gas • Delaware
This TAX RECEIVABLE AGREEMENT (this “Agreement”), dated as of April 27, 2017, is hereby entered into by and among Rosehill Resources Inc. (formerly KLR Energy Acquisition Corp.), a Delaware corporation (the “Corporate Taxpayer”), the TRA Holders and the Agent.
GAS GATHERING AGREEMENT BY AND BETWEEN ROSEHILL OPERATING COMPANY, LLC, AS PRODUCER AND GATEWAY GATHERING AND MARKETING COMPANY, AS GATHERERGas Gathering Agreement • May 3rd, 2017 • Rosehill Resources Inc. • Crude petroleum & natural gas • Texas
This Gas Gathering Agreement is made and entered into on April 27, 2017 (together with each Agreement Addendum and the Exhibits hereto, this “Agreement”), but is effective as of April 27, 2017 (the “Effective Date”), by and between Rosehill Operating Company, LLC, a Delaware limited liability company (“Producer”), and Gateway Gathering and Marketing Company, a Maryland corporation (“Gatherer”). Producer and Gatherer may be referred to individually as “Party” or collectively as “Parties.”
