Common use of Evidence of Action by Holders Clause in Contracts

Evidence of Action by Holders. Whenever in this Indenture it is provided that the Holders of a specified percentage in aggregate principal amount of the Notes may take action (including the making of any demand or request, the giving of any direction, notice, consent or waiver or the taking of any other action) the fact that at the time of taking any such action the Holders of such specified percentage have joined therein may be evidenced (a) by any instrument or any number of instruments of similar tenor executed by Holders in person or by agent or proxy appointed in writing, (b) by the record of the Holders voting in favor thereof at any meeting of Holders duly called and held in accordance with procedures approved by the Trustee, (c) by a combination of such instrument or instruments and any such record of such a meeting of Holders or (d) in the case of Notes evidenced by a Global Note, by any electronic transmission or other message, whether or not in written format, that complies with the Depositary’s applicable procedures. SIGNATURES Dated as of July 18, 2014. COMPANY BONANZA CREEK ENERGY, INC. By: /s/ Xxxxxx X. Xxxxxxxxxx Name: Xxxxxx X. Xxxxxxxxxx Title: Interim President and Chief Executive Officer GUARANTORS BONANZA CREEK ENERGY OPERATING COMPANY, LLC By: /s/ Xxxxxx X. Xxxxxxxxxx Name: Xxxxxx X. Xxxxxxxxxx Title: Interim President and Chief Executive Officer BONANZA CREEK ENERGY RESOURCES, LLC By: /s/ Xxxxxx X. Xxxxxxxxxx Name: Xxxxxx X. Xxxxxxxxxx Title: Interim President and Chief Executive Officer BONANZA CREEK ENERGY MIDSTREAM, LLC By: /s/ Xxxxxx X. Xxxxxxxxxx Name: Xxxxxx X. Xxxxxxxxxx Title: Interim President and Chief Executive Officer BONANZA CREEK ENERGY UPSTREAM LLC By: /s/ Xxxxxx X. Xxxxxxxxxx Name: Xxxxxx X. Xxxxxxxxxx Title: Interim President and Chief Executive Officer XXXXXX EASTERN COMPANY, LLC By: /s/ Xxxxxx X. Xxxxxxxxxx Name: Xxxxxx X. Xxxxxxxxxx Title: Interim President and Chief Executive Officer TRUSTEE XXXXX FARGO BANK, NATIONAL ASSOCIATION By: /s/ Xxxx X. Xxxxxxxxx Name: Xxxx X. Xxxxxxxxx Title: Vice President EXHIBIT A [Face of Note] CUSIP/CINS 5 ¾% Senior Notes due 2023 No. $ [or such greater or lesser amount as may be indicated on the attached Schedule of Exchanges of Interests in the Global Note] BONANZA CREEK ENERGY, INC. promises to pay to or registered assigns, the principal sum of DOLLARS [or such greater or lesser amount as may be indicated on the attached Schedule of Exchanges of Interests in the Global Note] on February 1, 2023. Interest Payment Dates: August 1 and February 1 Record Dates: July 15 and January 15 Dated: BONANZA CREEK ENERGY, INC. By: Name: Title: This is one of the Notes referred to in the within-mentioned Indenture: XXXXX FARGO BANK, NATIONAL ASSOCIATION, as Trustee By: Authorized Signatory [Back of Note] 5 ¾% Senior Notes due 2023 [Insert the Global Note Legend, if applicable pursuant to the provisions of the Indenture] Capitalized terms used herein have the meanings assigned to them in the Indenture referred to below unless otherwise indicated.

Appears in 1 contract

Samples: Supplemental Indenture (Bonanza Creek Energy, Inc.)

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Evidence of Action by Holders. Whenever in this Indenture it is provided that the Holders of a specified percentage in aggregate principal amount of the Notes may take action (including the making of any demand or request, the giving of any direction, notice, consent or waiver or the taking of any other action) the fact that at the time of taking any such action the Holders of such specified percentage have joined therein may be evidenced (a) by any instrument or any number of instruments of similar tenor executed by Holders in person or by agent or proxy appointed in writing, (b) by the record of the Holders voting in favor thereof at any meeting of Holders duly called and held in accordance with procedures approved by the Trustee, (c) by a combination of such instrument or instruments and any such record of such a meeting of Holders or (d) in the case of Notes evidenced by a Global Note, by any electronic transmission or other message, whether or not in written format, that complies with the Depositary’s applicable procedures. SIGNATURES Dated as of July September 18, 20142013. COMPANY BONANZA CREEK DIAMONDBACK ENERGY, INC. By: /s/ Xxxxxx X. Xxxxxxxxxx Xxxxx Name: Xxxxxx X. Xxxxxxxxxx Xxxxx Title: Interim President and Chief Executive Officer GUARANTORS BONANZA CREEK ENERGY OPERATING COMPANYDIAMONDBACK E&P LLC, LLC By: /s/ Xxxxxx X. Xxxxxxxxxx Xxxxx Name: Xxxxxx X. Xxxxxxxxxx Xxxxx Title: Interim President and Chief Executive Officer BONANZA CREEK ENERGY RESOURCESDIAMONDBACK O&G LLC, LLC By: /s/ Xxxxxx X. Xxxxxxxxxx Xxxxx Name: Xxxxxx X. Xxxxxxxxxx Xxxxx Title: Interim President and Chief Executive Officer BONANZA CREEK ENERGY MIDSTREAM, LLC By: /s/ Xxxxxx X. Xxxxxxxxxx Name: Xxxxxx X. Xxxxxxxxxx Title: Interim President and Chief Executive Officer BONANZA CREEK ENERGY UPSTREAM LLC By: /s/ Xxxxxx X. Xxxxxxxxxx Name: Xxxxxx X. Xxxxxxxxxx Title: Interim President and Chief Executive Officer XXXXXX EASTERN COMPANY, LLC By: /s/ Xxxxxx X. Xxxxxxxxxx Name: Xxxxxx X. Xxxxxxxxxx Title: Interim President and Chief Executive Officer TRUSTEE XXXXX FARGO BANK, NATIONAL ASSOCIATION National Association By: /s/ Xxxx X. Xxxxxxxxx Name: Xxxx X. Xxxxxxxxx Title: Vice President EXHIBIT Exhibit A [Face of Note] CUSIP/CINS 5 ¾% ____________ 7.625% Senior Notes due 2023 2021 No. $ ___ $____________ [or such greater or lesser amount as may be indicated on the attached Schedule of Exchanges of Interests in the Global Note] BONANZA CREEK DIAMONDBACK ENERGY, INC. promises to pay to or registered assigns, the principal sum of __________________________________________________________ DOLLARS [or such greater or lesser amount as may be indicated on the attached Schedule of Exchanges of Interests in the Global Note] on February October 1, 20232021. Interest Payment Dates: August April 1 and February October 1 Record Dates: July March 15 and January September 15 Dated: BONANZA CREEK _______________ DIAMONDBACK ENERGY, INC. By: Name: Title: This is one of the Notes referred to in the within-mentioned Indenture: XXXXX FARGO BANK, NATIONAL ASSOCIATIONNational Association, as Trustee By: Authorized Signatory [Back of Note] 5 ¾% Senior Notes due 2023 [Insert the Global Note Legend, if applicable pursuant to the provisions of the Indenture] Capitalized terms used herein have the meanings assigned to them in the Indenture referred to below unless otherwise indicated.]

Appears in 1 contract

Samples: Supplemental Indenture (Diamondback Energy, Inc.)

Evidence of Action by Holders. Whenever in this Indenture it is provided that the Holders of a specified percentage in aggregate principal amount of the Notes may take action (including the making of any demand or request, the giving of any direction, notice, consent or waiver or the taking of any other action) the fact that at the time of taking any such action the Holders of such specified percentage have joined therein may be evidenced (a) by any instrument or any number of instruments of similar tenor executed by Holders in person or by agent or proxy appointed in writing, (b) by the record of the Holders voting in favor thereof at any meeting of Holders duly called and held in accordance with procedures approved by the Trustee, (c) by a combination of such instrument or instruments and any such record of such a meeting of Holders or (d) in the case of Notes evidenced by a Global Note, by any electronic transmission or other message, whether or not in written format, that complies with the Depositary’s applicable procedures. 101 SIGNATURES Dated as of July 18December 20, 20142016. COMPANY BONANZA CREEK DIAMONDBACK ENERGY, INC. By: /s/ Xxxxxx X. Xxxxxxxxxx Xxxx Name: Xxxxxx X. Xxxxxxxxxx Xxxx Title: Interim President and Chief Executive Financial Officer GUARANTORS BONANZA CREEK ENERGY OPERATING COMPANY, DIAMONDBACK E&P LLC By: /s/ Xxxxxx X. Xxxxxxxxxx Xxxx Name: Xxxxxx X. Xxxxxxxxxx Xxxx Title: Interim President and Chief Executive Financial Officer BONANZA CREEK ENERGY RESOURCES, DIAMONDBACK O&G LLC By: /s/ Xxxxxx X. Xxxxxxxxxx Xxxx Name: Xxxxxx X. Xxxxxxxxxx Xxxx Title: Interim President and Chief Executive Officer BONANZA CREEK ENERGY MIDSTREAM, LLC By: /s/ Xxxxxx X. Xxxxxxxxxx Name: Xxxxxx X. Xxxxxxxxxx Title: Interim President and Chief Executive Officer BONANZA CREEK ENERGY UPSTREAM LLC By: /s/ Xxxxxx X. Xxxxxxxxxx Name: Xxxxxx X. Xxxxxxxxxx Title: Interim President and Chief Executive Officer XXXXXX EASTERN COMPANY, LLC By: /s/ Xxxxxx X. Xxxxxxxxxx Name: Xxxxxx X. Xxxxxxxxxx Title: Interim President and Chief Executive Financial Officer TRUSTEE XXXXX FARGO BANK, NATIONAL ASSOCIATION National Association By: /s/ Xxxx X. Xxxxxxxxx Xxxxxxx Xxxxxxxx Name: Xxxx X. Xxxxxxxxx Xxxxxxx Xxxxxxxx Title: Vice President EXHIBIT Exhibit A [Face of Note] CUSIP/CINS 5 ¾% CUSIP ____________ ISIN ____________ 5.375% Senior Notes due 2023 2025 No. $ ___ $____________ [or such greater or lesser amount as may be indicated on the attached Schedule of Exchanges of Interests in the Global Note] BONANZA CREEK DIAMONDBACK ENERGY, INC. promises to pay to or registered assigns, the principal sum of __________________________________________________________ DOLLARS [or such greater or lesser amount as may be indicated on the attached Schedule of Exchanges of Interests in the Global Note] on February 1May 31, 20232025. Interest Payment Dates: August 1 May 31 and February 1 November 30 Record Dates: July May 15 and January November 15 Dated: BONANZA CREEK _______________ DIAMONDBACK ENERGY, INC. By: Name: Title: This is one of the Notes referred to in the within-mentioned Indenture: XXXXX FARGO BANK, NATIONAL ASSOCIATIONNational Association, as Trustee By: Authorized Signatory [Back of Note] 5 ¾% 5.375% Senior Notes due 2023 2025 [Insert the Global Note Legend, if applicable pursuant to the provisions of the Indenture] [Insert the Private Placement Legend, if applicable pursuant to the provisions of the Indenture] Capitalized terms used herein have the meanings assigned to them in the Indenture referred to below unless otherwise indicated.

Appears in 1 contract

Samples: Indenture (Diamondback Energy, Inc.)

Evidence of Action by Holders. Whenever in this Indenture it is provided that the Holders of a specified percentage in aggregate principal amount of the Notes may take action (including the making of any demand or request, the giving of any direction, notice, consent or waiver or the taking of any other action) the fact that at the time of taking any such action the Holders of such specified percentage have joined therein may be evidenced (a) by any instrument or any number of instruments of similar tenor executed by Holders in person or by agent or proxy appointed in writing, (b) by the record of the Holders voting in favor thereof at any meeting of Holders duly called and held in accordance with procedures approved by the Trustee, (c) by a combination of such instrument or instruments and any such record of such a meeting of Holders or (d) in the case of Notes evidenced by a Global Note, by any electronic transmission or other message, whether or not in written format, that complies with the Depositary’s applicable procedures. SIGNATURES Dated as of July 18April 7, 2014. COMPANY BONANZA CREEK ENERGY2014 EXTERRAN PARTNERS, INCL.P. By: Exterran General Partner, L.P., its general partner By: Exterran GP LLC, its general partner By: /s/ Xxxxx X. Xxxxxx Xxxxx X. Xxxxxx Senior Vice President and Chief Financial Officer EXLP FINANCE CORP. By: /s/ Xxxxx X. Xxxxxx Xxxxx X. Xxxxxxxxxx Name: Xxxxxx X. Xxxxxxxxxx Title: Interim Senior Vice President and Chief Executive Financial Officer GUARANTORS BONANZA CREEK ENERGY EXLP OPERATING COMPANYLLC By: Exterran Partners, L.P., its sole member By: Exterran General Partner, L.P., its general partner By: Exterran GP LLC, its general partner By: /s/ Xxxxx X. Xxxxxx Xxxxx X. Xxxxxx Senior Vice President and Chief Financial Officer EXLP LEASING, LLC By: EXLP Operating LLC, its sole member By: Exterran Partners, L.P., its sole member By: Exterran General Partner, L.P., its general partner By: Exterran GP LLC, its general partner By: /s/ Xxxxx X. Xxxxxx Xxxxx X. Xxxxxxxxxx Name: Xxxxxx X. Xxxxxxxxxx Title: Interim Senior Vice President and Chief Executive Financial Officer BONANZA CREEK ENERGY RESOURCES, LLC By: /s/ Xxxxxx X. Xxxxxxxxxx Name: Xxxxxx X. Xxxxxxxxxx Title: Interim President and Chief Executive Officer BONANZA CREEK ENERGY MIDSTREAM, LLC By: /s/ Xxxxxx X. Xxxxxxxxxx Name: Xxxxxx X. Xxxxxxxxxx Title: Interim President and Chief Executive Officer BONANZA CREEK ENERGY UPSTREAM LLC By: /s/ Xxxxxx X. Xxxxxxxxxx Name: Xxxxxx X. Xxxxxxxxxx Title: Interim President and Chief Executive Officer XXXXXX EASTERN COMPANY, LLC By: /s/ Xxxxxx X. Xxxxxxxxxx Name: Xxxxxx X. Xxxxxxxxxx Title: Interim President and Chief Executive Officer TRUSTEE XXXXX FARGO BANK, NATIONAL ASSOCIATION By: /s/ Xxxx X. Xxxxxxxxx Name: Xxxx X. Xxxxxxxxx Title: Vice President EXHIBIT A [Face of Note] CUSIP/CINS 5 ¾% Senior Notes due 2023 No. $ [or such greater or lesser amount as may be indicated on the attached Schedule of Exchanges of Interests in the Global Note] BONANZA CREEK ENERGY, INC. promises to pay to or registered assigns, the principal sum of DOLLARS [or such greater or lesser amount as may be indicated on the attached Schedule of Exchanges of Interests in the Global Note] on February 1, 2023. Interest Payment Dates: August 1 and February 1 Record Dates: July 15 and January 15 Dated: BONANZA CREEK ENERGY, INC. By: Name: Title: This is one of the Notes referred to in the within-mentioned Indenture: XXXXX FARGO BANK, NATIONAL ASSOCIATION, as Trustee By: Authorized Signatory [Back of Note] 5 ¾% Senior Notes due 2023 [Insert the Global Note Legend, if applicable pursuant to the provisions of the Indenture] Capitalized terms used herein have the meanings assigned to them in the Indenture referred to below unless otherwise indicated.

Appears in 1 contract

Samples: Indenture (Exterran Partners, L.P.)

Evidence of Action by Holders. Whenever in this Indenture it is provided that the Holders of a specified percentage in aggregate principal amount of the Notes may take action (including the making of any demand or request, the giving of any direction, notice, consent or waiver or the taking of any other action) the fact that at the time of taking any such action the Holders of such specified percentage have joined therein may be evidenced (a) by any instrument or any number of instruments of similar tenor executed by Holders in person or by agent or proxy appointed in writing, (b) by the record of the Holders voting in favor thereof at any meeting of Holders duly called and held in accordance with procedures approved by the Trustee, (c) by a combination of such instrument or instruments and any such record of such a meeting of Holders or (d) in the case of Notes evidenced by a Global Note, by any electronic transmission or other message, whether or not in written format, that complies with the Depositary’s applicable procedures. 108 SIGNATURES Dated as of July 1830, 2014. COMPANY BONANZA CREEK 2012 QR ENERGY, INC. LP By: QRE GP, LLC, its general partner By: /s/ Xxxxxx X. Xxxxxxxxxx Xxxxxxx Name: Xxxxxx X. Xxxxxxxxxx Xxxxxxx Title: Interim President and Chief Executive Financial Officer GUARANTORS BONANZA CREEK ENERGY OPERATING COMPANYQRE FINANCE CORPORATION By: /s/ Xxxxxx X. Xxxxxxx Name: Xxxxxx X. Xxxxxxx Title: Chief Financial Officer GUARANTOR: QRE OPERATING, LLC By: /s/ Xxxxxx X. Xxxxxxxxxx Xxxxxxx Name: Xxxxxx X. Xxxxxxxxxx Xxxxxxx Title: Interim President and Chief Executive Financial Officer BONANZA CREEK ENERGY RESOURCESU.S. BANK NATIONAL ASSOCIATION, LLC as Trustee By: /s/ Xxxxxx X. Xxxxxxxxxx Name: Xxxxxx X. Xxxxxxxxxx Title: Interim President and Chief Executive Officer BONANZA CREEK ENERGY MIDSTREAM, LLC By: /s/ Xxxxxx X. Xxxxxxxxxx Name: Xxxxxx X. Xxxxxxxxxx Title: Interim President and Chief Executive Officer BONANZA CREEK ENERGY UPSTREAM LLC By: /s/ Xxxxxx X. Xxxxxxxxxx Name: Xxxxxx X. Xxxxxxxxxx Title: Interim President and Chief Executive Officer XXXXXX EASTERN COMPANY, LLC By: /s/ Xxxxxx X. Xxxxxxxxxx Name: Xxxxxx X. Xxxxxxxxxx Title: Interim President and Chief Executive Officer TRUSTEE XXXXX FARGO BANK, NATIONAL ASSOCIATION By: /s/ Xxxx X. Xxxxxxxxx Name: Xxxx X. Xxxxxxxxx Title: Assistant Vice President EXHIBIT A [Face of Note] CUSIP/CINS 5 ¾% CUSIP [ ] 9.25% Senior Notes due 2023 2020 No. $ [or such greater or lesser amount as may be indicated on the attached Schedule of Exchanges of Interests in the Global Note] BONANZA CREEK QR ENERGY, INC. promises LP QRE FINANCE CORPORATION promise to pay pay, jointly and severally, to or registered assigns, the principal sum of DOLLARS [or such greater or lesser amount as may be indicated on the attached Schedule of Exchanges of Interests in the Global Note] on February August 1, 20232020. Interest Payment Dates: August February 1 and February August 1 Record Dates: July January 15 and January July 15 Dated: BONANZA CREEK , 2012 QR ENERGY, INC. LP By: QRE GP, LLC, its general partner By: Name: Title: QRE FINANCE CORPORATION By: Name: Title: Certificate of Authentication: This is one of the Notes referred to in the within-mentioned Indenture: XXXXX FARGO BANK, NATIONAL ASSOCIATIONU.S. Bank National Association, as Trustee By: Authorized Signatory [Back of Note] 5 ¾% Senior Notes due 2023 [Insert the Global Note Legend, if applicable pursuant to the provisions of the Indenture] Capitalized terms used herein have the meanings assigned to them in the Indenture referred to below unless otherwise indicated.]

Appears in 1 contract

Samples: Indenture (QR Energy, LP)

Evidence of Action by Holders. Whenever in this Indenture it is provided that the Holders of a specified percentage in aggregate principal amount of the Notes may take action (including the making of any demand or request, the giving of any direction, notice, consent or waiver or the taking of any other action) the fact that at the time of taking any such action the Holders of such specified percentage have joined therein may be evidenced (a) by any instrument or any number of instruments of similar tenor executed by Holders in person or by agent or proxy appointed in writing, (b) by the record of the Holders voting in favor thereof at any meeting of Holders duly called and held in accordance with procedures approved by the Trustee, (c) by a combination of such instrument or instruments and any such record of such a meeting of Holders or (d) in the case of Notes evidenced by a Global Note, by any electronic transmission or other message, whether or not in written format, that complies with the Depositary’s applicable procedures. SIGNATURES Dated as of July 18March 27, 2014. COMPANY BONANZA CREEK ENERGY2013 EXTERRAN PARTNERS, INCL.P. By: Exterran General Partner, L.P., its general partner By: Exterran GP LLC, its general partner By: /s/ Xxxxx X. Xxxxxx Xxxxx X. Xxxxxx Senior Vice President and Chief Financial Officer EXLP FINANCE CORP. By: /s/ Xxxxx X. Xxxxxx Xxxxx X. Xxxxxxxxxx Name: Xxxxxx X. Xxxxxxxxxx Title: Interim Senior Vice President and Chief Executive Financial Officer GUARANTORS BONANZA CREEK ENERGY EXLP OPERATING COMPANYLLC By: Exterran Partners, L.P., its sole member By: Exterran General Partner, L.P., its general partner By: Exterran GP LLC, its general partner By: /s/ Xxxxx X. Xxxxxx Xxxxx X. Xxxxxx Senior Vice President and Chief Financial Officer EXLP LEASING, LLC By: EXLP Operating LLC, its sole member By: Exterran Partners, L.P., its sole member By: Exterran General Partner, L.P., its general partner By: Exterran GP LLC, its general partner By: /s/ Xxxxx X. Xxxxxx Xxxxx X. Xxxxxxxxxx Name: Xxxxxx X. Xxxxxxxxxx Title: Interim Senior Vice President and Chief Executive Financial Officer BONANZA CREEK ENERGY RESOURCES, LLC By: /s/ Xxxxxx X. Xxxxxxxxxx Name: Xxxxxx X. Xxxxxxxxxx Title: Interim President and Chief Executive Officer BONANZA CREEK ENERGY MIDSTREAM, LLC By: /s/ Xxxxxx X. Xxxxxxxxxx Name: Xxxxxx X. Xxxxxxxxxx Title: Interim President and Chief Executive Officer BONANZA CREEK ENERGY UPSTREAM LLC By: /s/ Xxxxxx X. Xxxxxxxxxx Name: Xxxxxx X. Xxxxxxxxxx Title: Interim President and Chief Executive Officer XXXXXX EASTERN COMPANY, LLC By: /s/ Xxxxxx X. Xxxxxxxxxx Name: Xxxxxx X. Xxxxxxxxxx Title: Interim President and Chief Executive Officer TRUSTEE XXXXX FARGO BANK, NATIONAL ASSOCIATION By: /s/ Xxxx Xxxxxxx X. Xxxxxxxxx Name: Xxxx Xxxxxxxx Xxxxxxx X. Xxxxxxxxx Title: Xxxxxxxx Vice President EXHIBIT A [Face of Note] CUSIP/CINS 5 ¾% Senior Notes due 2023 No. $ [or such greater or lesser amount as may be indicated on the attached Schedule of Exchanges of Interests in the Global Note] BONANZA CREEK ENERGY, INC. promises to pay to or registered assigns, the principal sum of DOLLARS [or such greater or lesser amount as may be indicated on the attached Schedule of Exchanges of Interests in the Global Note] on February 1, 2023. Interest Payment Dates: August 1 and February 1 Record Dates: July 15 and January 15 Dated: BONANZA CREEK ENERGY, INC. By: Name: Title: This is one of the Notes referred to in the within-mentioned Indenture: XXXXX FARGO BANK, NATIONAL ASSOCIATION, as Trustee By: Authorized Signatory [Back of Note] 5 ¾% Senior Notes due 2023 [Insert the Global Note Legend, if applicable pursuant to the provisions of the Indenture] Capitalized terms used herein have the meanings assigned to them in the Indenture referred to below unless otherwise indicated.

Appears in 1 contract

Samples: Indenture (Exterran Partners, L.P.)

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Evidence of Action by Holders. Whenever in this Indenture it is provided that the Holders of a specified percentage in aggregate principal amount of the Notes may take action (including the making of any demand or request, the giving of any direction, notice, consent or waiver or the taking of any other action) the fact that at the time of taking any such action the Holders of such specified percentage have joined therein may be evidenced (a) by any instrument or any number of instruments of similar tenor executed by Holders in person or by agent or proxy appointed in writing, (b) by the record of the Holders voting in favor thereof at any meeting of Holders duly called and held in accordance with procedures approved by the Trustee, (c) by a combination of such instrument or instruments and any such record of such a meeting of Holders or (d) in the case of Notes evidenced by a Global Note, by any electronic transmission or other message, whether or not in written format, that complies with the Depositary’s applicable procedures. [Signatures on following pages] 89 SIGNATURES Dated as of July 18October 19, 20142023. COMPANY BONANZA CREEK ENERGYVIPER ENERGY PARTNERS LP By: Viper Energy Partners GP LLC, INC. its general partner By: /s/ Xxxxxx X. Xxxxxxxxxx Xxxx Name: Xxxxxx X. Xxxxxxxxxx Xxxx Title: Interim President Executive Vice President, Chief Financial Officer and Chief Executive Officer GUARANTORS BONANZA CREEK Assistant Secretary GUARANTOR VIPER ENERGY OPERATING COMPANY, PARTNERS LLC By: /s/ Xxxxxx X. Xxxxxxxxxx Xxxx Name: Xxxxxx X. Xxxxxxxxxx Xxxx Title: Interim President Executive Vice President, Chief Financial Officer and Chief Executive Officer BONANZA CREEK ENERGY RESOURCES, LLC By: /s/ Xxxxxx X. Xxxxxxxxxx Name: Xxxxxx X. Xxxxxxxxxx Title: Interim President and Chief Executive Officer BONANZA CREEK ENERGY MIDSTREAM, LLC By: /s/ Xxxxxx X. Xxxxxxxxxx Name: Xxxxxx X. Xxxxxxxxxx Title: Interim President and Chief Executive Officer BONANZA CREEK ENERGY UPSTREAM LLC By: /s/ Xxxxxx X. Xxxxxxxxxx Name: Xxxxxx X. Xxxxxxxxxx Title: Interim President and Chief Executive Officer XXXXXX EASTERN Assistant Secretary TRUSTEE COMPUTERSHARE TRUST COMPANY, LLC By: /s/ Xxxxxx X. Xxxxxxxxxx Name: Xxxxxx X. Xxxxxxxxxx Title: Interim President and Chief Executive Officer TRUSTEE XXXXX FARGO BANK, NATIONAL ASSOCIATION By: /s/ Xxxx X. Xxxxxxxxx Xxxxxxx Xxxxxxx Name: Xxxx X. Xxxxxxxxx Xxxxxxx Xxxxxxx Title: Vice President EXHIBIT Exhibit A [Face of Note] CUSIP/CINS 5 ¾% CUSIP ISIN 7.375% Senior Notes due 2023 2031 No. $ [or such greater or lesser amount as may be indicated on the attached Schedule of Exchanges of Interests in the Global Note] BONANZA CREEK ENERGY, INC. VIPER ENERGY PARTNERS LP promises to pay to or registered assigns, the principal sum of DOLLARS [or such greater or lesser amount as may be indicated on the attached Schedule of Exchanges of Interests in the Global Note] on February November 1, 20232031. Interest Payment Dates: August May 1 and February November 1 Record Dates: July April 15 and January October 15 Dated: BONANZA CREEK ENERGYVIPER ENERGY PARTNERS LP By: Viper Energy Partners GP LLC, INC. its general partner By: Name: Title: This is one of the Notes referred to in the within-mentioned Indenture: XXXXX FARGO BANKCOMPUTERSHARE TRUST COMPANY, NATIONAL ASSOCIATION, as Trustee By: Authorized Signatory [Back of Note] 5 ¾% 7.375% Senior Notes due 2023 2031 [Insert the Global Note Legend, if applicable pursuant to the provisions of the Indenture] [Insert the Private Placement Legend, if applicable pursuant to the provisions of the Indenture] Capitalized terms used herein have the meanings assigned to them in the Indenture referred to below unless otherwise indicated.

Appears in 1 contract

Samples: Indenture (Viper Energy Partners LP)

Evidence of Action by Holders. Whenever in this Indenture it is provided that the Holders of a specified percentage in aggregate principal amount of the Notes may take action (including the making of any demand or request, the giving of any direction, notice, consent or waiver or the taking of any other action) the fact that at the time of taking any such action the Holders of such specified percentage have joined therein may be evidenced (a) by any instrument or any number of instruments of similar tenor executed by Holders in person or by agent or proxy appointed in writing, (b) by the record of the Holders voting in favor thereof at any meeting of Holders duly called and held in accordance with procedures approved by the Trustee, (c) by a combination of such instrument or instruments and any such record of such a meeting of Holders or (d) in the case of Notes evidenced by a Global Note, by any electronic transmission or other message, whether or not in written format, that complies with the Depositary’s applicable procedures. 100 SIGNATURES Dated as of July 18October 28, 20142016. COMPANY BONANZA CREEK DIAMONDBACK ENERGY, INC. By: /s/ Xxxxxx X. Xxxxxxxxxx Xxxx Name: Xxxxxx X. Xxxxxxxxxx Xxxx Title: Interim President and Chief Executive Financial Officer GUARANTORS BONANZA CREEK ENERGY OPERATING COMPANY, DIAMONDBACK E&P LLC By: /s/ Xxxxxx X. Xxxxxxxxxx Xxxx Name: Xxxxxx X. Xxxxxxxxxx Xxxx Title: Interim President and Chief Executive Financial Officer BONANZA CREEK ENERGY RESOURCES, DIAMONDBACK O&G LLC By: /s/ Xxxxxx X. Xxxxxxxxxx Xxxx Name: Xxxxxx X. Xxxxxxxxxx Xxxx Title: Interim President and Chief Executive Officer BONANZA CREEK ENERGY MIDSTREAM, LLC By: /s/ Xxxxxx X. Xxxxxxxxxx Name: Xxxxxx X. Xxxxxxxxxx Title: Interim President and Chief Executive Officer BONANZA CREEK ENERGY UPSTREAM LLC By: /s/ Xxxxxx X. Xxxxxxxxxx Name: Xxxxxx X. Xxxxxxxxxx Title: Interim President and Chief Executive Officer XXXXXX EASTERN COMPANY, LLC By: /s/ Xxxxxx X. Xxxxxxxxxx Name: Xxxxxx X. Xxxxxxxxxx Title: Interim President and Chief Executive Financial Officer TRUSTEE XXXXX FARGO BANK, NATIONAL ASSOCIATION National Association By: /s/ Xxxx X. Xxxxxxxxx Xxxxxxx Xxxxxxxx Name: Xxxx X. Xxxxxxxxx Xxxxxxx Xxxxxxxx Title: Vice President EXHIBIT Exhibit A [Face of Note] CUSIP/CINS 5 ¾% CUSIP ____________ ISIN ____________ 4.750% Senior Notes due 2023 2024 No. $ ___ $____________ [or such greater or lesser amount as may be indicated on the attached Schedule of Exchanges of Interests in the Global Note] BONANZA CREEK DIAMONDBACK ENERGY, INC. promises to pay to or registered assigns, the principal sum of __________________________________________________________ DOLLARS [or such greater or lesser amount as may be indicated on the attached Schedule of Exchanges of Interests in the Global Note] on February November 1, 20232024. Interest Payment Dates: August May 1 and February November 1 Record Dates: July April 15 and January October 15 Dated: BONANZA CREEK _______________ DIAMONDBACK ENERGY, INC. By: Name: Title: This is one of the Notes referred to in the within-mentioned Indenture: XXXXX FARGO BANK, NATIONAL ASSOCIATIONNational Association, as Trustee By: Authorized Signatory [Back of Note] 5 ¾% Senior Notes due 2023 [Insert the Global Note Legend, if applicable pursuant to the provisions of the Indenture] Capitalized terms used herein have the meanings assigned to them in the Indenture referred to below unless otherwise indicated.]

Appears in 1 contract

Samples: Supplemental Indenture (Diamondback Energy, Inc.)

Evidence of Action by Holders. Whenever in this Indenture it is provided that the Holders of a specified percentage in aggregate principal amount of the Notes may take action (including the making of any demand or request, the giving of any direction, notice, consent or waiver or the taking of any other action) the fact that at the time of taking any such action the Holders of such specified percentage have joined therein may be evidenced (a) by any instrument or any number of instruments of similar tenor executed by Holders in person or by agent or proxy appointed in writing, (b) by the record of the Holders voting in favor thereof at any meeting of Holders duly called and held in accordance with procedures approved by the Trustee, (c) by a combination of such instrument or instruments and any such record of such a meeting of Holders or (d) in the case of Notes evidenced by a Global Note, by any electronic transmission or other message, whether or not in written format, that complies with the Depositary’s applicable procedures. SIGNATURES Dated as of July 18May 27, 2014. COMPANY BONANZA CREEK ENERGY2011 EAGLE ROCK ENERGY PARTNERS, INCL.P. By: Eagle Rock Energy GP, L.P., its general partner By: Eagle Rock Energy G&P, LLC, its general partner By: /s/ Cxxxxxx X. Xxxxxxxxx Name: Cxxxxxx X. Xxxxxxxxx Title: Senior Vice President, General Counsel, Chief Compliance Officer and Secretary EAGLE ROCK ENERGY FINANCE CORP. By: /s/ Xxxxxx Cxxxxxx X. Xxxxxxxxxx Xxxxxxxxx Name: Xxxxxx Cxxxxxx X. Xxxxxxxxxx Xxxxxxxxx Title: Interim President Senior Vice President, General Counsel, Chief Compliance Officer and Secretary EAGLE ROCK ENERGY GP, L.P. By: Eagle Rock Energy G&P, LLC, its general partner By: /s/ Cxxxxxx X. Xxxxxxxxx Name: Cxxxxxx X. Xxxxxxxxx Title: Senior Vice President, General Counsel, Chief Executive Compliance Officer GUARANTORS BONANZA CREEK and Secretary EAGLE ROCK ENERGY OPERATING COMPANYG&P, LLC By: /s/ Xxxxxx Cxxxxxx X. Xxxxxxxxxx Xxxxxxxxx Name: Xxxxxx Cxxxxxx X. Xxxxxxxxxx Xxxxxxxxx Title: Interim President Senior Vice President, General Counsel, Chief Compliance Officer and Chief Executive Officer BONANZA CREEK Secretary CMA PIPELINE PARTNERSHIP LLC GALVESTON BAY GATHERING LLC SUPERIOR GAS COMPRESSION, LLC EROC PRODUCTION, LLC EAGLE ROCK ENERGY RESOURCESACQUISITION CO. II, INC. EAGLE ROCK ENERGY ACQUISITION CO., INC. EAGLE ROCK ENERGY G&P HOLDING, INC. EAGLE ROCK MARKETING, LLC EAGLE ROCK PIPELINE GP, LLC EAGLE ROCK UPSTREAM DEVELOPMENT COMPANY, INC. EAGLE ROCK UPSTREAM DEVELOPMENT COMPANY II, INC. ESCAMBIA ASSET CO. LLC ESCAMBIA OPERATING CO. LLC HESCO GATHERING COMPANY, LLC HESCO PIPELINE COMPANY, LLC EAGLE ROCK MID-CONTINENT HOLDING, LLC EAGLE ROCK MID-CONTINENT OPERATING, LLC EAGLE ROCK MID-CONTINENT ASSET, LLC By: /s/ Xxxxxx Cxxxxxx X. Xxxxxxxxxx Xxxxxxxxx Name: Xxxxxx Cxxxxxx X. Xxxxxxxxxx Xxxxxxxxx Title: Interim President Senior Vice President, General Counsel, Chief Compliance Officer and Chief Executive Officer BONANZA CREEK Secretary EROC GATHERING COMPANY, LP EROC MIDSTREAM ENERGY, L.P. EROC QUITMAN GATHERING CO., L.P. EAGLE ROCK DESOTO PIPELINE, L.P. EAGLE ROCK ENERGY SERVICES, L.P. EAGLE ROCK FIELD SERVICES, L.P. EAGLE ROCK GOM, L.P. EAGLE ROCK GAS GATHERING & PROCESSING, LTD. EAGLE ROCK MIDSTREAM, LLC L.P. EAGLE ROCK OPERATING, L.P. EAGLE ROCK PIPELINE, L.P. EAGLE ROCK UPSTREAM DEVELOPMENT II, L.P. MIDSTREAM GAS SERVICES, L.P. By: Eagle Rock Pipeline GP, LLC, their general partner By: /s/ Xxxxxx Cxxxxxx X. Xxxxxxxxxx Xxxxxxxxx Name: Xxxxxx Cxxxxxx X. Xxxxxxxxxx Xxxxxxxxx Title: Interim President Senior Vice President, General Counsel, Chief Compliance Officer and Chief Executive Officer BONANZA CREEK ENERGY UPSTREAM LLC Secretary EAGLE ROCK ACQUISITION PARTNERSHIP II, L.P. By: Eagle Rock Upstream Development Company II, Inc., its general partner By: /s/ Xxxxxx Cxxxxxx X. Xxxxxxxxxx Xxxxxxxxx Name: Xxxxxx Cxxxxxx X. Xxxxxxxxxx Xxxxxxxxx Title: Interim President Senior Vice President, General Counsel, Chief Compliance Officer and Chief Executive Officer XXXXXX EASTERN COMPANYSecretary EAGLE ROCK ACQUISITION PARTNERSHIP, LLC L.P. By: Eagle Rock Upstream Development Company, Inc., its general partner By: /s/ Xxxxxx Cxxxxxx X. Xxxxxxxxxx Xxxxxxxxx Name: Xxxxxx Cxxxxxx X. Xxxxxxxxxx Xxxxxxxxx Title: Interim President Senior Vice President, General Counsel, Chief Compliance Officer and Chief Executive Officer TRUSTEE XXXXX FARGO BANK, Secretary U.S. BANK NATIONAL ASSOCIATION By: /s/ Xxxx Sxxxxx X. Xxxxxxxxx Xxxxxxx Name: Xxxx Sxxxxx X. Xxxxxxxxx Xxxxxxx Title: Vice President EXHIBIT A [Face of Note] CUSIP/CINS 5 ¾% CUSIP 83/8% Senior Notes due 2023 2019 No. $ [or such greater or lesser amount as may be indicated on the attached Schedule of Exchanges of Interests in the Global Note] BONANZA CREEK ENERGYEAGLE ROCK ENERGY PARTNERS, INCL.P. EAGLE ROCK ENERGY FINANCE CORP. promises promise to pay pay, jointly and severally, to or registered assigns, the principal sum of DOLLARS [or such greater or lesser amount as may be indicated on the attached Schedule of Exchanges of Interests in the Global Note] on February June 1, 20232019. Interest Payment Dates: August June 1 and February December 1 Record Dates: July May 15 and January November 15 Dated: BONANZA CREEK ENERGY, INC2011 EAGLE ROCK ENERGY PARTNERS, L.P. By: Eagle Rock Energy GP, L.P., its general partner By: Eagle Rock Energy G&P, LLC, its general partner By: Name: Title: EAGLE ROCK ENERGY FINANCE CORP. By: Name: Title: This is one of the Notes referred to in the within-mentioned Indenture: XXXXX FARGO BANK, NATIONAL ASSOCIATIONU.S. Bank National Association, as Trustee By: Authorized Signatory [Back of Note] 5 ¾% 83/8% Senior Notes due 2023 2019 [Insert the Global Note Legend, if applicable pursuant to the provisions of the Indenture] [Insert the Private Placement Legend, if applicable pursuant to the provisions of the Indenture] Capitalized terms used herein have the meanings assigned to them in the Indenture referred to below unless otherwise indicated.

Appears in 1 contract

Samples: Indenture (Eagle Rock Energy Partners L P)

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