EXHIBIT 10.4 SARATOGA RESOURCES, INC. 2304 Hancock Drive, Suite 5 Austin, Texas 78756-2540 Telephone: (512) 371-1171 Facsimile: (512) 371-3383 January 3, 2001 Via Telefax Mr. Mike Mount Trek Oil and Gas, Inc. ("Trek") 811 Dallas, Suite 819 Houston,...Settlement Agreement • July 8th, 2005 • Saratoga Resources Inc /Tx • Oil & gas field exploration services
EXHIBIT 10.2 SARATOGA RESOURCES INC, A TEXAS CORPORATION 301 CONGRESS AVE, SUITE 1550 AUSTIN, TEXAS 78701 Phone (512) 478-5717 Fax (512) 478-5733 March 22, 1999 Via Telefax (972) 470-0628 Mr. Dave Braman, President DBX Geophysical Corporation 10134...Letter Agreement • July 8th, 2005 • Saratoga Resources Inc /Tx • Oil & gas field exploration services
REGISTRATION RIGHTS AGREEMENT by and among Saratoga Resources, Inc., Harvest Oil & Gas, LLC, The Harvest Group LLC, Lobo Resources, Inc., Lobo Operating, Inc. and Imperial Capital, LLCRegistration Rights Agreement • July 15th, 2011 • Saratoga Resources Inc /Tx • Oil & gas field exploration services • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into as of July 12, 2011, by and among Saratoga Resources, Inc., a Texas corporation (the “Company”), Harvest Oil & Gas, LLC, a Louisiana limited liability company, The Harvest Group LLC, a Louisiana limited liability company, Lobo Resources, Inc., a Texas corporation, and Lobo Operating, Inc., a Texas corporation (collectively, the “Guarantors”), and Imperial Capital, LLC (the “Initial Purchaser”), which has agreed to purchase the Company’s 12½% Senior Secured Notes due 2016 (the “Notes”), which are guaranteed by the Guarantors (the “Guarantees”) pursuant to the Purchase Agreement. The Notes and the Guarantees attached thereto are herein collectively referred to as the “Securities.”
SHARE PURCHASE AGREEMENTShare Purchase Agreement • May 16th, 2012 • Saratoga Resources Inc /Tx • Oil & gas field exploration services • New York
This Share Purchase Agreement (this “Agreement”) is dated as of May [__], 2012, by and among Saratoga Resources, Inc., a Texas corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”).
Registration Rights AgreementRegistration Rights Agreement • May 16th, 2012 • Saratoga Resources Inc /Tx • Oil & gas field exploration services • New York
This Registration Rights Agreement (the "Agreement") is made and entered into as of May __, 2012 (the "Effective Date") among Saratoga Resources, Inc., a Texas corporation (the "Company"), and the purchasers set forth on Exhibit A attached hereto (each a “Purchaser” and collectively the “Purchasers”).
EMPLOYMENT AGREEMENTEmployment Agreement • June 14th, 2013 • Saratoga Resources Inc /Tx • Oil & gas field exploration services • Texas
THIS EMPLOYMENT AGREEMENT (this “Agreement”) is made as of June 10, 2013, by and between SARATOGA RESOURCES, INC., a Texas corporation (the “Company”), and ANDREW C. CLIFFORD (the “Executive”) (each a “Party” and, collectively, the “Parties”). Unless otherwise indicated, capitalized terms are defined in Section 2.1.
B. As a result of performing the Services, Consultant may determine, as a matter of its reasonable judgment, that it is necessary or appropriate to acquire additional seismic data with respect to one or more potential Prospects. In such circumstances,...Geophysical/Geological Data Review Agreement • February 16th, 2000 • Saratoga Resources Inc /Tx • Oil & gas field exploration services • Texas
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • December 5th, 2012 • Saratoga Resources Inc /Tx • Oil & gas field exploration services • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into as of December 4, 2012, by and among Saratoga Resources, Inc., a Texas corporation (the “Company”), Harvest Oil & Gas, LLC, a Louisiana limited liability company, The Harvest Group LLC, a Louisiana limited liability company, Lobo Resources, Inc., a Texas corporation, and Lobo Operating, Inc., a Texas corporation (collectively, the “Guarantors”), and Imperial Capital, LLC (the “Initial Purchaser”), which has agreed to purchase an additional $25,000,000 of the Company’s 12½% Senior Secured Notes due 2016 (the “Notes”), which are guaranteed by the Guarantors (the “Guarantees”) pursuant to the Purchase Agreement. The Notes and the Guarantees attached thereto are herein collectively referred to as the “Securities.”
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • July 15th, 2011 • Saratoga Resources Inc /Tx • Oil & gas field exploration services • Texas
This SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of ________, 2011, is made by and among Saratoga Resources, Inc., a Texas corporation (the “Company”), and the Purchaser identified on the signature page of this Agreement, together with its permitted transferees (the “Purchaser”).
SARATOGA RESOURCES, INC. 12½% Senior Secured Notes due 2016 PURCHASE AGREEMENTPurchase Agreement • November 30th, 2012 • Saratoga Resources Inc /Tx • Oil & gas field exploration services • New York
Saratoga Resources, Inc., a Texas corporation (the “Company”), and each of the Guarantors (as hereinafter defined) hereby agree with you as follows:
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • July 15th, 2011 • Saratoga Resources Inc /Tx • Oil & gas field exploration services • New York
This REGISTRATION RIGHTS AGREEMENT (the “Agreement”), dated as of July 12, 2011, is by and among Saratoga Resources, Inc., a Texas corporation (the “Company”), and the Purchaser identified on the signature page of this Agreement (the “Purchaser”).
SARATOGA RESOURCES, INC. AND EACH OF THE GUARANTORS FROM TIME TO TIME PARTY HERETO 10.0% SENIOR SECURED NOTES DUE 2015 INDENTURE Dated as of November 22, 2013Indenture • November 25th, 2013 • Saratoga Resources Inc /Tx • Oil & gas field exploration services • New York
INDENTURE dated as of November 22, 2013 among SARATOGA RESOURCES, INC., a Texas corporation (the “Issuer”), the Guarantors (as defined herein) and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Trustee, and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Collateral Agent.
FORBEARANCE AGREEMENT TO SECOND LIEN INDENTUREForbearance Agreement • February 3rd, 2015 • Saratoga Resources Inc /Tx • Oil & gas field exploration services • New York
This FORBEARANCE AGREEMENT (this “Agreement”) is entered into as of January 30, 2015, by and among Saratoga Resources, Inc. (the “Issuer”), the Guarantors party to the Second Lien Indenture (as hereinafter defined) (collectively, with Issuer, the “Credit Parties”) and the holders of Notes issued under the Second Lien Indenture (as hereinafter defined) party hereto (each, a “Noteholder” and together, the “Noteholders”).
AMENDED AND RESTATED CREDIT AGREEMENT dated as of May 14, 2010 among SARATOGA RESOURCES, INC., as Borrower, the Guarantors, and WAYZATA INVESTMENT PARTNERS LLC, individually and as Administrative Agent, and THE LENDERS FROM TIME TO TIME PARTY HERETO...Credit Agreement • May 18th, 2010 • Saratoga Resources Inc /Tx • Oil & gas field exploration services • New York
THIS AMENDED AND RESTATED CREDIT AGREEMENT is entered into as of May 14, 2010, by and among SARATOGA RESOURCES, INC., a Texas corporation, as the Borrower, the Guarantors (as herein defined), the Lenders from time to time party hereto, and WAYZATA INVESTMENT PARTNERS LLC, a Delaware limited liability company, as Administrative Agent. Certain terms used herein are defined in Section 1.1
FORBEARANCE AGREEMENT TO FIRST LIEN INDENTUREForbearance Agreement • February 3rd, 2015 • Saratoga Resources Inc /Tx • Oil & gas field exploration services • New York
This FORBEARANCE AGREEMENT (this “Agreement”) is entered into as of January 30, 2015, by and among Saratoga Resources, Inc. (the “Issuer”), the Guarantors party to the First Lien Indenture (as hereinafter defined) (collectively, with Issuer, the “Credit Parties”) and the holders of Notes issued under the First Lien Indenture (as hereinafter defined) party hereto (each, a “Noteholder” and together, the “Noteholders”).
FIRST AMENDMENT TO Amended and Restated Credit AGREEMENTCredit Agreement • May 18th, 2010 • Saratoga Resources Inc /Tx • Oil & gas field exploration services • Texas
THIS FIRST AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT (this “Amendment”) dated as of May 14, 2010, is among Saratoga Resources, Inc., a Texas corporation (“Saratoga”), Harvest Oil & Gas, LLC, a Louisiana limited liability company, (“HOG”), The Harvest Group LLC, a Louisiana limited liability company, (“THG”), Lobo Operating, Inc., a Texas corporation, (“Lobo”), and Lobo Resources, Inc., a Texas corporation, (“LRI”), (Saratoga, HOG, THG, Lobo and LRI are collectively referred to as, “Borrowers”), Wayzata Investment Partners LLC, a Delaware limited liability company in its capacity as successor administrative agent (“Administrative Agent”), and the Lenders signatory hereto (collectively, the “Lenders”).
EMPLOYMENT AGREEMENTEmployment Agreement • July 18th, 2008 • Saratoga Resources Inc /Tx • Oil & gas field exploration services • Texas
THIS EMPLOYMENT AGREEMENT (this “Agreement”) is made as of July 14, 2008, by and between SARATOGA RESOURCES, INC., a Texas corporation (the “Company”), and BARRY RAY SALSBURY (the “Executive”) (each a “Party” and, collectively, the “Parties”). Unless otherwise indicated, capitalized terms are defined in Section 2.1.
STOCK GRANT AGREEMENT SARATOGA RESOURCES, INC.Stock Grant Agreement • October 11th, 2007 • Saratoga Resources Inc /Tx • Oil & gas field exploration services
THIS STOCK GRANT AGREEMENT is made this 8th day of October 2007 by and between A.C. “Andy” Clifford (the “Participant”), CPK Resources, LLC (“CPK”) and Saratoga Resources, Inc., a Texas corporation (the “Company”).
THIRD AMENDMENT TO FORBEARANCE AGREEMENT TO FIRST LIEN INDENTUREForbearance Agreement to First Lien Indenture • May 19th, 2015 • Saratoga Resources Inc /Tx • Oil & gas field exploration services • New York
This THIRD AMENDMENT TO FORBEARANCE AGREEMENT (this “Third Amendment”) is entered into as of April 30, 2015, by and among Saratoga Resources, Inc. (the “Issuer”), the Guarantors party to the First Lien Indenture (collectively, with Issuer, the “Credit Parties”) and the holders of Notes issued under the First Lien Indenture party hereto (each, a “Noteholder” and together, the “Noteholders”). Unless otherwise defined in this Third Amendment, capitalized terms used herein shall have the meanings ascribed to them in the First Lien Forbearance Agreement.
SECOND AMENDMENT TO FORBEARANCE AGREEMENT TO SECOND LIEN INDENTUREForbearance Agreement to Second Lien Indenture • March 20th, 2015 • Saratoga Resources Inc /Tx • Oil & gas field exploration services • New York
This SECOND AMENDMENT TO FORBEARANCE AGREEMENT (this “Second Amendment”) is entered into as of March 16, 2015, by and among Saratoga Resources, Inc. (the “Issuer”), the Guarantors party to the Second Lien Indenture (collectively, with Issuer, the “Credit Parties”) and the holders of Notes issued under the Second Lien Indenture party hereto (each, a “Noteholder” and together, the “Noteholders”). Unless otherwise defined in this Second Amendment, capitalized terms used herein shall have the meanings ascribed to them in the Second Lien Forbearance Agreement.
AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • July 18th, 2008 • Saratoga Resources Inc /Tx • Oil & gas field exploration services • Texas
THIS AMENDED AND RESTATED CREDIT AGREEMENT is entered into as of July 14, 2008, by and among SARATOGA RESOURCES, INC., a Texas corporation, as the Borrower, the Designated Borrowers (as herein defined), the Lenders from time to time party hereto, MACQUARIE BANK LIMITED, a bank incorporated in accordance with the laws of Australia, as Administrative Agent and as Issuer. Certain terms used herein are defined in Section 1.1.
THIRD AMENDMENT TO PURCHASE AND SALE AGREEMENT (THE HARVEST GROUP, LLC)Purchase and Sale Agreement • February 19th, 2008 • Saratoga Resources Inc /Tx • Oil & gas field exploration services
This Third Amendment to Purchase and Sale Agreement is entered into and effective the 18th day of February, 2008, and is by and among Barry Ray Salsbury, Brian Carl Albrecht, Shell Sibley, Carolyn Monica Greer, and Willie Willard Powell (collectively, “Seller”), The Harvest Group, LLC (“Company”), and Saratoga Resources, Inc. (“Saratoga”).
FIRST AMENDMENT TO PURCHASE AND SALE AGREEMENT (HARVEST OIL & GAS, LLC)Purchase and Sale Agreement • December 17th, 2007 • Saratoga Resources Inc /Tx • Oil & gas field exploration services
This First Amendment to Purchase and Sale Agreement is entered into effective the 14th day of December, 2007, by and among Barry Ray Salsbury, Brian Carl Albrecht, and Shell Sibley (collectively, “Seller”), Harvest Oil & Gas, LLC (“Company”), and Saratoga Resources, Inc. (“Saratoga” or “Buyer”).
FIFTH AMENDMENT TO FORBEARANCE AGREEMENT TO FIRST LIEN INDENTUREForbearance Agreement to First Lien Indenture • June 10th, 2015 • Saratoga Resources Inc /Tx • Oil & gas field exploration services • New York
This FIFTH AMENDMENT TO FORBEARANCE AGREEMENT (this “Fifth Amendment”) is entered into as of June 4, 2015, by and among Saratoga Resources, Inc. (the “Issuer”), the Guarantors party to the First Lien Indenture (collectively, with Issuer, the “Credit Parties”) and the holders of Notes issued under the First Lien Indenture party hereto (each, a “Noteholder” and together, the “Noteholders”). Unless otherwise defined in this Fifth Amendment, capitalized terms used herein shall have the meanings ascribed to them in the First Lien Forbearance Agreement.
FOURTH AMENDMENT TO PURCHASE AND SALE AGREEMENT (HARVEST OIL & GAS, LLC)Purchase and Sale Agreement • July 18th, 2008 • Saratoga Resources Inc /Tx • Oil & gas field exploration services
This Fourth Amendment to Purchase and Sale Agreement is entered into and effective the 11th day of July, 2008, and is by and among Barry Ray Salsbury, Salsbury Foundation, a Louisiana non-profit corporation, Brian Carl Albrecht, and Shell Boidy Sibley (collectively, “Seller”), Harvest Oil & Gas, LLC (“Company”), and Saratoga Resources, Inc. (“Buyer” or “Saratoga”).
THIRD AMENDMENT TO PURCHASE AND SALE AGREEMENT (HARVEST OIL & GAS, LLC)Purchase and Sale Agreement • February 19th, 2008 • Saratoga Resources Inc /Tx • Oil & gas field exploration services
This Third Amendment to Purchase and Sale Agreement is entered into and effective the 18th day of February, 2008, and is by and among Barry Ray Salsbury, Brian Carl Albrecht, and Shell Sibley (collectively, “Seller”), Harvest Oil & Gas, LLC (“Company”), and Saratoga Resources, Inc. (“Saratoga”).
FIRST SUPPLEMENTAL INDENTUREFirst Supplemental Indenture • December 5th, 2012 • Saratoga Resources Inc /Tx • Oil & gas field exploration services • New York
First Supplemental Indenture (this “First Supplemental Indenture”), dated as of December 4, 2012 among Saratoga Resources Inc. (the “Company”), each of the guarantors party hereto (the “Guarantors”) and The Bank of New York Mellon Trust Company, N.A., as Trustee (the “Trustee”), to the Indenture (the “Base Indenture” and, together with this First Supplement Indenture, the “Indenture”), dated as of July 12, 2011, among the Company, the Guarantors and the Trustee. Capitalized terms used in this First Supplemental Indenture and not otherwise defined herein shall have the meanings assigned to such terms in the Indenture.
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • January 25th, 2006 • Saratoga Resources Inc /Tx • Oil & gas field exploration services • Texas
SECURITIES PURCHASE AGREEMENT, dated as of January ___, 2006, between SARATOGA RESOURCES, INC., a corporation organized and existing under the laws of the State of Texas (“Company”); and THOMAS F. COOKE (“Investor”);
SARATOGA RESOURCES, INC. A TEXAS CORPORATIONLetter Agreement • November 4th, 2005 • Saratoga Resources Inc /Tx • Oil & gas field exploration services
Saratoga Resources, by virtue of a Letter Agreement, (“DBX Letter Agreement”) dated March 22, 1999 executed by and between DBX Geophysical Corporation, a Texas Corporation, 10134 Panther Ridge, Dallas, Texas 75243 (DBX), and Saratoga Resources, Inc., a Texas Corporation, 301 Congress Avenue, Suite 1550, Austin, Texas 78701, (“Saratoga”) has obtained the right to review and utilize certain prospect documentation and related information with regard to the above-referenced prospects prepared and furnished by DBX. The documentation relates to the geologic merit and developmental potential of the AMI as defined in the DBX Letter Agreement which is incorporated herein by reference.
FIFTH AMENDMENT TO FORBEARANCE AGREEMENT TO SECOND LIEN INDENTUREForbearance Agreement to Second Lien Indenture • June 10th, 2015 • Saratoga Resources Inc /Tx • Oil & gas field exploration services • New York
This FIFTH AMENDMENT TO FORBEARANCE AGREEMENT (this “Fifth Amendment”) is entered into as of June 4, 2015, by and among Saratoga Resources, Inc. (the “Issuer”), the Guarantors party to the Second Lien Indenture (collectively, with Issuer, the “Credit Parties”) and the holders of Notes issued under the Second Lien Indenture party hereto (each, a “Noteholder” and together, the “Noteholders”). Unless otherwise defined in this Fifth Amendment, capitalized terms used herein shall have the meanings ascribed to them in the Second Lien Forbearance Agreement.
FOURTH AMENDMENT TO PURCHASE AND SALE AGREEMENT (THE HARVEST GROUP, LLC)Purchase and Sale Agreement • July 18th, 2008 • Saratoga Resources Inc /Tx • Oil & gas field exploration services
This Fourth Amendment to Purchase and Sale Agreement is entered into and effective the 11th day of July, 2008, and is by and among Barry Ray Salsbury, Salsbury Foundation, a Louisiana non-profit corporation, Brian Carl Albrecht, Shell Boidy Sibley, Carolyn Monica Greer, and Willie Willard Powell (collectively, “Seller”), The Harvest Group, LLC (“Company”), and Saratoga Resources, Inc. (“Buyer” or “Saratoga”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • November 25th, 2013 • Saratoga Resources Inc /Tx • Oil & gas field exploration services • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into as of November 22, 2013, by and among Saratoga Resources, Inc., a Texas corporation (the “Company”), Harvest Oil & Gas, LLC, a Louisiana limited liability company, The Harvest Group LLC, a Louisiana limited liability company, Lobo Resources, Inc., a Texas corporation, and Lobo Operating, Inc., a Texas corporation (collectively, the “Guarantors”) and the Purchasers (as defined below), in connection with the Company’s sale of $54,600,000 aggregate principal amount of its 10.0% Senior Secured Notes due 2015 (the “Notes”), which are guaranteed by the Guarantors (the “Guarantees” and together with the Notes, the “Securities”) to the purchasers thereof (the “Purchasers”), upon the terms set forth in the Purchase Agreement dated November 22, 2013, by and among the Issuer, Guarantors and the Purchasers (the “Purchase Agreement”).
SECOND AMENDMENT TO PURCHASE AND SALE AGREEMENT (HARVEST OIL & GAS, LLC)Purchase and Sale Agreement • January 22nd, 2008 • Saratoga Resources Inc /Tx • Oil & gas field exploration services
This Second Amendment to Purchase and Sale Agreement is entered into and effective the 18th day of January, 2008, and is by and among Barry Ray Salsbury, Brian Carl Albrecht, and Shell Sibley (collectively, “Seller”), Harvest Oil & Gas, LLC (“Company”), and Saratoga Resources, Inc. (“Saratoga”).
INVESTORS' RIGHTS AGREEMENTInvestors' Rights Agreement • July 15th, 2011 • Saratoga Resources Inc /Tx • Oil & gas field exploration services • New York
Investors' Rights Agreement, dated as of July 12, 2011 (this “Agreement”), by and among Saratoga Resources, Inc., a Texas corporation (including successors, the “Company”), and Blackstone/GSO Capital Solutions Fund LP and Blackstone/GSO Capital Solutions Overseas Master Fund LP (each, an “Investor” and, collectively, the “Investors”).
FOURTH AMENDMENT TO FORBEARANCE AGREEMENT TO SECOND LIEN INDENTUREForbearance Agreement to Second Lien Indenture • May 19th, 2015 • Saratoga Resources Inc /Tx • Oil & gas field exploration services • New York
This FOURTH AMENDMENT TO FORBEARANCE AGREEMENT (this “Fourth Amendment”) is entered into as of May 18, 2015, by and among Saratoga Resources, Inc. (the “Issuer”), the Guarantors party to the Second Lien Indenture (collectively, with Issuer, the “Credit Parties”) and the holders of Notes issued under the Second Lien Indenture party hereto (each, a “Noteholder” and together, the “Noteholders”). Unless otherwise defined in this Fourth Amendment, capitalized terms used herein shall have the meanings ascribed to them in the Second Lien Forbearance Agreement.
