EXHIBIT 10.1 AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • April 13th, 2006 • Linn Energy, LLC • Crude petroleum & natural gas • Texas
AGREEMENT AND PLAN OF MERGER BY AND AMONG CITIZEN ENERGY OPERATING, LLC, CITIZEN ENERGY PRESSBURG INC. AND ROAN RESOURCES, INC.Agreement and Plan of Merger • October 1st, 2019 • Roan Resources, Inc. • Crude petroleum & natural gas • Delaware
This AGREEMENT AND PLAN OF MERGER, dated as of October 1, 2019 (this “Agreement”), is entered into by and among Citizen Energy Operating, LLC, a Delaware limited liability company (“Parent”), Citizen Energy Pressburg Inc., a Delaware corporation and wholly owned subsidiary of Parent (“Merger Sub”), and Roan Resources, Inc., a Delaware corporation (the “Company” and, together with Parent and Merger Sub, the “Parties”).
LINN ENERGY, LLC LINN ENERGY FINANCE CORP. AND THE GUARANTORS NAMED ON THE SIGNATURE PAGE HEREOF 6.250% SENIOR NOTES DUE 2019 INDENTURE Dated as of March 2, 2012 U.S. BANK NATIONAL ASSOCIATION, As TrusteeIndenture • March 2nd, 2012 • Linn Energy, LLC • Crude petroleum & natural gas • New York
This INDENTURE, dated as of March 2, 2012 is among LINN ENERGY, LLC, a Delaware limited liability company (the “Company”), LINN ENERGY FINANCE CORP., a Delaware corporation (“Finance Corp.” and, together with the Company, the “Issuers”), the guarantors listed on the signature page hereof (each, a “Guarantor” and, collectively, the “Guarantors”) and U.S. BANK NATIONAL ASSOCIATION, a national banking association, as trustee (the “Trustee”).
REGISTRATION RIGHTS AGREEMENT by and among Linn Energy, LLC, Linn Energy Finance Corp., the Guarantors party hereto, and RBS Securities Inc., Barclays Capital Inc., Citigroup Global Markets Inc., Credit Agricole Securities (USA) Inc., Credit Suisse...Registration Rights Agreement • March 2nd, 2012 • Linn Energy, LLC • Crude petroleum & natural gas • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into as of March 2, 2012, by and among Linn Energy, LLC, a Delaware limited liability company (the “Company”), Linn Energy Finance Corp., a Delaware corporation (“Finance Corp” and, together with the Company, the “Issuers”), the entities listed on Schedule A hereto (collectively, the “Guarantors”), and RBS Securities Inc., Barclays Capital Inc., Citigroup Global Markets Inc., Credit Agricole Securities (USA) Inc., Credit Suisse Securities (USA) LLC, RBC Capital Markets, LLC and Wells Fargo Securities, LLC, as representative of the initial purchasers listed on Schedule 1 to the Purchase Agreement (each an “Initial Purchaser” and, collectively, the “Initial Purchasers”), each of whom has agreed to purchase the Issuers’ 6.250% Senior Notes due 2019 (the “Initial Notes”), fully and unconditionally guaranteed by the Guarantors (the “Guarantees”) pursuant to the Purchase Agreement (as defined below). The Initial Notes
CREDIT AGREEMENT DATED AS OF AUGUST 4, 2017, AMONG LINN ENERGY HOLDCO II LLC, AS BORROWER, LINN ENERGY HOLDCO LLC, AS PARENT, LINN ENERGY, INC., AS HOLDINGS ROYAL BANK OF CANADA, AS ADMINISTRATIVE AGENT, CITIBANK, N.A., AS SYNDICATION AGENT, BARCLAYS...Credit Agreement • September 26th, 2017 • Linn Energy, Inc. • Crude petroleum & natural gas • New York
THIS CREDIT AGREEMENT dated as of August 4, 2017, is among Linn Energy Holdco II LLC, a limited liability company duly formed and existing under the laws of the State of Delaware (the “Borrower”); Linn Energy Holdco LLC, a limited liability company duly formed and existing under the laws of the State of Delaware (“Parent”); Linn Energy, Inc., a corporation duly formed and existing under the laws of the State of Delaware (“Holdings”); each of the Lenders from time to time party hereto; Royal Bank of Canada (in its individual capacity, “RBC”), as administrative agent for the Lenders (in such capacity, together with its successors in such capacity, the “Administrative Agent”); Citibank, N.A., as syndication agent for the Lenders (the “Syndication Agent”) and Barclays Bank PLC, JPMorgan Chase Bank, N.A., Morgan Stanley Senior Funding, Inc. and PNC Bank National Association, as co-documentation agents for the Lenders (collectively, the “Documentation Agents”).
INDEMNITY AGREEMENTIndemnity Agreement • October 1st, 2019 • Roan Resources, Inc. • Crude petroleum & natural gas • Delaware
THIS INDEMNITY AGREEMENT (the “Agreement”) is made and entered into as of September 29, 2019 (the “Effective Date”) between Roan Resources, Inc., a Delaware corporation (the “Company”), and Richard A. Gideon (the “Indemnitee”).
97/8% SENIOR NOTES DUE 2018Indenture • June 30th, 2008 • Linn Energy, LLC • Crude petroleum & natural gas • New York
This INDENTURE, dated as of June 27, 2008 is among LINN ENERGY, LLC, a Delaware limited liability company (the “Company”), LINN ENERGY FINANCE CORP., a Delaware corporation (“Finance Corp.” and, together with the Company, the “Issuers”), the guarantors listed on the signature page hereof (each, a “Guarantor” and, collectively, the “Guarantors”) and U.S. BANK NATIONAL ASSOCIATION, a national banking association, as trustee (the “Trustee”).
EMPLOYMENT AGREEMENTEmployment Agreement • October 1st, 2019 • Roan Resources, Inc. • Crude petroleum & natural gas
This Employment Agreement (“Agreement”) is made and entered into by and between Roan Resources LLC, a Delaware limited liability company (the “Company”), and Richard Gideon (“Employee”) effective as of September 29, 2019 (the “Effective Date”). Roan Resources, Inc., a Delaware corporation (“Roan”), enters into this Agreement for the limited purposes of acknowledging and agreeing to Sections 3(c), 3(d) and 12.
CREDIT AGREEMENT DATED AS OF DECEMBER 6, 2019 AMONG CITIZEN ENERGY OPERATING, LLC, AS BORROWER, CITIZEN ENERGY HOLDINGS, LLC, AS HOLDINGS, JPMORGAN CHASE BANK, N.A., AS ADMINISTRATIVE AGENT, AN ISSUING BANK AND A SWINGLINE LENDER AND THE LENDERS PARTY...Credit Agreement • December 6th, 2019 • Pressburg, LLC • Crude petroleum & natural gas • New York
THIS CREDIT AGREEMENT dated as of December 6, 2019, among Citizen Energy Operating, LLC, a Delaware limited liability company (the “Borrower”); Citizen Energy Holdings, LLC, a Delaware limited liability company (“Holdings”); each of the Lenders from time to time party hereto; JPMorgan Chase Bank, N.A., as administrative agent and collateral agent for the Lenders (in such capacity, together with its successors in such capacity, the “Administrative Agent”), an Issuing Bank and a Swingline Lender.
INTERCREDITOR AGREEMENT dated as of November 20, 2015 between Wells Fargo Bank, National Association, as Priority Lien Agent, and U.S. Bank National Association, as Second Lien Collateral Trustee and Acknowledged and Agreed by Linn Energy, LLC and...Intercreditor Agreement • November 23rd, 2015 • Linn Energy, LLC • Crude petroleum & natural gas • New York
INTERCREDITOR AGREEMENT, dated as of November 20, 2015 (as amended, supplemented or otherwise modified from time to time in accordance with the terms hereof, this “Agreement”), between Wells Fargo Bank, National Association, as administrative agent for the Priority Lien Secured Parties referred to herein (in such capacity, and together with its successors and assigns in such capacity, the “Original Priority Lien Agent”), and U.S. Bank National Association, as collateral trustee for the Second Lien Secured Parties referred to herein (in such capacity, and together with its successors in such capacity, the “Original Second Lien Collateral Trustee”) and acknowledged and agreed by Linn Energy, LLC, a Delaware limited liability company (together with its successors and assigns, “Linn”) and certain of its subsidiaries.
COLLATERAL TRUST AGREEMENT dated as of November 20, 2015 among LINN ENERGY, LLC, as the Company, the Guarantors from time to time party hereto, U.S. BANK NATIONAL ASSOCIATION, as Trustee under the Indenture, the other Parity Lien Representatives from...Collateral Trust Agreement • November 23rd, 2015 • Linn Energy, LLC • Crude petroleum & natural gas • New York
This Collateral Trust Agreement (as amended, supplemented, amended and restated or otherwise modified form time to time in accordance with Section 7.1 hereof, this “Agreement”) is dated as of November 20, 2015 and is by and among Linn Energy, LLC (the “Company”), the Guarantors from time to time party hereto, U.S. Bank National Association, as Trustee (as defined below), the other Parity Lien Representatives from time to time party hereto and U.S. Bank National Association, as Collateral Trustee (in such capacity and together with its successors in such capacity, the “Collateral Trustee”).
SIXTH AMENDED AND RESTATED CREDIT AGREEMENT DATED AS OF APRIL 24, 2013, AMONG LINN ENERGY, LLC, AS BORROWER, WELLS FARGO BANK, NATIONAL ASSOCIATION, AS ADMINISTRATIVE AGENT, ROYAL BANK OF CANADA, AS SYNDICATION AGENT, THE ROYAL BANK OF SCOTLAND PLC,...Credit Agreement • April 25th, 2013 • Linn Energy, LLC • Crude petroleum & natural gas • Texas
THIS SIXTH AMENDED AND RESTATED CREDIT AGREEMENT dated as of April 24, 2013, is among Linn Energy, LLC, a limited liability company duly formed and existing under the laws of the State of Delaware (the “Borrower”); each of the Lenders from time to time party hereto; Wells Fargo Bank, N.A. (in its individual capacity, “Wells Fargo”), as administrative agent for the Lenders (in such capacity, together with its successors in such capacity, the “Administrative Agent”); Royal Bank of Canada (in its individual capacity, “RBC”), as syndication agent for the Lenders (in such capacity, together with its successors in such capacity, the “Syndication Agent”), and The Royal Bank of Scotland plc, Credit Agricole Corporate and Investment Bank, Citibank, NA and Barclays Bank PLC, as documentation agents for the Lenders (in such capacities, together with their successors in such capacity, the “Documentation Agents”).
THIRD AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF LINN ENERGY, LLCLimited Liability Company Agreement • September 7th, 2010 • Linn Energy, LLC • Crude petroleum & natural gas • Delaware
This THIRD AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF LINN ENERGY, LLC, dated as of September 3, 2010 is entered into by and effectuated by the Board of Directors (the “Board of Directors”) of Linn Energy, LLC, a Delaware limited liability company (the “Company”).
Second Amended and Restated Credit Agreement Dated as of August 1, 2006 among Linn Energy, LLC, as Borrower, BNP Paribas, as Administrative Agent, Royal Bank of Canada, as Syndication Agent, Societe Generale, Comerica Bank and Citibank Texas, N.A. as...Credit Agreement • August 7th, 2006 • Linn Energy, LLC • Crude petroleum & natural gas • Texas
THIS CREDIT AGREEMENT dated as of August 1, 2006, is among Linn Energy, LLC, a limited liability company duly formed and existing under the laws of the State of Delaware (the “Borrower”); each of the Lenders from time to time party hereto; BNP PARIBAS (in its individual capacity, “BNP Paribas”), as administrative agent for the Lenders (in such capacity, together with its successors in such capacity, the “Administrative Agent”); Royal Bank of Canada (in its individual capacity, “RBC”), as syndication agent for the Lenders (in such capacity, together with its successor in such capacity, the “Syndication Agent”), and Societe Generale, Comerica Bank and Citibank Texas, N.A. as co-documentation agents (in such capacities, together with their successors in such capacity, the “Co-Documentation Agents”) for the Lenders.
EMPLOYMENT AGREEMENT February 28, 2017Employment Agreement • March 3rd, 2017 • Linn Energy, Inc. • Crude petroleum & natural gas • Texas
This Employment Agreement (“Agreement”) is entered into by and between LINN OPERATING, LLC, a Delaware limited liability company (the “Company”), and THOMAS E. EMMONS (the “Employee”), as of the date first set forth above (the “Effective Date”), on the terms set forth herein. LINN ENERGY, INC., a Delaware corporation, and the 100% parent of the Company (“Linn Energy”), is joining in this Agreement for the limited purposes of reflecting its agreement to the matters set forth herein as to it, but such joinder is not intended to make Linn Energy the employer of the Employee for any purpose.
LINN ENERGY, LLC LINN ENERGY FINANCE CORP. AND THE GUARANTORS NAMED ON THE SIGNATURE PAGE HEREOF 6.500% SENIOR NOTES DUE 2019 INDENTURE Dated as of May 13, 2011 U.S. BANK NATIONAL ASSOCIATION, As TrusteeSupplemental Indenture • May 16th, 2011 • Linn Energy, LLC • Crude petroleum & natural gas • New York
This INDENTURE, dated as of May 13, 2011 is among LINN ENERGY, LLC, a Delaware limited liability company (the “Company”), LINN ENERGY FINANCE CORP., a Delaware corporation (“Finance Corp.” and, together with the Company, the “Issuers”), the guarantors listed on the signature page hereof (each, a “Guarantor” and, collectively, the “Guarantors”) and U.S. BANK NATIONAL ASSOCIATION, a national banking association, as trustee (the “Trustee”).
FIFTH AMENDED AND RESTATED GUARANTY AND PLEDGE AGREEMENT Dated as of May 2, 2011 made by Linn Energy, LLC and each of the other Obligors (as defined herein) in favor of BNP Paribas, as Administrative AgentGuaranty and Pledge Agreement • July 28th, 2011 • Linn Energy, LLC • Crude petroleum & natural gas • Texas
This FIFTH AMENDED AND RESTATED GUARANTY AND PLEDGE AGREEMENT, dated as of May 2, 2011, is made by LINN ENERGY, LLC, a Delaware limited liability company (the “Borrower”), and each of the Subsidiaries of the Borrower that is a signatory hereto (the Borrower and each such signatory hereto, together with any other Subsidiary of the Borrower that becomes a party hereto from time to time after the date hereof, the “Obligors”), in favor of BNP PARIBAS, as administrative agent (in such capacity, together with its successors in such capacity, the “Administrative Agent”), for the ratable benefit of the Guaranteed Creditors (as hereinafter defined).
PURCHASE AND SALE AGREEMENT BETWEEN COG OPERATING LLC AS SELLER AND LINN ENERGY HOLDINGS, LLC AS BUYER February 24, 2011Purchase and Sale Agreement • April 28th, 2011 • Linn Energy, LLC • Crude petroleum & natural gas • Texas
This Purchase and Sale Agreement (this “Agreement”) is made and entered into this 24th day of February, 2011, by and between COG OPERATING LLC, a Delaware limited liability company (“Seller”), and LINN ENERGY HOLDINGS, LLC, a Delaware limited liability company (“Buyer”). Buyer and Seller are collectively referred to as the “Parties” and individually as a “Party.”
Purchase and Sale Agreement by and among Patriot Resources Partners LLC as seller and Linn Energy Holdings, LLC as buyerPurchase and Sale Agreement • October 28th, 2010 • Linn Energy, LLC • Crude petroleum & natural gas • Texas
This Purchase and Sale Agreement (this “Agreement”) is made and entered into this 3rd day of September, 2010, by and between Patriot Resources Partners LLC, a Texas limited liability company (“Seller”), and Linn Energy Holdings, LLC, a Delaware limited liability company (“Buyer”). Buyer and Seller are sometimes referred to herein, collectively, as the “Parties” and, individually, as a “Party.”
LINN ENERGY, LLC LINN ENERGY FINANCE CORP. AND THE SUBSIDIARY GUARANTORS NAMED ON THE SIGNATURE PAGE HEREOF FIRST SUPPLEMENTAL INDENTURE RELATING TO Dated as of September 9, 2014 As TrusteeIndenture • September 9th, 2014 • Linn Energy, LLC • Crude petroleum & natural gas • New York
FIRST SUPPLEMENTAL INDENTURE, dated as of September 9, 2014 and relating to the Notes referred to below (this “First Supplemental Indenture”), is among LINN ENERGY, LLC, a Delaware limited liability company (the “Company”), LINN ENERGY FINANCE CORP., a Delaware corporation (“Finance Corp.” and, together with the Company, the “Issuers”), the Subsidiary Guarantors (as defined below) and U.S. BANK NATIONAL ASSOCIATION, a national banking association, as trustee (the “Trustee”). Capitalized terms not otherwise defined in this First Supplemental Indenture have the meanings assigned to them in the Base Indenture referred to below.
LINN ENERGY, LLC Units Representing Limited Liability Company Interests UNDERWRITING AGREEMENTUnderwriting Agreement • May 21st, 2015 • Linn Energy, LLC • Crude petroleum & natural gas • New York
Linn Energy, LLC, a Delaware limited liability company (the “Company”), proposes to sell 16,000,000 (the “Firm Units”) units representing limited liability company interests in the Company (the “Units”) to the several underwriters (the “Underwriters”) named in Schedule 1 attached to this agreement (this “Agreement”), for whom you are acting as the representatives (the “Representatives”). In addition, the Company proposes to grant to the Underwriters an option to purchase up to 2,400,000 additional Units on the terms set forth in Section 2 (the “Option Units”). The Firm Units and the Option Units, if purchased, are hereinafter collectively called the “Offered Units.” This is to confirm the agreement concerning the purchase of the Offered Units from the Company by the Underwriters.
LINN ENERGY, LLC LINN ENERGY FINANCE CORP. 6.250% Senior Notes due 2019 PURCHASE AGREEMENTPurchase Agreement • March 2nd, 2012 • Linn Energy, LLC • Crude petroleum & natural gas • New York
as to the due qualification or registration as a foreign limited liability company, state that such opinions are based upon certificates of foreign qualification or registration provided by the Secretary of State of the applicable states (each of which will be dated not more than five days prior to such Closing Date, as the case may be, and shall be provided to the Representatives), (E) state that they express no opinion with respect to any permits to own or operate any real or personal property, (F) state that they express no opinion with respect to the title of any of the Oklahoma Guarantor to any of its respective real or personal property nor with respect to the accuracy or descriptions of real or personal property, and (G) state that they express no opinion with respect to state or local taxes or tax statutes to which the Oklahoma Guarantor may be subject.
TAX MATTERS AGREEMENTTax Matters Agreement • August 10th, 2018 • Linn Energy, Inc. • Crude petroleum & natural gas • Texas
This Tax Matters Agreement (the “Agreement”) is entered into as of August 7, 2018 by and among Linn Energy, Inc., a Delaware corporation (“Linn”), Riviera Resources, Inc., a Delaware corporation formed as a result of the reorganization of the predecessor Linn Energy, Inc. in July 2018 (“SpinCo”), and the SpinCo Subsidiaries (as defined below, and collectively with SpinCo, the “SpinCo Parties,” and the SpinCo Parties collectively with Linn, the “Parties”).
THIRD AMENDED AND RESTATED EMPLOYMENT AGREEMENT December 17, 2008Employment Agreement • February 26th, 2009 • Linn Energy, LLC • Crude petroleum & natural gas • Texas
This Third Amended and Restated Employment Agreement (“Agreement”) replaces and supersedes in its entirety the Second Amended and Restated Employment Agreement dated as of September 15, 2005, and is entered into by and between LINN OPERATING, INC., a Delaware corporation (the "Company"), and KOLJA ROCKOV (the "Employee") as of the date first set forth above (the "Effective Date") on the terms set forth herein. LINN ENERGY, LLC, a Delaware limited liability company, and the one hundred percent (100%) parent of the Company (“Linn Energy”), is joining in this Agreement for the limited purposes of reflecting its agreement to the matters set forth herein as to it, but such joinder is not intended to make Linn Energy the employer of the Employee for any purpose.
LINN ENERGY, LLC LINN ENERGY FINANCE CORP. AND THE GUARANTORS NAMED ON THE SIGNATURE PAGE HEREOF 12.00% SENIOR SECURED SECOND LIEN NOTES DUE 2020 INDENTURE Dated as of November 20, 2015 U.S. BANK NATIONAL ASSOCIATION, As TrusteeIndenture • November 23rd, 2015 • Linn Energy, LLC • Crude petroleum & natural gas • New York
This INDENTURE, dated as of November 20, 2015 is among LINN ENERGY, LLC, a Delaware limited liability company (the “Company”), LINN ENERGY FINANCE CORP., a Delaware corporation (“Finance Corp.” and, together with the Company, the “Issuers”), the guarantors listed on the signature page hereof (each, a “Guarantor” and, collectively, the “Guarantors”) and U.S. BANK NATIONAL ASSOCIATION, a national banking association, as trustee (the “Trustee”).
EMPLOYMENT AGREEMENT February 7, 2007Employment Agreement • February 29th, 2008 • Linn Energy, LLC • Crude petroleum & natural gas • Texas
The parties to this Employment Agreement (this “Agreement”) are LINN OPERATING, INC., a Delaware corporation (the “Company’’) and Arden L Walker, Jr. (the “Employee”). The parties desire to provide for the employment of the Employee as Senior Vice President Operations - Chief Engineer of the Company and of Linn Energy (as defined) commencing on Employee’s first date of employment, such date to be mutually agreed by the parties (the “Effective Date”) on the terms set forth herein. LINN ENERGY, LLC, a Delaware limited liability company and the 100% parent of the Company (“Linn Energy”), is joining in this agreement for the limited purposes of reflecting its agreement to the matters set forth herein as to it, but such joinder is not Intended to make Linn Energy the employer of the Employee for any purpose.
Fourth Amended And Restated Credit Agreement Dated As Of April 28, 2009 Among Linn Energy, LLC,Credit Agreement • May 7th, 2009 • Linn Energy, LLC • Crude petroleum & natural gas • Texas
SEPARATION AND DISTRIBUTION AGREEMENT by and between LINN ENERGY, INC. and RIVIERA RESOURCES, INC. Dated as of August 7, 2018Separation and Distribution Agreement • August 10th, 2018 • Linn Energy, Inc. • Crude petroleum & natural gas • Delaware
SEPARATION AND DISTRIBUTION AGREEMENT (this “Agreement”), dated as of August 7, 2018, by and between Riviera Resources, Inc., a Delaware corporation (“SpinCo”), and Linn Energy, Inc., a Delaware corporation (“Linn”). SpinCo, on the one hand, and Linn, on the other hand, are sometimes referred to herein collectively as the “Parties” and individually as a “Party.” Capitalized terms shall have the meanings set forth in Section 1.1.
AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • December 14th, 2005 • Linn Energy, LLC • Crude petroleum & natural gas • Pennsylvania
The parties to this Second Amended and Restated Employment Agreement (this "Agreement") are LINN OPERATING, INC., a Delaware corporation (the "Company") and MICHAEL C. LINN (the "Employee"). The Company and the Employee are currently parties to an Amended and Restated Employment Agreement dated April 7, 2003 as amended as of June 2, 2005 (the "Existing Employment Agreement"). The parties desire to provide for the continued employment of the Employee as President and Chief Executive Officer of the Company and of Linn Energy on the terms set forth herein effective as of the date of completion of an initial public offering of Linn Energy's equity securities ("Units"). LINN ENERGY, LLC, a Delaware limited liability company and the 100% parent of the Company ("Linn Energy"), is joining in this agreement for the limited purposes of reflecting its agreement to the matters set forth herein as to it, but such joinder is not intended to make Linn Energy the employer of the Employee for any purpo
TRANSITION SERVICES AGREEMENT by and between LINN ENERGY, INC. AND RIVIERA RESOURCES, INC. Dated as of August 7, 2018Transition Services Agreement • August 10th, 2018 • Linn Energy, Inc. • Crude petroleum & natural gas • Delaware
THIS TRANSITION SERVICES AGREEMENT (this “Agreement”), effective as of August 7, 2018 (the “Effective Date”), is hereby made by and between Riviera Resources, Inc., a Delaware corporation (“Service Provider”), and Linn Energy, Inc., a Delaware corporation (“Service Recipient”). Service Provider and Service Recipient are each referred to herein as a “Party” and collectively, as the “Parties.”
FIRST AMENDED AND RESTATED ASSET PURCHASE AND SALE AGREEMENT Appalachia Region between Linn Energy Holdings, LLC Linn Operating, Inc. Penn West Pipeline, LLC as “Sellers” and XTO Energy Inc. as “Buyer” Dated as of June 9th, 2008Asset Purchase and Sale Agreement • August 7th, 2008 • Linn Energy, LLC • Crude petroleum & natural gas • Texas
THIS FIRST AMENDED AND RESTATED ASSET PURCHASE AND SALE AGREEMENT is dated as of June 9th, 2008, and made by and between Linn Energy Holdings, LLC, a Delaware limited liability company (“LEH”), Linn Operating, Inc., a Delaware corporation (“LOI”), and Penn West Pipeline, LLC, a Delaware limited liability company (“PWP”), (collectively “Sellers”), and XTO Energy Inc., a Delaware corporation (“Buyer”).
TRANSITION SERVICES AND SEPARATION AGREEMENTTransition Services and Separation Agreement • March 3rd, 2017 • Linn Energy, Inc. • Crude petroleum & natural gas • Texas
THIS TRANSITION SERVICES AND SEPARATION AGREEMENT (this “Agreement”), dated February 28, 2017, is made by and between Linn Operating, Inc., a Delaware corporation (“LOI”), Linn Midstream, LLC, a Delaware limited liability company (“LM”), Linn Energy, LLC, a Delaware limited liability company (“Linn Energy”), LinnCo, LLC, a Delaware limited liability company (“LC”), Linn Energy Finance Corp., a Delaware corporation (“LEF”), Linn Energy Holdings, LLC, a Delaware limited liability company (“LEH”), Linn Exploration & Production Michigan LLC, a Delaware limited liability company (“LE&PM”), Linn Exploration Midcontinent, LLC, a Delaware limited liability company (“LEM”), Linn Midwest Energy LLC, a Delaware limited liability company (“LME”), Mid-Continent I, LLC, a Delaware limited liability company (“MC-I”), Mid-Continent II, LLC, a Delaware limited liability company (“MC-II”), Mid-Continent Holdings I, LLC, a Delaware limited liability company (“MCH-I”), Mid-Continent Holdings II, LLC, a De
PURCHASE AND SALE AGREEMENT BY AND AMONG PANTHER ENERGY COMPANY, LLC RED WILLOW MID-CONTINENT, LLC AND LINN ENERGY HOLDINGS, LLC AS SELLERS AND MIDSTATES PETROLEUM COMPANY LLC AS BUYERPurchase and Sale Agreement • April 25th, 2013 • Linn Energy, LLC • Crude petroleum & natural gas • Texas
This Purchase and Sale Agreement (this “Agreement”) is made and entered into this 3rd day of April, 2013 (the “Execution Date”), by and among Panther Energy Company, LLC, a Delaware limited liability company, doing business under the trade name Holmes Exploration, LLC in Texas (“Panther”), Red Willow Mid-Continent, LLC, a Colorado limited liability company (“Red Willow”), Linn Energy Holdings, LLC, a Delaware limited liability company (“Linn”) and Midstates Petroleum Company LLC, a Delaware limited liability company (“Buyer”). Panther, Red Willow and Linn are sometimes collectively referred to herein as “Sellers” and individually as “Seller.” Buyer and Sellers are sometimes collectively referred to herein as the “Parties” and individually as a “Party.”
LINN ENERGY, LLC LINN ENERGY FINANCE CORP. AND THE GUARANTORS NAMED ON THE SIGNATURE PAGE HEREOF 113/4% SENIOR NOTES DUE 2017 INDENTURE Dated as of May 18, 2009 U.S. BANK NATIONAL ASSOCIATION, As TrusteeLinn Energy, LLC • May 18th, 2009 • Crude petroleum & natural gas • New York
This INDENTURE, dated as of May 18, 2009 is among LINN ENERGY, LLC, a Delaware limited liability company (the “Company”), LINN ENERGY FINANCE CORP., a Delaware corporation (“Finance Corp.” and, together with the Company, the “Issuers”), the guarantors listed on the signature page hereof (each, a “Guarantor” and, collectively, the “Guarantors”) and U.S. BANK NATIONAL ASSOCIATION, a national banking association, as trustee (the “Trustee”).
THIRD AMENDMENT TO RESTRUCTURING SUPPORT AGREEMENTRestructuring Support Agreement • October 11th, 2016 • Linn Energy, LLC • Crude petroleum & natural gas • Texas
This THIRD AMENDMENT TO RESTRUCTURING SUPPORT AGREEMENT, dated as of October 7, 2016 (this “Third Amendment”), is made and entered into by and among: (i) LinnCo, LLC and Linn Energy, LLC, on behalf of itself and its direct and indirect subsidiaries other than Berry Petroleum Company, LLC (“Berry”) and Linn Acquisition Company, LLC (“LAC”) (together with its direct and indirect subsidiaries other than Berry and LAC, “LINN”); (ii) Berry and LAC (together with LINN, the “Company”); (iii) the undersigned holders (together with their permitted successors and assigns, each a “Consenting LINN Lender”) of claims pursuant to that certain Sixth Amended and Restated Credit Agreement, dated as of April 24, 2013, as amended (the “LINN Credit Agreement”); (iv) the undersigned holders (together with their permitted successors and assigns, each a “Consenting Berry Lender,” and together with the Consenting LINN Lenders, the “Consenting Creditors”) of claims pursuant to that certain Second Amended and R
