THIRD AMENDED AND RESTATED CREDIT AGREEMENT Dated as of October 22, 2014 among SANDRIDGE ENERGY, INC. as the Borrower, BARCLAYS BANK PLC, CAPITAL ONE, N.A., ROYAL BANK OF CANADA, SUNTRUST BANK, MUFG UNION BANK, N.A. and WELLS FARGO BANK, N.A., as...Credit Agreement • October 24th, 2014 • Sandridge Energy Inc • Crude petroleum & natural gas • New York
This THIRD AMENDED AND RESTATED CREDIT AGREEMENT is entered into as of October 22, 2014 among SANDRIDGE ENERGY, INC., a Delaware corporation (the “Borrower”), each LENDER from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”), and BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and an L/C Issuer. This Amended Agreement amends and restates the Second Amended and Restated Credit Agreement dated as of March 29, 2012, as heretofore amended, among the Borrower, Bank of America, N.A. as Administrative Agent, Swing Line Lender and L/C Issuer and the Lenders party thereto.
SANDRIDGE ENERGY, INC. and AMERICAN STOCK TRANSFER & TRUST COMPANY, LLC Rights Agreement Dated as of November 19, 2012Rights Agreement • November 20th, 2012 • Sandridge Energy Inc • Crude petroleum & natural gas • Delaware
Rights Agreement, dated as of November 19, 2012 (as amended, supplemented or otherwise modified from time to time, the “Agreement”), between SANDRIDGE ENERGY, INC., a Delaware corporation (the “Company”), and AMERICAN STOCK TRANSFER & TRUST COMPANY, LLC, a New York limited liability trust company, as rights agent (the “Rights Agent”).
REGISTRATION RIGHTS AGREEMENT by and among SANDRIDGE ENERGY, INC., the Guarantors party hereto and Barclays Capital Inc. Citigroup Global Markets Inc. Deutsche Bank Securities Inc. RBC Capital Markets, LLC as representatives of the Initial Purchasers...Registration Rights Agreement • August 21st, 2012 • Sandridge Energy Inc • Crude petroleum & natural gas • New York
This Agreement is made pursuant to the Purchase Agreement, dated as of August 6, 2012 (the “Purchase Agreement”), by and among the Company, the guarantors named on the cover page thereof and Barclays Capital Inc., Citigroup Global Markets Inc., Deutsche Bank Securities Inc., J.P. Morgan Securities LLC and RBC Capital Markets, LLC, as representatives of the Initial Purchasers, (i) for the benefit of each Initial Purchaser and (ii) for the benefit of the holders from time to time of the Securities (as defined below) (including each Initial Purchaser). In order to induce the Initial Purchasers to purchase the Initial Securities, the Company has agreed to provide the registration rights set forth in this Agreement. The execution and delivery of this Agreement is a condition to the obligations of the Initial Purchasers set forth in Section 5(f) of the Purchase Agreement.
SANDRIDGE ENERGY, INC. SANDRIDGE OPERATING COMPANY, INTEGRA ENERGY, L.L.C., LARIAT SERVICES, INC., SANDRIDGE EXPLORATION AND PRODUCTION, LLC, SANDRIDGE MIDSTREAM, INC., SANDRIDGE HOLDINGS, INC., AND SANDRIDGE GATHERING LLC $1,250,000,000 8.75% Senior...Purchase Agreement • June 2nd, 2015 • Sandridge Energy Inc • Crude petroleum & natural gas • New York
CREDIT AGREEMENT Dated as of October 4, 2016 among SANDRIDGE ENERGY, INC. as the Borrower, ROYAL BANK OF CANADA, as Administrative Agent and an L/C Issuer, and The Other Lenders Party Hereto RBC CAPITAL MARKETS1, as Sole Lead Arranger and Sole Book...Credit Agreement • October 7th, 2016 • Sandridge Energy Inc • Crude petroleum & natural gas • New York
This CREDIT AGREEMENT is entered into as of October 4, 2016 among SANDRIDGE ENERGY, INC., a Delaware corporation (the “Borrower”), each LENDER from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”) and ROYAL BANK OF CANADA., as Administrative Agent and an L/C Issuer.
TAX BENEFITS PRESERVATION PLAN SandRidge Energy, Inc. and American Stock Transfer & Trust Company, LLC as Rights Agent Dated as of July 1, 2020Tax Benefits Preservation Plan • July 2nd, 2020 • Sandridge Energy Inc • Crude petroleum & natural gas • Delaware
This TAX BENEFITS PRESERVATION PLAN, dated as of July 1, 2020 (this “Agreement”), by and between SandRidge Energy Inc., a Delaware corporation (the “Company”), and American Stock Transfer & Trust Company, LLC, a New York limited liability trust company, as rights agent (the “Rights Agent”).
RESTRICTED STOCK AGREEMENT PURSUANT TO THE SANDRIDGE ENERGY, INC. 2016 OMNIBUS INCENTIVE PLANRestricted Stock Agreement • August 7th, 2017 • Sandridge Energy Inc • Crude petroleum & natural gas • Delaware
THIS RESTRICTED STOCK AWARD AGREEMENT (this “Agreement”), dated as of the Grant Date specified above, is entered into by and between SandRidge Energy, Inc., a corporation organized in the State of Delaware (the “Company”), and the Participant specified above, pursuant to the SandRidge Energy, Inc. 2016 Omnibus Incentive Plan, as in effect and as amended from time to time (the “Plan”), which is administered by the Committee; and
STOCKHOLDER RIGHTS AGREEMENT dated as of November 26, 2017 by and between SANDRIDGE ENERGY, INC. as the Company and AMERICAN STOCK TRANSFER & TRUST COMPANY, LLC, as Rights AgentStockholder Rights Agreement • November 27th, 2017 • Sandridge Energy Inc • Crude petroleum & natural gas • Delaware
STOCKHOLDER RIGHTS AGREEMENT, dated as of November 26, 2017, (this “Agreement”), by and between SandRidge Energy, Inc., a Delaware corporation (the “Company”), and American Stock Transfer & Trust Company, LLC, as rights agent (the “Rights Agent”).
INTERCREDITOR AGREEMENT dated as of June 10, 2015 between Royal Bank of Canada, as Priority Lien Agent, and U.S. Bank National Association, as Second Lien Collateral Trustee and Acknowledged and Agreed by SandRidge Energy, Inc. and certain of its...Intercreditor Agreement • June 11th, 2015 • Sandridge Energy Inc • Crude petroleum & natural gas • New York
INTERCREDITOR AGREEMENT, dated as of June 10, 2015 (as amended, supplemented or otherwise modified from time to time in accordance with the terms hereof, this “Agreement”), between Royal Bank of Canada, 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 SandRidge Energy, Inc., a Delaware corporation (together with its successors and assigns, “SandRidge”) and certain of its subsidiaries.
FORM OF INDEMNIFICATION AGREEMENTIndemnification Agreement • October 7th, 2016 • Sandridge Energy Inc • Crude petroleum & natural gas • Delaware
THIS AGREEMENT is effective October [ ], 2016, between SandRidge Energy, Inc., a Delaware corporation (the “Corporation”), and the undersigned director or officer of the Corporation (“Indemnitee”).
AGREEMENT AND PLAN OF MERGER BY AND AMONG SANDRIDGE ENERGY, INC. BROOK MERGER SUB, INC. AND BONANZA CREEK ENERGY, INC. DATED AS OF NOVEMBER 14, 2017Merger Agreement • November 15th, 2017 • Sandridge Energy Inc • Crude petroleum & natural gas • Delaware
This AGREEMENT AND PLAN OF MERGER, dated as of November 14, 2017 (this “Agreement”), is entered into by and among SandRidge Energy, Inc., a Delaware corporation (“Parent”), Brook Merger Sub, Inc., a Delaware corporation and wholly owned subsidiary of Parent (“Merger Sub”), and Bonanza Creek Energy, Inc., a Delaware corporation (the “Company”) and collectively with Parent and Merger Sub, the “Parties”).
COLLATERAL TRUST AGREEMENT dated as of October 4, 2016 among SANDRIDGE ENERGY, INC., as the Company, the Guarantors from time to time party hereto, WILMINGTON TRUST, NATIONAL ASSOCIATION, as Trustee under the Indenture, the other Parity Lien...Collateral Trust Agreement • October 7th, 2016 • Sandridge Energy Inc • 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 Sections 2.4 and 7.1 hereof, this “Agreement”) is dated as of October 4, 2016 and is by and among SandRidge Energy, Inc. (the “Company”), the Guarantors from time to time party hereto, Wilmington Trust, National Association, as Trustee (as defined below), the other Parity Lien Representatives from time to time party hereto and Wilmington Trust, National Association, as Collateral Trustee (in such capacity and together with its successors in such capacity, the “Collateral Trustee”).
15,200,000 SHARES SANDRIDGE ENERGY, INC. COMMON STOCK UNDERWRITING AGREEMENTUnderwriting Agreement • April 28th, 2009 • Sandridge Energy Inc • Crude petroleum & natural gas • New York
Morgan Stanley & Co. Incorporated As Representative of the several Underwriters named in Schedule 1 hereto 1585 Broadway New York, New York 10036
EMPLOYMENT AGREEMENTEmployment Agreement • September 4th, 2007 • Sandridge Energy Inc • Crude petroleum & natural gas • Texas
THIS AGREEMENT is made effective June 8, 2006 (the “Effective Date”), between RIATA ENERGY, INC., a Texas corporation (the “Company”), and TOM L. WARD, an individual (the “Executive”).
EMPLOYMENT AGREEMENTEmployment Agreement • November 5th, 2015 • Sandridge Energy Inc • Crude petroleum & natural gas • Oklahoma
THIS AGREEMENT is made effective [current date] (the “Effective Date”), between SANDRIDGE ENERGY, INC., a Delaware corporation (the “Company”), and [Executive Name], an individual (the “Executive”).
EMPLOYMENT AGREEMENTEmployment Agreement • December 27th, 2011 • Sandridge Energy Inc • Crude petroleum & natural gas • Oklahoma
THIS AGREEMENT is made effective December 20, 2011 (the “Effective Date”), between SANDRIDGE ENERGY, INC., a Delaware corporation (the “Company”), and Executive’s First Name, M.I., Last Name, an individual (the “Executive”).
ADOPTION AGREEMENTAdoption Agreement • October 23rd, 2007 • Sandridge Energy Inc • Crude petroleum & natural gas
WHEREAS, the provisions of the Plan are intended to comply with the requirements of Section 409A of the Code and the regulations thereunder, and shall apply to amounts deferred after January 1, 2005, and to amounts deferred under the terms of any predecessor plan which are not earned and vested before January 1, 2005; and
OFFICE LEASE AGREEMENTOffice Lease Agreement • January 30th, 2008 • Sandridge Energy Inc • Crude petroleum & natural gas
compensation insurance, uniforms, training, disability benefits, pensions, hospitalization, retirement plans, group insurance or any other similar or like expenses or benefits.
•] SHARES SANDRIDGE ENERGY, INC. COMMON STOCK UNDERWRITING AGREEMENTUnderwriting Agreement • October 23rd, 2007 • Sandridge Energy Inc • Crude petroleum & natural gas • New York
Lehman Brothers Inc. Goldman, Sachs & Co. Banc of America Securities LLC As Representatives of the several Underwriters named in Schedule 1 attached hereto, c/o Lehman Brothers Inc. 745 Seventh Avenue New York, New York 10019
FOURTH AMENDED AND RESTATED CREDIT AGREEMENT Dated as of June 10, 2015 among SANDRIDGE ENERGY, INC. as the Borrower, ROYAL BANK OF CANADA, as Administrative Agent, a Swing Line Lender and an L/C Issuer, and The Other Lenders Party Hereto CAPITAL ONE,...Credit Agreement • June 11th, 2015 • Sandridge Energy Inc • Crude petroleum & natural gas • New York
This FOURTH AMENDED AND RESTATED CREDIT AGREEMENT is entered into as of June 10, 2015 among SANDRIDGE ENERGY, INC., a Delaware corporation (the “Borrower”), each LENDER from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”), and ROYAL BANK OF CANADA., as Administrative Agent, a Swing Line Lender and an L/C Issuer.
DEVELOPMENT AGREEMENTDevelopment Agreement • April 14th, 2011 • Sandridge Energy Inc • Crude petroleum & natural gas • Oklahoma
This Development Agreement (the “Development Agreement”) by and among SandRidge Energy, Inc., a Delaware corporation, with offices at 123 Robert S. Kerr Avenue, Oklahoma City, OK 73102-6406 (“SandRidge Parent”), SandRidge Exploration and Production, LLC, a Delaware limited liability company and wholly owned subsidiary of SandRidge Parent with offices at 123 Robert S. Kerr Avenue, Oklahoma City, OK 73102-6406 (“Assignor” and, together with SandRidge Parent, “SandRidge”) and SandRidge Mississippian Trust I, a statutory trust formed under the laws of the State of Delaware (the “Trust”), is delivered to be effective as of 12:01 a.m., Central Time, January 1, 2011 (the “Effective Time”). All capitalized terms not otherwise defined herein shall have the meanings ascribed to such terms in Article I below.
16,000,000 SHARES RIATA ENERGY, INC. COMMON STOCK Resale Registration Rights Agreement dated December 21, 2005Resale Registration Rights Agreement • January 30th, 2008 • Sandridge Energy Inc • Crude petroleum & natural gas • New York
RESALE REGISTRATION RIGHTS AGREEMENT, dated as of December 21, 2005, between Riata Energy, Inc., a Texas corporation (together with any successor entity, herein referred to as the "Company”), and Banc of America Securities LLC, as representative (the “Representative”) of the several initial purchasers (the “Initial Purchasers”) under the Purchase Agreement (as defined below).
REGISTRATION RIGHTS AGREEMENT by and among SANDRIDGE ENERGY, INC., THE GUARANTORS and Banc of America Securities LLC Barclays Capital Inc. and J.P. Morgan Securities Inc. as representatives of the Initial Purchasers Dated as of May 20, 2008Registration Rights Agreement • May 21st, 2008 • Sandridge Energy Inc • Crude petroleum & natural gas • New York
This Agreement is made pursuant to the Purchase Agreement, dated as of May 15, 2008 (the “Purchase Agreement”), by and among the Company, the Guarantors and Banc of America Securities LLC, Barclays Capital Inc., and J.P. Morgan Securities Inc., as representatives of the Initial Purchasers, (i) for the benefit of each Initial Purchaser and (ii) for the benefit of the holders from time to time of the Securities (as defined below) (including each Initial Purchaser). In order to induce the Initial Purchasers to purchase the Initial Securities, the Company has agreed to provide the registration rights set forth in this Agreement. The execution and delivery of this Agreement is a condition to the obligations of the Initial Purchasers set forth in Section 5(g) of the Purchase Agreement.
FIRST AMENDMENTLease Agreement • January 30th, 2008 • Sandridge Energy Inc • Crude petroleum & natural gas
This First Amendment (the “Amendment”) is made and entered into as of the 19th day of October, 2006, by and between 1601 Tower Properties, L.L.C., an Oklahoma limited liability company (“LANDLORD”), and Riata Energy, Inc., a Texas corporation, d/b/a SandRidge Energy (“Tenant”).
SECOND AMENDMENTLease Agreement • January 30th, 2008 • Sandridge Energy Inc • Crude petroleum & natural gas
This Second Amendment (the “Amendment”) is made and entered into as of the 26th day of January, 2007, by and between 1601 Tower Properties, L.L.C., an Oklahoma limited liability company (“LANDLORD”), and Riata Energy, Inc., a Texas corporation, d/b/a SandRidge Energy (“Tenant”).
DEVELOPMENT AGREEMENTDevelopment Agreement • August 19th, 2011 • Sandridge Energy Inc • Crude petroleum & natural gas • Texas
This Development Agreement (this “Development Agreement”) by and among SandRidge Energy, Inc., a Delaware corporation, with offices at 123 Robert S. Kerr Avenue, Oklahoma City, OK 73102-6406 (“SandRidge Parent”), SandRidge Exploration and Production, LLC, a Delaware limited liability company and wholly owned subsidiary of SandRidge Parent with offices at 123 Robert S. Kerr Avenue, Oklahoma City, OK 73102-6406 (“Assignor” and, together with SandRidge Parent, “SandRidge”) and SandRidge Permian Trust, a statutory trust formed under the laws of the State of Delaware (the “Trust”), is delivered to be effective as of 12:01 a.m., Central Time, April 1, 2011 (the “Effective Time”). All capitalized terms not otherwise defined herein shall have the meanings ascribed to such terms in Article I below.
September 21, 2007 Mr. N. Malone Mitchell, 3rd Longfellow Energy, LP Dalea Partners, LP 4801 Gaillardia Parkway, Suite 225 Oklahoma City, Oklahoma 73142Agreement for the Purchase of Interests • January 30th, 2008 • Sandridge Energy Inc • Crude petroleum & natural gas
Re: Agreement for the Purchase of Interests in the Pinon Field Area, Pecos County Texas; in the Piceance Basin in Rio Blanco County, Colorado; and in other lands as shown on the attached exhibits (the “Agreement”)
SANDRIDGE ENERGY, INC. as Issuer the Guarantors party hereto and WELLS FARGO BANK, NATIONAL ASSOCIATION as Trustee Indenture Dated as of August 20, 2012 7.5% SENIOR NOTES DUE 2023Indenture • August 21st, 2012 • Sandridge Energy Inc • Crude petroleum & natural gas • New York
THIS INDENTURE, dated as of August 20, 2012, is among SANDRIDGE ENERGY, INC., a Delaware corporation, as the Company, the Guarantors party hereto and WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association, as Trustee.
SANDRIDGE ENERGY, INC. as Issuer the Guarantors party hereto and WELLS FARGO BANK, NATIONAL ASSOCIATION as Trustee Indenture Dated as of May 14, 2009 9.875% SENIOR NOTES DUE 2016Indenture • May 15th, 2009 • Sandridge Energy Inc • Crude petroleum & natural gas • New York
INDENTURE, dated as of May 14, 2009, among SANDRIDGE ENERGY, INC., a Delaware corporation, as the Company, the Guarantors party hereto and WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association, as Trustee.
REGISTRATION RIGHTS AGREEMENT by and among SANDRIDGE ENERGY, INC., THE GUARANTORS and Barclays Capital Inc. Banc of America Securities LLC J.P. Morgan Securities Inc. RBC Capital Markets Corporation and RBS Securities Inc. as representatives of the...Registration Rights Agreement • May 15th, 2009 • Sandridge Energy Inc • Crude petroleum & natural gas • New York
This Agreement is made pursuant to the Purchase Agreement, dated as of May 11, 2009 (the "Purchase Agreement”), by and among the Company, the Guarantors and Barclays Capital Inc., as representative of the Initial Purchasers, (i) for the benefit of each Initial Purchaser and (ii) for the benefit of the holders from time to time of the Securities (as defined below) (including each Initial Purchaser). In order to induce the Initial Purchasers to purchase the Initial Securities, the Company has agreed to provide the registration rights set forth in this Agreement. The execution and delivery of this Agreement is a condition to the obligations of the Initial Purchasers set forth in Section 5(g) of the Purchase Agreement.
CREDIT AGREEMENT Dated as of November 21, 2006 among RIATA ENERGY, INC. (d/b/a SandRidge Energy, Inc.) as the Borrower, BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer, and The Other Lenders Party Hereto BANC OF...Credit Agreement • January 30th, 2008 • Sandridge Energy Inc • Crude petroleum & natural gas • New York
This CREDIT AGREEMENT (“Agreement”) is entered into as of November 21, 2006 among RIATA ENERGY, INC., a Texas corporation (d/b/a SandRidge Energy, Inc.) (the “Borrower”), each LENDER from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”), and BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer.
CONSTRUCTION MANAGEMENT AGREEMENT by and between OXY USA INC. and SANDRIDGE EXPLORATION AND PRODUCTION, LLC Dated June 29, 2008Construction Management Agreement • August 7th, 2008 • Sandridge Energy Inc • Crude petroleum & natural gas • Texas
THIS CONSTRUCTION MANAGEMENT AGREEMENT is made and entered into as of June 29, 2008 (the “Effective Date”), by and between OXY USA Inc., a Delaware corporation (“Owner”), and SandRidge Exploration and Production, LLC, a Delaware limited liability company (the “Construction Manager”). Owner and Construction Manager are sometimes referred to collectively as the “Parties” and individually as a “Party”.
8.75% SENIOR SECURED NOTES DUE 2020Indenture • June 11th, 2015 • Sandridge Energy Inc • Crude petroleum & natural gas • New York
THIS INDENTURE, dated as of June 10, 2015, is among SANDRIDGE ENERGY, INC., a Delaware corporation, as the Company, the Guarantors party hereto and U.S. BANK NATIONAL ASSOCIATION, a national banking association, as Trustee.
AMENDMENT NO. 1 TO THE RESTRICTED STOCK AWARD AGREEMENT DATED OCTOBER 19, 2016 – EXECUTIVES PURSUANT TO THERestricted Stock Award Agreement • November 3rd, 2017 • Sandridge Energy Inc • Crude petroleum & natural gas • Delaware
This AMENDMENT NO. 1 TO THE RESTRICTED STOCK AWARD AGREEMENT DATED OCTOBER 19, 2016 – EXECUTIVES (this “Amendment”) is hereby adopted by SandRidge Energy, Inc., a corporation organized in the State of Delaware (the “Company”) effective as of September 18, 2017. Capitalized terms used but not defined herein shall have the meanings ascribed to such terms in that certain Restricted Stock Award Agreement between the Company and Participant and the Restricted Stock Award Certificate attached thereto (together, the “Agreement”).
EQUITY PURCHASE AGREEMENT DATED AS OF JANUARY 6, 2014 BETWEEN SANDRIDGE ENERGY, INC., SANDRIDGE HOLDINGS, INC. AND FIELDWOOD ENERGY LLCEquity Purchase Agreement • January 9th, 2014 • Sandridge Energy Inc • Crude petroleum & natural gas • Texas
This EQUITY PURCHASE AGREEMENT (this “Agreement”), dated as of January 6, 2014 is between SANDRIDGE ENERGY, INC., a Delaware corporation (“SEI”), SANDRIDGE HOLDINGS, INC., a Delaware corporation (“SHI,” referred to collectively with SEI as “Seller”), and FIELDWOOD ENERGY LLC, a Delaware limited liability company (“Buyer”). Seller and Buyer are each referred to in this Agreement as a “Party” and collectively referred to as the “Parties.”
