REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • November 8th, 2011 • Enduro Royalty Trust • Delaware
This REGISTRATION RIGHTS AGREEMENT (this “Agreement”) dated as of November 8, 2011 is made and entered into by and between Enduro Resource Partners LLC, a Delaware limited liability company (the “Company”), and Enduro Royalty Trust, a statutory trust formed under the laws of the State of Delaware (the “Trust”). Unless expressly stated otherwise in this Agreement, as used in this Agreement, references to the “Trustee” mean The Bank of New York Mellon Trust Company, N.A., in its capacity as trustee (in such capacity, or any successor trustee, the “Trustee”) of the Trust and not in its individual capacity.
AMENDED AND RESTATED TRUST AGREEMENT OF ENDURO ROYALTY TRUST AMONG ENDURO RESOURCE PARTNERS LLC and WILMINGTON TRUST COMPANY and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A. Dated: As of November 3, 2011Trust Agreement • November 8th, 2011 • Enduro Royalty Trust • Delaware
This Amended and Restated Trust Agreement of Enduro Royalty Trust, a Delaware statutory trust (the “Trust”), is entered into effective as of the 3rd day of November, 2011, by and among ENDURO RESOURCE PARTNERS LLC, a Delaware limited liability company with its principal office in Fort Worth, Texas (“Enduro”), as trustor, WILMINGTON TRUST COMPANY, a trust company organized under the laws of the State of Delaware with its principal office in Wilmington, Delaware (“Wilmington Trust”), as Delaware Trustee (as hereinafter defined), and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., a national association organized under the laws of the State of New York (the “Bank”), as Trustee (as hereinafter defined).
SECOND AMENDMENT TO AMENDED AND RESTATED TRUST AGREEMENT OF ENDURO ROYALTY TRUSTTrust Agreement • September 14th, 2018 • Permianville Royalty Trust • Crude petroleum & natural gas • Delaware
This Second Amendment (this “Amendment”) to Amended and Restated Trust Agreement of Enduro Royalty Trust (the “Trust”) dated as of November 3, 2011, as amended by the First Amendment thereto dated September 6, 2017 but effective as of August 30, 2017 (collectively, the “Agreement”), is entered into on September 14, 2018 by and among COERT Holdings 1 LLC, a Delaware limited liability company (“COERT”), Wilmington Trust Company, a trust company organized under the laws of the State of Delaware (“Wilmington Trust”), as Delaware Trustee, and The Bank of New York Mellon Trust Company, N.A., a national association organized under the laws of the State of New York (the “Bank”), as Trustee. Capitalized terms used but not defined herein have the meanings ascribed to them in the Agreement.
AGREEMENT AND PLAN OF MERGER OF ENDURO ROYALTY TRUST AND ENDURO TEXAS LLCMerger Agreement • November 8th, 2011 • Enduro Royalty Trust • Delaware
This Agreement and Plan of Merger (this “Plan of Merger”) is made as of the 3rd day of November, 2011, between Enduro Royalty Trust, a Delaware statutory trust (the “Trust”), and Enduro Texas LLC, a Texas limited liability company (the “Texas LLC”).
ENDURO ROYALTY TRUST Trust Units of Beneficial Interest UNDERWRITING AGREEMENTUnderwriting Agreement • October 2nd, 2013 • Enduro Royalty Trust • Crude petroleum & natural gas • New York
Enduro Resource Partners LLC, a Delaware limited liability company (the “Company”), proposes to sell 11,200,000 trust units (the “Firm Units”) of beneficial interest (the “Trust Units”) of Enduro Royalty Trust, a statutory trust formed under the laws of Delaware (the “Trust”). In addition, the Company proposes to grant the underwriters (the “Underwriters”) named in Schedule 1 attached to this agreement (this “Agreement”) an option to purchase up to an additional 1,680,000 Trust Units on the terms set forth in Section 3 (the “Option Units”). The Firm Units and the Option Units, if purchased, are hereinafter collectively called the “Units.” This is to confirm the agreement concerning the purchase of the Units from the Company by the Underwriters. Barclays Capital Inc., Citigroup Global Markets Inc., Goldman Sachs & Co., J.P. Morgan Securities LLC and Wells Fargo Securities, LLC are acting as the representatives of the several Underwriters and in such capacity are referred to in this Agre
SUPPLEMENT TO CONVEYANCE OF NET PROFITS INTERESTSupplement to Conveyance of Net Profits Interest • October 14th, 2011 • Enduro Royalty Trust • Crude petroleum & natural gas
This Supplement to Conveyance of Net Profits Interest (this “Supplement”) is made effective as of [•], 2011 at 7:00 a.m., Central Time, June 1, 2011 (the “Supplement Effective Time”) by and between Enduro Operating LLC, a Texas limited liability company (“Grantor”), with a mailing address of 777 Main Street, Suite 800, Fort Worth, Texas 76102 and the last four digits of whose federal tax identification number are ____, Enduro Texas LLC, a Texas limited liability company (“Enduro Texas”), with a mailing address of 777 Main Street, Suite 800, Fort Worth, Texas 76102 and the last four digits of whose federal tax identification number are ____ and The Bank of New York Mellon Trust Company, N.A., with a mailing address of 919 Congress Avenue, Suite 500, Austin, Texas 78701, and the last four digits of whose tax identification number are ____, Attention: Michael J. Ulrich, as trustee (the “Trustee”), acting not in its individual capacity but solely as trustee of Enduro Royalty Trust (the “Tr
AMENDED AND RESTATED OPERATING AGREEMENT OF ENDURO RESOURCE PARTNERS LLC a Delaware Limited Liability Company Dated as of July 22, 2011Operating Agreement • July 25th, 2011 • Enduro Royalty Trust • Crude petroleum & natural gas • Delaware
THIS AMENDED AND RESTATED OPERATING AGREEMENT (the “Agreement”) of ENDURO RESOURCE PARTNERS LLC (the “Company”), a limited liability company organized under the Delaware Limited Liability Company Act, 6 Del. C. § 18-101, et seq., as amended (the “Act”), is made and entered into as of this 22nd day of July, 2011, by ENDURO RESOURCE HOLDINGS LLC (the “Member”), as the sole member of the Company.
PARTIAL RELEASE, RECONVEYANCE AND TERMINATION AGREEMENTPartial Release, Reconveyance and Termination Agreement • August 9th, 2023 • Permianville Royalty Trust • Crude petroleum & natural gas • New Mexico
This Partial Release, Reconveyance and Termination Agreement (this “Agreement”) is dated as of August 9, 2023, by and between The Bank of New York Mellon Trust Company, N.A., a national association organized under the laws of the State of New York (referred to herein as “BONYM” and the “Trustee”), acting not in its individual capacity but solely as the trustee of Permianville Royalty Trust (previously known as Enduro Royalty Trust), a Delaware statutory trust created under the Delaware Statutory Trust Act (the “Trust”), and COERT Holdings 1 LLC, a Delaware limited liability company (successor in interest to Enduro Operating LLC, a Delaware limited liability company) (“COERT”). Each of the Trustee and COERT is a “Party” and collectively they are the “Parties”. Capitalized terms used herein but not otherwise defined have the meanings given them in the Conveyance (as defined below).
FIRST AMENDMENT TO CONVEYANCE OF NET PROFITS INTERESTConveyance of Net Profits Interest • September 12th, 2017 • Enduro Royalty Trust • Crude petroleum & natural gas • Texas
This First Amendment (this “Amendment”) to Conveyance of Net Profits executed as of November 8, 2011, as supplemented by the Supplement to Conveyance of Net Profits Interest executed as of November 8, 2011 (as supplemented, the “Conveyance”) is entered into effective as of September 6, 2017 by and among Enduro Operating LLC, a Delaware limited liability company (“Enduro Operating”) and The Bank of New York Mellon Trust Company, N.A., a national association organized under the laws of the State of New York (the “Trustee”), acting not in its individual capacity but solely as trustee of Enduro Royalty Trust, a Delaware statutory trust created under the Delaware Statutory Trust Act (the “Trust”). Capitalized terms used but not defined herein have the meanings ascribed to them in the Conveyance.
TRUST AGREEMENT OF ENDURO ROYALTY TRUSTTrust Agreement • May 16th, 2011 • Enduro Royalty Trust • Delaware
This Trust Agreement of Enduro Royalty Trust is entered into effective as of the 3rd day of May, 2011 (this “Trust Agreement”), by and among ENDURO RESOURCE PARTNERS LLC, a Delaware limited liability company with its principal office in Fort Worth, Texas (together with its successors and assigns, “Enduro”), as trustor, and WILMINGTON TRUST COMPANY, a banking corporation organized under the laws of the State of Delaware with its principal office in Wilmington, Delaware (the “Delaware Trustee”), and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., a national banking association organized under the laws of the United States of America with its principal place of business in New York, New York (the “Issuer Trustee”), as trustees (collectively referred to herein as the “Trustees”). Enduro and the Trustees hereby agree as follows:
FORM OF AGREEMENT AND PLAN OF MERGER OF ENDURO ROYALTY TRUST AND ENDURO TEXAS LLCMerger Agreement • August 1st, 2011 • Enduro Royalty Trust • Crude petroleum & natural gas • Delaware
This Agreement and Plan of Merger (this “Plan of Merger”) is made as of the ____ day of ___________, 2011, between Enduro Royalty Trust, a Delaware statutory trust (the “Trust”), and Enduro Texas LLC, a Texas limited liability company (the “Texas LLC”).
PARTIAL RELEASE, RECONVEYANCE AND TERMINATION AGREEMENTPartial Release, Reconveyance and Termination Agreement • September 12th, 2017 • Enduro Royalty Trust • Crude petroleum & natural gas • Texas
THIS PARTIAL RELEASE, RECONVEYANCE AND TERMINATION AGREEMENT (this “Agreement”) is dated as of September 6, 2017, by and between The Bank of New York Mellon Trust Company, N.A., a national association organized under the laws of the State of New York, (the “Trustee”), acting not in its individual capacity but solely as the trustee of Enduro Royalty Trust, a Delaware statutory trust created under the Delaware Statutory Trust Act as of May 3, 2011 (the “Trust”), and Enduro Operating LLC, a Delaware limited liability company (the “Original Grantor”). Each of the Trustee and the Original Grantor is a “Party” and collectively they are the “Parties.” Capitalized terms used herein but not otherwise defined have the meanings given them in the Conveyance (as defined below).
ENDURO ROYALTY TRUST Trust Units of Beneficial Interest UNDERWRITING AGREEMENTUnderwriting Agreement • November 8th, 2011 • Enduro Royalty Trust • New York
FIRST AMENDMENT TO AMENDED AND RESTATED TRUST AGREEMENT OF ENDURO ROYALTY TRUSTTrust Agreement • September 12th, 2017 • Enduro Royalty Trust • Crude petroleum & natural gas • Delaware
This First Amendment (this “Amendment”) to Amended and Restated Trust Agreement of Enduro Royalty Trust dated as of November 3, 2011 (the “Agreement”) is entered into on September 6, 2017 but effective for all purposes as of August 30, 2017 by and among Enduro Resource Partners LLC, a Delaware limited liability company (“Enduro”), Wilmington Trust Company, a trust company organized under the laws of the State of Delaware (“Wilmington Trust”), as Delaware Trustee, and The Bank of New York Mellon Trust Company, N.A., a national association organized under the laws of the State of New York (the “Bank”), as Trustee. Capitalized terms used but not defined herein have the meanings ascribed to them in the Agreement.
SUPPLEMENT TO CONVEYANCE OF NET PROFITS INTERESTSupplement to Conveyance of Net Profits Interest • November 8th, 2011 • Enduro Royalty Trust
This Supplement to Conveyance of Net Profits Interest (this “Supplement”) has been executed as of November 8, 2011, but is made effective as of July 1, 2011 at 7:00 a.m., Central Time, (the “Supplement Effective Time”) by and between Enduro Operating LLC, a Texas limited liability company (“Grantor”), with a mailing address of 777 Main Street, Suite 800, Fort Worth, Texas 76102 and the last four digits of whose federal tax identification number are 7513, Enduro Texas LLC, a Texas limited liability company (“Enduro Texas”), with a mailing address of 777 Main Street, Suite 800, Fort Worth, Texas 76102 and the last four digits of whose federal tax identification number are 6288 and The Bank of New York Mellon Trust Company, N.A., with a mailing address of 919 Congress Avenue, Suite 500, Austin, Texas 78701, and the last four digits of whose tax identification number are 9461, Attention: Michael J. Ulrich, as trustee (the “Trustee”), acting not in its individual capacity but solely as trus
AMENDMENT NO. 1 TO REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • March 18th, 2013 • Enduro Royalty Trust • Crude petroleum & natural gas • Delaware
This Amendment No. 1 to Registration Rights Agreement (this “Amendment”), dated as of November 8, 2012, is made by Enduro Royalty Trust, a statutory trust formed under the laws of the State of Delaware (the “Trust”), and Enduro Resource Partners LLC, a Delaware limited liability company (the “Company”). Capitalized terms used but not defined herein shall have the meanings ascribed to them in the Agreement or the Amended and Restated Trust Agreement, as applicable (each as defined below).
FORM OF AGREEMENT AND PLAN OF MERGER OF ENDURO OPERATING LLC AND ENDURO TEXAS LLCMerger Agreement • August 3rd, 2011 • Enduro Royalty Trust • Crude petroleum & natural gas
This Agreement and Plan of Merger (this “Plan of Merger”) made as of the [•] day of [•], 2011, pursuant to Chapter 10 of the Texas Business Organizations Code (the “TBOC”), by and between Enduro Operating LLC, a Texas limited liability company (“Enduro Operating”), and Enduro Texas LLC, a Texas limited liability company (“Enduro Texas”), said entities being hereinafter sometimes collectively called the “Constituent Entities” or “Surviving Entities.”
