CREDIT AGREEMENTCredit Agreement • November 7th, 2018 • Amplify Energy Corp • Crude petroleum & natural gas • New York
This CREDIT AGREEMENT is entered into as of November 2, 2018 among AMPLIFY ENERGY OPERATING LLC, a Delaware limited liability company (the “Borrower”), AMPLIFY ACQUISITIONCO INC., as Delaware corporation (the “Parent”), each LENDER from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”) and BANK OF MONTREAL, as Administrative Agent and an L/C Issuer.
FIRST AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF MEMORIAL PRODUCTION PARTNERS LPMemorial Production Partners LP • December 15th, 2011 • Crude petroleum & natural gas • Delaware
THIS FIRST AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF MEMORIAL PRODUCTION PARTNERS LP dated as of December 14, 2011, is entered into by and between Memorial Production Partners GP LLC, a Delaware limited liability company, as the General Partner, Memorial Resource Development LLC, a Delaware limited liability company, as the Organizational Limited Partner, together with any other Persons who become Partners in the Partnership or parties hereto as provided herein. In consideration of the covenants, conditions and agreements contained herein, the parties hereto hereby agree as follows:
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • July 17th, 2014 • Memorial Production Partners LP • Crude petroleum & natural gas • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into as of July 17, 2014, by and among Memorial Production Partners LP, a Delaware limited partnership (the “Partnership”), Memorial Production Finance Corporation, a Delaware corporation (“Finance Corp” and, together with the Partnership, the “Issuers”), the entities listed on Schedule A hereto (collectively, the “Guarantors”), and Barclays Capital Inc., as representative of the initial purchasers listed on Exhibit A to the Purchase Agreement (each an “Initial Purchaser” and, collectively, the “Initial Purchasers”), each of whom has agreed to purchase $500,000,000 aggregate principal amount of the Issuers’ 6 7/8% Senior Notes due 2022 (the “Initial Notes”), fully and unconditionally guaranteed by the Guarantors (the “Guarantees”) pursuant to the Purchase Agreement (as defined below). The Initial Notes and the Guarantees are herein collectively referred to as the “Initial Securities.”
CREDIT AGREEMENT dated as of December 14, 2011 among Memorial Production Operating LLC, as Borrower, Memorial Production Partners LP, as Parent Guarantor, Wells Fargo Bank, National Association, as Administrative Agent, JPMorgan Chase Bank, N.A., as...Credit Agreement • December 15th, 2011 • Memorial Production Partners LP • Crude petroleum & natural gas • New York
THIS CREDIT AGREEMENT dated as of December 14, 2011, is among: Memorial Production Operating LLC, a limited liability company duly formed and existing under the laws of the State of Delaware (the “Borrower”), Memorial Production Partners LP, a limited partnership duly formed and existing under the laws of the State of Delaware (the “Parent”); each of the Lenders from time to time party hereto; Wells Fargo Bank, National Association (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”); JPMorgan Chase Bank, N.A., as syndication agent for the Lenders (in such capacity, together with its successors in such capacity, the “Syndication Agent”); and BNP Paribas, Citibank, N.A., and Comerica Bank, as co-documentation agents for the Lenders (collectively, in such capacity, together with their respective successors in such capacity, the “Documentation Agents”).
EMPLOYMENT AGREEMENTEmployment Agreement • May 9th, 2019 • Amplify Energy Corp • Crude petroleum & natural gas • Texas
This Employment Agreement (“Agreement”) is entered into by and between AMPLIFY ENERGY CORP., a Delaware corporation (the “Company”), and Martyn Willsher (the “Employee”), effective as of May 3, 2019 (the “Effective Date”), on the terms set forth herein. The Company and Employee may sometimes hereafter be referred to singularly as a “Party” or collectively as the “Parties.”
Credit Agreement dated as of September [ ], 2011 among Memorial Production Operating LLC, as Borrower, Memorial Production Partners LP, as Parent Guarantor, Wells Fargo Bank, National Association, as Administrative Agent, JPMorgan Chase Bank, N.A., as...Credit Agreement • October 19th, 2011 • Memorial Production Partners LP • Crude petroleum & natural gas • New York
This Credit Agreement dated as of September [__], 2011, is among: Memorial Production Operating LLC, a limited liability company duly formed and existing under the laws of the State of Delaware (the “Borrower”), Memorial Production Partners LP, a limited partnership duly formed and existing under the laws of the State of Delaware (the “Parent”); each of the Lenders from time to time party hereto; Wells Fargo Bank, National Association (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”); JPMorgan Chase Bank, N.A., as syndication agent for the Lenders (in such capacity, together with its successors in such capacity, the “Syndication Agent”); and [______________], as documentation agent for the Lenders (in such capacity, together with its successors in such capacity, the “Documentation Agent”).
MEMORIAL PRODUCTION PARTNERS LP 4,661,663 Common Units UNDERWRITING AGREEMENTUnderwriting Agreement • April 13th, 2015 • Memorial Production Partners LP • Crude petroleum & natural gas • New York
MRD Holdco LLC, a Delaware limited liability company (the “Selling Unitholder”) proposes, subject to the terms and conditions stated herein, to sell to Goldman, Sachs & Co. and UBS Securities LLC (together, the “Underwriters”) an aggregate of 4,661,663 common units representing limited partner interests (the “Firm Units”) in Memorial Production Partners LP, a Delaware limited partnership (the “Partnership”). In addition, the Selling Unitholder has agreed to sell to the Underwriters, upon the terms and conditions stated herein, up to an additional 699,249 common units representing limited partner interests in the Partnership (the “Option Units” and together with the Firm Units, the “Units”). The common units representing limited partner interests in the Partnership are generally referred to in this Underwriting Agreement (the “Agreement”) as the “Common Units.”
Management Incentive PlanRestricted Stock Unit Award Agreement • March 6th, 2019 • Amplify Energy Corp • Crude petroleum & natural gas • Texas
This Restricted Stock Unit Award Agreement (this “Agreement”) is made by and between Amplify Energy Corp., a Delaware corporation (the “Company”), and the individual (the “Participant”) whose name is set forth on the signature page attached here to (the “Signature Page”), effective as of the date set forth on the Signature Page as the “Date of Grant”, pursuant to the Amplify Energy Corp. Management Incentive Plan (as the same may be amended from time to time, the “Plan”).
FOURTH AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF MEMORIAL PRODUCTION PARTNERS GP LLC A DELAWARE LIMITED LIABILITY COMPANY DATED AS OF JUNE 1, 2016Limited Liability Company Agreement • June 1st, 2016 • Memorial Production Partners LP • Crude petroleum & natural gas • Delaware
This Fourth Amended and Restated Limited Liability Company Agreement (as amended, restated, supplemented and otherwise modified from time to time, this “Agreement”) of Memorial Production Partners GP LLC, a Delaware limited liability company (the “Company”), is made and entered into as of June 1, 2016, by Memorial Production Partners LP, a Delaware limited partnership (the “MLP”), as the sole member of the Company, to be effective upon the closing of the transactions contemplated by the Purchase and Sale Agreement (defined below) (the “Effective Time”).
AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF MEMORIAL PRODUCTION PARTNERS GP LLC A DELAWARE LIMITED LIABILITY COMPANY DATED AS OF DECEMBER 14, 2011Limited Liability Company Agreement • December 15th, 2011 • Memorial Production Partners LP • Crude petroleum & natural gas • Delaware
This Amended and Restated Limited Liability Company Agreement (as amended, restated, supplemented and otherwise modified from time to time, this “Agreement”) of Memorial Production Partners GP LLC, a Delaware limited liability company (the “Company”), is made and entered into as of December 14, 2011, to be effective upon and at the time of the closing of the MLP IPO (as defined below) (the “Effective Time”), by Memorial Resource Development LLC, a Delaware limited liability company (“Memorial Resource”), Natural Gas Partners VIII, L.P., a Delaware limited partnership (“Fund VIII”), Natural Gas Partners IX, L.P., a Delaware limited partnership (“Fund IX”), and NGP IX Offshore Holdings, L.P., a Delaware limited partnership (“Fund IX Offshore” and, together with Fund VIII and Fund IX, the “Funds”). The parties hereto may be referenced individually as a “Member” or “Party” and collectively as “Members” or “Parties.”
FORM OF DIRECTOR INDEMNIFICATION AGREEMENTForm of Director Indemnification Agreement • December 15th, 2011 • Memorial Production Partners LP • Crude petroleum & natural gas
This Indemnification Agreement (this “Agreement”) is made and entered into as of this [Insert Day] day of [Insert Month], 20 , by and among Memorial Production Partners GP LLC, a Delaware limited liability company (the “General Partner”); Memorial Production Partners LP, a Delaware limited partnership (the “Partnership,” and together with the General Partner, the “Companies” and each a “Company”); and [Insert Director Name] (“Indemnitee”). Each of the defined terms used in this Agreement shall have the definition set forth in Section 14.
7 5/8% SENIOR NOTES DUE 2021Indenture • April 17th, 2013 • Memorial Production Partners LP • Crude petroleum & natural gas • New York
INDENTURE dated as of April 17, 2013 among Memorial Production Partners LP, a Delaware limited partnership (the “Partnership”), Memorial Production Finance Corporation, a Delaware corporation (“Finance Corp.” and, together with the Partnership, the “Issuers”), the Guarantors (as defined) and U.S. Bank National Association, a national banking association, as trustee (the “Trustee”).
PURCHASE AND SALE AGREEMENT BETWEEN PROPEL ENERGY, LLC (“SELLER”) AND MEMORIAL PRODUCTION OPERATING LLC (“BUYER”) DATED AS OF JULY 15, 2013Purchase and Sale Agreement • July 16th, 2013 • Memorial Production Partners LP • Crude petroleum & natural gas • Texas
This Purchase and Sale Agreement is dated as of July 15, 2013, by and between Propel Energy, LLC, a Delaware limited liability company (“Seller”), and Memorial Production Operating LLC, a Delaware limited liability company (“Buyer”). Seller and Buyer are sometimes collectively referred to herein as “Parties” and individually referred to as a “Party.”
AGREEMENT AND PLAN OF MERGER BY AND AMONG MIDSTATES PETROLEUM COMPANY, INC., MIDSTATES HOLDINGS, INC. AND AMPLIFY ENERGY CORP. DATED AS OF MAY 5, 2019Agreement and Plan of Merger • May 6th, 2019 • Amplify Energy Corp • Crude petroleum & natural gas • Delaware
This AGREEMENT AND PLAN OF MERGER, dated as of May 5, 2019 (this “Agreement”), is entered into by and among Midstates Petroleum Company, Inc., a Delaware corporation (“Parent”), Midstates Holdings, Inc., a Delaware corporation and wholly owned Subsidiary of Parent (“Merger Sub”), and Amplify Energy Corp., a Delaware corporation (the “Company” and collectively with Parent and Merger Sub, the “Parties”).
MEMORIAL PRODUCTION PARTNERS LP MEMORIAL PRODUCTION FINANCE CORPORATION 6.875% Senior Notes due 2022 PURCHASE AGREEMENTPurchase Agreement • July 15th, 2014 • Memorial Production Partners LP • Crude petroleum & natural gas • New York
Memorial Production Partners LP, a Delaware limited partnership (the “Partnership”), and Memorial Production Finance Corporation, a Delaware corporation (“FinanceCo” and, together with the Partnership, the “Issuers”), confirm their agreement with Barclays Capital Inc. (“Barclays”) and each of the other Initial Purchasers named on Exhibit A hereto (collectively, the “Initial Purchasers,” which term shall also include any person substituted for an Initial Purchaser pursuant to Section 10 hereof), for whom Barclays is acting as representative (in such capacity, the “Representative”), with respect to the issue and sale by the Issuers and the purchase by the Initial Purchasers, acting severally and not jointly, of $500,000,000 in aggregate principal amount of the Issuers’ 6.875% Senior Notes due 2022 (the “Notes”). The Notes will be issued pursuant to an Indenture to be dated as of July 17, 2014 (the “Indenture”) among the Issuers, the Guarantors referred to below, and U.S. Bank National As
MEMORIAL PRODUCTION PARTNERS LP MEMORIAL PRODUCTION FINANCE CORPORATION AND EACH OF THE GUARANTORS PARTY HERETO 6 7⁄8% SENIOR NOTES DUE 2022 INDENTURE Dated as of July 17, 2014 U.S. BANK NATIONAL ASSOCIATION As TrusteeIndenture • July 17th, 2014 • Memorial Production Partners LP • Crude petroleum & natural gas • New York
INDENTURE dated as of July 17, 2014 among Memorial Production Partners LP, a Delaware limited partnership (the “Partnership”), Memorial Production Finance Corporation, a Delaware corporation (“Finance Corp.” and, together with the Partnership, the “Issuers”), the Guarantors (as defined) and U.S. Bank National Association, a national banking association, as trustee (the “Trustee”).
FIRST AMENDMENT TO CREDIT AGREEMENTCredit Agreement • May 6th, 2019 • Amplify Energy Corp • Crude petroleum & natural gas • New York
This CREDIT AGREEMENT is entered into as of November 2, 2018 among AMPLIFY ENERGY OPERATING LLC, a Delaware limited liability company (the “Borrower”), AMPLIFY ACQUISITIONCO INC., as Delaware corporation (the “Parent”), each LENDER from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”) and BANK OF MONTREAL, as Administrative Agent and an L/C Issuer.
PURCHASE AND SALE AGREEMENT AMONG GOODRICH PETROLEUM COMPANY, L.L.C. (“GOODRICH LLC”), GOODRICH PETROLEUM CORPORATION (“GOODRICH CORP”) AND MEMORIAL PRODUCTION OPERATING LLC (“BUYER”) DATED AS OF SEPTEMBER 18, 2012Purchase and Sale Agreement • September 19th, 2012 • Memorial Production Partners LP • Crude petroleum & natural gas • Texas
This Purchase and Sale Agreement is dated as of September 18, 2012, by and among Goodrich Petroleum Company, L.L.C., a Louisiana limited liability company (“Goodrich LLC”), Goodrich Petroleum Corporation, a Delaware corporation (“Goodrich Corp” and, together with Goodrich LLC, the “Seller Parties”) and Memorial Production Operating LLC, a Delaware limited liability company (“Buyer”). The Seller Parties and Buyer are sometimes collectively referred to herein as the “Parties” and individually referred to as a “Party.”
FORM OF CONTRIBUTION, CONVEYANCE AND ASSUMPTION AGREEMENT AMONG MEMORIAL RESOURCE DEVELOPMENT LLC WHT ENERGY PARTNERS LLC, MEMORIAL PRODUCTION PARTNERS GP LLC, MEMORIAL PRODUCTION PARTNERS LP, AND MEMORIAL PRODUCTION OPERATING LLCContribution, Conveyance and Assumption Agreement • October 19th, 2011 • Memorial Production Partners LP • Crude petroleum & natural gas • Texas
This Contribution, Conveyance and Assumption Agreement (this “Agreement”), dated as of [•], 2011 (the “Closing Date”), is entered into by and among Memorial Resource Development LLC, a Delaware limited liability company (“MRD”), WHT Energy Partners LLC, a Delaware limited liability company (“WHT”); Memorial Production Partners GP LLC, a Delaware limited liability company (the “General Partner”), Memorial Production Partners LP, a Delaware limited partnership (the “Partnership”), and Memorial Production Operating LLC, a Delaware limited liability company (“MPP Operating”). The above-named entities are sometimes referred to in this Agreement each as a “Party” and collectively as the “Parties.” Capitalized terms used herein shall have the meaning assigned to such terms in Article I.
CONTRIBUTION, CONVEYANCE AND ASSUMPTION AGREEMENT AMONG MEMORIAL RESOURCE DEVELOPMENT LLC BLUESTONE NATURAL RESOURCES HOLDINGS, LLC BLUESTONE NATURAL RESOURCES, LLC, MEMORIAL PRODUCTION PARTNERS GP LLC, MEMORIAL PRODUCTION PARTNERS LP, AND MEMORIAL...Contribution, Conveyance and Assumption Agreement • December 15th, 2011 • Memorial Production Partners LP • Crude petroleum & natural gas • Texas
This Contribution, Conveyance and Assumption Agreement (this “Agreement”), dated as of December 14, 2011 (the “Closing Date”), is entered into by and among Memorial Resource Development LLC, a Delaware limited liability company (“MRD”), BlueStone Natural Resources Holdings, LLC, a Delaware limited liability company (“BlueStone”), BlueStone Natural Resources, LLC (“BNR”), Memorial Production Partners GP LLC a Delaware limited liability company (the “General Partner”), Memorial Production Partners LP, a Delaware limited partnership (the “Partnership”), and Memorial Production Operating LLC, a Delaware limited liability company (“MPP Operating”). The above-named entities are sometimes referred to in this Agreement each as a “Party” and collectively as the “Parties.” Capitalized terms used herein shall have the meaning assigned to such terms in Article I.
PURCHASE AND SALE AGREEMENT BETWEEN MEMORIAL RESOURCE DEVELOPMENT LLC (“SELLER”) AND MEMORIAL PRODUCTION OPERATING LLC (“BUYER”) DATED AS OF JULY 15, 2013Purchase and Sale Agreement • July 16th, 2013 • Memorial Production Partners LP • Crude petroleum & natural gas • Texas
This Purchase and Sale Agreement is dated as of July 15, 2013, by and between Memorial Resource Development LLC, a Delaware limited liability company (“Seller”), and Memorial Production Operating LLC, a Delaware limited liability company (“Buyer”). Seller and Buyer are sometimes collectively referred to herein as “Parties” and individually referred to as a “Party.”
ContractAppointment and Acceptance • August 3rd, 2016 • Memorial Production Partners LP • Crude petroleum & natural gas • New York
THIS INSTRUMENT OF RESIGNATION, APPOINTMENT AND ACCEPTANCE (this “Instrument”), dated as of June 24, 2016, is by and among Memorial Production Partners LP, a Delaware limited partnership (the “Partnership”), Memorial Production Finance Corporation, a Delaware corporation (“Finance Corp.” and, together with the Partnership, the “Issuers”), Wilmington Trust, National Association, a national banking association duly organized and existing under the laws of the United States of America (the “Successor Trustee”), and U.S. Bank National Association, a national banking association duly organized and existing under the laws of the United States of America (the “Resigning Trustee”). Capitalized terms not otherwise defined herein shall have the same meaning ascribed to such terms in the Indenture (as defined below).
Amplify Energy Corp. 500 Dallas Street, Suite 1600 Houston, TX 77002 (713) 490-8900Letter Agreement • August 8th, 2018 • Amplify Energy Corp • Crude petroleum & natural gas • Delaware
This letter agreement (together with Appendixes A and B hereto, the “Agreement”) sets forth our mutual understanding concerning your separation of employment from Amplify Energy Corp., a Delaware corporation (the “Company”). To accept the Agreement, you must sign and return a copy of the Agreement to the Company at the address indicated in Section 9(f)(iv)(C) below, by no later than May 1, 2018. The date on which you actually execute the Agreement is referred to herein as the “Effective Date”.
FORM OF AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF MEMORIAL PRODUCTION PARTNERS GP LLC A DELAWARE LIMITED LIABILITY COMPANY DATED AS OFLimited Liability Company Agreement • September 15th, 2011 • Memorial Production Partners LP • Crude petroleum & natural gas • Delaware
This Amended and Restated Limited Liability Company Agreement (as amended, restated, supplemented and otherwise modified from time to time, this “Agreement”) of Memorial Production Partners GP LLC, a Delaware limited liability company (the “Company”), is made and entered into as of , 2011, to be effective upon and at the time of the closing of the MLP IPO (as defined below) (the “Effective Time”), by Memorial Resource Development LLC, a Delaware limited liability company (“Memorial Resource”), Natural Gas Partners VIII, L.P., a Delaware limited partnership (“Fund VIII”), Natural Gas Partners IX, L.P., a Delaware limited partnership (“Fund IX”), and NGP IX Offshore Holdings, L.P., a Delaware limited partnership (“Fund IX Offshore” and, together with Fund VIII and Fund IX, the “Funds”). The parties hereto may be referenced individually as a “Member” or “Party” and collectively as “Members” or “Parties.”
VOTING AND SUPPORT AGREEMENTVoting and Support Agreement • May 6th, 2019 • Amplify Energy Corp • Crude petroleum & natural gas • Delaware
This VOTING AND SUPPORT AGREEMENT, dated as of May 5, 2019 (this “Agreement”), is entered into by and among Amplify Energy Corp., a Delaware corporation (the “Company”), and the undersigned signatory set forth on the signature pages hereto under the heading “Parent Stockholder” (the “Parent Stockholder”). The Company and the Parent Stockholder are each sometimes referred to herein individually as a “Party” and collectively as the “Parties.”
PURCHASE AND SALE AGREEMENT BY AND AMONG SP BETA HOLDINGS, LLC, AS SELLER, AND MEMORIAL PRODUCTION OPERATING LLC AS BUYERPurchase and Sale Agreement • November 5th, 2015 • Memorial Production Partners LP • Crude petroleum & natural gas • Texas
This Purchase and Sale Agreement (together with the Exhibits and Schedules made a part hereof, this “Agreement”), dated the 3rd day of November, 2015, is made by and between SP BETA HOLDINGS, LLC, a Delaware limited liability company (“Seller”), and MEMORIAL PRODUCTION OPERATING LLC, a Delaware limited liability company (“Buyer”). Seller and Buyer are sometimes hereinafter referred to individually as a “Party” and collectively as the “Parties.”
Amplify Energy Corp. Management Incentive Plan Restricted Stock Unit Award AgreementRestricted Stock Unit Award Agreement • May 4th, 2017 • Amplify Energy Corp • Crude petroleum & natural gas • Delaware
This Restricted Stock Unit Award Agreement (this “Agreement”) is made by and between Amplify Energy Corp., a Delaware corporation (the “Company”), and [●] (the “Participant”), effective as of [___], 2017 (the “Date of Grant”)1.
Amplify Energy Operating LLCLetter Agreement • March 6th, 2019 • Amplify Energy Corp • Crude petroleum & natural gas • New York
FORBEARANCEForbearance • December 1st, 2016 • Memorial Production Partners LP • Crude petroleum & natural gas • New York
FORBEARANCE, dated as of November 30, 2016 (this “Agreement”), by and among Memorial Production Partners LP., a Delaware limited partnership (the “Partnership”), Memorial Production Finance Corporation, a Delaware corporation (together with the Partnership, the “Issuers”), each of the undersigned entities listed as guarantors (the “Guarantors” and, together with the Issuers, the “Note Parties”), and each of the undersigned beneficial owners and/or investment advisors or managers of discretionary accounts for the holders or beneficial owners of the 2021 Notes (as defined below) (collectively, the “Holders”).
FIRST SUPPLEMENTAL INDENTURESupplemental Indenture • February 24th, 2016 • Memorial Production Partners LP • Crude petroleum & natural gas • New York
First Supplemental Indenture (this “First Supplemental Indenture”), dated as of December 30, 2015, by and among San Pedro Bay Pipeline Company, a California corporation (the “Guaranteeing Subsidiary”), a subsidiary of Memorial Production Partners LP, a Delaware limited partnership (the “Partnership”), the Partnership, Memorial Production Finance Corporation, a Delaware corporation (“Finance Corp.” and together with the Partnership, the “Issuers” and individually an “Issuer”), the other Guarantors (as defined in the Indenture referred to herein) and U.S. Bank National Association, as trustee under the Indenture referred to below (the “Trustee”).
REGISTRATION RIGHTS AGREEMENT by and among Amplify Energy Corp. and THE HOLDERS PARTY HERETO Dated as of May 4, 2017Registration Rights Agreement • May 5th, 2017 • Amplify Energy Corp • Crude petroleum & natural gas • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made as of May 4, 2017 by and among (i) Amplify Energy Corp., a Delaware corporation (the “Company”), (ii) Amplify Energy Contribution LLC A, a Delaware limited liability company (“Contribution LLC A”), (iii) Amplify Energy Contribution LLC B, a Delaware limited liability company (“Contribution LLC B”), (iv) Amplify Energy Contribution LLC C, a Delaware limited liability company (“Contribution LLC C”) and (v) Amplify Energy Contribution LLC D, a Delaware limited liability company (“Contribution LLC D”) (the parties in (ii) – (vi), collectively, the “Contribution LLCs” and each a “Contribution LLC”), and (vii) any other Person who shall at any time be a party to or bound by this Agreement as a result of the execution and delivery to the Company of a Joinder substantially in the form attached as Annex A (a “Joinder”), in accordance with the terms hereof.
Amplify Energy Corp. Management Incentive Plan Stock Option Award AgreementStock Option Award Agreement • May 4th, 2017 • Amplify Energy Corp • Crude petroleum & natural gas • Delaware
This Stock Option Award Agreement (this “Agreement”) is made by and between Amplify Energy Corp., a Delaware corporation (the “Company”), and [●] (the “Participant”), effective as of [___]1, 2017 (the “Date of Grant”).
STOCK OPTION FORFEITURE AGREEMENTStock Option Forfeiture Agreement • March 6th, 2019 • Amplify Energy Corp • Crude petroleum & natural gas • Delaware
This Stock Option Forfeiture Agreement (this “Agreement”) is made by and between Amplify Energy Corp., a Delaware corporation (the “Company”), and the individual (the “Participant”) whose name is set forth on the signature page attached here to (the “Signature Page”), effective as of the date set forth on the Signature Page as the “Date of Forfeiture”. Capitalized terms not otherwise defined in this Agreement shall have the meanings ascribed to those terms in the Plan.
MEMORIAL PRODUCTION PARTNERS LP [•] Common Units Representing Limited Partner Interests UNDERWRITING AGREEMENTUnderwriting Agreement • October 19th, 2011 • Memorial Production Partners LP • Crude petroleum & natural gas • New York
This letter is being delivered to you in connection with the proposed Underwriting Agreement (the “Underwriting Agreement”), among Memorial Production Partners LP (the “Partnership”), Memorial Production Partners GP LLC, Memorial Production Operating LLC, Memorial Resource Development LLC, and you as representatives (the “Representatives”) of a group of Underwriters named therein, relating to an underwritten public offering of common units representing limited partner interests in the Partnership (“Common Units”).
MEMORIAL PRODUCTION PARTNERS GP LLC CHANGE OF CONTROL AGREEMENTChange of Control Agreement • May 4th, 2016 • Memorial Production Partners LP • Crude petroleum & natural gas • Delaware
The Board has determined that appropriate steps should be taken to ensure the continuity of management and to foster objectivity in the face of uncertainty arising from the possibility of a change of control of the Company, although no such change is now contemplated. In order to induce you to remain in the employ of the Company and in consideration of your continued services to the Company, the Company agrees that effective as of [●], 2016, you shall be eligible to receive the severance benefits from the Company set forth in this letter agreement (“Agreement”) in the event you “Separate from Service” with the Company and all related entities (collectively, the “Company Group”) subsequent to a “Change of Control” of the Company (as such terms are defined in Section 2 hereof) under the circumstances described below. This Agreement supersedes and replaces prior agreements and/or policies related to severance benefits payable to you following a Change of Control of the Company, as specifi
