CREDIT AGREEMENT DATED AS OF AUGUST 12, 2011 AMONG NEW SOURCE ENERGY CORPORATION, AS BORROWER, BANK OF MONTREAL, AS ADMINISTRATIVE AGENT, KEYBANK NATIONAL ASSOCIATION, AS SYNDICATION AGENT, AND THE LENDERS PARTY HERETO LEAD ARRANGER AND SOLE...Credit Agreement • August 30th, 2011 • New Source Energy Corp • Texas
THIS CREDIT AGREEMENT dated as of August 12, 2011 is among: New Source Energy Corporation, a Delaware corporation (the “Borrower”); each of the Lenders from time to time party hereto; Bank of Montreal (in its individual capacity, “BMO”), as administrative agent for the Lenders (in such capacity, together with its successors in such capacity, the “Administrative Agent”); and KeyBank National Association, as syndication agent for the Lenders (in such capacity, together with its successors in such capacity, the “Syndication Agent”).
Shares NEW SOURCE ENERGY CORPORATION Common Stock FORM OF UNDERWRITING AGREEMENTUnderwriting Agreement • April 20th, 2012 • New Source Energy Corp • Crude petroleum & natural gas • New York
New Source Energy Corporation, a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell an aggregate of shares (the “Firm Shares”) of the Company’s common stock, $0.001 par value per share (the “Common Stock”), to the several underwriters named in Schedule I (collectively, the “Underwriters”), for whom BMO Capital Markets Corp. (“BMOCM”) and KeyBanc Capital Markets Inc. (“KBCM”) are acting as representatives (the “Representatives”). The Company has also agreed to grant to the Underwriters an option (the “Option”) to purchase up to an additional shares of Common Stock (the “Option Shares”) on the terms and for the purposes set forth in Section 1(b). The Firm Shares and the Option Shares are hereinafter collectively referred to as the “Shares.”
August 18, 2011Employment Agreement • August 30th, 2011 • New Source Energy Corp • Oklahoma
We are pleased that you have accepted an employed position with New Source Energy Corporation (the “Company”). The purpose of this letter is to describe the general terms and conditions of your employment with the Company. We intend to enter into a formal Employment Agreement with you on terms similar to those found herein and other terms as soon as practicable after the date of this letter, and when that occurs such Employment Agreement will supersede this letter in its entirety. However, until that occurs this letter shall control the terms of your employment with the Company.
FIRST AMENDMENT TO GOLDEN LANE PARTICIPATION AGREEMENTGolden Lane Participation Agreement • August 30th, 2011 • New Source Energy Corp
This First Amendment to Golden Lane Participation Agreement (this “First Amendment”) is dated as of the day of October, 2007 by and between New Dominion, L.L.C., an Oklahoma limited liability company (“NDL”), Scintilla, L.L.C., an Oklahoma limited liability company (“Scintilla”), North Paradigm Partners, L.P. North Paradigm Partners II, L.P., North Paradigm Partners III-A, L.P., North Paradigm Partners III-B, L.P. (all Delaware limited partnerships), and the Michael Greer and Vickie Greer Family Trust dated January 10, 2007 (collectively the “NPP Group”), and CEU Paradigm, LLC, a Delaware limited liability company (“CEU,” and, collectively with Scintilla and the NPP Group, the “Participants”).
GOLDEN LANE PARTICIPATION AGREEMENTParticipation Agreement • August 30th, 2011 • New Source Energy Corp • Oklahoma
THIS AGREEMENT (“Agreement”) is between New Dominion, L.L.C., designated and referred to as “Operator,” and the signatory party or parties other than Operator, sometimes referred to individually as “Non-Operator,” and collectively as “Non-Operators.”
OPERATING AGREEMENT DATED August 1, 2011Operating Agreement • August 30th, 2011 • New Source Energy Corp • Oklahoma
THIS AGREEMENT (“Agreement”) is between New Dominion, LLC (“NDL”), designated and referred to as “Operator,” and the signatory Party or parties other than Operator, sometimes referred to individually as “Non-Operator,” and collectively as “Non-Operators.”
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • August 30th, 2011 • New Source Energy Corp • Oklahoma
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made as of August 12, 2011, by and among New Source Energy Corporation, a Delaware corporation (the “Company”), David J. Chernicky, as trustee of the David J. Chernicky Trust, a trust formed under the laws of Oklahoma under that certain Trust dated February 7, 2005 (“Chernicky Trust”), Deylau, LLC, a Delaware limited liability company (“Deylau”), Timothy R. and Robin L. Cargile, individually (collectively, “Cargile”), W. K. Chernicky, L.L.C., an Oklahoma limited liability company (“WKC”), Okeanos, Inc., an Oklahoma corporation (“Okeanos”), Tony McKaig, individually (“McKaig”), and Red Dragon, L.L.C., an Oklahoma limited liability company (“Red Dragon,” and collectively with Chernicky Trust, Deylau, Cargile, WKC, Okeanos and McKaig, the “Investors” or each individually, an “Investor”), with reference to the following circumstances:
CONTRIBUTION AGREEMENT Among DEYLAU, LLC, a Delaware Limited Liability Company; TIMOTHY R. AND ROBIN L. CARGILE; W.K. CHERNICKY, L.L.C., an Oklahoma Limited Liability Company; OKEANOS, INC., an Oklahoma Corporation; TONY MCKAIG; RED DRAGON, LLC, an...Contribution Agreement • August 30th, 2011 • New Source Energy Corp • Oklahoma
This Contribution Agreement (“Agreement”) is entered into this 12th day of August, 2011 by and among Deylau, LLC, a Delaware Limited Liability Company; Timothy R. and Robin L. Cargile; W.K. Chernicky, L.L.C., an Oklahoma Limited Liability Company; Okeanos, Inc., an Oklahoma Corporation; Tony McKaig; Red Dragon, LLC, an Oklahoma Limited Liability Company (each, a “Grantor”, and collectively, the “Grantors”), and New Source Energy Corporation, a Delaware corporation (“Grantee”). Grantors and Grantee are collectively referred to herein as the “Parties” and sometimes individually referred to as a “Party.”
RIGHT OF FIRST REFUSAL AND ACCESS AGREEMENTRight of First Refusal and Access Agreement • August 30th, 2011 • New Source Energy Corp • Oklahoma
THIS RIGHT OF FIRST REFUSAL AND ACCESS AGREEMENT (this “Agreement”) is entered into effective as of August 12, 2011 (the “Effective Date”), by and among NEW DOMINION, LLC, an Oklahoma limited liability company (“NDL”), SCINTILLA, LLC, an Oklahoma limited liability company (“Scintilla”), and NEW SOURCE ENERGY CORPORATION, a Delaware corporation (“NSE”), with reference to the following circumstances:
Kevin Easley President and CEO New Dominion, LLCElection Agreement • March 28th, 2012 • New Source Energy Corp • Crude petroleum & natural gas
CONTRIBUTION AGREEMENT Between SCINTILLA, LLC, An Oklahoma Limited Liability Company (Grantor) and NEW SOURCE ENERGY CORPORATION A Delaware Corporation (Grantee)Contribution Agreement • August 30th, 2011 • New Source Energy Corp • Oklahoma
This Contribution Agreement (“Agreement”) is entered into this 12th day of August, 2011 by and between Scintilla, LLC, an Oklahoma limited liability company (“Grantor”), and New Source Energy Corporation, a Delaware corporation (“Grantee”). Grantor and Grantee are collectively referred to herein as the “Parties” and sometimes individually referred to as a “Party.”
