ContractUnderwriting Agreement • February 6th, 2017 • Sanchez Energy Corp • Crude petroleum & natural gas • New York
Sanchez Energy Corporation, a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom you are acting as representative (the “Representative”) an aggregate of 10,000,000 shares of common stock, par value $0.01 per share (“Common Stock”), of the Company (the “Underwritten Shares”) and, at the option of the Underwriters, up to an additional 1,500,000 shares of Common Stock of the Company (the “Option Shares”). The Underwritten Shares and the Option Shares are herein referred to as the “Shares.” The shares of Common Stock of the Company to be outstanding after giving effect to the sale of the Shares are referred to herein as the “Stock”. The Stock, including the Shares, will have attached thereto rights (the “Rights”) to purchase shares of Series C Junior Participating Preferred Stock of the Company. The Rights are to be issued pursuant to the Rights Plan dated as of July 28, 2015 between Sanche
INDEMNIFICATION AGREEMENTIndemnification Agreement • November 1st, 2018 • Sanchez Energy Corp • Crude petroleum & natural gas • Delaware
THIS INDEMNIFICATION AGREEMENT (this “Agreement”) is made and entered into as of October 26, 2018, between Sanchez Energy Corporation, a Delaware corporation (the “Company”), and Eugene I. Davis (“Indemnitee”).
REGISTRATION RIGHTS AGREEMENT by and among SANCHEZ ENERGY CORPORATION and the GUARANTORS party hereto and RBC CAPITAL MARKETS, LLC CREDIT SUISSE SECURITIES (USA) LLC as Representative of the several Initial Purchasers Dated as of September 12, 2014Registration Rights Agreement • September 15th, 2014 • Sanchez Energy Corp • Crude petroleum & natural gas • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made and entered into as of September 12, 2014, by and among SANCHEZ ENERGY CORPORATION, a Delaware corporation (the “Company”), the guarantors listed on the signature pages hereto (collectively, the “Guarantors”) and RBC Capital Markets, LLC and Credit Suisse Securities (USA) LLC, as representatives (the “Representatives”) of the several initial purchasers listed on Schedule 1 to the Purchase Agreement (collectively, the “Initial Purchasers”), each of whom has agreed, severally and not jointly, to purchase the Company’s 6.125% Senior Notes due 2023 (the “Notes”) fully and unconditionally guaranteed by the Guarantors (the “Guarantees”) pursuant to the Purchase Agreement (as defined below). The Notes and the Guarantees attached thereto are herein collectively referred to as the “Securities.”
Sanchez Energy Corporation and Continental Stock Transfer & Trust Company as Rights Agent Rights Agreement Dated as of July 28, 2015Rights Agreement • July 29th, 2015 • Sanchez Energy Corp • Crude petroleum & natural gas • Delaware
Rights Agreement, dated as of July 28, 2015 (this “Agreement”), between Sanchez Energy Corporation, a Delaware corporation (the “Company”), Continental Stock Transfer & Trust Company, a stock transfer agent, as Rights Agent (the “Rights Agent”).
Sanchez Energy Corporation $300,000,000 6.125% Senior Notes due 2023 Purchase AgreementPurchase Agreement • September 15th, 2014 • Sanchez Energy Corp • Crude petroleum & natural gas • New York
Sanchez Energy Corporation, a Delaware corporation (the “Company”) proposes to issue and sell to the several initial purchasers listed in Schedule 1 hereto (the “Initial Purchasers”), for whom you are acting as representatives (the “Representatives”), $300 million principal amount of its 6.125% Senior Notes due 2023 (the “Notes”). The Notes will be issued pursuant to the Indenture dated as of June 27, 2014 (the “Indenture”), among the Company, the guarantors listed in Schedule 2 hereto (the “Guarantors” and, together with the Company, the “Issuers”) and U.S. Bank National Association, as trustee (the “Trustee”), and will be guaranteed on a senior basis by each of the Guarantors (the “Guarantees” and, together with the Notes, the “Securities”).
SECOND AMENDED AND RESTATED CREDIT AGREEMENT dated as of June 30, 2014 among SANCHEZ ENERGY CORPORATION, as Borrower, ROYAL BANK OF CANADA as Administrative Agent, CAPITAL ONE, NATIONAL ASSOCIATION as Syndication Agent COMPASS BANK and SUNTRUST BANK,...Credit Agreement • July 2nd, 2014 • Sanchez Energy Corp • Crude petroleum & natural gas • New York
This SECOND AMENDED AND RESTATED CREDIT AGREEMENT, dated as of June 30, 2014, is among SANCHEZ ENERGY CORPORATION, a Delaware corporation (“Borrower”), ROYAL BANK OF CANADA (in its individual capacity, “RBC”), as administrative agent for the Lenders (hereinafter defined) (in such capacity, together with its successors in such capacity, the “Administrative Agent”), Capital One, National Association, as syndication agent, Compass Bank and SunTrust Bank, each as co-documentation agent, and each of the Lenders from time to time party hereto.
7.25% SENIOR SECURED FIRST LIEN NOTES DUE 2023Indenture • February 20th, 2018 • Sanchez Energy Corp • Crude petroleum & natural gas • New York
This INDENTURE, dated as of February 14, 2018 is among SANCHEZ ENERGY CORPORATION, a Delaware corporation (the “Company”), the Guarantors party hereto from time to time, DELAWARE TRUST COMPANY, a Delaware state chartered trust company, as trustee (the “Trustee”), and Royal Bank of Canada as collateral trustee (the “Collateral Trustee”).
2,500,000 Shares SANCHEZ ENERGY CORPORATION 4.875% CUMULATIVE PERPETUAL CONVERTIBLE PREFERRED STOCK, SERIES A, PAR VALUE $0.01 PER SHARE PURCHASE AGREEMENTPurchase Agreement • September 18th, 2012 • Sanchez Energy Corp • Crude petroleum & natural gas • New York
REGISTRATION RIGHTS AGREEMENT by and among SANCHEZ ENERGY CORPORATION and the GUARANTORS party hereto and RBC CAPITAL MARKETS, LLC CREDIT SUISSE SECURITIES (USA) LLC as Representative of the several Initial Purchasers Dated as of June 27, 2014Registration Rights Agreement • July 2nd, 2014 • Sanchez Energy Corp • Crude petroleum & natural gas • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made and entered into as of June 27, 2014, by and among SANCHEZ ENERGY CORPORATION, a Delaware corporation (the “Company”), the guarantors listed on the signature pages hereto (collectively, the “Guarantors”) and RBC Capital Markets, LLC and Credit Suisse Securities (USA) LLC, as representatives (the “Representatives”) of the several initial purchasers listed on Schedule 1 to the Purchase Agreement (collectively, the “Initial Purchasers”), each of whom has agreed, severally and not jointly, to purchase the Company’s 6.125% Senior Notes due 2023 (the “Notes”) fully and unconditionally guaranteed by the Guarantors (the “Guarantees”) pursuant to the Purchase Agreement (as defined below). The Notes and the Guarantees attached thereto are herein collectively referred to as the “Securities.”
Sanchez Energy Corporation 9,600,000 Shares of Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • September 18th, 2013 • Sanchez Energy Corp • Crude petroleum & natural gas • New York
the expiration of the Lock-up Period, the Shares are “actively traded securities” (as defined in Securities Exchange Commission Regulation M) and (ii) the Company meets the applicable requirements of paragraph (a)(1) of Rule 139 under the Securities Act in the manner contemplated by NASD Rule 2711(f)(4) of the FINRA Manual. The foregoing sentence shall not apply (a) to bona fide gifts, provided the recipient thereof agrees in writing to be bound by the terms of this letter agreement for the remainder of the Lock-Up Period, (b) to dispositions to any trust for the direct or indirect benefit of the undersigned and/or the immediate family of the undersigned, provided that such trust agrees in writing to be bound by the terms of this letter agreement for the remainder of the Lock-Up Period, (c) to the pledge of any Shares or other securities to secure loans to such persons or entities in connection with any financing transaction to which such persons or entities are parties, provided that
SANCHEZ ENERGY CORPORATION THIRD AMENDED AND RESTATED 2011 LONG TERM INCENTIVE PLAN RESTRICTED STOCK AGREEMENTRestricted Stock Agreement • April 23rd, 2018 • Sanchez Energy Corp • Crude petroleum & natural gas • Delaware
Sanchez Energy Corporation, a Delaware corporation (the “Company”), hereby grants to the Participant, pursuant to the provisions of the Sanchez Energy Corporation Third Amended and Restated 2011 Long Term Incentive Plan, as amended from time to time in accordance with its terms (the “Plan”), a restricted stock award pursuant to Section 6(b) of the Plan (this “Award”) of shares (the “Awarded Shares”) of its Common Shares, effective as of the “Date of Grant” as set forth above, upon and subject to the terms and conditions set forth in this Restricted Stock Agreement (this “Agreement”) and in the Plan, which are incorporated herein by reference. Unless otherwise defined in this Agreement, capitalized terms used in this Agreement shall have the meanings assigned to them in the Plan.
Sanchez Energy Corporation 10,000,000 Shares of Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • December 19th, 2011 • Sanchez Energy Corp • Crude petroleum & natural gas • New York
SANCHEZ ENERGY CORPORATION $75,000,000 Shares Common Stock ($0.01 par value) Equity Distribution AgreementEquity Distribution Agreement • May 25th, 2017 • Sanchez Energy Corp • Crude petroleum & natural gas • New York
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PURCHASE AND SALE AGREEMENT AMONG SN COTULLA ASSETS, LLC (“COTULLA”) AND SN PALMETTO, LLC (“PALMETTO”, AND COTULLA ARE COLLECTIVELY, “SELLER”) AND SEP HOLDINGS IV, LLC (“BUYER”) AND SANCHEZ PRODUCTION PARTNERS LP (THE “PARTNERSHIP”)Purchase and Sale Agreement • October 7th, 2016 • Sanchez Energy Corp • Crude petroleum & natural gas • Texas
This Purchase and Sale Agreement is dated as of October 6, 2016 (the “Execution Date”), by and among SN Cotulla Assets, LLC, a Texas limited liability company (“Cotulla”), and SN Palmetto, LLC, a Delaware limited liability company (“Palmetto”, and Cotulla are collectively, “Seller”), on the one hand, and SEP Holdings IV, LLC, a Delaware limited liability company (“Buyer”), and Sanchez Production Partners LP, a Delaware limited partnership (the “Partnership”), on the other hand. Seller, Buyer and, if context requires, the Partnership are sometimes jointly referred to herein as “Parties” and individually referred to as a “Party.”
PURCHASE AND SALE AGREEMENT AMONG SANCHEZ ENERGY CORPORATION (“SN”), SN MIDSTREAM, LLC (“SELLER”) AND SANCHEZ PRODUCTION PARTNERS LP (“BUYER”) DATED AS OF OCTOBER 6, 2016 (Carnero Processing)Purchase and Sale Agreement • October 7th, 2016 • Sanchez Energy Corp • Crude petroleum & natural gas
THIS PURCHASE AND SALE AGREEMENT (this “Agreement”), is entered into on October 6, 2016, by and among Sanchez Energy Corporation, a Delaware corporation (“SN”), SN Midstream, LLC, a Delaware limited liability company (“Seller” and, together with SN, the “SN Parties”), and Sanchez Production Partners LP, a Delaware limited partnership (“Buyer”). The above-named entities are sometimes referred to in this Agreement each as a “Party” and collectively as the “Parties.”
CONTRIBUTION, CONVEYANCE AND ASSUMPTION AGREEMENT BY AND BETWEEN SANCHEZ ENERGY PARTNERS I, LP AND SANCHEZ ENERGY CORPORATION DECEMBER 19, 2011Contribution, Conveyance and Assumption Agreement • December 23rd, 2011 • Sanchez Energy Corp • Crude petroleum & natural gas • Texas
This Contribution, Conveyance and Assumption Agreement (this “Agreement”) is made and entered into as of December 19, 2011, by and between Sanchez Energy Partners I, LP, a Delaware limited partnership (“SEP I”), and Sanchez Energy Corporation, a Delaware corporation (the “Company”).
SANCHEZ ENERGY CORPORATION THIRD AMENDED AND RESTATED 2011 LONG TERM INCENTIVE PLAN PHANTOM STOCK AGREEMENTPhantom Stock Agreement • April 23rd, 2018 • Sanchez Energy Corp • Crude petroleum & natural gas • Delaware
Sanchez Energy Corporation, a Delaware corporation (the “Company”), hereby grants to the Participant, pursuant to the provisions of the Sanchez Energy Corporation Third Amended and Restated 2011 Long Term Incentive Plan, as amended from time to time in accordance with its terms (the “Plan”), an award (this “Award”) pursuant to Section 6(b) of the Plan of shares of Phantom Stock (the “Phantom Shares”), effective as of the “Date of Grant” as set forth above, upon and subject to the terms and conditions set forth in this Phantom Stock Agreement (this “Agreement”) and in the Plan, which are incorporated herein by reference. Each Phantom Share subject to this Award represents a notional share granted under the Plan that upon vesting and settlement would entitle the Participant to receive an amount of cash equal to the Fair Market Value of one Common Share as of the applicable Vesting Date (as defined below). The Phantom Shares will be credited to a separate account maintained for the Partic
EIGHTH AMENDMENT TO SECOND AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • April 24th, 2017 • Sanchez Energy Corp • Crude petroleum & natural gas • New York
THIS EIGHTH AMENDMENT TO SECOND AMENDED AND RESTATED CREDIT AGREEMENT (this “Eighth Amendment”), dated as of April 18, 2017, is entered into by and among SANCHEZ ENERGY CORPORATION, a Delaware corporation (“Borrower”), each of SN PALMETTO, LLC, a Delaware limited liability company f/k/a SEP Holdings III, LLC (“SN Palmetto”), SN MARQUIS LLC, a Delaware limited liability company (“SN Marquis”), SN COTULLA ASSETS, LLC, a Texas limited liability company (“SN Cotulla”), SN OPERATING, LLC, a Texas limited liability company (“SN Operating”), SN TMS, LLC, a Delaware limited liability company (“SN TMS”), SN CATARINA, LLC, a Delaware limited liability company (“SN Catarina”), SN EF MAVERICK, LLC, a Delaware limited liability company (“SN Maverick”) and ROCKIN L RANCH COMPANY, LLC, a Delaware limited liability company (“RLRC”; together with SN Palemetto, SN Marquis, SN Cotulla, SN Operating, SN TMS, SN Catarina and SN Maverick collectively, the “Guarantors” and each, a “Guarantor”), the Required
Geophysical Seismic Data Use License AgreementGeophysical Seismic Data Use License Agreement • November 25th, 2011 • Sanchez Energy Corp • Crude petroleum & natural gas • Texas
This Geophysical Seismic Data Use License Agreement (this “License Agreement”) is executed as of [•], 2011, by and among Sanchez Oil & Gas Corporation, a Delaware corporation (“SOG”), and the following (individually, a “Company,” collectively, the “Companies”): Sanchez Energy Corporation, a Delaware corporation (“Energy Corporation”), SEP Holdings III, LLC, a Delaware limited liability company, SN Marquis LLC, a Delaware limited liability company, and any other subsidiary of the Company that has executed a written agreement pursuant to which such entity becomes a party to this License Agreement and agrees to be bound by the provisions hereof as if such entity was a party hereunder.
Amended and Restated SECURITIES PURCHASE AGREEMENT by and among SANCHEZ ENERGY CORPORATION, SN UR HOLDINGS, LLC SN EF UNSUB GP, LLC SN EF UNSUB, LP, SN EF UnSub Holdings, LLC, GSO ST HOLDINGS ASSOCIATES LLC, GSO ST HOLDINGS LP, And Intrepid Private...Securities Purchase Agreement • May 10th, 2017 • Sanchez Energy Corp • Crude petroleum & natural gas • Delaware
This AMENDED AND RESTATED SECURITIES PURCHASE AGREEMENT (this “Agreement”), is entered into on February 28, 2017 (the “Effective Date”), by and among Sanchez Energy Corporation, a Delaware corporation (“SN”); SN UR Holdings, LLC, a Delaware limited liability company (“SN GP Member”); SN EF UnSub Holdings, LLC, a Delaware limited liability company (“Common Unit Purchaser”); SN EF UnSub, LP, a Delaware limited partnership (the “Partnership”); SN EF UnSub GP, LLC, a Delaware limited liability company and the general partner of the Partnership (the “General Partner”); Intrepid Private Equity V-A, LLC, a Delaware limited liability company (“Intrepid”); GSO ST Holdings Associates LLC, a Delaware limited liability company (“GSO Associates”); and GSO ST Holdings LP, a Delaware limited partnership (“GSO Holdings” and together with Intrepid, the “Preferred Unit Purchasers” and, collectively with GSO Associates and Intrepid, the “Purchasers”). Capitalized terms used but not defined herein shall h
AMENDED AND RESTATED CREDIT AGREEMENT dated as of May 31, 2013 among SANCHEZ ENERGY CORPORATION, SEP HOLDINGS III, LLC SN MARQUIS LLC, And SN COTULLA ASSETS, LLC as Borrowers, ROYAL BANK OF CANADA as Administrative Agent, CAPITAL ONE, NATIONAL...Credit Agreement • June 3rd, 2013 • Sanchez Energy Corp • Crude petroleum & natural gas • New York
This Amended and Restated Credit Agreement, dated as of May 31, 2013, is among SANCHEZ ENERGY CORPORATION, a Delaware corporation (“Sanchez”), SEP HOLDINGS III, LLC, a Delaware limited liability company (“SEP”) and SN MARQUIS LLC, a Delaware limited liability company (“SN Marquis”, together with Sanchez and SEP, hereinafter collectively called the “ Original Borrowers”, and each individually “Original Co-Borrower”), SN COTULLA ASSETS, LLC, a Texas limited liability company (“SN Cotulla”, together with Sanchez, SEP and SN Marquis, hereinafter collectively called the “Borrowers”, and each individually “Co-Borrower”), ROYAL BANK OF CANADA (in its individual capacity, “RBC”), as administrative agent for the Lenders (hereinafter defined) (in such capacity, together with its successors in such capacity, the “Administrative Agent”), Capital One, National Association (in its individual capacity, “Capital One”), as administrative agent under the Original Credit Agreement (hereinafter defined) (
Sanchez Energy Corporation $200,000,000 7.75% Senior Notes due 2021 Purchase AgreementPurchase Agreement • September 19th, 2013 • Sanchez Energy Corp • Crude petroleum & natural gas • New York
Sanchez Energy Corporation, a Delaware corporation (the “Company”) proposes to issue and sell to the several initial purchasers listed in Schedule 1 hereto (the “Initial Purchasers”), for whom you are acting as representatives (the “Representatives”), $200 million principal amount of its 7.75% Senior Notes due 2021 (the “Additional Notes”). The Additional Notes will constitute one series together with, and will be identical in all respects to, the $400 million aggregate principal amount of 7.75% Senior Notes due 2021 (the “Initial Notes”) issued and sold by the Issuers (as defined below) pursuant to that certain purchase agreement, dated June 10, 2013 (the “Original Purchase Agreement”), among the Issuers and RBC Capital Markets, LLC, except that any Additional Notes sold pursuant to Regulation S (“Regulation S”) under the Securities Act of 1933, as amended (the “Securities Act”) may have a separate CUSIP number from that of the Initial Notes sold pursuant to Regulation S. The Addition
INTERIM INVESTORS AGREEMENTInterim Investors Agreement • January 17th, 2017 • Sanchez Energy Corp • Crude petroleum & natural gas • New York
This AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT of Aguila Production HoldCo, LLC (the “Company”), dated as of [·], 2017 (the “Effective Date”), is (a) adopted by the Members (as defined below) and (b) executed and agreed to, for good and valuable consideration, by the Members.
AMENDMENT NO. 2 TO RIGHTS AGREEMENTRights Agreement • August 1st, 2018 • Sanchez Energy Corp • Crude petroleum & natural gas • Delaware
This Amendment No. 2 (this “Amendment”), dated as of July 27, 2018, is made by and between Sanchez Energy Corporation, a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a stock transfer agent, as rights agent (the “Rights Agent”), to the Rights Agreement, dated as of July 28, 2015, between the Company and the Rights Agent (the “Initial Rights Agreement”) and as amended by Amendment No. 1 to the Rights Agreement, dated as of March 1, 2017 (the “First Amendment” and, together with the Initial Rights Agreement, the “Rights Agreement”). All capitalized terms not defined herein shall have the meanings ascribed to such terms in the Rights Agreement.
STANDSTILL AND VOTING AGREEMENT BY AND AMONG SANCHEZ ENERGY CORPORATION, BLACKSTONE CAPITAL PARTNERS VII L.P. AND BLACKSTONE ENERGY PARTNERS II L.P.Standstill and Voting Agreement • May 10th, 2017 • Sanchez Energy Corp • Crude petroleum & natural gas • Delaware
This STANDSTILL AND VOTING AGREEMENT (this “Agreement”) is made and entered into as of March 1, 2017, by and among Sanchez Energy Corporation, a Delaware corporation (the “Company”), Blackstone Capital Partners VII L.P. (“BCP VII”), and Blackstone Energy Partners II L.P. (“BEP II” and, collectively with BCP VII, the “Investors”).
REGISTRATION RIGHTS AGREEMENT BETWEEN SANCHEZ ENERGY CORPORATION AND SANCHEZ ENERGY PARTNERS I, LP DATED AS OF DECEMBER 19, 2011Registration Rights Agreement • December 23rd, 2011 • Sanchez Energy Corp • Crude petroleum & natural gas
REGISTRATION RIGHTS AGREEMENT dated as of December 19, 2011 (this “Agreement”), between SANCHEZ ENERGY CORPORATION, a Delaware corporation (the “Company”), and SANCHEZ ENERGY PARTNERS I, LP, a Delaware limited partnership (“SEP I”).
THIRD AMENDED AND RESTATED CREDIT AGREEMENT dated as of February 14, 2018 among SANCHEZ ENERGY CORPORATION, as Borrower, ROYAL BANK OF CANADA, as Administrative Agent, ROYAL BANK OF CANADA, as Collateral Agent, RBC CAPITAL MARKETS, as Arranger and THE...Credit Agreement • February 20th, 2018 • Sanchez Energy Corp • Crude petroleum & natural gas • New York
This THIRD AMENDED AND RESTATED CREDIT AGREEMENT, dated as of February 14, 2018, is among SANCHEZ ENERGY CORPORATION, a Delaware corporation (the “Borrower”), ROYAL BANK OF CANADA (“RBC”), as administrative agent for the Lenders (hereinafter defined) (in such capacity, together with its successors in such capacity, the “Administrative Agent”), ROYAL BANK OF CANADA, as collateral agent for the Lenders and the other Secured Parties (in such capacity, together with its successors in such capacity, the “Collateral Agent”), and each of the Lenders from time to time party hereto.
ContractResignation, Appointment and Acceptance • August 8th, 2016 • Sanchez Energy Corp • Crude petroleum & natural gas • New York
THIS INSTRUMENT OF RESIGNATION, APPOINTMENT AND ACCEPTANCE (this “Instrument”), dated as of May 20, 2016 (“Effective Date”), is by and among Sanchez Energy Corporation, a Delaware corporation (the “Issuer”), Delaware Trust Company, a Delaware state chartered trust company duly organized and existing under the laws of the State of Delaware (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).
Form of Securities Purchase AgreementSecurities Purchase Agreement • March 21st, 2013 • Sanchez Energy Corp • Crude petroleum & natural gas • New York
Please confirm that the foregoing correctly sets forth the agreement between us by signing in the space provided below for that purpose. This Agreement is dated effective as of the Effective Time (as defined above).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • May 10th, 2017 • Sanchez Energy Corp • Crude petroleum & natural gas • Delaware
This REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made and entered into as of March 1, 2017, by and between Sanchez Energy Corporation, a Delaware corporation (the “Corporation”), and the funds managed by GSO that are identified in Exhibit M to the Purchase Agreement (as defined below) and specified on the signature pages hereof (the “GSO Funds”).
PURCHASE AND SALE AGREEMENT by and among SWEPI LP and SHELL GULF OF MEXICO INC., as Sellers and SANCHEZ ENERGY CORPORATION, as Purchaser DATED MAY 21, 2014 RELATING TO OIL & GAS INTERESTS IN DIMMIT, LASALLE AND WEBB COUNTIES, TEXASPurchase and Sale Agreement • May 22nd, 2014 • Sanchez Energy Corp • Crude petroleum & natural gas • Texas
THIS PURCHASE AND SALE AGREEMENT (this “Agreement”) is dated May 21, 2014 (the “Execution Date”), by and among SWEPI LP, a Delaware limited partnership, and Shell Gulf of Mexico Inc., a Delaware corporation (each of which, a “Seller” and collectively, the “Sellers”), the address for each of which is 150-C N. Dairy Ashford, Houston, Texas 77079, on the one hand, and Sanchez Energy Corporation, a Delaware corporation, (“Purchaser”) , the address for which is 1111 Bagby Street, Suite 1800, Houston, Texas 77002, on the other hand. Each of Sellers and Purchaser are sometimes separately referred to as a “Party” and are sometimes collectively referred to as “Parties”.
STANDSTILL AND VOTING AGREEMENT BY AND BETWEEN SANCHEZ ENERGY CORPORATION AND THE GSO FUNDSStandstill and Voting Agreement • May 10th, 2017 • Sanchez Energy Corp • Crude petroleum & natural gas • Delaware
This STANDSTILL AND VOTING AGREEMENT (this “Agreement”) is made and entered into as of February 6, 2017, by and between (a) Sanchez Energy Corporation, a Delaware corporation (the “Company”), and (b) the funds specified on the signature pages hereof (collectively, the “GSO Funds” and individually, a “GSO Fund”). Capitalized terms used but not defined herein shall have the meanings assigned to such terms in Article I.
SANCHEZ ENERGY CORPORATION SECOND AMENDED AND RESTATED 2011 LONG TERM INCENTIVE PLAN PERFORMANCE ACCELERATED PHANTOM STOCK AGREEMENTPhantom Stock Agreement • April 21st, 2016 • Sanchez Energy Corp • Crude petroleum & natural gas • Delaware
Sanchez Energy Corporation, a Delaware corporation (the “Company”), hereby grants to the Participant, pursuant to the provisions of the Sanchez Energy Corporation Second Amended and Restated 2011 Long Term Incentive Plan, as amended from time to time in accordance with its terms (the “Plan”), an award (this “Award”) pursuant to Section 6(b) of the Plan of shares of Phantom Stock (the “Phantom Shares”), effective as of the “Date of Grant” as set forth above, upon and subject to the terms and conditions set forth in this Phantom Stock Agreement (this “Agreement”) and in the Plan, which are incorporated herein by reference. Each Phantom Share subject to this Award represents a notional share granted under the Plan that upon vesting and settlement would entitle the Participant to receive an amount of cash equal to the Fair Market Value of one Common Share as of the Vesting Date (as defined below). The Phantom Shares will be credited to a separate account maintained for the Participant on t
LIMITED CONSENT AND AMENDMENTLimited Consent and Amendment • March 21st, 2013 • Sanchez Energy Corp • Crude petroleum & natural gas • Texas
THIS LIMITED CONSENT AND AMENDMENT (the “Consent”), effective as of the 15th day of March, 2013, is entered into by and among SANCHEZ ENERGY CORPORATION (“Sanchez”), SEP HOLDINGS III, LLC and SN MARQUIS LLC (each, including Sanchez, a “Borrower” and collectively, the “Borrowers”), the Lenders party hereto (the “Lenders”) and CAPITAL ONE, NATIONAL ASSOCIATION, as Administrative Agent for the Lenders (in such capacity, together with its successors in such capacity, the “Administrative Agent”).
SANCHEZ ENERGY CORPORATION THIRD AMENDED AND RESTATED 2011 LONG TERM INCENTIVE PLAN PERFORMANCE SHARE-SETTLED PHANTOM STOCK AGREEMENTPhantom Stock Agreement • April 23rd, 2018 • Sanchez Energy Corp • Crude petroleum & natural gas • Delaware
Sanchez Energy Corporation, a Delaware corporation (the “Company”), hereby grants to the Participant, pursuant to the provisions of the Sanchez Energy Corporation Third Amended and Restated 2011 Long Term Incentive Plan, as amended from time to time in accordance with its terms (the “Plan”), an award (this “Award”) pursuant to Section 6(b) of the Plan of shares of Phantom Stock (the “Phantom Shares”), effective as of the “Date of Grant” as set forth above, upon and subject to the terms and conditions set forth in this Phantom Stock Agreement (this “Agreement”) and in the Plan, which are incorporated herein by reference. The number of Target Phantom Shares subject to this Award that vest, if any, shall be determined in accordance with the terms and conditions set forth on Schedule I attached hereto. Each Phantom Share subject to this Award represents a notional share granted under the Plan that upon vesting and settlement, in accordance with the terms and conditions set forth on Schedul
