AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF LINNCO, LLCLimited Liability Company Agreement • October 17th, 2012 • LinnCo LLC • Crude petroleum & natural gas • Delaware
This AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF LINNCO, LLC, dated as of October 17, 2012 is entered into by and effectuated by Linn Energy, LLC (“Linn Energy”), a Delaware limited liability company and the sole Member of LinnCo, LLC, a Delaware limited liability company (the “Company”).
OMNIBUS AGREEMENT between LINN ENERGY, LLC and LINNCO, LLCOmnibus Agreement • October 17th, 2012 • LinnCo LLC • Crude petroleum & natural gas
This OMNIBUS AGREEMENT (“Agreement”) is entered into on, and effective as of, the Closing Date (as defined herein) by and between Linn Energy, LLC, a Delaware limited liability company (“Linn Energy”), and LinnCo, LLC, a Delaware limited liability company (“LinnCo”). The above-named entities are sometimes referred to in this Agreement each as a “Party” and collectively as the “Parties.”
THIRD AMENDMENT TO RESTRUCTURING SUPPORT AGREEMENTRestructuring Support Agreement • October 11th, 2016 • LinnCo, LLC • Crude petroleum & natural gas • Texas
This THIRD AMENDMENT TO RESTRUCTURING SUPPORT AGREEMENT, dated as of October 7, 2016 (this “Third Amendment”), is made and entered into by and among: (i) LinnCo, LLC and Linn Energy, LLC, on behalf of itself and its direct and indirect subsidiaries other than Berry Petroleum Company, LLC (“Berry”) and Linn Acquisition Company, LLC (“LAC”) (together with its direct and indirect subsidiaries other than Berry and LAC, “LINN”); (ii) Berry and LAC (together with LINN, the “Company”); (iii) the undersigned holders (together with their permitted successors and assigns, each a “Consenting LINN Lender”) of claims pursuant to that certain Sixth Amended and Restated Credit Agreement, dated as of April 24, 2013, as amended (the “LINN Credit Agreement”); (iv) the undersigned holders (together with their permitted successors and assigns, each a “Consenting Berry Lender,” and together with the Consenting LINN Lenders, the “Consenting Creditors”) of claims pursuant to that certain Second Amended and R
LINN ENERGY, LLC LONG-TERM INCENTIVE PLAN FORM OF EXECUTIVE OPTION AGREEMENT FOR SPECIAL INCENTIVE GRANT (ELLIS)Option Agreement • October 17th, 2012 • LinnCo LLC • Crude petroleum & natural gas
This option agreement (“Option Agreement”) is made and entered into effective as of October 11, 2012, (the “Grant Date”) by and between LINN ENERGY, LLC, a Delaware limited liability company (together with its subsidiaries, the “Company”), and Mark E. Ellis (“Participant”).
LINNCO, LLC Common Shares Representing Limited Liability Company Interests UNDERWRITING AGREEMENTUnderwriting Agreement • October 17th, 2012 • LinnCo LLC • Crude petroleum & natural gas • New York
FIRST AMENDED AND RESTATED RESTRUCTURING SUPPORT AGREEMENTEmployment Agreement • October 27th, 2016 • LinnCo, LLC • Crude petroleum & natural gas • New York
This FIRST AMENDED AND RESTATED RESTRUCTURING SUPPORT AGREEMENT, dated as of October 21, 2016, amends, restates, and replaces in its entirety the Restructuring Support Agreement, dated as of October 7, 2016 (as amended, supplemented, or otherwise modified from time to time, this “Agreement”), by and among: (i) Linn Energy, LLC, on behalf of itself and its direct and indirect subsidiaries other than Berry Petroleum Company, LLC (“Berry”) and Linn Acquisition Company, LLC (“LAC”, and together with Berry, each a “Berry Debtor”) (Linn Energy, LLC, together with its direct and indirect subsidiaries other than Berry and LAC, each a “LINN Debtor”); (ii) the undersigned holders (together with their permitted successors and assigns, each a “Consenting LINN Lender”) of claims pursuant to that certain Sixth Amended and Restated Credit Agreement dated April 24, 2013 (as amended, restated, supplemented, or otherwise modified from time to time, the “LINN Credit Agreement”); and (iii) the undersigned
CONTRIBUTION AGREEMENTContribution Agreement • February 21st, 2013 • LinnCo, LLC • Crude petroleum & natural gas • Delaware
This CONTRIBUTION AGREEMENT (this “Agreement”), dated as of February 20, 2013, is made by and between LinnCo, LLC, a Delaware limited liability company (“LinnCo”), and Linn Energy, LLC, a Delaware limited liability company (“Linn”). The above-named entities are sometimes referred to in this Agreement each as a “Party” and collectively as the “Parties.”
FOURTH AMENDMENT TO RESTRUCTURING SUPPORT AGREEMENTRestructuring Support Agreement • October 18th, 2016 • LinnCo, LLC • Crude petroleum & natural gas • Texas
This FOURTH AMENDMENT TO RESTRUCTURING SUPPORT AGREEMENT, dated as of October 14, 2016 (this “Fourth Amendment”), is made and entered into by and among: (i) LinnCo, LLC and Linn Energy, LLC, on behalf of itself and its direct and indirect subsidiaries other than Berry Petroleum Company, LLC (“Berry”) and Linn Acquisition Company, LLC (“LAC”) (together with its direct and indirect subsidiaries other than Berry and LAC, “LINN”); (ii) Berry and LAC (together with LINN, the “Company”); (iii) Wells Fargo Bank, N.A., as administrative agent (the “LINN Agent”) under that certain Sixth Amended and Restated Credit Agreement, dated as of April 24, 2013, as amended; and (iv) Wells Fargo Bank, N.A., as administrative agent (the “Berry Agent,” and together with the LINN Agent, the “Agents”) under that certain Second Amended and Restated Credit Agreement, dated as of November 15, 2010, as amended, and amends that certain Restructuring Support Agreement, dated as of May 10, 2016, by and among the Com
LINN ENERGY, LLC LONG-TERM INCENTIVE PLAN FORM OF EXECUTIVE OPTION AGREEMENT FOR SPECIAL INCENTIVE GRANTOption Agreement • October 17th, 2012 • LinnCo LLC • Crude petroleum & natural gas
This option agreement (“Option Agreement”) is made and entered into effective as of October 11, 2012, (the “Grant Date”) by and between LINN ENERGY, LLC, a Delaware limited liability company (together with its subsidiaries, the “Company”), and [Executive] (“Participant”).
AMENDMENT NO. 1 TO CONTRIBUTION AGREEMENTContribution Agreement • November 4th, 2013 • LinnCo, LLC • Crude petroleum & natural gas • Delaware
This AMENDMENT NO. 1 (this “Amendment”), dated as of November 3, 2013, to the Contribution Agreement (the “Contribution Agreement”), dated as of February 20, 2013, is by and between LinnCo, LLC, a Delaware limited liability company (“LinnCo”), and Linn Energy, LLC, a Delaware limited liability company (“LINN”).
FIRST AMENDMENT TO RESTRUCTURING SUPPORT AGREEMENTRestructuring Support Agreement • October 18th, 2016 • LinnCo, LLC • Crude petroleum & natural gas • New York
This FIRST AMENDMENT TO RESTRUCTURING SUPPORT AGREEMENT, dated as of October 14, 2016 (this “First Amendment”), is made and entered into by and among: (i) Linn Energy, LLC, on behalf of itself and its direct and indirect subsidiaries other than Berry Petroleum Company, LLC and Linn Acquisition Company, LLC (Linn Energy, LLC, together with its direct and indirect subsidiaries other than Berry and LAC, each a “LINN Debtor”); and (ii) the undersigned holders of notes (or investment advisers or managers to such holders) issued pursuant to the LINN Notes Indentures (together with their permitted successors and assigns, each a “Consenting LINN Noteholder”), and amends that certain Restructuring Support Agreement, dated as of October 7, 2016, by and among the Company and the Consenting Creditors parties thereto from time to time (as amended, restated, supplemented, or otherwise modified from time to time, the “Restructuring Support Agreement”). Each of the LINN Debtors and the Consenting LINN
AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENTLimited Liability Company Agreement • March 3rd, 2014 • LinnCo, LLC • Crude petroleum & natural gas • Delaware
This FIRST AMENDMENT (this “First Amendment”) to the AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF LINNCO, LLC, (the “Company”), dated as of October 17, 2012 (the “LLC Agreement”), is hereby executed as of December 16, 2013 by Mark E. Ellis on behalf of the Company and its Members in accordance with Section 2.6 of the LLC Agreement. Capitalized terms used but not defined herein have the meaning given to such terms in the LLC Agreement.
FOURTH AMENDMENT AND CONSENT TO FIFTH AMENDED AND RESTATED CREDIT AGREEMENT DATED AS OF SEPTEMBER 28, 2012 AMONG LINN ENERGY, LLC, AS BORROWER, THE GUARANTORS, WELLS FARGO BANK, NATIONAL ASSOCIATION, AS ADMINISTRATIVE AGENT, ROYAL BANK OF CANADA, AS...Credit Agreement • October 10th, 2012 • LinnCo LLC • Crude petroleum & natural gas • Texas
THIS FOURTH AMENDMENT AND CONSENT TO FIFTH AMENDED AND RESTATED CREDIT AGREEMENT (this “Fourth Amendment”) dated as of September 28, 2012, among LINN ENERGY, LLC, a Delaware limited liability company, (the “Borrower”); the Guarantors signatory hereto, each of the Lenders party to the Credit Agreement referred to below; and WELLS FARGO BANK, NATIONAL ASSOCIATION (“Wells”), as administrative agent for the Lenders (in such capacity, together with its successors in such capacity, the “Administrative Agent”).
RESTRUCTURING SUPPORT AGREEMENTRestructuring Support Agreement • May 11th, 2016 • LinnCo, LLC • Crude petroleum & natural gas • Texas
This RESTRUCTURING SUPPORT AGREEMENT (this “Agreement”) is made and entered into as of May 10, 2016, by and among: (i) LinnCo, LLC and Linn Energy, LLC, on behalf of itself and its direct and indirect subsidiaries other than Berry Petroleum Company, LLC (“Berry”) and Linn Acquisition Company, LLC (“LAC”) (together with its direct and indirect subsidiaries other than Berry and LAC, “LINN”); (ii) Berry and LAC (together with LINN, the “Company”); (iii) the undersigned holders (together with their permitted successors and assigns, each a “Consenting LINN Lender”) of claims pursuant to that certain Sixth Amended and Restated Credit Agreement dated April 24, 2013 (as amended, restated, supplemented, or otherwise modified from time to time, the “LINN Credit Agreement”); (iv) the undersigned holders (together with their permitted successors and assigns, each a “Consenting Berry Lender”) of claims pursuant to certain Second Amended and Restated Credit Agreement, dated as of November 15, 2010 (
