FORM OF INDEMNIFICATION AGREEMENTIndemnification Agreement • February 25th, 2014 • Santa Maria Energy Corp • Crude petroleum & natural gas • Delaware
This Indemnification Agreement (this “Agreement”) is made as of [ ], 2014 by and between Santa Maria Energy Corporation, a Delaware corporation (the “Company”), and [ ] (“Indemnitee”).
AMENDED AND RESTATED CREDIT AGREEMENT dated as of November 9, 2012 among SANTA MARIA ENERGY HOLDINGS, LLC, as Borrower, MUTUAL OF OMAHA BANK, as Administrative Agent, and The Lenders Party HeretoCredit Agreement • January 27th, 2014 • Santa Maria Energy Corp • Crude petroleum & natural gas • California
THIS AMENDED AND RESTATED CREDIT AGREEMENT dated as of November 9, 2012, is among: Santa Maria Energy Holdings, LLC, a limited liability company duly formed and existing under the laws of the State of Delaware (the “Borrower”); each of the Lenders from time to time party hereto; and Mutual of Omaha Bank, as administrative agent for the Lenders (in such capacity, together with its successors in such capacity, the “Administrative Agent”).
AMENDED AND RESTATED CREDIT AGREEMENT dated as of November 9, 2012 among SANTA MARIA ENERGY HOLDINGS, LLC, as Borrower, MUTUAL OF OMAHA BANK, as Administrative Agent, and The Lenders Party HeretoCredit Agreement • December 17th, 2013 • Santa Maria Energy Corp • California
THIS AMENDED AND RESTATED CREDIT AGREEMENT dated as of November 9, 2012, is among: Santa Maria Energy Holdings, LLC, a limited liability company duly formed and existing under the laws of the State of Delaware (the “Borrower”); each of the Lenders from time to time party hereto; and Mutual of Omaha Bank, as administrative agent for the Lenders (in such capacity, together with its successors in such capacity, the “Administrative Agent”).
SECOND AMENDMENT TO AGREEMENT TO USE RECYCLED WATERSanta Maria Energy Corp • January 27th, 2014 • Crude petroleum & natural gas
WHEREAS, LAGUNA COUNTY SANITATION DISTRICT, a county sanitation district, “DISTRICT”, and SANTA MARIA PACIFIC, a limited liability corporation, “USER”, entered into an agreement dated August 22, 2005 to use recycled water, “Agreement” for industrial and agricultural purposes.
ContractOutright Purchase Agreement • January 27th, 2014 • Santa Maria Energy Corp • Crude petroleum & natural gas
CERTAIN MATERIAL (INDICATED BY THREE ASTERISKS) HAS BEEN OMITTED FROM THIS DOCUMENT PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT. THE OMITTED MATERIAL HAS BEEN FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.
November 27, 2013 Kevin McMillan Plano, TX 75024 Dear Kevin:Merger Agreement • February 25th, 2014 • Santa Maria Energy Corp • Crude petroleum & natural gas • Delaware
As you know, Santa Maria Energy Holdings, LLC (the “Company”) intends to enter into an agreement and plan of merger (the “Merger Agreement”) with Hyde Park Acquisition Corp. II (“Hyde Park”), Santa Maria Energy Corporation (“Parent”), HPAC Merger Sub, Inc. (“Merger Sub 1”), SME Merger Sub, LLC (“Merger Sub 2”), pursuant to which, among other things (i) Merger Sub 1 shall be merged with and into Hyde Park and (ii) Merger Sub 2 shall be merged with and into the Company (collectively, the “Mergers”). We consider your continued contributions to the Company essential to the success of the Mergers and in order to encourage your continued dedication through the closing of the Mergers (the “Closing”), we have determined that you will be eligible to receive a transaction bonus in accordance with the terms and conditions set forth in this letter.
ContractOil Outright Purchase Agreement • January 27th, 2014 • Santa Maria Energy Corp • Crude petroleum & natural gas
CERTAIN MATERIAL (INDICATED BY THREE ASTERISKS) HAS BEEN OMITTED FROM THIS DOCUMENT PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT. THE OMITTED MATERIAL HAS BEEN FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.
FIRST AMENDMENT TO AGREEMENT TO USE RECYCLED WATERSanta Maria Energy Corp • January 27th, 2014 • Crude petroleum & natural gas
WHEREAS, LAGUNA COUNTY SANITATION DISTRICT, a county sanitation district, “DISTRICT”, and SANTA MARIA PACIFIC, a limited liability corporation, “USER”, entered into an agreement dated September 13, 2005 to use recycled water, “Agreement” for industrial and agricultural purposes.
FORM OF REGISTRATION RIGHTS AGREEMENTForm of Registration Rights Agreement • March 12th, 2014 • Santa Maria Energy Corp • Crude petroleum & natural gas • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is entered into as of the [ — ] day of [ — ], 2014, by and among Santa Maria Energy Corporation, a Delaware corporation (the “Company”), and the undersigned parties listed on Schedule A hereto (each, an “Investor” and collectively, the “Investors”).
AGREEMENT TO USE RECYCLED WATERAgreement to Use Recycled Water • January 27th, 2014 • Santa Maria Energy Corp • Crude petroleum & natural gas • California
FIRST AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT dated as of June 25, 2013 among SANTA MARIA ENERGY HOLDINGS, LLC, as Borrower, the Guarantors Party Hereto, MUTUAL OF OMAHA BANK, as Administrative Agent, and the Lenders Party HeretoCredit Agreement • December 17th, 2013 • Santa Maria Energy Corp • California
This FIRST AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT (this “First Amendment”) dated as of June 25, 2013 (the “First Amendment Effective Date”) is among SANTA MARIA ENERGY HOLDINGS, LLC, a limited liability company duly formed and existing under the laws of the State of Delaware (the “Borrower”), each of the Guarantors that are parties hereto, each of the Lenders that are parties hereto and MUTUAL OF OMAHA BANK (in its individual capacity, “Mutual of Omaha”), as administrative agent for the Lenders (in such capacity, together with its successors in such capacity, the “Administrative Agent”).
SECOND AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT dated as of December 11, 2013 among SANTA MARIA ENERGY HOLDINGS, LLC, as Borrower, the Guarantors Party Hereto, MUTUAL OF OMAHA BANK, as Administrative Agent, and the Lenders Party HeretoCredit Agreement • December 17th, 2013 • Santa Maria Energy Corp • California
This SECOND AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT (this “Second Amendment”) dated as of December 11, 2013 (the “Second Amendment Effective Date”) is among SANTA MARIA ENERGY HOLDINGS, LLC, a limited liability company duly formed and existing under the laws of the State of Delaware (the “Borrower”), each of the Guarantors that are parties hereto, each of the Lenders that are parties hereto and MUTUAL OF OMAHA BANK (in its individual capacity, “Mutual of Omaha”), as administrative agent for the Lenders (in such capacity, together with its successors in such capacity, the “Administrative Agent”).
