CREDIT AGREEMENT among DBR LAND LLC, as Borrower DBR REIT LLC, DBR DESERT LLC, DBR REEVES LLC, DELAWARE BASIN RANCHES INC., HH OPERATING, LLC, DBR SOLAR LLC and PECOS RENEWABLES LLC, as Guarantors THE OTHER GUARANTORS FROM TIME TO TIME PARTY HERETO...Credit Agreement • May 31st, 2024 • LandBridge Co LLC • Oil royalty traders • Texas
THIS CREDIT AGREEMENT (as the same may be amended, restated, supplemented or otherwise modified from time to time, this “Agreement”), dated as of July 3, 2023, is by and among DBR LAND LLC, a Delaware limited liability company (“Borrower”), DBR REIT LLC, a Delaware limited liability company (“DBR REIT”), as a Guarantor, DBR DESERT LLC, a Delaware limited liability company (“DBR Desert”), as a Guarantor, DBR REEVES LLC, a Delaware limited liability company (“DBR Reeves”), as a Guarantor, DELAWARE BASIN RANCHES INC., a Texas corporation (“DBRI”), as a Guarantor, HH OPERATING, LLC, a Texas limited liability company (“HH Operating”), as a Guarantor, DBR SOLAR LLC, a Delaware limited liability company (“DBR Solar”), as a Guarantor, PECOS RENEWABLES LLC, a Delaware limited liability company (“Pecos Renewables”), as a Guarantor, each of the other Guarantors from time to time party hereto, the lenders from time to time party hereto (collectively, the “Lenders” and each, individually, a “Lender
PRODUCED WATER FACILITIES AND ACCESS AGREEMENT among TEXAS PACIFIC RESOURCES LLC, DBR LAND LLC, DELAWARE BASIN RANCHES INC. and WATERBRIDGE STATELINE LLC Dated March 8, 2022Facilities and Access Agreement • May 31st, 2024 • LandBridge Co LLC • Oil royalty traders • Texas
This Produced Water Facilities and Access Agreement (this “Agreement”) is entered into as of March 8, 2022 (the “Effective Date”), by and among Texas Pacific Resources LLC, a Delaware limited liability company (“TPR”), DBR Land LLC, a Delaware limited liability company (“DBR”), WaterBridge Stateline LLC, a Delaware limited liability company (“WBSL”) and, Delaware Basin Ranches Inc., a Texas corporation (“Landowner”). TPR, DBR, WBSL and Landowner may be referred to collectively as the “Parties” and individually as a “Party”.
FRESH WATER FACILITIES AND ACCESS AGREEMENT EAST RANCHESCertain Confidential • June 26th, 2024 • LandBridge Co LLC • Oil royalty traders • Texas
This FRESH WATER FACILITIES AND ACCESS AGREEMENT (this “Agreement”) is made and entered into as of May 10, 2024 (the “Effective Date”) by and between DBR Land LLC, a Delaware limited liability company (“Company”), and WaterBridge Stateline LLC, a Delaware limited liability company (“Operator”). Company and Operator are sometimes referred to herein each individually as a “Party” and collectively as the “Parties”. Capitalized terms used herein that are not defined in the other provisions of this Agreement have the respective meanings set forth in Article I.
INDEMNIFICATION AGREEMENTIndemnification Agreement • June 7th, 2024 • LandBridge Co LLC • Oil royalty traders • Delaware
This Indemnification Agreement, dated as of June [•], 2024 (this “Agreement”), is by and between LandBridge Company LLC, a Delaware limited liability company (the “Company”), and the individual identified as the Indemnitee on the signature page hereto (“Indemnitee”).
WATER FACILITY AND ACCESS AGREEMENT NORTH RANCHFacility and Access Agreement • June 24th, 2024 • LandBridge Co LLC • Oil royalty traders • Texas
This WATER FACILITY AND ACCESS AGREEMENT (this “Agreement”) is made and entered into as of October 15, 2021 (the “Effective Date”) by and between DBR Land LLC, a Delaware limited liability company (the “Company”), as lessee of certain lands owned by Delaware Basin Ranches Inc., a Texas corporation (“Landowner”), under the Master Lease (as defined herein), and WaterBridge Stateline LLC, a Delaware limited liability company (“Operator”). The Company and Operator are sometimes referred to herein each individually as a “Party” and collectively as the “Parties”. Capitalized terms used herein that are not defined in the other provisions of this Agreement have the respective meanings set forth in Article I.
PRODUCED WATER FACILITIES AND ACCESS AGREEMENT EAST RANCHESFacilities and Access Agreement • June 24th, 2024 • LandBridge Co LLC • Oil royalty traders • Texas
This PRODUCED WATER FACILITIES AND ACCESS AGREEMENT (this “Agreement”) is made and entered into as of May 10, 2024 (the “Effective Date”) by and between DBR Land LLC, a Delaware limited liability company (“Company”), and WaterBridge Stateline LLC, a Delaware limited liability company (“Operator”). Company and Operator are sometimes referred to herein each individually as a “Party” and collectively as the “Parties”. Capitalized terms used herein that are not defined in the other provisions of this Agreement have the respective meanings set forth in Article I.
MASTER REORGANIZATION AGREEMENTMaster Reorganization Agreement • July 3rd, 2024 • LandBridge Co LLC • Oil royalty traders • Delaware
AMENDED & RESTATED SERVICES AGREEMENTServices Agreement • May 31st, 2024 • LandBridge Co LLC • Oil royalty traders • Texas
This Amended & Restated Services Agreement (“Agreement”), dated effective February 27, 2019, is entered into among WaterBridge Resources LLC, a Texas limited liability company (“WB I”), WaterBridge Management Company LLC, a Delaware limited liability company (“Admin”), WaterBridge Co-Invest LLC, a Delaware limited liability company (“Co-Invest”), WaterBridge Holdings LLC, a Delaware limited liability company (“Holdings,” and together with WB I, Co-Invest and any Parent (defined below) executing a Joinder (as defined below), the “Parent Entities”), each of the entities listed on Schedule I hereto (together with Admin, each, an “Admin Entity” and, collectively, the “Admin Entities”), each of the entities listed on Schedule II hereto (each such entity, together with any Subsidiary (as defined below) executing a Joinder pursuant to the terms of this Agreement, an “Operating Entity” and, collectively, the “Operating Entities”), and each of the entities listed on Schedule III hereto (each su
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • June 7th, 2024 • LandBridge Co LLC • Oil royalty traders • Delaware
This Registration Rights Agreement (this “Agreement”), dated as of [•], 2024, is entered into by and among LandBridge Company LLC, a Delaware limited liability company (the “Company”), and LandBridge Holdings LLC, a Delaware limited liability company (the “Initial Holder” and, together with the Company, the “Parties”).
LandBridge Company LLC Class A Shares Underwriting AgreementUnderwriting Agreement • July 3rd, 2024 • LandBridge Co LLC • Oil royalty traders
SHAREHOLDER’S AGREEMENT BY AND AMONG LANDBRIDGE COMPANY LLC AND LANDBRIDGE HOLDINGS LLC Dated as of July 1, 2024Shareholder’s Agreement • July 3rd, 2024 • LandBridge Co LLC • Oil royalty traders • Delaware
THIS SHAREHOLDER’S AGREEMENT (this “Agreement”) is made as of July 1, 2024, by and between LandBridge Holdings LLC, a Delaware limited liability company (the “Initial Shareholder”), and LandBridge Company LLC, a Delaware limited liability company (the “Company”). Unless otherwise indicated, references to articles and sections shall be to articles and sections of this Agreement.
WATER FACILITY AND ACCESS AGREEMENT NORTH RANCHCertain Confidential • June 26th, 2024 • LandBridge Co LLC • Oil royalty traders • Texas
This WATER FACILITY AND ACCESS AGREEMENT (this “Agreement”) is made and entered into as of October 15, 2021 (the “Effective Date”) by and between DBR Land LLC, a Delaware limited liability company (the “Company”), as lessee of certain lands owned by Delaware Basin Ranches Inc., a Texas corporation (“Landowner”), under the Master Lease (as defined herein), and WaterBridge Stateline LLC, a Delaware limited liability company (“Operator”). The Company and Operator are sometimes referred to herein each individually as a “Party” and collectively as the “Parties”. Capitalized terms used herein that are not defined in the other provisions of this Agreement have the respective meanings set forth in Article I.
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • July 3rd, 2024 • LandBridge Co LLC • Oil royalty traders • Delaware
This Registration Rights Agreement (this “Agreement”), dated as of July 1, 2024, is entered into by and among LandBridge Company LLC, a Delaware limited liability company (the “Company”), and LandBridge Holdings LLC, a Delaware limited liability company (the “Initial Holder” and, together with the Company, the “Parties”).
AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF DBR LAND HOLDINGS LLC DATED AS OF July 1, 2024Limited Liability Company Agreement • July 3rd, 2024 • LandBridge Co LLC • Oil royalty traders • Delaware
This AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT (as amended, supplemented or restated from time to time, this “Agreement”) is entered into as of July 1, 2024 among DBR Land Holdings LLC, a Delaware limited liability company (the “Company”), LandBridge Company LLC, a Delaware limited liability company (“PubCo”), and LandBridge Holdings LLC, a Delaware limited liability company (“Parent”), and each other Person who is or at any time becomes a Member in accordance with the terms of this Agreement and the Act. Capitalized terms used herein and not otherwise defined have the respective meanings set forth in Section 1.1.
FRESH WATER FACILITIES AND ACCESS AGREEMENT EAST RANCHESFacilities and Access Agreement • June 24th, 2024 • LandBridge Co LLC • Oil royalty traders • Texas
This FRESH WATER FACILITIES AND ACCESS AGREEMENT (this “Agreement”) is made and entered into as of May 10, 2024 (the “Effective Date”) by and between DBR Land LLC, a Delaware limited liability company (“Company”), and WaterBridge Stateline LLC, a Delaware limited liability company (“Operator”). Company and Operator are sometimes referred to herein each individually as a “Party” and collectively as the “Parties”. Capitalized terms used herein that are not defined in the other provisions of this Agreement have the respective meanings set forth in Article I.
FIRST AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF LANDBRIDGE COMPANY LLCLimited Liability Company Agreement • June 7th, 2024 • LandBridge Co LLC • Oil royalty traders • Delaware
This FIRST AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF LANDBRIDGE COMPANY LLC, is dated as of [•], 2024 (this “Agreement”). Capitalized terms used herein without definition shall have the respective meanings ascribed thereto in Section 1.1.
SECOND AMENDMENT TO CREDIT AGREEMENTCredit Agreement • November 7th, 2024 • LandBridge Co LLC • Oil royalty traders • Texas
This Second Amendment to Credit Agreement (this “Amendment”) is entered into by and among TEXAS CAPITAL BANK, a Texas state bank, as Administrative Agent and L/C Issuer, the Lenders under the Existing Credit Agreement (as defined below) that are signatories hereto, the New Lenders (as defined below) that are signatories hereto, DBR LAND LLC, a Delaware limited liability company, as Borrower, DBR REIT LLC, a Delaware limited liability company, as a Guarantor, DBR DESERT LLC, a Delaware limited liability company, as a Guarantor, DBR REEVES LLC, a Delaware limited liability company, as a Guarantor, DELAWARE BASIN RANCHES INC., a Texas corporation, as a Guarantor, DBR SOLAR LLC, a Delaware limited liability company, as a Guarantor, and PECOS RENEWABLES LLC, a Delaware limited liability company, as a Guarantor, and is dated November 4, 2024 (the “Second Amendment Effective Date”).
SHAREHOLDER’S AGREEMENT BY AND AMONG LANDBRIDGE COMPANY LLC AND LANDBRIDGE HOLDINGS LLC Dated as of [•], 2024Shareholder’s Agreement • June 7th, 2024 • LandBridge Co LLC • Oil royalty traders • Delaware
THIS SHAREHOLDER’S AGREEMENT (this “Agreement”) is made as of [•], 2024, by and between LandBridge Holdings LLC, a Delaware limited liability company (the “Initial Shareholder”), and LandBridge Company LLC, a Delaware limited liability company (the “Company”). Unless otherwise indicated, references to articles and sections shall be to articles and sections of this Agreement.
FIRST AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF LANDBRIDGE COMPANY LLCLimited Liability Company Agreement • July 3rd, 2024 • LandBridge Co LLC • Oil royalty traders • Delaware
This FIRST AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF LANDBRIDGE COMPANY LLC, is dated as of July 1, 2024 (this “Agreement”). Capitalized terms used herein without definition shall have the respective meanings ascribed thereto in Section 1.1.
PRODUCED WATER FACILITIES AND ACCESS AGREEMENT EAST RANCHESCertain Confidential • June 26th, 2024 • LandBridge Co LLC • Oil royalty traders • Texas
This PRODUCED WATER FACILITIES AND ACCESS AGREEMENT (this “Agreement”) is made and entered into as of May 10, 2024 (the “Effective Date”) by and between DBR Land LLC, a Delaware limited liability company (“Company”), and WaterBridge Stateline LLC, a Delaware limited liability company (“Operator”). Company and Operator are sometimes referred to herein each individually as a “Party” and collectively as the “Parties”. Capitalized terms used herein that are not defined in the other provisions of this Agreement have the respective meanings set forth in Article I.
PRODUCED WATER FACILITIES AND ACCESS AGREEMENT among TEXAS PACIFIC RESOURCES LLC, DBR LAND LLC, DELAWARE BASIN RANCHES INC. and WATERBRIDGE STATELINE LLC Dated March 8, 2022Facilities and Access Agreement • June 26th, 2024 • LandBridge Co LLC • Oil royalty traders • Texas
This Produced Water Facilities and Access Agreement (this “Agreement”) is entered into as of March 8, 2022 (the “Effective Date”), by and among Texas Pacific Resources LLC, a Delaware limited liability company (“TPR”), DBR Land LLC, a Delaware limited liability company (“DBR”), WaterBridge Stateline LLC, a Delaware limited liability company (“WBSL”) and, Delaware Basin Ranches Inc., a Texas corporation (“Landowner”). TPR, DBR, WBSL and Landowner may be referred to collectively as the “Parties” and individually as a “Party”.
AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF DBR LAND HOLDINGS LLC DATED AS OF [•], 2024Limited Liability Company Agreement • June 7th, 2024 • LandBridge Co LLC • Oil royalty traders • Delaware
This AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT (as amended, supplemented or restated from time to time, this “Agreement”) is entered into as of [•], 2024 among DBR Land Holdings LLC, a Delaware limited liability company (the “Company”), LandBridge Company LLC, a Delaware limited liability company (“PubCo”), and LandBridge Holdings LLC, a Delaware limited liability company (“Parent”), and each other Person who is or at any time becomes a Member in accordance with the terms of this Agreement and the Act. Capitalized terms used herein and not otherwise defined have the respective meanings set forth in Section 1.1.
AMENDMENT NO. 1 TO AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF DBR LAND HOLDINGS LLCLimited Liability Company Agreement • October 4th, 2024 • LandBridge Co LLC • Oil royalty traders
This AMENDMENT NO. 1 (this “Amendment”) to the Amended and Restated Limited Liability Company Agreement of DBR Land Holdings LLC, Delaware limited liability company (the “Company”), dated July 1, 2024 (the “LLCA”), is executed by the Managing Member and the majority in interest Member, as of October 4, 2024, to be effective as of September 30, 2024 (the “Effective Date”). Capitalized terms used but not otherwise defined herein shall have the meanings set forth in the LLCA.
MASTER REORGANIZATION AGREEMENTMaster Reorganization Agreement • June 7th, 2024 • LandBridge Co LLC • Oil royalty traders • Delaware
This Master Reorganization Agreement (this “Agreement”), dated as of [•], 2024 (the “Effective Date”), is entered into by and among LandBridge Company LLC, a Delaware limited liability company (“LandBridge”), LandBridge Holdings LLC, a Delaware limited liability company (“LB Holdings”), DBR Land Holdings LLC, a Delaware limited liability company (“DBR Holdings”), and DBR Land LLC, a Delaware limited liability company (“DBR Land”). LandBridge, LB Holdings, DBR Holdings and DBR Land are each individually referred to herein as a “Party” and collectively as the “Parties.”
LandBridge Company LLC Class A Common Shares Underwriting AgreementUnderwriting Agreement • June 7th, 2024 • LandBridge Co LLC • Oil royalty traders
LIMITED LIABILITY COMPANY AGREEMENT OF LANDBRIDGE COMPANY LLC (A Delaware Limited Liability Company)Limited Liability Company Agreement • May 31st, 2024 • LandBridge Co LLC • Oil royalty traders • Delaware
This LIMITED LIABILITY COMPANY AGREEMENT of DBR REEVES LLC (the “Company”), dated as of September 27, 2023 (this “Agreement”), is adopted, executed and agreed to by WaterBridge NDB LLC, a Delaware limited liability company, in its capacity as sole member of the Company (the “Member”).
