0000941302-01-500072 Sample Contracts

AMENDED AND RESTATED LOAN AGREEMENT dated as of December 28, 2000 By and Among COMPRESSCO, INC., COMPRESSCO FIELD SERVICES, INC., and HIBERNIA NATIONAL BANK
Loan Agreement • March 15th, 2001 • Compressco Inc • Blank checks • Louisiana

THIS AMENDED AND RESTATED LOAN AGREEMENT (this "Agreement") dated as of December 28, 2000, by and among COMPRESSCO, INC. (formerly Emerging Alpha Corporation), a Delaware corporation ("Compressco"), COMPRESSCO FIELD SERVICES, INC. (formerly Gas Jack, Inc.), an Oklahoma corporation ("Field Services") (Compressco and Field Services, collectively, the "Borrowers"), and HIBERNIA NATIONAL BANK, a national banking association ("Bank").

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This Note has not been registered under the Securities Act of 1933, as amended, and may be offered and sold only if so registered or, in the opinion of counsel acceptable to the Company, an exemption from registration is available. COMPRESSCO, INC....
Subordinated Promissory Note • March 15th, 2001 • Compressco Inc • Blank checks • Delaware

For value received, Compressco, Inc., a Delaware corporation (the "Company"), hereby promises to pay to _______________________ (the "Holder"), or registered assigns, the principal sum of _________________________________________ ($__________), on the dates specified herein, with interest as specified herein.

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • March 15th, 2001 • Compressco Inc • Blank checks • Delaware

SECURITIES PURCHASE AGREEMENT, dated as of December 22, 2000, by and among Compressco, Inc., a Delaware corporation (the "Company"), and the purchasers named on the signature pages hereto (the "Purchasers").

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • March 15th, 2001 • Compressco Inc • Blank checks • Delaware

REGISTRATION RIGHTS AGREEMENT, dated as of December 22, 2000 by and among Compressco, Inc., a Delaware corporation (the "Company"), and the purchasers named on the signature pages hereto (the "Purchasers").

COMPRESSCO, INC. STOCK PURCHASE WARRANT
Warrant Agreement • March 15th, 2001 • Compressco Inc • Blank checks • Delaware

This Warrant is issued, for good and valuable consideration, receipt of which is hereby acknowledged, to ____________________ (the "Holder") by Compressco, Inc., a Delaware corporation (the "Company"), and the rights of the Holder under this Warrant are pari passu with the rights of the holders of all other warrants issued by the Company pursuant to that certain Securities Purchase Agreement, dated as of December 22, 2000, by and among the Company and the Purchasers named therein (as amended, supplemented, restated or otherwise modified from time to time, the "Purchase Agreement"). Capitalized terms used in this Warrant and not otherwise defined herein shall have the meanings set forth in the Purchase Agreement.

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