FIRST AMENDMENT AND WAIVER TO VOC BRAZOS ENERGY PARTNERS CREDIT AGREEMENTCredit Agreement • December 30th, 2010 • VOC Brazos Energy Partners, LP • New York
Contract Type FiledDecember 30th, 2010 Company JurisdictionTHIS FIRST AMENDMENT AND WAIVER (herein called this “First Amendment and Waiver”) made as of the 12th day of August, 2008 by and among by and among VOC BRAZOS ENERGY PARTNERS, L.P., a Texas limited partnership (“Borrower”), BANK OF AMERICA, N.A., as Administrative Agent, and the Lenders party hereto.
AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP VOC BRAZOS ENERGY PARTNERS, L.P.Limited Partnership Agreement • December 30th, 2010 • VOC Brazos Energy Partners, LP • Texas
Contract Type FiledDecember 30th, 2010 Company JurisdictionTHIS AMENDED AND RESTATED LIMITED PARTNERSHIP AGREEMENT is entered into by and among the Partners of VOC Brazos Energy Partners, L.P., a Texas limited partnership (the “Partnership”). The Partners hereby agree that the terms governing this Partnership will be as follows:
CONTRIBUTION AND EXCHANGE AGREEMENTContribution and Exchange Agreement • December 30th, 2010 • VOC Brazos Energy Partners, LP • Delaware
Contract Type FiledDecember 30th, 2010 Company JurisdictionTHIS CONTRIBUTION AND EXCHANGE AGREEMENT (this “Agreement”) is entered into as of August 30, 2010 by and among VOC Brazos Energy Partners, L.P., a Texas limited partnership (the “Company”), VOC Kansas Energy Partners, LLC, a Kansas limited liability company (“KEP”), VAP-III, LLC, a Kansas limited liability company (“VAP-III), Vess Texas Acquisition Group, LLC, a Texas limited liability company (“VTAG”), Vess Texas Partners, LLC, a Texas limited liability company (“VTP”) and those Persons identified as New Partners on Exhibit A hereto (individually, each a “New Partner” and collectively, the “New Partners”).
TRUST AGREEMENT OF VOC ENERGY TRUSTTrust Agreement of Voc Energy Trust • December 30th, 2010 • VOC Brazos Energy Partners, LP • Delaware
Contract Type FiledDecember 30th, 2010 Company JurisdictionThis Trust Agreement of VOC Energy Trust is entered into effective as of the 3rd day of November, 2010 (this “Trust Agreement”), by and among VOC BRAZOS ENERGY PARTNERS, LP, a Texas limited partnership with its principal office in Wichita, Kansas (together with its successors and assigns, “VOC Brazos”) as trustor, and WILMINGTON TRUST COMPANY, a banking corporation organized under the laws of the State of Delaware with its principal office in Wilmington, Delaware (“Wilmington Trust”), and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., a national association organized under the laws of the State of New York with its principal place of business in New York, New York (the “Bank”), as trustees (collectively referred to herein as the “Trustees”). VOC Brazos and the Trustees hereby agree as follows:
CREDIT AGREEMENT Dated as of June 27, 2008 among VOC BRAZOS ENERGY PARTNERS, L.P., as Borrower, BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer, and The Other Lenders Party HeretoCredit Agreement • December 30th, 2010 • VOC Brazos Energy Partners, LP • New York
Contract Type FiledDecember 30th, 2010 Company JurisdictionCREDIT AGREEMENT (this “Agreement”) is entered into as of June 27, 2008, among VOC BRAZOS ENERGY PARTNERS, L.P., a Texas limited partnership (“Borrower”), each lender from time to time party hereto (collectively, “Lenders” and individually, a “Lender”), and BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer.