AMENDED AND RESTATED TRUST AGREEMENT OF ENDURO ROYALTY TRUST AMONG ENDURO RESOURCE PARTNERS LLC and WILMINGTON TRUST COMPANY and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A. Dated: As of November 3, 2011Trust Agreement • November 8th, 2011 • Enduro Royalty Trust • Delaware
This Amended and Restated Trust Agreement of Enduro Royalty Trust, a Delaware statutory trust (the “Trust”), is entered into effective as of the 3rd day of November, 2011, by and among ENDURO RESOURCE PARTNERS LLC, a Delaware limited liability company with its principal office in Fort Worth, Texas (“Enduro”), as trustor, WILMINGTON TRUST COMPANY, a trust company organized under the laws of the State of Delaware with its principal office in Wilmington, Delaware (“Wilmington Trust”), as Delaware Trustee (as hereinafter defined), and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., a national association organized under the laws of the State of New York (the “Bank”), as Trustee (as hereinafter defined).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • November 8th, 2011 • Enduro Royalty Trust • Delaware
This REGISTRATION RIGHTS AGREEMENT (this “Agreement”) dated as of November 8, 2011 is made and entered into by and between Enduro Resource Partners LLC, a Delaware limited liability company (the “Company”), and Enduro Royalty Trust, a statutory trust formed under the laws of the State of Delaware (the “Trust”). Unless expressly stated otherwise in this Agreement, as used in this Agreement, references to the “Trustee” mean The Bank of New York Mellon Trust Company, N.A., in its capacity as trustee (in such capacity, or any successor trustee, the “Trustee”) of the Trust and not in its individual capacity.
AGREEMENT AND PLAN OF MERGER OF ENDURO ROYALTY TRUST AND ENDURO TEXAS LLCAgreement and Plan of Merger • November 8th, 2011 • Enduro Royalty Trust • Delaware
This Agreement and Plan of Merger (this “Plan of Merger”) is made as of the 3rd day of November, 2011, between Enduro Royalty Trust, a Delaware statutory trust (the “Trust”), and Enduro Texas LLC, a Texas limited liability company (the “Texas LLC”).
ENDURO ROYALTY TRUST Trust Units of Beneficial Interest UNDERWRITING AGREEMENTUnderwriting Agreement • November 8th, 2011 • Enduro Royalty Trust • New York
SUPPLEMENT TO CONVEYANCE OF NET PROFITS INTERESTProfits Interest • November 8th, 2011 • Enduro Royalty Trust
This Supplement to Conveyance of Net Profits Interest (this “Supplement”) has been executed as of November 8, 2011, but is made effective as of July 1, 2011 at 7:00 a.m., Central Time, (the “Supplement Effective Time”) by and between Enduro Operating LLC, a Texas limited liability company (“Grantor”), with a mailing address of 777 Main Street, Suite 800, Fort Worth, Texas 76102 and the last four digits of whose federal tax identification number are 7513, Enduro Texas LLC, a Texas limited liability company (“Enduro Texas”), with a mailing address of 777 Main Street, Suite 800, Fort Worth, Texas 76102 and the last four digits of whose federal tax identification number are 6288 and The Bank of New York Mellon Trust Company, N.A., with a mailing address of 919 Congress Avenue, Suite 500, Austin, Texas 78701, and the last four digits of whose tax identification number are 9461, Attention: Michael J. Ulrich, as trustee (the “Trustee”), acting not in its individual capacity but solely as trus
