AMENDED AND RESTATED MANAGEMENT AGREEMENTManagement Agreement • November 22nd, 2011 • ZaZa Energy Corp • Crude petroleum & natural gas • Texas
THIS AMENDED AND RESTATED MANAGEMENT AGREEMENT (herein designated “Agreement”) is made as of November 18, 2011 (herein designated “Effective Date”) by and between Sequent Petroleum Management, LLC (previously known as ZaZa Management Resources, LLC and herein designated “Management Firm”), a Texas limited liability company and ZaZa Energy, LLC (herein designated “Company”), a Texas limited liability company. The Management Firm and the Company are sometimes referred to individually as a “Party” and collectively as the “Parties.”
Amendment No. 1 to the Letter AgreementLetter Agreement • November 22nd, 2011 • ZaZa Energy Corp • Crude petroleum & natural gas
This Amendment No. 1 (this “Amendment”) to the Letter Agreement, dated as of August 9, 2011 (the “Letter Agreement”), by and among Toreador Resources Corporation, a Delaware corporation (“Toreador”), ZaZa Energy, LLC, a Texas limited liability company (“ZaZa”), ZaZa Energy Corporation, a Delaware corporation (the “Company”), and Todd Alan Brooks (“Employee”), is entered into by the Company, Employee and ZaZa as of November 10, 2011.
Amendment No. 1 to the Agreement and Plan of Merger and ContributionMerger Agreement • November 22nd, 2011 • ZaZa Energy Corp • Crude petroleum & natural gas
This Amendment No. 1 (this “Amendment”) to the Agreement and Plan of Merger and Contribution, dated as of August 9, 2011 (the “Merger Agreement”), by and among Toreador Resources Corporation, a Delaware corporation (“Toreador”), ZaZa Energy, LLC, a Texas limited liability company (“ZaZa”), ZaZa Energy Corporation, a Delaware corporation (the “Company”), and Thor Merger Sub Corporation, a Delaware corporation and a wholly-owned subsidiary of the Company (“Thor Merger Sub”), is entered into by the Company, Thor Merger Sub, Toreador and ZaZa as of November 10, 2011.
Amendment No. 1 to the Letter AgreementLetter Agreement • November 22nd, 2011 • ZaZa Energy Corp • Crude petroleum & natural gas
This Amendment No. 1 (this “Amendment”) to the Letter Agreement, dated as of August 9, 2011 (the “Letter Agreement”), by and among Toreador Resources Corporation, a Delaware corporation (“Toreador”), ZaZa Energy, LLC, a Texas limited liability company (“ZaZa”), ZaZa Energy Corporation, a Delaware corporation (the “Company”), and Gaston L. Kearby (“Employee”), is entered into by the Company, Employee and ZaZa as of November 10, 2011.
FORM OF ZAZA NOTEZaZa Energy Corp • November 22nd, 2011 • Crude petroleum & natural gas
ZaZa Energy, LLC, a Texas limited liability company (“Maker”), hereby promises to pay to [ZaZa Member], (“Payee”), on the fourth anniversary of the date hereof (the “Maturity Date”), in lawful money of the United States of America, the principal amount of [_______] DOLLARS ($[______]), and to pay simple interest at the rate of 8% per annum on the outstanding principal balance hereof from the date hereof until payment of the principal balance in full or in part without premium or penalty on the Maturity Date (or any extension thereof), pursuant to the terms and conditions set forth in this secured, non-negotiable, non-transferable promissory note (this “Note”). Interest payments shall be made in cash on the last day of each month and on the Maturity Date.
Amendment No. 1 to the Letter AgreementLetter Agreement • November 22nd, 2011 • ZaZa Energy Corp • Crude petroleum & natural gas
This Amendment No. 1 (this “Amendment”) to the Letter Agreement, dated as of August 9, 2011 (the “Letter Agreement”), by and among Toreador Resources Corporation, a Delaware corporation (“Toreador”), ZaZa Energy, LLC, a Texas limited liability company (“ZaZa”), ZaZa Energy Corporation, a Delaware corporation (the “Company”), and John E. Hearn, Jr. (“Employee”), is entered into by the Company, Employee and ZaZa as of November 10, 2011.
Amendment No. 1 to the Contribution AgreementContribution Agreement • November 22nd, 2011 • ZaZa Energy Corp • Crude petroleum & natural gas • New York
This Amendment No. 1 (this “Amendment”) to the Contribution Agreement, dated as of August 9, 2011 (the “Contribution Agreement”), by and among Blackstone Oil & Gas, LLC, Omega Energy Corp., Lara Energy, Inc. (collectively, the “Members”), and ZaZa Energy Corporation, a Delaware corporation (the “Company”), is entered into by the Company and the Members as of November 10, 2011.
