REGISTRATION RIGHTS AGREEMENT by and among Geokinetics Inc., the Guarantors Party hereto and RBC Capital Markets Corporation Dated as of December 15, 2006Registration Rights Agreement • December 21st, 2006 • Geokinetics Inc • Crude petroleum & natural gas • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into as of December 15, 2006, by and among Geokinetics Inc., a Delaware corporation (the “Company”), the guarantors listed on the signature pages hereto (collectively, the “Guarantors”), and RBC Capital Markets Corporation (the “Initial Purchaser”), which has agreed to purchase the Company’s Second Priority Senior Secured Floating Rate Notes due 2012 (the “Initial Notes”), fully and unconditionally guaranteed by the Guarantors (the “Guarantees”), pursuant to the Purchase Agreement (as defined below). The Initial Notes and the Guarantees attached thereto are herein collectively referred to as the “Initial Securities.”
Geokinetics Inc. and The Guarantors listed on Schedule B hereto Second Priority Senior Secured Floating Rate Notes due 2012 PURCHASE AGREEMENT dated December 11, 2006 RBC Capital Markets CorporationPurchase Agreement • December 21st, 2006 • Geokinetics Inc • Crude petroleum & natural gas • New York
The Securities (as defined below) will be issued pursuant to an indenture, to be dated as of December 15, 2006 (the “Indenture”), between the Company and Wells Fargo Bank, National Association, as trustee (the “Trustee”). Notes issued in book-entry form will be issued in the name of Cede & Co., as nominee of The Depository Trust Company (the “Depositary”).
INTERCREDITOR AGREEMENTIntercreditor Agreement • December 21st, 2006 • Geokinetics Inc • Crude petroleum & natural gas • New York
INTERCREDITOR AGREEMENT dated as of December 15, 2006, among PNC Bank, National Association (“PNC”), as First-Lien Agent, Wells Fargo Bank, National Association, as Trustee, GeoKinetics Inc., a Delaware corporation (the “Company”), and each Subsidiary of the Company listed on the signature pages hereof.
AMENDED AND RESTATED REVOLVING CREDIT, CAPEX LOAN AND SECURITY AGREEMENT PNC BANK, NATIONAL ASSOCIATION (AS LENDER AND AS AGENT) WITH GEOKINETICS INC., GEOPHYSICAL DEVELOPMENT CORPORATION, QUANTUM GEOPHYSICAL INC., GEOKINETICS EXPLORATION INC., TRACE...Security Agreement • December 21st, 2006 • Geokinetics Inc • Crude petroleum & natural gas • Texas
WHEREAS, Geokinetics, GDC, Quantum, Trace Energy Services Ltd., Trace Energy (U.S.), Agent and Lenders are party to that certain Revolving Credit, Term Loan and Security Agreement dated as of June 12, 2006, as amended by that certain Joinder and Amendment No. 1 to Revolving Credit, Term Loan and Security Agreement, dated as of September 8, 2006, by and among the Borrowers, Agent and Lenders (as amended, the “Original Agreement”); and
