AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • October 31st, 2005 • Linn Energy, LLC • Crude petroleum & natural gas • Pennsylvania
The parties to this Second Amended and Restated Employment Agreement (this "Agreement") are LINN OPERATING, INC., a Delaware corporation (the "Company") and MICHAEL C. LINN (the "Employee"). The Company and the Employee are currently parties to an Amended and Restated Employment Agreement dated April 7, 2003 as amended as of June 2, 2005 (the "Existing Employment Agreement"). The parties desire to provide for the continued employment of the Employee as President and Chief Executive Officer of the Company and of Linn Energy on the terms set forth herein effective as of the date of completion of an initial public offering of Linn Energy's equity securities ("Units"). LINN ENERGY, LLC, a Delaware limited liability company and the 100% parent of the Company ("Linn Energy"), is joining in this agreement for the limited purposes of reflecting its agreement to the matters set forth herein as to it, but such joinder is not intended to make Linn Energy the employer of the Employee for any purpo
SECOND LIEN SENIOR SUBORDINATED TERM LOAN AGREEMENT DATED AS OF OCTOBER 27, 2005 AMONG LINN ENERGY, LLC AS BORROWER, ROYAL BANK OF CANADA, AS ADMINISTRATIVE AGENT, SOCIÉTÉ GÉNÉRALE, AS SYNDICATION AGENT, AND THE LENDERS PARTY HERETO RBC CAPITAL...Second Lien Senior Subordinated Term Loan Agreement • October 31st, 2005 • Linn Energy, LLC • Crude petroleum & natural gas • Texas
THIS SECOND LIEN SENIOR SUBORDINATED TERM LOAN AGREEMENT dated as of October 27, 2005, is among Linn Energy, LLC, a limited liability company duly formed and existing under the laws of the State of Delaware (the "Borrower"); each of the Lenders from time to time party hereto; ROYAL BANK OF CANADA (in its individual capacity, "RBC"), as administrative agent for the Lenders (in such capacity, together with its successors in such capacity, the "Administrative Agent"), and SOCIÉTÉ GÉNÉRALE (in its individual capacity, "SG") as syndication agent for the Lenders (in such capacity, together with its successors in such capacity, the "Syndication Agent").
THIRD AMENDMENT TO CREDIT AGREEMENT AMONG LINN ENERGY, LLC, AS BORROWER, THE GUARANTORS, BNP PARIBAS, AS ADMINISTRATIVE AGENT, AND THE LENDERS PARTY HERETO Dated as of October 27, 2005Credit Agreement • October 31st, 2005 • Linn Energy, LLC • Crude petroleum & natural gas • Texas
THIS THIRD AMENDMENT TO CREDIT AGREEMENT (this "Third Amendment") dated as of October 27, 2005, is among LINN ENERGY, LLC (formerly known as Linn Energy Holdings, LLC), a Delaware limited liability company (the "Borrower"); each of the lenders party to the Credit Agreement referred to below (collectively, the "Lenders"); and BNP PARIBAS, as administrative agent for the Lenders (in such capacity, together with its successors in such capacity, the "Administrative Agent").
ASSET PURCHASE AGREEMENT between EXPLORATION PARTNERS, LLC, A Virginia limited liability company, and others, "SELLER", and LINN ENERGY HOLDINGS, LLC, a Delaware limited liability company, and others, "PURCHASER" DATED: October 1, 2005Asset Purchase Agreement • October 31st, 2005 • Linn Energy, LLC • Crude petroleum & natural gas • West Virginia
This Asset Purchase Agreement is made and entered into this 1st day of October, 2005 by and between EXPLORATION PARTNERS, LLC, a Virginia limited liability company ("EPLLC"), EXPLORATION PARTNERS, INC., a Virginia corporation ("EPI"), and THOMAS A. DINGLEDINE and JACOB G. FORD, as attorneys-in-fact for the holders of co-ownership interests whose names are listed on the signature page of this Agreement (the "Other Sellers", collectively, together with EPLLC and EPI, "Seller"), all with a business address of 1414 Sachem Village, #1, Charlottesville, VA 22901 and a mailing address of P.O. Box 7831, Charlottesville, VA 22906; and LINN ENERGY HOLDINGS, LLC, a Delaware limited liability company, LINN OPERATING, INC., a Delaware corporation, and MID ATLANTIC WELL SERVICE, INC., a Delaware corporation, with a business and mailing address of 650 Washington Road, 8th Floor, Pittsburgh, PA 15228 (collectively, the "Purchaser").
INTERCREDITOR AND SUBORDINATION AGREEMENTIntercreditor and Subordination Agreement • October 31st, 2005 • Linn Energy, LLC • Crude petroleum & natural gas • Texas
This Intercreditor and Subordination Agreement (this "Agreement"), dated as of October 27, 2005, is among BNP Paribas, as Administrative Agent (in such capacity, with its successors and assigns, the "Senior Administrative Agent") for the Senior Revolving Lenders, Royal Bank of Canada, as Subordinated Administrative Agent and Linn Energy LLC, a Delaware limited liability company (the "Borrower").
