DATED JULY 14, 2008Lock-in and Orderly Marketing Deed • January 27th, 2010 • Resaca Exploitation, Inc. • Crude petroleum & natural gas
RESACA EXPLOITATION, INC. RESTRICTED STOCK AGREEMENTRestricted Stock Agreement • January 27th, 2010 • Resaca Exploitation, Inc. • Crude petroleum & natural gas • Texas
THIS RESTRICTED STOCK AGREEMENT (the “Agreement”) is made and entered into by and between Resaca Exploitation, Inc., a Texas corporation (the “Company”) and Lisa Cohen, an individual and Employee of the Company (“Grantee”), on the 17th day of July, 2008 (the “Grant Date”), subject to the Resaca Exploitation, Inc. 2008 Stock Incentive Plan (the “Plan”). This Agreement is subject to the terms and conditions of the Plan, which is incorporated herein in its entirety by reference. Capitalized terms not otherwise defined in this Agreement shall have the meaning given to such terms in the Plan.
RESACA EXPLOITATION, INC. RESTRICTED STOCK AGREEMENTRestricted Stock Agreement • January 27th, 2010 • Resaca Exploitation, Inc. • Crude petroleum & natural gas • Texas
THIS RESTRICTED STOCK AGREEMENT (the “Agreement”) is made and entered into by and between Resaca Exploitation, Inc., a Texas corporation (the “Company”) and Judy Ley Allen, an individual and Director of the Company (“Grantee”), on the 17th day of July, 2008 (the “Grant Date”), subject to the Resaca Exploitation, Inc. 2008 Stock Incentive Plan (the “Plan”). This Agreement is subject to the terms and conditions of the Plan, which is incorporated herein in its entirety by reference. Capitalized terms not otherwise defined in this Agreement shall have the meaning given to such terms in the Plan.
DIRECTOR APPOINTMENT AGREEMENTDirector Appointment Agreement • January 27th, 2010 • Resaca Exploitation, Inc. • Crude petroleum & natural gas • Texas
This Director Appointment Agreement (this “Agreement”) is entered into this 14th day of July, 2008, (“Commencement Date”) between Resaca Exploitation, Inc., a Texas corporation (the “Company”), and James Perry Bryan, Jr., who has agreed to serve as a director of the Company (“Director”) upon its admission to trading on the Alternative Investment Market of The London Stock Exchange plc. (“AIM”).
RESACA EXPLOITATION, INC. NONQUALIFIED STOCK OPTION AGREEMENT Optionee: Robert PorterNonqualified Stock Option Agreement • January 27th, 2010 • Resaca Exploitation, Inc. • Crude petroleum & natural gas • Texas
STOCK VOTING AGREEMENTStock Voting Agreement • January 27th, 2010 • Resaca Exploitation, Inc. • Crude petroleum & natural gas • Delaware
DATED October 3, 2008Lock-in and Orderly Marketing Deed • January 27th, 2010 • Resaca Exploitation, Inc. • Crude petroleum & natural gas
DATED JULY 14, 2008Lock-in and Orderly Marketing Deed • January 27th, 2010 • Resaca Exploitation, Inc. • Crude petroleum & natural gas
SEPARATION AGREEMENT AND RELEASESeparation Agreement • January 27th, 2010 • Resaca Exploitation, Inc. • Crude petroleum & natural gas
This Separation Agreement and Release (this “Agreement”) is entered into by Cano Petroleum, Inc., a Delaware corporation (the “Company”), Resaca Exploitation, Inc., a Texas corporation (“Resaca”), and Benjamin L. Daitch (“Executive”) as of September 29, 2009. The Company and Executive are collectively referred to herein as the “Parties” and Resaca joins in this Agreement solely for the purposes set forth in Section 3(b), Section 7, and Section 27 and shall not be considered a “Party” for any other purpose. This Agreement cancels and supersedes all prior agreements relating to Executive’s employment with the Company, except as provided in this Agreement.
EMPLOYMENT AGREEMENTEmployment Agreement • January 27th, 2010 • Resaca Exploitation, Inc. • Crude petroleum & natural gas • Texas
THIS EMPLOYMENT AGREEMENT (this “Agreement”) is made and entered into by and between Cano Petroleum Inc., a Delaware corporation with its principal executive offices in Fort Worth, Texas (the “Company”), and Patrick M. McKinney, an individual currently residing in Tarrant County, Texas (“Vice President”), as of the 1st day of June, 2006 (the “Effective Date”). The Company and Vice President may sometimes be referred to herein individually as “Party” and collectively as “Parties.”
DATED JULY 14, 2008Lock-in and Orderly Marketing Deed • January 27th, 2010 • Resaca Exploitation, Inc. • Crude petroleum & natural gas
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • January 27th, 2010 • Resaca Exploitation, Inc. • Crude petroleum & natural gas • New York
REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of August 25, 2006, by and among Cano Petroleum, Inc., a Delaware corporation, with headquarters located at 801 Cherry St., Suite 3200, Fort Worth, Texas 76102 (the “Company”), and the undersigned buyers (each, a “Buyer”, and collectively, the “Buyers”).
AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • January 27th, 2010 • Resaca Exploitation, Inc. • Crude petroleum & natural gas • Texas
This AMENDED AND RESTATED EMPLOYMENT AGREEMENT (this “Agreement”) is made effective as of January 1, 2009 (the “Effective Date”), by and among TORCH ENERGY ADVISORS INCORPORATED, a Delaware corporation (“TEAI”); RESACA EXPLOITATION, INC., a Texas corporation (formerly known as RESACA EXPLOITATION, LP, a Delaware limited partnership) (the “Employer”); and DENNIS HAMMOND, an individual resident of the State of Texas (the “Executive”). The Employer and the Executive are each a “party” and are together “parties” to this Agreement. TEAI joins in this Agreement for the purposes of Section .
AMENDED AND RESTATED CO-EMPLOYER AGREEMENTCo-Employer Agreement • January 27th, 2010 • Resaca Exploitation, Inc. • Crude petroleum & natural gas • Texas
THIS AMENDED AND RESTATED CO-EMPLOYER AGREEMENT (the “Agreement”), dated January 1, 2009, is made by and between RESACA EXPLOITATION, INC., a Texas corporation (“Resaca,” formerly known as RESACA EXPLOITATION, LP, a Delaware limited partnership); and TORCH ENERGY ADVISORS INCORPORATED, a Delaware corporation (“Torch”). Resaca and Torch are referred to collectively in this Agreement as the “Parties” and each is a “Party.”
DATED July 14, 2008 RESACA EXPLOITATION, INC - and - SEYMOUR PIERCE LIMITEDJoint Broker Agreement • January 27th, 2010 • Resaca Exploitation, Inc. • Crude petroleum & natural gas
UNIT OPERATING AGREEMENT COOPER JAL UNIT LEA COUNTY, NEW MEXICOUnit Operating Agreement • January 27th, 2010 • Resaca Exploitation, Inc. • Crude petroleum & natural gas
THIS AGREEMENT, entered into as of the 15th day of January, 1970, by the parties who have signed the original of this instrument, a counterpart thereof, or other instrument agreeing to be bound by the provisions hereof;
SECOND AMENDED AND RESTATED AGREEMENT FOR ADMINISTRATIVE SERVICESAgreement for Administrative Services • January 27th, 2010 • Resaca Exploitation, Inc. • Crude petroleum & natural gas
This SECOND AMENDED AND RESTATED AGREEMENT FOR ADMINISTRATIVE SERVICES (the “Agreement”), dated as of January 1, 2009 (the “Effective Date”), by and among RESACA EXPLOITATION, INC, a Texas corporation (“Company,” formerly known as RESACA EXPLOITATION, LP, a Delaware limited partnership); TORCH ENERGY ADVISORS INCORPORATED, a Delaware corporation (“Contractor”); and TORCH ENERGY SERVICES, INC., a Texas Corporation (“TES”). Company and Contractor shall be referred to herein individually as a “Party” and collectively as the “Parties.” TES joins in this Agreement solely for the purposes of Section 7.14.
FIRST AMENDMENTCredit Agreement • January 27th, 2010 • Resaca Exploitation, Inc. • Crude petroleum & natural gas • New York
THIS FIRST AMENDMENT TO SECOND AMENDED AND RESTATED CREDIT AGREEMENT (this “First Amendment”), dated as of December 22, 2009, is among Resaca Exploitation, Inc., a Texas corporation (“Borrower”), Resaca Operating Company, a Texas corporation (the “Guarantor”), each of the lenders party to the Credit Agreement referred to below (collectively, the “Lenders”), and CIT Capital USA Inc., as administrative agent for the Lenders (in such capacity, together with its successors in such capacity, the “Administrative Agent”).
REGISTRAR AGREEMENT DATED 11 JULY 2008 RESACA EXPLOITATION, INC. AND COMPUTERSHARE INVESTOR SERVICES (CHANNEL ISLANDS) LIMITEDRegistrar Agreement • January 27th, 2010 • Resaca Exploitation, Inc. • Crude petroleum & natural gas • Jersey
RESACA EXPLOITATION, INC., a company incorporated in the State of Texas, whose registered office is at 1331 Lamai, Suite 1450, Houston, Texas 77010, USA (the “Company”); and
EMPLOYMENT AGREEMENTEmployment Agreement • January 27th, 2010 • Resaca Exploitation, Inc. • Crude petroleum & natural gas • Texas
THIS EMPLOYMENT AGREEMENT (this “Agreement”) is made and entered into by and between Cano Petroleum Inc., a Delaware corporation with its principal executive offices in Fort Worth, Texas (the “Company”), and Phillip Feiner, an individual currently residing in Collin County, Texas (“Employee”), as of the 31st day of May, 2008 (the “Effective Date”). The Company and Employee may sometimes be referred to herein individually as “Party” and collectively as “Parties.”
DATED JULY 14, 2008Lock-in and Orderly Marketing Deed • January 27th, 2010 • Resaca Exploitation, Inc. • Crude petroleum & natural gas
DATED JULY 14, 2008Lock-in and Orderly Marketing Deed • January 27th, 2010 • Resaca Exploitation, Inc. • Crude petroleum & natural gas
UNIT AGREEMENT COOPER JAL UNIT LEA COUNTY, NEW MEXICOUnit Agreement • January 27th, 2010 • Resaca Exploitation, Inc. • Crude petroleum & natural gas
Where: C equals the estimated quantity of oil ultimately recoverable from the Unitized Formation underlying each such tract by primary recovery operations.
RESTATED AMENDMENT AGREEMENT dated as of July 1, 2008 between BP Corporation North America Inc. (BPCNA”) and Resaca Exploitation, L.P. (“Counterparty”)Isda Master Agreement • January 27th, 2010 • Resaca Exploitation, Inc. • Crude petroleum & natural gas • New York
BPCNA and Counterparty are parties to the ISDA Master Agreement dated as of April 28, 2006 as amended from time to time, including, without limitation, pursuant to that certain Amendment Agreement (the “2007 Amendment”) dated as of October 12, 2007 (such ISDA Master Agreement, as so amended, is herein referred to as the “Agreement”), which Agreement includes all Confirmations exchanged between the parties confirming the Transactions thereunder. Counterparty has informed BPCNA that the Offering (as defined in the 2007 Amendment) was not consummated in November of 2007 as originally anticipated, however, such Offering is now contemplated to occur during July, 2008. In connection with the consummation of the Offering, the parties hereby agree that the 2007 Amendment shall be amended and restated, in its entirety, as set forth herein effective as of the Effective Date. Effective Date shall mean the date when and if (i) each of the parties hereto duly executes this Restated Amendment Agreem
SECOND AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • January 27th, 2010 • Resaca Exploitation, Inc. • Crude petroleum & natural gas
THIS SECOND AMENDMENT TO EMPLOYMENT AGREEMENT (“Amendment”) is made and entered into by and between Cano Petroleum, Inc., a Delaware corporation with its principal executive offices in Fort Worth, Texas (the “Company”), and Phillip Feiner, an individual currently residing in Collin County, Texas (“Employee”), effective as of the 31st day of December, 2008 (the “Amendment Effective Date”).
FIRST AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • January 27th, 2010 • Resaca Exploitation, Inc. • Crude petroleum & natural gas
THIS FIRST AMENDMENT TO EMPLOYMENT AGREEMENT (this “Amendment”) is made and entered into by and between Cano Petroleum Inc., a Delaware corporation with its principal executive offices in Fort Worth, Texas (the “Company”), and Phillip Feiner, an individual currently residing in Collin County, Texas (“Employee” collectively, the “Parties”), effective as of the 8th day of September, 2008 (the “Amendment Effective Date”).
AMENDED and RESTATED SCHEDULE to the Master Agreement dated as of June 26, 2009 betweenIsda Master Agreement • January 27th, 2010 • Resaca Exploitation, Inc. • Crude petroleum & natural gas • New York
Party A and Party B entered into an ISDA Master Agreement (“Master Agreement”), that certain Schedule thereto (“Original Schedule”) dated as of April 28, 2006; as amended by that certain Amendment Agreement dated as of October 12, 2007 by and between Party A and Party B (fka Resaca Exploitation. LP), further amended by that certain Restated Amendment Agreement dated as of July 1, 2008 by and between Party A and Party B ( fka Resaca Exploitation, LP), and further amended by that certain Ratification of Master Agreement dated as of July 11, 2008 by and between Party A and Party B (collectively the “Existing Schedule”). Party A and Party B desire to amend and restate the Existing Schedule as a result of the execution and delivery by Party B of certain Security Instruments (defined below) in favor of Party A, and hereby agree as follows, amending and restating in its entirety the Existing Schedule. This Amended and Restated Schedule (“Schedule”) and the Master Agreement are referred to col
LEASE AGREEMENTLease Agreement • January 27th, 2010 • Resaca Exploitation, Inc. • Crude petroleum & natural gas
This LEASE AGREEMENT is entered into between ROWE MANAGEMENT, INC. (“Landlord”) and RESACA EXPLOITATION, INC. (“Tenant”). For good consideration, the parties agree as follows:
AGREEMENT FOR PURCHASE AND SALE among SDG Resources, L.P., Innovative Oil and Gas Development and Trading Company, Inc., and Arkios Partners, L.P., as Sellers, and Resaca Exploitation, LP, as Buyer dated March 10, 2006Purchase and Sale Agreement • January 27th, 2010 • Resaca Exploitation, Inc. • Crude petroleum & natural gas • Texas
Buyer and Sellers acknowledge and agree that the provisions of this Annex II are the result of mutual compromise and an allocation of risk with respect to the subject matter hereof. The provisions of this Annex II shall be effective notwithstanding the knowledge or lack of knowledge of Buyer and/or Sellers with respect to the condition of the Properties, Environmental Contaminants, Environmental Liabilities, or any compliance or lack thereof with Environmental Laws and Environmental Permits, as such terms are hereafter defined. Buyer and Sellers further acknowledge and agree that the provisions of this Annex II have been given individual weight by them in connection with entering into this agreement and the setting of the Purchase Price. Buyer and Sellers acknowledge and agree that the allocations of risk and responsibility contained in this Annex II are mutually intended by them to be fully enforced and given full effect in the construction and interpretation of this Agreement.
SECOND AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • January 27th, 2010 • Resaca Exploitation, Inc. • Crude petroleum & natural gas • New York
THIS SECOND AMENDED AND RESTATED CREDIT AGREEMENT is made as of June 26, 2009, by and among Resaca Exploitation, Inc. a Texas corporation (the “Borrower”), CIT Capital USA Inc., as administrative agent (the “Administrative Agent”), and the Lenders referred to below.
RESACA EXPLOITATION, INC. NONQUALIFIED STOCK OPTION AGREEMENT Optionee: Marc NeatherlinNonqualified Stock Option Agreement • January 27th, 2010 • Resaca Exploitation, Inc. • Crude petroleum & natural gas • Texas
AMENDED AND RESTATED SECURITY AGREEMENTSecurity Agreement • January 27th, 2010 • Resaca Exploitation, Inc. • Crude petroleum & natural gas • New York
THIS SECURITY AGREEMENT (this “Agreement”) is made as of June 26, 2009, by RESACA EXPLOITATION, INC., a Texas corporation (“Debtor”), in favor of CIT CAPITAL USA INC., as collateral agent (in such capacity, together with its successors in such capacity, the “Secured Party”) for benefit of the Secured Creditors (as defined below).
PowerSupply Coordination® Service Agreement Texas Fixed ProductPower Supply Coordination Service Agreement • January 27th, 2010 • Resaca Exploitation, Inc. • Crude petroleum & natural gas • Texas
This Agreement is entered into on February 13, 2009 and is between Direct Energy Business, LLC (“Direct Energy”) and Resaca Exploitation, Inc. (“Buyer”). Direct Energy and Buyer are sometimes individually referred to herein as a “Party” or collectively as the “Parties”.
FIFTH AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • January 27th, 2010 • Resaca Exploitation, Inc. • Crude petroleum & natural gas
THIS FIFTH AMENDMENT TO EMPLOYMENT AGREEMENT (“Amendment”) is made and entered into by and between Cano Petroleum, Inc., a Delaware corporation with its principal executive offices in Fort Worth, Texas (the “Company”), and Michael J. Ricketts, an individual currently residing in Tarrant County, Texas (“Vice President”), effective as of the 31st day of December, 2008 (the “Amendment Effective Date”).
RESACA EXPLOITATION, INC. INCENTIVE STOCK OPTION AGREEMENT Optionee: Dennis HammondIncentive Stock Option Agreement • January 27th, 2010 • Resaca Exploitation, Inc. • Crude petroleum & natural gas • Texas
