0001104659-12-063291 Sample Contracts

EMPLOYMENT AGREEMENT
Employment Agreement • September 13th, 2012 • ZaZa Energy Corp • Crude petroleum & natural gas

This AGREEMENT (this “Agreement”) is made and entered into as of the 11th day of September 2012 (the “Effective Date”), by and between ZaZa Energy Corporation, a Delaware corporation (the “Company”), and John E. Hearn, Jr. (“Employee”).

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AMENDED AND RESTATED SUBORDINATION AGREEMENT
Subordination Agreement • September 13th, 2012 • ZaZa Energy Corp • Crude petroleum & natural gas • New York

AMENDED AND RESTATED SUBORDINATION AGREEMENT (this “Agreement”), dated as of June 8, 2012, among MSDC ZEC Investments, LLC, a Delaware limited liability company (“MSDC”), Senator Sidecar Master Fund LP, a Cayman Islands exempted limited partnership (“Senator”) O-CAP Offshore Master Fund, L.P., a Cayman Islands exempted limited partnership (“O-Cap Offshore”), O-CAP Partners, L.P., a Delaware limited partnership (“O-Cap Partners”), Capital Ventures International, a Cayman Islands corporation (“Capital”), Talara Master Fund, LTD., a Cayman Islands partnership (“Talara”), Blackwell Partners, LLC, a Georgia limited liability company (“Blackwell”), Permal Talara LTD., a British Virgin Islands corporation (“Permal”), Winmill Investments LLC, a Delaware limited liability company (“Winmill” and, together with MSDC, Senator, O-Cap Offshore, O-Cap Partners, Capital, Talara, Blackwell and Permal and their respective successors and assigns, including, any future holder of Senior Debt (as defined be

AMENDMENT TO EXPLORATION AND DEVELOPMENT AGREEMENT
Exploration and Development Agreement • September 13th, 2012 • ZaZa Energy Corp • Crude petroleum & natural gas

This Amendment to Exploration and Development Agreement (this “Amendment”), dated as of June 8, 2012 (this “Agreement”), is made and entered into by and among Hess Corporation, a Delaware corporation (“Hess”) and ZaZa Energy, LLC, a Texas limited liability company (“ZaZa”). Hess and ZaZa are sometimes referred to herein as the “Parties” and each, a “Party”.

WAIVER AND AMENDMENT NO. 1 TO SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • September 13th, 2012 • ZaZa Energy Corp • Crude petroleum & natural gas • New York

This WAIVER AND AMENDMENT NO. 1 TO SECURITIES PURCHASE AGREEMENT (this “Amendment”), is made and entered into this 8th day of June, 2012, by and among ZAZA ENERGY CORPORATION, a Delaware corporation (the “Company”), and each of the holders of Securities (as defined in the Securities Purchase Agreement) that is a signatory to this Amendment.

WAIVER AND AMENDMENT NO. 2 TO SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • September 13th, 2012 • ZaZa Energy Corp • Crude petroleum & natural gas • New York

This WAIVER AND AMENDMENT NO. 2 TO SECURITIES PURCHASE AGREEMENT (this “Amendment”), is made and entered into this 25th day of July, 2012, by and among ZAZA ENERGY CORPORATION, a Delaware corporation (the “Company”), and each of the holders of Securities (as defined in the Securities Purchase Agreement, as defined below) that is a signatory to this Amendment.

ZAZA ENERGY CORPORATION REIMBURSEMENT AGREEMENT
Reimbursement Agreement • September 13th, 2012 • ZaZa Energy Corp • Crude petroleum & natural gas • Delaware

THIS REIMBURSEMENT AGREEMENT (this “Agreement”) is made and entered into as of September 11, 2012, by BLACKSTONE OIL & GAS, LLC (“Blackstone”) and ZaZa Energy Corporation, a Delaware corporation (the “Company”), in consideration for Blackstone’s aggregate grant (“Grant”) of 1,727,083 shares of restricted Common Stock, par value $0.01 per share, of the Company (“Restricted Stock”), which Grant consisted of the following individual grants of Restricted Stock to the recipients and in the amounts set forth on Exhibit A hereto.

SEPARATION AGREEMENT AND GENERAL RELEASE
Separation Agreement • September 13th, 2012 • ZaZa Energy Corp • Crude petroleum & natural gas • Texas

This Separation Agreement and General Release (the “Agreement”) is made and entered into this 30th day of July, 2012, by and among (i) Craig McKenzie (“Employee”); (ii) ZaZa Energy Corporation, a Delaware corporation (the “Company”); (iii) Sequent Petroleum Management, LLC, a Texas limited liability company (“Sequent”); (iv) Blackstone Oil & Gas, LLC, a Texas limited liability company (“Blackstone”); (v) Omega Energy LLC, a Texas limited liability company (formerly known as Omega Energy Corporation)(“Omega”); and (vi) Lara Energy Inc., a Texas corporation (“Lara”, with each of Blackstone, Omega and Lara referred to individually as a “Grantor” and referred to collectively as “Grantors”).

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