0001170154-13-000050 Sample Contracts

INTERCREDITOR AGREEMENT dated as of June 7, 2013 among
Intercreditor Agreement • June 12th, 2013 • Gastar Exploration LTD • Crude petroleum & natural gas • New York

INTERCREDITOR AGREEMENT dated as of June 7, 2013 (this “Agreement”), among GASTAR EXPLORATION USA, INC., a Delaware corporation (the “Company”), the Subsidiaries of the Company party hereto, WELLS FARGO BANK, NATIONAL ASSOCIATION, as collateral agent for the First Priority Secured Parties (as defined below) (in such capacity and together with any successor or assigns, the “First Priority Agent”), and WELLS FARGO BANK, NATIONAL ASSOCIATION, as collateral agent for the Second Priority Secured Parties (as defined below) (in such capacity and together with any successor or assigns, the “Second Priority Agent”).

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AMENDMENT TO PURCHASE AND SALE AGREEMENT
Purchase and Sale Agreement • June 12th, 2013 • Gastar Exploration LTD • Crude petroleum & natural gas

This AMENDMENT TO PURCHASE AND SALE AGREEMENT, dated as of June 7, 2013 (this “Amendment”), is made and entered into by and between among CHESAPEAKE EXPLORATION, L.L.C., an Oklahoma limited liability company (“CELLC”), ARCADIA RESOURCES, L.P., an Oklahoma limited partnership (“ARLP”), JAMESTOWN RESOURCES, L.L.C., an Oklahoma limited liability company (“JRLLC”), and LARCHMONT RESOURCES, L.L.C., an Oklahoma limited liability company (“LRLLC” and together with CELLC, ARLP and JRLLC, each, a “Seller” and collectively the “Sellers”), and GASTAR EXPLORATION USA, INC., a Delaware corporation (“Buyer”). Buyer and Sellers may be referred to herein collectively as the “Parties”, or individually as a “Party”.

FIRST AMENDMENT OF PURCHASE AND SALE AGREEMENT
Purchase and Sale Agreement • June 12th, 2013 • Gastar Exploration LTD • Crude petroleum & natural gas

This First Amendment of Purchase and Sale Agreement (the “Amendment”) dated June 11, 2013, but effective as of June 5, 2013, is made by and among Gastar Exploration Texas, LP (“Seller”), Gastar Exploration USA, Inc. (“Seller Guarantor”) and Cubic Energy, Inc. (“Buyer”). Buyer and Seller are sometimes referred to herein, collectively, as the “Parties” and, individually, as a “Party”.

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