0001193125-12-185244 Sample Contracts

REGISTRATION RIGHTS AGREEMENT DATED AS OF APRIL 25, 2012 AMONG RESOLUTE ENERGY CORPORATION, THE GUARANTORS LISTED ON SCHEDULE I HERETO AND CITIGROUP GLOBAL MARKETS INC. BMO CAPITAL MARKETS INC. WELLS FARGO SECURITIES, LLC AS REPRESENTATIVE OF THE...
Registration Rights Agreement • April 26th, 2012 • Resolute Energy Corp • Crude petroleum & natural gas • New York

This Agreement is entered into in connection with the Purchase Agreement, dated as of April 20, 2012 (the “Purchase Agreement”), by and among the Company, the Guarantors and the Initial Purchasers, which provides for, among other things, the sale by the Company to the Initial Purchasers of $250,000,000 aggregate principal amount of the Company’s 8.50% Senior Notes due 2020 (the “Notes”). The Notes are issued under an indenture, dated as of the date hereof (as amended or supplemented from time to time, the “Indenture”), among the Company, the Guarantors and U.S. Bank National Association, as trustee (the “Trustee”). Pursuant to the Purchase Agreement and the Indenture, the Guarantors are required to guarantee (collectively, the “Guarantees”) the Company’s obligations under the Notes and the Indenture. References to the “Securities” shall mean, collectively, the Notes and, when issued, the Guarantees. In order to induce the Initial Purchasers to enter into the Purchase Agreement, the Com

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RESOLUTE ENERGY CORPORATION Purchase Agreement
Purchase Agreement • April 26th, 2012 • Resolute Energy Corp • Crude petroleum & natural gas • New York

Resolute Energy Corporation, a corporation organized under the laws of Delaware (the “Company”), proposes to issue and sell to the several parties named in Schedule I hereto (the “Initial Purchasers”), for whom you (the “Representatives”) are acting as representatives, $250,000,000 principal amount of its 8.50% Notes due 2020 (the “Notes”). The Securities will have the benefit of a registration rights agreement (the “Registration Rights Agreement”) to be dated as of the Closing Date (as defined below), between the Company and the Initial Purchasers, pursuant to which the Company will agree to register the Securities under the Act subject to the terms and conditions therein specified. The Securities are to be issued under an indenture (the “Indenture”), to be dated as of the Closing Date, between the Company, the Guarantors identified on Schedule II (each a “Guarantor” and collectively, the “Guarantors”) and U.S. Bank National Association, as trustee (the “Trustee”). The Notes will be u

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