AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT FOR PICEANCE ENERGY, LLC Dated as of August 31, 2012Limited Liability Company Agreement • August 31st, 2012 • Delta Petroleum Corp/Co • Crude petroleum & natural gas • Delaware
This Amended and Restated Limited Liability Company Agreement (this “Agreement”) of Piceance Energy, LLC, a Delaware limited liability company (the “Company”), dated as of August 31, 2012 (the “Effective Date”), is among the Members.
FORBEARANCE EXTENSION LETTER July 16, 2012Forbearance Extension Letter • August 31st, 2012 • Delta Petroleum Corp/Co • Crude petroleum & natural gas
MANAGEMENT SERVICES AGREEMENT By and Between PICEANCE ENERGY, LLC (COMPANY) And LARAMIE ENERGY II, LLC (MANAGER) August 31, 2012Management Services Agreement • August 31st, 2012 • Delta Petroleum Corp/Co • Crude petroleum & natural gas • Colorado
THIS MANAGEMENT SERVICES AGREEMENT (this “Agreement”) dated August 31, 2012, is between LARAMIE ENERGY II, LLC, a Delaware limited liability company with offices at 1512 Larimer Street, Suite 1000, Denver, CO 80202 (“Manager”) and PICEANCE ENERGY, LLC (“Company”), a Delaware limited liability company, with offices at 1512 Larimer Street, Suite 1000, Denver, CO 80202. Manager and the Company are hereinafter referred to as a “Party” or the “Parties” as applicable.
SECOND FORBEARANCE EXTENSION LETTER July 30, 2012Forbearance Extension Letter • August 31st, 2012 • Delta Petroleum Corp/Co • Crude petroleum & natural gas
STOCKHOLDERS AGREEMENTStockholders Agreement • August 31st, 2012 • Delta Petroleum Corp/Co • Crude petroleum & natural gas • Delaware
THIS STOCKHOLDERS AGREEMENT (the “Agreement”) is made and entered into as of this [ ] day of August, 2012 to be effective as of the Effective Date (as hereinafter defined), by and among Par Petroleum, Inc., a Delaware corporation formerly known as Delta Petroleum Corporation (the “Company”), certain holders of the Company’s common stock, $.01 par value per share (“Common Stock”) listed on Schedule A (the “Key Holders”), and any subsequent investors, or transferees, who become parties hereto as “Investors” pursuant to Sections 6.1 and 6.2 below (the “Investors,” and together collectively with the Key Holders, the “Stockholders”). As used herein, the terms “own” or “hold,” and all variations of such terms, shall mean to own, hold or otherwise exercise investment discretion, whether directly or indirectly, over the applicable Shares (as defined below).
THIRD FORBEARANCE EXTENSION LETTER July 16, 2012Forbearance Agreement • August 31st, 2012 • Delta Petroleum Corp/Co • Crude petroleum & natural gas
FIRST FORBEARANCE AGREEMENTForbearance Agreement • August 31st, 2012 • Delta Petroleum Corp/Co • Crude petroleum & natural gas • New York
THIS FIRST FORBEARANCE AGREEMENT (this “Agreement”) dated as of July 3, 2012, among DELTA PETROLEUM CORPORATION, a Delaware corporation (the “Borrower”), the Guarantors party hereto (the “Guarantors”), the Lenders party hereto, WHITEBOX ADVISORS LLC, as administrative agent (the “Administrative Agent”) and collateral agent (“Collateral Agent”), is entered into in respect of that certain Amended and Restated Senior Secured Debtor-In-Possession Credit Agreement, dated as of December 21, 2011 (as amended, supplemented or otherwise modified from time to time, the “Credit Agreement”), among the Borrower, the Guarantors, the Lenders party thereto (the “Lenders”) and the Administrative Agent and Collateral Agent, which amended, restated and replaced that certain Senior Secured Debtor-In-Possession Credit Agreement dated as of December 19, 2011 by and between Borrower, the Guarantors party thereto, the Lenders party thereto, the Administrative Agent and Collateral Agent. Unless otherwise indic
