REGISTRATION RIGHTS AGREEMENT by and among Chesapeake Oilfield Operating, L.L.C. Chesapeake Oilfield Finance, Inc., as Issuers, The Guarantors, named herein and Merrill Lynch, Pierce, Fenner & Smith Incorporated, as the Representative of the Initial...Registration Rights Agreement • May 30th, 2013 • Mid-States Oilfield Supply LLC • Oil & gas field services, nec • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into as of October 28, 2011, by and among Chesapeake Oilfield Operating, L.L.C., an Oklahoma limited liability company (“COO, LLC”), Chesapeake Oilfield Finance, Inc., a Delaware corporation (“COO, Inc.” and together with COO, LLC, the “Issuers”), the entities listed on the signature pages hereto as guarantors (each a “Guarantor” and collectively, the “Guarantors”), and Merrill Lynch, Pierce, Fenner & Smith Incorporated, as representative for the several Initial Purchasers listed on Schedule A to the Purchase Agreement (as defined below) (collectively, the “Initial Purchasers”), each of whom has agreed to purchase the Issuers’ 6.625% Senior Notes due 2019 (the “Initial Notes”) jointly and severally guaranteed by the Guarantors (the “Guarantees”) pursuant to the Purchase Agreement. The Initial Notes and the Guarantees attached thereto are herein collectively referred to as the “Initial Securities.”
CHESAPEAKE OILFIELD OPERATING, L.L.C., CHESAPEAKE OILFIELD FINANCE, INC. AND THE GUARANTORS NAMED ON THE SIGNATURE PAGE HEREOF 6.625% SENIOR NOTES DUE 2019 INDENTURE Dated as of October 28, 2011 THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., As TrusteeIndenture • May 30th, 2013 • Mid-States Oilfield Supply LLC • Oil & gas field services, nec • New York
This Indenture, dated as of October 28, 2011 is among Chesapeake Oilfield Operating, L.L.C., an Oklahoma limited liability company (the “Company”), Chesapeake Oilfield Finance, Inc., a Delaware corporation (“COF” and, together with the Company, the “Issuers”), the guarantors listed on the signature page hereof (each, a “Subsidiary Guarantor” and, collectively, the “Subsidiary Guarantors”) and The Bank of New York Mellon Trust Company, N.A., a national banking association, as trustee (the “Trustee”).
OPERATING AGREEMENT for CHESAPEAKE OILFIELD OPERATING, L.L.C.Operating Agreement • May 30th, 2013 • Mid-States Oilfield Supply LLC • Oil & gas field services, nec • Oklahoma
THIS OPERATING AGREEMENT is made effective the 19th day of September, 2011, by Chesapeake Oilfield Services, L.L.C., an Oklahoma limited liability company, as the sole member (the “Member”) of Chesapeake Oilfield Operating, L.L.C., an Oklahoma limited liability company (the “Company”).
MASTER SERVICES AGREEMENTMaster Services Agreement • May 30th, 2013 • Mid-States Oilfield Supply LLC • Oil & gas field services, nec • Oklahoma
This Master Services Agreement, is made and entered into on October 25, 2011 (this “Agreement”), by and between Chesapeake Operating, Inc., an Oklahoma corporation, and any present or future subsidiaries or affiliates named directly or indirectly by Chesapeake Operating, Inc. (excluding Contractor, as defined herein) (collectively, the “Company”), and Chesapeake Oilfield Operating, L.L.C., an Oklahoma limited liability company, on behalf of itself and its direct and indirect subsidiaries listed on Exhibit B hereto, as amended from time to time (collectively, “Contractor”).
SERVICES AGREEMENTServices Agreement • May 30th, 2013 • Mid-States Oilfield Supply LLC • Oil & gas field services, nec • Oklahoma
This Services Agreement (this “Agreement”) is made and entered into on October 25, 2011 (the “Effective Date”), by and between Chesapeake Operating, Inc., an Oklahoma corporation (the “Company”), and Chesapeake Oilfield Operating, L.L.C., an Oklahoma limited liability company, on behalf of itself and its direct and indirect wholly owned subsidiary companies (collectively, “Contractor”).
MASTER LEASE AGREEMENTMaster Lease Agreement • May 30th, 2013 • Mid-States Oilfield Supply LLC • Oil & gas field services, nec • Oklahoma
THIS MASTER LEASE AGREEMENT (this “Master Lease”) is entered into by and between Chesapeake Land Development Company L.L.C., an Oklahoma limited liability company (“Landlord”), and Chesapeake Oilfield Operating, L.L.C., an Oklahoma limited liability company (“Tenant”) effective as of January 1, 2012. The effective date of this Master Lease for the purposes of each Leased Premises (as defined below) which is covered hereby (“Effective Date”) shall be that date set forth opposite each such respective Leased Premises on the schedule attached hereto as Schedule “1” (the “Lease Schedule”).
SECOND AMENDMENT TO CREDIT AGREEMENTCredit Agreement • May 30th, 2013 • Mid-States Oilfield Supply LLC • Oil & gas field services, nec
THIS SECOND AMENDMENT TO CREDIT AGREEMENT (herein called this “Amendment”) is made as of December 18, 2012 by and among Chesapeake Oilfield Operating, L.L.C., an Oklahoma limited liability company (the “Borrower”), Bank of America, N.A., as Administrative Agent (in such capacity, the “Administrative Agent”), Swing Line Lender and an L/C Issuer, and the Lenders.
ADMINISTRATIVE SERVICES AGREEMENTAdministrative Services Agreement • May 30th, 2013 • Mid-States Oilfield Supply LLC • Oil & gas field services, nec
This Administrative Services Agreement (this “Agreement”) is entered into on, and effective as of, October 25, 2011, and is by and between Chesapeake Oilfield Operating, L.L.C., an Oklahoma limited liability company (the “Company”), and Chesapeake Operating, Inc., an Oklahoma corporation (“COI”). The above-named entities are sometimes referred to in this Agreement each as a “Party” and collectively as the “Parties.”
AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • May 30th, 2013 • Mid-States Oilfield Supply LLC • Oil & gas field services, nec
This Amendment to Employment Agreement (the “Amendment”) is effective November 9, 2011 (the “Effective Date”), by and between Chesapeake Energy Corporation, an Oklahoma corporation (the “Company”), and Jerry L. Winchester, an individual (the “Executive”). The Company and the Executive are referred to collectively in this Amendment as the “Parties.”
EMPLOYMENT AGREEMENTEmployment Agreement • May 30th, 2013 • Mid-States Oilfield Supply LLC • Oil & gas field services, nec • Oklahoma
THIS AGREEMENT is made effective September 15, 2011, between CHESAPEAKE ENERGY CORPORATION, an Oklahoma corporation (the “Company”), and JERRY L. WINCHESTER, an individual (the “Executive”).
EMPLOYMENT AGREEMENT between CHESAPEAKE OILFIELD SERVICES, L.L.C. and CARY D. BAETZ Effective January 9, 2012Employment Agreement • May 30th, 2013 • Mid-States Oilfield Supply LLC • Oil & gas field services, nec • Oklahoma
THIS AGREEMENT is made effective January 9, 2012, between CHESAPEAKE OILFIELD SERVICES, L.L.C., an Oklahoma limited liability company (the “Company”), and CARY D. BAETZ, an individual (the “Executive”).
AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • May 30th, 2013 • Mid-States Oilfield Supply LLC • Oil & gas field services, nec
This Amendment to Employment Agreement (the “Amendment”) is effective December 22, 2011 (the “Effective Date”), by and between Chesapeake Energy Corporation, an Oklahoma corporation (the “Company”), and Jerry L. Winchester, an individual (the “Executive”). The Company and the Executive are referred to collectively in this Amendment as the “Parties.”
FIRST AMENDMENT TO CREDIT AGREEMENTCredit Agreement • May 30th, 2013 • Mid-States Oilfield Supply LLC • Oil & gas field services, nec
THIS FIRST AMENDMENT TO CREDIT AGREEMENT (herein called this “Amendment”) is made as of April 12, 2012 by and among Chesapeake Oilfield Operating, L.L.C., an Oklahoma limited liability company (the “Borrower”), Bank of America, N.A., as Administrative Agent (in such capacity, the “Administrative Agent”), Swing Line Lender and an L/C Issuer, and the Lenders.
