LEGACY RESERVES LP, LEGACY RESERVES FINANCE CORPORATION, LEGACY RESERVES GP, LLC, LEGACY RESERVES INC., and THE GUARANTORS PARTY HERETO 8% SENIOR NOTES DUE 2020 SECOND SUPPLEMENTAL INDENTURE DATED AS OF [ ], 2018, WILMINGTON TRUST, NATIONAL...Second Supplemental Indenture • March 26th, 2018 • Legacy Reserves Lp • Crude petroleum & natural gas • New York
This SECOND SUPPLEMENTAL INDENTURE (the “Supplemental Indenture”), dated as of [ ], 2018, is among Legacy Reserves LP, a Delaware limited partnership (the “Company”), Legacy Reserves Finance Corporation, a Delaware corporation (“Finance Corp.” and, together with the Company, the “Issuers”), each of the parties identified under the caption “Guarantors” on the signature page hereto and Wilmington Trust, National Association (as successor to Wells Fargo Bank, National Association), a national banking association, as trustee (the “Trustee”), Legacy Reserves GP, LLC, a Delaware limited liability company (the “General Partner”) and Legacy Reserves Inc., a Delaware corporation (the “Parent” and, together with the General Partner, the “Parent Guarantors” and, together with the other subsidiaries of the Parent identified on the signature pages hereto, the “Guarantors”).
FOURTH AMENDMENT TO TERM LOAN CREDIT AGREEMENTTerm Loan Credit Agreement • March 26th, 2018 • Legacy Reserves Lp • Crude petroleum & natural gas
This FOURTH AMENDMENT TO TERM LOAN CREDIT AGREEMENT (this “Fourth Amendment”) dated as of March 23, 2018, among LEGACY RESERVES LP, a limited partnership duly formed under the laws of the State of Delaware (the “Borrower”), each of the undersigned guarantors (the “Guarantors”, and together with the Borrower, the “Obligors”), CORTLAND CAPITAL MARKET SERVICES LLC, as administrative agent for the Lenders (in such capacity, together with its successors, the “Administrative Agent”), the Lenders under the Term Loan Credit Agreement (the “Lenders”).
GP PURCHASE AGREEMENT by and among LEGACY RESERVES INC., and LION GP INTERESTS, LLC and Solely for Purposes of Section 6.01, Section 8.12, Section 8.16 and Section 8.17, LEGACY RESERVES GP, LLC and LEGACY RESERVES LP and Solely for Purposes of Section...Gp Purchase Agreement • March 26th, 2018 • Legacy Reserves Lp • Crude petroleum & natural gas • Delaware
This GP PURCHASE AGREEMENT (this “Agreement”) is entered into as of March 23, 2018 (the “Effective Date”) by and among Legacy Reserves Inc., a Delaware corporation (the “Company”), Lion GP Interests, LLC, a Delaware limited liability company (the “Seller”); and solely for purposes of Section 8.12, Section 8.16 and Section 8.17, Legacy Reserves LP, a Delaware limited partnership (the “MLP”), and Legacy Reserves GP, LLC, a Delaware liability company (“GP LLC”); and solely for purposes of Section 5.02, Section 8.12, Section 8.16 and Section 8.18, Moriah Properties, Ltd., a Texas limited partnership (“Moriah Properties”); and solely for purposes of Section 5.02, Section 8.12 and Section 8.16, Brothers Production Properties, Ltd., Brothers Production Company, Inc., Brothers Operating Company, Inc., J&W McGraw Properties, Ltd., DAB Resources, Ltd. and H2K Holdings, Ltd. (collectively, the “Other Members”).
THIRD AMENDMENT TO AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF LEGACY RESERVES GP, LLCLimited Liability Company Agreement • March 26th, 2018 • Legacy Reserves Lp • Crude petroleum & natural gas • Delaware
THIS THIRD AMENDMENT TO AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF LEGACY RESERVES GP, LLC (this “Amendment”) (i) is entered into effective as of March 23, 2018 (the “Effective Date”) by and among Brothers Production Properties, Ltd. (“Brothers Properties”), Brothers Production Company, Inc. (“Brothers Production”), Brothers Operating Company, Inc., (“Brothers Operating”), J&W McGraw Properties, Ltd. (“J&W McGraw”), Moriah Properties, Ltd. (“Moriah”), DAB Resources, Ltd. (“DAB Resources”), and H2K Holdings, Ltd. (“H2K Holdings”; and together with Brothers Properties, Brothers Production, Brothers Operating, J&W McGraw, Moriah and DAB Resources, the “Members” and each, a “Member”) and (ii) has been approved by the unanimous consent of the Conflicts Committee (the “Conflicts Committee”) of the Board of Directors (the “Board”) of Legacy Reserves GP, LLC, a Delaware limited liability company (the “Company”), pursuant to Sections 7.10(d) and 13.5 of the GP LLC Agreement (as
