FORM OF REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • July 19th, 2018 • Riviera Resources, LLC • Crude petroleum & natural gas • Delaware
This Registration Rights Agreement (including all exhibits hereto and as may be amended, supplemented or amended and restated from time to time in accordance with the terms hereof, this “Agreement”) is made and entered into as of [ ], 2018, by and among Riviera Resources, Inc., a Delaware corporation (the “Company”), and the other parties signatory hereto and any additional parties identified on the signature pages of any joinder agreement executed and delivered pursuant hereto.
FORM OF INDEMNITY AGREEMENTIndemnity Agreement • July 19th, 2018 • Riviera Resources, LLC • Crude petroleum & natural gas • Delaware
THIS INDEMNITY AGREEMENT (the “Agreement”) is made and entered into as of [ ], 2018 (the “Effective Date”) between Riviera Resources, Inc., a Delaware corporation (the “Company”), and [ ] (the “Indemnitee”).
FORM OF CREDIT AGREEMENT dated as of [ ], 2018 among BLUE MOUNTAIN MIDSTREAM LLC, as Borrower, ROYAL BANK OF CANADA, as Administrative Agent and Issuing Bank, CITIBANK, N.A. and CAPITAL ONE, NATIONAL ASSOCIATION, as Co-Syndication Agents, ABN AMRO...Credit Agreement • July 19th, 2018 • Riviera Resources, LLC • Crude petroleum & natural gas • New York
THIS CREDIT AGREEMENT dated as of [ ], 2018, is among: Blue Mountain Midstream LLC, a Delaware limited liability company (the “Borrower”), each of the Lenders from time to time party hereto, and Royal Bank of Canada (in its individual capacity, “RBC”), as administrative agent (in such capacity, together with its successors in such capacity, the “Administrative Agent”) for the Lenders (as defined below).
FORM OF TAX MATTERS AGREEMENTTax Matters Agreement • July 19th, 2018 • Riviera Resources, LLC • Crude petroleum & natural gas • Texas
This Tax Matters Agreement (the “Agreement”) is entered into as of [ ], 2018 by and among Linn Energy, Inc., a Delaware corporation (“Linn”), Riviera Resources, Inc., a Delaware corporation (“SpinCo”), and the SpinCo Subsidiaries (as defined below, and collectively with SpinCo, the “SpinCo Parties,” and the SpinCo Parties collectively with Linn, the “Parties”).
FORM OF SEPARATION AND DISTRIBUTION AGREEMENT by and between LINN ENERGY, INC. and RIVIERA RESOURCES, INC. Dated as of [ ], 2018Separation and Distribution Agreement • July 19th, 2018 • Riviera Resources, LLC • Crude petroleum & natural gas • Delaware
SEPARATION AND DISTRIBUTION AGREEMENT (this “Agreement”), dated as of [ ], 2018, by and between Riviera Resources, Inc., a Delaware corporation (“SpinCo”), and Linn Energy, Inc., a Delaware corporation (“Linn”). SpinCo, on the one hand, and Linn, on the other hand, are sometimes referred to herein collectively as the “Parties” and individually as a “Party.” Capitalized terms shall have the meanings set forth in Section 1.1.
FORM OF TRANSITION SERVICES AGREEMENT by and between LINN ENERGY, INC. AND RIVIERA RESOURCES, INC. Dated as ofTransition Services Agreement • July 19th, 2018 • Riviera Resources, LLC • Crude petroleum & natural gas • Delaware
FORM OF PERFORMANCE-VESTING STOCK UNIT AGREEMENT PURSUANT TO THE RIVIERA RESOURCES, INC. 2018 OMNIBUS INCENTIVE PLANVesting Stock Unit Agreement • July 19th, 2018 • Riviera Resources, LLC • Crude petroleum & natural gas • Texas
THIS PERFORMANCE-VESTING STOCK UNIT AWARD AGREEMENT (this “Agreement”), dated as of the Grant Date specified above, is entered into by and between Riviera Resources, Inc., a Delaware corporation (the “Company”), and the Participant specified above, pursuant to the Riviera Resources, Inc. 2018 Omnibus Incentive Plan, as in effect and as amended from time to time (the “Plan”), which is administered by the Committee; and
FORM OF RESTRICTED STOCK UNIT AGREEMENT PURSUANT TO THE RIVIERA RESOURCES, INC. 2018 OMNIBUS INCENTIVE PLANRestricted Stock Unit Agreement • July 19th, 2018 • Riviera Resources, LLC • Crude petroleum & natural gas • Texas
THIS RESTRICTED STOCK UNIT AWARD AGREEMENT (this “Agreement”), dated as of the Grant Date specified above, is entered into by and between Riviera Resources, Inc., a Delaware corporation (the “Company”), and the Participant specified above, pursuant to the Riviera Resources, Inc. 2018 Omnibus Incentive Plan, as in effect and as amended from time to time (the “Plan”), which is administered by the Committee; and
FORM OF ASSIGNMENT AGREEMENTAssignment Agreement • July 19th, 2018 • Riviera Resources, LLC • Crude petroleum & natural gas • Delaware
This ASSIGNMENT AGREEMENT (this “Agreement”) is made and entered into as of [ ], 2018 (the “Effective Date”), by and between Linn Energy, Inc., a Delaware corporation (“Linn”), and Riviera Resources, Inc., a Delaware corporation (“Riviera”). Linn and Riviera may be referred to herein individually, as a “Party”, and collectively, as the “Parties”.
AMENDMENT NO. 1 TO EMPLOYMENT AGREEMENTEmployment Agreement • July 19th, 2018 • Riviera Resources, LLC • Crude petroleum & natural gas
THIS AMENDMENT NO. 1 (this “Amendment”), is dated as of July 17, 2018 (the “Effective Date”) and amends that certain Employment Agreement (the “Agreement”) dated as of March 29, 2018 and effective as of April 2, 2018, by and between Greg Harper (“Employee”), Blue Mountain Midstream LLC, a Delaware limited liability company (the “Company”) and Riviera Resources, LLC, a Delaware limited liability company (“Riviera”). Capitalized terms used and not otherwise defined herein shall have the meanings assigned to them in the Agreement.
