SECOND AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF TALOS GULF COAST ONSHORE LLC A Delaware Limited Liability CompanyLimited Liability Company Agreement • September 14th, 2018 • Talos Resources LLC • Crude petroleum & natural gas • Delaware
This Amended and Restated Limited Liability Company Agreement of Talos Gulf Coast Onshore LLC (this “Agreement”) is effective as of October 1, 2017 and is adopted, executed and agreed to by the Member (as defined below). This Agreement amends and restates, and replaces, in its entirety, the Amended & Restated Limited Liability Company Agreement of GCER Onshore, LLC, dated as of March 31, 2015 (as amended, supplemented or modified). GCER Onshore, LLC changed its name to Talos Gulf Coast Onshore LLC pursuant to a Certificate of Amendment in the state of Delaware dated as of July 8, 2015.
FIRST AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF TALOS ENERGY HOLDINGS LLC (A DELAWARE LIMITED LIABILITY COMPANY)Limited Liability Company Agreement • September 14th, 2018 • Talos Resources LLC • Crude petroleum & natural gas • Delaware
This FIRST AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT (this “Agreement”) of Talos Energy Holdings LLC, a Delaware limited liability company (the “Company”), effective as of November 28, 2016, is adopted, executed and agreed to by Talos Energy LLC (the “Member”).
AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF TALOS PETROLEUM LLC A DELAWARE LIMITED LIABILITY COMPANYLimited Liability Company Agreement • September 14th, 2018 • Talos Resources LLC • Crude petroleum & natural gas • Delaware
This AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF TALOS PETROLEUM LLC (this “Agreement”), effective as of May 10, 2018, is adopted, executed and agreed to by the Sole Member (as defined below).
AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF TALOS PRODUCTION LLCLimited Liability Company Agreement • September 14th, 2018 • Talos Resources LLC • Crude petroleum & natural gas • Delaware
This Amended and Restated Limited Liability Company Agreement (the “Agreement”) of Talos Production LLC, a Delaware limited liability company (the “Company”), effective as of May 10, 2018, is adopted and entered into by Talos Energy Inc., a Delaware corporation (the “Managing Member”), and the parties whose names and addresses are set forth on Schedule I hereto as members of the Company (collectively with the Managing Member, the “Members”).
AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF TALOS ENERGY OPERATING COMPANY LLC A DELAWARE LIMITED LIABILITY COMPANYLimited Liability Company Agreement • September 14th, 2018 • Talos Resources LLC • Crude petroleum & natural gas • Delaware
This AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF TALOS ENERGY OPERATING COMPANY LLC (this “Agreement”), effective as of January 18, 2013, is adopted, executed and agreed to by the Members (as defined below).
AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF STONE ENERGY HOLDING, L.L.C. A Delaware Limited Liability CompanyLimited Liability Company Agreement • September 14th, 2018 • Talos Resources LLC • Crude petroleum & natural gas • Delaware
This AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF STONE ENERGY HOLDING, L.L.C. (this “Agreement”), dated as of February 28, 2017, is entered into by the Sole Member (as defined below).
AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF TALOS ENERGY OFFSHORE LLC A DELAWARE LIMITED LIABILITY COMPANYLimited Liability Company Agreement • September 14th, 2018 • Talos Resources LLC • Crude petroleum & natural gas • Delaware
This AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF TALOS ENERGY OFFSHORE LLC (this “Agreement”), effective as of January 18th, 2013, is adopted, executed and agreed to by the Sole Member (as defined below).
AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF TALOS ENERGY OPERATING GP LLC A DELAWARE LIMITED LIABILITY COMPANYLimited Liability Company Agreement • September 14th, 2018 • Talos Resources LLC • Crude petroleum & natural gas • Delaware
This AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF TALOS ENERGY OPERATING GP LLC (this “Agreement”), effective as of January 18, 2013, is adopted, executed and agreed to by the Sole Member (as defined below).
LIMITED LIABILITY COMPANY AGREEMENT OF TALOS ENERGY INTERNATIONAL LLC A DELAWARE LIMITED LIABILITY COMPANYLimited Liability Company Agreement • September 14th, 2018 • Talos Resources LLC • Crude petroleum & natural gas • Delaware
This LIMITED LIABILITY COMPANY AGREEMENT OF TALOS ENERGY INTERNATIONAL LLC (this “Agreement”), effective as of July 13, 2015, is adopted, executed and agreed to by the Sole Member (as defined below).
SECOND AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF TALOS MANAGEMENT HOLDINGS LLC A Delaware Limited Liability CompanyLiability Company Agreement • September 14th, 2018 • Talos Resources LLC • Crude petroleum & natural gas • Delaware
This Amended and Restated Limited Liability Company Agreement of Talos Management Holdings LLC (this “Agreement”) is effective as of October 1, 2017 and is adopted, executed and agreed to by Talos Management Intermediary LLC (the “Managing Member”) and Talos Gulf Coast LLC (the “Non-Managing Member” and, together with the Managing Member, the “Members”, and each a “Member”). This Agreement amends and restates, and replaces, in its entirety, the Amended & Restated Limited Liability Company Agreement of GCER Management Holdings, LLC dated as of March 31, 2015 (as amended, supplemented or modified). GCER Management Holdings, LLC changed its name to Talos Management Holdings LLC pursuant to a Certificate of Amendment in the state of Delaware dated as of July 7, 2017.
AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF STONE ENERGY OFFSHORE, L.L.C. A Delaware Limited Liability CompanyLimited Liability Company Agreement • September 14th, 2018 • Talos Resources LLC • Crude petroleum & natural gas • Delaware
THIS AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF STONE ENERGY OFFSHORE, L.L.C. (this “Agreement”), dated as of February 28, 2017, is entered into by the Sole Member (as defined below).
THIRD AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF TALOS ENERGY LLC A DELAWARE LIMITED LIABILITY COMPANYLimited Liability Company Agreement • September 14th, 2018 • Talos Resources LLC • Crude petroleum & natural gas • Delaware
This THIRD AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF TALOS ENERGY LLC (this “Agreement”), effective as of May 10, 2018, is adopted, executed and agreed to by the Sole Member (as defined below).
SECOND AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF TALOS MANAGEMENT INTERMEDIARY LLC A Delaware Limited Liability CompanyLimited Liability Company Agreement • September 14th, 2018 • Talos Resources LLC • Crude petroleum & natural gas • Delaware
This Second Amended and Restated Limited Liability Company Agreement of Talos Management Intermediary LLC (this “Agreement”) is effective as of October 1, 2017 and is adopted, executed and agreed to by the Member (as defined below). This Agreement amends and restates, and replaces, in its entirety, the Amended & Restated Limited Liability Company Agreement of GCER Management Intermediary, LLC dated March 31, 2015 (as amended, supplemented or modified). GCER Management Intermediary LLC changed its name to Talos Management Intermediary LLC pursuant to a Certificate of Amendment in the state of Delaware dated as of July 21, 2015.
LIMITED LIABILITY COMPANY AGREEMENT OF CKB PETROLEUM, LLC A DELAWARE LIMITED LIABILITY COMPANYLimited Liability Company Agreement • September 14th, 2018 • Talos Resources LLC • Crude petroleum & natural gas • Delaware
This AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF CKB PETROLEUM, LLC (this “Agreement”), effective as of February 6, 2013, is adopted, executed and agreed to by the Sole Member (as defined below).
SUPPLEMENTAL INDENTURE NO. 1Supplemental Indenture • September 14th, 2018 • Talos Resources LLC • Crude petroleum & natural gas • New York
SUPPLEMENTAL INDENTURE NO. 1 (this “Supplemental Indenture”) dated as of September 12, 2018, among TALOS ENERGY INC. (the “Parent Guarantor”), the parent company of TALOS PRODUCTION LLC, a Delaware limited liability company (“Holdings”), and Wilmington Trust, National Association, as trustee (the “Trustee”) and collateral agent (the “Collateral Agent”) under the indenture referred to below.
SECOND AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF TALOS ERT LLC A Delaware Limited Liability CompanyLimited Liability Company Agreement • September 14th, 2018 • Talos Resources LLC • Crude petroleum & natural gas • Delaware
This Second Amended and Restated Limited Liability Company Agreement of Talos ERT LLC (this “Agreement”) is effective as of March 27, 2018, and is adopted, executed and agreed to by the Member (as defined below). This Agreement amends and restates, and replaces, in its entirety, the Amended and Restated Limited Liability Company Agreement of Energy Resource Technology GOM, LLC, dated as of February 6, 2013 (as amended, supplemented or modified). Energy Resource Technology GOM, LLC changed its name to Talos ERT LLC pursuant to a Certificate of Amendment in the state of Delaware dated as of January 31, 2018.
