INDEMNIFICATION AGREEMENTIndemnification Agreement • March 23rd, 2021 • Vine Energy Inc. • Crude petroleum & natural gas • Delaware
This Indemnification Agreement is effective as of March 17, 2021, (this “Agreement”) and is between Vine Energy Inc., a Delaware corporation (the “Company”), and the undersigned director/officer of the Company (the “Indemnitee”).
CREDIT AGREEMENT Dated as of March 8, 2021 among VINE ENERGY HOLDINGS LLC, as the Borrower, The Several Lenders from Time to Time Parties Hereto, CITIBANK, N.A., as Administrative Agent, Collateral Agent, Swingline Lender and an Issuing Bank,...Credit Agreement • March 23rd, 2021 • Vine Energy Inc. • Crude petroleum & natural gas • New York
CREDIT AGREEMENT, dated as of March 8, 2021, among Vine Energy Holdings LLC, a Delaware limited liability company (the “Borrower”), the banks, financial institutions and other lending institutions from time to time parties as lenders hereto (each a “Lender” and, collectively, the “Lenders”), Citibank, N.A. (“Citibank”), as administrative agent and collateral agent for the Lenders, as the swingline lender and an issuer of Letters of Credit, and each other Issuing Bank from time to time party hereto.
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • March 23rd, 2021 • Vine Energy Inc. • Crude petroleum & natural gas • Delaware
This Registration Rights Agreement (as amended, restated, supplemented or otherwise modified from time to time, this “Agreement”) is dated as of March 22, 2021, by and among Vine Energy Inc., a Delaware corporation (the “Company”), Vine Investment LLC, a Delaware limited liability company (“Vine Investment”), Brix Investment LLC, a Delaware limited liability company (“Brix Investment”), Harvest Investment LLC, a Delaware limited liability company (“Harvest Investment”, together with Vine Investment and Brix Investment, the “Vine Energy Investment Entities”), and Vine Investment II LLC, a Delaware limited liability company (“Vine Investment II”), Brix Investment II LLC, a Delaware limited liability company (“Brix Investment II”), and Harvest Investment II LLC, a Delaware limited liability company (“Harvest Investment II”, together with Vine Investment II and Brix Investment II, the “Vine Energy Investment II Entities,” and together with the Vine Energy Investment Entities, the “Investme
21,500,000 Class A Common Stock VINE ENERGY INC. CLASS A COMMON STOCK UNDERWRITING AGREEMENT March 17, 2021Underwriting Agreement • March 23rd, 2021 • Vine Energy Inc. • Crude petroleum & natural gas • New York
FORM OF AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF VINE ENERGY HOLDINGS LLC a Delaware limited liability company Dated as of March 17, 2021Limited Liability Company Agreement • March 23rd, 2021 • Vine Energy Inc. • Crude petroleum & natural gas • Delaware
This Amended and Restated Limited Liability Company Agreement of Vine Energy Holdings LLC (the “Company”), dated as of March 17, 2021 (the “Effective Date”), is (a) adopted by the Members (as defined herein) and (b) executed and agreed to, for good and valuable consideration, by the Members.
STOCKHOLDERS’ AGREEMENT DATED AS OF MARCH 22, 2021 AMONG VINE ENERGY INC. AND THE OTHER PARTIES HERETOStockholders’ Agreement • March 23rd, 2021 • Vine Energy Inc. • Crude petroleum & natural gas • Delaware
This Stockholders’ Agreement (the “Agreement”) is entered into as of March 22, 2021 by and among Vine Energy Inc., a Delaware corporation (the “Company”), each of the other parties identified on the signature pages hereto (the “Investor Parties”) and solely for purposes of Section 2.1(c), Section 3.2 and Section 3.3 hereof, Vine Investment LLC, a Delaware limited liability company (“Vine Investment”), Brix Investment LLC, a Delaware limited liability company (“Brix Investment”), Harvest Investment LLC, a Delaware limited liability company (“Harvest Investment”, together with Vine Investment and Brix Investment, the “Vine Energy Investment Entities”), and Vine Investment II LLC, a Delaware limited liability company (“Vine Investment II”), Brix Investment II LLC, a Delaware limited liability company (“Brix Investment II”), and Harvest Investment II LLC, a Delaware limited liability company (“Harvest Investment II”, together with Vine Investment II and Brix Investment II, the “Vine Energy
FIRST SUPPLEMENTAL INDENTURESupplemental Indenture • March 23rd, 2021 • Vine Energy Inc. • Crude petroleum & natural gas • New York
First Supplemental Indenture (this “Supplemental Indenture”), dated as of March 17, 2021, among (a) Vine Energy Holdings LLC, a Delaware limited liability company (the “New Issuer”), (b) Vine Oil & Gas LP, a Delaware limited partnership (the “Original Co-Issuer” and “New Guarantor”), (c) each of Brix Oil & Gas Holdings LP, a Delaware limited partnership, and Harvest Royalties Holdings LP, a Delaware limited partnership (together with the New Guarantor, the “New Guarantors” and each a “Guaranteeing Subsidiary”), and (d) Wilmington Trust, National Association, a national banking association, as trustee (the “Trustee”).
FORM OF TAX RECEIVABLE AGREEMENT between VINE ENERGY INC. and THE PERSONS NAMED HEREIN Dated as of March 17, 2021Tax Receivable Agreement • March 23rd, 2021 • Vine Energy Inc. • Crude petroleum & natural gas • New York
This TAX RECEIVABLE AGREEMENT (this “Agreement”), is dated as of March 17, 2021, and is between Vine Energy Inc., a Delaware corporation (including any successor corporation, the “Corporate Taxpayer”) and each of the TRA Parties that are from time to time a party hereto.
MASTER REORGANIZATION AGREEMENTMaster Reorganization Agreement • March 23rd, 2021 • Vine Energy Inc. • Crude petroleum & natural gas • Delaware
This Master Reorganization Agreement (this “Agreement”), dated as of March 17, 2021, is entered into by and among (a) Vine Oil & Gas Holdings LLC (“Vine Holdings”), (b) each of the individuals and entities listed on Schedule 1 attached hereto who, in each case, owned equity interests in Vine Oil & Gas Parent LP (“Vine LP”) and/or Vine Oil & Gas Parent GP LLC (“Vine GP”) as indicated on Schedule 1 prior to the execution of this Agreement (the “Vine Equity Holders” and, together with Vine Holdings, the “Existing Vine Owners”), (c) B&H Oil and Gas L.L.C. (“B&H Holdings”), (d) each of the individuals and entities listed on Schedule 2 attached hereto who, in each case, owned equity interests in Brix Oil & Gas Holdings LP (“Brix LP”) and/or Brix Oil & Gas Holdings GP LLC (“Brix GP”) as indicated on Schedule 2 prior to the execution of this Agreement (the “Brix Equity Holders” and together with B&H Holdings, the “Existing Brix Owners”), (e) each of the entities listed on Schedule 3 attached h
EXCHANGE AGREEMENTExchange Agreement • March 23rd, 2021 • Vine Energy Inc. • Crude petroleum & natural gas • Delaware
THIS EXCHANGE AGREEMENT (this “Agreement”), dated as of March 17, 2021 (and effective as set forth in Section 3.16 of this Agreement), by and among Vine Energy Inc., a Delaware corporation (“Issuer”), Vine Energy Holdings LLC, a Delaware limited liability company (“Vine Holdings”), Vine Investment LLC, a Delaware limited liability company (“Vine Investment”), Brix Investment LLC, a Delaware limited liability company (“Brix Investment”) and Harvest Investment LLC, a Delaware limited liability company (“Harvest Investment”).
AMENDMENT NO. 1 TO SECOND LIEN CREDIT AGREEMENTSecond Lien Credit Agreement • March 23rd, 2021 • Vine Energy Inc. • Crude petroleum & natural gas
This AMENDMENT NO. 1 TO SECOND LIEN CREDIT AGREEMENT (this “Amendment”) dated as of March 8, 2021, is by and among Vine Oil & Gas LP, a Delaware limited partnership (the “Existing Borrower”), Vine Energy Holdings LLC, the Lenders under the Credit Agreement described below that are party hereto and Morgan Stanley Senior Funding, Inc., as Administrative Agent and Collateral Agent for the Lenders.
