FOURTH AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF ALTA MESA HOLDINGS GP, LLC (A Texas Limited Liability Company) February 24, 2017Limited Liability Company Agreement • May 11th, 2017 • Alta Mesa Holdings, LP • Crude petroleum & natural gas • Texas
This Fourth Amended And Restated Limited Liability Company Agreement (this “Agreement”) of Alta Mesa Holdings GP, LLC, a Texas limited liability company (the “Company”), is entered into by and between ALTA MESA RESOURCES, LP, a Texas limited partnership (the “Class A Member”), and High Mesa Inc. (f/k/a ALTA MESA INVESTMENT HOLDINGS INC.), a Delaware corporation (the “Class B Member” and together with the Class A Member, the “Members”), as of February 24, 2017 (the “Effective Date”).
LIMITED PARTNERSHIP AGREEMENT OF ALTA MESA HOLDINGS, LPLimited Partnership Agreement • May 11th, 2017 • Alta Mesa Holdings, LP • Crude petroleum & natural gas • Texas
This Fifth Amended and Restated Limited Partnership Agreement (as amended from time to time in accordance with its terms, this “Agreement”) of Alta Mesa Holdings, LP, a Texas limited partnership (the “Partnership”) is entered into effective as of February 24, 2017 (the “Effective Date”) by and among Alta Mesa Holdings GP, LLC, a Texas limited liability company, as general partner (the “General Partner”), High Mesa Inc. (f/k/a Alta Mesa Investment Holdings Inc.), a Delaware corporation, as holder of Class B Units (“AMIH” or the “Class B Limited Partner”), and the parties set forth on Schedule I as Class A Limited Partners (each, a “Class A Limited Partner”, and collectively, the “Class A Limited Partners”, and together with the Class B Limited Partner, the “Limited Partners”) of this Agreement. Capitalized terms used herein and not defined herein have the meaning ascribed to such terms in the Stockholders Agreement (as defined below).
