0001735828-19-000012 Sample Contracts

LEGACY RESERVES INC. EMPLOYMENT AGREEMENT
Employment Agreement • March 22nd, 2019 • Legacy Reserves Inc. • Crude petroleum & natural gas • Texas

EMPLOYMENT AGREEMENT (this “Agreement”) dated as of October 31, 2018, between Legacy Reserves Services LLC, a Texas limited liability company (the “Employer”), and Cory J. Elliott (the “Employee”).

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SEVENTH AMENDMENT TO TERM LOAN CREDIT AGREEMENT
Term Loan Credit Agreement • March 22nd, 2019 • Legacy Reserves Inc. • Crude petroleum & natural gas

This SEVENTH AMENDMENT TO TERM LOAN CREDIT AGREEMENT (this “Seventh Amendment”) dated as of March 21, 2019, 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”); and the Lenders under the Term Loan Credit Agreement (the “Lenders”).

THE GUARANTORS PARTY HERETO 8% CONVERTIBLE SENIOR NOTES DUE 2023
First Supplemental Indenture • March 22nd, 2019 • Legacy Reserves Inc. • Crude petroleum & natural gas • New York

This FIRST SUPPLEMENTAL INDENTURE, dated as of December 19, 2018 (this “Supplemental Indenture”), 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, Wilmington Trust, National Association, a national banking association, as Trustee and Conversion Agent, 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”).

TWELFTH AMENDMENT TO THIRD AMENDED AND RESTATED CREDIT AGREEMENT AMONG LEGACY RESERVES LP, as Borrower, THE GUARANTORS, WELLS FARGO BANK, NATIONAL ASSOCIATION, as Administrative Agent, and
Credit Agreement • March 22nd, 2019 • Legacy Reserves Inc. • Crude petroleum & natural gas • Texas

This TWELFTH AMENDMENT TO THIRD AMENDED AND RESTATED CREDIT AGREEMENT (this “Twelfth Amendment”) dated as of March 21, 2019, 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”); WELLS FARGO BANK, NATIONAL ASSOCIATION, as administrative agent for the Lenders (in such capacity, together with its successors, the “Administrative Agent”) and as Issuing Lender; and the Lenders and each Lender in its capacity as Secured Swap Party (collectively, the “Lenders”) signatory hereto.

THIRD SUPPLEMENTAL INDENTURE
Supplemental Indenture • March 22nd, 2019 • Legacy Reserves Inc. • Crude petroleum & natural gas

This THIRD SUPPLEMENTAL INDENTURE, dated as of December 19, 2018 (this “Supplemental Indenture”), 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, 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”).

THE GUARANTORS PARTY HERETO 8% SENIOR NOTES DUE 2020
Legacy Reserves Inc. • March 22nd, 2019 • Crude petroleum & natural gas

This THIRD SUPPLEMENTAL INDENTURE, dated as of December 19, 2018 (this “Supplemental Indenture”), 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, 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”).

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