Exhibit 10.15
AMENDMENT NO. 1
TO
INVESTOR RIGHTS
AGREEMENT
This Amendment No. 1 (this
“ Amendment ”) to the Investor Rights
Agreement, dated as of March 29, 2002 (the “
Investor Rights Agreement ”), by and among
Gulfport Energy Corporation, a Delaware corporation (the “
Company ”), Gulfport Funding LLC, a Delaware
limited liability company (“ Gulfport Funding
”) and each other investor listed on the Schedule of
Investors to the Investor Rights Agreement (together with Gulfport
Funding and their permitted assigns, the “
Investors ”), is entered into this 14
th
day of February 2006 by
and among the Company and the Investors.
RECITALS
WHEREAS, the Company and the
Investors have entered into the Investor Rights Agreement;
and
WHEREAS, the Company and the
Investors now desire to amend the Investor Rights Agreement as set
forth in this Amendment.
AGREEMENT
NOW, THEREFORE, in consideration of
the foregoing and for other good and valuable consideration, the
receipt and sufficiency of which are hereby acknowledged, the
Parties hereby agree as follows:
1.
Amendments to Agreement .
(i)
The definition of “Registrable Securities” in
Section 1.1 of the Investor Rights Agreement shall be amended
and restated in its entirety as follows:
“ ‘Registrable
Securities’ means (a) any shares of Common Stock of
the Company issued or issuable upon exercise of the Warrants;
(b) any other shares of Common Stock, beneficially held or
acquired by an Investor and (c) any shares of Common Stock
issued as a dividend or other distribution with respect to, or in
exchange for or in replacement of, such Common Stock.
Notwithstanding the foregoing, Registrable Securities shall not
include any securities sold by a person to the public either
pursuant to a registration statement or Rule 144 or sold in a
private transaction in which the transferor’s rights under
Section 2 of this Agreement are not
assigned.”
(ii)
Section 2.11 of the Investor Rights Agreement shall be amended
and restated in its entirety as follows:
“2.11 “ Holder Market
Stand-Off” Agreement . (a) Each Holder hereby agrees
that such Holder shall not sell, transfer, make any short
sale
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