Common use of ANNEXES, EXHIBITS AND SCHEDULES Clause in Contracts

ANNEXES, EXHIBITS AND SCHEDULES. Annex I List of Commitments Exhibit A Form of Note Exhibit B-1 Form of Initial Funding Disbursement Request Exhibit B-2 Form of Subsequent Funding Request Exhibit B-3 Form of Invoice Disbursement Request Exhibit C Form of Direction Letter Exhibit D Form of Compliance Certificate Exhibit E Form of Legal Opinion of Xxxxxx & Xxxxxx, special counsel to the Borrower Exhibit F-1 Security Instruments Exhibit F-2 Form of Security Agreement Exhibit G Form of Assignment and Assumption Exhibit H Form of Conveyance of Overriding Royalty Interest Exhibit I Form of Warrant Agreement Exhibit J Form of Letter-in-Lieu Exhibit K Development Plan Exhibit L Form of Pledge Agreement Schedule 1.01 AFE Requirements Schedule 1.02 Approved Counterparties Schedule 8.05 Litigation Schedule 8.06 Environmental Matters Schedule 8.13 Insurance Schedule 8.15 Subsidiaries and Partnerships Schedule 8.17 Title to Properties Schedule 8.19 Gas Imbalances Schedule 8.20 Marketing Contracts Schedule 8.21 Swap Agreements Schedule 8.25 Material Agreements Schedule 8.30 Past Due Accounts Payable Schedule 9.02(e) Notice of Certain Events Schedule 9.18(b)(i) 3% Properties Schedule 9.18(b)(ii) 2% Properties Schedule 10.02 Debt Schedule 10.03 Excepted Liens Schedule 10.05 Investments Schedule 10.07 Leases Schedule 10.23 Net Sales Volumes

ANNEXES, EXHIBITS AND SCHEDULES. Annexes Financial Results of GAC Related Businesses as of November 24, 2007 Annex I List of Commitments A Purchase Price Allocation Annex B Exhibits GACCF and GAM Logos Exhibit A Form of Note Transition Services Agreement Exhibit B-1 B Form of Initial Funding Disbursement Request Exhibit B-2 Form of Subsequent Funding Request Exhibit B-3 Form of Invoice Disbursement Request Escrow Agreement Exhibit C Form of Direction Letter Registration Rights Agreement Exhibit D Form of Compliance Certificate Voting Agreement Exhibit E Form of Legal Opinion Deed Exhibit F Schedules Assumed Contracts 1.1A Deferred Revenue Liability 1.1B Vendor Agreements 1.1D Excluded Contracts 2.2(g) Assumed Liabilities 2.3 Allocation Schedule 3.4 Seller Accounts Receivable 3.7 Consents and Approvals 4.3 Sellers’ Material Liabilities and Obligations 4.4(b) Owned Real Property 4.5(a) Leased Real Property 4.5(b) Real Property Permits 4.5(g)(1) Consents and Real Property Permits 4.5(g)(2) Sufficiency of Assets 4.7 Accounts Receivable and Encumbrances 4.8 Sellers’ Tax Returns Subject to Audit 4.10 Labor Relations; Compliance 4.11 Employee Benefit Plans 4.12 Litigation Proceedings 4.13(a) Orders 4.13(b) Compliance With Laws; Permits 4.14 Operation of Sellers; Material Adverse Effect 4.15 Material Contracts 4.16(a) Breach or Default of Material Contracts 4.16(b) Affiliated Contracts 4.16(c) Insurance 4.17 Environmental and Safety Matters 4.18 Intellectual Property 4.19(a) IT Software and Other Licensed Intellectual Property 4.19(b) Sellers’ Intellectual Property Rights 4.19(c) Sellers’ Intellectual Property Infringements 4.19(d) Validity of Intellectual Property Rights 4.19(e) Third Party Intellectual Property Infringements 4.19(f) Intellectual Property Development and Acquisition 4.19(g) Intellectual Property Restrictions 4.19(h) Affiliate Transactions 4.20 Suppliers 4.22 Franchise Matters 4.23(a)-(z) Powers of Attorney 4.24 Settlement Franchisees 4.28 Transferred Employees 6.14 Vendor Allocation Schedule 7.12 Lease Locations 7.13(a) Foreign Trademarks 7.14 Governmental and Other Approvals 8.5 ASSET PURCHASE AGREEMENT This Asset Purchase Agreement (“Agreement”) is entered into as of January 29, 2008, by and among NexCen Asset Acquisition, LLC, a Delaware limited liability company (“Buyer”), NexCen Brands, Inc., a Delaware corporation (“Parent”), Great American Cookie Company Franchising, LLC, a Delaware limited liability company (“GACCF”), Great American Manufacturing, LLC, a Delaware limited liability company (“GAM,” and with GACCF, each individually, a “Seller,” and collectively, the “Sellers”), and Xxx. Xxxxxx & XxxxxxFamous Brands, special counsel to the Borrower Exhibit F-1 Security Instruments Exhibit F-2 Form of Security Agreement Exhibit G Form of Assignment and Assumption Exhibit H Form of Conveyance of Overriding Royalty Interest Exhibit I Form of Warrant Agreement Exhibit J Form of Letter-in-Lieu Exhibit K Development Plan Exhibit L Form of Pledge Agreement Schedule 1.01 AFE Requirements Schedule 1.02 Approved Counterparties Schedule 8.05 Litigation Schedule 8.06 Environmental Matters Schedule 8.13 Insurance Schedule 8.15 Subsidiaries and Partnerships Schedule 8.17 Title to Properties Schedule 8.19 Gas Imbalances Schedule 8.20 Marketing Contracts Schedule 8.21 Swap Agreements Schedule 8.25 Material Agreements Schedule 8.30 Past Due Accounts Payable Schedule 9.02(e) Notice of Certain Events Schedule 9.18(b)(i) 3% Properties Schedule 9.18(b)(ii) 2% Properties Schedule 10.02 Debt Schedule 10.03 Excepted Liens Schedule 10.05 Investments Schedule 10.07 Leases Schedule 10.23 Net Sales VolumesLLC, a Delaware limited liability company (“MFFB”).

ANNEXES, EXHIBITS AND SCHEDULES. Annex I List of — Existing Loans, New Commitments and Incremental Commitments Exhibit A — Form of Note Exhibit B-1 B — Form of Initial Funding Disbursement Borrowing Request Exhibit B-2 Form of Subsequent Funding Request Exhibit B-3 Form of Invoice Disbursement Request Notice Exhibit C Form of Direction Letter Exhibit D — Form of Compliance Certificate Exhibit D — Reserved Exhibit E Form of Legal Opinion of Xxxxxx & Xxxxxx, special counsel to the Borrower Exhibit F-1 Security Instruments Exhibit F-2 Form of Security Agreement Exhibit G — Form of Assignment and Assumption Exhibit H F-1 — Form of Conveyance of Overriding Royalty Interest U.S. Tax Compliance Certificate (Foreign Lenders; Not Partnerships) Exhibit I F-2 — Form of Warrant Agreement U.S. Tax Compliance Certificate (Foreign Participants; Not Partnerships) Exhibit J F-3 — Form of Letter-in-Lieu U.S. Tax Compliance Certificate (Foreign Participants; Partnerships) Exhibit K Development Plan Exhibit L F-4 — Form of Pledge Agreement U.S. Tax Compliance Certificate (Foreign Lenders; Partnerships) Exhibit G — Form of Capital Expenditure Plan Certificate Exhibit H — Form of Incremental Borrowing Request Notice Schedule 1.01 AFE Requirements 1.02A — Effective Date Mortgages Schedule 1.02 Approved Counterparties 1.02B — Effective Date Subsidiary Guarantors Schedule 8.05 1.02C — Description of Transactions Schedule 1.02D — Xxxxxxx Facility Material Permits Schedule 7.05 — Litigation Schedule 8.06 7.06 — Environmental Matters Schedule 8.13 Insurance 7.14 — Loan Parties and Subsidiaries Schedule 8.15 Subsidiaries and Partnerships 7.18 — Prepayments Schedule 8.17 Title to Properties Schedule 8.19 Gas Imbalances Schedule 8.20 7.19 — Marketing Contracts Schedule 8.21 7.20 — Swap Agreements Schedule 8.25 7.23 — Material Agreements Contracts Schedule 8.30 Past Due Accounts Payable 8.01 — Capital Expenditure Plan Schedule 9.02(e) Notice of Certain Events 8.19 — Other Post-Closing Deliverables Schedule 9.18(b)(i) 3% Properties Schedule 9.18(b)(ii) 2% Properties Schedule 10.02 9.03 — Existing Debt Schedule 10.03 Excepted 9.04 — Existing Liens Schedule 10.05 9.06 — Existing Investments Schedule 10.07 Leases Schedule 10.23 Net Sales Volumes9.15 — Transactions with Affiliates THIS AMENDED AND RESTATED SENIOR SECURED CREDIT AGREEMENT dated as of November 9, 2017, is among: Vista Proppants and Logistics, LLC, a Delaware limited liability company (“Parent”), VPROP Operating, LLC, a Delaware limited liability company (the “Borrower”); each of the Lenders from time to time party hereto; and Ares Capital Corporation, as administrative agent for the Lenders (in such capacity, together with its successors in such capacity, the “Administrative Agent”).

ANNEXES, EXHIBITS AND SCHEDULES. Annex I List of Commitments Maximum Credit Amounts Exhibit A Form of Note Exhibit B-1 B Form of Initial Funding Disbursement Request Exhibit B-2 Form of Subsequent Funding Request Exhibit B-3 Form of Invoice Disbursement Borrowing Request Exhibit C Form of Direction Letter Interest Election Request Exhibit D Form of Compliance Certificate Exhibit E E-1 Form of Legal Opinion of Xxxxxx & XxxxxxGxxxxxx Sxxxxx LLP, special counsel to the Borrower Exhibit E-2 Form of Legal Opinion of Local Counsel Exhibit F-1 Security Instruments Exhibit F-2 Form of Security Guaranty and Pledge Agreement Exhibit G Form of Assignment and Assumption Exhibit H Form of Conveyance of Overriding Royalty Interest Exhibit I Form of Warrant Agreement Exhibit J Form of Letter-in-Lieu Exhibit K Development Plan Exhibit L Form of Pledge Agreement Schedule 1.01 AFE Requirements Schedule 1.02 Approved Counterparties Schedule 8.05 7.05 Litigation Schedule 8.06 Environmental Matters Schedule 8.13 Insurance Schedule 8.15 7.14 Subsidiaries and Partnerships Schedule 8.17 Title to Properties 7.15 Location of Business and Offices Schedule 8.19 7.18 Gas Imbalances Schedule 8.20 7.19 Marketing Contracts Schedule 8.21 7.20 Swap Agreements Schedule 8.25 Material Agreements Schedule 8.30 Past Due Accounts Payable Schedule 9.02(e) 9.05 Investments LIST OF DEFINED TERMS $ 7 ABR 2 Administrative Agent 1 Administrative Questionnaire 2 Affected Loans 45 Affiliate 2 Aggregate Maximum Credit Amounts 2 Agreement 2 Alternate Base Rate 3 Applicable Margin 3 Applicable Percentage 3 Approved Petroleum Engineers 3 Arranger 3 Assignment and Assumption 3 Availability Period 4 Board 4 Borrower 1 Borrowing 4 Borrowing Base 4 Borrowing Base Deficiency 4 Borrowing Request 4 Business Day 4 Capital Leases 4 Casualty Event 4 CERCLA 8 Change in Control 4 Change in Law 5 Code 5 Commitment 5 Commitment Fee Rate 5 Conforming Borrowing Base 5 Conforming Borrowing Base Utilization Percentage 5 Conforming Credit Criteria 5 Consolidated Net Income 5 Consolidated Subsidiaries 6 Control 6 Controlled 6 Controlling 6 Debt 6 Default 7 disposal 8 disposed 8 Disqualified Capital Stock 7 dollars 7 Domestic Subsidiary 7 EBITDAX 7 Effective Date 8 Election Notice 37 Engineering Reports 28 Environmental Laws 8 Equity Interests 9 ERISA 9 ERISA Affiliate 9 ERISA Event 9 Eurodollar 9 Eurodollar Borrowing 21 Eurodollar Loan 21 Event of Certain Events Schedule 9.18(b)(i) 3% Properties Schedule 9.18(b)(ii) 2% Properties Schedule 10.02 Debt Schedule 10.03 Default 74 Excepted Liens Schedule 10.05 Investments Schedule 10.07 Leases Schedule 10.23 Net Sales Volumes9 Excluded Taxes 10 Existing Administrative Agent 1 Existing Credit Agreement 1 Existing Lender 1 Existing Loan Documents 2 Extension Effective Date 40 Federal Funds Effective Rate 11 Fee Letter 11 Financial Officer 11 Financial Statements 11 Foreign Lender 11 Foreign Subsidiary 11 GAAP 11 Governmental Authority 12 Governmental Requirement 12 Guarantors 12 Guaranty Agreement 12 hazardous substance 8 Highest Lawful Rate 12 Hydrocarbon Interests 12 Hydrocarbons 13 Indebtedness 13 Indemnified Taxes 13 Indemnitee 84 Information 92 Initial Reserve Report 13 Interest Election Request 13 Interest Payment Date 13 Interest Period 13 Interim Redetermination 27 Interim Redetermination Date 14 Investment 14 Issuing Bank 14 JPMorgan Chase 1 LC Commitment 14 LC Disbursement 14 LC Exposure 14 Lenders 14 Letter of Credit 14 Letter of Credit Agreements 15 LIBO Rate 15 Lien 15 Loan Documents 15 Loans 15 Majority Lenders 15 Mandatory Redetermination 16 Mandatory Redetermination Date 16 Material Adverse Effect 16 Material Indebtedness 16 Maturity Date 16 Maximum Credit Amount 16 Monthly Date 16 Mxxxx’x 16 Mortgaged Property 16 Multiemployer Plan 16 New Borrowing Base Notice 29 Notes 17 oil 8 Oil and Gas Properties 17 oil and gas waste 8 OPA 8 Other Taxes 17 Participant 88 PBGC 17 Person 17 Plan 17 Prime Rate 18 Property 18 Proposed Borrowing Base 28 Proposed Borrowing Base Notice 28 Proposed Conforming Borrowing Base 20 XXXX 0 Redeem 18 Redemption 18 Redetermination Date 18 Register 88 Related Parties 18 release 8 Remedial Work 62 Reserve Report 18 Responsible Officer 19 Restricted Payment 19 Revolving Credit Exposure 19 Rights Agreement 19 S&P 20 Scheduled Redetermination 27 Scheduled Redetermination Date 19 SEC 19 Section 91.1011 8 Security Instruments 19 Senior Subordinated Convertible Notes 20 SFAS 133 20 solid waste 8 Subsidiary 20 Swap Agreement 20 Swap Termination Value 20 Taxes 21 Termination Date 21 threatened release 8 Total Debt 21 Transactions 21 Type 21 venture 70 Wholly-Owned Subsidiary 21 THIS AMENDED AND RESTATED CREDIT AGREEMENT dated as of August 9, 2007, is among: Teton Energy Corporation, a Delaware corporation (the “Borrower”); each of the Lenders from time to time party hereto; and JPMorgan Chase Bank, N.A. (in its individual capacity, “JPMorgan Chase”), as administrative agent for the Lenders (in such capacity, together with its successors in such capacity, the “Administrative Agent”).

ANNEXES, EXHIBITS AND SCHEDULES. Annex I List of Commitments Exhibit A A-1 Form of Revolving Note Exhibit A-2 Form of Term Note Exhibit B-1 Form of Initial Funding Disbursement Revolving Borrowing Request Exhibit B-2 Form of Subsequent Funding Request Exhibit B-3 Form of Invoice Disbursement Term Loan Borrowing Request Exhibit C Form of Direction Letter Warrant Exhibit D Form of Compliance Certificate Exhibit E Form of Legal Opinion of Xxxxxx & Xxxxxx, special counsel to the Borrower Exhibit F-1 Security Instruments Exhibit F-2 Form of Security Agreement Exhibit G Form of Assignment and Assumption Exhibit H F Form of Conveyance of Overriding Royalty Interest Exhibit I Form of Warrant Agreement Exhibit J Form of LetterLetters-in-Lieu Exhibit K G Form of ORRI Assignment Exhibit H Form of Development Plan Exhibit L Form of Pledge Agreement I Security Instruments Schedule 1.01 AFE Requirements Schedule 1.02 Approved Counterparties Counterparty Schedule 8.05 Litigation Schedule 8.06 Environmental Matters Schedule 8.13 8.12 Insurance Schedule 8.15 8.14 Subsidiaries and Partnerships Schedule 8.17 Title to Properties Schedule 8.19 8.18 Gas Imbalances Schedule 8.20 8.19 Marketing Contracts Schedule 8.21 8.20 Swap Agreements Schedule 8.25 8.23 Material Agreements Schedule 8.30 8.24 Brokers Schedule 8.29 Past Due Accounts Payable Schedule 9.02(e) Notice of Certain Events Schedule 9.18(b)(i) 3% Properties Schedule 9.18(b)(ii) 2% Properties Schedule 10.02 Debt Schedule 10.03 Excepted Liens Schedule 10.05 Investments Schedule 10.07 Leases Schedule 10.23 Net Sales VolumesVolume This CREDIT AGREEMENT, dated as of April 12, 2007, is among BASELINE OIL & GAS CORP., a corporation duly formed and existing under the laws of the State of Nevada (the "Borrower"), each of the Lenders from time to time party hereto, and DRAWBRIDGE SPECIAL OPPORTUNITIES FUND LP, as administrative agent for the Lenders (in such capacity, together with its successors in such capacity, the "Administrative Agent").

ANNEXES, EXHIBITS AND SCHEDULES. Annex I –Lenders and Commitment Amounts (superceded by Restatement Effective Date Annex I) Exhibit A -Form of Term Loan Note Exhibit B-Form of Additional Note (superceded by Restatement Effective Date Exhibit B) Exhibit C-Form of Pledge Agreement Exhibit D-List of Commitments Security Instruments Exhibit A E-Form of Note Guarantee and Collateral Agreement Exhibit B-1 F-Form of Initial Funding Disbursement Request Deed of Trust, Fixture Filing, Assignment of As-Extracted Collateral, Security Agreement and Financing Statement Exhibit B-2 G-Form of Subsequent Funding Request Letters In Lieu Exhibit B-3 H-Form of Invoice Disbursement Request Stock Grant Agreement Exhibit C I-Broker’s Fee Agreement Exhibit J-[reserved] Exhibit K-Form of Direction Letter Exhibit D Form of Of Compliance Certificate Exhibit E Form of Legal Opinion of Xxxxxx & Xxxxxx, special counsel to the Borrower Exhibit F-1 Security Instruments Exhibit F-2 Form of Security Agreement Exhibit G L Form of Assignment and Assumption Exhibit H Form of Conveyance of Overriding Royalty Interest Exhibit I Form of Warrant Agreement Exhibit J Form of Letter-in-Lieu Exhibit K Development Plan Exhibit L Form of Pledge Agreement Schedule 1.01 AFE Requirements 1.02 - Galveston Bay, Texas Oilfield Properties Subject to Borrower Leasehold Interests Schedule 1.02 Approved Counterparties 8.01- Existing or Outstanding Rights for the Acquisition of Equity Interests Schedule 8.03 - Required Approvals and Consents Schedule 8.05 - Litigation Schedule 8.06 - Environmental Matters Schedule 8.06(I) - Leases/Properties Associated or Part of Bankruptcy or Foreclosure Proceeding Schedule 8.09 - Borrower Group’s Prohibited Directors and Officers Schedule 8.10 - Tax Matters Schedule 8.11 – Verification of ERISA Bond Schedule 8.13 - Insurance Schedule 8.15 - Subsidiaries and Partnerships Schedule 8.17 Title to 8.17(a) – Oil and Gas Properties Leases Schedule 8.17(f) – List of Division of Interests of Leases set forth on Schedule 8.17(a) Schedule 8.19 - Gas Imbalances Schedule 8.20 - Marketing Contracts Schedule 8.21 Swap Agreements Schedule 8.25 - Material Agreements Schedule 8.28 – Investments and Guarantees Schedule 8.29 - Certain Matters Regarding Payment by Purchasers of Production Schedule 8.30 - Past Due Accounts Payable Schedule 9.02(e) Notice of Certain Events 8.33 - Employee Matters Schedule 9.18(b)(i) 3% Properties Schedule 9.18(b)(ii) 2% Properties 8.35 - Capitalized Leases Schedule 10.02 - Debt Schedule 10.03 - Excepted Liens Schedule 10.05 - Investments Schedule 10.07 - Leases Schedule 10.23 Net Sales VolumesTHIS AMENDED AND RESTATED CREDIT AGREEMENT (this “Agreement”) was originally dated as of August 15, 2014 (the “Effective Date”), was subsequently amended by a First Amendment to Credit Agreement dated as of February 17, 2015, and is now and hereby amended and restated in its entirety effective as of June 10, 2015 (the “Restatement Effective Date”), and is made by and between Hydrocarb Energy Corporation, a corporation duly formed and existing under the laws of the State of Nevada (the “Borrower”), the other Persons who hereafter become parties to this Agreement as members of the Borrower Group; each of the Lenders from time to time party hereto; and Shadow Tree Capital Management LLC, a limited liability company duly formed and existing under the laws of the State of Delaware, as agent for the Lenders (in such capacity, together with its successors in such capacity, the “Agent”).

ANNEXES, EXHIBITS AND SCHEDULES. Annex I List of Commitments Exhibit A Form of Note Exhibit B-1 B Form of Initial Funding Disbursement Request Exhibit B-2 Form of Subsequent Funding Request Exhibit B-3 Form of Invoice Disbursement Borrowing Request Exhibit C [Reserved] Exhibit D Form of Direction Letter Solvency Certificate Exhibit D E Form of Compliance Certificate Exhibit E F Form of Legal Opinion of Xxxxxx & Xxxxxx, special counsel to the Borrower Exhibit F-1 Security Instruments Exhibit F-2 Form of Security Guarantee and Collateral Agreement Exhibit G [Reserved] Exhibit H Form of Assignment and Assumption Exhibit H I-1 Form of Conveyance of Overriding Royalty Interest U.S. Tax Compliance Certificate (Non-Partnership Foreign Lenders) Exhibit I I-2 Form of Warrant Agreement U.S. Tax Compliance Certificate (Non-Partnership Foreign Participants) Exhibit I-3 Form of U.S. Tax Compliance Certificate (Foreign Participant Partnerships) Exhibit I-4 Form of U.S. Tax Compliance Certificate (Foreign Lender Partnerships) Exhibit J Perfection Certificate Exhibit K Form of Letter-in-Lieu Exhibit K Development Plan Annual Budget Exhibit L Form of Pledge Consent Agreement Exhibit M [Reserved] Exhibit N Form of PIK Election Schedule 1.01 AFE Requirements 1.01(a) Notice Information Schedule 1.02 Approved Counterparties 1.01(b) Zero Balance Agreements Schedule 8.05 1.01(c) Sample IRR and MOIC Calculations Schedule 7.04 Material Indebtedness Schedule 7.05 Litigation Schedule 8.06 7.06 Environmental Matters Schedule 8.13 7.07 Material Contracts Schedule 7.14 Officers, Directors and Ownership Schedule 7.16 Real Property Rights and Material Station Agreements Schedule 7.17 Necessary Permits Schedule 7.18 Jurisdictions for Security Document Filings Schedule 7.19 Hedging Agreements Schedule 7.23 Accounts Schedule 7.24 Labor Contracts Schedule 8.07 Insurance Schedule 8.15 Subsidiaries and Partnerships 8.16 Post-Closing Obligations Schedule 8.17 Title to Properties 9.02 Existing Indebtedness Schedule 8.19 Gas Imbalances 9.03 Existing Liens Schedule 8.20 Marketing Contracts 9.05 Existing Investments Schedule 8.21 Swap 9.10 Existing Dispositions Schedule 9.12 Existing Transactions with Affiliates Schedule 9.13 Existing Burdensome Agreements Schedule 8.25 9.16(d) Existing Material Agreements Schedule 8.30 Past Due Accounts Payable Schedule 9.02(e) Notice Joint Venture Indebtedness This SENIOR SECURED FIRST LIEN TERM LOAN CREDIT AGREEMENT, dated as of Certain Events Schedule 9.18(b)(i) 3% Properties Schedule 9.18(b)(ii) 2% Properties Schedule 10.02 Debt Schedule 10.03 Excepted Liens Schedule 10.05 Investments Schedule 10.07 Leases Schedule 10.23 Net Sales VolumesDecember 12, 2023 (as amended, restated, supplemented or otherwise modified, this “Agreement”), among CLEAN ENERGY, a California corporation (the “Borrower”), CLEAN ENERGY FUELS CORP, a Delaware corporation (the “Parent”), the LENDERS from time to time party hereto, and STONEPEAK CLNE-L HOLDINGS LP, as the Administrative Agent for the Lenders and Collateral Agent for the Secured Parties.

ANNEXES, EXHIBITS AND SCHEDULES. Annex I List of Commitments A - Sellers *Annex B - Owners *Exhibit A - Definitions *Exhibit B - Facilities *Exhibit C - Form of Note Deed *Exhibit B-1 D - Form of Initial Funding Disbursement Request Exhibit B-2 Form Bill of Subsequent Funding Request Exhibit B-3 Form of Invoice Disbursement Request Exhibit C Form of Direction Letter Exhibit D Form of Compliance Certificate Sale *Exhibit E Form of Legal Opinion of Xxxxxx & Xxxxxx, special counsel to the Borrower Exhibit F-1 Security Instruments Exhibit F-2 Form of Security Agreement Exhibit G - Form of Assignment and Assumption Agreement – Assumed Contracts *Exhibit F - Form of Closing Certificate of Sellers *Exhibit G - Form of Closing Certificate of Purchaser *Exhibit H - Form of Conveyance of Overriding Royalty Interest WO Headquarter Lease *Exhibit I - Form of Warrant Agreement Waxhaw Lease Assignment *Exhibit J - Form of Letter-in-Lieu Indemnification Escrow Agreement *Exhibit K Development Plan Exhibit L - Form of Pledge Agreement Certificate of Non-Foreign Status *Schedule 1.01 AFE Requirements A-1 - Target Census by Facility *Schedule 1.02 Approved Counterparties 1.01(a)(i) - Land *Schedule 8.05 Litigation 1.01(a)(ii) - WO Unimproved Parcels *Schedule 8.06 Environmental 1.01(d) - Leasehold Improvements *Schedule 1.01(e) - Permits *Schedule 1.01(f) - Tangible Personal Property *Schedule 1.01(g) - Residency Agreements *Schedule 1.01(h) - Assumed Contracts *Schedule 1.01(o) - Facility Telephone Numbers *Schedule 1.01(w) - Seller Plans *Schedule 1.02(d) - Other Current Assets *Schedule 1.02(g) - Excluded Personal Property *Schedule 1.02(m) - Specified Excluded Assets *Schedule 1.03(a) - Assumed Liabilities in respect of Assumed Contracts *Schedule 8.01(c) - Government Authorizations *Schedule 8.01(g) - Consents *Schedule 9.02(b)(v) - Consents, Approvals, Filings *Schedule 11.01(k) - Asbestos Containing Materials *Schedule 11.01(m) - Specific Indemnity Matters Schedule 8.13 Insurance Schedule 8.15 Subsidiaries and Partnerships Schedule 8.17 Title *Disclosure Schedules * In accordance with Item 601(a)(5) of Regulation S-K, certain schedules or similar attachments to Properties Schedule 8.19 Gas Imbalances Schedule 8.20 Marketing Contracts Schedule 8.21 Swap Agreements Schedule 8.25 Material Agreements Schedule 8.30 Past Due Accounts Payable Schedule 9.02(e) Notice of Certain Events Schedule 9.18(b)(i) 3% Properties Schedule 9.18(b)(ii) 2% Properties Schedule 10.02 Debt Schedule 10.03 Excepted Liens Schedule 10.05 Investments Schedule 10.07 Leases Schedule 10.23 Net Sales Volumesthis exhibit have been omitted from this filing. PURCHASE AND SALE AGREEMENT

ANNEXES, EXHIBITS AND SCHEDULES. ANNEXES Annex I List of Commitments A Commitment Annex EXHIBITS Exhibit A Form of Note Single Purpose Entity Requirements Exhibit B-1 Form of Initial Funding Disbursement Request Exhibit B-2 Form of Subsequent Funding Request Exhibit B-3 Form of Invoice Disbursement Request Exhibit C Form of Direction Letter Exhibit D B Form of Compliance Certificate Exhibit C Form of Payment Notification Exhibit D Form of Term Loan Note Exhibit E Form of Legal Opinion U.S. Tax Compliance Certificate SCHEDULES Schedule 1.1 List of Xxxxxx & XxxxxxBorrowers and Projects and Locations Schedule 2.1(b) Principal Amortization Schedule Schedule 3.1 Existence, special counsel to the Borrower Exhibit F-1 Security Instruments Exhibit F-2 Form of Security Agreement Exhibit G Form of Assignment and Assumption Exhibit H Form of Conveyance of Overriding Royalty Interest Exhibit I Form of Warrant Agreement Exhibit J Form of Letter-in-Lieu Exhibit K Development Plan Exhibit L Form of Pledge Agreement Organizational ID Numbers, Foreign Qualification, Prior Names Schedule 1.01 AFE 3.4 Capitalization Schedule 3.6 Litigation Schedule 3.15 Brokers Schedule 3.17 Material Contracts Schedule 3.18 Environmental Compliance Schedule 4.4 Insurance Requirements Schedule 1.02 Approved Counterparties 4.12 Deferred Maintenance Items Schedule 8.05 Litigation 5.1 Permitted Indebtedness; Permitted Contingent Obligations Schedule 8.06 Environmental Matters Schedule 8.13 Insurance Schedule 8.15 Subsidiaries and Partnerships Schedule 8.17 Title to Properties Schedule 8.19 Gas Imbalances Schedule 8.20 Marketing Contracts Schedule 8.21 Swap Agreements Schedule 8.25 Material Agreements Schedule 8.30 Past Due Accounts Payable Schedule 9.02(e) Notice of Certain Events Schedule 9.18(b)(i) 3% Properties Schedule 9.18(b)(ii) 2% Properties Schedule 10.02 Debt Schedule 10.03 Excepted Liens Schedule 10.05 5.7 Permitted Investments Schedule 10.07 Leases 5.8 Transactions with Affiliates Schedule 10.23 Net Sales Volumes5.14 List of Deposit Accounts and Securities Accounts Schedule 7.3 Post Closing Obligations Schedule 8.1 Regulatory Disclosures Schedule 8.2 ASP and Administrative Services Agreements [Schedule 9.7] Projects without Sprinklers CHICAGO/#2502765.7 Annex A to Credit Agreement (Commitment Annex) Lender Loan Commitment Amount Loan Commitment Percentage MidCap Financial, LLC $4,000,000 6.45161% Aviva Life And Annuity Company $58,000,000 93.54839% TOTALS $62,000,000 100% CHICAGO/#2502765.7 Exhibit A to Credit Agreement (Single Purpose Entity Requirements)

ANNEXES, EXHIBITS AND SCHEDULES. ANNEXES Annex I List of Commitments A - Commitment Annex EXHIBITS Exhibit A Form of Note - Assignment Agreement Exhibit B-1 Form of Initial Funding Disbursement Request Exhibit B-2 Form of Subsequent Funding Request Exhibit B-3 Form of Invoice Disbursement Request B - Single Purpose Entity Requirements Exhibit C Form of Direction Letter Exhibit D Form of - Compliance Certificate Exhibit D - Payment Notification Exhibit E Form - Borrowers' Taxpayer Identification Numbers SCHEDULES Schedule 1 - Permitted Leases Schedule 3.1 - Existence, Organizational Identification Numbers, Foreign Qualification, Prior Names Schedule 3.4 - Capitalization Schedule 3.6 - Litigation Schedule 3.17 - Material Contracts Schedule 3.18 - Environmental Compliance Schedule 4.4 - Insurance Requirements Schedule 4.14 - Deferred Maintenance Items Schedule 5.9 - Affiliate Transactions Schedule 7.3 - Post-Closing Deliveries and Covenants Schedule 8.7 - Licensed Operators Schedule 9.1(h) - Service Agreements Back to Table of Legal Opinion Contents Annex A to Credit Agreement (Commitment Annex) Lender Term Loan Commitment Amount Term Loan Commitment Percentage Xxxxxxx Xxxxx Capital $55,765,000 100% TOTALS $55,765,000 100% Back to Table of Xxxxxx & Xxxxxx, special counsel Contents Exhibit A to Credit Agreement (Assignment Agreement) This Assignment Agreement (this "Assignment Agreement") is entered into as of __________ by and between the Assignor named on the signature page hereto ("Assignor") and the Assignee named on the signature page hereto ("Assignee"). Reference is made to the Borrower Exhibit F-1 Security Instruments Exhibit F-2 Form Credit Agreement dated as of Security Agreement Exhibit G Form February __, 2006 (as amended or otherwise modified from time to time, the "Credit Agreement") among XXXXXXX XXXXX CAPITAL, as Administrative Agent and Lender and the other Lenders party thereto from time to time and CYPRESS DALLAS, L.P. and CYPRESS FT. WORTH, L.P., each a Delaware limited partnership ("Borrowers"), the financial institutions party thereto from time to time, as Lenders, and Xxxxxxx Xxxxx Capital, a division of Assignment Xxxxxxx Xxxxx Business Financial Services Inc., as Administrative Agent. Capitalized terms used herein and Assumption Exhibit H Form of Conveyance of Overriding Royalty Interest Exhibit I Form of Warrant Agreement Exhibit J Form of Letter-in-Lieu Exhibit K Development Plan Exhibit L Form of Pledge Agreement Schedule 1.01 AFE Requirements Schedule 1.02 Approved Counterparties Schedule 8.05 Litigation Schedule 8.06 Environmental Matters Schedule 8.13 Insurance Schedule 8.15 Subsidiaries not otherwise defined shall have the meanings assigned to them in the Credit Agreement. Assignor and Partnerships Schedule 8.17 Title to Properties Schedule 8.19 Gas Imbalances Schedule 8.20 Marketing Contracts Schedule 8.21 Swap Agreements Schedule 8.25 Material Agreements Schedule 8.30 Past Due Accounts Payable Schedule 9.02(e) Notice of Certain Events Schedule 9.18(b)(i) 3% Properties Schedule 9.18(b)(ii) 2% Properties Schedule 10.02 Debt Schedule 10.03 Excepted Liens Schedule 10.05 Investments Schedule 10.07 Leases Schedule 10.23 Net Sales VolumesAssignee hereby agree as follows:

ANNEXES, EXHIBITS AND SCHEDULES. ANNEXES Annex I List of Commitments A Commitment Annex Annex B Collateral EXHIBITS Exhibit A Form of Note [Reserved] Exhibit B-1 Form of Initial Funding Disbursement Request Exhibit B-2 Form of Subsequent Funding Request Exhibit B-3 Form of Invoice Disbursement Request Exhibit C Form of Direction Letter Exhibit D B Form of Compliance Certificate Exhibit E C [Reserved] Exhibit D Form of Legal Opinion Notice of Xxxxxx & Xxxxxx, special counsel to the Borrower Borrowing Exhibit E [Reserved] Exhibit F-1 Security Instruments Form of U.S. Tax Compliance Certificate Exhibit F-2 Form of Security Agreement U.S. Tax Compliance Certificate Exhibit F-3 Form of U.S. Tax Compliance Certificate Exhibit F-4Exhibit G Form of Assignment and Assumption U.S. Tax Compliance CertificateClosing Checklist Exhibit H Form of Conveyance of Overriding Royalty Interest Exhibit I Form of Warrant Assignment Agreement Exhibit J Form of Letter-in-Lieu Exhibit K Development Plan Exhibit L Form of Pledge Agreement SCHEDULES Schedule 1.01 AFE Requirements 3.1 Existence, Organizational ID Numbers, Foreign Qualification, Prior Names Schedule 1.02 Approved Counterparties 3.4 Capitalization Schedule 8.05 Litigation 3.6Schedule 3.13 LitigationTaxes Schedule 8.06 Environmental Matters Schedule 8.13 Insurance Schedule 8.15 Subsidiaries and Partnerships Schedule 8.17 Title to Properties Schedule 8.19 Gas Imbalances Schedule 8.20 Marketing 3.17 Material Contracts Schedule 8.21 Swap Agreements 3.18 Environmental Compliance Schedule 8.25 Material Agreements 3.19 Intellectual Property Schedule 8.30 Past Due Accounts Payable Schedule 9.02(e) 4.9 Litigation, Governmental Proceedings and Other Notice of Certain Events Schedule 9.18(b)(i) 3% Properties 5.1 Debt; Contingent Obligations Schedule 9.18(b)(ii) 2% Properties Schedule 10.02 Debt Schedule 10.03 Excepted 5.2 Liens Schedule 10.05 5.7 Permitted Investments Schedule 10.07 Leases 5.8 Affiliate Transactions Schedule 10.23 Net Sales Volumes5.14 Deposit Accounts and Securities Accounts Schedule 7.4 Post-Closing Obligations Schedule 9.2(b)Schedule 9.2(d) Location of CollateralChattel Paper, Letters of Credit Rights, Commercial Tort Claims, Instruments, Documents, Investment Property ANNEX A TO CREDIT AGREEMENT (COMMITMENT ANNEX) Lender Initial Term Loan Commitment Delayed Draw Term Loan Commitment Braidwell Transaction Holdings LLC – Series 1 $100,000,000 $50,000,000 TOTALS $100,000,000 $50,000,000

ANNEXES, EXHIBITS AND SCHEDULES. Annex I List of Maximum Credit Amounts and Elected Commitments Annex II List of LC Issuance Limits Exhibit A A-1 Form of Note Exhibit B-1 A-2 Form of Initial Funding Disbursement Request Swingline Note Exhibit B-2 B Form of Subsequent Funding Request Exhibit B-3 Form of Invoice Disbursement Borrowing Request Exhibit C Form of Direction Letter Interest Election Request Exhibit D Form of Compliance Certificate Exhibit E Security Instruments as of the Initial Funding Date Exhibit F Form of Legal Opinion of Xxxxxx & Xxxxxx, special counsel to the Borrower Guaranty Agreement Exhibit F-1 Security Instruments Exhibit F-2 G-1 Form of Holdings Pledge Agreement Exhibit G-2 Form of Pledge and Security Agreement Exhibit G H Form of Assignment and Assumption Exhibit H Form of Conveyance of Overriding Royalty Interest Exhibit I Form of Warrant Agreement Elected Commitment Increase Certificate Exhibit J Form of Letter-in-Lieu Additional Lender Certificate Exhibit K Development Plan K-1 Form of U.S. Tax Compliance Certificate (Foreign Lenders; not partnerships) Exhibit K-2 Form of U.S. Tax Compliance Certificate (Foreign Participants; not partnerships) Exhibit K-3 Form of U.S. Tax Compliance Certificate (Foreign Participants; partnerships) Exhibit K-4 Form of U.S. Tax Compliance Certificate (Foreign Lenders; partnerships) Exhibit L Form of Pledge Agreement Mortgage Exhibit M Form of Initial Funding Date Solvency Certificate Exhibit N Form of Reserve Report Certificate Exhibit O Form of Distributable Free Cash Flow Certificate Schedule 1.01 AFE Requirements 1.02(a) Guarantors Schedule 1.02 Approved Counterparties 1.01(b) Permitted Holders Schedule 8.05 1.02(c) Secured Swap Providers Schedule 6.02 Initial Funding Date Swap Agreements Schedule 7.05 Litigation Schedule 8.06 7.06 Environmental Matters Schedule 8.13 Insurance Schedule 8.15 7.13 Subsidiaries and Partnerships Schedule 8.17 Title to Properties Schedule 8.19 7.16 Gas Imbalances Schedule 8.20 7.17 Marketing Contracts Schedule 8.21 7.18 Swap Agreements Schedule 8.25 Material Agreements 8.20 Post-Closing Covenants Schedule 8.30 Past Due Accounts Payable Schedule 9.02(e) Notice of Certain Events Schedule 9.18(b)(i) 3% Properties Schedule 9.18(b)(ii) 2% Properties Schedule 10.02 9.02 Existing Debt Schedule 10.03 Excepted Liens Schedule 10.05 (ii) Investments Schedule 10.07 Leases Schedule 10.23 Net Sales VolumesTHIS CREDIT AGREEMENT dated as of December 6, 2019, among Citizen Energy Operating, LLC, a Delaware limited liability company (the “Borrower”); Citizen Energy Holdings, LLC, a Delaware limited liability company (“Holdings”); each of the Lenders from time to time party hereto; JPMorgan Chase Bank, N.A., as administrative agent and collateral agent for the Lenders (in such capacity, together with its successors in such capacity, the “Administrative Agent”), an Issuing Bank and a Swingline Lender.

ANNEXES, EXHIBITS AND SCHEDULES. Annex I List of — Existing Loans, New Commitments, Incremental Commitments and 2018 Incremental Commitments Exhibit A — Form of Note Exhibit B-1 B — Form of Initial Funding Disbursement Borrowing Request Exhibit B-2 Form of Subsequent Funding Request Exhibit B-3 Form of Invoice Disbursement Request Notice Exhibit C Form of Direction Letter Exhibit D — Form of Compliance Certificate Exhibit D — Reserved Exhibit E Form of Legal Opinion of Xxxxxx & Xxxxxx, special counsel to the Borrower Exhibit F-1 Security Instruments Exhibit F-2 Form of Security Agreement Exhibit G — Form of Assignment and Assumption Exhibit H F-1 — Form of Conveyance of Overriding Royalty Interest U.S. Tax Compliance Certificate (Foreign Lenders; Not Partnerships) Exhibit I F-2 — Form of Warrant Agreement U.S. Tax Compliance Certificate (Foreign Participants; Not Partnerships) Exhibit J F-3 — Form of Letter-in-Lieu U.S. Tax Compliance Certificate (Foreign Participants; Partnerships) Exhibit K Development Plan Exhibit L F-4 — Form of Pledge Agreement U.S. Tax Compliance Certificate (Foreign Lenders; Partnerships) Exhibit G — Form of Capital Expenditure Plan Certificate Exhibit H — Form of Incremental Borrowing Request Notice Schedule 1.01 AFE Requirements 1.02A — Effective Date Mortgages Schedule 1.02 Approved Counterparties 1.02B — Effective Date Subsidiary Guarantors Schedule 8.05 1.02C — Description of Transactions Schedule 1.02D — Xxxxxxx Facility Material Permits Schedule 7.05 — Litigation Schedule 8.06 7.06 — Environmental Matters Schedule 8.13 Insurance 7.14 — Loan Parties and Subsidiaries Schedule 8.15 Subsidiaries and Partnerships 7.18 — Prepayments Schedule 8.17 Title to Properties Schedule 8.19 Gas Imbalances Schedule 8.20 7.19 — Marketing Contracts Schedule 8.21 7.20 — Swap Agreements Schedule 8.25 7.23 — Material Agreements Contracts Schedule 8.30 Past Due Accounts Payable 8.01 — Capital Expenditure Plan Schedule 9.02(e) Notice of Certain Events 8.19 — Other Post-Closing Deliverables Schedule 9.18(b)(i) 3% Properties Schedule 9.18(b)(ii) 2% Properties Schedule 10.02 9.03 — Existing Debt Schedule 10.03 Excepted 9.04 — Existing Liens Schedule 10.05 9.06 — Existing Investments Schedule 10.07 Leases Schedule 10.23 Net Sales Volumes9.15 — Transactions with Affiliates THIS AMENDED AND RESTATED SENIOR SECURED CREDIT AGREEMENT dated as of November 9, 2017, is among: Vista Proppants and Logistics, LLC, a Delaware limited liability company (“Parent”), VPROP Operating, LLC, a Delaware limited liability company (the “Borrower”); each of the Lenders from time to time party hereto; and Ares Capital Corporation, as administrative agent for the Lenders (in such capacity, together with its successors in such capacity, the “Administrative Agent”).