ProPetro Holding Corp. Sample Contracts

ProPetro Holding Corp. 12,000,000 Shares of Common Stock, par value $0.001 per share Underwriting Agreement
Underwriting Agreement • November 13th, 2017 • ProPetro Holding Corp. • Oil & gas field services, nec • New York
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RIGHTS AGREEMENT dated as of April 14, 2020 between ProPetro Holding Corp., as the Company, and American Stock Transfer & Trust Company, LLC, as Rights Agent
Rights Agreement • April 14th, 2020 • ProPetro Holding Corp. • Oil & gas field services, nec • Delaware

RIGHTS AGREEMENT, dated as of April 14, 2020 (this “Agreement”), by and between ProPetro Holding Corp., a Delaware corporation (the “Company”), and American Stock Transfer & Trust Company, LLC, as rights agent (the “Rights Agent”).

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INDEMNIFICATION AGREEMENT
Indemnification Agreement • March 1st, 2019 • ProPetro Holding Corp. • Oil & gas field services, nec • Delaware

This Indemnification Agreement (“Agreement”) is made as of February 11, 2019 by and between ProPetro Holding Corp., a Delaware corporation (the “Company”), and the undersigned (“Indemnitee”).

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ProPetro Holding Corp. 12,000,000 Shares of Common Stock, par value $0.001 per share Underwriting Agreement
Underwriting Agreement • May 14th, 2018 • ProPetro Holding Corp. • Oil & gas field services, nec • New York
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FORM OF INDEMNIFICATION AGREEMENT
Indemnification Agreement • February 23rd, 2017 • ProPetro Holding Corp. • Oil & gas field services, nec • Delaware

This Indemnification Agreement (“Agreement”) is made as of February [ · ], 2017 by and between ProPetro Holding Corp., a Delaware corporation (the “Company”), and [ · ] (“Indemnitee”).

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EMPLOYMENT AGREEMENT
Employment Agreement • February 23rd, 2017 • ProPetro Holding Corp. • Oil & gas field services, nec • Texas

This Employment Agreement (the “Agreement”), entered into on February 17, 2017, with employment effective as of March 13, 2017 (the “Effective Date”), is made by and between Mark Howell (the “Executive”) and ProPetro Holding Corp., a Texas corporation (together with any of its subsidiaries and Affiliates as may employ the Executive from time to time, and any successor(s) thereto, the “Company”).

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AMENDMENT NO. 1 to AMENDED AND RESTATED CREDIT AGREEMENT
Credit Agreement • June 5th, 2023 • ProPetro Holding Corp. • Oil & gas field services, nec • New York

AMENDED AND RESTATED CREDIT AGREEMENT, dated as of April 13, 2022, among PROPETRO HOLDING CORP., a Delaware corporation (“Holdings,” as hereinafter further defined), PROPETRO SERVICES, INC., a Texas corporation (the “Borrower,” as hereinafter further defined) and the Lenders (as hereinafter defined) and Letter of Credit Issuers (as hereinafter defined) from time to time party hereto and BARCLAYS BANK PLC, as the Agent, the Collateral Agent and the Swingline Lender.

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NON-QUALIFIED STOCK OPTION AGREEMENT OF PROPETRO HOLDING CORP.
Non-Qualified Stock Option Agreement • February 8th, 2017 • ProPetro Holding Corp. • Oil & gas field services, nec • Texas

THIS AGREEMENT (the “Agreement”) is entered into as of June 14, 2013, (the “Grant Date”) by and between ProPetro Holding Corp., a Texas corporation (the “Company”), and Dale Redman, an employee of the Company or one of its Subsidiaries (hereinafter referred to as the “Optionee”).

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EMPLOYMENT AGREEMENT
Employment Agreement • June 22nd, 2020 • ProPetro Holding Corp. • Oil & gas field services, nec

This Employment Agreement (“Agreement”) is made and entered into by and between ProPetro Holding Corp., a Delaware corporation (the “Company”), and Newton W. Wilson III (“Employee”) effective as of September 25, 2019 (the “Effective Date”).

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FORM OF PARTICIPATION AGREEMENT
Participation Agreement • October 26th, 2020 • ProPetro Holding Corp. • Oil & gas field services, nec

We are pleased to inform you that you have been designated as eligible to participate in the ProPetro Services, Inc. Second Amended and Restated Executive Severance Plan (as it may be amended from time to time, the “Plan”) as a Tier [1 // 2 // 3] Executive. Pursuant to your participation in the Plan, you are eligible to receive certain payments upon a Qualifying Termination, your death, or your Disability.

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Amendment to Employment Agreement
Employment Agreement • June 22nd, 2020 • ProPetro Holding Corp. • Oil & gas field services, nec

This Amendment to the Employment Agreement (the “Amendment”), is entered into as of May 28, 2019, by and between Mark Howell (the “Executive”) and ProPetro Holding Corp., a Texas corporation (together with any of its subsidiaries and Affiliates as may employ the Executive from time to time, and any successor(s) thereto, the Company”, and together with the Executive, the “Parties”).

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SEPARATION AGREEMENT AND RELEASE
Separation Agreement • December 21st, 2020 • ProPetro Holding Corp. • Oil & gas field services, nec • Texas

This SEPARATION AGREEMENT AND RELEASE (this “Agreement”) is entered into by and between ProPetro Holding Corp., a Delaware corporation (the “Company”), and David Sledge (“Sledge”). Sledge and the Company are sometimes referred to herein individually as a “Party” and collectively as the “Parties.”

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RESIGNATION FROM EMPLOYMENT
Resignation Agreement • April 1st, 2022 • ProPetro Holding Corp. • Oil & gas field services, nec • Texas

This RESIGNATION FROM EMPLOYMENT (this “Agreement”) is entered into by and between ProPetro Services Inc., a Texas corporation (the “Company”), and Phillip A. Gobe (“Gobe”). ProPetro Holding Corp., a Delaware corporation and parent of the Company (the “Parent”), enters into this Agreement for the limited purpose of acknowledging and agreeing to the provisions set forth in Sections 2(a) and 2(b) and Section 6. Gobe and the Company are sometimes referred to herein individually as a “Party” and collectively as the “Parties.”

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Re: Retention Bonus Agreement
Retention Bonus Agreement • March 4th, 2025 • ProPetro Holding Corp. • Oil & gas field services, nec

In recognition of the temporary additional duties and responsibilities you have agreed to assume during the period between the termination of employment of the Chief Financial Officer of ProPetro Holding Corp. (“Parent”) and the appointment of a new Chief Financial Officer of the Parent (the “Transition Duties”), we are pleased to inform you that, subject to the terms and conditions of this letter agreement (this “Agreement”), you are eligible to receive a cash retention bonus equal to $100,000 (the “Retention Bonus”). ProPetro Services, Inc. (the “Company”) will pay the Retention Bonus to you in two installments as follows: (i) 35% of the Retention Bonus will be paid no later than fifteen (15) days following March 3, 2026 and (ii) the remaining 65% of the Retention Bonus will be paid no later than fifteen (15) days following September 3, 2026, in each case, provided that you remain employed by the Company and in good standing through such applicable date.

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Re: Participation Agreement – ProPetro Services, Inc. Second Amended and Restated Executive Severance Plan
Participation Agreement • July 28th, 2021 • ProPetro Holding Corp. • Oil & gas field services, nec • Texas

We are pleased to inform you that you have been designated as eligible to participate in the ProPetro Services, Inc. Second Amended and Restated Executive Severance Plan (as it may be amended from time to time, the “Plan”) as a Tier 2 Executive. Pursuant to your participation in the Plan, you are eligible to receive certain payments upon a Qualifying Termination, your death, or your Disability.

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RESTATEMENT AGREEMENT
Restatement Agreement • April 14th, 2022 • ProPetro Holding Corp. • Oil & gas field services, nec • New York

AMENDED AND RESTATED CREDIT AGREEMENT, dated as of March 22April 13, 2017 2022, among PROPETRO HOLDING CORP., a Delaware corporation (“Holdings,” as hereinafter further defined), PROPETRO SERVICES, INC., a Texas corporation (the “Borrower,” as hereinafter further defined) and the Lenders (as hereinafter defined) and Letter of Credit Issuers (as hereinafter defined) from time to time party hereto and BARCLAYS BANK PLC, as the Agent, the Collateral Agent and the Swingline Lender.

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March 13, 2020 Jeffrey D. Smith
Transition Agreement • March 16th, 2020 • ProPetro Holding Corp. • Oil & gas field services, nec
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October 4, 2019 Darin G. Holderness
Interim Chief Financial Officer Agreement • October 9th, 2019 • ProPetro Holding Corp. • Oil & gas field services, nec
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SEPARATION AND GENERAL RELEASE AGREEMENT
Separation and General Release Agreement • August 30th, 2019 • ProPetro Holding Corp. • Oil & gas field services, nec • Texas

This SEPARATION AND GENERAL RELEASE AGREEMENT (this “Agreement”) is entered into by and between ProPetro Holding Corp., a Texas corporation (the “Company”) and Mark Howell (“Howell”). Howell and the Company are referred to herein individually as a “Party” and collectively as the “Parties.”

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SEPARATION AGREEMENT AND MUTUAL RELEASE
Separation Agreement • October 9th, 2019 • ProPetro Holding Corp. • Oil & gas field services, nec • Texas

This SEPARATION AGREEMENT AND MUTUAL RELEASE (this “Agreement”) is entered into by and between ProPetro Holding Corp., a Delaware corporation (the “Company”), and Ian Denholm (“Denholm”). Denholm and the Company are sometimes referred to herein individually as a “Party” and collectively as the “Parties.”

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WAIVER
Waiver • June 23rd, 2020 • ProPetro Holding Corp. • Oil & gas field services, nec • New York

This Waiver, dated as of June 22, 2020 (this “Waiver”), with respect to that certain Credit Agreement, dated as of March 22, 2017 (as amended by Amendment No. 1, dated as of February 22, 2018 and Amendment No. 2, dated as of December 19, 2018 and as further amended, supplemented or otherwise modified from time to time, the “Credit Agreement”), among PROPETRO HOLDING CORP., a Delaware corporation (“Holdings”), PROPETRO SERVICES, INC., a Texas corporation (“Borrower”), the institutions from time to time party thereto as lenders and letter of credit issuers, BARCLAYS BANK PLC, as Administrative Agent, is entered into among Holdings, the Borrower, the Administrative Agent and the Lenders party hereto. Capitalized terms used herein and not otherwise defined herein shall have the meanings ascribed to them in the Credit Agreement.

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AMENDMENT NO. 2 to AMENDED AND RESTATED CREDIT AGREEMENT
Credit Agreement • August 1st, 2024 • ProPetro Holding Corp. • Oil & gas field services, nec

This Amendment No. 2 (this “Amendment”), dated as of June 26, 2024, is entered into by and among PROPETRO HOLDING CORP., a Delaware corporation (“Holdings”), PROPETRO SERVICES, INC., a Texas corporation (the “Borrower”), each Lender party hereto and BARCLAYS BANK PLC, in its capacity as administrative agent for the Lenders (in such capacity, the “Agent”). This Amendment amends that certain Amended and Restated Credit Agreement, dated as of April 13, 2022 (as amended prior to the date hereof, the “Credit Agreement”), entered into by and among Holdings, the Borrower, the institutions from time to time party thereto as Lenders (the “Lenders”) and Letter of Credit Issuers, the Agent and the other parties named therein. Capitalized terms used herein and not otherwise defined herein shall have the meanings ascribed to them in the Credit Agreement as amended by this Amendment (the “Amended Credit Agreement”).

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PURCHASE AND SALE AGREEMENT by and among PROPETRO HOLDING CORP., as Buyer, and NEW SILVERTIP HOLDCO, LLC, as Seller dated November 1, 2022
Purchase and Sale Agreement • November 2nd, 2022 • ProPetro Holding Corp. • Oil & gas field services, nec • Delaware
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STOCKHOLDERS AGREEMENT
Shareholder Agreement • March 28th, 2017 • ProPetro Holding Corp. • Oil & gas field services, nec • Delaware

STOCKHOLDERS AGREEMENT (this “Agreement”), dated as of March 22, 2017, by and among PROPETRO HOLDING CORP., a Delaware corporation (the “Corporation”), and each of the stockholders listed on Schedule A hereto. This Agreement shall become effective (the “Effective Date”) upon the closing of the IPO (as defined below).

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PROPETRO HOLDING CORP. Restricted Stock Unit Grant Notice
Restricted Stock Unit Grant • February 23rd, 2017 • ProPetro Holding Corp. • Oil & gas field services, nec

ProPetro Holding Corp., a Texas corporation (the “Company”) hereby grants you, Dale Redman (“Grantee”), the number of Restricted Stock Units set forth below (the “Restricted Stock Units” or “RSUs”). The Restricted Stock Units are subject to all of the terms and conditions set forth herein and in the Restricted Stock Unit Agreement attached hereto as Appendix A (the “Restricted Stock Unit Agreement”), which is incorporated herein by reference. Unless otherwise defined herein, capitalized terms shall have the defined meanings ascribed to them in the Restricted Stock Unit Agreement.

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Re: Participation Agreement – ProPetro Services, Inc. Executive Severance Plan
Participation Agreement • June 22nd, 2020 • ProPetro Holding Corp. • Oil & gas field services, nec

We are pleased to inform you that you have been designated as eligible to participate in the ProPetro Services, Inc. Executive Severance Plan (as it may be amended from time to time, the “Plan”) as a Tier 3 Executive. Pursuant to your participation in the Plan, you are eligible to receive certain payments upon a Qualifying Termination, your death, or your Disability.

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SPECIFIC TERMS IN THIS AGREEMENT HAVE BEEN REDACTED BECAUSE SUCH TERMS ARE BOTH NOT MATERIAL AND ARE OF A TYPE THAT PROPETRO HOLDING CORP. TREATS AS CONFIDENTIAL. THESE REDACTED TERMS HAVE BEEN MARKED IN THIS EXHIBIT AT THE APPROPRIATE PLACE WITH...
Subagreement for Hydraulic Fracturing Services • August 1st, 2024 • ProPetro Holding Corp. • Oil & gas field services, nec

This Subagreement for Hydraulic Fracturing Services (the “Subagreement”) is made and effective from the date of last signature below (the “Effective Date”) between XTO Energy Inc., having an office at 22777 Springwoods Village Parkway, Spring, TX 77389 (“XTO”) and ProPetro Services, Inc., having an office at 303 W. Wall Street, Suite 102, Midland, Texas 79701 (“Contractor”) and is made in consideration of the terms and conditions contained herein.

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Amendment to Employment Agreement
Employment Agreement • February 23rd, 2017 • ProPetro Holding Corp. • Oil & gas field services, nec

WHEREAS, ProPetro Holding Corp., a Texas corporation (the “Company”), entered into an Employment Agreement, dated April 17, 2013 (the “Agreement”), with Dale Redman (the “Executive”).

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PRESSURE PUMPING SERVICES AGREEMENT – FLEET ONE SIMULFRAC
Pressure Pumping Services Agreement • November 2nd, 2022 • ProPetro Holding Corp. • Oil & gas field services, nec • Texas

This Pressure Pumping Services Agreement (this “Agreement”), executed on October 31, 2022 (the “Execution Date”) but effective as of January 1, 2023 (“Effective Date”), is between Pioneer Natural Resources USA, Inc., a Delaware corporation with its principal place of business at 777 Hidden Ridge, Irving, Texas 75038 (“Company”), and ProPetro Services, Inc., a Texas corporation with its principal place of business at 1706 S. Midkiff, Bldg. B, Midland, Texas 79701 (“Contractor”). Company and Contractor are sometimes hereinafter individually referred to as a “Party,” and collectively as the “Parties.”

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REGISTRATION RIGHTS AND LOCK-UP AGREEMENT
Registration Rights and Lock-Up Agreement • November 2nd, 2022 • ProPetro Holding Corp. • Oil & gas field services, nec • Texas

THIS REGISTRATION RIGHTS AND LOCK-UP AGREEMENT (this “Agreement”) is made and entered into as of November 1, 2022 by and among ProPetro Holding Corp., a Delaware corporation (the “Company”), New Silvertip Holdco, LLC, a Delaware limited liability company (“Silvertip”), and each Holder who becomes a party to this Agreement by entering into a joinder agreement in the form attached hereto as Exhibit A.

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Re: Participation Agreement – ProPetro Services, Inc. Amended and Restated Executive Severance Plan
Participation Agreement • April 10th, 2020 • ProPetro Holding Corp. • Oil & gas field services, nec

We are pleased to inform you that you have been designated as eligible to participate in the ProPetro Services, Inc. Amended and Restated Executive Severance Plan (as it may be amended from time to time, the “Plan”) as a Tier 2 Executive. Pursuant to your participation in the Plan, you are eligible to receive certain payments upon a Qualifying Termination, your death, or your Disability.

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October 4, 2019 Jeffrey Smith
Employment Agreement • October 9th, 2019 • ProPetro Holding Corp. • Oil & gas field services, nec
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FORM OF PROPETRO HOLDING CORP. AMENDMENT TO NON-QUALIFIED STOCK OPTION AGREEMENT
Non-Qualified Stock Option Agreement • February 23rd, 2017 • ProPetro Holding Corp. • Oil & gas field services, nec

This Amendment (this “Amendment”), dated and effective as of [_____], 2017 (the “Effective Date”), is made by and between ProPetro Holding Corp., a Texas corporation (the “Company”) and [_____], an [employee / director] of the Company (the “Optionee”). The Company and the Optionee are parties to that certain Non-Qualified Stock Option Agreement, dated July 19, 2016 (the “Stock Option Agreement”), pursuant to which the Company granted the Optionee an option (the “Option”) under the Stock Option Plan of ProPetro Holding Corp. (the “Plan”) to purchase [_____] shares of the Company’s common stock, par value $0.001 per share, at an exercise price of $0.0190955 per share. Any term capitalized but not defined in this Amendment shall have the meaning set forth the Plan or in the Stock Option Agreement.

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PRESSURE PUMPING SERVICES AGREEMENT
Pressure Pumping Services Agreement • March 1st, 2019 • ProPetro Holding Corp. • Oil & gas field services, nec • Texas

This Pressure Pumping Services Agreement (this “Agreement”), effective as of the Effective Date (as defined in Article 25), is between Pioneer Natural Resources USA, Inc., a Delaware corporation with its principal place of business at 5205 North O’Connor Blvd., Suite 200, Irving, Texas 75039 (“Company”), and ProPetro Services, Inc., a Texas corporation with its principal place of business at 1706 S. Midkiff, Bldg. B, Midland, Texas 79701 (“Contractor”). Company and Contractor are sometimes hereinafter individually referred to as a “Party,” and collectively as the “Parties.”

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April 9, 2020
Employment Agreement • April 10th, 2020 • ProPetro Holding Corp. • Oil & gas field services, nec
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