INDEMNIFICATION AGREEMENTIndemnification Agreement • December 22nd, 2017 • Vista Proppants & Logistics Inc. • Mining & quarrying of nonmetallic minerals (no fuels) • Delaware
This Indemnification Agreement is effective as of , 2018 (this “Agreement”) and is between Vista Proppants and Logistics Inc., a Delaware corporation (the “Company”), and the undersigned director/officer of the Company (“Indemnitee”).
COMMERCIAL SECURITY AGREEMENTCommercial Security Agreement • March 23rd, 2018 • Vista Proppants & Logistics Inc. • Mining & quarrying of nonmetallic minerals (no fuels) • Texas
THIS COMMERCIAL SECURITY AGREEMENT dated February 23, 2018, is made and executed between MAALT SPECIALIZED BULK LLC (“Grantor”) and Pinnacle Bank (“Lender”).
BUSINESS LOAN AGREEMENT (ASSET BASED)Business Loan Agreement • March 23rd, 2018 • Vista Proppants & Logistics Inc. • Mining & quarrying of nonmetallic minerals (no fuels) • Texas
THIS BUSINESS LOAN AGREEMENT (ASSET BASED) dated February 23, 2018, is made and executed between MAALT SPECIALIZED BULK LLC (“Borrower”) and Pinnacle Bank (“Lender”) on the following terms and conditions. Borrower has received prior commercial loans from Lender or has applied to Lender for a commercial loan or loans or other financial accommodations, including those which may be described on any exhibit or schedule attached to this Agreement. Borrower understands and agrees that: (A) in granting, renewing, or extending any Loan, Lender is relying upon Borrower’s representations, warranties, and agreements as set forth in this Agreement; (B) the granting, renewing, or extending of any Loan by Lender at all times shall be subject to Lender’s sole judgment and discretion; and (C) all such Loans shall be and remain subject to the terms and conditions of this Agreement.
COMMERCIAL GUARANTYCommercial Guaranty • March 23rd, 2018 • Vista Proppants & Logistics Inc. • Mining & quarrying of nonmetallic minerals (no fuels) • Texas
CONTINUING GUARANTEE OF PAYMENT AND PERFORMANCE. For good and valuable consideration, Guarantor absolutely and unconditionally guarantees full and punctual payment and satisfaction of the Indebtedness of Borrower to Lender, and the performance and discharge of all Borrower’s obligations under the Note and the Related Documents. This is a guaranty of payment and performance and not of collection, so Lender can enforce this Guaranty against Guarantor even when Lender has not exhausted Lender’s remedies against anyone else obligated to pay the Indebtedness or against any collateral securing the Indebtedness, this Guaranty or any other guaranty of the Indebtedness. Guarantor will make any payments to Lender or its order, on demand, in legal tender of the United States of America, in same-day funds, without set-off or deduction or counterclaim, and will otherwise perform Borrower’s obligations under the Note and Related Documents. Under this Guaranty, Guarantor’s liability is unlimited and
THIRD AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF VISTA PROPPANTS AND LOGISTICS, LLC Dated as of [●], 2018Limited Liability Company Agreement • January 12th, 2018 • Vista Proppants & Logistics Inc. • Mining & quarrying of nonmetallic minerals (no fuels) • Delaware
This THIRD AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT (this “Agreement”) of Vista Proppants and Logistics, LLC (the “Company”), is made as of [●], 2018 (the “Effective Date”) by and among Vista Proppants and Logistics Inc., a Delaware corporation, as the Managing Member, and the Members whose names are set forth in the books and records of the Company.
SECURITY AGREEMENTSecurity Agreement • January 12th, 2018 • Vista Proppants & Logistics Inc. • Mining & quarrying of nonmetallic minerals (no fuels) • Texas
This Security Agreement is entered into effective June 15, 2014, by MAALT, L.P., a Texas limited partnership (“Grantor”), for the benefit of PLAINSCAPITAL BANK (“Lender”). For valuable consideration, Borrower grants to Lender a security interest in the Collateral to secure the Obligations (as defined below) and agrees that Lender shall have the rights stated in this Agreement with respect to the Collateral, in addition to all other rights which Lender may have by law.
LEASE AGREEMENTLease Agreement • January 12th, 2018 • Vista Proppants & Logistics Inc. • Mining & quarrying of nonmetallic minerals (no fuels) • Texas
THIS LEASE AGREEMENT (this “Lease”), is entered into as of July 1, 2017, by and between GHMR Operations, LLC (“Landlord”) and Maalt, L.P. (“Tenant”).
SECOND RESTATED LIMITED GUARANTYLimited Guaranty • January 12th, 2018 • Vista Proppants & Logistics Inc. • Mining & quarrying of nonmetallic minerals (no fuels) • Texas
This Second Restated Limited Guaranty (this “Guaranty”) is entered into effective February 9, 2016, by MARTIN W. ROBERTSON (“Guarantor”), for the benefit of PLAINSCAPITAL BANK (“Lender”). For valuable consideration, Guarantor absolutely and unconditionally guarantees and promises to pay to Lender or its order, in legal tender of the United States of America, the Obligations (as defined below) of MAALT, L.P., a Texas limited partnership, and GHMR OPERATIONS, L.L.C., a Texas limited liability company (collectively “Borrowers”), to Lender, subject to the limitation set forth in paragraph 2 below, and on the terms and conditions set forth in this Guaranty. Under this Guaranty, the obligations of Guarantor are continuing. This Guaranty amends and restates the restated limited guaranty dated February 11, 2015, executed by Guarantor in favor of Lender.
LEASE AGREEMENTLease Agreement • January 12th, 2018 • Vista Proppants & Logistics Inc. • Mining & quarrying of nonmetallic minerals (no fuels) • Texas
THIS LEASE AGREEMENT (this “Lease Agreement”), dated this 1st day of December 2014, is made and entered into by and between the following parties:
AMENDED AND RESTATED PLEDGE AGREEMENTPledge Agreement • January 12th, 2018 • Vista Proppants & Logistics Inc. • Mining & quarrying of nonmetallic minerals (no fuels) • New York
THIS AMENDED AND RESTATED PLEDGE AGREEMENT (as it may be amended, restated, amended and restated, supplemented or modified from time to time, this “Pledge Agreement”) is entered into as of November 9, 2017, by and among each of the undersigned identified on the signature pages hereto as Grantors (together with any other entity that may become a party hereto as provided herein, each a “Grantor”, and collectively, the “Grantors”), and ARES CAPITAL CORPORATION, in its capacity as administrative agent (the “Administrative Agent”) for the Lenders and the other Secured Parties.
Re: Loan AgreementLoan Agreement • January 12th, 2018 • Vista Proppants & Logistics Inc. • Mining & quarrying of nonmetallic minerals (no fuels) • Texas
This letter sets forth the Loan Agreement (this “Loan Agreement”) among MAALT, L.P., a Texas limited partnership, and GHMR OPERATIONS, L.L.C., a Texas limited liability company (collectively “Borrowers”); DENETZ LOGISTICS, L.L.C., a Texas limited liability company, GARY B. HUMPHREYS, MARTIN W. ROBERTSON, and the Trust Guarantors (as defined below) (collectively “Guarantors”); and PLAINSCAPITAL BANK (“Lender”), with respect to loans from Lender to Borrowers and obligations of Borrowers and Guarantors to Lender.
COMMERCIAL GUARANTYCommercial Guaranty • March 23rd, 2018 • Vista Proppants & Logistics Inc. • Mining & quarrying of nonmetallic minerals (no fuels) • Texas
CONTINUING GUARANTEE OF PAYMENT AND PERFORMANCE. For good and valuable consideration, Guarantor absolutely and unconditionally guarantees full and punctual payment and satisfaction of the Indebtedness of Borrower to Lender, and the performance and discharge of all Borrower’s obligations under the Note and the Related Documents. This is a guaranty of payment and performance and not of collection, so Lender can enforce this Guaranty against Guarantor even when Lender has not exhausted Lender’s remedies against anyone else obligated to pay the Indebtedness or against any collateral securing the Indebtedness, this Guaranty or any other guaranty of the Indebtedness. Guarantor will make any payments to Lender or its order, on demand, in legal tender of the United States of America, in same-day funds, without set-off or deduction or counterclaim, and will otherwise perform Borrower’s obligations under the Note and Related Documents. Under this Guaranty, Guarantor’s liability is unlimited and
MANAGEMENT SERVICES AGREEMENTManagement Services Agreement • January 12th, 2018 • Vista Proppants & Logistics Inc. • Mining & quarrying of nonmetallic minerals (no fuels) • Texas
This Management Services Agreement (this “Agreement”), dated as of May 1, 2017 (the “Effective Date”), is by and among M&J Partnership, Ltd., a Texas limited partnership (“Manager”), Oilfield Sands Holding, LLC, a Delaware limited liability company (the “Company”) and Martin W. Robertson (the “Designated Representative”). Manager, the Designated Representative and the Company are sometimes each referred to herein as a “Party” and collectively, as the “Parties”.
Re: Third Amendment to Loan AgreementLoan Agreement • January 12th, 2018 • Vista Proppants & Logistics Inc. • Mining & quarrying of nonmetallic minerals (no fuels)
This letter (this “Amendment”) amends the Loan Agreement dated June 15, 2014, among MAALT, LP., a Texas limited partnership, and GHMR OPERATIONS, L.L.C., a Texas limited liability company (collectively “Borrowers”); DENETZ LOGISTICS, L.L.C., a Texas limited liability company, GARY B. HUMPHREYS, MARTIN W. ROBERTSON, and the Trust Guarantors (as defined below) (collectively “Guarantors”); and PLAINSCAPITAL BANK (“Lender”), as amended by the First Amendment dated February 11, 2015, and the Second Amendment dated June 15, 2015 (collectively the “Loan Agreement”). Capitalized terms below have the meanings assigned in the Loan Agreement.
Re: First Amendment to Loan AgreementLoan Agreement • January 12th, 2018 • Vista Proppants & Logistics Inc. • Mining & quarrying of nonmetallic minerals (no fuels)
This letter (this “Amendment”) amends the Loan Agreement (the “Loan Agreement”) dated June 15, 2014, among MAALT, L.P., a Texas limited partnership, and GHMR OPERATIONS, L.L.C., a Texas limited liability company (collectively “Borrowers”); DENETZ LOGISTICS, L.L.C., a Texas limited liability company, GARY B. HUMPHREYS, MARTIN W. ROBERTSON, and the Trust Guarantors (as defined below) (collectively “Guarantors”); and PLAINSCAPITAL BANK (“Lender”). Capitalized terms below have the meanings assigned in the Loan Agreement.
Re: Second Amendment to Loan AgreementLoan Agreement • January 12th, 2018 • Vista Proppants & Logistics Inc. • Mining & quarrying of nonmetallic minerals (no fuels)
This letter (this “Amendment”) amends the Loan Agreement dated June 15, 2014, among MAALT, L.P., a Texas limited partnership, and GHMR OPERATIONS, L.L.C., a Texas limited liability company (collectively “Borrowers”); DENETZ LOGISTICS, L.L.C., a Texas limited liability company, GARY B. HUMPHREYS, MARTIN W. ROBERTSON, and the Trust Guarantors (as defined below) (collectively “Guarantors”); and PLAINSCAPITAL BANK (“Lender”), as amended by the First Amendment dated February 11, 2015 (collectively the “Loan Agreement”). Capitalized terms below have the meanings assigned in the Loan Agreement.
LEASE AGREEMENTLease Agreement • January 12th, 2018 • Vista Proppants & Logistics Inc. • Mining & quarrying of nonmetallic minerals (no fuels) • Texas
THIS LEASE AGREEMENT (this “Lease Agreement”), dated this 14th day of April 2011, is made and entered into by and between the following parties:
AMENDED AND RESTATED GUARANTY AGREEMENTGuaranty Agreement • January 12th, 2018 • Vista Proppants & Logistics Inc. • Mining & quarrying of nonmetallic minerals (no fuels) • New York
THIS AMENDED AND RESTATED GUARANTY AGREEMENT (as it may be amended, restated, amended and restated, supplemented or modified from time to time, this “Guaranty”) is dated as of November 9, 2017, by each of the undersigned identified on the signature pages hereto as guarantors (together with any other entity that may become a party hereto as provided herein, each a “Guarantor”, and collectively, the “Guarantors”), in favor of ARES CAPITAL CORPORATION in its capacity as administrative agent (the “Administrative Agent”), each of the other Secured Parties and each of their successors and assigns as permitted pursuant to the Credit Agreement (as defined below) (the Administrative Agent, the other Secured Parties, and their successors and assigns, collectively, the “Beneficiaries”).
SILICA SAND LEASE AND MINING AGREEMENTSilica Sand Lease and Mining Agreement • January 12th, 2018 • Vista Proppants & Logistics Inc. • Mining & quarrying of nonmetallic minerals (no fuels) • Texas
This Silica Sand Lease and Mining Agreement (the “Lease”) is entered into effective the 27th day of August, 2015, by and between Lonestar Prop 50, LLC, a Texas limited liability company, lessor, (“Lessor”) and Lonestar Prospects, Ltd., a Texas limited partnership doing business as Vista Sand, by and through its general partner, Lonestar Prospects Management, L.L.C, a Texas limited liability company (“Lessee”) (Lessor and Lessee collectively are referred to hereinafter as the “Parties”).
AMENDED AND RESTATED INTERCREDITOR AGREEMENT by and among PLAINS CAPITAL BANK, as Revolving Lender, ARES CAPITAL CORPORATION, as Term Agent, and THE LOAN PARTIES PARTY HERETO Effective as of November 9, 2017Intercreditor Agreement • December 22nd, 2017 • Vista Proppants & Logistics Inc. • Mining & quarrying of nonmetallic minerals (no fuels) • New York
This AMENDED AND RESTATED INTERCREDITOR AGREEMENT (as amended, supplemented, restated, amended and restated, or otherwise modified from time to time pursuant to the terms hereof, this “Agreement”) dated as of November 9, 2017, is by and among (a) PLAINSCAPITAL BANK, in its capacity as Lender (together with its successors and assigns in such capacity, the “Revolving Lender”) for the Revolving Secured Parties (as defined below), (b) ARES CAPITAL CORPORATION, in its capacity as administrative agent (together with its successors and assigns in such capacity, the “Term Agent”) for the Term Secured Parties (as defined below) and (c) each of the Persons which are signatories to this Agreement as a Loan Party (as defined below).
AMENDMENT NO. 1 TO AMENDED AND RESTATED SENIOR SECURED CREDIT AGREEMENTSenior Secured Credit Agreement • June 20th, 2018 • Vista Proppants & Logistics Inc. • Mining & quarrying of nonmetallic minerals (no fuels) • New York
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”).
RATIFICATION OF UNLIMITED GUARANTIESRatification of Unlimited Guaranties • January 12th, 2018 • Vista Proppants & Logistics Inc. • Mining & quarrying of nonmetallic minerals (no fuels)
This Ratification of Unlimited Guaranties is signed effective February 9, 2016, by the undersigned guarantors (collectively “Guarantors”) in connection with the Second Term Loan to be made by PLAINSCAPITAL BANK (“Lender”) to MAALT, L.P., a Texas limited partnership, and GHMR OPERATIONS, L.L.C., a Texas limited liability company (collectively “Borrowers”). The Second Term Loan is defined in and governed by the Loan Agreement dated June 15, 2014, among Borrowers and Lender, as now or hereafter amended, restated, replaced, supplemented, or otherwise modified, from time to time (the “Loan Agreement”). Capitalized terms not otherwise defined have the meanings assigned in the Loan Agreement.
RATIFICATION OF UNLIMITED GUARANTIESRatification of Unlimited Guaranties • March 23rd, 2018 • Vista Proppants & Logistics Inc. • Mining & quarrying of nonmetallic minerals (no fuels)
This Ratification of Unlimited Guaranties is signed effective February 20, 2018, by the undersigned guarantors (collectively “Guarantors”) in connection with the renewal and extension of the Revolving Loan made by PLAINSCAPITAL BANK (“Lender”) to LONESTAR PROSPECTS, LTD. (“Borrower”), a Texas limited partnership. The Revolving Loan is defined in and governed by the Amended and Restated Loan Agreement dated January 12, 2018, between Borrower and Lender, as amended by the First Amendment of even date, and as hereafter amended, restated, replaced, supplemented, or otherwise modified, from time to time (collectively the “Loan Agreement”). Capitalized terms not otherwise defined have the meanings assigned in the Loan Agreement.
RATIFICATION OF LIMITED GUARANTIESRatification of Limited Guaranties • January 12th, 2018 • Vista Proppants & Logistics Inc. • Mining & quarrying of nonmetallic minerals (no fuels)
This Ratification of Limited Guaranties is signed effective January 12, 2018, by GARY B. HUMPHREYS and MARTIN W. ROBERTSON (collectively “Guarantors”) in connection with the Revolving Loan made by PLAINSCAPITAL BANK (“Lender”) to LONESTAR PROSPECTS, LTD. (“Borrower”), a Texas limited partnership. The Revolving Loan is defined in and governed by the Amended and Restated Loan Agreement dated January 12, 2018, between Borrower and Lender, as now or hereafter amended, restated, replaced, supplemented, or otherwise modified, from time to time (collectively the “Loan Agreement”). Capitalized terms not otherwise defined have the meanings assigned in the Loan Agreement.
Fort Worth, Texas 76102 November 3, 2017 MAALT, L.P. GHMR OPERATIONS, L.L.C. Attention: Gary B. Humphreys Fort Worth, Texas 76119 Re: Seventh Amendment to Loan Agreement Ladies and Gentlemen:Loan Agreement • August 13th, 2018 • Vista Proppants & Logistics Inc. • Mining & quarrying of nonmetallic minerals (no fuels)
This letter (this “Amendment”) amends the Loan Agreement dated June 15, 2014, among MAALT, L.P., a Texas limited partnership, and GHMR OPERATIONS, L.L.C., a Texas limited liability company (collectively “Borrowers”); DENETZ LOGISTICS, L.L.C., a Texas limited liability company (“General Partner”), GARY B. HUMPHREYS, MARTIN W. ROBERTSON, and the Trust Guarantors (as defined in the Loan Agreement) (collectively “Guarantors”); and PLAINSCAPITAL BANK (“Lender”), as amended by the First Amendment dated February 11, 2015, the Second Amendment dated June 15, 2015, the Third Amendment dated February 9, 2016, the Fourth Amendment dated June 15, 2016, the Fifth Amendment dated September 22, 2016, and Sixth Amendment dated June 15, 2017 (collectively the “Loan Agreement”). Capitalized terms below have the meanings assigned in the Loan Agreement.
THIRD AMENDMENT TO LEASE AGREEMENTLease Agreement • January 12th, 2018 • Vista Proppants & Logistics Inc. • Mining & quarrying of nonmetallic minerals (no fuels)
THIS THIRD AMENDMENT TO LEASE AGREEMENT (this “Third Amendment”) is entered into to be effective as of September 18, 2014 (the “Effective Date”) by and between Sand Hill Land and Cattle, LLC, a Texas Limited Liability Company (“Lessor”), and Lonestar Prospects, Ltd., a Texas limited partnership (“Lessee”).
EXCHANGE AGREEMENTExchange Agreement • January 12th, 2018 • Vista Proppants & Logistics Inc. • Mining & quarrying of nonmetallic minerals (no fuels) • Delaware
EXCHANGE AGREEMENT (this “Agreement”), dated as of [●], 2018, among Vista Proppants and Logistics Inc., a Delaware corporation, Vista Proppants and Logistics, LLC, a Delaware limited liability company, and the holders, other than the Corporation, of LLC Units (as defined herein) from time to time party hereto.
FIRST AMENDMENT TO LEASE AGREEMENTLease Agreement • January 12th, 2018 • Vista Proppants & Logistics Inc. • Mining & quarrying of nonmetallic minerals (no fuels)
THIS FIRST AMENDMENT TO LEASE AGREEMENT (this “Amendment”) is entered into to be effective as of April 28, 2017 by and between Hogg Ranch, LLC (“Landlord”), and Lonestar Prospects, Ltd. (“Tenant”).
Fort Worth, Texas 76102 June 15, 2017 MAALT, L.P. GHMR OPERATIONS, L.L.C. Attention: Gary B. Humphreys Fort Worth, Texas 76119 Re: Sixth Amendment to Loan Agreement Ladies and Gentlemen:Loan Agreement • August 13th, 2018 • Vista Proppants & Logistics Inc. • Mining & quarrying of nonmetallic minerals (no fuels)
This letter (this “Amendment”) amends the Loan Agreement dated June 15, 2014, among MAALT, L.P., a Texas limited partnership, and GHMR OPERATIONS, L.L.C., a Texas limited liability company (collectively “Borrowers”); DENETZ LOGISTICS, L.L.C., a Texas limited liability company, GARY B. HUMPHREYS, MARTIN W. ROBERTSON, and the Trust Guarantors (as defined below) (collectively “Guarantors”); and PLAINSCAPITAL BANK (“Lender”), as amended by the First Amendment dated February 11, 2015, the Second Amendment dated June 15, 2015, the Third Amendment dated February 9, 2016, the Fourth Amendment dated June 15, 2016, and the Fifth Amendment dated September 22, 2016 (collectively the “Loan Agreement”). Capitalized terms below have the meanings assigned in the Loan Agreement.
LEASE AGREEMENTLease Agreement • December 22nd, 2017 • Vista Proppants & Logistics Inc. • Mining & quarrying of nonmetallic minerals (no fuels) • Texas
THIS LEASE AGREEMENT (“Lease”), is made this 28th day of April, 2017 (“Effective Date”), by and between HOGG RANCH, LLC, a Texas limited liability company (“Landlord”), and LONESTAR PROSPECTS, LTD., a Texas limited partnership doing business as Vista Sand, by and through its general partner, Lonestar Prospects Management, L.L.C., a Texas limited liability company (“Tenant”).
FIRST AMENDMENT TO LEASE AGREEMENTLease Agreement • January 12th, 2018 • Vista Proppants & Logistics Inc. • Mining & quarrying of nonmetallic minerals (no fuels)
THIS FIRST AMENDMENT TO LEASE AGREEMENT (this “Amendment”) is entered into to be effective as of April 1, 2012 by and between Sand Hill Land and Cattle, LLC, a Texas Limited Liability Company (“Lessor”), and Lonestar Prospects, Ltd., a Texas limited partnership (“Lessee”).
Fort Worth, Texas 76102 July 15, 2018 MAALT, L.P. GHMR OPERATIONS, L.L.C. Attention: Gary B. Humphreys Fort Worth, Texas 76119 Re: Eighth Amendment to Loan Agreement Ladies and Gentlemen:Loan Agreement • August 13th, 2018 • Vista Proppants & Logistics Inc. • Mining & quarrying of nonmetallic minerals (no fuels)
This letter (this “Amendment”) amends the Loan Agreement dated June 15, 2014, among MAALT, L.P., a Texas limited partnership, and GHMR OPERATIONS, L.L.C., a Texas limited liability company (collectively “Borrowers”); DENETZ LOGISTICS, L.L.C., a Texas limited liability company (“General Partner”), GARY B. HUMPHREYS, MARTIN W. ROBERTSON, and the Trust Guarantors (as defined in the Loan Agreement) (collectively “Guarantors”); and PLAINSCAPITAL BANK (“Lender”), as amended by the First Amendment dated February 11, 2015, the Second Amendment dated June 15, 2015, the Third Amendment dated February 9, 2016, the Fourth Amendment dated June 15, 2016, the Fifth Amendment dated September 22, 2016, the Sixth Amendment dated June 15, 2017, and the Seventh Amendment dated November 3, 2017 (collectively the “Loan Agreement”). Capitalized terms below have the meanings assigned in the Loan Agreement.
STOCKHOLDERS AGREEMENT DATED AS OF [●], 2018 AMONG VISTA PROPPANTS AND LOGISTICS INC. AND THE OTHER PARTIES HERETOStockholders Agreement • January 12th, 2018 • Vista Proppants & Logistics Inc. • Mining & quarrying of nonmetallic minerals (no fuels) • Delaware
This Stockholders Agreement is entered into as of [●], 2018, by and among Vista Proppants and Logistics Inc. (the “Company”), and each of the other parties from time to time party hereto (collectively, the “Stockholders”).
Fort Worth, Texas 76102 September 22, 2016 MAALT, L.P. GHMR OPERATIONS, L.L.C. Attention: Gary B. Humphreys Fort Worth, Texas 76119 Re: Fifth Amendment to Loan Agreement Ladies and Gentlemen:Loan Agreement • August 13th, 2018 • Vista Proppants & Logistics Inc. • Mining & quarrying of nonmetallic minerals (no fuels)
This letter (this “Amendment”) amends the Loan Agreement dated June 15, 2014, among MAALT, L.P., a Texas limited partnership, and GHMR OPERATIONS, L.L.C., a Texas limited liability company (collectively “Borrowers”); DENETZ LOGISTICS, L.L.C., a Texas limited liability company, GARY B. HUMPHREYS, MARTIN W. ROBERTSON, and the Trust Guarantors (as defined below) (collectively “Guarantors”); and PLAINSCAPITAL BANK (“Lender”), as amended by the First Amendment dated February 11, 2015, the Second Amendment dated June 15, 2015, the Third Amendment dated February 9, 2016, and the Fourth Amendment dated June 15, 2016 (collectively the “Loan Agreement”). Capitalized terms below have the meanings assigned in the Loan Agreement.
Fort Worth, Texas 76102 January 12, 2018 LONESTAR PROSPECTS, LTD. Attention: Gary B. Humphreys Fort Worth, Texas 76119 Re: Amended and Restated Loan Agreement Ladies and Gentlemen:Loan Agreement • January 12th, 2018 • Vista Proppants & Logistics Inc. • Mining & quarrying of nonmetallic minerals (no fuels) • Texas
This letter sets forth the Amended and Restated Loan Agreement (this “Loan Agreement”) among LONESTAR PROSPECTS, LTD. (“Borrower”), a Texas limited partnership; LONESTAR PROSPECTS HOLDING COMPANY, L.L.C. (“Lonestar Holding”), a Texas limited liability company, GARY B. HUMPHREYS (“Humphreys”) and MARTIN W. ROBERTSON (“Robertson” and collectively with Lonestar Holding and Humphreys, collectively “Guarantors”); and PLAINSCAPITAL BANK (“Lender”), with respect to loans from Lender to Borrower and obligations of Borrower and Guarantors to Lender. This Loan Agreement amends and restates the Loan Agreement dated April 14, 2011, among Borrower, Guarantors, and Lender, as amended by the First Amendment dated December 12, 2011, the Second Amendment dated June 14, 2012, the Third Amendment dated December 28, 2012, the Fourth Amendment dated June 14, 2013, the Fifth Amendment dated September 23, 2013, the Sixth Amendment dated January 13, 2014, the Seventh Amendment dated April 14, 2014, the Eighth
