Common Contracts

AMENDMENT NO. 2 TO CONTRIBUTION AND MERGER AGREEMENT

Stockholder Agreement • August 14th, 2018 • Magnolia Oil & Gas Corp • Crude petroleum & natural gas • Delaware

• Contract Type
  Stockholder Agreement
• Filed
  August 14th, 2018
• Company
  Magnolia Oil & Gas Corp
• Industry
  Crude petroleum & natural gas
• Jurisdiction
  Delaware

This Amendment No. 2 (this “Amendment”) is made as of June 27, 2018 by and among (i) EnerVest Energy Institutional Fund XIV-A, L.P., a Delaware limited partnership (“EV XIV-A”), EnerVest Energy Institutional Fund XIV-WIC, L.P., a Delaware limited partnership (“EV XIV-WIC”), EnerVest Energy Institutional Fund XIV-2A, L.P., a Delaware limited partnership (“EV XIV-2A”), and EnerVest Energy Institutional Fund XIV-3A, L.P., a Delaware limited partnership (“EV XIV-3A”), and EnerVest Energy Institutional Fund XIV-C, L.P., a Delaware limited partnership (“EV XIV-C” and, together with EV XIV-3A, EV XIV-A, EV XIV-WIC and EV XIV-2A, the “Contributors”, and each a “Contributor”), on the one part, and (ii) TPG Pace Energy Holdings Corp., a Delaware corporation (“Parent”), and TPG Pace Energy Parent LLC, a Delaware limited liability company (“Company”), on the other part, and amends that certain Contribution and Merger Agreement (as amended by that certain Amendment No. 1 thereto, dated as of May 9,

STOCKHOLDER AGREEMENT

Stockholder Agreement • August 6th, 2018 • Magnolia Oil & Gas Corp • Crude petroleum & natural gas • Delaware

• Contract Type
  Stockholder Agreement
• Filed
  August 6th, 2018
• Company
  Magnolia Oil & Gas Corp
• Industry
  Crude petroleum & natural gas
• Jurisdiction
  Delaware

THIS STOCKHOLDER AGREEMENT (this “Agreement”), dated as of July 31, 2018, is made by and among TPG Pace Energy Holdings Corp., a Delaware corporation (the “Company”), TPG Pace Energy Sponsor, LLC, a Delaware limited liability company (“TPG Pace”), EnerVest Energy Institutional Fund XIV-A, L.P., a Delaware limited partnership (“EV XIV-A”), EnerVest Energy Institutional Fund XIV-WIC, L.P., a Delaware limited partnership (“EV XIV-WIC”), Energy Institutional Fund XIV-2A, L.P., a Delaware limited partnership (“EV XIV-2A”), EnerVest Energy Institutional Fund XIV-3A, L.P., a Delaware limited partnership (“EV XIV-3A”), EnerVest Energy Institutional Fund XIV-C, L.P., a Delaware limited partnership (“EV XIV-C”), and, by subsequent agreement, EnerVest Energy Institutional Fund XIV-C-AIV, L.P., a Delaware limited partnership (“EV XIV-C-AIV” and, together with EV XIV-A, EV XIV-WIC, EV XIV-2A, EV XIV-3A, and EV XIV-C collectively, the “EnerVest Funds”). TPG Pace and the EnerVest Funds shall be refer