TAX RECEIVABLE AGREEMENT by and among CACTUS, INC. CERTAIN OTHER PERSONS NAMED HEREIN, and THE AGENT DATED AS OF , 2017Tax Receivable Agreement • March 8th, 2017 • Cactus, Inc. • Oil & gas field machinery & equipment • Delaware
This TAX RECEIVABLE AGREEMENT (this “Agreement”), dated as of , 2017, is hereby entered into by and among Cactus, Inc., a Delaware corporation (the “Corporate Taxpayer”), the TRA Holders and the Agent.
FORM OF FIRST AMENDED AND RESTATED LIMITED LIABILITY COMPANY OPERATING AGREEMENT OF CACTUS WELLHEAD, LLC DATED AS OF , 2017Limited Liability Company Operating Agreement • March 8th, 2017 • Cactus, Inc. • Oil & gas field machinery & equipment • Delaware
This FIRST AMENDED AND RESTATED LIMITED LIABILITY COMPANY OPERATING AGREEMENT (as amended, supplemented or restated from time to time, this “Agreement”) is entered into as of , 2017, by and among Cactus Wellhead, LLC, a Delaware limited liability company (the “Company”), and each other Person who is or at any time becomes a Member in accordance with the terms of this Agreement and the Act. Capitalized terms used herein and not otherwise defined have the respective meanings set forth in Section 1.1.
FORM OF REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • March 8th, 2017 • Cactus, Inc. • Oil & gas field machinery & equipment • New York
This Registration Rights Agreement (as amended, restated, supplemented or otherwise modified from time to time, this “Agreement”) is dated as of , 2017, and is between Cactus, Inc., a Delaware corporation (the “Company”), Cadent (as defined below), CWE (as defined below) and Lee Boquet. Such holders of Registrable Securities party hereto are collectively referred to herein as the “Securityholders.”
FORM OF STOCKHOLDERS’ AGREEMENTStockholders’ Agreement • March 8th, 2017 • Cactus, Inc. • Oil & gas field machinery & equipment • Delaware
This STOCKHOLDERS’ AGREEMENT (this “Agreement”), dated as of , 2017, is entered into by and among Cactus, Inc., a Delaware corporation (the “Company”), Cadent Energy Partners II, L.P., a Delaware limited partnership (“Cadent”), Cactus WH Enterprises, LLC, a Delaware limited liability company (“Management Holdco” and, together with Cadent, the “Principal Stockholders”).
