FORM OF INDEMNIFICATION AGREEMENTForm of 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”).
EMPLOYMENT AGREEMENTEmployment 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”).
FORM OF CREDIT AGREEMENT Dated as of [ ], 2017 among PROPETRO HOLDING CORP., as Holdings, PROPETRO SERVICES, INC., as the Borrower, THE SEVERAL LENDERS FROM TIME TO TIME PARTY HERETO, BARCLAYS BANK PLC, as the Agent, the Collateral Agent, a Letter of...Credit Agreement • February 23rd, 2017 • ProPetro Holding Corp. • Oil & gas field services, nec • New York
CREDIT AGREEMENT, dated as of March [ ], 2017, among PROPETRO HOLDING CORP., a [Texas]2 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.
ProPetro Holding Corp. [ · ] Shares of Common Stock, par value $0.001 per share Form of Underwriting AgreementLock-Up Agreement • February 23rd, 2017 • ProPetro Holding Corp. • Oil & gas field services, nec • New York
ProPetro Holding Corp., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated in this agreement (this “Agreement”), to issue and sell to the Underwriters named in Schedule I hereto (the “Underwriters”) an aggregate of [·] shares and, at the election of the Underwriters (the “Option”), up to [·] additional shares of common stock, par value $0.001 per share (“Stock”), of the Company and the stockholders of the Company named in Schedule II hereto (the “Selling Stockholders”) propose, subject to the terms and conditions stated herein, to sell to the Underwriters an aggregate of [·] shares and, at the election of the Underwriters, up to [·] additional shares of Stock. The aggregate of [·] shares of Stock to be sold by the Company and the Selling Stockholders is herein called the “Firm Shares” and the aggregate of [·] additional shares of Stock to be sold by the Selling Stockholders is herein called the “Optional Shares”. The Firm Shares and the Optiona
PROPETRO HOLDING CORP. Restricted Stock Unit Grant NoticeRestricted Stock Unit Agreement • 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.
Amendment to Employment AgreementEmployment 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”).
FORM OF PROPETRO HOLDING CORP. AMENDMENT TO NON-QUALIFIED STOCK OPTION AGREEMENTNon-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.
FORM OF STOCKHOLDERS AGREEMENTForm of Stockholders Agreement • February 23rd, 2017 • ProPetro Holding Corp. • Oil & gas field services, nec • Delaware
STOCKHOLDERS AGREEMENT (this “Agreement”), dated as of [ · ], 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).
REGISTRATION RIGHTS AGREEMENT by and among PROPETRO HOLDING CORP., and THE INVESTORS NAMED ON SCHEDULE A HERETORegistration Rights Agreement • February 23rd, 2017 • ProPetro Holding Corp. • Oil & gas field services, nec • Texas
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made and entered into effective as of December 27, 2016 by and among ProPetro Holding Corp., a Texas corporation (the “Company”), and each of the Persons set forth on Schedule A hereto (collectively, the “Investors”).
REGISTRATION RIGHTS AGREEMENT by and among PROPETRO HOLDING CORP., EXISTING STOCKHOLDERS, MANAGEMENT STOCKHOLDERS, ENERGY CAPITAL PARTNERS II, LP, ENERGY CAPITAL PARTNERS II-A, LP, ENERGY CAPITAL PARTNERS II-B, LP, ENERGY CAPITAL PARTNERS II-C (DIRECT...Registration Rights Agreement • February 23rd, 2017 • ProPetro Holding Corp. • Oil & gas field services, nec • Texas
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made and entered into as of March 4, 2013 by and among ProPetro Holding Corp., a Texas corporation (the “Company”), Regiment Capital Special Situations Fund III, L.P., a Delaware limited partnership (“Regiment”), Dale Redman, Jeffrey Smith and J.P. Morgan Securities LLC, a Delaware limited liability corporation (“JP Morgan”) (Regiment, Dale Redman, Jeffrey Smith and JP Morgan, each individually, an “Existing Stockholder” and collectively, the “Existing Stockholders”), each of the Management Stockholders (as defined in the Shareholders Agreement) who becomes a party to this Agreement by entering into a joinder agreement, attached hereto as Exhibit A (each individually, a “Management Stockholder,” and collectively, the “Management Stockholders”), Energy Capital Partners II, LP, a Delaware limited partnership (“ECP II”), Energy Capital Partners II-A, LP, a Delaware limited partnership (“ECP II-A”), Energy Capital Partners II-B, LP,
