0001104659-14-081705 Sample Contracts

SM Energy Company, as Issuer and U.S. Bank National Association, as Trustee
Indenture • November 18th, 2014 • SM Energy Co • Crude petroleum & natural gas • New York

INDENTURE (this “Indenture”), dated as of November 17, 2014, by and between SM Energy Company, a Delaware corporation (the “Company”), and U.S. Bank National Association, as trustee (the “Trustee”).

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REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • November 18th, 2014 • SM Energy Co • Crude petroleum & natural gas • New York

This REGISTRATION RIGHTS AGREEMENT, dated November 17, 2014 (this “Agreement”), is entered into by and among SM Energy Company, a Delaware corporation (the “Company”), and the several Initial Purchasers listed in Schedule A to the Purchase Agreement (defined below) (collectively, the “Initial Purchasers”) for whom Merrill Lynch, Pierce, Fenner & Smith Incorporated, J.P. Morgan Securities LLC and Wells Fargo Securities, LLC are acting as representatives (the “Representatives”).

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