RSP PERMIAN, INC. PURCHASE AGREEMENTPurchase Agreement • August 6th, 2015 • RSP Permian, Inc. • Crude petroleum & natural gas • New York
RSP Permian, Inc., a Delaware corporation (the “Company”), proposes, upon the terms and conditions set forth in this agreement (this “Agreement”), to issue and sell to Goldman, Sachs & Co. (“Goldman” or the “Initial Purchaser”), $200,000,000 in aggregate principal amount of its 6.625% Senior Notes due 2022 (the “Notes”). The Notes will (i) have terms and provisions that are summarized in the Pricing Disclosure Package and Offering Memorandum (as defined below), and (ii) are to be issued pursuant to the Indenture, dated as of September 26, 2014 (the “Indenture”), among the Company, the Guarantor (as defined below) and U.S. Bank National Association, as trustee (the “Trustee”). The Company’s obligations under the Notes, including the due and punctual payment of interest on the Notes, will be fully and unconditionally guaranteed on an unsecured basis (the “Guarantees”) by RSP Permian, L.L.C., a Delaware limited liability company (the “Guarantor”). As used herein, the term “Notes” shall in
