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0001144204-12-041477 Sample Contracts

MODIFICATION AGREEMENT
Modification Agreement • July 27th, 2012 • American Standard Energy Corp. • Drilling oil & gas wells • New York

This Modification Agreement, dated as of July 23, 2012 (the “Agreement”), sets forth the agreement of American Standard Energy Corp., a Delaware corporation (the “Company”), and the parties identified as “Holders” on the signature page hereto (the “Holders”). Defined terms not otherwise defined herein shall have the meanings set forth in the Warrants, as applicable (as defined below).

FIRST AMENDMENT TO NOTE AND WARRANT PURCHASE AGREEMENT
Note and Warrant Purchase Agreement • July 27th, 2012 • American Standard Energy Corp. • Drilling oil & gas wells

THIS FIRST AMENDMENT TO NOTE AND WARRANT PURCHASE AGREEMENT (this “Amendment”) is made and entered into as of July 23, 2012, by and among ASEN 2, CORP., a Delaware corporation (“Company”), PENTWATER EQUITY OPPORTUNITIES MASTER FUND LTD., a Cayman Islands corporation (“Opportunities”) and PWCM MASTER FUND LTD., a Cayman Islands corporation, (“PWCM” and together with Opportunities, collectively, “Investor”). Capitalized terms used but not defined in this Amendment have the meaning given them in the Note Purchase Agreement (defined below).