FORM OF REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • July 9th, 2012 • Hi-Crush Partners LP • Mining & quarrying of nonmetallic minerals (no fuels) • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made and entered into as of [•], 2012, by and between Hi-Crush Partners LP, a Delaware limited partnership (the “Partnership”), and Hi-Crush Proppants LLC, a Delaware limited liability company (“Sponsor”).
EMPLOYMENT AGREEMENTEmployment Agreement • July 9th, 2012 • Hi-Crush Partners LP • Mining & quarrying of nonmetallic minerals (no fuels) • Texas
THIS EMPLOYMENT AGREEMENT (“Agreement”) is made as of May 25, 2011 (the “Effective Date”) by and between Hi-Crush Proppants, LLC, a Delaware limited liability company (the “Company”), and Jay Alston (“Executive”).
SUPPLY AGREEMENTSupply Agreement • July 9th, 2012 • Hi-Crush Partners LP • Mining & quarrying of nonmetallic minerals (no fuels) • Texas
This SUPPLY AGREEMENT (this “Agreement”) is effective as of May 1, 2012, between Baker Hughes Oilfield Operations, Inc. a California corporation with its principal place of business at 2929 Allen Parkway, Houston, Texas 77019, and its Affiliates (as defined below) (“Baker”), and Hi-Crush Operating LLC, a Delaware limited liability company with its principal place of business at Three Riverway, Suite 1550, Houston, Texas 77056 (“Supplier”).
FORM OF OMNIBUS AGREEMENTOmnibus Agreement • July 9th, 2012 • Hi-Crush Partners LP • Mining & quarrying of nonmetallic minerals (no fuels)
THIS OMNIBUS AGREEMENT (this “Agreement”), as it may be amended, modified or supplemented from time to time in accordance with the terms hereof, is entered into effective as of [·], 2012 (the “Effective Date”), and is by and among Hi-CRUSH PARTNERS LP, a Delaware limited partnership (the “Partnership”), HI-CRUSH GP LLC, a Delaware limited liability company and the general partner of the Partnership (the “General Partner”), and HI-CRUSH PROPPANTS LLC, a Delaware limited liability company (“Proppants”). The above-named entities are sometimes referred to in this Agreement each as a “Party” and collectively as the “Parties.”
FIRST AMENDMENT TO AGREEMENTSupply Agreement • July 9th, 2012 • Hi-Crush Partners LP • Mining & quarrying of nonmetallic minerals (no fuels)
This FIRST AMENDMENT TO SUPPLY AGREEMENT (this “First Amendment”) is effective as of November 23, 2011(“Effective Date”) between Halliburton Energy Services, Inc., a Delaware corporation with its principal place of business at 10200 Bellaire Boulevard Houston, Texas, and its affiliates (“Halliburton”), and Hi-Crush Operating LLC, a Delaware limited liability company with its principal place of business at Three Riverway, Suite 1550, Houston, TX 77056 (“Supplier”).
SUPPLY AGREEMENTSupply Agreement • July 9th, 2012 • Hi-Crush Partners LP • Mining & quarrying of nonmetallic minerals (no fuels) • Texas
This SUPPLY AGREEMENT (this “Agreement”) is effective as of January 11, 2011, between Weatherford Artificial Lift Systems, Inc., a Delaware corporation, and its affiliates (“Weatherford”), and Hi-Crush Operating LLC, a Delaware limited liability company (“Supplier”). Hi-Crush Chambers LLC, a Delaware limited liability company (“Grantor”), is entering into this Agreement solely for purposes Section 8.1 and Section 8.7 hereof.
SUPPLY AGREEMENTSupply Agreement • July 9th, 2012 • Hi-Crush Partners LP • Mining & quarrying of nonmetallic minerals (no fuels) • Texas
This SUPPLY AGREEMENT (this “Agreement”) is effective as of May 24, 2011, between Halliburton Energy Services, Inc., a Delaware corporation with its principal place of business at 10200 Bellaire Boulevard Houston, Texas, and its affiliates (“Halliburton”), and Hi-Crush Operating LLC, a Delaware limited liability company with its principal place of business at Three Riverway, Suite 1550, Houston, TX 77056 (“Supplier”).
SUPPLY AGREEMENTSupply Agreement • July 9th, 2012 • Hi-Crush Partners LP • Mining & quarrying of nonmetallic minerals (no fuels) • Texas
This SUPPLY AGREEMENT (this “Agreement”) is effective as of May 1, 2012, between FTS International Services, LLC, a limited liability company organized and existing under the laws of the State of Texas and having a principal place of business at 777 Main Street, Suite 3000, Fort Worth, Texas, 76102 (“FTSI”), Texas, and its Affiliates (as defined below), and Hi-Crush Operating LLC, a Delaware limited liability company with its principal place of business at Three Riverway, Suite 1550, Houston, Texas 77056 (“Supplier”).
ROYALTY AGREEMENTRoyalty Agreement • July 9th, 2012 • Hi-Crush Partners LP • Mining & quarrying of nonmetallic minerals (no fuels) • Texas
THIS ROYALTY AGREEMENT (this “Agreement”), dated as of March 17, 2011 (the “Effective Date”), is entered into by and between HICRUSH, LLC, a Texas limited liability company (“Alcorn HC”), and Hi-Crush Operating LLC, a Delaware limited liability company (“HiCrush”). Each of Alcorn HC and HiCrush may be referred to herein as a “Party”, and collectively as the “Parties”.
FIRST AMENDMENT TO SUPPLY AGREEMENTSupply Agreement • July 9th, 2012 • Hi-Crush Partners LP • Mining & quarrying of nonmetallic minerals (no fuels)
This FIRST AMENDMENT TO SUPPLY AGREEMENT (this “First Amendment”) is effective as of May 1, 2012, between Baker Hughes Oilfield Operations, Inc., a California corporation with its principal place of business at 2929 Allen Parkway, Houston, Texas, 77019 and its affiliates (“Baker”), and Hi-Crush Operating LLC, a Delaware limited liability company with its principal place of business at Three Riverway, Suite 1550, Houston, TX 77056 (“Supplier”).
ROYALTY AGREEMENTRoyalty Agreement • July 9th, 2012 • Hi-Crush Partners LP • Mining & quarrying of nonmetallic minerals (no fuels) • Delaware
THIS ROYALTY AGREEMENT (this “Agreement”), dated as of January 10, 2011 (the “Effective Date”) is entered into by and between Everett E. Chambers and Joanne B. Chambers, husband and wife (collectively, “Chambers”), and Hi-Crush Operating LLC, a Delaware limited liability company (together with its subsidiaries and affiliates, “HiCrush”). Each of Chambers and HiCrush may be referred to herein as a “Party”, and collectively as the “Parties”.
ROYALTY AGREEMENTRoyalty Agreement • July 9th, 2012 • Hi-Crush Partners LP • Mining & quarrying of nonmetallic minerals (no fuels) • Delaware
THIS ROYALTY AGREEMENT (this “Agreement”), dated as of January 13, 2011 (the “Effective Date”) is entered into by and among Wildcat Companies, LLC, a Wisconsin limited liability company (“WC”), Monroe County Land Holdings, LLC, a Wisconsin limited liability company (“Holdings” and together with WC, “Wildcat”), P&S Real Estate Holdings, LLC, a Wisconsin limited liability company (“P&S”), and Hi-Crush Operating LLC, a Delaware limited liability company (“HiCrush”). Each of Wildcat, P&S and HiCrush may be referred to herein as a “Party”, and collectively as the “Parties”.
