FIRST AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF HI-CRUSH PARTNERS LPLimited Partnership Agreement • August 21st, 2012 • Hi-Crush Partners LP • Mining & quarrying of nonmetallic minerals (no fuels) • Delaware
THIS FIRST AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF HI-CRUSH PARTNERS LP dated as of August 20, 2012, is entered into by and between Hi-Crush GP LLC, a Delaware limited liability company, as the General Partner, and Hi-Crush Proppants LLC, a Delaware limited liability company, as the Organizational Limited Partner, together with any other Persons who become Partners in the Partnership or parties hereto as provided herein. In consideration of the covenants, conditions and agreements contained herein, the parties hereto hereby agree as follows:
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • August 21st, 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 August 20, 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”).
OMNIBUS AGREEMENTOmnibus Agreement • August 21st, 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 August 20, 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.”
11,250,000 Common Units HI-CRUSH PARTNERS LP UNDERWRITING AGREEMENTUnderwriting Agreement • August 21st, 2012 • Hi-Crush Partners LP • Mining & quarrying of nonmetallic minerals (no fuels) • New York
CONTRIBUTION, ASSIGNMENT AND ASSUMPTION AGREEMENT HI-CRUSH PARTNERS LP Dated as of August 15, 2012Contribution, Assignment and Assumption Agreement • August 21st, 2012 • Hi-Crush Partners LP • Mining & quarrying of nonmetallic minerals (no fuels) • Delaware
This CONTRIBUTION, ASSIGNMENT AND ASSUMPTION AGREEMENT (this “Agreement”), dated as of August 15, 2012 is made by and among Hi-Crush Proppants LLC, a Delaware limited liability company (“Proppants”), Hi-Crush Partners LP, a Delaware limited partnership (the “Partnership”), and Hi-Crush GP LLC, a Delaware limited liability company and the general partner of the Partnership (the “General Partner”). The above-named entities are sometimes referred to in this Agreement each as a “Party” and collectively as the “Parties.” Capitalized terms used herein shall have the meanings assigned to such terms in Article I.
