0001193125-15-178473 Sample Contracts

NEW SOURCE ENERGY PARTNERS L.P. 1,760,000 11.00% Series A Preferred Units UNDERWRITING AGREEMENT May 5, 2015
Underwriting Agreement • May 8th, 2015 • New Source Energy Partners L.P. • Crude petroleum & natural gas • New York

NEW SOURCE ENERGY PARTNERS L.P., a Delaware limited partnership (the “Partnership”), confirms its agreements with the several Underwriters named in Schedule I hereto (the “Underwriters”), for whom you (the “Representative”) are acting as the sole representative, with respect to the issuance and sale by the Partnership of a total of 1,760,000 11.00% Series A Cumulative Convertible Preferred Units (the “Preferred Units”), and the respective amounts of Preferred Units to be so purchased by the several Underwriters (the “Firm Units”) set forth opposite their names in Schedule I. The Partnership also proposes to grant to the Underwriters an option to purchase up to an additional 264,000 Preferred Units to cover over-allotments, if any (the “Option Units”). The Firm Units and the Option Units are hereinafter collectively referred to as the “Units.”

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