0001193125-16-668534 Sample Contracts

AMENDMENT NO. 2 TO THIRD AMENDED AND RESTATED CREDIT AGREEMENT
Credit Agreement • August 2nd, 2016 • Eagle Materials Inc • Cement, hydraulic • New York

This THIRD AMENDED AND RESTATED CREDIT AGREEMENT (this “Agreement”) dated as of October 30, 2014 among EAGLE MATERIALS INC., a Delaware corporation, the LENDERS from time to time party hereto, JPMORGAN CHASE BANK, N.A., as Administrative Agent, Issuing Bank and Swingline Lender, BANK OF AMERICA, N.A., BRANCH BANKING AND TRUST COMPANY and WELLS FARGO BANK, N.A., as Co-Syndication Agents and REGIONSPNC BANK, NATIONAL ASSOCIATION and SUNTRUST BANK, as Co-Documentation Agents.

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FIRST SUPPLEMENTAL INDENTURE Dated as of August 2, 2016 Among EAGLE MATERIALS INC., as Issuer AND THE GUARANTORS PARTY HERETO AND THE BANK OF NEW YORK MELLON TRUST COMPANY N.A., as Trustee $350,000,000 of 4.500% Senior Notes due 2026
First Supplemental Indenture • August 2nd, 2016 • Eagle Materials Inc • Cement, hydraulic • New York

THIS FIRST SUPPLEMENTAL INDENTURE is dated as of August 2, 2016 (this “First Supplemental Indenture”), among EAGLE MATERIALS INC., a Delaware corporation (the “Company”), the Guarantors party hereto (each a “Guarantor” and collectively, the “Guarantors”) and THE BANK OF NEW YORK MELLON TRUST COMPANY N.A., a national banking association, as trustee (the “Trustee”).

Eagle Materials Inc. Underwriting Agreement
Underwriting Agreement • August 2nd, 2016 • Eagle Materials Inc • Cement, hydraulic • New York

Eagle Materials Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several Underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom you are acting as representative (the “Representative”), $350,000,000 principal amount of its 4.500% Senior Notes due 2026 (the “Securities”). The Securities will be issued pursuant to an Indenture, dated as of May 8, 2009 (the “Base Indenture”), among the Company, the guarantors listed on Schedule 2 hereto (the “Guarantors”), and The Bank of New York Mellon Trust Company, N.A., as trustee (the “Trustee”), as amended by a Supplemental Indenture, to be dated as of August 2, 2016 (the “Supplemental Indenture” and together with the Base Indenture, the “Indenture”), and will be guaranteed on a senior unsecured basis by each of the Guarantors (the “Guarantees”).

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