0001193125-17-136971 Sample Contracts

AMENDMENT NO. 7 TO INTERCREDITOR AGREEMENT
Intercreditor Agreement • April 25th, 2017 • Nuverra Environmental Solutions, Inc. • Oil & gas field services, nec

THIS AMENDMENT NO. 7 TO INTERCREDITOR AGREEMENT (“Amendment”) is entered into as of April 24, 2017, by and among WELLS FARGO BANK, NATIONAL ASSOCIATION, as Pari Passu Collateral Agent for the Pari Passu Secured Parties, WELLS FARGO BANK, NATIONAL ASSOCIATION, as Revolving Credit Agreement Agent for the Revolving Credit Agreement Secured Parties, and WILMINGTON SAVINGS FUND SOCIETY, FSB, as Term Loan Agent for the Term Loan Secured Parties.

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AMENDMENT NO. 7 TO INTERCREDITOR AGREEMENT
Intercreditor Agreement • April 25th, 2017 • Nuverra Environmental Solutions, Inc. • Oil & gas field services, nec

THIS AMENDMENT NO. 7 TO INTERCREDITOR AGREEMENT (“Amendment”) is entered into as of April 24, 2017, by and among WELLS FARGO BANK, NATIONAL ASSOCIATION, as Revolving Credit Agreement Agent, WILMINGTON SAVINGS FUND SOCIETY, FSB, as Term Loan Agent, and WILMINGTON SAVINGS FUND SOCIETY, FSB, as Second Lien Agent.

FIRST AMENDMENT TO RESTRUCTURING SUPPORT AGREEMENT
Restructuring Support Agreement • April 25th, 2017 • Nuverra Environmental Solutions, Inc. • Oil & gas field services, nec

THIS FIRST AMENDMENT TO RESTRUCTURING SUPPORT AGREEMENT (this “Amendment”), dated as of April 20, 2017, is entered into by and among (a) Nuverra Environmental Solutions, Inc. (“Nuverra”) and Heckmann Water Resources Corporation, Heckmann Water Resources (CVR) Inc., 1960 Well Services, LLC, HEK Water Solutions, LLC, Appalachian Water Services, LLC, Badlands Power Fuels, LLC (a Delaware limited liability company), Badlands Power Fuels LLC (a North Dakota limited liability company), Landtech Enterprises, L.L.C., Badlands Leasing, LLC, Ideal Oilfield Disposal, LLC, Nuverra Total Solutions, LLC, NES Water Solutions, LLC and Heckmann Woods Cross, LLC (such entities, together with Nuverra, the “Company”); and (b) the undersigned holders of the 2021 Notes (together with their respective successors and permitted assigns under this Agreement, collectively, the “Supporting Noteholders”). The Company and the Supporting Noteholders are referred to herein as the “Parties”. Capitalized terms used her

April 24, 2017
Term Loan Credit Agreement • April 25th, 2017 • Nuverra Environmental Solutions, Inc. • Oil & gas field services, nec

Reference is made to that certain Amended and Restated Credit Agreement dated as of February 3, 2014 (as amended, restated, modified or supplemented from time to time, the “Credit Agreement”) by and among Wells Fargo Bank, National Association, as agent (“Agent”) for the Lenders (as defined in the Credit Agreement) (the “Lenders”), and Nuverra Environmental Solutions, Inc., a Delaware corporation (“Borrower”).

NINTH AMENDMENT (INCREASE AMENDMENT) TO TERM LOAN CREDIT AGREEMENT
Term Loan Credit Agreement • April 25th, 2017 • Nuverra Environmental Solutions, Inc. • Oil & gas field services, nec

THIS NINTH AMENDMENT (INCREASE AMENDMENT) TO TERM LOAN CREDIT AGREEMENT (this “Amendment”) is entered into as of April 24, 2017, by and among the lenders identified on the signature pages hereof, WILMINGTON SAVINGS FUND SOCIETY, FSB, as administrative agent (in such capacity, “Administrative Agent”), WELLS FARGO BANK, NATIONAL ASSOCIATION, as collateral agent (in such capacity, “Collateral Agent”), NUVERRA ENVIRONMENTAL SOLUTIONS, INC., a Delaware corporation (“Borrower”), and the entities listed on Schedule 1 (“Guarantors”).

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