0001354488-14-002734 Sample Contracts

FIRST AMENDMENT TO THE RIGHTS AGREEMENT
The Rights Agreement • May 16th, 2014 • Earthstone Energy Inc • Crude petroleum & natural gas • Delaware
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SECOND AMENDMENT TO THE RIGHTS AGREEMENT
The Rights Agreement • May 16th, 2014 • Earthstone Energy Inc • Crude petroleum & natural gas • Delaware

This SECOND AMENDMENT TO THE RIGHTS AGREEMENT, (this “Amendment”) is made as of May 15, 2014, and amends that certain Rights Agreement, dated as of February 4, 2009, as amended by the First Amendment to the Rights Agreement dated May 15, 2014 (the “Rights Agreement”), and is by and between Earthstone Energy, Inc., a Delaware corporation (the “Company”) and Direct Transfer LLC, a Delaware limited liability company, as Rights Agent.

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