0001504461-16-000020 Sample Contracts

AMENDMENT NO. 10 TO NOTE PURCHASE AGREEMENT
Note Purchase Agreement • May 31st, 2016 • NGL Energy Partners LP • Wholesale-petroleum & petroleum products (no bulk stations) • New York

THIS AMENDMENT NO. 10 TO NOTE PURCHASE AGREEMENT, dated as of February 9, 2016, but effective as of the Effective Date (as defined in Section 2 hereof) (this “Amendment”), to the Note Purchase Agreement dated as of June 19, 2012, as amended by Amendment No. 1 thereto dated as of January 15, 2013, Amendment No. 2 thereto dated as of May 8, 2013, Amendment No. 3 thereto dated as of September 30, 2013, Amendment No. 4 thereto dated as of November 5, 2013, Amendment No. 5 thereto dated as of December 23, 2013, Amendment No. 6 thereto dated as of June 30, 2014, Amendment No. 7 thereto dated as of December 19, 2014, Amendment No. 8 thereto dated as of May 1, 2015, and Amendment No. 9 thereto dated as of December 28, 2015 (such note purchase agreement, as so amended, being referred to herein as the “Existing Note Purchase Agreement” and as the same shall be further amended hereby, the “Note Purchase Agreement”), is among NGL Energy Partners LP, a Delaware limited partnership (the “Company”),

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AMENDMENT NO. 9 TO First Amended and Restated Registration Rights Agreement
Registration Rights Agreement • May 31st, 2016 • NGL Energy Partners LP • Wholesale-petroleum & petroleum products (no bulk stations) • Delaware

This Amendment No. 9 to First Amended and Restated Registration Rights Agreement (this “Amendment”) is dated as of February 25, 2016, by and among NGL Energy Holdings LLC, a Delaware limited liability company (the “General Partner”), and Magnum NGL HoldCo LLC, a Delaware limited liability company (the “Magnum Investor”). Capitalized terms used but not defined herein have the meanings ascribed to them in the Registration Rights Agreement (as defined below).

Amendment No. 12 to Credit Agreement
Credit Agreement • May 31st, 2016 • NGL Energy Partners LP • Wholesale-petroleum & petroleum products (no bulk stations) • New York

AMENDMENT NO. 12 TO CREDIT AGREEMENT, dated as of February 9, 2016 (this “Amendment”) to the Credit Agreement dated as of June 19, 2012, as amended by Amendment No. 1 thereto dated as of January 15, 2013, Amendment No. 2 thereto dated as of May 8, 2013, Amendment No. 3 thereto dated as of September 30, 2013, Amendment No. 4 thereto dated as of November 5, 2013, Amendment No. 5 thereto dated as of December 23, 2013, Amendment No. 6 thereto dated as of June 12, 2014, Amendment No. 7 thereto dated as of June 27, 2014, Amendment No. 8 thereto dated as of December 19, 2014, Amendment No. 9 thereto dated May 1, 2015, Amendment No. 10 thereto dated as of July 31, 2015 and Amendment No. 11 thereto dated as of December 28, 2015 (the credit agreement, as so amended and as otherwise amended, supplemented and modified from time to time, the “Credit Agreement”) among NGL Energy Partners LP, a Delaware limited partnership (“Parent”), NGL Energy Operating LLC, a Delaware limited liability company (“B

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