0001564590-15-009389 Sample Contracts

AMENDMENT NO. 2 TO GAS GATHERING AGREEMENT
Gas Gathering Agreement • November 4th, 2015 • Memorial Resource Development Corp. • Crude petroleum & natural gas • Texas

This Amendment No. 2 (this “Amendment”), dated as of August 5, 2015, to that certain Gas Gathering Agreement, dated as of April 14, 2015, as amended by that certain Amendment No. 1 to Gas Gathering Agreement, dated as of May 20, 2015 (as so amended, the “Agreement”), is entered into by and between PennTex North Louisiana, LLC, a Delaware limited liability company (“Gatherer”), and MRD Operating LLC, a Delaware limited liability company (“Customer”). Gatherer and Customer are each referred to herein as a “Party,” and collectively as, the “Parties.” Defined terms used but not defined herein have the meaning given to them in the Agreement.

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AMENDMENT NO. 2 TO AMENDED AND RESTATED GAS PROCESSING AGREEMENT
Gas Processing Agreement • November 4th, 2015 • Memorial Resource Development Corp. • Crude petroleum & natural gas • Texas

This Amendment No. 2 (this “Amendment”), dated as of August 5, 2015, to that certain Amended and Restated Gas Processing Agreement, dated as of April 14, 2015, as amended by that certain Amendment No. 1 to Amended and Restated Gas Processing Agreement, dated as of May 20, 2015 (as so amended, the “Agreement”), is entered into by and among PennTex North Louisiana, LLC, a Delaware limited liability company (“Processor”), and MRD Operating LLC, a Delaware limited liability company (“Customer”). Processor and Customer are each referred to herein as a “Party,” and collectively as, the “Parties.” Defined terms used but not defined herein have the meaning given to them in the Agreement.

AMENDMENT NO. 1 TO GAS TRANSPORTATION AGREEMENT
Gas Transportation Agreement • November 4th, 2015 • Memorial Resource Development Corp. • Crude petroleum & natural gas • Texas

This Amendment No. 1 to Gas Transportation Agreement, dated as of August 5, 2015 (this “Amendment”), is entered into by and among PennTex North Louisiana, LLC, a Delaware company and successor in interest to PennTex North Louisiana Operating, LLC (“Transporter”), and MRD Operating LLC, a Delaware limited liability company (“Customer”). Transporter and Customer are each referred to herein as a “Party,” and collectively as, the “Parties.” Defined terms used but not defined herein have the meaning given to them in the Agreement (as defined below).

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