Carbo Ceramics Inc Sample Contracts

CARBO CERAMICS INC. COMMON SHARES UNDERWRITING AGREEMENT
Underwriting Agreement • May 11th, 2000 • Carbo Ceramics Inc • Abrasive, asbestos & misc nonmetallic mineral prods • New York
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WITNESSETH
Employment Agreement • March 7th, 2001 • Carbo Ceramics Inc • Abrasive, asbestos & misc nonmetallic mineral prods
WITNESSETH
Employment Agreement • March 3rd, 2004 • Carbo Ceramics Inc • Abrasive, asbestos & misc nonmetallic mineral prods
AND
Rights Agreement • February 25th, 2002 • Carbo Ceramics Inc • Abrasive, asbestos & misc nonmetallic mineral prods • New York
WITNESSETH:
Credit Agreement • May 3rd, 2000 • Carbo Ceramics Inc • Abrasive, asbestos & misc nonmetallic mineral prods
AGREEMENT AND AMENDMENT NO. 7 TO CREDIT AGREEMENT
Credit Agreement • April 28th, 2016 • Carbo Ceramics Inc • Abrasive, asbestos & misc nonmetallic mineral prods • Texas

This AGREEMENT AND AMENDMENT NO. 7 TO CREDIT AGREEMENT (this “Agreement”) dated April 27, 2016 (the “Effective Date”) is among CARBO Ceramics Inc., a Delaware corporation (the “Borrower”), the Lenders (as defined below) and Wells Fargo Bank, National Association, as administrative agent (in such capacity, the “Administrative Agent”), as swing line lender (the “Swing Line Lender”), and as issuing lender (in such capacity, the “Issuing Lender”) for such Lenders.

as Lessor and
Lease Agreement • March 3rd, 2004 • Carbo Ceramics Inc • Abrasive, asbestos & misc nonmetallic mineral prods • Georgia
Exhibit 10.1 U.S. $10,000,000 FIRST AMENDED AND RESTATED CREDIT AGREEMENT Dated as of February 12, 1998
Credit Agreement • March 16th, 1998 • Carbo Ceramics Inc • Abrasive, asbestos & misc nonmetallic mineral prods • Texas
WITNESSETH
Employment Agreement • March 12th, 2003 • Carbo Ceramics Inc • Abrasive, asbestos & misc nonmetallic mineral prods • Delaware
CARBO CERAMICS INC. COMMON STOCK SALES AGREEMENT
Common Stock Sales Agreement • July 28th, 2016 • Carbo Ceramics Inc • Abrasive, asbestos & misc nonmetallic mineral prods • New York

CARBO Ceramics Inc., a Delaware corporation (the “Company”) confirms its agreement (this “Agreement”) with Cowen and Company, LLC (“Cowen”), as follows:

WITNESSETH:
Mining Agreement • March 12th, 2003 • Carbo Ceramics Inc • Abrasive, asbestos & misc nonmetallic mineral prods • Georgia
OFFICER RESTRICTED STOCK AWARD AGREEMENT
Officer Restricted Stock Award Agreement • March 8th, 2018 • Carbo Ceramics Inc • Abrasive, asbestos & misc nonmetallic mineral prods • Delaware

THIS AWARD AGREEMENT (the “Agreement”), made as of this [*], between CARBO Ceramics Inc. (the “Company”), a Delaware corporation, with its principal offices at 575 North Dairy Ashford, Suite 300, Houston, Texas 77079, and [*] (the “Participant”).

AMENDED AND RESTATED PLEDGE AND SECURITY AGREEMENT
Pledge and Security Agreement • April 28th, 2016 • Carbo Ceramics Inc • Abrasive, asbestos & misc nonmetallic mineral prods • Texas

This AMENDED AND RESTATED PLEDGE AND SECURITY AGREEMENT, dated as of April 27, 2016 (as amended, supplemented, amended and restated or otherwise modified from time to time, this “Security Agreement”), is by and among CARBO CERAMICS INC., a Delaware corporation (the “Borrower”), each Material Domestic Subsidiary of the Borrower party hereto from time to time (collectively with the Borrower, the “Grantors” and individually, a “Grantor”), and WELLS FARGO BANK, NATIONAL ASSOCIATION, as Administrative Agent (in such capacity, the “Administrative Agent”) for the ratable benefit of the Secured Parties (as defined in the Credit Agreement referred to herein).

THIRD AMENDED AND RESTATED EMPLOYMENT AGREEMENT
Employment Agreement • February 26th, 2015 • Carbo Ceramics Inc • Abrasive, asbestos & misc nonmetallic mineral prods

THIRD AMENDED AND RESTATED EMPLOYMENT AGREEMENT (the “Agreement”), entered into as of May 10, 2006, amended as of January 1, 2008, amended and restated as of October 31, 2008, further amended as of March 19, 2010, further amended and restated effective as of January 1, 2012, and further amended and restated effective as of December 16, 2014, by and between Gary Kolstad (the “Executive”), residing at the address currently on file with CARBO Ceramics Inc., a Delaware corporation (the “Company”), and the Company.

Confidential portions of this exhibit have been omitted and filed separately with the Securities and Exchange Commission under a confidential treatment request. The redacted terms have been marked in this exhibit at the appropriate place with “XXX”.
Letter Agreement • April 1st, 2019 • Carbo Ceramics Inc • Abrasive, asbestos & misc nonmetallic mineral prods • Texas

Capitalized terms not otherwise defined herein shall have the meanings given to such terms in the letter agreement between CARBO Ceramics Inc. and Ascent Resources – Utica, LLC, dated September 17, 2018.

WAIVER TO CREDIT AGREEMENT
Credit Agreement • May 15th, 2020 • Carbo Ceramics Inc • Abrasive, asbestos & misc nonmetallic mineral prods

THIS WAIVER TO CREDIT AGREEMENT, dated as of February 27, 2020 (this “Agreement”), is made by and among CARBO Ceramics Inc., a Delaware corporation (the “Borrower”), the Lenders (such capitalized term and all other capitalized terms not otherwise defined herein having the meanings ascribed to them in the Credit Agreement referred to below) party hereto and Wilks Brothers, LLC, as administrative agent (in such capacity, the “Administrative Agent”).

FIFTH AMENDED AND RESTATED EMPLOYMENT AGREEMENT
Employment Agreement • April 27th, 2017 • Carbo Ceramics Inc • Abrasive, asbestos & misc nonmetallic mineral prods • Delaware

FIFTH AMENDED AND RESTATED EMPLOYMENT AGREEMENT (the “Agreement”), entered into as of May 10, 2006, amended as of January 1, 2008, amended and restated as of October 31, 2008, further amended as of March 19, 2010, and further amended and restated effective as of January 1, 2012, December 16, 2014, March 15, 2016, and March 20, 2017, by and between Gary Kolstad (the “Executive”), residing at the address currently on file with CARBO Ceramics Inc., a Delaware corporation (the “Company”), and the Company.

NON-EMPLOYEE DIRECTOR RESTRICTED STOCK AWARD AGREEMENT
Non-Employee Director • February 24th, 2014 • Carbo Ceramics Inc • Abrasive, asbestos & misc nonmetallic mineral prods • Delaware

THIS AWARD AGREEMENT (the “Agreement”), made as of this , between CARBO Ceramics Inc. (the “Company”), a Delaware corporation, with its principal offices at 575 N. Dairy Ashford, Suite 300, Houston, Texas 77079 and (the “Participant”).

THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THIS NOTE MAY NOT BE OFFERED, SOLD, ASSIGNED, TRANSFERRED OR OTHERWISE DISPOSED OF IN THE ABSENCE OF AN EFFECTIVE REGISTRATION...
Carbo Ceramics Inc • July 28th, 2016 • Abrasive, asbestos & misc nonmetallic mineral prods • New York

This instrument and the rights and obligations evidenced hereby are subordinate in the manner and to the extent set forth in THAT CERTAIN Subordination and Intercreditor Agreement dated as of May 18, 2016, BY AND AMONG WILLIAM C. mORRIS AND rOBERT S. rUBIN, EACH AS SUBORDINATED CREDITORS, AND WELLS fARGO bANK, nATIONAL aSSOCIATION (as administrative agent, as defined therein) (as the same may be amended or otherwise modified from time to time pursuant to the terms thereof, the “subordination and intercreditor agreement”) to the indebtedness (including interest) owed by the credit Parties (as defined in the senior credit facilities, as defined below) pursuant to the senior credit facilities; and each holder of this instrument, by its acceptance hereof, irrevocably agrees to be bound by the provisions of the Subordination and Intercreditor Agreement.

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • March 6th, 2017 • Carbo Ceramics Inc • Abrasive, asbestos & misc nonmetallic mineral prods • New York

This REGISTRATION RIGHTS AGREEMENT, dated as of March 2, 2017 (this “Agreement”), is by and between CARBO Ceramics Inc., a Delaware corporation, (the “Company”), and Wilks Brothers, LLC.

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DEVELOPMENT AUTHORITY OF JENKINS COUNTY (a public body corporate and politic, as Lessor) and CARBO CERAMICS INC. (a Delaware corporation, as Lessee) LEASE AGREEMENT Dated as of November 1, 2012
Lease Agreement • February 25th, 2013 • Carbo Ceramics Inc • Abrasive, asbestos & misc nonmetallic mineral prods • Georgia

This LEASE AGREEMENT (this “Lease”), dated as of November 1, 2012, is by and between the DEVELOPMENT AUTHORITY OF JENKINS COUNTY (the “Issuer”), a public body corporate and politic created and existing under the laws of the State of Georgia, party of the first part, and CARBO CERAMICS INC. (the “Company”), a Delaware corporation, party of the second part.

AMENDMENT NO. 1 TO AMENDED AND RESTATED EMPLOYMENT AGREEMENT
Employment Agreement • April 30th, 2010 • Carbo Ceramics Inc • Abrasive, asbestos & misc nonmetallic mineral prods

This Amendment No. 1 to Amended and Restated Employment Agreement (the “Amendment”), is made as of the 19th day of March, 2010, by and between Gary A. Kolstad (the “Executive”), and CARBO Ceramics Inc., a Delaware corporation (the “Company”).

FIRST AMENDMENT TO LEASE (CARBO Ceramics — Energy Center II)
Lease • February 26th, 2010 • Carbo Ceramics Inc • Abrasive, asbestos & misc nonmetallic mineral prods

THIS FIRST AMENDMENT TO LEASE (“Amendment”) is dated effective and for identification purposes as of January 15, 2010, and is made by and between I-10 EC CORRIDOR #2 LIMITED PARTNERSHIP, a Delaware limited partnership (“Landlord”), and CARBO CERAMICS INC., a Delaware corporation (“Tenant”).

SEPARATION AGREEMENT
Separation Agreement • October 31st, 2012 • Carbo Ceramics Inc • Abrasive, asbestos & misc nonmetallic mineral prods • Texas

This Separation Agreement (this “Agreement”) is made as of August 9, 2012, to become effective as of August 15, 2012 (the “Effective Date”), by and between David G. Gallagher (the “Executive”) and CARBO Ceramics Inc., a Delaware corporation (the “Company”). Executive and the Company may be collectively referred to herein as the “Parties” and each may be referred to individually as a “Party.”

RESTRUCTURING SUPPORT AGREEMENT March 28, 2020 among CARBO Ceramics Inc. Asset Guard Products Inc. StrataGen Inc. and Wilks Brothers, LLC Equify Financial LLC
Restructuring Support Agreement • March 30th, 2020 • Carbo Ceramics Inc • Abrasive, asbestos & misc nonmetallic mineral prods • Delaware

THIS RESTRUCTURING SUPPORT AGREEMENT AND THE DOCUMENTS ATTACHED HERETO COLLECTIVELY DESCRIBE A PROPOSED RESTRUCTURING OF THE COMPANY (AS DEFINED BELOW) THAT WILL BE EFFECTUATED THROUGH FILING THE CHAPTER 11 CASES IN THE BANKRUPTCY COURT (AS DEFINED BELOW).

AMENDMENT NO. 1 TO THE PROPPANT SUPPLY AGREEMENT
Proppant Supply Agreement • May 5th, 2011 • Carbo Ceramics Inc • Abrasive, asbestos & misc nonmetallic mineral prods • Delaware

THIS AMENDMENT NO. 1 TO THE PROPPANT SUPPLY AGREEMENT (this “Amendment”), dated as of February 28, 2011, is entered into by and between CARBO Ceramics Inc., a Delaware corporation (“Seller”), and Halliburton Energy Services, Inc., a Delaware corporation (“Buyer”). Defined terms used herein, but not otherwise defined, shall have such meanings as are set forth in the Supply Agreement (as defined below).

OFFICER RESTRICTED STOCK AWARD AGREEMENT
Officer Restricted Stock Award Agreement • August 5th, 2009 • Carbo Ceramics Inc • Abrasive, asbestos & misc nonmetallic mineral prods • Delaware

THIS AWARD AGREEMENT (the “Agreement”), made as of this day of 20 , between CARBO Ceramics Inc. (the “Company”), a Delaware corporation, with its principal offices at 6565 MacArthur Boulevard, Suite 1050, Irving, Texas 75039, and (the “Participant”), who resides at .

EMPLOYMENT AGREEMENT
Employment Agreement • May 16th, 2006 • Carbo Ceramics Inc • Abrasive, asbestos & misc nonmetallic mineral prods • Delaware

EMPLOYMENT AGREEMENT (the “Agreement”), made as of this 10th day of May, 2006, by and between Gary Kolstad, residing at (the “Executive”), and CARBO Ceramics Inc., a Delaware corporation (the “Company”).

Amendment No. 6 to the Proppant Supply Agreement
Proppant Supply Agreement • July 28th, 2016 • Carbo Ceramics Inc • Abrasive, asbestos & misc nonmetallic mineral prods

This Amendment No. 6 to the Proppant Supply Agreement is entered into as of April 30, 2016 (the “Effective Date”), by and between Halliburton Energy Services, Inc. (“Halliburton”) and CARBO Ceramics Inc. (“Seller”).

SECOND AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT AND JOINDER
Credit Agreement • June 20th, 2019 • Carbo Ceramics Inc • Abrasive, asbestos & misc nonmetallic mineral prods

SECOND AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT AND JOINDER dated as of June 20, 2019 (this “Amendment”), with respect to the Credit Agreement referred to below, by and among CARBO Ceramics Inc., a Delaware corporation, as borrower (“Borrower”), the guarantors party hereto (collectively, the “Guarantors”), the lenders party hereto (collectively, the “Lenders”), and Wilks Brothers, LLC, a Texas limited liability company, as administrative agent (the “Administrative Agent”).

AMENDMENT NO. 1 TO WARRANT
Carbo Ceramics Inc • June 20th, 2019 • Abrasive, asbestos & misc nonmetallic mineral prods

This AMENDMENT NO. 1 TO WARRANT is entered into effective as of June 20, 2019 by and between, CARBO Ceramics Inc., a Delaware corporation (the “Company”) and Wilks Brothers, LLC, a Texas limited liability company (“Holder”).

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