0001104659-17-014049 Sample Contracts

AMENDMENT NO. 1 TO RIGHTS AGREEMENT
Rights Agreement • March 3rd, 2017 • Sanchez Energy Corp • Crude petroleum & natural gas • Delaware

This Amendment No. 1 (this “Amendment”), dated as of March 1, 2017, is made by and between Sanchez Energy Corporation, a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a stock transfer agent, as rights agent (the “Rights Agent”), to the Rights Agreement, dated as of July 28, 2015, between the Company and the Rights Agent (the “Rights Agreement”). All capitalized terms not defined herein shall have the meanings ascribed to such terms in the Rights Agreement.

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