0001193125-16-508489 Sample Contracts

NUVERRA ENVIRONMENTAL SOLUTIONS, INC. AND EACH OF THE GUARANTORS PARTY HERETO 12.500% / 10.000% SENIOR SECURED SECOND LIEN NOTES DUE 2021 INDENTURE Dated as of April , 2016 Trustee
Supplemental Indenture • March 17th, 2016 • Nuverra Environmental Solutions, Inc. • Oil & gas field services, nec • New York

INDENTURE dated as of April , 2016 among Nuverra Environmental Solutions, Inc., a Delaware corporation, the Guarantors (as defined) and , as trustee.

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LIMITED LIABILITY COMPANY AGREEMENT OF NUVERRA ROCKY MOUNTAIN PIPELINE, LLC, a Delaware limited liability company Effective Date: September 18, 2014
Limited Liability Company Agreement • March 17th, 2016 • Nuverra Environmental Solutions, Inc. • Oil & gas field services, nec • Delaware

THIS LIMITED LIABILITY COMPANY AGREEMENT (“Agreement”) is entered into as of this 18th day of September, 2014 (the “Effective Date”), by Nuverra Environmental Solutions, Inc., a Delaware corporation, as the sole member (“Member”) of Nuverra Rocky Mountain Pipeline, LLC, a Delaware limited liability company (the “Company”).

OPERATING AGREEMENT OF BADLANDS LEASING, LLC
Operating Agreement • March 17th, 2016 • Nuverra Environmental Solutions, Inc. • Oil & gas field services, nec • North Dakota

The following terms used in this Operating Agreement shall have the following meanings (unless otherwise expressly provided herein):

OPERATING AGREEMENT OF IDEAL OILFIELD DISPOSAL, LLC
Operating Agreement • March 17th, 2016 • Nuverra Environmental Solutions, Inc. • Oil & gas field services, nec • North Dakota

THIS OPERATING AGREEMENT is dated and adopted this 27th day of January, 2014, by the person whose name is subscribed below, who constitutes the sole member of IDEAL OILFIELD DISPOSAL, LLC, a North Dakota Limited Liability Company.

LIMITED LIABILITY COMPANY AGREEMENT OF HEK WATER SOLUTIONS, LLC
Limited Liability Company Agreement • March 17th, 2016 • Nuverra Environmental Solutions, Inc. • Oil & gas field services, nec • Delaware

This Limited Liability Company Agreement (this “Agreement”) of HEK Water Solutions, LLC, a Delaware limited liability company (the “Company”), is made effective as of July 27, 2011, by Heckmann Corporation, as the sole member of the Company (the “Member”).

OPERATING AGREEMENT OF HECKMANN WOODS CROSS, LLC, a Utah limited liability company Effective Date: May 30, 2014
Operating Agreement • March 17th, 2016 • Nuverra Environmental Solutions, Inc. • Oil & gas field services, nec • Utah

THIS LIMITED LIABILITY COMPANY AGREEMENT (“Agreement”) is entered into as of this 30th day of May, 2014 (the “Effective Date”), by Nuverra Environmental Solutions, Inc., a Delaware corporation, as the sole member (“Member”) of Heckmann Woods Cross, LLC, a Utah limited liability company (the “Company”).

LIMITED LIABILITY COMPANY AGREEMENT OF ROUGH RIDER ACQUISITION, LLC
Limited Liability Company Agreement • March 17th, 2016 • Nuverra Environmental Solutions, Inc. • Oil & gas field services, nec • Delaware

This Limited Liability Company Agreement (this “Agreement”) of Rough Rider Acquisition, LLC, a Delaware limited liability company (the “Company”), is made effective as of September 4, 2012, by Heckmann Corporation, as the sole member of the Company (the “Member”).

AMENDED AND RESTATED OPERATING AGREEMENT OF 1960 WELL SERVICES, LLC AN OHIO LIMITED LIABILITY COMPANY
Operating Agreement • March 17th, 2016 • Nuverra Environmental Solutions, Inc. • Oil & gas field services, nec • Ohio

This Amended and Restated Operating Agreement (this “Agreement”) of 1960 Well Services, LLC, an Ohio limited liability company (the “Company”) is made as of August 29, 2011, by and between the Company and Heckmann Water Resources (CVR), Inc., a Texas corporation, as the sole member of the Company (the “Member”).

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