MEMBERSHIP INTEREST PURCHASE AGREEMENT BY AND AMONG NGPC ASSET HOLDINGS II, LP, NGP CAPITAL RESOURCES COMPANY AND GLOBE BG, LLC REGARDING ALDEN RESOURCES LLC Dated as of May 27, 2011Membership Interest Purchase Agreement • June 3rd, 2011 • Globe Specialty Metals Inc • Primary smelting & refining of nonferrous metals • Delaware
THIS MEMBERSHIP INTEREST PURCHASE AGREEMENT is made as of the [26] day of May, 2011 by and among NGPC Asset Holdings II, LP, a Texas limited partnership (the “Principal Member”), Globe BG, LLC, a Delaware limited liability company (the “Purchaser”), NGP Capital Resources Company, a Maryland corporation (“Seller Guarantor”), and the other Persons set forth on Schedule 1 attached hereto, who shall deliver to the Purchaser at or prior to Closing an executed copy of the Notice and Joinder Agreement (the “Minority Members”, and together with the Principal Member, the “Members” and together with the Purchaser, the “Parties”). Certain capitalized terms used herein are defined in Article I.
MEMBERSHIP INTEREST PURCHASE AGREEMENT BY AND AMONG NGPC ASSET HOLDINGS II, LP, NGP CAPITAL RESOURCES COMPANY AND GLOBE BG, LLC REGARDING GATLIFF SERVICES, LLC Dated as of May 27, 2011Membership Interests Purchase Agreement • June 3rd, 2011 • Globe Specialty Metals Inc • Primary smelting & refining of nonferrous metals • Delaware
THIS MEMBERSHIP INTERESTS PURCHASE AGREEMENT is made as of the [26] day of May, 2011 by and among NGPC Asset Holdings II, LP, a Texas limited partnership (“Seller”), Globe BG, LLC, a Delaware limited liability company (“Purchaser”), NGP Capital Resources Company, a Maryland corporation (“Seller Guarantor” and together with the Seller and the Purchaser, the “Parties”). Certain capitalized terms used herein are defined in Article I.
PURCHASE AGREEMENT BY AND AMONG NGP CAPITAL RESOURCES COMPANY, GLOBE BG, LLC AND GLOBE SPECIALTY METALS, INC. REGARDING THE OVERRIDING ROYALTY INTERESTS Dated as of May 27, 2011Purchase Agreement • June 3rd, 2011 • Globe Specialty Metals Inc • Primary smelting & refining of nonferrous metals • Delaware
THIS PURCHASE AGREEMENT is made as of the 27th day of May, 2011 by and among NGP Capital Resources Company, a Maryland corporation (“Seller”), Globe BG, LLC, a Delaware limited liability company (“Purchaser”), and Globe Specialty Metals, Inc., a Delaware corporation (“Purchaser Guarantor”, and together with the Seller and the Purchaser, the “Parties”). Certain capitalized terms used herein are defined in Article I.
