0001520006-15-000006 Sample Contracts

VOTING AGREEMENT
Voting Agreement • March 2nd, 2015 • Matador Resources Co • Crude petroleum & natural gas • Texas

This VOTING AGREEMENT (this “Agreement”), dated as of February 27, 2015, is made and entered into by and between Matador Resources Company, a Texas corporation (“Matador”), and HEYCO Energy Group, Inc., a Delaware corporation (“Shareholder”).

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REGISTRATION RIGHTS AGREEMENT by and between MATADOR RESOURCES COMPANY and HEYCO ENERGY GROUP, INC.
Registration Rights Agreement • March 2nd, 2015 • Matador Resources Co • Crude petroleum & natural gas • Texas

THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made and entered into as of February 27, 2015 by and between MATADOR RESOURCES COMPANY, a Texas corporation (“Matador”), and HEYCO ENERGY GROUP, INC., a Delaware corporation (the “Investor”).

GUARANTY
Guaranty • March 2nd, 2015 • Matador Resources Co • Crude petroleum & natural gas • Texas

THIS GUARANTY is made as of February 27, 2015, by MATADOR RESOURCES COMPANY, a Texas corporation (“Guarantor”), in favor of PlainsCapital Bank, a Texas banking association (“Lender”).

AMENDMENT NO. 4 TO AGREEMENT AND PLAN OF MERGER
Agreement and Plan of Merger • March 2nd, 2015 • Matador Resources Co • Crude petroleum & natural gas

THIS AMENDMENT NO. 4 to Agreement and Plan of Merger (this “Amendment”), dated as of February 27, 2015, is made by and among HEYCO Energy Group, Inc., a Delaware corporation (the “Sole Shareholder”), Harvey E. Yates Company, a New Mexico corporation (the “Company”), Matador Resources Company, a Texas corporation (“Parent”), and MRC Delaware Resources, LLC, a Texas limited liability company and direct wholly owned subsidiary of Parent (“MRC Delaware”).

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