SECOND LIEN GUARANTY AND SECURITY AGREEMENTPatent Security Agreement • August 11th, 2017 • Nuverra Environmental Solutions, Inc. • Oil & gas field services, nec • New York
This TRADEMARK SECURITY AGREEMENT (this “Trademark Security Agreement”) is made this day of , 20 , by and among Grantors listed on the signature pages hereof (collectively, jointly and severally, “Grantors” and each individually “Grantor”), and WILMINGTON SAVINGS FUND SOCIETY, FSB, in its capacity as agent for the Lender Group (in such capacity, together with its successors and assigns in such capacity, “Agent”).
AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • August 11th, 2017 • Nuverra Environmental Solutions, Inc. • Oil & gas field services, nec • Delaware
This AMENDED AND RESTATED EMPLOYMENT AGREEMENT (the “Agreement” or “Employment Agreement”) dated August 7, 2017 (the “Effective Date”) between Joseph M. Crabb (“Employee”) and Nuverra Environmental Solutions, Inc. f/k/a Heckmann Corporation (the “Company”) (each of the Employee and the Company, a “Party,” and collectively, the “Parties”) provides:
INTERCOMPANY SUBORDINATION AGREEMENTIntercompany Subordination Agreement • August 11th, 2017 • Nuverra Environmental Solutions, Inc. • Oil & gas field services, nec
This INTERCOMPANY SUBORDINATION AGREEMENT (this “Agreement”), dated as of August 7, 2017, is entered into by and among the Obligors listed on the signature pages hereof and those additional entities that hereafter become parties hereto by joinder (collectively, jointly, and severally, the “Obligors” and each, individually, an “Obligor”), in favor of (i) ACF FINCO I LP, an entity managed by Ares Management, L.P., as administrative agent for each member of the First Lien Lender Group (in such capacity, together with its successors and assigns in such capacity, the “First Lien Agent”) and (ii) WILMINGTON SAVINGS FUND SOCIETY, FSB, as administrative agent for each member of the Second Lien Lender Group (in such capacity, together with its successors and assigns in such capacity, “Second Lien Agent”), in light of the following:
SECOND LIEN TRADEMARK SECURITY AGREEMENTSecond Lien Trademark Security Agreement • August 11th, 2017 • Nuverra Environmental Solutions, Inc. • Oil & gas field services, nec
This SECOND LIEN TRADEMARK SECURITY AGREEMENT (this “Trademark Security Agreement”) is made this 7th day of August, 2017, by and among Grantors listed on the signature pages hereof (collectively, jointly and severally, “Grantors” and each individually “Grantor”), and WILMINGTON SAVINGS FUND SOCIETY, FSB, in its capacity as agent for the Lender Group (in such capacity, together with its successors and assigns in such capacity, “Agent”).
FIRST LIEN TRADEMARK SECURITY AGREEMENTFirst Lien Trademark Security Agreement • August 11th, 2017 • Nuverra Environmental Solutions, Inc. • Oil & gas field services, nec
This FIRST LIEN TRADEMARK SECURITY AGREEMENT (this “Trademark Security Agreement”) is made this 7th day of August, 2017, by and among Grantors listed on the signature pages hereof (collectively, jointly and severally, “Grantors” and each individually “Grantor”), and ACF FINCO I LP, a Delaware limited partnership, in its capacity as agent for the Lender Group (in such capacity, together with its successors and assigns in such capacity, “Agent”).
FIRST LIEN CREDIT AGREEMENT by and among ACF FINCO I LP, as Administrative Agent, THE LENDERS THAT ARE PARTIES HERETO as the Lenders, and NUVERRA ENVIRONMENTAL SOLUTIONS, INC. as Borrower Dated as of August 7, 2017First Lien Credit Agreement • August 11th, 2017 • Nuverra Environmental Solutions, Inc. • Oil & gas field services, nec • New York
THIS FIRST LIEN CREDIT AGREEMENT (this “Agreement”), is entered into as of August 7, 2017, by and among the lenders identified on the signature pages hereof (each of such lenders, together with its successors and permitted assigns, is referred to hereinafter as a “Lender”, as that term is hereinafter further defined), ACF FINCO I LP, an entity managed by Ares Management, L.P., as administrative agent for each member of the Lender Group (in such capacity, together with its successors and assigns in such capacity, “Agent”), and NUVERRA ENVIRONMENTAL SOLUTIONS, INC., a Delaware corporation (“Borrower”).
SECOND LIEN TERM LOAN CREDIT AGREEMENT by and among WILMINGTON SAVINGS FUND SOCIETY, FSB, as Agent, THE LENDERS THAT ARE PARTIES HERETO as the Lenders, and NUVERRA ENVIRONMENTAL SOLUTIONS, INC. as Borrower Dated as of August 7, 2017Term Loan Credit Agreement • August 11th, 2017 • Nuverra Environmental Solutions, Inc. • Oil & gas field services, nec • New York
THIS SECOND LIEN TERM LOAN CREDIT AGREEMENT (this “Agreement”), is entered into as of August 7, 2017, by and among the lenders identified on the signature pages hereof (each of such lenders, together with its successors and permitted assigns, is referred to hereinafter as a “Lender”, as that term is hereinafter further defined), WILMINGTON SAVINGS FUND SOCIETY, FSB, as administrative agent for each member of the Lender Group (in such capacity, together with its successors and assigns in such capacity, “Agent”), and NUVERRA ENVIRONMENTAL SOLUTIONS, INC., a Delaware corporation (“Borrower”).
SUBORDINATION AND INTERCREDITOR AGREEMENTSubordination and Intercreditor Agreement • August 11th, 2017 • Nuverra Environmental Solutions, Inc. • Oil & gas field services, nec • New York
This SUBORDINATION AND INTERCREDITOR AGREEMENT (this “Agreement”) is dated as of August 7, 2017, and entered into by and among ACF FINCO I LP, a Delaware limited partnership, in its capacity as administrative agent under the Senior Loan Documents (as defined herein) (in such capacity, together with its successors and assigns in such capacity from time to time, “Senior Agent”), and WILMINGTON SAVINGS FUND SOCIETY, FSB, in its capacity as administrative agent under the Subordinated Loan Documents (as defined herein) (in such capacity, together with its successors and assigns in such capacity from time to time, the “Subordinated Agent”).
