0001193125-18-305483 Sample Contracts

THIRD AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF HI-CRUSH PARTNERS LP
Hi-Crush Partners LP • October 23rd, 2018 • Mining & quarrying of nonmetallic minerals (no fuels) • Delaware

THIS THIRD AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF HI-CRUSH PARTNERS LP, dated as of October 21, 2018, is entered into by Hi-Crush GP LLC, a Delaware limited liability company, as the General Partner.

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THIRD AMENDMENT TO REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • October 23rd, 2018 • Hi-Crush Partners LP • Mining & quarrying of nonmetallic minerals (no fuels) • New York

This Third Amendment to Registration Rights Agreement (this “Amendment”) is made and entered into as of October 21, 2018 by and between Hi-Crush Partners LP, a Delaware limited partnership (the “Partnership”), and Hi-Crush Proppants LLC, a Delaware limited liability company (the “Sponsor”).

FIRST AMENDMENT TO CREDIT AGREEMENT
Credit Agreement • October 23rd, 2018 • Hi-Crush Partners LP • Mining & quarrying of nonmetallic minerals (no fuels) • New York

THIS FIRST AMENDMENT TO CREDIT AGREEMENT (this “Amendment”) is entered into as of October 18, 2018 by HI-CRUSH PARTNERS LP, a limited partnership duly formed and existing under the laws of the State of Delaware (the “Borrower”), each of the undersigned Lenders and JPMORGAN CHASE BANK, N.A., as administrative agent for the Lenders (in such capacity, the “Administrative Agent”) and as an Issuing Lender, and any other Issuing Lenders from time to time party thereto.

CONTRIBUTION AGREEMENT BY AND AMONG THE CONTRIBUTOR PARTIES PARTY HERETO, HI- CRUSH PARTNERS LP, AND, SOLELY FOR PURPOSES OF SECTION 6.9, HI-CRUSH PROPPANTS LLC AND HI-CRUSH AUGUSTA ACQUISITION CO. LLC
Contribution Agreement • October 23rd, 2018 • Hi-Crush Partners LP • Mining & quarrying of nonmetallic minerals (no fuels) • Delaware

This CONTRIBUTION AGREEMENT (this “Agreement”), dated as of October , 2018, is entered into by and among each Person designated as a “Contributor Party” on the signature pages attached hereto (collectively, the “Contributor Parties”), Hi-Crush Partners LP, a Delaware limited partnership (the “Partnership”), and solely for purposes of Section 6.9 of this Agreement, Hi-Crush Proppants LLC, a Delaware limited liability company (the “Sponsor”), and Hi-Crush Augusta Acquisition Co. LLC, a Delaware limited liability company (“Hi-Crush Augusta”).

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