EX-10.22



 Exhibit 10.22 

JOINDER AGREEMENT 

THIS JOINDER AGREEMENT (this “Agreement”), dated as of September 2, 2016 (the “Joinder Date”), by and among
(i) PNC BANK, NATIONAL ASSOCIATION (“PNC”), in its capacity as agent for the Lenders under the Credit Agreement (as hereinafter defined) (PNC, together with its successors and assigns in such capacity, the “Agent”),
(ii) MAMMOTH ENERGY PARTNERS LP, a limited partnership under the laws of the State of Delaware (“Mammoth”), REDBACK ENERGY SERVICES LLC, a limited liability company under the laws of the State of Delaware (“Redback
Energy”), REDBACK COIL TUBING LLC, a limited liability company under the laws of the State of Delaware (“Redback Coil”), MUSKIE PROPPANT LLC, a limited liability company under the laws of the State of Delaware
(“Muskie”), PANTHER DRILLING SYSTEMS LLC, a limited liability company under the laws of the State of Delaware (“Panther”), BISON DRILLING AND FIELD SERVICES LLC, a limited liability company under the laws of the
State of Delaware (“Bison Drilling”), BISON TRUCKING LLC, a limited liability company under the laws of the State of Delaware (“Bison Trucking”), WHITE WING TUBULAR SERVICES LLC, a limited liability company under
the laws of the State of Delaware (“White Wing”), GREAT WHITE SAND TIGER LODGING LTD., a Canadian limited company (“Sand Tiger”), STINGRAY PRESSURE PUMPING LLC, a limited liability company under the laws of the
State of Delaware (“Stingray Pressure”), STINGRAY LOGISTICS LLC, a limited liability company under the laws of the State of Delaware (“Stingray Logistics”), MAMMOTH ENERGY INC., a corporation organized under the
laws of the State of Delaware (“Mammoth Inc.”), and BARRACUDA LOGISTICS LLC, a limited liability company organized under the laws of the State of Delaware (“Barracuda”; and together with Mammoth, Redback Energy,
Redback Coil, Muskie, Panther, Bison Drilling, Bison Trucking, White Wing, Sand Tiger, Stingray Pressure, Stingray Logistics and Mammoth Inc., individually, each an “Existing Borrower”, and together, collectively, the “Existing
Borrowers”) and (iii) SILVERBACK ENERGY SERVICES LLC, a limited liability company organized under the laws of the State of Delaware (the “Applicant”). 

WHEREAS, Existing Borrowers, Agent and each of the financial institutions from time to time party thereto (collectively, the
“Lenders”) are parties to that certain Revolving Credit and Security Agreement, dated as of November 25, 2014 (as heretofore and may hereafter be amended, amended and restated, joined, extended, supplemented and/or otherwise
modified from time to time, the “Credit Agreement”). Capitalized terms used herein but not defined herein shall have the meanings ascribed to them in the Credit Agreement. 

WHEREAS, Applicant desires to become a “Borrower” pursuant to the terms of the Credit Agreement. 

NOW THEREFORE, the Applicant, together with the Existing Borrowers hereby agree, jointly and severally with the Agent and Lenders as
follows: 
 A. Applicant hereby acknowledges, agrees and confirms that, as of the date hereof and as if it had executed the Credit Agreement
and the Other Documents, it shall be and shall have all of the obligations of a Borrower (as defined in the Credit Agreement) set forth in the Credit Agreement and shall be a party of identical capacity and obligations as a Borrower to the Credit
Agreement and each of the Other Documents. As of the date hereof, Applicant hereby 







 
ratifies and agrees to be bound by all of the terms, provisions and conditions contained in the Credit Agreement and the Other Documents that are binding upon Borrowers, including, without
limitation (a) all of the representations and warranties of Borrowers set forth in Article V of the Credit Agreement, as supplemented from time to time in accordance with the terms thereof, and (b) all of the covenants set
forth in Articles VI and VII of the Credit Agreement (and as to these clauses (a) and (b) giving due account to the date of Applicant’s formation). 

B. Without limiting the generality of the foregoing provisions, Applicant hereby grants to Agent, for the benefit of the Lenders, as of the
date hereof and as security for the Obligations, a continuing first priority security interest in and Lien upon, and pledges to Agent, all of its right, title and interest in, to and upon all of the Applicant’s assets, now owned or hereafter
acquired, including the Collateral of Applicant, pursuant to the terms a provisions as set forth in Article IV of the Credit Agreement and in each Other Document. 

C. Applicant acknowledges and confirms that it has received a copy of the Credit Agreement and the exhibits, schedules and other attachments
thereto and the Other Documents. The Schedules to the Credit Agreement are amended to include the information relating to Applicant set forth on the attached Exhibit A. 

D. Existing Borrowers confirm that all of their obligations under the Credit Agreement and the Other Documents are, and upon Applicant
becoming a “Borrower” thereunder or otherwise party thereto pursuant to the terms hereof, shall continue to be, in full force and effect. 

E. Existing Borrowers further confirm that, as of the date hereof, the term “Obligations”, as used in the Credit Agreement, shall
include all Obligations of the Applicant under the Credit Agreement and each Other Document. This Agreement shall be an Other Document for all purposes. 

F. Existing Borrowers and the Applicant agrees that at any time and from time to time, upon the written request of Agent, they will execute
and deliver such further documents and do such further acts and things as the Agent or the Lenders may reasonably request in order to effect the purposes of this Agreement. 

G. This Agreement may be executed in one or more counterparts (which taken together, as applicable, shall constitute one and the same
instrument) and by facsimile transmission, which facsimile signatures shall be considered original executed counterparts. Each party to this Agreement agrees that it will be bound by its own facsimile signature and that it accepts the facsimile
signature of each other party. 
 [The remainder of this page has been intentionally left blank.] 

  
 2 








 IN WITNESS WHEREOF, the Applicant, Existing Borrowers, Agent and the Lenders have caused this
Agreement to be duly executed and delivered by its authorized officer as of the day and year first above written. 
  

			
	APPLICANT:
	
	SILVERBACK ENERGY SERVICES LLC
		
	By:	 	 /s/Arthur Amron

	Name:	 	Arthur Amron
	Title:	 	Vice President and Assistant Secretary


 [Signature Page to Joinder Agreement (Silverback)] 







 
			
	EXISTING BORROWERS:
	
	MAMMOTH ENERGY PARTNERS LP
		
	By:	 	Mammoth Energy Partners GP LLC, its general partner
		
	By:	 	 /s/Arthur Amron

	Name:	 	Arthur Arnron
	Title:	 	Vice President and Assistant Secretary
	
	BARRACUDA LOGISTICS LLC
	BISON DRILLING AND FIELD SERVICES LLC
	BISON TRUCKING LLC
	GREAT WHITE SAND TIGER LODGING LTD.
	MAMMOTH ENERGY INC.
	MUSKIE PROPPANT LLC
	PANTHER DRILLING SYSTEMS LLC
	REDBACK COIL TUBING LLC
	REDBACK ENERGY SERVICES LLC
	STINGRAY LOGISTICS LLC
	STINGRAY PRESSURE PUMPING LLC
	WHITE WING TUBULAR SERVICES LLC
		
	By:	 	 /s/Arthur Amron

	Name:	 	Arthur Arnron
	Title:	 	Vice President and Assistant Secretary


 [Signature Page to Joinder Agreement (Silverback)] 







 
			
	AGENT:
	
	PNC BANK, NATIONAL ASSOCIATION
		
	By:	 	 /s/ Ronald Eckhoff

	Name:	 	Ronald Eckhoff
	Title:	 	Vice President


 [Signature Page to Joinder Agreement (Silverback)] 







 EXHIBIT A 

(See attached) 







 Schedule 1.2 

Permitted Encumbrances 
 None with respect
to Silverback Energy Services LLC. 







 Schedule 4.4 

Equipment and Inventory Locations; Place of Business, Chief Executive Office, Real Property 

(a)(iii) 
  

	 	•	 	Location of Equipment and Inventory of Silverback Energy Services LLC: 

  

	 	•	 	66700 Executive Drive; Saint Clairsville, OH 

  

	 	•	 	Various wellsites for which the address is not known at this time 

 (b)(i) 

Not applicable for Silverback Energy Services LLC. 

(b)(ii) 
  

					
	 Credit Party
	 	 Place of Business
	 	 Address of Chief Executive Office

	 Silverback Energy
 Services LLC
	 	4727 Gaillardia Parkway, Suite 200
Oklahoma City, Oklahoma 73142	 	4727 Gaillardia Parkway, Suite 200
Oklahoma City, Oklahoma 73142
			
	 Silverback Energy
 Services LLC
	 	66700 Executive Drive, St
Clairsville, Ohio 43950	 	
			
	 Silverback Energy
 Services LLC
	 	42739 National Road
Belmont, Ohio 43718	 	

 (b)(iii) 
  

											
	 Address
	  	 Credit Party
	  	Owned
/Leased	  	Real Estate
Recording
Office	  	 Landlord
	  	Lease
Description
	66700 Executive Drive, St
Clairsville, Ohio 43950	  	Silverback Energy Services LLC	  	Leased	  		  	Stingray Pressure Pumping LLC	  	Month to
month
						
	42739 National Road
Belmont, Ohio 43718	  	Silverback Energy Services LLC	  	Leased	  		  	Stingray Energy Services LLC	  	Month to
month
						
	4727 Gaillardia Parkway, Suite 200
Oklahoma City, Oklahoma 73142	  	Silverback Energy Services LLC	  	Leased	  		  	Stingray Pressure Pumping LLC (which leases property from LeNorman Properties)	  	Month to
month








 Schedule 4.8(j) 

Deposit and Investment Accounts 
  

							
	 Credit Party
	  	 Bank
	 	 Account Type
	 	 Account Number

	Silverback Energy Services LLC	  	PNC	 	Operating	 	##########
				
	Silverback Energy Services LLC	  	PNC	 	Depository	 	##########








 Schedule 5.1 

Consents 
 None with respect to Silverback
Energy Services LLC. 







 Schedule 5.2(a) 

States of Qualification and Good Standing 
  

					
	 Credit Party
	 	 Jurisdiction of Formation
	 	 Foreign Qualifications

	Silverback Energy Services LLC	 	 Delaware
	 	 Ohio









 Schedule 5.2(b) 

Subsidiaries 
  

					
	 Subsidiary
	 	 Equity Interests
	 	 Beneficial Owners of Capital Stock

	Silverback Energy Services LLC	 	 Membership Interests
	 	 Mammoth Energy Partners LP









 Schedule 5.2(c) 

Accrued and Unpaid Dividends 
 Not
applicable for Silverback Energy Services LLC. 







 Schedule 5.4 

Federal Tax Identification Number 
  

			
	 Credit Party
	 	 Federal Tax Identification Number

	Silverback Energy Services LLC	 	36-4839655








 Schedule 5.6 

Prior Names 
 Not applicable for
Silverback Energy Services LLC. 







 Schedule 5.7 

Environmental 
 Not applicable for
Silverback Energy Services LLC. 







 Schedule 5.8(b)(ii) 

Indebtedness 
 None with respect to
Silverback Energy Services LLC. 







 Schedule 5.8(d) 

Plans 
  

					
	 Credit Party
	 	 401K
	 	 Employee Benefits

	Silverback Energy Services LLC	 	Mammoth Energy Partners LP 401k Profit Sharing Plan and Trust	 	 Mammoth Energy Partners LP
 Welfare Benefits
Plan









 Schedule 5.9 

Intellectual Property, Source Code Escrow Agreements 

Not applicable for Silverback Energy Services LLC. 







 Schedule 5.10 

Licenses and Permits 
 Not applicable for
Silverback Energy Services LLC. 







 Schedule 5.13 

Material Contracts 
 None with respect to
Silverback Energy Services LLC. 







 Schedule 5.14 

Labor Disputes 
 Not applicable for
Silverback Energy Services LLC. 







 Schedule 5.27(a) 

Equity Interests 
  

	1.	See Schedule 5.2(b). 








 Schedule 5.27(b) 

Restrictions on Equity Interests 
 None
with respect to Silverback Energy Services LLC. 







 Schedule 5.27(c) 

Option Rights 
 None with respect to
Silverback Energy Services LLC. 







 Schedule 5.28 

Commercial Tort Claims 
 None with respect
to Silverback Energy Services LLC. 







 Schedule 5.29 

Letter of Credit Rights 
 None with
respect to Silverback Energy Services LLC. 







 Schedule 5.30 
  

							
	 Credit Party
	  	 Bank
	 	 Account Type
	 	 Account Number

	Silverback Energy Services LLC	  	PNC	 	Operating	 	##########
	Silverback Energy Services LLC	  	PNC	 	Depository	 	##########








 Schedule 6.17 

Post-Closing Obligations 
 Not applicable
with respect to Silverback Energy Services LLC. 







 Schedule 8.1(v) 

Existing Lenders 
 None with respect to
Silverback Energy Services LLC.