Quicksilver Gas Services LP Sample Contracts

SECOND AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF QUICKSILVER GAS SERVICES LP
Quicksilver Gas Services LP • February 22nd, 2008 • Natural gas transmission • Delaware

THIS SECOND AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF QUICKSILVER GAS SERVICES LP dated as of February 19, 2008 is entered into by and between Quicksilver Gas Services GP LLC, a Delaware limited liability company, as the General Partner, together with any other Persons who become Partners in the Partnership or parties hereto as provided herein.

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U.S. $200,000,000 CREDIT AGREEMENT Dated as of March 26, 2012 among CRESTWOOD MARCELLUS MIDSTREAM LLC, as Borrower, THE LENDERS PARTY HERETO, BNP PARIBAS, as Administrative Agent and Collateral Agent, BNP PARIBAS SECURITIES CORP., CITIGROUP GLOBAL...
Credit Agreement • February 28th, 2013 • Crestwood Midstream Partners LP • Natural gas transmission • New York

CREDIT AGREEMENT dated as of March 26, 2012 (as amended, amended and restated, supplemented or otherwise modified, this “Agreement”), among CRESTWOOD MARCELLUS MIDSTREAM LLC, a Delaware limited liability company (the “Borrower”), the LENDERS party hereto from time to time, BNP PARIBAS (“BNP”), as administrative agent (in such capacity, together with any successor administrative agent appointed pursuant to the provisions of Article VIII, the “Administrative Agent”), BNP, as collateral agent (in such capacity, together with any successor collateral agent appointed pursuant to the provisions of Article VIII, the “Collateral Agent”), BANK OF AMERICA, N.A., as syndication agent (in such capacity, the “Syndication Agent”), BNP PARIBAS SECURITIES CORP., CITIGROUP GLOBAL MARKETS INC., MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED, RBC CAPITAL MARKETS CORPORATION, RBS SECURITIES INC. and UBS SECURITIES LLC, as joint lead arrangers and joint bookrunners (in such capacity, the “Joint Lead Ar

REGISTRATION RIGHTS AGREEMENT DATED AS OF NOVEMBER 14, 2012 AMONG CRESTWOOD MIDSTREAM PARTNERS LP, CRESTWOOD MIDSTREAM FINANCE CORPORATION, THE GUARANTORS LISTED ON SCHEDULE I HERETO AND MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED, BARCLAYS...
Registration Rights Agreement • November 14th, 2012 • Crestwood Midstream Partners LP • Natural gas transmission • New York

This Agreement is entered into in connection with the Purchase Agreement, dated as of November 8, 2012 (the “Purchase Agreement”), by and among the Issuers, the Guarantors and the Representatives, which provides for, among other things, the sale by the Issuers to the Initial Purchasers of $150,000,000 aggregate principal amount of the Issuers’ additional 7.75% Senior Notes due 2019 (the “Notes”). The Notes are issued under an indenture, dated as of April 1, 2011 (as amended or supplemented from time to time, the “Indenture”), among the Issuers, the Guarantors and The Bank of New York Mellon Trust Company, N.A. as trustee. Pursuant to the Purchase Agreement and the Indenture, the Guarantors are required to guarantee (collectively, the “Guarantees”) the Issuers’ obligations under the Notes and the Indenture. References to the “Securities” shall mean, collectively, the Notes and the Guarantees. In order to induce the Initial Purchasers to enter into the Purchase Agreement, the Issuers hav

FIRST AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF QUICKSILVER GAS SERVICES LP
Agreement • August 16th, 2007 • Quicksilver Gas Services LP • Natural gas transmission • Delaware

THIS FIRST AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF QUICKSILVER GAS SERVICES LP dated as of August 10, 2007, is entered into by and between Quicksilver Gas Services GP LLC, a Delaware limited liability company, as the General Partner, and Quicksilver Gas Services Holdings LLC, a Delaware limited liability company, as the Organizational Limited Partner, together with any other Persons who become Partners in the Partnership or parties hereto as provided herein. In consideration of the covenants, conditions and agreements contained herein, the parties hereto hereby agree as follows:

VOTING AGREEMENT BY AND AMONG INERGY, L.P., INERGY MIDSTREAM, L.P., NRGM GP, LLC, AND INTREPID MERGER SUB, LLC AND CRESTWOOD GAS SERVICES GP LLC, CRESTWOOD GAS SERVICES HOLDINGS LLC, AND CRESTWOOD HOLDINGS LLC AND CRESTWOOD MIDSTREAM PARTNERS LP Dated...
Voting Agreement • May 9th, 2013 • Crestwood Midstream Partners LP • Natural gas transmission • Delaware

This VOTING AGREEMENT, dated as of May 5, 2013 (this “Agreement”), is entered into by and among Inergy, L.P., a Delaware limited partnership (“NRGY”), Inergy Midstream, L.P., a Delaware limited partnership (“NRGM”), NRGM GP, LLC, a Delaware limited liability company and the general partner of NRGM (“NRGM GP”), Intrepid Merger Sub, LLC, a Delaware limited liability company and wholly-owned subsidiary of NRGM (“Merger Sub” and, collectively with NRGY, NRGM and NRGM GP, the “Inergy Parties”), on the one hand, and Crestwood Gas Services GP LLC, a Delaware limited liability company (“CMLP GP”), Crestwood Gas Services Holdings LLC, a Delaware limited liability company (“CW Gas Holdings”) and Crestwood Holdings LLC, a Delaware limited liability company (“CW Holdings” and, collectively with CMLP GP and CW Gas Holdings, the “Crestwood Parties”), and Crestwood Midstream Partners LP, a Delaware limited partnership (“CMLP”).

FORM OF] INERGY LONG TERM INCENTIVE PLAN AMENDMENT TO RESTRICTED UNIT AWARD AGREEMENTS
Restricted Unit Award Agreements • May 9th, 2013 • Crestwood Midstream Partners LP • Natural gas transmission • Delaware

THIS AMENDMENT TO RESTRICTED UNIT AWARD AGREEMENTS (this “Amendment”), dated as of «Date», is between Inergy GP, LLC a Delaware limited liability company (the “General Partner”) and «First» «Last» (“Holder”).

CREDIT AGREEMENT DATED AS OF AUGUST 10, 2007 AMONG QUICKSILVER GAS SERVICES LP, AS BORROWER, THE LENDERS PARTY HERETO, BANK OF AMERICA, N.A., AS ADMINISTRATIVE AGENT, BNP PARIBAS, AS SYNDICATION AGENT AND JPMORGAN CHASE BANK, N.A., THE ROYAL BANK OF...
Credit Agreement • August 16th, 2007 • Quicksilver Gas Services LP • Natural gas transmission • Texas

THIS CREDIT AGREEMENT is entered into effective as of August 10, 2007, among QUICKSILVER GAS SERVICES LP, a Delaware limited partnership (the “Borrower”), the LENDERS party hereto, BANK OF AMERICA, N.A., as the Administrative Agent, BNP PARIBAS, as the Syndication Agent, and JPMORGAN CHASE BANK, N.A., THE ROYAL BANK OF SCOTLAND plc and FORTIS CAPITAL CORP., as Co-Documentation Agents.

CRESTWOOD MIDSTREAM PARTNERS LP 4,500,000 COMMON UNITS REPRESENTING LIMITED PARTNER INTERESTS UNDERWRITING AGREEMENT
Crestwood Midstream Partners LP • March 19th, 2013 • Natural gas transmission • New York
AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF CRESTWOOD MARCELLUS MIDSTREAM LLC a Delaware limited liability company March 26, 2012
Limited Liability Company Agreement • March 27th, 2012 • Crestwood Midstream Partners LP • Natural gas transmission • Delaware

This Amended and Restated Limited Liability Company Agreement (this “Agreement”) of Crestwood Marcellus Midstream LLC (the “Company”), dated as of March 26, 2012, is made and entered into by and among each of the Members (as herein defined) from time to time party hereto.

U.S. $400,000,000 CREDIT AGREEMENT Dated as of October 1, 2010 among QUICKSILVER GAS SERVICES LP, as Borrower, THE LENDERS PARTY HERETO, BNP PARIBAS, as Administrative Agent and Collateral Agent, BANC OF AMERICA SECURITIES LLC, BNP PARIBAS SECURITIES...
Guarantee and Collateral Agreement • February 25th, 2011 • Crestwood Midstream Partners LP • Natural gas transmission • New York

CREDIT AGREEMENT dated as of October 1, 2010 (as amended, amended and restated, supplemented or otherwise modified, this “Agreement”), among QUICKSILVER GAS SERVICES LP, a limited partnership organized under the laws of Delaware (the “Borrower”), the LENDERS party hereto from time to time, BNP PARIBAS (“BNP”), as administrative agent (in such capacity, together with any successor administrative agent appointed pursuant to the provisions of Article VIII, the “Administrative Agent”), BNP, as collateral agent (in such capacity, together with any successor collateral agent appointed pursuant to the provisions of Article VIII, the “Collateral Agent”), BANK OF AMERICA, N.A. and ROYAL BANK OF CANADA, as syndication agents (in such capacity, the “Syndication Agents”), BANC OF AMERICA SECURITIES LLC, BNP PARIBAS SECURITIES CORP., and RBC CAPITAL MARKETS CORPORATION, as joint lead arrangers and joint bookrunners (in such capacity, the “Joint Lead Arrangers”), and UBS SECURITIES LLC and THE ROYAL

Fifth Amended and Restated Cowtown Gas Facilities Gas Gathering and Processing Agreement Between QUICKSILVER RESOURCES INC., COWTOWN PIPELINE PARTNERS L.P. and COWTOWN GAS PROCESSING PARTNERS L.P. Hood County, Texas August 10, 2007
Gas Gathering and Processing Agreement • August 16th, 2007 • Quicksilver Gas Services LP • Natural gas transmission

THIS FIFTH AMENDED AND RESTATED GAS GATHERING AND PROCESSING AGREEMENT (the “Agreement”) is made and entered into as of the 10th day of August, 2007 (the “Effective Date”), by and among COWTOWN PIPELINE PARTNERS L.P., a Texas limited partnership (“Gatherer”), COWTOWN GAS PROCESSING PARTNERS L.P., a Texas limited partnership, (“Processor”), and QUICKSILVER RESOURCES INC., a Delaware corporation, (“Producer”). Gatherer, Processor and Producer are sometimes collectively referred to herein as the “Parties”.

SERVICES AND SECONDMENT AGREEMENT
Services and Secondment Agreement • July 17th, 2007 • Quicksilver Gas Services LP • Natural gas transmission • Texas

This Services and Secondment Agreement (the “Agreement”), dated as of [ ], 2007 (the “Effective Date”), is entered into between QUICKSILVER RESOURCES INC. (“Company”), a Delaware corporation, and QUICKSILVER GAS SERVICES GP LLC (“MLP GP”), a Delaware limited liability company, the general partner of Quicksilver Gas Services LP (“Partnership”). Company and MLP GP are hereinafter each referred to as a “Party” and collectively referred to as the “Parties.” The Partnership and the MLP GP are sometimes collectively referred to as the “Partnership Entities.”

December 29, 2009 Quicksilver Gas Services LP Cowtown Pipeline Partners L.P. 777 West Rosedale Street Fort Worth, Texas 76104
Quicksilver Gas Services LP • March 15th, 2010 • Natural gas transmission

Reference is hereby made to that certain Purchase and Sale Agreement executed on December 10, 2009 (the “PSA”), by and among Cowtown Pipeline L.P., a Texas limited partnership (“Seller”), and Quicksilver Gas Services LP, a Delaware limited partnership (“KGS”), and Cowtown Pipeline Partners L.P., a Texas limited partnership (“Cowtown”, together with KGS hereinafter referred to as “Purchasers”). In connection with the transactions contemplated under the PSA, this letter will evidence the agreement of Seller and Purchasers that (a) the reference to “December 29, 2009” in Section 9.1(a) of the PSA shall be deleted and replaced with “January 6, 2010”, and (b) the Termination Date referenced and defined in Section 10.1(b) shall changed from “December 31, 2009” to “January 30, 2010”. Except as otherwise provided herein, the PSA shall continue in full force and effect in accordance with its original terms. This letter may be executed in counterparts, each of which shall be deemed an original i

ADDENDUM AND AMENDMENT TO GAS GATHERING AND PROCESSING AGREEMENT MASH UNIT LATERAL
Gathering and Processing Agreement • March 15th, 2010 • Quicksilver Gas Services LP • Natural gas transmission

This Addendum and Amendment to Gas Gathering and Processing Agreement Mash Unit Lateral (this “Addendum”) is executed effective as of January 1, 2009 (the “Effective Date”), between and among Quicksilver Resources Inc. (“Producer”), and Cowtown Pipeline Partners L.P. (“Gatherer”) and Cowtown Gas Processing Partners L.P. (“Processor”). Capitalized terms not otherwise defined herein shall have the meaning given such terms in the Agreement (defined below).

LIMITED LIABILITY COMPANY AGREEMENT OF QUICKSILVER GAS SERVICES GP LLC A Delaware Limited Liability Company
Limited Liability Company Agreement • July 17th, 2007 • Quicksilver Gas Services LP • Natural gas transmission • Delaware

This LIMITED LIABILITY COMPANY AGREEMENT OF QUICKSILVER GAS SERVICES GP LLC (this “Agreement”), dated as of January 31, 2007, is adopted, executed, and agreed to by the sole Member (as defined below).

FIRST AMENDMENT TO SECOND AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF QUICKSILVER GAS SERVICES LP
Crestwood Midstream Partners LP • November 8th, 2010 • Natural gas transmission • Delaware

This First Amendment to the Second Amended and Restated Agreement of Limited Partnership (this “Amendment”) of Quicksilver Gas Services LP, a Delaware limited partnership (the “Partnership”), is executed effective as of the 4th day of October, 2010, by Crestwood Gas Services GP LLC, a Delaware limited liability company (the “General Partner”), as the sole general partner of the Partnership.

Fifth Amended and Restated Cowtown Gas Facilities Gas Gathering and Processing Agreement Between QUICKSILVER RESOURCES INC., COWTOWN PIPELINE PARTNERS L.P. and COWTOWN GAS PROCESSING PARTNERS L.P. Hood County, Texas
Processing Agreement • July 17th, 2007 • Quicksilver Gas Services LP • Natural gas transmission

THIS FIFTH AMENDED AND RESTATED GAS GATHERING AND PROCESSING AGREEMENT (the “Agreement”) is made and entered into as of the [•] day of [•], 2007 (the “Effective Date”), by and among COWTOWN PIPELINE PARTNERS L.P., a Texas limited partnership (“Gatherer”), COWTOWN GAS PROCESSING PARTNERS L.P., a Texas limited partnership, (“Processor”), and QUICKSILVER RESOURCES INC., a Delaware corporation, (“Producer”). Gatherer, Processor and Producer are sometimes collectively referred to herein as the “Parties”.

QUICKSILVER GAS SERVICES LP PHANTOM UNIT AWARD AGREEMENT
Award Agreement • July 17th, 2007 • Quicksilver Gas Services LP • Natural gas transmission
CRESTWOOD MIDSTREAM PARTNERS LP RESTRICTED UNIT AWARD AGREEMENT
Restricted Unit Award Agreement • March 1st, 2012 • Crestwood Midstream Partners LP • Natural gas transmission
CRESTWOOD MIDSTREAM PARTNERS LP PHANTOM UNIT AWARD AGREEMENT
Award Agreement • February 25th, 2011 • Crestwood Midstream Partners LP • Natural gas transmission
THIRD AMENDMENT TO SECOND AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF CRESTWOOD MIDSTREAM PARTNERS LP
Crestwood Midstream Partners LP • January 8th, 2013 • Natural gas transmission • Delaware

This Third Amendment to the Second Amended and Restated Agreement of Limited Partnership (this “Amendment”) of Crestwood Midstream Partners LP, a Delaware limited partnership (the “Partnership”), is executed effective as of the 8th day of January, 2013, by Crestwood Gas Services GP LLC, a Delaware limited liability company (the “General Partner”), as the sole general partner of the Partnership. Capitalized terms used herein but not defined shall have the meanings given them in the Partnership Agreement (as defined below).

SERVICES AND SECONDMENT AGREEMENT
Services and Secondment Agreement • August 16th, 2007 • Quicksilver Gas Services LP • Natural gas transmission • Texas

This Services and Secondment Agreement (the “Agreement”), dated as of August 10, 2007 (the “Effective Date”), is entered into between QUICKSILVER RESOURCES INC., a Delaware corporation (“Company”), and QUICKSILVER GAS SERVICES GP LLC, a Delaware limited liability company (“MLP GP”), the general partner of Quicksilver Gas Services LP (“Partnership”). Company and MLP GP are hereinafter each referred to as a “Party” and collectively referred to as the “Parties.” The Partnership and the MLP GP are sometimes collectively referred to as the “Partnership Entities.”

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GUARANTY
Guaranty • February 28th, 2012 • Crestwood Midstream Partners LP • Natural gas transmission • Texas

THIS GUARANTY (this “Guaranty”) is made as of the 24th day of February, 2012 by Crestwood Holdings LLC, a Delaware limited liability company (“CHL”), and Crestwood Midstream Partners LP, a Delaware limited partnership (“CMP”, and together with CHL, collectively, “Guarantor”), in favor of Antero Resources Appalachian Corporation, a Delaware corporation (“Antero”). Each of Guarantor and Antero is referred to herein individually as a “Party” and collectively as the “Parties”. Unless otherwise indicated, capitalized terms used but not otherwise defined herein and defined in the Asset Purchase Agreement (defined below) shall have the meanings given such terms in the Asset Purchase Agreement (defined below).

AMENDMENT NO. 1
Crestwood Midstream Partners LP • March 26th, 2012 • Natural gas transmission • New York

THIS AMENDMENT NO. 1, dated as of March 20, 2012 (this “Amendment”), to the Credit Agreement, dated as of October 1, 2010 (as the same may e amended, restated, supplemented or otherwise modified from time to time prior to the date hereof, the “Credit Agreement”) by and among CRESTWOOD MIDSTREAM PARTNERS LP (F/K/A QUICKSILVER GAS SERVICES LP), a Delaware limited partnership (the “Borrower”), the several banks and other financial institutions or entities from time to time party thereto (the “Lenders”) and BNP PARIBAS (“BNP”), as Administrative Agent (the “Administrative Agent”), Swingline Lender and Issuing Bank.

ASSET PURCHASE AGREEMENT dated as of February 24, 2012 by and between ANTERO RESOURCES APPALACHIAN CORPORATION and CRESTWOOD MARCELLUS MIDSTREAM LLC
Asset Purchase Agreement • February 28th, 2012 • Crestwood Midstream Partners LP • Natural gas transmission • Texas

This Asset Purchase Agreement (as the same may be amended or modified in accordance herewith, this “Agreement”), dated as of February 24, 2012 (the “Execution Date”), is entered into by and between ANTERO RESOURCES APPALACHIAN CORPORATION, a Delaware corporation (“Seller”), and CRESTWOOD MARCELLUS MIDSTREAM LLC, a Delaware limited liability company (“Buyer”). Seller and Buyer are sometimes referred to collectively herein as the “Parties” and each individually a “Party.”

SEPARATION AGREEMENT AND RELEASE
Separation Agreement and Release • February 8th, 2013 • Crestwood Midstream Partners LP • Natural gas transmission • Delaware

This Separation Agreement and Release (this “Agreement”), entered into on February 5, 2013, is by and among (a) Crestwood Midstream Partners, LP, a Delaware limited partnership, and all of its affiliates (“Crestwood”), (b) Crestwood Gas Services GP LLC, in its capacity as the general partner (the “General Partner”) of Crestwood, (c) Crestwood Holdings Partners, LLC, a Delaware limited liability company, and all of its affiliates (the “Company”), and (d) William G. Manias (“Employee”). Capitalized terms used herein but not defined shall have the meanings ascribed in the Operating Agreement of the Company dated September 21, 2010 (“Operating Agreement”) and the Equity Agreement between the Company and Employee dated September 21, 2010 (“Equity Agreement”) hereinafter collectively the “Agreements.”

AMENDMENT TO GAS GATHERING AGREEMENT
Gas Gathering Agreement • February 25th, 2011 • Crestwood Midstream Partners LP • Natural gas transmission

This Amendment (this “Amendment”) to the Gas Gathering Agreement dated as of October 1, 2010, by and between Quicksilver Resources Inc. (“Producer”) and Cowtown Pipeline Partners L.P. (“Gatherer”).

WAIVER November 19, 2009
Omnibus Agreement • November 23rd, 2009 • Quicksilver Gas Services LP • Natural gas transmission

Reference is hereby made to that certain Omnibus Agreement, dated as of August 10, 2007 (the “Omnibus Agreement”), by and among Quicksilver Resources Inc., a Delaware corporation (“Quicksilver”), Quicksilver Gas Services LP, a Delaware limited partnership (the “MLP”), and Quicksilver Gas Services GP LLC, a Delaware limited liability company and the general partner of the MLP (the “General Partner”). Capitalized terms used herein and not otherwise defined shall have the meanings assigned to such terms in the Omnibus Agreement.

JOINT OPERATING AGREEMENT
Joint Operating Agreement • February 25th, 2011 • Crestwood Midstream Partners LP • Natural gas transmission • Texas

This JOINT OPERATING AGREEMENT (this “Agreement”) dated October 1, 2010, but effective as of July 1, 2010, between Quicksilver Resources Inc., a Delaware corporation (“KWK”), Quicksilver Gas Services LP, a Delaware limited partnership (“KGS LP”), and Quicksilver Gas Services GP LLC, a Delaware limited liability company and the general partner of KGS LP (“KGS GP” and, together with KGS LP, “KGS”). KWK and KGS may sometimes be referred to individually as a “Party” and collectively as the “Parties.”

Contract
Omnibus Agreement • November 23rd, 2009 • Quicksilver Gas Services LP • Natural gas transmission
DIRECTOR AND OFFICER INDEMNIFICATION AGREEMENT
Director and Officer Indemnification Agreement • July 17th, 2007 • Quicksilver Gas Services LP • Natural gas transmission • Delaware

This Director and Officer Indemnification Agreement, dated as of ____________, 2007 (this “Agreement”), is made by and between Quicksilver Gas Services GP LLC, a Delaware limited liability company (the “Company”), and ____________(“Indemnitee”).

Option, Right of First Refusal, and Waiver in Amendment to Omnibus Agreement and Gas Gathering and Processing Agreement
Alliance Waiver Area • June 11th, 2009 • Quicksilver Gas Services LP • Natural gas transmission

This Option, Right of First Refusal, and Waiver in Amendment to Omnibus Agreement and Gas Gathering and Processing Agreement (this “Agreement”) is executed as of this 9th day of June 2009 (the “Effective Date”) by and among Quicksilver Resources Inc. (“Quicksilver”), Quicksilver Gas Services LP (the “MLP”), Quicksilver Gas Services GP LLC (“General Partner”), Cowtown Pipeline Partners L.P. (“CPP”), and Cowtown Gas Processing Partners L.P. (“CGPP”), who each individually may be referred to as a “Party” and together are referred to as the “Parties”.

Sixth Amended and Restated Gas Gathering and Processing Agreement Between QUICKSILVER RESOURCES INC., COWTOWN PIPELINE PARTNERS L.P. and COWTOWN GAS PROCESSING PARTNERS L.P. Cowtown Gas Facilities Effective Date September 1, 2008
Gathering and Processing Agreement • November 6th, 2008 • Quicksilver Gas Services LP • Natural gas transmission • Texas

THIS SIXTH AMENDED AND RESTATED GAS GATHERING AND PROCESSING AGREEMENT (the “Agreement”) is made and entered into as of the 1st day of September, 2008 (the “Effective Date”), by and among COWTOWN PIPELINE PARTNERS L.P., a Texas limited partnership (“Gatherer”), COWTOWN GAS PROCESSING PARTNERS L.P., a Texas limited partnership, (“Processor”), and QUICKSILVER RESOURCES INC., a Delaware corporation, (“Producer"). Gatherer, Processor and Producer are sometimes referred to herein, individually, as a “Party” and, collectively, as the “Parties”.

JOINDER AGREEMENT
Joinder Agreement • April 5th, 2011 • Crestwood Midstream Partners LP • Natural gas transmission • New York

THIS JOINDER AGREEMENT, dated as of April 1, 2011 (this “Agreement”), by and among BNP PARIBAS (“BNP”), UBS AG, STAMFORD BRANCH, ROYAL BANK OF CANADA and THE ROYAL BANK OF SCOTLAND PLC (each an “Incremental Lender” and collectively the “Incremental Lenders”), CRESTWOOD MIDSTREAM PARTNERS LP (F/K/A QUICKSILVER GAS SERVICES LP), a Delaware limited partnership (the “Borrower”) and BNP, as Administrative Agent (the “Administrative Agent”), Swingline Lender and Issuing Bank.

Quicksilver Gas Services LP 5,000,000 Common Units Representing Limited Partner Interests Underwriting Agreement
Quicksilver Gas Services LP • July 17th, 2007 • Natural gas transmission • New York

Quicksilver Gas Services LP, a Delaware limited partnership (the “Partnership”), proposes to issue and sell to the underwriters named in Schedule A annexed hereto (the “Underwriters”), for whom UBS Securities LLC (“UBS”) and Goldman, Sachs & Co. (“Goldman”) are acting as representatives (the “Representatives”), an aggregate of 5,000,000 common units (the “Firm Units”) representing limited partner interests in the Partnership. Units representing limited partner interests in the Partnership, including, without limitation, any common units or subordinated units, together with any units representing general partner interests in the Partnership, are collectively referred to herein as the “Partnership Units.” In addition, solely for the purpose of covering over-allotments, the Partnership proposes to grant to the Underwriters the option to purchase from the Partnership up to an additional 750,000 common units (the “Additional Units”). The Firm Units and the Additional Units are hereinafter c

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