Enable Midstream Partners, LP Sample Contracts

ENABLE MIDSTREAM PARTNERS, LP, AS ISSUER, ANY GUARANTORS PARTY HERETO, AND U.S. BANK NATIONAL ASSOCIATION, AS TRUSTEE INDENTURE Dated as of May 27, 2014 Debt Securities
Enable Midstream Partners, LP • May 29th, 2014 • Natural gas transmission • New York

This INDENTURE (the “Indenture”), dated as of May 27, 2014, among ENABLE MIDSTREAM PARTNERS, LP, a Delaware limited partnership (the “Company”), located at One Leadership Square, 211 North Robinson Avenue, Suite 950, Oklahoma City, Oklahoma 73102, any Guarantors (as defined herein) party hereto, and U.S. BANK NATIONAL ASSOCIATION, a national banking association, duly organized and validly existing under the laws of the United States of America, as trustee (the “Trustee”), located at 5555 San Felipe Street, Suite 1150, Houston, Texas 77056.

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ISSUING AND PAYING AGENCY AGREEMENT
Issuing and Paying Agency Agreement • November 26th, 2013 • Enable Midstream Partners, LP • New York

THIS ISSUING AND PAYING AGENCY AGREEMENT, dated as of June 15, 2009 (the “Agreement”), is made by and between ENOGEX LLC, a limited liability company organized under the laws of the State of Delaware (the “Issuer”), and UMB BANK, N.A., a national banking association duly organized and existing under the laws of the United States, as issuing and paying agent (the “Issuing Agent”). Terms used and not defined herein but defined in the Notes (as hereinafter defined) have the meanings set forth in the Notes.

SUPPORT AGREEMENT
Support Agreement • February 17th, 2021 • Enable Midstream Partners, LP • Natural gas transmission • Delaware

THIS SUPPORT AGREEMENT, dated as of February 16, 2021 (this “Agreement”), is entered into by and among Energy Transfer LP, a Delaware limited partnership (“Parent”), Elk Merger Sub LLC, a Delaware limited liability company and a wholly owned subsidiary of Parent (“Merger Sub”), Elk GP Merger Sub LLC, a Delaware limited liability company and a wholly owned subsidiary of Parent (“GP Merger Sub” and, together with Parent and Merger Sub, the “Parent Parties”), Enable Midstream Partners, LP, a Delaware limited partnership (the “Partnership”), and Enable GP, LLC, a Delaware limited liability company and the general partner of the Partnership (the “General Partner” and, together with the Partnership, the “Partnership Parties”), and CenterPoint Energy, Inc., a Texas corporation (the “Unitholder”).

TERM LOAN AGREEMENT DATED AS OF JANUARY 29, 2019 AMONG ENABLE MIDSTREAM PARTNERS, LP, AS BORROWER, THE LENDERS PARTY HERETO, BANK OF AMERICA, N.A., AS ADMINISTRATIVE AGENT, AND MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED, BMO CAPITAL MARKETS...
Term Loan Agreement • January 31st, 2019 • Enable Midstream Partners, LP • Natural gas transmission • New York

This TERM LOAN AGREEMENT, dated as of January 29, 2019, is among Enable Midstream Partners, LP, a Delaware limited partnership (together with its successors, the “Borrower”), the lenders from time to time party hereto (the “Lenders”), and Bank of America, N.A., as Agent.

Enable Midstream Partners, LP Underwriting Agreement
Enable Midstream Partners, LP • September 6th, 2019 • Natural gas transmission • New York

Enable Midstream Partners, LP, a Delaware limited partnership (the “Partnership”), proposes to sell to the several underwriters named in Schedule II hereto (the “Underwriters”), for whom you (the “Representatives”) are acting as representatives, $550,000,000 aggregate principal amount of its 4.150% Senior Notes due 2029 (the “Securities”). The Securities will be issued under an indenture (the “Base Indenture”) dated as of May 27, 2014, between the Partnership and U.S. Bank National Association, as trustee (the “Trustee”), as supplemented by the fourth supplemental indenture (the “Supplemental Indenture”) to be dated September 13, 2019 (the Base Indenture, as supplemented by the Supplemental Indenture, the “Indenture”). Any reference herein to the Registration Statement, the Base Prospectus, any Preliminary Prospectus or the Final Prospectus shall be deemed to refer to and include the documents incorporated by reference therein pursuant to Item 12 of Form S-3 which were filed under the

ENABLE MIDSTREAM PARTNERS, LP LONG TERM INCENTIVE PLAN RESTRICTED UNIT GRANT AGREEMENT (IPO-CFO)
Restricted Unit Grant Agreement • March 26th, 2014 • Enable Midstream Partners, LP • Natural gas transmission • Delaware

Enable Midstream Partners, LP (the “Partnership”) is pleased to inform you that you have been granted the number of Restricted Units set forth above under the Enable Midstream Partners, LP Long Term Incentive Plan (the “Plan”). A Restricted Unit is a common unit of the Partnership that is subject to the forfeiture and non-transferability provisions set forth below in this agreement (the “Restrictions”).

AGREEMENT AND PLAN OF MERGER by and among ENERGY TRANSFER LP, ELK MERGER SUB LLC, ELK GP MERGER SUB LLC, ENABLE MIDSTREAM PARTNERS, LP ENABLE GP, LLC, AND SOLELY FOR PURPOSES OF SECTION 2.1(a)(i), LE GP, LLC AND SOLELY FOR PURPOSES OF Section...
Agreement and Plan of Merger • February 17th, 2021 • Enable Midstream Partners, LP • Natural gas transmission • Delaware

This AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of February 16, 2021 is by and among Energy Transfer LP, a Delaware limited partnership (“Parent”), Elk Merger Sub LLC, a Delaware limited liability company and a direct wholly owned subsidiary of Parent (“Merger Sub”), Elk GP Merger Sub LLC, a Delaware limited liability company and a direct wholly owned subsidiary of Parent (“GP Merger Sub” and together with Merger Sub, the “Merger Subs”), Enable Midstream Partners, L.P., a Delaware limited partnership(the “Partnership”), Enable GP, LLC, a Delaware limited liability company (the “General Partner”), solely for the purposes of Section 2.1(a)(i), LE GP, LLC, a Delaware limited liability company and sole general partner of Parent (“Parent GP”), and, solely for purposes of Section 1.1(b)(i) herein, CenterPoint Energy, Inc., a Texas corporation (“Caribou”).

RETENTION AGREEMENT
Retention Agreement • November 26th, 2013 • Enable Midstream Partners, LP • Oklahoma

THIS RETENTION AGREEMENT (this “Agreement”), effective as of October 24, 2013 (the “Effective Date”), by and between OGE Enogex Holdings, LLC (the “Company”), an Oklahoma limited liability company and wholly owned subsidiary of OGE Energy Corp., an Oklahoma corporation (“OGE”), and E. Keith Mitchell (the “Employee”).

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • February 19th, 2016 • Enable Midstream Partners, LP • Natural gas transmission

This REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made and entered into as of February 18, 2016, by and between Enable Midstream Partners, LP, a Delaware limited partnership (the “Partnership”), and CenterPoint Energy, Inc., a Texas corporation (the “Initial Holder”). The Partnership and the Initial Holder are referred to collectively herein as the “Parties.”

REGISTRATION RIGHTS AGREEMENT by and among Enable Midstream Partners, LP, CenterPoint Energy Resources Corp., and RBS Securities, Inc., Merrill Lynch, Pierce, Fenner & Smith Incorporated, Credit Suisse Securities (USA) LLC, and RBC Capital Markets,...
Registration Rights Agreement • May 29th, 2014 • Enable Midstream Partners, LP • Natural gas transmission • New York

This Registration Rights Agreement (this “Agreement”) is made and entered into May 27, 2014, by and among Enable Midstream Partners, LP, a Delaware limited partnership (the “Issuer”), CenterPoint Energy Resources Corp., a Delaware corporation (the “Guarantor”), and RBS Securities Inc., Merrill Lynch, Pierce, Fenner & Smith Incorporated, Credit Suisse Securities (USA) LLC, and RBC Capital Markets, LLC, as representatives (the “Representatives”) of the several initial purchasers named in Schedule I to the Purchase Agreement (as defined below) (the “Initial Purchasers”), each of whom has agreed to purchase the Issuer’s 2.400% Senior Notes due 2019 (the “2019 Notes”), 3.900% Senior Notes due 2024 (the “2024 Notes”), and 5.000% Senior Notes due 2044 (the “2044 Notes” and, together with the 2019 Notes and the 2024 Notes, the “Initial Notes”). The 2019 Notes and the 2024 Notes will be guaranteed as to collection of the Issuer’s obligations under the 2019 Notes and the 2024 Notes on an unsecur

ENABLE MIDSTREAM PARTNERS, LP LONG TERM INCENTIVE PLAN ANNUAL PERFORMANCE UNIT AWARD AGREEMENT FOR SENIOR OFFICERS
Long Term Incentive Plan • February 17th, 2016 • Enable Midstream Partners, LP • Natural gas transmission • Delaware

Enable Midstream Partners, LP (the “Partnership”) is pleased to inform you, [NAME OF GRANTEE], that, subject to acceptance by you through the online acceptance procedures set forth within Fidelity’s website at www.netbenefits.com, you have been granted Performance Units under the Enable Midstream Partners, LP Long Term Incentive Plan (the “Plan”) in the target number set forth below, subject to the terms and conditions of the this Annual Performance Unit Award Agreement For Senior Officers (this “Agreement”) and the Plan (this “Award”). Capitalized terms in this Agreement not otherwise defined herein shall have the meanings set forth in the Plan. The material terms of this Award are as follows:

ENABLE MIDSTREAM PARTNERS, LP LONG TERM INCENTIVE PLAN RESTRICTED UNIT GRANT AGREEMENT (CEO-Additional Payments)
Long Term Incentive Plan • March 26th, 2014 • Enable Midstream Partners, LP • Natural gas transmission • Delaware

Enable Midstream Partners, LP (the “Partnership”) is pleased to inform you that you have been granted the number of Restricted Units set forth above under the Enable Midstream Partners, LP Long Term Incentive Plan (the “Plan”). A Restricted Unit is a common unit of the Partnership that is subject to the forfeiture and non-transferability provisions set forth below in this agreement (the “Restrictions”).

FIRST AMENDMENT AND WAIVER TO TERM LOAN AGREEMENT
Term Loan Agreement • February 24th, 2014 • Enable Midstream Partners, LP • Natural gas transmission • New York

THIS FIRST AMENDMENT AND WAIVER TO TERM LOAN AGREEMENT (this “First Amendment”) is entered into as of January 23, 2014, by and among ENABLE MIDSTREAM PARTNERS, LP, a Delaware limited partnership, formerly known as CenterPoint Energy Field Services LP (the “Borrower”), the Lenders party hereto and CITIBANK, N.A., as Agent.

ENABLE MIDSTREAM PARTNERS, LP LONG TERM INCENTIVE PLAN ANNUAL PHANTOM UNIT AWARD AGREEMENT FOR OFFICERS
Term Incentive Plan • February 19th, 2019 • Enable Midstream Partners, LP • Natural gas transmission • Delaware

Enable Midstream Partners, LP (the “Partnership”) is pleased to inform you, [Participant Name], that, subject to acceptance by you through the online acceptance procedures set forth within the appointed third-party plan administrator’s (the “Plan Administrator”) website, you have been granted Phantom Units under the Enable Midstream Partners, LP Long Term Incentive Plan (the “Plan”) in the number set forth below, subject to the terms and conditions of the this Annual Phantom Unit Award Agreement For Senior Officers (this “Agreement”) and the Plan (this “Award”). Capitalized terms in this Agreement not otherwise defined herein shall have the meanings set forth in the Plan. The material terms of this Award are as follows:

ENABLE MIDSTREAM PARTNERS, LP, AS ISSUER AND U.S. BANK NATIONAL ASSOCIATION, AS TRUSTEE Second Supplemental Indenture Dated as of March 9, 2017 to Indenture Dated as of May 27, 2014 4.400% Senior Notes due 2027
Second Supplemental Indenture • March 9th, 2017 • Enable Midstream Partners, LP • Natural gas transmission • New York

This SECOND SUPPLEMENTAL INDENTURE (this “Second Supplemental Indenture”) is made as of March 9, 2017, by and between ENABLE MIDSTREAM PARTNERS, LP, a Delaware limited partnership, having its principal office at One Leadership Square, 211 North Robinson Avenue, Suite 150, Oklahoma City, Oklahoma 73102 (the “Company”), and U.S. BANK NATIONAL ASSOCIATION, a national banking association, as trustee (herein called the “Trustee”).

ENABLE MIDSTREAM PARTNERS, LP, AS ISSUER AND U.S. BANK NATIONAL ASSOCIATION, AS TRUSTEE Fourth Supplemental Indenture Dated as of September 13, 2019 to Indenture Dated as of May 27, 2014 4.150% Senior Notes due 2029
Fourth Supplemental Indenture • September 13th, 2019 • Enable Midstream Partners, LP • Natural gas transmission • New York

This FOURTH SUPPLEMENTAL INDENTURE (this “Fourth Supplemental Indenture”) is made as of September 13, 2019, by and between ENABLE MIDSTREAM PARTNERS, LP, a Delaware limited partnership, having its principal office at 499 West Sheridan Avenue, Suite 1500, Oklahoma City, Oklahoma 73102 (the “Company”), and U.S. BANK NATIONAL ASSOCIATION, a national banking association, as trustee (herein called the “Trustee”).

FIRST AMENDMENT TO OGE TRANSITIONAL SECONDING AGREEMENT
Oge Transitional Seconding Agreement • November 4th, 2014 • Enable Midstream Partners, LP • Natural gas transmission

THIS FIRST AMENDMENT TO OGE TRANSITIONAL SECONDING AGREEMENT (this “Amendment”) is made and entered into as of October 22, 2014, by and between OGE Energy Corp, an Oklahoma corporation (“OGE”), and Enable Midstream Partners, LP, a Delaware limited partnership (formerly CenterPoint Energy Field Services LP) (the “Company”). OGE and the Company may sometimes be referred to in this Agreement individually as a “Party” and collectively as the “Parties.” Capitalized terms used herein but not defined shall have the meanings ascribed to them in the Seconding Agreement (as defined below).

ENABLE MIDSTREAM PARTNERS, LP LONG TERM INCENTIVE PLAN PHANTOM UNIT GRANT AGREEMENT (IPO)
Enable Midstream Partners, LP • March 26th, 2014 • Natural gas transmission • Delaware

Enable Midstream Partners, LP (the “Partnership”) is pleased to inform you that you have been granted the number of Phantom Units set forth above under the Enable Midstream Partners, LP Long Term Incentive Plan (the “Plan”). Each Phantom Unit earned under this Agreement represents and is equal to the value of one common unit of the Partnership.

SECOND AMENDED AND RESTATED REVOLVING CREDIT AGREEMENT DATED AS OF APRIL 6, 2018 AMONG ENABLE MIDSTREAM PARTNERS, LP, AS BORROWER, THE LENDERS PARTY HERETO, AND CITIBANK, N.A., AS ADMINISTRATIVE AGENT BANK OF AMERICA, N.A. AND WELLS FARGO BANK,...
Revolving Credit Agreement • April 9th, 2018 • Enable Midstream Partners, LP • Natural gas transmission • New York

This SECOND AMENDED AND RESTATED REVOLVING CREDIT AGREEMENT, dated as of April 6, 2018, is among Enable Midstream Partners, LP (formerly known as CenterPoint Energy Field Services LP), a Delaware limited partnership, together with its successors, (the “Borrower”), the lenders from time to time party hereto (the “Lenders”), the LC Issuers (as defined below) from time to time party hereto, Citibank, N.A., a national banking association, as Agent (as defined below), Bank of America, N.A. and Wells Fargo Bank, National Association, as Co-Syndication Agents (as defined below), and Royal Bank of Canada and MUFG Bank, Ltd. (formerly known as The Bank of Tokyo-Mitsubishi UFJ, Ltd.), as Co-Documentation Agents (as defined below).

FIRST AMENDMENT TO
Employee Transition Agreement • November 4th, 2014 • Enable Midstream Partners, LP • Natural gas transmission

THIS FIRST AMENDMENT TO EMPLOYEE TRANSITION AGREEMENT (this “Amendment”) is made and entered into as of October 22, 2014, by and among Enable GP, LLC (formerly CNP OGE GP LLC), a Delaware limited liability company (“GP”), CenterPoint Energy, Inc., a Texas corporation (“CNP”), and OGE Energy Corp, an Oklahoma corporation (“OGE”). GP, CNP and OGE may sometimes be referred to in this Amendment individually as a “Party” and collectively as the “Parties.” Capitalized terms used herein but not defined shall have the meanings ascribed to them in the Transition Agreement (as defined below).

SEPARATION AND RELEASE AGREEMENT
Separation and Release Agreement • July 17th, 2015 • Enable Midstream Partners, LP • Natural gas transmission • Texas

This SEPARATION AND RELEASE AGREEMENT (this “Agreement”) is entered into on this 15th day of July, 2015 (the “Effective Date”), by and among ENABLE MIDSTREAM PARTNERS, LP (the “Partnership”), ENABLE MIDSTREAM SERVICES, LLC, an affiliate of the Partnership (“Midstream” and together with the Partnership, “Enable”), and LYNN L. BOURDON III (“Executive”), an employee of both the Partnership and Midstream.

ENABLE MIDSTREAM PARTNERS, LP LONG TERM INCENTIVE PLAN PERFORMANCE UNIT AWARD AGREEMENT (ANNUAL)
Long Term Incentive Plan • March 26th, 2014 • Enable Midstream Partners, LP • Natural gas transmission • Delaware

Enable Midstream Partners, LP (the “Partnership”) is pleased to inform you that you have been granted, at target, the number of Performance Units set forth above under the Enable Midstream Partners, LP Long Term Incentive Plan (the “Plan”). Each Performance Unit earned under this Agreement represents and is equal to the value of one common unit of the Partnership.

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SPECIAL SEVERANCE AGREEMENT AND GENERAL RELEASE
Special Severance Agreement and General Release • May 4th, 2016 • Enable Midstream Partners, LP • Natural gas transmission • Oklahoma

THIS SPECIAL SEVERANCE AGREEMENT AND GENERAL RELEASE ("Agreement") is entered into by and between Enable Midstream Services, LLC (the “Company”) and Paul A. Weissgarber, an individual (hereafter referenced as the "Executive"), and provided to Executive on February 11, 2016 (the “Delivery Date”) with respect to the following:

ENABLE MIDSTREAM PARTNERS, LP LONG TERM INCENTIVE PLAN ANNUAL RESTRICTED UNIT AWARD AGREEMENT FOR SENIOR OFFICERS
Long Term Incentive Plan • June 3rd, 2015 • Enable Midstream Partners, LP • Natural gas transmission • Delaware

Enable Midstream Partners, LP (the “Partnership”) is pleased to inform you, [NAME OF GRANTEE], that, subject to acceptance by you through the online acceptance procedures set forth within Fidelity’s website at www.netbenefits.com, you have been granted Restricted Units under the Enable Midstream Partners, LP Long Term Incentive Plan (the “Plan”) in the number set forth below, subject to the terms and conditions of the this Annual Restricted Unit Award Agreement For Senior Officers (this “Agreement”) and the Plan (this “Award”). Capitalized terms in this Agreement not otherwise defined herein shall have the meanings set forth in the Plan. The material terms of this Award are as follows:

ENABLE MIDSTREAM PARTNERS, LP LONG TERM INCENTIVE PLAN ANNUAL PHANTOM UNIT AWARD AGREEMENT FOR SENIOR OFFICERS
Long Term Incentive Plan • February 17th, 2016 • Enable Midstream Partners, LP • Natural gas transmission • Delaware

Enable Midstream Partners, LP (the “Partnership”) is pleased to inform you, [Participant Name], that, subject to acceptance by you through the online acceptance procedures set forth within Fidelity’s website at www.netbenefits.com, you have been granted Phantom Units under the Enable Midstream Partners, LP Long Term Incentive Plan (the “Plan”) in the number set forth below, subject to the terms and conditions of the this Annual Phantom Unit Award Agreement For Senior Officers (this “Agreement”) and the Plan (this “Award”). Capitalized terms in this Agreement not otherwise defined herein shall have the meanings set forth in the Plan. The material terms of this Award are as follows:

FIRST AMENDMENT AND WAIVER TO REVOLVING CREDIT AGREEMENT
Revolving Credit Agreement • February 24th, 2014 • Enable Midstream Partners, LP • Natural gas transmission • New York

THIS FIRST AMENDMENT AND WAIVER TO REVOLVING CREDIT AGREEMENT (this “First Amendment”) is entered into as of January 23, 2014, by and among ENABLE MIDSTREAM PARTNERS, LP, a Delaware limited partnership, formerly known as CenterPoint Energy Field Services LP (the “Borrower”), the Lenders party hereto and CITIBANK, N.A., as Agent.

ADOPTION AGREEMENT
Adoption Agreement • February 17th, 2016 • Enable Midstream Partners, LP • Natural gas transmission
Enable Midstream Partners, LP Common Units Representing Limited Partner Interests Having an Aggregate Gross Sales Price Not to Exceed $200,000,000 ATM EQUITY OFFERINGSM SALES AGREEMENT
Terms Agreement • May 12th, 2017 • Enable Midstream Partners, LP • Natural gas transmission • New York

Enable Midstream Partners, LP, a Delaware limited partnership (the “Partnership”), proposes, subject to the terms and conditions stated herein, to issue and sell from time to time to or through Merrill Lynch, Pierce, Fenner & Smith Incorporated (“Merrill Lynch”), Barclays Capital Inc., Citigroup Global Markets Inc., Credit Suisse Securities (USA) LLC, Deutsche Bank Securities Inc., Goldman Sachs & Co. LLC, J.P. Morgan Securities LLC, Mizuho Securities USA LLC, Morgan Stanley & Co. LLC, MUFG Securities Americas Inc., RBC Capital Markets, LLC, SunTrust Robinson Humphrey, Inc. or Wells Fargo Securities, LLC, as sales agent and/or principal (each, an “Agent”, and collectively, the “Agents”), common units representing limited partner interests in the Partnership (the “Common Units”), having an aggregate gross sales price not to exceed $200,000,000 (the “Units”), on the terms set forth in this ATM Equity OfferingSM Sales Agreement. The Partnership agrees that whenever it determines to sell U

ENABLE MIDSTREAM PARTNERS, LP LONG TERM INCENTIVE PLAN ANNUAL PERFORMANCE UNIT AWARD AGREEMENT FOR OFFICERS
Term Incentive Plan • February 19th, 2019 • Enable Midstream Partners, LP • Natural gas transmission • Delaware

Enable Midstream Partners, LP (the “Partnership”) is pleased to inform you, [Participant Name], that, subject to acceptance by you through the online acceptance procedures set forth within the appointed third-party plan administrator’s (the “Plan Administrator”) website, you have been granted Performance Units under the Enable Midstream Partners, LP Long Term Incentive Plan (the “Plan”) in the target number set forth below, subject to the terms and conditions of the this Annual Performance Unit Award Agreement For Senior Officers (this “Agreement”) and the Plan (this “Award”). Capitalized terms in this Agreement not otherwise defined herein shall have the meanings set forth in the Plan. The material terms of this Award are as follows:

GUARANTEE AGREEMENT dated as of May 1, 2013 among CENTERPOINT ENERGY FIELD SERVICES LP and ENOGEX LLC in favor of THE GUARANTEED PARTY
Guarantee Agreement • May 4th, 2016 • Enable Midstream Partners, LP • Natural gas transmission • New York

This GUARANTEE AGREEMENT dated as of May 1, 2013 (as the same may be amended, restated, supplemented or otherwise modified from time to time, this “Agreement”), is executed and delivered by CENTERPOINT ENERGY FIELD SERVICES LP, a Delaware limited partnership, in its capacity as guarantor (in such capacity, the “Parent Guarantor”), and ENOGEX LLC, a Delaware limited liability company (“Enogex”), in favor of the Guaranteed Party, as defined below.

ENABLE MIDSTREAM PARTNERS, LP, AS ISSUER AND U.S. BANK NATIONAL ASSOCIATION, AS TRUSTEE Third Supplemental Indenture Dated as of May 10, 2018 to Indenture Dated as of May 27, 2014 4.950% Senior Notes due 2028
Third Supplemental Indenture • May 10th, 2018 • Enable Midstream Partners, LP • Natural gas transmission • New York

This THIRD SUPPLEMENTAL INDENTURE (this “Third Supplemental Indenture”) is made as of May 10, 2018, by and between ENABLE MIDSTREAM PARTNERS, LP, a Delaware limited partnership, having its principal office at One Leadership Square, 211 North Robinson Avenue, Suite 150, Oklahoma City, Oklahoma 73102 (the “Company”), and U.S. BANK NATIONAL ASSOCIATION, a national banking association, as trustee (herein called the “Trustee”).

ADOPTION AGREEMENT
Adoption Agreement • August 1st, 2017 • Enable Midstream Partners, LP • Natural gas transmission
FIRST AMENDMENT TO
Services Agreement • November 4th, 2014 • Enable Midstream Partners, LP • Natural gas transmission

THIS FIRST AMENDMENT TO SERVICES AGREEMENT (this “Amendment”) is made and entered into as of October 22, 2014, by and between OGE Energy Corp., an Oklahoma corporation (“OGE”), and Enable Midstream Partners, LP, a Delaware limited partnership (formerly CenterPoint Energy Field Services LP) (the “Partnership”). OGE and the Partnership may sometimes be referred to in this Amendment individually as a “Party” and collectively as the “Parties.” Capitalized terms used herein but not defined shall have the meanings ascribed to them in the Services Agreement (as defined below).

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