CONE Midstream Partners LP Sample Contracts

CNX Midstream Partners LP – CNX Midstream Partners LP 2014 Long-Term Incentive Plan (the “Plan”) (February 7th, 2019)

CNX Midstream GP LLC (the “Company”), as the general partner of CNX Midstream Partners LP (the “Partnership”), hereby grants to the individual identified in the Grant Notice below (the “Participant”) the following award of Phantom Units (“Phantom Units”), pursuant and subject to the terms and conditions hereof (the “Agreement”) and the Plan, the terms and conditions of which are hereby incorporated into this Agreement by reference.

CNX Midstream Partners LP – CNX Midstream Partners LP 2014 Long-Term Incentive Plan (the “Plan”) (February 7th, 2019)

CNX Midstream GP LLC (the “Company”), as the general partner of CNX Midstream Partners LP (the “Partnership”), hereby grants to the individual identified in the Grant Notice below (the “Participant”) the following award of Phantom Units (“Phantom Units”), pursuant and subject to the terms and conditions hereof (the “Agreement”) and the Plan, the terms and conditions of which are hereby incorporated into this Agreement by reference.

CNX Midstream Partners LP – SECOND AMENDMENT TO SECOND AMENDED AND RESTATED GATHERING AGREEMENT (August 2nd, 2018)

This SECOND AMENDMENT TO SECOND AMENDED AND RESTATED GATHERING AGREEMENT (as the same may be amended from time to time in accordance herewith, this “Amendment”) is made and effective on and as of this 2nd day of May, 2018 (the “Execution Date”), by and between CNX Gas Company LLC, a Virginia limited liability company (“Shipper”), and Gatherer (as defined in the Original Agreement). Shipper and Gatherer are sometimes together referred to in this Amendment as the “Parties” and individually as a “Party.”

CNX Midstream Partners LP – THIRD AMENDMENT TO THE SECOND AMENDED AND RESTATED GATHERING AGREEMENT (August 2nd, 2018)

This Third Amendment (as the same may be amended from time to time in accordance herewith, this “Third Amendment”) is entered into as of the 15th day of May, 2018 (the “Amendment Effective Date”), by and among CNX Gas Company LLC, a Virginia limited liability company (“Shipper”), and Gatherer (as such term is defined in the Gathering Agreement), and is an amendment of that certain Second Amended and Restated Gathering Agreement by and between Shipper and Gatherer dated January 3, 2018 (and such agreement, as amended by that certain First Amendment dated as of March 16, 2018 and Second Amendment dated as of May 2, 2018, the “Gathering Agreement”). Each of Shipper and Gatherer may sometimes be referred to herein individually as a “Party” and together as the “Parties”. Capitalized terms used and not otherwise defined herein have the meanings ascribed to them in the Gathering Agreement.

CNX Midstream Partners LP – FIRST AMENDMENT TO SECOND AMENDED AND RESTATED GATHERING AGREEMENT (August 2nd, 2018)

This FIRST AMENDMENT TO SECOND AMENDED AND RESTATED GATHERING AGREEMENT (as the same may be amended from time to time in accordance herewith, this “Amendment”) is made and effective on and as of this 16th day of March, 2018 (the “Execution Date”), by and between CNX Gas Company LLC, a Virginia limited liability company (“Shipper”), and Gatherer (as defined in the Original Agreement). Shipper and Gatherer are sometimes together referred to in this Amendment as the “Parties” and individually as a “Party.”

CNX Midstream Partners LP – CNX Midstream Partners LP 6,500,000 Common Units Representing Limited Partner Interests UNDERWRITING AGREEMENT (June 29th, 2018)
CNX Midstream Partners LP – CNX Midstream Reports First Quarter Results; Announces Strategic Transaction with CNX and HG Energy (May 3rd, 2018)

PITTSBURGH (May 3, 2018) - CNX Midstream Partners LP (NYSE: CNXM) ("CNXM" or the "Partnership") today reported financial and operational results for the three months ended March 31, 2018(1).

CNX Midstream Partners LP – AMENDMENT NO. 1 TO CREDIT AGREEMENT (March 16th, 2018)

AMENDMENT NO 1. Dated as of March 15, 2018 (this “Amendment”) by and between CNX MIDSTREAM PARTNERS LP (formerly known as CONE Midstream Partners LP), a Delaware limited partnership (the “Borrower”), and PNC BANK, NATIONAL ASSOCIATION, as administrative agent (in such capacity, the “Administrative Agent”), to that certain Credit Agreement, dated as of March 8, 2018 (the “Credit Agreement”), by and among the Borrower, the Guarantors party thereto, the Lenders party thereto, the Administrative Agent, PNC Bank, National Association, as collateral agent, and the other parties party thereto. Capitalized terms used herein and not otherwise defined herein shall have the meanings assigned to such term in the Credit Agreement.

CNX Midstream Partners LP – CNX MIDSTREAM PARTNERS LP, CNX MIDSTREAM FINANCE CORP. and EACH OF THE GUARANTORS PARTY HERETO 6.500% SENIOR NOTES DUE 2026 INDENTURE Dated as of March 16, 2018 UMB BANK, N.A. Trustee (March 16th, 2018)

This INDENTURE, dated as of March 16, 2018, is among CNX Midstream Partners LP, a Delaware limited partnership (“CNX Midstream”), CNX Midstream Finance Corp., a Delaware corporation (“Finance Corp.” and, together with CNX Midstream, the “Issuers”), the subsidiary guarantors listed on the signature pages hereof (each, a “Guarantor” and collectively, the “Guarantors”) and UMB Bank, N.A., as trustee.

CNX Midstream Partners LP – REVOLVING CREDIT FACILITY Dated as of March 8, 2018 by and among CNX MIDSTREAM PARTNERS LP (formerly known as CONE MIDSTREAM PARTNERS LP) and THE GUARANTORS PARTY HERETO FROM TIME TO TIME and THE LENDERS PARTY HERETO FROM TIME TO TIME and PNC BANK, NATIONAL ASSOCIATION, as the Administrative Agent and the Collateral Agent JPMORGAN CHASE BANK, N.A., as the Syndication Agent and CREDIT SUISSE AG and THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., as Co-Documentation Agents and PNC CAPITAL MARKETS LLC, JPMORGAN CHASE BANK, N.A., CREDIT SUISSE SECURITIES (USA) LLC and THE BANK OF TOKYO-MITSUBISHI UFJ, LTD (March 12th, 2018)

THIS CREDIT AGREEMENT (the “Agreement”) is dated as of March 8, 2018 and is made by and among CNX MIDSTREAM PARTNERS LP (formerly known as CONE MIDSTREAM PARTNERS LP), a Delaware limited partnership (the “Borrower”), EACH OF THE GUARANTORS (as hereinafter defined), the LENDERS (as hereinafter defined), and PNC BANK, NATIONAL ASSOCIATION, as administrative agent for the Lenders under this Agreement (in such capacity, the “Administrative Agent”) and as collateral agent for the Lenders and the other Secured Parties (in such capacity, the “Collateral Agent”).

CNX Midstream Partners LP – PURCHASE AGREEMENT (March 12th, 2018)
CNX Midstream Partners LP – CNX Midstream Partners LP 2014 Long-Term Incentive Plan (the “Plan”) (February 7th, 2018)

CNX Midstream GP LLC (the “Company”), as the general partner of CNX Midstream Partners LP (the “Partnership”), hereby grants to the individual identified in the Grant Notice below (the “Participant”) the following award of Phantom Units (“Phantom Units”), pursuant and subject to the terms and conditions hereof (the “Agreement”) and the Plan, the terms and conditions of which are hereby incorporated into this Agreement by reference.

CNX Midstream Partners LP – Limited Consent and Amendment to (February 7th, 2018)

This Limited Consent and Amendment to Credit Agreement (this “Limited Consent”), dated as of December 22, 2017 (the “Limited Consent Effective Date”), is among CONE MIDSTREAM PARTNERS LP, a Delaware limited partnership (the “Borrower”); each of the undersigned guarantors (the “Guarantors”, and together with the Borrower, the “Loan Parties”); each of the Lenders party hereto; and JPMorgan Chase Bank, N.A., as administrative agent for the Lenders (in such capacity, together with its successors in such capacity, the “Administrative Agent”).

CNX Midstream Partners LP – PURCHASE AND SALE AGREEMENT by and among CNX MIDSTREAM PARTNERS LP CNX MIDSTREAM DEVCO I LP CNX MIDSTREAM DEVCO III LP and CNX GATHERING LLC and for purposes of Section 5.2 only, CNX MIDSTREAM DEVCO I GP LLC, CNX MIDSTREAM DEVCO III GP LLC and CNX MIDSTREAM OPERATING COMPANY LLC dated as of February 7, 2018 (February 7th, 2018)
CNX Midstream Partners LP – NEWS RELEASE (January 30th, 2018)

PITTSBURGH, PA (January 30, 2018) — CNX Midstream Partners LP (NYSE:CNXM) (“CNX Midstream” or the “Partnership”) today reported financial and operational results for the three months and the full year ended December 31, 2017.(1) The Partnership also announced financial guidance for 2018.

CNX Midstream Partners LP – CERTIFICATE OF AMENDMENT TO THE CERTIFICATE OF LIMITED PARTNERSHIP OF CONE MIDSTREAM PARTNERS LP (January 3rd, 2018)

This Certificate of Amendment to the Certificate of Limited Partnership of CONE Midstream Partners LP, a Delaware limited partnership (the “Partnership”), is being duly executed and filed by CNX Midstream GP LLC, a Delaware limited liability company, as general partner, in accordance with the provisions of 6 Del. C. §§ 17-202 and 17-204, to amend the Certificate of Limited Partnership of the Partnership, which was filed on May 30, 2014 (the “Certificate”).

CNX Midstream Partners LP – SECOND AMENDED AND RESTATED GATHERING AGREEMENT Dated as of January 3, 2018 By and between CNX GAS COMPANY LLC, as Shipper, and CONE Midstream DevCo I LP CONE Midstream DevCo II LP CONE Midstream DevCo III LP, and CONE Midstream Operating Company, LLC collectively, as Gatherer (January 3rd, 2018)

This SECOND AMENDED AND RESTATED GATHERING AGREEMENT (as the same may be amended from time to time in accordance herewith, this “Agreement”) is made as of this 3rd Day of January, 2018 (the “Execution Date”), by and between CNX Gas Company LLC, a Virginia limited liability company (“Shipper”), and Gatherer (defined below). Shipper and Gatherer are sometimes together referred to in this Agreement as the “Parties” and individually as a “Party.”

CNX Midstream Partners LP – REGISTRATION RIGHTS AGREEMENT (January 3rd, 2018)

This Registration Rights Agreement (this “Agreement”) is made and entered into as of January 3, 2018 by and between CONE Midstream Partners LP, a Delaware limited partnership (the “Partnership”), and NBL Midstream, LLC, a Delaware limited liability company (“Noble Midstream” and, together with the Partnership, the “Parties” or, each individually, a “Party”).

CNX Midstream Partners LP – SECOND AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF CNX MIDSTREAM PARTNERS LP A Delaware Limited Partnership Dated as of January 3, 2018 (January 3rd, 2018)

THIS SECOND AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF CNX MIDSTREAM PARTNERS LP, dated as of January 3, 2018, is entered into by and between CNX MIDSTREAM GP LLC, together with any other Persons who become Partners in the Partnership or parties hereto as provided herein.

CNX Midstream Partners LP – CNX Resources Corporation Acquires Noble Energy’s General Partner Interest in CONE Midstream Partners LP; Board Approves Amended Gas Gathering Agreement with CNX; CONE Midstream Partners LP Renamed CNX Midstream Partners LP (NYSE: CNXM); CNXM Will Host Conference Call Tomorrow at 10:00 a.m. ET (January 3rd, 2018)

PITTSBURGH (January 3, 2018) – CNX Resources Corporation (NYSE: CNX) (“CNX”) and CNX Midstream Partners LP (NYSE: CNXM) (“CNXM”) jointly announced today that CNX has closed its previously announced acquisition of Noble Energy, Inc.’s (NYSE: NBL) (“Noble”) 50% membership interest in CONE Gathering LLC, which holds the general partner interest and incentive distribution rights in CONE Midstream Partners LP. In conjunction with the closing, CONE Midstream Partners LP was renamed CNX Midstream Partners LP and will commence trading on the New York Stock Exchange under the ticker “CNXM” effective January 4, 2018.

CONE Midstream Partners LP – NEWS RELEASE (November 2nd, 2017)

CANONSBURG, PA (November 2, 2017) — CONE Midstream Partners LP (NYSE:CNNX) ("CONE Midstream" or the "Partnership") today reported financial and operational results for the three months ended September 30, 2017(1).

CONE Midstream Partners LP – NEWS RELEASE (August 7th, 2017)

CANONSBURG, PA (August 7, 2017) — CONE Midstream Partners LP (NYSE:CNNX) ("CONE Midstream" or the "Partnership") today reported financial and operational results for the three months ended June 30, 2017(1).

CONE Midstream Partners LP – NEWS RELEASE (May 4th, 2017)

CANONSBURG, PA (May 4, 2017) — CONE Midstream Partners LP (NYSE:CNNX) ("CONE Midstream" or the "Partnership") today reported financial and operational results for the three months ended March 31, 2017(1) and confirmed 2017 financial guidance.

CONE Midstream Partners LP – NEWS RELEASE (February 16th, 2017)

CANONSBURG, PA (February 16, 2017) — CONE Midstream Partners LP (NYSE:CNNX) (“CONE Midstream” or the “Partnership”) today reported financial and operational results for the three months and the full year ending December 31, 2016.(1) The Partnership also announced financial guidance for 2017.

CONE Midstream Partners LP – FIRST AMENDED AND RESTATED OPERATIONAL SERVICES AGREEMENT by and between CONE MIDSTREAM PARTNERS LP and CNX GAS COMPANY LLC dated as of December 1, 2016 (December 7th, 2016)

This First Amended and Restated Operational Services Agreement (this “Agreement”) is executed and agreed to as of December 1, 2016 (the “Execution Date”) by and between CONE Midstream Partners LP, a Delaware limited partnership (the “Partnership”), and CNX Gas Company LLC, a Virginia limited liability company (“Operator”). The Partnership and Operator are hereinafter each referred to as a “Party” and are collectively referred to as the “Parties.”

CONE Midstream Partners LP – FIRST AMENDED AND RESTATED GATHERING AGREEMENT dated as of December 1, 2016 by and between CNX GAS COMPANY LLC, as Shipper, and CONE MIDSTREAM OPERATING COMPANY LLC, CONE MIDSTREAM DEVCO I LP, CONE MIDSTREAM DEVCO II LP, and CONE MIDSTREAM DEVCO III LP, collectively, as Gatherer (December 7th, 2016)

This FIRST AMENDED AND RESTATED GATHERING AGREEMENT (as the same may be amended from time to time in accordance herewith, this “Agreement”) is made as of this 1st Day of December, 2016 (the “Execution Date”), by and between CNX Gas Company LLC, a Virginia limited liability company (“Shipper”), and Gatherer (defined below). Shipper and Gatherer are sometimes together referred to in this Agreement as the “Parties” and individually as a “Party.”

CONE Midstream Partners LP – FIRST AMENDED AND RESTATED GATHERING AGREEMENT dated as of December 1, 2016 by and between NOBLE ENERGY, INC., as Shipper, and CONE MIDSTREAM OPERATING COMPANY LLC, CONE MIDSTREAM DEVCO I LP, CONE MIDSTREAM DEVCO II LP, and CONE MIDSTREAM DEVCO III LP, collectively, as Gatherer (December 7th, 2016)

This FIRST AMENDED AND RESTATED GATHERING AGREEMENT (as the same may be amended from time to time in accordance herewith, this “Agreement”) is made as of this 1st Day of December, 2016 (the “Execution Date”), by and between Noble Energy, Inc., a Delaware corporation (“Shipper”), and Gatherer (defined below). Shipper and Gatherer are sometimes together referred to in this Agreement as the “Parties” and individually as a “Party.”

CONE Midstream Partners LP – CONTRIBUTION AGREEMENT by and among CONE GATHERING LLC CONE MIDSTREAM GP LLC CONE MIDSTREAM PARTNERS LP CONE MIDSTREAM OPERATING COMPANY LLC And Solely for purposes of Section 5.5 and Article X, CERTAIN OTHER SIGNATORIES HERETO dated as of November 15, 2016 (November 16th, 2016)
CONE Midstream Partners LP – NEWS RELEASE (November 4th, 2016)

CANONSBURG, PA (November 4, 2016) — CONE Midstream Partners LP (NYSE:CNNX) ("CONE Midstream" or the "Partnership") today reported financial and operational results for the three months ended September 30, 2016.(1) The Partnership also increased guidance for full year 2016 financial results.

CONE Midstream Partners LP – NEWS RELEASE (August 4th, 2016)

CANONSBURG, PA (August 4, 2016) — CONE Midstream Partners LP (NYSE:CNNX) ("CONE Midstream" or the "Partnership") today reported financial and operational results for the three months ended June 30, 2016.(1) The Partnership also increased guidance for full year 2016 financial results.

CONE Midstream Partners LP – NEWS RELEASE (May 5th, 2016)

CANONSBURG, PA (May 5, 2016) — CONE Midstream Partners LP (NYSE:CNNX) ("CONE Midstream" or the "Partnership") today reported financial and operational results for the three months ended March 31, 2016.(1)

CONE Midstream Partners LP – NEWS RELEASE (February 17th, 2016)

CANONSBURG, PA (February 17, 2016) — CONE Midstream Partners LP (NYSE:CNNX) (“CONE Midstream” or the “Partnership”) today reported financial and operational results for the three months and the full year ending December 31, 2015.(1) The Partnership also announced financial guidance for 2016.

CONE Midstream Partners LP – Letter Regarding Phantom Unit Award Under CONE Midstream Partners LP 2014 Long- Term Incentive Plan (the “Plan”) (January 22nd, 2015)

CONE Midstream GP LLC (the “Company”), as the general partner of CONE Midstream Partners LP (the “Partnership”), hereby grants to the individual identified in the Grant Notice below (the “Participant”) the following award of Phantom Units (“Phantom Units”), pursuant and subject to the terms and conditions hereof (the “Agreement”) and the Plan, the terms and conditions of which are hereby incorporated into this Agreement by reference.

CONE Midstream Partners LP – CONE MIDSTREAM PARTNERS LP 2014 LONG-TERM INCENTIVE PLAN (October 3rd, 2014)
CONE Midstream Partners LP – GATHERING AGREEMENT dated as of September 30, 2014 by and between CNX GAS COMPANY LLC, as Shipper and CONE MIDSTREAM PARTNERS LP, as Gatherer (October 3rd, 2014)

THIS GATHERING AGREEMENT (as the same may be amended from time to time in accordance herewith, this “Agreement”) is made as of this 30th Day of September, 2014 (the “Execution Date”), by and between CNX Gas Company LLC, a Virginia limited liability company (“Shipper”), and CONE Midstream Partners LP, a Delaware limited partnership (“Gatherer”). Shipper and Gatherer are sometimes together referred to in this Agreement as the “Parties” and individually as a “Party.”