Tallgrass Energy, LP Sample Contracts

THIRD AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF TALLGRASS ENERGY GP, LLC A Delaware Limited Liability Company Dated as of March 11, 2019
Limited Liability Company Agreement • March 11th, 2019 • Tallgrass Energy, LP • Natural gas transmission • Delaware

This THIRD AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT (this “Agreement”) of Tallgrass Energy GP, LLC (the “Company”), dated as of March 11, 2019, is adopted, executed and agreed to by Prairie GP Acquiror LLC, a Delaware limited liability company, as the sole member of the Company (in such capacity, the “Sole Member”).

Sample 1Sample 2Sample 3See All (8)
AutoNDA by SimpleDocs
FIRST AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF TALLGRASS ENERGY GP, LP A Delaware Limited Partnership Dated as of
Tallgrass Energy GP, LP • April 20th, 2015 • Natural gas transmission • Delaware

THIS FIRST AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF TALLGRASS ENERGY GP, LP dated as of , 2015, is entered into by and between TEGP Management, LLC, a Delaware limited liability company, as the General Partner, the Persons executing a counterpart of this Agreement as Limited Partners and 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:

Sample 1Sample 2Sample 3See All (5)
CREDIT AGREEMENT dated as of May 12, 2015 among TALLGRASS EQUITY, LLC, as Borrower, THE LENDERS PARTY HERETO and BARCLAYS BANK PLC, as Administrative Agent and Collateral Agent BARCLAYS BANK PLC, as Sole Bookrunner and Sole Lead Arranger, BARCLAYS...
Credit Agreement • May 12th, 2015 • Tallgrass Energy GP, LP • Natural gas transmission • New York

CREDIT AGREEMENT, dated as of May 12, 2015 among TALLGRASS EQUITY, LLC, a Delaware limited liability company (the “Borrower”), the Lenders (such term and each other capitalized term used but not defined in this introductory statement having the meaning given it in Article I), BARCLAYS BANK PLC (“Barclays”), as administrative agent (in such capacity, including any successor thereto in such capacity, the “Administrative Agent”), and Barclays, as collateral agent (in such capacity, including any successor thereto in such capacity, the “Collateral Agent”) for the Lenders.

Sample 1Sample 2Sample 3See All (4)
REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • June 18th, 2015 • Tallgrass Energy GP, LP • Natural gas transmission • Delaware

THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made and entered into as of May 12, 2015, by and among Tallgrass Energy GP, LP, a limited partnership (the “Company”), and each of the parties listed on Annex A (the “Initial Holders”) (each a “Party” and collectively, the “Parties”).

Sample 1Sample 2Sample 3
EMPLOYMENT AGREEMENT
Employment Agreement • December 3rd, 2019 • Tallgrass Energy, LP • Natural gas transmission • Kansas
Sample 1Sample 2Sample 3
AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • March 11th, 2019 • Tallgrass Energy, LP • Natural gas transmission • Delaware

THIS AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made and entered into as of March 11, 2019, by and among Tallgrass Energy, LP (formerly known as Tallgrass Energy GP, LP), a limited partnership (the “Company”), and each of the parties listed on Annex A (each, a “Holder” and together, the “Holders”) (each a “Party” and collectively, the “Parties”).

Sample 1Sample 2Sample 3
TALLGRASS EQUITY UNIT ISSUANCE AGREEMENT
Tallgrass Equity Unit Issuance Agreement • May 12th, 2015 • Tallgrass Energy GP, LP • Natural gas transmission • Delaware

This TALLGRASS EQUITY UNIT ISSUANCE AGREEMENT (this “Agreement”) is made as of May 12, 2015 (the “Effective Date”) by and between Tallgrass Equity, LLC, a Delaware limited liability company (the “Company”), and Tallgrass Energy GP, LP, a Delaware limited partnership (“Contributor”).

Sample 1Sample 2
TALLGRASS MLP GP, LLC LONG-TERM INCENTIVE PLAN
Equity Participation Unit Agreement • November 2nd, 2017 • Tallgrass Energy GP, LP • Natural gas transmission • Kansas

This Equity Participation Unit Agreement ("Agreement") between Tallgrass MLP GP, LLC (the "Company") and [________________] (the "Participant"), regarding an award (this "Award") of [_________] Equity Participation Units (as defined in the Tallgrass MLP GP, LLC Long-Term Incentive Plan (the "Plan")) granted to the Participant on August 2, 2017 (the "Grant Date"), such number of Equity Participation Units subject to adjustment as provided in the Plan, and further subject to the following terms and conditions:

Sample 1Sample 2
CONVEYANCE AGREEMENT (Common Units of Tallgrass Energy Partners, LP)
Conveyance Agreement • May 12th, 2015 • Tallgrass Energy GP, LP • Natural gas transmission • Delaware

This CONVEYANCE AGREEMENT (this “Agreement”), dated as of May 12, 2015, is entered into by and between Tallgrass Operations, LLC, a Delaware limited liability company (“Seller”), and Tallgrass Equity, LLC, a Delaware limited liability company (“Purchaser”). Seller and the Purchaser may be referred to individually as a “Party” or collectively as the “Parties.” Capitalized terms used herein and not otherwise defined have the meaning given in the Amended and Restated Agreement of Limited Partnership of Tallgrass Energy Partners, LP, a Delaware limited partnership (the “Partnership”), dated as of May 17, 2013 (as may hereafter be amended, supplemented or modified, the “Partnership Agreement”).

Sample 1Sample 2
Execution Version
Tallgrass Energy, LP • September 26th, 2019 • Natural gas transmission • Delaware

Re: Standstill Agreement in Connection with the Proposal by Blackstone Infrastructure Partners to Acquire All Outstanding Publicly-Held Class A Shares of Tallgrass Energy, LP

Sample 1Sample 2
Delaware Revised Uniform Limited Partnership Act
Tallgrass Energy, LP • January 21st, 2020 • Natural gas transmission

Delaware Code Title 6 § 17-212: A partnership agreement or an agreement of merger or consolidation or a plan of merger or a plan of division may provide that contractual appraisal rights with respect to a partnership interest or another interest in a limited partnership shall be available for any class or group or series of partners or partnership interests in connection with any amendment of a partnership agreement, any merger or consolidation in which the limited partnership or a registered series of the limited partnership is a constituent party to the merger or consolidation, any division of the limited partnership, any conversion of the limited partnership to another business form, any conversion of a protected series of the limited partnership to a registered series of such limited partnership, any conversion of a registered series of the limited partnership to a protected series of such limited partnership, any transfer to or domestication or continuance in any jurisdiction by t

Sample 1Sample 2
TALLGRASS EQUITY, LLC SECOND AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT Dated as of , 2015
Limited Liability Company Agreement • April 20th, 2015 • Tallgrass Energy GP, LP • Natural gas transmission • Delaware

This SECOND AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT (this “Agreement”) of Tallgrass Equity, LLC (the “Company”), dated and effective as of , 2015 (the “Effective Date”), is adopted, executed and agreed to, for good and valuable consideration, by and among the Company and each other Person who is or at any time becomes a Member in accordance with the terms of this Agreement and the Act. Any reference in this Agreement to any Member shall include such Member’s Successors in Interest to the extent such Successors in Interest have become Substituted Members in accordance with the provisions of this Agreement.

Sample 1Sample 2
OMNIBUS AGREEMENT among TALLGRASS ENERGY HOLDINGS, LLC, TALLGRASS ENERGY GP, LP, TEGP MANAGEMENT, LLC, and TALLGRASS EQUITY, LLC
Omnibus Agreement • May 12th, 2015 • Tallgrass Energy GP, LP • Natural gas transmission

This OMNIBUS AGREEMENT (“Agreement”) is entered into on, and effective as of, the Closing Date (as defined herein), among Tallgrass Energy Holdings, LLC, a Delaware limited liability company (“Holdings”), Tallgrass Energy GP, LP, a Delaware limited partnership (the “Partnership”), TEGP Management, LLC, a Delaware limited liability company (the “General Partner”) and Tallgrass Equity, LLC, a Delaware limited liability company (“Tallgrass Equity”). The above-named entities are sometimes referred to in this Agreement each as a “Party” and collectively as the “Parties.”

Sample 1Sample 2
FIRST AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF TALLGRASS ENERGY GP, LP A Delaware Limited Partnership Dated as of May 12, 2015
Tallgrass Energy GP, LP • May 12th, 2015 • Natural gas transmission • Delaware

THIS FIRST AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF TALLGRASS ENERGY GP, LP dated as of May 12, 2015, is entered into by and between TEGP Management, LLC, a Delaware limited liability company, as the General Partner, the Persons executing a counterpart of this Agreement as Limited Partners and 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:

Sample 1Sample 2
THIRD AMENDED AND RESTATED EMPLOYMENT AGREEMENT
Employment Agreement • March 11th, 2019 • Tallgrass Energy, LP • Natural gas transmission • Kansas

This Third Amended and Restated Employment Agreement (this “Agreement”) is entered into effective as of March 11, 2019 (the “Effective Date”) by and among Tallgrass Management, LLC, a Delaware limited liability company (the “Company”), Tallgrass Energy GP, LLC, a Delaware limited liability company (“GP”), and David G. Dehaemers, Jr., an individual (“Dehaemers”).

Sample 1
TEGP MANAGEMENT, LLC LONG-TERM INCENTIVE PLAN EMPLOYEE EQUITY PARTICIPATION SHARE AGREEMENT
Equity Participation Share Agreement • July 17th, 2015 • Tallgrass Energy GP, LP • Natural gas transmission • Delaware

This Equity Participation Share Agreement (“Agreement”) between TEGP Management, LLC (the “Company”) and [NAME] (the “Participant”), regarding an award (this “Award”) of [AMOUNT] Equity Participation Shares (as defined in the TEGP Management, LLC Long-Term Incentive Plan (the “Plan”)) granted to the Participant on [DATE] (the “Grant Date”), such number of Equity Participation Shares subject to adjustment as provided in the Plan, and further subject to the following terms and conditions:

Sample 1
UNAUDITED TALLGRASS ENERGY, LP PRO FORMA CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
Consolidated Financial Statements • August 2nd, 2018 • Tallgrass Energy, LP • Natural gas transmission

References to "we", "us" or "our," and "TGE" refer to Tallgrass Energy, LP and its consolidated subsidiaries. TGE previously entered into a definitive Agreement and Plan of Merger, dated as of March 26, 2018 (the "Merger Agreement"), with Tallgrass Equity, Tallgrass Energy Partners, LP, a Delaware limited partnership ("TEP"), Tallgrass MLP GP, LLC, a Delaware limited liability company and the general partner of TEP ("TEP GP"), and Razor Merger Sub, LLC, a Delaware limited liability company. The merger transaction contemplated by the Merger Agreement (the "TEP Merger") was completed effective June 30, 2018, and as a result, 47,693,097 TEP common units held by the public were converted into the right to receive Class A shares of TGE at an exchange ratio of 2.0 Class A shares for each outstanding TEP common unit, TEP's incentive distribution rights were cancelled, TEP's common units are no longer publicly traded, and 100% of TEP's equity interests are now owned by Tallgrass Equity and its

Sample 1
EMPLOYEE EQUITY PARTICIPATION SHARE AGREEMENT
Equity Participation Share Agreement • August 2nd, 2018 • Tallgrass Energy, LP • Natural gas transmission • Delaware

This Employee Equity Participation Share Agreement (“Agreement”) between Tallgrass Energy GP, LLC (the “Company”) and [NAME] (the “Participant”), regarding an award (this “Award”) of [AMOUNT] Equity Participation Shares (as defined in the Tallgrass MLP GP, LLC Long-Term Incentive Plan, as amended and restated effective as of August 2, 2018 (the “Plan”)), granted to the Participant on [DATE] (the “Grant Date”), such number of Equity Participation Shares subject to adjustment as provided in the Plan, and further subject to the following terms and conditions:

Sample 1
CONVEYANCE AGREEMENT (Common Units of Tallgrass Energy Partners, LP)
Conveyance Agreement • April 20th, 2015 • Tallgrass Energy GP, LP • Natural gas transmission • Delaware

This CONVEYANCE AGREEMENT (this “Agreement”), dated as of , 2015, is entered into by and between Tallgrass Operations, LLC, a Delaware limited liability company (“Seller”), and Tallgrass Equity, LLC, a Delaware limited liability company (“Purchaser”). Seller and the Purchaser may be referred to individually as a “Party” or collectively as the “Parties.” Capitalized terms used herein and not otherwise defined have the meaning given in the Amended and Restated Agreement of Limited Partnership of Tallgrass Energy Partners, LP, a Delaware limited partnership (the “Partnership”), dated as of May 17, 2013 (as may hereafter be amended, supplemented or modified, the “Partnership Agreement”).

Sample 1
UNAUDITED TALLGRASS ENERGY, LP PRO FORMA CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
Consolidated Financial Statements • October 31st, 2018 • Tallgrass Energy, LP • Natural gas transmission

References to "we", "us" or "our," and "TGE" refer to Tallgrass Energy, LP and its consolidated subsidiaries. TGE previously entered into a definitive Agreement and Plan of Merger, dated as of March 26, 2018 (the "Merger Agreement"), with Tallgrass Equity, Tallgrass Energy Partners, LP, a Delaware limited partnership ("TEP"), Tallgrass MLP GP, LLC, a Delaware limited liability company and the general partner of TEP ("TEP GP"), and Razor Merger Sub, LLC, a Delaware limited liability company. The merger transaction contemplated by the Merger Agreement (the "TEP Merger") was completed effective June 30, 2018, and as a result, 47,693,097 TEP common units held by the public were converted into the right to receive Class A shares of TGE at an exchange ratio of 2.0 Class A shares for each outstanding TEP common unit, TEP's incentive distribution rights were cancelled, TEP's common units are no longer publicly traded, and 100% of TEP's equity interests are now owned by Tallgrass Equity and its

Sample 1
INDEMNITY AGREEMENT
Indemnity Agreement • March 11th, 2019 • Tallgrass Energy, LP • Natural gas transmission • Delaware

This Indemnity Agreement (this “Agreement”), effective on March 11, 2019, is among (i) Tallgrass Energy GP, LLC, a Delaware limited liability company (the “General Partner”), and Tallgrass Energy, LP, a Delaware limited partnership (the “Partnership” and, together with the General Partner, the “Companies” and each a “Company”), and (ii) [•] (“Indemnitee”), a director of the General Partner.

Sample 1
DISTRIBUTION, ASSIGNMENT AND ASSUMPTION AGREEMENT (Interest in Tallgrass Energy GP, LP)
Assignment and Assumption Agreement • April 20th, 2015 • Tallgrass Energy GP, LP • Natural gas transmission • Delaware

This DISTRIBUTION, ASSIGNMENT AND ASSUMPTION AGREEMENT (this “Agreement”), dated as of , 2015, is entered into by and among Tallgrass Energy Holdings, LLC, a Delaware limited liability company (“Assignor”), and each of the members of Assignor listed in Exhibit A hereto (each, an “Assignee”; collectively, the “Assignees”). Assignor and the Assignees may be referred to individually as a “Party” or collectively as the “Parties.” Capitalized terms used herein and not otherwise defined have the meaning given in the Limited Partnership Agreement of Tallgrass Energy GP, LP, a Delaware limited partnership (the “Partnership”), dated as of February 19, 2015 (as may hereafter be amended, supplemented or modified, the “Partnership Agreement”).

Sample 1
AutoNDA by SimpleDocs
SECOND AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT Dated as of May 12, 2015
Limited Liability Company Agreement • June 18th, 2015 • Tallgrass Energy GP, LP • Natural gas transmission • Delaware

This SECOND AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT (this “Agreement”) of Tallgrass Equity, LLC (the “Company”), dated and effective as of May 12, 2015 (the “Effective Date”), is adopted, executed and agreed to, for good and valuable consideration, by and among the Company and each other Person who is or at any time becomes a Member in accordance with the terms of this Agreement and the Act. Any reference in this Agreement to any Member shall include such Member’s Successors in Interest to the extent such Successors in Interest have become Substituted Members in accordance with the provisions of this Agreement.

Sample 1
AGREEMENT AND PLAN OF MERGER by and among TALLGRASS ENERGY GP, LP, TALLGRASS EQUITY, LLC, RAZOR MERGER SUB, LLC, TALLGRASS ENERGY PARTNERS, LP and TALLGRASS MLP GP, LLC Dated as of March 26, 2018
Agreement and Plan of Merger • March 27th, 2018 • Tallgrass Energy GP, LP • Natural gas transmission

This AGREEMENT AND PLAN OF MERGER, dated as of March 26, 2018 (the “Execution Date”) (this “Agreement”), is entered into by and among Tallgrass Energy GP, LP, a Delaware limited partnership (“TEGP”), Tallgrass Equity, LLC, a Delaware limited liability company (“TE”), Razor Merger Sub, LLC, a Delaware limited liability company and wholly owned subsidiary of the Partnership (“Merger Sub”), Tallgrass Energy Partners, LP, a Delaware limited partnership (the “Partnership”), and Tallgrass MLP GP, LLC, a Delaware limited liability company and the general partner of the Partnership (the “General Partner”). TEGP, TE, Merger Sub, the Partnership and the General Partner are referred to herein individually as a “Party” and collectively as the “Parties.”

Sample 1
SUPPORT AGREEMENT
Support Agreement • December 17th, 2019 • Tallgrass Energy, LP • Natural gas transmission • Delaware

THIS SUPPORT AGREEMENT, dated as of December 16, 2019 (this “Agreement”), is entered into by and among Tallgrass Energy, LP (the “Partnership”) and the shareholders of the Partnership named on Schedule A hereto (each such shareholder, a “Sponsor” and collectively, the “Sponsors”).

Sample 1
UNAUDITED TALLGRASS ENERGY, LP PRO FORMA CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
Consolidated Financial Statements • January 31st, 2019 • Tallgrass Energy, LP • Natural gas transmission

References to "we", "us" or "our," and "TGE" refer to Tallgrass Energy, LP and its consolidated subsidiaries. TGE previously entered into a definitive Agreement and Plan of Merger, dated as of March 26, 2018 (the "Merger Agreement"), with Tallgrass Equity, Tallgrass Energy Partners, LP, a Delaware limited partnership ("TEP"), Tallgrass MLP GP, LLC, a Delaware limited liability company and the general partner of TEP ("TEP GP"), and Razor Merger Sub, LLC, a Delaware limited liability company. The merger transaction contemplated by the Merger Agreement (the "TEP Merger") was completed effective June 30, 2018, and as a result, 47,693,097 TEP common units held by the public were converted into the right to receive Class A shares of TGE at an exchange ratio of 2.0 Class A shares for each outstanding TEP common unit, TEP's incentive distribution rights were cancelled, TEP's common units are no longer publicly traded, and 100% of TEP's equity interests are now owned by Tallgrass Equity and its

Sample 1
DISTRIBUTION, ASSIGNMENT AND ASSUMPTION AGREEMENT (Interest in Tallgrass Energy GP, LP)
Assignment and Assumption Agreement • May 12th, 2015 • Tallgrass Energy GP, LP • Natural gas transmission • Delaware

This DISTRIBUTION, ASSIGNMENT AND ASSUMPTION AGREEMENT (this “Agreement”), dated as of May 11, 2015, is entered into by and among Tallgrass Energy Holdings, LLC, a Delaware limited liability company (“Assignor”), and each of the members of Assignor listed in Exhibit A hereto (each, an “Assignee”; collectively, the “Assignees”). Assignor and the Assignees may be referred to individually as a “Party” or collectively as the “Parties.” Capitalized terms used herein and not otherwise defined have the meaning given in the Limited Partnership Agreement of Tallgrass Energy GP, LP, a Delaware limited partnership (the “Partnership”), dated as of February 19, 2015 (as may hereafter be amended, supplemented or modified, the “Partnership Agreement”).

Sample 1
EMPLOYMENT AGREEMENT
Employment Agreement • March 11th, 2019 • Tallgrass Energy, LP • Natural gas transmission • Kansas

This Employment Agreement (this “Agreement”) is entered into effective as of [●], 2019 (the “Effective Date”), by and among Tallgrass Management, LLC, a Delaware limited liability company (the “Company”), Tallgrass Energy GP, LLC, a Delaware limited liability company (the “General Partner”), and [●], an individual (“Executive”).

Sample 1
AGREEMENT AND PLAN OF MERGER DATED AS OF DECEMBER 16, 2019 BY AND AMONG PRAIRIE PRIVATE ACQUIROR LP, PRAIRIE MERGER SUB LLC, TALLGRASS ENERGY, LP, AND TALLGRASS ENERGY GP, LLC
Agreement and Plan of Merger • December 17th, 2019 • Tallgrass Energy, LP • Natural gas transmission • Delaware

This AGREEMENT AND PLAN OF MERGER, dated as of December 16, 2019 (this “Agreement”), is by and among Prairie Private Acquiror LP, a Delaware limited partnership (“Buyer”), Prairie Merger Sub LLC, a Delaware limited liability company and wholly owned subsidiary of Buyer (“Buyer Sub” and, together with Buyer, the “Buyer Parties”), Tallgrass Energy, LP, a Delaware limited partnership (the “Partnership”), and Tallgrass Energy GP, LLC, a Delaware limited liability company (the “Partnership GP” and, together with the Partnership, the “Partnership Parties”). Each of Buyer, Buyer Sub, the Partnership and the Partnership GP are referred to herein as a “Party” and together as “Parties.” Certain capitalized terms used in this Agreement are defined in Article I.

Sample 1
SECOND AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF TALLGRASS ENERGY, LP A Delaware Limited Partnership Dated as of July 1, 2018
Partnership Agreement • July 2nd, 2018 • Tallgrass Energy, LP • Natural gas transmission • Delaware

THIS SECOND AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF TALLGRASS ENERGY, LP dated as of July 1, 2018, is entered into by and between Tallgrass Energy GP, LLC, a Delaware limited liability company, as the General Partner, the Persons executing a counterpart of this Agreement as Limited Partners and 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:

Sample 1
Time is Money Join Law Insider Premium to draft better contracts faster.