Amended And Restated

Amended and Restated Crude Oil Gathering Agreement Agreement Addendum 04 Bronco

Exhibit 10.27

AMENDED AND RESTATED

CRUDE OIL GATHERING AGREEMENT

AGREEMENT ADDENDUM 04

BRONCO

This AGREEMENT ADDENDUM 04 (this “Agreement Addendum”) shall be effective as between the Persons named below as “Producer”, “OpCo” and “Midstream Co” as of the date specified below as the “Effective Date”. Reference is made to the Agreement Terms and Conditions Relating to Crude Oil Gathering Services (the “Agreement Terms and Conditions”) last updated October 9, 2015. This Agreement Addendum together with the Agreement Terms and Conditions shall constitute one contract and shall be the Agreement of the Parties. Except as otherwise set forth herein all terms shall have the meanings assigned to such terms in the Agreement Terms and Conditions.

OpCo owns, directly or indirectly, all of the Controlling interest in Midstream Co.

Producer desires to contract with Midstream Co for Midstream Co to provide the Services utilizing the Individual System, and Midstream Co desires to provide the Services to Producer, on the terms and subject to the conditions of this Agreement.

In order for Producer to obtain a consistent level of service with respect to the gathering of and other Services related to Crude Oil that are required by Producer within the Service Area, Producer and OpCo hereby enter into this Agreement so that OpCo can evidence its acceptance of the obligations pertaining to OpCo as set forth in the Agreement Terms and Conditions and in this Agreement Addendum, if any.

NOW, THEREFORE, in consideration of the mutual agreements in this Agreement, Midstream Co, OpCo and Producer hereby agree as follows:

 

Producer    Noble Energy, Inc., a Delaware corporation
Midstream Co    Gunnison River DevCo LP, a Delaware limited partnership, together with its permitted successors and assigns
OpCo    Noble Midstream Services, LLC, a Delaware limited liability company
Parties    The term “Party” or “Parties” shall refer to OpCo, Producer and the Midstream Co identified in this Agreement Addendum
Effective Date    October 1, 2015

 

Agreement Addendum 04 – Page 1

Amended and Restated Crude Oil Gathering Agreement


Notice Address – General Matters & Correspondence   

Midstream Co and OpCo

c/o Noble Energy, Inc.

1625 Broadway, Ste 2200

Denver, CO 80202

   Attention:         Finance Manager
                            Charles Varnell
   Telephone:       (303) 228-4466
   Email: [email protected]
Notice Address – Operational Matters    Midstream Co and OpCo
   c/o Noble Energy, Inc.
   1625 Broadway, Ste 2200
   Denver, CO 80202
   Attention: Director – Major Projects, DJ Basin
                    Chris Stavinoha

Notice Address – Force Majeure and

Marketing

interruptions

   Midstream Co and OpCo
   c/o Noble Energy, Inc.
   Facsimile:    (303) 228-4296
   Attention:    Oil Marketing Department
Notice Address – Invoicing Matters    Midstream Co and OpCo
   c/o Noble Energy, Inc.
   1001 Noble Energy Way
   Houston, TX 77070
   Attention:     Director of Revenue Accounting
                        John Nedelka
   Telephone:         (281) 872-3120
   Email:                 [email protected]

Payments by

Electronic Funds

Transfer

   ABA/Routing Number: 021000021
   Account Number: 657597188
   Account Name: Full legal name of Midstream Co
   Financial Institution: JP Morgan
   Bank Swift: CHASUS33

 

Agreement Addendum 04 – Page 2

Amended and Restated Crude Oil Gathering Agreement


Dedication Area    The Bronco integrated development plan area, as such area was defined by Producer on the Effective Date, and which consists of the following areas within Weld County, Colorado

 

Township

  

Range

  

Section(s)

    
T5N    R65W    13, 21-29, 31-36   
T5N    R64W    7-9, 16-21, 28-33   
T4N    R64W    4-9, 16-21, 28-31   
T4N    R65W    ALL   
T4N    R67W    25, 36   
T4N    R66W    1-3, 8-36   

 

Individual Fee    To be determined by the Parties prior to Services being provided by Midstream Co to Producer in the Dedication Area

 

Deviations from Service Conditions (the specifications in this section supersede the applicable language from Exhibit A)

NONE

Additional Revisions
NONE

(End of Agreement Addendum 04)

 

Agreement Addendum 04 – Page 3

Amended and Restated Crude Oil Gathering Agreement


IN WITNESS WHEREOF, the Parties hereto have executed this Agreement in duplicate originals to be effective as of the Effective Date.

 

“Producer”
NOBLE ENERGY, INC.
By:  

/s/ Gary W. Willingham

  Gary W. Willingham
  Executive Vice President

 

Agreement Addendum 04 – Signature Page 1

Amended and Restated Crude Oil Gathering Agreement


“OpCo”
NOBLE MIDSTREAM SERVICES, LLC
By:  

/s/ Terry R. Gerhart

  Terry R. Gerhart
  Chief Executive Officer

 

“Midstream Co”

GUNNISON RIVER DEVCO LP

        By:

 

Gunnison River DevCo GP LLC

 

    By:

 

Noble Midstream Services, LLC

   

    By:

 

/s/ Terry R. Gerhart

      Terry R. Gerhart
      Chief Executive Officer

 

Agreement Addendum 04 – Signature Page 2

Amended and Restated Crude Oil Gathering Agreement