FORM OF OMNIBUS AGREEMENT among TETRA TECHNOLOGIES, INC., COMPRESSCO PARTNERS GP INC., and COMPRESSCO PARTNERS, L.P.Omnibus Agreement • June 7th, 2011 • Compressco Partners, L.P. • Oil & gas field services, nec
THIS OMNIBUS AGREEMENT is entered into on, and effective as of, the Closing Date (as defined herein), by and among TETRA Technologies, Inc., a Delaware corporation (“TETRA”), Compressco Partners GP Inc., a Delaware corporation (the “General Partner”), and Compressco Partners, L.P., a Delaware limited partnership (the “Partnership”). The above-named entities are sometimes referred to in this Agreement singularly as a “Party” and collectively as the “Parties.”
2,500,000 Common Units* FORM OF COMPRESSCO PARTNERS, L.P. UNDERWRITING AGREEMENTCompressco Partners, L.P. • June 7th, 2011 • Oil & gas field services, nec • New York
FORM OF CONTRIBUTION, CONVEYANCE AND ASSUMPTION AGREEMENT by and among COMPRESSCO, INC., COMPRESSCO FIELD SERVICES, INC., COMPRESSCO CANADA, INC., COMPRESSCO DE MEXICO, S. DE R.L. DE C.V., COMPRESSCO PARTNERS GP INC., COMPRESSCO PARTNERS, L.P.,...Contribution, Conveyance and Assumption Agreement • June 7th, 2011 • Compressco Partners, L.P. • Oil & gas field services, nec
This Contribution, Conveyance and Assumption Agreement, dated as of [•] (this “Agreement”), is by and among Compressco, Inc., a Delaware corporation and wholly owned subsidiary of TETRA (“Compressco”), Compressco Field Services, Inc., an Oklahoma corporation and wholly owned subsidiary of Compressco (“CFSI”), Compressco Canada, Inc., an Alberta corporation and wholly owned subsidiary of Compressco (“Cansub”), Compressco de Mexico, S. de R.L. de C.V., a Mexico limited liability company of variable capital (sociedad de responsibilidad limitada de capital variable) and subsidiary of Mexico Sub I and Mexico Sub II (“CP Mexico”), Compressco Partners GP Inc., a Delaware corporation and wholly owned subsidiary of CFSI (the “General Partner”), Compressco Partners, L.P., a Delaware limited partnership and subsidiary of CFSI and the General Partner (the “Partnership”), Compressco Partners Operating, LLC, a Delaware limited liability company and wholly owned subsidiary of CFSI (“OPCO”), Compressc
FORM OF CREDIT AGREEMENT dated as of June [__], 2011 among COMPRESSCO PARTNERS, L.P., COMPRESSCO PARTNERS OPERATING, LLC and COMPRESSCO PARTNERS SUB, INC., as the “Borrowers”, THE OTHER LOAN PARTIES PARTY HERETO, as Loan Guarantors and JPMORGAN CHASE...Joinder Agreement • June 7th, 2011 • Compressco Partners, L.P. • Oil & gas field services, nec • Texas
This CREDIT AGREEMENT, dated as of June [__], 2011 (as it may be amended or modified from time to time, this “Agreement”), is by and among Compressco Partners, L.P., a Delaware limited partnership (“Compressco Partners”), Compressco Partners Operating, LLC, a Delaware limited liability company (“Compressco Operating”) and Compressco Partners Sub, Inc., a Delaware corporation (“Compressco Sub” and together with Compressco Partners and Compressco Operating, the “Borrowers” and each a “Borrower”), the other Loan Parties party hereto, and JPMORGAN CHASE BANK, N.A. (the “Lender”).
