FIRST AMENDMENT TO CREDIT AGREEMENTCredit Agreement • April 14th, 2003 • Markwest Energy Partners L P • Crude petroleum & natural gas
THIS FIRST AMENDMENT TO CREDIT AGREEMENT (this "Amendment") is entered into as of March 28, 2003, among MARKWEST ENERGY OPERATING COMPANY, L.L.C., a Delaware limited liability company, as borrower (the "Borrower"), the undersigned Guarantors (collectively, the "Guarantors"), BANK OF AMERICA, N.A., as Administrative Agent for the Lenders parties to the hereinafter defined Credit Agreement (in such capacity, the "Administrative Agent"), ROYAL BANK OF CANADA, as Successor Administrative Agent and Increasing Lender (as such terms are defined below), and the undersigned Lenders.
MANAGEMENT SERVICES AGREEMENTManagement Services Agreement • April 14th, 2003 • Markwest Energy Partners L P • Crude petroleum & natural gas • Texas
This MANAGEMENT SERVICES AGREEMENT (this "Agreement"), entered into as of March 28, 2003, by and between MARKWEST PINNACLE L.P., a Texas limited partnership ("MarkWest"), and PINNACLE PIPELINE COMPANY, a Texas corporation ("Pinnacle").
PURCHASE AGREEMENT, dated as of March 24, 2003, among PNG CORPORATION, as Seller, ENERGY SPECTRUM PARTNERS LP, as Seller Parent, MARKWEST TEXAS GP, L.L.C., and MW TEXAS LIMITED, L.L.C., as Buyers, and MARKWEST ENERGY PARTNERS, L.P., as Buyer ParentPurchase Agreement • April 14th, 2003 • Markwest Energy Partners L P • Crude petroleum & natural gas • Texas
This PURCHASE AGREEMENT, dated as of March 24, 2003 (this "Agreement"), is entered into by and among PNG CORPORATION, a Delaware corporation ("Seller"), ENERGY SPECTRUM PARTNERS LP, a Delaware limited partnership ("Seller Parent"), MARKWEST Texas GP, L.L.C., a Delaware limited liability company ("MarkWest Texas"), MW Texas Limited, L.L.C., a Delaware limited liability company ("MW Texas" and, together with MarkWest Texas, the "Buyers"), and MARKWEST ENERGY PARTNERS, L.P., a Delaware limited partnership ("Buyer Parent").
PNG CORPORATIONMarkwest Energy Partners L P • April 14th, 2003 • Crude petroleum & natural gas
This letter will confirm that as of the Effective Time (as defined in the Plan of Merger, which is defined below) (i) PNG shall hereby assign to MarkWest Hydrocarbon Inc., a Delaware corporation ("MarkWest Hydrocarbon"), all of its rights and interests under the Employment Agreement, (ii) MarkWest Hydrocarbon shall hereby assume and agree to pay, perform and discharge all of the debts, liabilities and obligations of PNG arising under the Employment Agreement and (iii) Janacek shall hereby consent to (a) the assignment by PNG and the assumption by MarkWest Hydrocarbon provided for in clauses (i) and (ii) above and (b) the following provisions, notwithstanding any provisions in the Employment Agreement to the contrary:
EMPLOYMENT AGREEMENTEmployment Agreement • April 14th, 2003 • Markwest Energy Partners L P • Crude petroleum & natural gas • Texas
THIS EMPLOYMENT AGREEMENT (the "Employment Agreement") is made this 21st day of October, 2002, by and between PNG CORPORATION, a Delaware corporation (hereinafter referred to as "the Company"), and WILLIAM G. JANACEK, an individual residing at 47 W. Rock Wing Place, The Woodlands, TX 77381 (hereinafter referred to as the "Executive").
