REGISTRATION RIGHTS AGREEMENT by and among Eagle Rock Energy Partners, L.P. Eagle Rock Energy Finance Corp., the Guarantors party hereto, and Wells Fargo Securities, LLC, Merrill Lynch, Pierce, Fenner & Smith Incorporated, Citigroup Global Markets...Registration Rights Agreement • July 13th, 2012 • Eagle Rock Energy Partners L P • Crude petroleum & natural gas • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into as of July 13, 2012, by and among Eagle Rock Energy Partners, L.P., a Delaware limited partnership (the “Partnership”), Eagle Rock Energy Finance Corp., a Delaware corporation (“Finance Corp” and, together with the Partnership, the “Issuers”), the entities listed on Schedule A hereto (collectively, the “Guarantors”), and Wells Fargo Securities, LLC, Merrill Lynch, Pierce, Fenner & Smith Incorporated, Citigroup Global Markets Inc. and RBS Securities Inc., as representative of the initial purchasers listed on Schedule 1 to the Purchase Agreement (each an “Initial Purchaser” and, collectively, the “Initial Purchasers”), each of whom has agreed to purchase the Issuers’ 83/8% Senior Notes due 2019 (the “Initial Notes”), fully and unconditionally guaranteed by the Guarantors (the “Guarantees”) pursuant to the Purchase Agreement (as defined below). The Initial Notes and the Guarantees are herein collectively referr
EAGLE ROCK ENERGY PARTNERS, L.P. EAGLE ROCK ENERGY FINANCE CORP. 83/8% Senior Notes due 2019 Purchase AgreementEagle Rock Energy Partners L P • July 13th, 2012 • Crude petroleum & natural gas • New York
Eagle Rock Energy Partners, L.P., a Delaware limited partnership (the “Partnership”), and Eagle Rock Energy Finance Corp., a Delaware corporation (“FinanceCo” and, together with the Partnership, the “Issuers”) propose to issue and sell to the several purchasers named in Schedule 1 hereto (the “Initial Purchasers”), for whom you are acting as representatives (the “Representatives”), $250,000,000 aggregate principal amount of their 83/8% Senior Notes due 2019 (the “Notes”), which will be unconditionally guaranteed on a senior unsecured basis as to principal, premium, if any, and interest (the “Guarantees” and, together with the Notes, the “Securities”) by the subsidiaries of the Partnership listed in Schedule 2 hereto (each individually, a “Guarantor” and collectively, the “Guarantors”). The Issuers and the Guarantors are referred to collectively as the “Eagle Rock Parties.” The Eagle Rock Parties (other than the Partnership), together with Sweeny Gathering L.P., a Texas limited partners
