AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT BY AND AMONG NGL ENERGY PARTNERS LP AND THE PURCHASERS NAMED HEREINRegistration Rights Agreement • November 1st, 2019 • NGL Energy Partners LP • Wholesale-petroleum & petroleum products (no bulk stations) • New York
This AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made and entered into as of October 31, 2019, by and among NGL Energy Partners LP, a Delaware limited partnership (the “Partnership”), EIG Neptune Equity Aggregator, L.P., a Delaware limited partnership (“Neptune”), FS Energy and Power Fund, a Delaware Statutory Trust (the “Trust” and together with Neptune, the “Initial Purchasers”) and GCM Pellit Holdings, LLC (“Foundation”) (each of the Initial Purchasers and Foundation, a “Purchaser” and collectively, the “Purchasers”).
Amendment No. 9 to Credit AgreementCredit Agreement • November 1st, 2019 • NGL Energy Partners LP • Wholesale-petroleum & petroleum products (no bulk stations) • New York
AMENDMENT NO. 9 TO CREDIT AGREEMENT, dated as of October 30, 2019 (this “Amendment”), to the Amended and Restated Credit Agreement dated as of February 14, 2017 (as amended by Amendment No. 1 to Credit Agreement dated as of March 31, 2017, Amendment No. 2 to Credit Agreement dated June 2, 2017, Amendment No. 3 to Credit Agreement dated February 5, 2018, Amendment No. 4 to Credit Agreement dated March 6, 2018, Amendment No. 5 to Credit Agreement dated May 24, 2018, Amendment No. 6 to Credit Agreement dated as of July 5, 2018, Amendment No. 7 to Credit Agreement dated as of February 6, 2019, Amendment No. 8 to Credit Agreement dated as of June 26, 2019, and as otherwise amended, supplemented and modified from time to time, the “Credit Agreement”) among NGL Energy Partners LP, a Delaware limited partnership (“Parent”), NGL Energy Operating LLC, a Delaware limited liability company (“Borrowers’ Agent”), each subsidiary of the Parent identified as a “Borrower” under the Credit Agreement (to
Amendment No. 1 to Term Credit AgreementTerm Credit Agreement • November 1st, 2019 • NGL Energy Partners LP • Wholesale-petroleum & petroleum products (no bulk stations) • New York
AMENDMENT NO. 1 TO TERM CREDIT AGREEMENT, dated as of October 30, 2019 (this “Amendment”), to the Term Credit Agreement dated as of July 2, 2019 (as amended, supplemented and modified from time to time, the “Credit Agreement”) among NGL ENERGY PARTNERS LP, a Delaware limited partnership (“Parent”), NGL ENERGY OPERATING LLC, a Delaware limited liability company (“Borrower”), each subsidiary of Parent identified as a “Guarantor” under the Credit Agreement (together with the Parent, each, a “Guarantor” and collectively, the “Guarantors”), TORONTO DOMINION (TEXAS) LLC, as administrative agent for the Secured Parties (in such capacity, together with its successors in such capacity, the “Administrative Agent”), THE TORONTO-DOMINION BANK, NEW YORK BRANCH as initial lender (“TD Bank”), each of the financial institutions which is a signatory hereto or which may from time to time become a party hereto (individually, a “Lender” and collectively with TD Bank, the “Lenders”), and TD SECURITIES (USA
Equity PURCHASE AGREEMENT by and among water remainco, llc, HILLSTONE ENVIRONMENTAL PARTNERS, LLC, GGCOF HEP Blocker II, LLC, GGCOF HEP Blocker, LLC, Golden Gate Capital Opportunity Fund-A, L.P., GGCOF AIV, L.P., GGCOF HEP Blocker II Holdings, LLC,...Equity Purchase Agreement • November 1st, 2019 • NGL Energy Partners LP • Wholesale-petroleum & petroleum products (no bulk stations)
This Equity Purchase Agreement (this “Agreement”) is made and entered into as of September 25, 2019, by and among: (a) Hillstone Environmental Partners, LLC, a Delaware limited liability company (the “Company”); (b) Water RemainCo, LLC, a Delaware limited liability company (“Hillstone Parent”, and in its capacity as Seller Representative hereunder, “Seller Representative”); (c) GGCOF HEP Blocker II, LLC and GGCOF HEP Blocker, LLC, each a Delaware limited liability company (collectively, the “GGC Blockers,” and together with the Company Group, the “Acquired Entities”); (d) (i) Golden Gate Capital Opportunity Fund-A, L.P., a Cayman Islands exempted limited partnership, (ii) GGCOF AIV, L.P., a Delaware limited partnership, and (iii) GGCOF HEP Blocker II Holdings, LLC, a Delaware limited liability company (collectively, the “Selling Blocker Equityholders,” and together with Hillstone Parent, “Sellers”); (e) NGL Water Solutions Permian, LLC, a Colorado limited liability company (“Buyer”); a
SEVENTH AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF ngl ENERGY PARTNERS LPPartnership Agreement • November 1st, 2019 • NGL Energy Partners LP • Wholesale-petroleum & petroleum products (no bulk stations) • Delaware
THIS SEVENTH AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF NGL ENERGY PARTNERS LP (formerly known as Silverthorne Energy Partners LP) dated as of October 31, 2019, is entered into by NGL Energy Holdings LLC, a Delaware limited liability company, as the General Partner, together with 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:
