CHESAPEAKE MIDSTREAM PARTNERS, L.P. 21,250,000 Common Units Representing Limited Partner Interests UNDERWRITING AGREEMENTUnderwriting Agreement • July 30th, 2010 • Chesapeake Midstream Partners, L.P. • Natural gas transmission • New York
to dispose of, directly or indirectly, or file (or participate in the filing of) a registration statement with the Securities and Exchange Commission (the “Commission”) in respect of, or establish or increase a put equivalent position or liquidate or decrease a call equivalent position within the meaning of Section 16 of the Securities Exchange Act of 1934, as amended, and the rules and regulations of the Commission promulgated thereunder (the “Exchange Act”) with respect to, any Common Units or any other securities of the Partnership that are substantially similar to Common Units, or any securities convertible into or exchangeable or exercisable for, or any warrants or other rights to purchase, the foregoing, (ii) enter into any swap or other arrangement that transfers to another, in whole or in part, any of the economic consequences of ownership of Common Units or any other securities of the Partnership that are substantially similar to Common Units, or any securities convertible int
CONTRIBUTION, CONVEYANCE AND ASSUMPTION AGREEMENT By and Among CHESAPEAKE MIDSTREAM HOLDINGS, L.L.C. GIP-A HOLDING (CHK), L.P. GIP-B HOLDING (CHK), L.P. GIP-C HOLDING (CHK), L.P. CHESAPEAKE MIDSTREAM VENTURES, L.L.C. CHESAPEAKE MIDSTREAM GP, L.L.C....Contribution, Conveyance and Assumption • July 30th, 2010 • Chesapeake Midstream Partners, L.P. • Natural gas transmission • Delaware
This Contribution, Conveyance and Assumption Agreement, dated as of July 28, 2010 (this “Agreement”), is by and among Chesapeake Midstream Partners, L.P., a Delaware limited partnership (the “Partnership”), Chesapeake Midstream GP, L.L.C., a Delaware limited liability company and the general partner of the Partnership (the “General Partner”), Chesapeake MLP Operating, L.L.C. (formerly known as Chesapeake Midstream Partners, L.L.C.), a Delaware limited liability company (“MLP Operating”), Chesapeake Midstream Holdings, L.L.C., a Delaware limited liability company (“Holdings”), GIP-A Holding (CHK), L.P., a Delaware limited partnership (“GIP-A”), GIP-B Holding (CHK), L.P., a Delaware limited partnership (“GIP-B”), GIP-C Holding (CHK), L.P., a Delaware limited partnership (“GIP-C”), and Chesapeake Midstream Ventures, L.L.C., a Delaware limited liability company (“Midstream Ventures”). The above-named entities are sometimes referred to in this Agreement individually as a “Party” and collect
