FORM OF REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • June 22nd, 2015 • Hess Midstream Partners LP • Crude petroleum & natural gas • Delaware
This Registration Rights Agreement (this “Agreement”) is made and entered into as of , by and among Hess Midstream Partners LP, a Delaware limited partnership (the “Partnership”), Hess Midstream Partners GP LP, a Delaware limited partnership (“HESM GP”), Hess Midstream Partners GP LLC, a Delaware limited liability company (“GP LLC”), Hess Investments North Dakota Limited, a Delaware corporation (“Hess”), and GIP II Blue Holding Partnership, L.P. (“GIP”). Hess and GIP are collectively referred to herein as the “Sponsors.” The Partnership, HESM GP, GP LLC and the Sponsors are collectively referred to herein as the “Parties.”
EMPLOYEE SECONDMENT AGREEMENTEmployee Secondment Agreement • June 22nd, 2015 • Hess Midstream Partners LP • Crude petroleum & natural gas • Texas
This Employee Secondment Agreement (this “Agreement”), dated as of , 2015 (the “Effective Date”), is entered into by and among HESS CORPORATION, a Delaware corporation (“Hess Corp.”), HESS TRADING CORPORATION, a Delaware corporation (“HTC,” and together with Hess Corp., “Hess”), HESS MIDSTREAM PARTNERS GP LP, a Delaware limited partnership (the “MLP GP LP”), and HESS MIDSTREAM PARTNERS GP LLC, a Delaware limited liability company (the “Company”, and together with the MLP GP LP, the “General Partner”). Hess and the General Partner are sometimes referred to herein individually as a “Party” and collectively as the “Parties”.
HESS MIDSTREAM PARTNERS LONG-TERM INCENTIVE PLAN PHANTOM UNIT AGREEMENTLong-Term Incentive Plan • June 22nd, 2015 • Hess Midstream Partners LP • Crude petroleum & natural gas • Delaware
Pursuant to this Phantom Unit Agreement, dated as of the Grant Date set forth in the Grant Notice below (this “Agreement”), Hess Midstream Partners GP LLC (the “Company”), as the general partner of Hess Midstream Partners GP LP, which is the general partner of Hess Midstream Partners LP (the “Partnership”), hereby grants to the individual identified in the Grant Notice below (the “Participant”) the following Award of Phantom Units (“Phantom Units”), pursuant and subject to the terms and conditions of this Agreement and the Hess Midstream Partners LP 2015 Long-Term Incentive Plan, as amended from time to time (the “Plan”), the terms and conditions of which are hereby incorporated into this Agreement by reference. Each Phantom Unit granted hereunder shall constitute a Phantom Unit under the terms of the Plan and is hereby granted in tandem with a corresponding DER, as further detailed in Section 3 below. In the event of any conflict between the terms of this Agreement and the Plan, the t
OPERATIONAL SERVICES AGREEMENTOperational Services Agreement • June 22nd, 2015 • Hess Midstream Partners LP • Crude petroleum & natural gas • Texas
This OPERATIONAL SERVICES AGREEMENT (this “Agreement”), dated as of , 2015 (the “Effective Date”), is made and entered into by and between HESS CORPORATION, a Delaware corporation (“Hess”), HESS MIDSTREAM PARTNERS GP LLC, a Delaware limited liability company (the “Company”), and HESS MIDSTREAM PARTNERS GP LP, a Delaware limited partnership (the “MLP GP LP”, and together with the Company, the “General Partner”). Hess and the General Partner are each referred to herein individually as a “Party” and collectively as the “Parties.”
OMNIBUS AGREEMENT by and among HESS CORPORATION, HESS INFRASTRUCTURE PARTNERS LP, HESS INFRASTRUCTURE PARTNERS GP LLC, HESS MIDSTREAM PARTNERS LP, HESS TGP GP LLC, HESS TGP OPERATIONS LP, HESS NORTH DAKOTA EXPORT LOGISTICS GP LLC, HESS NORTH DAKOTA...Omnibus Agreement • June 22nd, 2015 • Hess Midstream Partners LP • Crude petroleum & natural gas • Texas
This OMNIBUS AGREEMENT is entered into as of the Effective Date by and among HESS CORPORATION, a Delaware corporation (“Hess”), on behalf of itself and the other Hess Entities (as defined herein), HESS INFRASTRUCTURE PARTNERS LP, a Delaware limited partnership (“Takota LP”), HESS INFRASTRUCTURE PARTNERS GP LLC, a Delaware limited liability company, HESS MIDSTREAM PARTNERS LP, a Delaware limited partnership (the “Partnership”), HESS TGP GP LLC, a Delaware limited liability company, HESS TGP OPERATIONS LP, a Delaware limited partnership (“HTGP Opco”), HESS NORTH DAKOTA EXPORT LOGISTICS GP LLC, a Delaware limited liability company, HESS NORTH DAKOTA EXPORT LOGISTICS OPERATIONS LP, a Delaware limited partnership (“Logistics Opco”), HESS MIDSTREAM PARTNERS GP LP, a Delaware limited partnership and the general partner of the Partnership (the “MLP GP LP”), and HESS MIDSTREAM PARTNERS GP LLC, a Delaware limited liability company and the general partner of the General Partner (the “Company” and
ContractHess Midstream Partners LP • June 22nd, 2015 • Crude petroleum & natural gas • New York
AMENDMENT NO. 1 dated as of April 14, 2015 (this “Amendment”), to the Revolving Credit Agreement, dated as of March 6, 2015 (the “Credit Agreement”), among HESS MIDSTREAM PARTNERS LP, a Delaware limited partnership, the LENDERS from time to time party thereto and JPMORGAN CHASE BANK, N.A., as administrative agent.
