OPTION AGREEMENTMembership Interests Purchase Agreement • December 12th, 2017 • Eclipse Resources Corp • Crude petroleum & natural gas • Delaware
This Membership Interests Purchase Agreement (this “Agreement”) is entered into as of [___________], 201[__] (the “Execution Date”), by and among Cardinal Midstream II, LLC, a Delaware limited liability company (“Seller”), Cardinal NE Holdings, LLC, a Delaware limited liability company (“Company”), Eclipse Resources Midstream, LP, a Delaware limited partnership and wholly owned subsidiary of Eclipse Parent (“Buyer”), and, solely for the purposes of Section 9.17 (Parent Guaranty), Eclipse Resources Corporation, a Delaware corporation (“Eclipse Parent”). In this Agreement, Buyer, Eclipse Parent, Seller and Company are each referred to as a “Party” and collectively as the “Parties”.
