AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF BRIGHAM MINERALS HOLDINGS, LLC DATED AS OF APRIL 23, 2019Limited Liability Company Agreement • April 29th, 2019 • Brigham Minerals, Inc. • Crude petroleum & natural gas • Delaware
This Amended and Restated Limited Liability Company Agreement (as amended, supplemented or restated from time to time, this “Agreement”) is entered into as of April 23, 2019, by and among Brigham Minerals Holdings, LLC, a Delaware limited liability company (the “Company”), Brigham Minerals, Inc., a Delaware corporation (“PubCo”), Brigham Equity Holdings, LLC, a Delaware limited liability company (“Brigham Equity Holdings”), Warburg Pincus Energy (E&P) (Brigham), LLC, a Delaware limited liability company (“Managing Member Blocker”), and each other Person who is or at any time becomes a Member in accordance with the terms of this Agreement and the Act. Capitalized terms used herein and not otherwise defined have the respective meanings set forth in Section 1.1.
SECOND AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF BRIGHAM EQUITY HOLDINGS, LLC a Delaware limited liability company April 23, 2019Limited Liability Company Agreement • April 29th, 2019 • Brigham Minerals, Inc. • Crude petroleum & natural gas • Delaware
This SECOND AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT (this “Agreement”) of Brigham Equity Holdings, LLC, a Delaware limited liability company (the “Company”), is executed and agreed to as of April 23, 2019 (the “Effective Date”) by and among the Manager (as defined herein) and the Members (as defined herein) of the Company. Capitalized terms used herein shall have the meanings set forth in Article 2 unless otherwise defined herein.
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • April 29th, 2019 • Brigham Minerals, Inc. • Crude petroleum & natural gas • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into as of April 23, 2019, by and among Brigham Minerals, Inc., a Delaware corporation (the “Company”), and each of the other parties listed on the signature pages hereto (the “Initial Holders” and, together with the Company, the “Parties”).
CONTRIBUTION AND DISTRIBUTION AGREEMENTContribution and Distribution Agreement • April 29th, 2019 • Brigham Minerals, Inc. • Crude petroleum & natural gas • Delaware
This Contribution and Distribution Agreement (this “Agreement”) is made and entered as of April 23, 2019 (the “Effective Date”) by and among:
STOCKHOLDERS’ AGREEMENTStockholders’ Agreement • April 29th, 2019 • Brigham Minerals, Inc. • Crude petroleum & natural gas • Delaware
This STOCKHOLDERS’ AGREEMENT (this “Agreement”), dated as of April 23, 2019, is entered into by and among Brigham Minerals, Inc., a Delaware corporation (the “Company”), the stockholders identified on the signature pages hereto, and any other persons signatory hereto from time to time (collectively, the “Principal Stockholders”).
