0001612720-25-000030 Sample Contracts
COLLATERAL AND INTERCREDITOR AGREEMENTCollateral and Intercreditor Agreement • October 30th, 2025 • NextDecade Corp • Natural gas transmisison & distribution • New York
NOW, THEREFORE, in consideration of the mutual agreements hereinafter contained and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto agree as follows:
AMENDMENT TO AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENTLimited Liability Company Agreement • October 30th, 2025 • NextDecade Corp • Natural gas transmisison & distribution • Delaware
This amendment to the Amended and Restated Limited Liability Company Agreement (this “Amendment”) is being entered into, effective as of August 8, 2025, by and among Rio Grande LNG Intermediate Holdings, LLC, a Delaware limited liability company (the “Company”), Rio Grande LNG Intermediate Super Holdings, LLC, a Delaware limited liability company (the “NextDecade Member”), Global LNG North America Corp., a Delaware corporation (the “TTE Member”), GIP V Velocity Aggregator, L.P., a Delaware limited partnership (the “FI Member”), GIP V Velocity Acquisition Partners, L.P., a Delaware limited partnership (“GIP Acquisition Partners”), GIM Participation Velocity, L.P., a Delaware limited partnership (together with GIP Acquisition Partners, the “GIP FI Member Owner”), Devonshire Investment Pte. Ltd., a Singapore exempt private company (the “GIC FI Member Owner”), and MIC TI Holding Company 2 RSC Limited, an ADGM Restricted Scope Company (the “MIC FI Member Owner” and, together with the Compan
CREDIT AGREEMENT dated as of September 9, 2025 among RIO GRANDE LNG TRAIN 4, LLC, as the Borrower, MUFG BANK, LTD., as the T4 Administrative Agent, MIZUHO BANK (USA), as the T4 Collateral Agent, and THE CONSTRUCTION/TERM LENDERS PARTY TO THIS...Credit Agreement • October 30th, 2025 • NextDecade Corp • Natural gas transmisison & distribution • New York
terms and conditions set forth herein, the construction/term loans described herein to partially finance such design, engineering, development, procurement, construction, installation, testing, completion, ownership, operation, and maintenance of the Project, to pay certain fees and expenses associated with this Agreement and the loans made hereunder, as further described herein;
CREDIT AGREEMENT dated as of September 9, 2025 among RIO GRANDE LNG PHASE 1 FINCO, LLC, as the P1 FinCo Borrower, RIO GRANDE LNG PHASE 2 FINCO, LLC, as the P2 FinCo Borrower, MUFG BANK, LTD., as the FinCo Administrative Agent, HSBC BANK USA, N.A., as...Credit Agreement • October 30th, 2025 • NextDecade Corp • Natural gas transmisison & distribution • New York
NOW, THEREFORE, in consideration of the foregoing, and for other good and valuable consideration, the receipt and adequacy of which are acknowledged, the parties hereto agree as follows:
AMENDMENT NO. 2 TO THE FIXED PRICE TURNKEY AGREEMENT FOR THE ENGINEERING, PROCUREMENT AND CONSTRUCTION OF TRAIN 5 OF THE RIO GRANDE NATURAL GAS LIQUEFACTION FACILITYFixed Price Turnkey Agreement • October 30th, 2025 • NextDecade Corp • Natural gas transmisison & distribution • Texas
This Amendment No. 2 to the Fixed Price Turnkey Agreement for the Engineering, Procurement and Construction of Train 5 of the Rio Grande Natural Gas Liquefaction Facility (this “Amendment”) is made and executed as of the 3rd day of September 2025 (the “Amendment Effective Date”), by and between Rio Grande LNG Train 5, LLC, a limited liability company organized under the laws of Delaware (“Owner”), and Bechtel Energy Inc., a corporation organized under the laws of Delaware (“Contractor”), each sometimes referred to individually herein as a “Party” and collectively as the “Parties.”
COMMON TERMS AGREEMENT dated as of September 9, 2025 among RIO GRANDE LNG TRAIN 4, LLC, as the Borrower, THE SENIOR SECURED DEBT HOLDER REPRESENTATIVES that are parties to this Agreement from time to time, and MUFG BANK, LTD., as the T4 Intercreditor...Common Terms Agreement • October 30th, 2025 • NextDecade Corp • Natural gas transmisison & distribution • New York
PLEDGE AGREEMENT dated as of September 9, 2025 between RIO GRANDE LNG TRAIN 4 HOLDINGS, LLC, as the Pledgor, and MIZUHO BANK (USA), as the T4 Collateral AgentPledge Agreement • October 30th, 2025 • NextDecade Corp • Natural gas transmisison & distribution • New York
This PLEDGE AGREEMENT, dated as of September 9, 2025 (this “Agreement”), is entered into by and between RIO GRANDE LNG TRAIN 4 HOLDINGS, LLC, a limited liability company organized under the laws of the State of Delaware (the “Pledgor”), and MIZUHO BANK (USA), in its capacity as collateral agent (the “T4 Collateral Agent”) for the Senior Secured Parties.
ACCOUNTS AGREEMENT dated as of September 9, 2025 among RIO GRANDE LNG TRAIN 4, LLC, as Borrower, MIZUHO BANK (USA), as T4 Collateral Agent, and JPMORGAN CHASE BANK, N.A., as T4 Accounts BankAccounts Agreement • October 30th, 2025 • NextDecade Corp • Natural gas transmisison & distribution • New York
This ACCOUNTS AGREEMENT (this “Agreement”) is entered into as of September 9, 2025 by and among RIO GRANDE LNG TRAIN 4, LLC, a Delaware limited liability company (the “Borrower”), MIZUHO BANK (USA), in its capacity as collateral agent for the Senior Secured Parties (the “T4 Collateral Agent”), and JPMORGAN CHASE BANK, N.A., as account bank and depositary agent (the “T4 Accounts Bank”).
ContractLimited Liability Company Agreement • October 30th, 2025 • NextDecade Corp • Natural gas transmisison & distribution • Delaware
CERTAIN INFORMATION OF THIS DOCUMENT HAS BEEN REDACTED BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. INFORMATION THAT WAS OMITTED HAS BEEN NOTED IN THIS DOCUMENT WITH A PLACEHOLDER IDENTIFIED BY THE MARK “[***].”
CREDIT AGREEMENT dated as of July 12, 2023 among RIO GRANDE LNG, LLC, as the Borrower, TOTALENERGIES HOLDINGS SAS, as Total Holdings MUFG BANK, LTD., as the TCF Administrative Agent, MIZUHO BANK (USA), as the P1 Collateral Agent, and THE SENIOR...Credit Agreement • October 30th, 2025 • NextDecade Corp • Natural gas transmisison & distribution • New York
NOW, THEREFORE, in consideration of the foregoing, and for other good and valuable consideration, the receipt and adequacy of which are acknowledged, the parties hereto agree as follows:
CREDIT AGREEMENT dated as of July 12, 2023 among RIO GRANDE LNG, LLC, as the Borrower, MUFG BANK, LTD., as the P1 Administrative Agent, MIZUHO BANK (USA), as the P1 Collateral Agent, MUFG BANK, LTD., as the Revolving LC Issuing Bank, and THE SENIOR...Credit Agreement • October 30th, 2025 • NextDecade Corp • Natural gas transmisison & distribution • New York
NOW, THEREFORE, in consideration of the foregoing, and for other good and valuable consideration, the receipt and adequacy of which are acknowledged, the parties hereto agree as follows:
COMMON TERMS AGREEMENT dated as of July 12, 2023 among RIO GRANDE LNG, LLC, as the Borrower, THE SENIOR SECURED DEBT HOLDER REPRESENTATIVES that are parties to this Agreement from time to time, and MUFG BANK, LTD., as the P1 Intercreditor Agent as...Common Terms Agreement • October 30th, 2025 • NextDecade Corp • Natural gas transmisison & distribution • New York
PLEDGE AGREEMENT dated as of September 9, 2025 among RIO GRANDE LNG PHASE 1 FINCO HOLDINGS, LLC, as the P1 Finco Pledgor, RIO GRANDE LNG PHASE 2 FINCO HOLDINGS, LLC, as the P2 Finco Pledgor, RIO GRANDE LNG PHASE 1 HOLDINGS, LLC, as P1 Holdings, and...Pledge Agreement • October 30th, 2025 • NextDecade Corp • Natural gas transmisison & distribution • New York
This PLEDGE AGREEMENT, dated as of September 9, 2025 (this “Agreement”), is entered into by and among RIO GRANDE LNG PHASE 1 FINCO HOLDINGS, LLC, a limited liability company organized under the laws of the State of Delaware (the “P1 Finco Pledgor”), RIO GRANDE LNG PHASE 2 FINCO HOLDINGS, LLC, a limited liability company organized under the laws of the State of Delaware (the “P2 Finco Pledgor”), RIO GRANDE LNG PHASE 1 HOLDINGS, LLC, a limited liability company organized under the laws of the State of Delaware (“P1 Holdings” and together with the P1 Finco Pledgor and P2 Finco Pledgor, collectively, the “Pledgors,” and each, a “Pledgor”), and HSBC BANK USA, N.A., in its capacity as collateral agent (the “FinCo Collateral Agent”) for the FinCo Secured Parties.
ACCOUNTS AGREEMENT dated as of September 9, 2025 among RIO GRANDE LNG PHASE 1 FINCO, LLC, as the P1 FinCo Borrower, RIO GRANDE LNG PHASE 2 FINCO, LLC, as the P2 FinCo Borrower, HSBC BANK USA, N.A., as the FinCo Collateral Agent, and DEUTSCHE BANK...Accounts Agreement • October 30th, 2025 • NextDecade Corp • Natural gas transmisison & distribution • New York
This ACCOUNTS AGREEMENT (this “Agreement”) is entered into as of September 9, 2025 by and among RIO GRANDE LNG PHASE 1 FINCO, LLC, a Delaware limited liability company (the “P1 FinCo Borrower”), RIO GRANDE LNG PHASE 2 FINCO, LLC, a Delaware limited liability company (the “P2 FinCo Borrower”, together with the P1 FinCo Borrower, the “FinCo Borrowers”), HSBC Bank USA, N.A., in its capacity as collateral agent for the FinCo Secured Parties (the “FinCo Collateral Agent”), and DEUTSCHE BANK NATIONAL TRUST COMPANY, as account bank and depositary agent (the “FinCo Accounts Bank”).
AMENDMENT NO. 1 TO THE AMENDED AND RESTATED FIXED PRICE TURNKEY AGREEMENT FOR THE ENGINEERING, PROCUREMENT AND CONSTRUCTION OF TRAIN 4 OF THE RIO GRANDE NATURAL GAS LIQUEFACTION FACILITYFixed Price Turnkey Agreement • October 30th, 2025 • NextDecade Corp • Natural gas transmisison & distribution • Texas
This Amendment No. 1 to the Amended and Restated Fixed Price Turnkey Agreement for the Engineering, Procurement and Construction of Train 4 of the Rio Grande Natural Gas Liquefaction Facility (this “Amendment”) is made and executed as of the 19th day of August 2025 (the “Amendment Effective Date”), by and between Rio Grande LNG Train 4, LLC, a limited liability company organized under the laws of Delaware (“Owner”), and Bechtel Energy Inc., a corporation organized under the laws of Delaware (“Contractor”), each sometimes referred to individually herein as a “Party” and collectively as the “Parties.”
CREDIT AGREEMENT among RIO GRANDE LNG PHASE 1 SUPER FINCO, LLC, as P1 Super FinCo Borrower RIO GRANDE LNG PHASE 2 SUPER FINCO, LLC, as P2 Super FinCo Borrower GLAS USA LLC as Administrative Agent GLAS USA LLC, as Collateral Agent THE FINANCIAL...Credit Agreement • October 30th, 2025 • NextDecade Corp • Natural gas transmisison & distribution • New York
CREDIT AGREEMENT, dated as of September 9, 2025 (this “Agreement”), among RIO GRANDE LNG PHASE 1 SUPER FINCO, LLC, a limited liability company formed and existing under the laws of the State of Delaware (the “P1 Super FinCo Borrower”); RIO GRANDE LNG PHASE 2 SUPER FINCO, LLC, a limited liability company formed and existing under the laws of the State of Delaware (the “P2 Super FinCo Borrower”, and together with the P1 Super FinCo Borrower, the “Super FinCo Borrowers”); GLAS USA LLC, as Administrative Agent for the Lenders; GLAS USA LLC, as Collateral Agent for the Secured Parties; the Lenders signatory hereto or who subsequently become party hereto pursuant to the terms hereof; and each other Person that may become party hereto from time to time.
AMENDMENT NO. 1 TO THE FIXED PRICE TURNKEY AGREEMENT FOR THE ENGINEERING, PROCUREMENT AND CONSTRUCTION OF TRAIN 5 OFFixed Price Turnkey Agreement • October 30th, 2025 • NextDecade Corp • Natural gas transmisison & distribution • Texas
This Amendment No. 1 to the Fixed Price Turnkey Agreement for the Engineering, Procurement and Construction of Train 5 of the Rio Grande Natural Gas Liquefaction Facility (this “Amendment”) is made and executed as of the 19th day of August 2025 (the “Amendment Effective Date”), by and between Rio Grande LNG Train 5, LLC, a limited liability company organized under the laws of Delaware (“Owner”), and Bechtel Energy Inc., a corporation organized under the laws of Delaware (“Contractor”), each sometimes referred to individually herein as a “Party” and collectively as the “Parties.”
PLEDGE AGREEMENT dated as of September 9, 2025 among RIO GRANDE LNG PHASE 1 SUPER FINCO HOLDINGS, LLC,Pledge Agreement • October 30th, 2025 • NextDecade Corp • Natural gas transmisison & distribution • New York
This PLEDGE AGREEMENT, dated as of September 9, 2025 (this “Agreement”), is entered into by and among RIO GRANDE LNG PHASE 1 SUPER FINCO HOLDINGS, LLC, a Delaware limited liability company (the “P1 Super FinCo Pledgor”), RIO GRANDE LNG PHASE 2 SUPER FINCO HOLDINGS, LLC, a Delaware limited liability company (the “P2 Super FinCo Pledgor”, and together with P1 Super FinCo Pledgor, the “Pledgors”), and GLAS USA LLC, in its capacity as collateral agent (in such capacity, together with its successors and permitted assigns in such capacity, the “Collateral Agent”) for the Secured Parties.