Amendment To Omnibus Agreement Sample Contracts

First Amendment to Omnibus Agreement (August 3rd, 2016)

FIRST AMENDMENT TO OMNIBUS AGREEMENT (this Amendment), dated as of August 1, 2016, by and among LANDMARK DIVIDEND LLC, a Delaware limited liability company (Landmark), LANDMARK DIVIDEND GROWTH FUND C LLC, a Delaware limited liability company (Fund C), LANDMARK DIVIDEND GROWTH FUND E LLC, a Delaware limited liability company (Fund E), LANDMARK DIVIDEND GROWTH FUND F LLC, a Delaware limited liability company (Fund F), LANDMARK DIVIDEND GROWTH FUND G LLC, a Delaware limited liability company (Fund G), LANDMARK DIVIDEND GROWTH FUND H LLC, a Delaware limited liability company (Fund H), LANDMARK DIVIDEND GROWTH FUND I LLC, a Delaware limited liability company (Fund I), LANDMARK DIVIDEND GROWTH FUND J LLC, a Delaware limited liability company (Fund J), LANDMARK INFRASTRUCTURE PARTNERS LP, a Delaware limited partnership (the Partnership), and LANDMARK INFRASTRUCTURE PARTNERS GP LLC, a Delaware limited liability company and the general partner of the Partnership (the General Partner), to

8point3 Energy Partners LP – Amendment No. 2 to Omnibus Agreement (December 4th, 2015)

This AMENDMENT NO. 2 TO OMNIBUS AGREEMENT (this "Amendment"), dated as of November 30, 2015 is made and entered into among 8point3 Operating Company, LLC, a Delaware limited liability company (the "Operating Company"), 8point3 General Partner, LLC, a Delaware limited liability company (the "YieldCo General Partner"), 8point3 Holding Company, LLC, a Delaware limited liability company ("Holdings"), 8point3 Energy Partners LP, a Delaware limited partnership (the "Partnership"), First Solar, Inc., a Delaware corporation ("First Solar") and SunPower Corporation, a Delaware corporation ("SunPower" and, together with First Solar, each a "Sponsor" and collectively, the "Sponsors"). The above-named entities are sometimes referred to in this Amendment as a "Party" and collectively as the "Parties.

Second Amendment to Omnibus Agreement Regarding Interchange Litigation Judgment Sharing and Settlement Sharing (November 20th, 2015)

With respect to the Omnibus Agreement Regarding Interchange Litigation Judgment Sharing and Settlement Sharing dated as of February 7, 2011, as amended on August 26, 2014 ("Omnibus Agreement"), and in consideration of the mutual covenants and agreements contained herein, the undersigned parties agree as of the Second Amendment Effective Date to amend the Omnibus Agreement as follows:

Second Amendment to Omnibus Agreement Regarding Interchange Litigation Judgment Sharing and Settlement Sharing (October 29th, 2015)

With respect to the Omnibus Agreement Regarding Interchange Litigation Judgment Sharing and Settlement Sharing dated as of February 7, 2011, as amended on August 26, 2014 ("Omnibus Agreement"), and in consideration of the mutual covenants and agreements contained herein, the undersigned parties agree as of the Second Amendment Effective Date to amend the Omnibus Agreement as follows:

8point3 Energy Partners LP – Amendment No. 1 to Omnibus Agreement (August 17th, 2015)

This AMENDMENT NO. 1 TO OMNIBUS AGREEMENT (this "Amendment"), dated as of August 11, 2015 is made and entered into among 8point3 Operating Company, LLC, a Delaware limited liability company (the "Operating Company"), 8point3 General Partner, LLC, a Delaware limited liability company (the "YieldCo General Partner"), 8point3 Holding Company, LLC, a Delaware limited liability company ("Holdings"), 8point3 Energy Partners LP, a Delaware limited partnership (the "Partnership"), First Solar, Inc., a Delaware corporation ("First Solar") and SunPower Corporation, a Delaware corporation ("SunPower" and, together with First Solar, each a "Sponsor" and collectively, the "Sponsors"). The above-named entities are sometimes referred to in this Amendment as a "Party" and collectively as the "Parties.

Eqt Midstream Partners Lp – AMENDMENT NO. 1 to OMNIBUS AGREEMENT (March 17th, 2015)

This Amendment No. 1 (this Amendment) is made as of March 17, 2015 by and among EQT Corporation, a Pennsylvania corporation ( EQT), EQT Midstream Partners, LP, a Delaware limited partnership (the Partnership), and EQT Midstream Services, LLC, a Delaware limited liability company (the General Partner), and amends that certain Omnibus Agreement among EQT, the Partnership and the General Partner, entered into and effective as of July 2, 2012 (the Original Agreement). Capitalized terms used in this Amendment and not otherwise defined herein are as defined in the Original Agreement.

Amendment to Omnibus Agreement Regarding Interchange Litigation Judgment Sharing and Settlement Sharing (November 21st, 2014)

With respect to the Omnibus Agreement Regarding Interchange Litigation Judgment Sharing and Settlement Sharing ("Omnibus Agreement") dated as of February 7, 2011, and in consideration of the mutual covenants and agreements contained herein, the undersigned parties agree as of the Amendment Effective Date to amend the Omnibus Agreement as follows:

Amendment to Omnibus Agreement Regarding Interchange Litigation Judgment Sharing and Settlement Sharing (October 30th, 2014)

With respect to the Omnibus Agreement Regarding Interchange Litigation Judgment Sharing and Settlement Sharing ("Omnibus Agreement") dated as of February 7, 2011, and in consideration of the mutual covenants and agreements contained herein, the undersigned parties agree as of the Amendment Effective Date to amend the Omnibus Agreement as follows:

CSI Compressco LP – First Amendment to Omnibus Agreement (June 26th, 2014)

This FIRST AMENDMENT TO OMNIBUS AGREEMENT (this "Amendment"), dated as of June 20, 2014, is entered into by and among TETRA Technologies, Inc., a Delaware corporation ("TETRA"), Compressco Partners GP Inc., a Delaware corporation (the "General Partner"), and Compressco Partners, L.P., a Delaware limited partnership (the "Partnership").

Tetra Technologies, Inc. – First Amendment to Omnibus Agreement (June 26th, 2014)

This FIRST AMENDMENT TO OMNIBUS AGREEMENT (this "Amendment"), dated as of June 20, 2014, is entered into by and among TETRA Technologies, Inc., a Delaware corporation ("TETRA"), Compressco Partners GP Inc., a Delaware corporation (the "General Partner"), and Compressco Partners, L.P., a Delaware limited partnership (the "Partnership").

CrossAmerica Partners LP – Amendment to Omnibus Agreement (May 1st, 2014)

THIS AMENDMENT TO OMNIBUS AGREEMENT (this "Amendment"), is effective as of the 1st day of May, 2014, by and among Lehigh Gas Partners LP, a Delaware limited partnership (the "MLP" or the "Partnership"), Lehigh Gas GP LLC, a Delaware limited liability company and the general partner of the MLP (the "General Partner"), and Lehigh Gas Corporation, a Delaware corporation ("LGC"). The above-named entities are sometimes referred to in this Agreement each as a "Party" and collectively as the "Parties."

Second Amendment to Omnibus Agreement (February 12th, 2013)

This Second Amendment to Omnibus Agreement ("Amendment") is entered into effective as of February 8, 2013, by and among ROBERT C. MORGAN and ROBERT MOSER (collectively, the "Principals"), each of the limited liability companies and corporations which are identified on Exhibit A attached hereto (the "Project Entities"), Ideal Private Resorts LLC, a New York limited liability company ("IPR"), SUN COMMUNITIES OPERATING LIMITED PARTNERSHIP, a Michigan limited partnership ("SCOLP"), and all of the entities set forth on Exhibit B attached hereto, as third party beneficiaries (the "Sun Purchasing Entities").

Hi-Crush Partners LP – First Amendment to Omnibus Agreement (February 5th, 2013)

This First Amendment to Omnibus Agreement (this Amendment) is made and entered into as of January 31, 2013 by and among Hi-Crush Partners LP, a Delaware limited partnership (the Partnership), Hi-Crush GP LLC, a Delaware limited liability company and the general partner of the Partnership (the General Partner) and Hi-Crush Proppants LLC, a Delaware limited liability company (Proppants).

Martin Midstream Partners L.P. – Amendment No. 2 to Omnibus Agreement (October 9th, 2012)

This AMENDMENT NO. 2 TO THE OMNIBUS AGREEMENT (this "Amendment") is hereby adopted effective as of October 1, 2012 by Martin Resource Management Corporation, a Texas corporation ("MRMC"), Martin Midstream GP, LLC, a Delaware limited liability company (the "General Partner"), Martin Midstream Partners L.P., a Delaware limited partnership (the "Partnership") and Martin Operating Partnership L.P. (the "Operating Partnership"). Capitalized terms used but not defined herein are used as defined in the Omnibus Agreement, dated as of November 1, 2002, by and among MRMC, the General Partner, the Partnership and the Operating Partnership, as amended (the "Omnibus Agreement").

Dcp Midstream Partners Lp – Fifteenth Amendment to Omnibus Agreement (July 9th, 2012)

This Fifteenth Amendment to Omnibus Agreement (this Amendment) is dated as of July 2, 2012 and entered into by and among DCP Midstream, LLC, a Delaware limited liability company (DCPM), DCP Midstream GP, LLC, a Delaware limited liability company (DCPM GP LLC), DCP Midstream GP, LP, a Delaware limited partnership (the General Partner), DCP Midstream Partners, LP, a Delaware limited partnership (the MLP), and DCP Midstream Operating, LP (the OLP). The above-named entities are sometimes referred to in this Amendment each as a Party and collectively as the Parties.

Access Midstream Partners L.P. – Amendment to Omnibus Agreement (June 20th, 2012)

This Amendment is entered into as of June 15, 2012 (this Amendment) by and among Chesapeake Midstream Holdings, L.L.C., a Delaware limited liability company (Chesapeake Holdings), Chesapeake Midstream Ventures, L.L.C., a Delaware limited liability company (Midstream Ventures), and Chesapeake Midstream Partners, L.P., a Delaware limited partnership (the Partnership), and amends that certain Omnibus Agreement, dated as of August 3, 2010, by and among Chesapeake Holdings, Midstream Ventures and the Partnership (as amended, the Omnibus Agreement). The above named entities are sometimes referred to in this Agreement each as a Party and collectively as the Parties. Unless the context otherwise requires, capitalized terms used but not defined herein shall have the respective meanings ascribed to them in the Omnibus Agreement.

Dcp Midstream Partners Lp – Fourteenth Amendment to Omnibus Agreement (April 5th, 2012)

This Fourteenth Amendment to Omnibus Agreement (this Amendment) is dated as of March 30, 2012 and entered into by and among DCP Midstream, LLC, a Delaware limited liability company (DCPM), DCP Midstream GP, LLC, a Delaware limited liability company (DCPM GP LLC), DCP Midstream GP, LP, a Delaware limited partnership (the General Partner), DCP Midstream Partners, LP, a Delaware limited partnership (the MLP), and DCP Midstream Operating, LP (the OLP). The above-named entities are sometimes referred to in this Amendment each as a Party and collectively as the Parties.

Dcp Midstream Partners Lp – Thirteenth Amendment to Omnibus Agreement (January 9th, 2012)

This Thirteenth Amendment to Omnibus Agreement (this Amendment) is dated as of January 3, 2012 and entered into by and among DCP Midstream, LLC, a Delaware limited liability company (DCPM), DCP Midstream GP, LLC, a Delaware limited liability company (DCPM GP LLC), DCP Midstream GP, LP, a Delaware limited partnership (the General Partner), DCP Midstream Partners, LP, a Delaware limited partnership (the MLP), and DCP Midstream Operating, LP (the OLP). The above-named entities are sometimes referred to in this Amendment each as a Party and collectively as the Parties.

American Energy Development Corp. – First Amendment to Omnibus Agreement (September 22nd, 2011)

THIS FIRST AMENDMENT TO OMNIBUS AGREEMENT (this "Amendment") is made effective as of September 20, 2011 (the "Effective Date"), by and between RANGE MICHIGAN LLC, a Wyoming limited liability company with a mailing address of P.O. Box 726, 504 Fremont, Thermopolis, WY 82443-2913 ("Range"), and AMERICAN ENERGY DEVELOPMENT CORP. (F/K/A LJM ENERGY CORP.), a Nevada corporation with a mailing address of 9190 Double Diamond Parkway, Reno NV 89521 ("AED").

Seaspan Corporation – Amendment to Omnibus Agreement (March 14th, 2011)

This AMENDMENT TO OMNIBUS AGREEMENT (this Amendment) dated as of March 14, 2011, is entered into among SEASPAN CORPORATION, a Marshall Islands corporation (the Company), SEASPAN MANAGEMENT SERVICES LIMITED, a Bermuda corporation, SEASPAN SHIP MANAGEMENT LTD., a British Columbia company, SEASPAN ADVISORY SERVICES LIMITED, a Bermuda company, NORSK PACIFIC STEAMSHIP COMPANY LIMITED, a Bahamas corporation, and SEASPAN MARINE CORPORATION (formerly known as SEASPAN INTERNATIONAL LTD.), a British Columbia corporation (collectively, the Parties).

Dcp Midstream Partners Lp – Twelfth Amendment to Omnibus Agreement (March 1st, 2011)

This Twelfth Amendment to Omnibus Agreement (this Amendment) is dated as of January 1, 2011 and entered into by and among DCP Midstream, LLC, a Delaware limited liability company (DCPM), DCP Midstream GP, LLC, a Delaware limited liability company (DCPM GP LLC), DCP Midstream GP, LP, a Delaware limited partnership (the General Partner), DCP Midstream Partners, LP, a Delaware limited partnership (the MLP), and DCP Midstream Operating, LP (the OLP). The above-named entities are sometimes referred to in this Amendment each as a Party and collectively as the Parties.

Spectra Energy Partners, LP – First Amendment to Omnibus Agreement (February 28th, 2011)

THIS FIRST AMENDMENT TO OMNIBUS AGREEMENT (First Amendment) is entered into on, and effective as of April 4, 2008 at 12:30 a.m. (Houston, TX time), and is by and among Spectra Energy Corp, a Delaware corporation (Spectra), Spectra Energy Partners GP, LLC, a Delaware limited liability company (GP LLC), Spectra Energy Partners (DE) GP, LP, a Delaware limited partnership (the General Partner) and Spectra Energy Partners, LP, a Delaware limited partnership (the Partnership). The above-named entities are sometimes referred to in this First Amendment each as a Party and collectively as the Parties.

Stonemor Partners L.P. – Amendment No. 1 to Omnibus Agreement (January 28th, 2011)

This AMENDMENT NO. 1 TO OMNIBUS AGREEMENT (this Amendment) is entered into on, and effective as of, January 24, 2011 by and among MDC IV Trust U/T/A November 30, 2010 (MDC IV Trust), MDC IV Associates Trust U/T/A November 30, 2010 (MDC IV Associates Trust), Delta Trust U/T/A November 30, 2010 (Delta Fund Trust, and collectively with MDC IV Trust and MDC IV Associates Trust, the Liquidating Trusts), successors respectively to (i) McCown De Leeuw & Co. IV, L.P., a California limited partnership (MDC Fund IV), McCown De Leeuw IV Associates, L.P., a California limited partnership (MDC Fund IV Associates), and Delta Fund LLC, a California limited liability company (collectively with MDC Fund IV and MDC Fund IV Associates, the MDC Funds) and (ii) MDC Management Company IV, LLC, a California limited liability company (MDCMC), Cornerstone Family Services LLC, a Delaware limited liability company (CFS LLC), CFSI LLC, a Delaware limited liability company (CFSI LLC), StoneMor Partners L.P., a Del

Spectra Energy Partners, LP – Amendment No. 1 to Omnibus Agreement (June 4th, 2010)

This Amendment No. 1, dated as of June 1, 2010 (this Amendment), to the Omnibus Agreement entered into and effective as of July 2, 2007 (the Original Agreement), is entered into by and among Spectra Energy Corp, a Delaware corporation (Spectra), Spectra Energy Partners GP, LLC, a Delaware limited liability company (GP LLC), Spectra Energy Partners (DE) GP, LP, a Delaware limited partnership (the General Partner) and Spectra Energy Partners, LP, a Delaware limited partnership (the Partnership). The above-named entities are sometimes referred to in this Agreement each as a Party and collectively as the Parties.

Dcp Midstream Partners Lp – Tenth Amendment to Omnibus Agreement (March 11th, 2010)

This Tenth Amendment to Omnibus Agreement (this Amendment) is dated as of December 3, 2009 and entered into by and among DCP Midstream, LLC, a Delaware limited liability company (DCPM), DCP Midstream GP, LLC, a Delaware limited liability company (DCPM GP LLC), DCP Midstream GP, LP, a Delaware limited partnership (the General Partner), DCP Midstream Partners, LP, a Delaware limited partnership (the MLP), and DCP Midstream Operating, LP (the OLP). The above-named entities are sometimes referred to in this Amendment each as a Party and collectively as the Parties.

Martin Midstream Partners L.P. – Amendment No. 1 to Omnibus Agreement (December 1st, 2009)

This AMENDMENT NO. 1 TO THE OMNIBUS AGREEMENT (this Amendment) is hereby adopted effective as of November 25, 2009 by Martin Resource Management Corporation, a Texas corporation (MRMC), Martin Midstream GP LLC, a Delaware limited liability company (the General Partner), Martin Midstream Partners L.P., a Delaware limited partnership (the Partnership) and Martin Operating Partnership L.P. (the Operating Partnership). Capitalized terms used but not defined herein are used as defined in the Omnibus Agreement, dated as of November 1, 2002, by and among MRMC, the General Partner, the Partnership and the Operating Partnership (the Omnibus Agreement).

Navios Maritime Partners Lp – Amendment to Omnibus Agreement (July 14th, 2009)

This AMENDMENT TO OMNIBUS AGREEMENT (this "Amendment"), dated as of June 29, 2009, is made by and among Navios Maritime Holdings Inc., a Marshall Islands corporation ("Navios Maritime"), Navios GP L.L.C., a Marshall Islands limited liability company (the "General Partner"), Navios Maritime Operating L.L.C., a Marshall Islands limited liability company (the "OLLC"), and Navios Maritime Partners L.P., a Marshall Islands limited partnership (the "MLP", and together with Navios Maritime, the General Partner and the OLLC, the "Parties") and amends the Omnibus Agreement (the "Agreement") entered into among the Parties on November 16, 2007. Capitalized terms used and not otherwise defined in this Amendment shall have the meanings given them in the Agreement.

Navios Maritime Holdings Inc – Amendment to Omnibus Agreement (July 7th, 2009)

This AMENDMENT TO OMNIBUS AGREEMENT (this Amendment), dated as of June 29, 2009, is made by and among Navios Maritime Holdings Inc., a Marshall Islands corporation (Navios Maritime), Navios GP L.L.C., a Marshall Islands limited liability company (the General Partner), Navios Maritime Operating L.L.C., a Marshall Islands limited liability company (the OLLC), and Navios Maritime Partners L.P., a Marshall Islands limited partnership (the MLP, and together with Navios Maritime, the General Partner and the OLLC, the Parties) and amends the Omnibus Agreement (the Agreement) entered into among the Parties on November 16, 2007. Capitalized terms used and not otherwise defined in this Amendment shall have the meanings given them in the Agreement.

Williams Partners Lp – Amendment No. 1 to Omnibus Agreement (April 20th, 2009)

THIS AMENDMENT NO. 1, dated April 16, 2009 (this Amendment) to the Omnibus Agreement, entered into on, and effective as of, the Closing Date (the Omnibus Agreement), is entered into and effective January 1, 2009 among Williams Energy Services, LLC, a Delaware limited liability company, Williams Energy, L.L.C., a Delaware limited liability company, Williams Discovery Pipeline LLC, a Delaware limited liability company, Williams Partners Holdings LLC, a Delaware limited liability company, Williams Partners GP LLC, a Delaware limited liability company (including any permitted successors and assigns under the MLP Agreement), (the General Partner), for itself and on behalf of the MLP in its capacity as general partner, Williams Partners L.P., a Delaware limited partnership (the MLP), Williams Partners Operating LLC, a Delaware limited liability company, and, for purposes of Articles V and VI of the Omnibus Agreement only, The Williams Companies, Inc., a Delaware corporation. The above-named

Western Gas Partners Lp – Amendment No. 1 to Omnibus Agreement (December 24th, 2008)

This AMENDMENT NO. 1 TO OMNIBUS AGREEMENT (this Amendment), dated as of December 19, 2008 is by and among Western Gas Partners, LP, a Delaware limited partnership (the Partnership), Western Gas Holdings, LLC, a Delaware limited liability company (the General Partner), and Anadarko Petroleum Corporation, a Delaware corporation (Anadarko and, together with the Partnership and the General Partner, the Parties and each, a Party).

Dcp Midstream Partners Lp – Seventh Amendment to Omnibus Agreement (October 7th, 2008)
Dcp Midstream Partners Lp – Sixth Amendment to Omnibus Agreement (September 5th, 2007)

EACH OF THE UNDERSIGNED, intending to be legally bound, has caused this Amendment to be duly executed and delivered to be effective as of August 29, 2007, regardless of the actual date of execution of this Amendment.

Dcp Midstream Partners Lp – Fifth Amendment to Omnibus Agreement (August 9th, 2007)

This Fifth Amendment to Omnibus Agreement (this Amendment) is dated as of August 7, 2007 and entered into by and among DCP Midstream, LLC, a Delaware limited liability Company (DCPM), DCP Midstream GP, LLC, a Delaware limited liability company (DCPM GP LLC), DCP Midstream GP, LP, a Delaware limited partnership (the General Partner), DCP Midstream Partners, LP, a Delaware limited partnership (the MLP), and DCP Midstream Operating, LP (the OLP). The above-named entities are sometimes referred to in this Amendment each as a Party and collectively as the Parties.

Archrock Partners, L.P. – First Amendment to Omnibus Agreement (July 11th, 2007)

This First Amendment to Omnibus Agreement (this Amendment) is entered into on, and effective as of, July 9, 2007, and is by and among Universal Compression Holdings, Inc., a Delaware corporation (UCH), Universal Compression, Inc., a Texas corporation (UCI), UCO GP, LLC, a Delaware limited liability company (UCO LLC), UCO General Partner, L.P., a Delaware limited partnership (the General Partner), Universal Compression Partners, L.P., a Delaware limited partnership (the Partnership) and UCLP Operating LLC, a Delaware limited liability company (formerly UC Operating Partnership, L.P., a Delaware limited partnership) (the Operating Company). The above-named entities are sometimes referred to in this Agreement each as a Party and collectively as the Parties.

Universal Compression Holdings – First Amendment to Omnibus Agreement (July 11th, 2007)

This First Amendment to Omnibus Agreement (this Amendment) is entered into on, and effective as of, July 9, 2007, and is by and among Universal Compression Holdings, Inc., a Delaware corporation (UCH), Universal Compression, Inc., a Texas corporation (UCI), UCO GP, LLC, a Delaware limited liability company (UCO LLC), UCO General Partner, L.P., a Delaware limited partnership (the General Partner), Universal Compression Partners, L.P., a Delaware limited partnership (the Partnership) and UCLP Operating LLC, a Delaware limited liability company (formerly UC Operating Partnership, L.P., a Delaware limited partnership) (the Operating Company). The above-named entities are sometimes referred to in this Agreement each as a Party and collectively as the Parties.