Baker Botts Sample Contracts

Contract (February 22nd, 2019)
Liberty Latin America Ltd. – Contract (February 21st, 2019)
Hi-Crush Partners LP – Separation Agreement and Release (February 20th, 2019)

THIS SEPARATION AGREEMENT AND RELEASE (the "Agreement") is effective as of December 12, 2018 (the "Effective Date"), by and between Hi-Crush Services LLC, a Delaware limited liability company (the "Company"), Hi-Crush Partners LP, a Delaware limited partnership (the "Partnership"), Hi-Crush Proppants LLC, a Delaware limited liability company ("Proppants" and, together with the Partnership and the Company, the "Hi-Crush Entities") and Scott J. Preston ("Executive").

Kimbell Royalty Partners, LP – SECURITIES PURCHASE AGREEMENT by and Among PEP I HOLDINGS, LLC, (February 12th, 2019)

This SECURITIES PURCHASE AGREEMENT (this Agreement), is dated as of February 6, 2019 (Execution Date), by and among PEP I Holdings, LLC, a Delaware limited liability company (Phillips I Seller), PEP II Holdings, LLC, a Delaware limited liability company (Phillips II Seller) and PEP III Holdings, LLC, a Delaware limited liability company (Phillips III Seller and together with Phillips I Seller and Phillips II Seller, each a Seller and collectively, the Sellers), Kimbell Royalty Partners, LP, a Delaware limited partnership (KRP), and Kimbell Royalty Operating, LLC, a Delaware limited liability company (Opco and together with KRP, each a Purchaser and collectively, the Purchasers). Each Seller and each Purchaser are sometimes referred to individually as a Party and collectively as the Parties.

TERM LOAN AGREEMENT Dated as of February 1, 2019 Among (February 8th, 2019)

TERM LOAN AGREEMENT (this "Agreement") dated as of February 1, 2019 among CLECO CORPORATE HOLDINGS LLC, a Louisiana limited liability company ("Borrower"), the LENDERS from time to time party hereto and MIZUHO BANK, LTD., as Administrative Agent.

BRIDGE LOAN AGREEMENT Dated as of February 1, 2019 Among (February 8th, 2019)

BRIDGE LOAN AGREEMENT (this "Agreement") dated as of February 1, 2019 among CLECO CORPORATE HOLDINGS LLC, a Louisiana limited liability company ("Borrower"), the LENDERS from time to time party hereto and MIZUHO BANK, LTD., as Administrative Agent.

Support Agreement (February 5th, 2019)
Suncoke Energy Partners L.P. – AGREEMENT AND PLAN OF MERGER Dated as of February 4, 2019 by and Among SUNCOKE ENERGY, INC., SC ENERGY ACQUISITION LLC, SUNCOKE ENERGY PARTNERS, L.P., and SUNCOKE ENERGY PARTNERS GP LLC (February 5th, 2019)
AGREEMENT AND PLAN OF MERGER Dated as of February 4, 2019 by and Among SUNCOKE ENERGY, INC., SC ENERGY ACQUISITION LLC, SUNCOKE ENERGY PARTNERS, L.P., and SUNCOKE ENERGY PARTNERS GP LLC (February 5th, 2019)
Suncoke Energy Partners L.P. – Support Agreement (February 5th, 2019)
Suncoke Energy Partners L.P. – Contract (February 5th, 2019)
Suncoke Energy Partners L.P. – Contract (February 5th, 2019)
WildHorse Resource Development Corp – Sixth Amendment to Credit Agreement (February 1st, 2019)

This Sixth Amendment to Credit Agreement (this "Sixth Amendment"), dated as of February 1, 2019 (the "Sixth Amendment Effective Date"), is among Brazos Valley Longhorn, L.L.C., a Delaware limited liability company ("WildHorse LLC") and successor by merger to WildHorse Resource Development Corporation, a Delaware corporation ("WildHorse Corp."); each of the Guarantors party hereto (the "Guarantors" and collectively with the Borrower, the "Loan Parties"); each of the Lenders party hereto; and Wells Fargo Bank, National Association, as administrative agent for the Lenders (in such capacity, together with its successors in such capacity, the "Administrative Agent").

Contract (February 1st, 2019)
Contract (January 30th, 2019)
EnLink Midstream, LLC – AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT by and Among ENLINK MIDSTREAM, LLC and ENFIELD HOLDINGS, L.P. (January 29th, 2019)

THIS AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (this Agreement) is made and entered into as of January 25, 2019, by and between ENLINK MIDSTREAM, LLC, a Delaware limited liability company (the Company), and ENFIELD HOLDINGS, L.P., a Delaware limited partnership (the Purchaser).

EnLink Midstream, LLC – Contract (January 25th, 2019)
Hines Global REIT, Inc. – Agreement of Sale and Purchase Between (January 23rd, 2019)

THIS AGREEMENT OF SALE AND PURCHASE (this "Agreement") is entered into and effective for all purposes as of January 18, 2019 (the "Effective Date"), by and between HINES GLOBAL REIT 550 TERRY FRANCOIS LP, a Delaware limited partnership ("Seller"), and MB 550 TFB, Inc , a California corporation ("Purchaser").

INVESTMENT AGREEMENT by and Between ZIX CORPORATION And (January 17th, 2019)
Armstrong Flooring, Inc. – Intellectual Property Agreement (January 7th, 2019)
Hines Global REIT, Inc. – Agreement of Sale and Purchase Between (December 31st, 2018)

THIS AGREEMENT OF SALE AND PURCHASE (this "Agreement") is entered into and effective for all purposes as of November 15, 2018 (the "Effective Date"), by and between HINES GLOBAL REIT 550 TERRY FRANCOIS LP, a Delaware limited partnership ("Seller"), and THE SOBRATO ORGANIZATION, LLC, a California limited liability company ("Purchaser").

Equitrans Midstream Corp – U.S. $600,000,000 CREDIT AGREEMENT Dated as of December 31, 2018 Among EQUITRANS MIDSTREAM CORPORATION, as Borrower, THE LENDERS PARTY HERETO, and GOLDMAN SACHS BANK USA, as Administrative Agent, PNC BANK, NATIONAL ASSOCIATION, as Collateral Agent GOLDMAN SACHS BANK USA, BARCLAYS BANK PLC, CITIGROUP GLOBAL MARKETS, INC., and GUGGENHEIM SECURITIES, LLC, as Joint Lead Arrangers and Joint Bookrunners (December 31st, 2018)

CREDIT AGREEMENT dated as of December 31, 2018 (this Agreement), among EQUITRANS MIDSTREAM CORPORATION, a corporation organized under the laws of Pennsylvania (the Borrower), the LENDERS party hereto from time to time, and GOLDMAN SACHS BANK USA, as administrative agent (in such capacity, together with any successor administrative agent appointed pursuant to the provisions of Article VIII, the Administrative Agent), and PNC BANK, NATIONAL ASSOCIATION, as collateral agent (in such capacity, together with any successor collateral agent appointed pursuant to the provisions of Article VIII, the Collateral Agent).

Kimbell Royalty Partners, LP – Registration Rights Agreement (December 28th, 2018)

This REGISTRATION RIGHTS AGREEMENT, dated as of December 20, 2018 (this Agreement), is by and among Kimbell Royalty Partners, LP, a Delaware limited partnership (the Partnership), Rivercrest Capital Partners LP, a Delaware limited partnership (Rivercrest Capital), Kimbell Art Foundation, a Texas non-profit corporation (the Foundation), Cupola Royalty Direct, LLC, a Delaware limited liability company (Cupola), and Rivercrest Royalties Holdings II, LLC, a Delaware limited liability company (Rivercrest II and, together with Rivercrest Capital, the Foundation and Cupola, the Sellers).

Helmerich & Payne, Inc. – Contract (December 20th, 2018)
Hines Global Reit II, Inc. – Contract (December 20th, 2018)
Crosstex Energy, L.P. – Term Loan Agreement Dated as of December 11, 2018 Among Enlink Midstream Partners, Lp as the Borrower, Bank of America, N.A., as Administrative Agent and the Other Lenders Party Hereto Merrill Lynch, Pierce, Fenner & Smith Incorporated, Bmo Capital Markets Corp., Rbc Capital Markets, Citibank, N.A., and Wells Fargo Securities, Llc as Joint Lead Arrangers Bank of Montreal, and Royal Bank of Canada as Co-Syndication Agents Citibank, N.A., and Wells Fargo Bank, National Association as Co-Documentation Agents (December 12th, 2018)

This TERM LOAN AGREEMENT (Agreement) is entered into as of December 11, 2018, among ENLINK MIDSTREAM PARTNERS, LP a Delaware limited partnership (together with its successors and assigns, ENLK), each lender from time to time party hereto (collectively, the Lenders and individually, a Lender), BANK OF AMERICA, N.A., as Administrative Agent, BANK OF MONTREAL, and ROYAL BANK OF CANADA, as Co-Syndication Agents, and CITIBANK, N.A. and WELLS FARGO BANK, NATIONAL ASSOCIATION, as Co-Documentation Agents.

EnLink Midstream, LLC – Revolving Credit Agreement Dated as of December 11, 2018 Among Enlink Midstream, Llc, as the Borrower, Bank of America, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer, and the Other Lenders Party Hereto Merrill Lynch, Pierce, Fenner & Smith Incorporated, Bmo Capital Markets Corp., Rbc Capital Markets, Citibank, N.A., and Wells Fargo Securities, Llc as Joint Lead Arrangers Bank of Montreal, and Royal Bank of Canada as Co-Syndication Agents Citibank, N.A., and Wells Fargo Bank, National Association as Co- Documentation Agents (December 12th, 2018)

This REVOLVING CREDIT AGREEMENT (Agreement) is entered into as of December 11, 2018, among ENLINK MIDSTREAM, LLC, a Delaware limited liability company (the Borrower), each lender from time to time party hereto (collectively, the Lenders and individually, a Lender), BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer, BANK OF MONTREAL, and ROYAL BANK OF CANADA, as Co-Syndication Agents, and CITIBANK, N.A. and WELLS FARGO BANK, NATIONAL ASSOCIATION, as Co-Documentation Agents.

EnLink Midstream, LLC – Contract (December 12th, 2018)
Registration Rights Agreement by and Among McDermott International, Inc. And the Purchasers Party Hereto (November 29th, 2018)
McDermott INTERNATIONAL, INC. (As Issuer) and Computershare Inc. And Computershare Trust Company, N.A. (As Warrant Agent) Warrant Agreement Dated as of November 29, 2018 Warrants Exercisable for Shares of Common Stock (November 29th, 2018)
SECURITIES PURCHASE AGREEMENT Among BRISTOW GROUP INC. And THE PURCHASERS PARTY HERETO (7.0% Convertible Senior Secured Notes Due 2024) (November 28th, 2018)
Kimbell Royalty Partners, LP – PURCHASE AND SALE AGREEMENT Among RIVERCREST CAPITAL PARTNERS LP, KIMBELL ART FOUNDATION, RIVERCREST ROYALTIES HOLDINGS II, LLC, CUPOLA ROYALTY DIRECT, LLC, KIMBELL ROYALTY PARTNERS, LP and KIMBELL ROYALTY OPERATING, LLC Dated as of November 20, 2018 (November 23rd, 2018)

THIS PURCHASE AND SALE AGREEMENT (this Agreement), dated as of November 20, 2018 (the Execution Date), is among Rivercrest Capital Partners LP, a Delaware limited partnership (Rivercrest Capital), Kimbell Art Foundation, a Texas non-profit corporation (the Foundation), Cupola Royalty Direct, LLC, a Delaware limited liability company (Cupola and, together with Rivercrest Capital and the Foundation, the Asset Sellers), Rivercrest Royalties Holdings II, LLC, a Delaware limited liability company (Equity Seller and, together with the Asset Sellers, Sellers), Kimbell Royalty Partners, LP, a Delaware limited partnership (Buyer), and Kimbell Royalty Operating, LLC, a Delaware limited liability company (Opco and, together with Buyer, Buyer Parties). Sellers and Buyer Parties are sometimes referred to herein individually as a Party and collectively as the Parties.

Helmerich & Payne, Inc. – Contract (November 16th, 2018)
Armstrong Flooring, Inc. – Stock Purchase Agreement by and Between Armstrong Flooring, Inc. And Tarzan Holdco, Inc. Dated as of November 14, 2018 (November 15th, 2018)
Hines Global Reit II, Inc. – PURCHASE AND SALE AGREEMENT Venue Museum District Apartments and Vacant Land (November 14th, 2018)

This PURCHASE AND SALE AGREEMENT (this "Agreement") is made and entered into as of August ____, 2018 (the "Effective Date") by and between GRAYCO LUI MUSEUM INVESTMENT 2006 LP, a Texas limited partnership (the "Apartment Seller") and GRAYCO LUI MUSEUM INVESTMENT II LP, a Texas limited partnership (the "Vacant Land Seller" and, together with the Apartment Seller, the "Seller"), and HGIT 5353 Fannin LP, a Texas limited partnership ("Apartment Purchaser"), and HGIT 5353 Fannin Lot Parcel, Inc., a Delaware corporation ("Vacant Land Purchaser"; and collectively with Apartment Purchaser, "Purchaser").