FIRST AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF DOMINION MIDSTREAM PARTNERS, LPDominion Midstream Partners, LP • October 20th, 2014 • Natural gas transmission • Delaware
THIS FIRST AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF DOMINION MIDSTREAM PARTNERS, LP, dated as of October 20, 2014, is entered into by and between Dominion Midstream GP, LLC, a Delaware limited liability company, as the General Partner, and Dominion MLP Holding Company, LLC, a Delaware limited liability company, as the Organizational Limited Partner, together with any other Persons who become Partners in the Partnership or parties hereto as provided herein. In consideration of the covenants, conditions and agreements contained herein, the parties hereto hereby agree as follows:
DOMINION MIDSTREAM PARTNERS, LP 13,500,000 Common Units Representing Limited Partner Interests UNDERWRITING AGREEMENTUnderwriting Agreement • November 2nd, 2016 • Dominion Midstream Partners, LP • Natural gas transmission • New York
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • August 6th, 2015 • Dominion Midstream Partners, LP • Natural gas transmission • Delaware
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made and entered into as of April 1, 2015, by and between Dominion Midstream Partners, LP, a Delaware limited partnership (the “Partnership”), and Dominion MLP Holding Company II, Inc., a Virginia corporation (“MLP Holdco”).
DOMINION MIDSTREAM PARTNERS, LP 17,500,000 Common Units Representing Limited Partner Interests UNDERWRITING AGREEMENTUnderwriting Agreement • October 17th, 2014 • Dominion Midstream Partners, LP • Natural gas transmission • New York
RIGHT OF FIRST OFFER AGREEMENTRight of First Offer Agreement • October 20th, 2014 • Dominion Midstream Partners, LP • Natural gas transmission
This RIGHT OF FIRST OFFER AGREEMENT (this “Agreement”) is entered into effective as of October 20, 2014 (the “Effective Date”) by and among Dominion Midstream Partners, LP, a Delaware limited partnership (the “Partnership”), Dominion Midstream GP, LLC, a Delaware limited liability company and the general partner of the Partnership (the “General Partner”), Cove Point GP Holding Company, LLC, a Delaware limited liability company (“Cove Point Holdings”), and Dominion Resources, Inc., a Virginia corporation (the “Sponsor”). The above-named entities are sometimes referred to in this Agreement each as a “Party” and collectively as the “Parties.”
REVOLVING CREDIT AGREEMENT among DOMINION ENERGY MIDSTREAM PARTNERS, LP, as Borrower, The Several Lenders from Time to Time Parties Hereto, JPMORGAN CHASE BANK, N.A., as Administrative Agent, MIZUHO BANK, LTD., BANK OF AMERICA, N.A., THE BANK OF NOVA...Revolving Credit Agreement • March 26th, 2018 • Dominion Energy Midstream Partners, LP • Natural gas transmission • New York
REVOLVING CREDIT AGREEMENT (this “Credit Agreement”), dated as of March 20, 2018 among DOMINION ENERGY MIDSTREAM PARTNERS, LP, a Delaware limited partnership, (the “Borrower”), the several banks and other financial institutions from time to time parties to this Credit Agreement (each a “Lender” and, collectively, the “Lenders”), JPMORGAN CHASE BANK, N.A., a national banking association, as administrative agent for the Lenders hereunder (in such capacity, the “Administrative Agent”), and Mizuho Bank, Ltd., Bank of America, N.A., The Bank of Nova Scotia and Wells Fargo Bank, N.A., as Syndication Agents.
CONTRIBUTION AGREEMENT dated as of August 14, 2015 By and Among NJNR PIPELINE COMPANY, as Contributor, and DOMINION MIDSTREAM PARTNERS, LP, and IROQUOIS GP HOLDING COMPANY, LLC, as Acquirer PartiesContribution Agreement • August 17th, 2015 • Dominion Midstream Partners, LP • Natural gas transmission • New York
This Contribution Agreement (this “Agreement”), dated as of August 14, 2015 (the “Effective Date”), is made by and among NJNR PIPELINE COMPANY, a New Jersey corporation (“Contributor”), and DOMINION MIDSTREAM PARTNERS, LP, a Delaware limited partnership (“DM”), and IROQUOIS GP HOLDING COMPANY, LLC, a Delaware limited liability company and wholly owned subsidiary of DM (“DM Sub”).
CONTRIBUTION AGREEMENT by and among DOMINION MIDSTREAM PARTNERS, LP COVE POINT GP HOLDING COMPANY, LLC DOMINION MLP HOLDING COMPANY, LLC DOMINION COVE POINT LNG, LP DOMINION COVE POINT, INC. DOMINION GAS PROJECTS COMPANY, LLC and DOMINION MIDSTREAM...Contribution Agreement • October 17th, 2014 • Dominion Midstream Partners, LP • Natural gas transmission • Delaware
This Contribution Agreement, dated as of October 10, 2014 (this “Agreement”), is by and among Dominion Midstream Partners, LP, a Delaware limited partnership (the “Partnership”), Dominion Midstream GP, LLC, a Delaware limited liability company and the general partner of the Partnership (the “General Partner”), Cove Point GP Holding Company, LLC, a Delaware limited liability company (“CP Holdings”), Dominion MLP Holding Company, LLC, a Delaware limited liability company (“MLP HoldCo”), Dominion Cove Point LNG, LP, a Delaware limited partnership (“Cove Point”), Dominion Cove Point, Inc., a Virginia corporation (“DCPI”) and Dominion Gas Projects Company, LLC, a Delaware limited liability company (“DGPC”). The above-named entities are sometimes referred to in this Agreement individually as a “Party” and collectively as the “Parties.” Capitalized terms used herein shall have the meanings assigned to such terms in Article I.
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • September 29th, 2015 • Dominion Midstream Partners, LP • Natural gas transmission • Delaware
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made and entered into as of September 29, 2015, by and between Dominion Midstream Partners, LP, a Delaware limited partnership (the “Partnership”), and North East Transmission Co., Inc., a Delaware corporation (“NETCO”), and National Grid IGTS Corp., a New York corporation (“IGTS” and, together with NETCO, the “Contributor Parties”).
DRS Services AgreementDRS Services Agreement • October 20th, 2014 • Dominion Midstream Partners, LP • Natural gas transmission • Virginia
This DRS Services Agreement (this “Agreement”) is entered into as of October 20, 2014, by and between DOMINION MIDSTREAM GP, LLC, a Delaware limited liability company (the “Company”), and DOMINION RESOURCES SERVICES, INC., a Virginia corporation (“DRS”). DRS is sometimes referred to herein as “Service Company.”
Dominion Midstream Partners, LP Common Units Representing Limited Partner Interests Having an Aggregate Offering Price of up to $150,000,000 Equity Distribution AgreementTerms Agreement • July 11th, 2016 • Dominion Midstream Partners, LP • Natural gas transmission • New York
Dominion Midstream Partners, LP, a Delaware limited partnership (the “Partnership”), confirms its agreement (this “Agreement”) with RBC Capital Markets, LLC, Barclays Capital Inc., J.P. Morgan Securities LLC, Mizuho Securities USA Inc., Merrill Lynch, Pierce, Fenner & Smith Incorporated, BNP Paribas Securities Corp., Citigroup Global Markets Inc., Scotia Capital (USA) Inc. and UBS Securities LLC (each a “Manager” and collectively, the “Managers”) as follows:
AGREEMENT AND PLAN OF MERGER DATED AS OF NOVEMBER 26, 2018 BY AND AMONG DOMINION ENERGY, INC., TREDEGAR STREET MERGER SUB, LLC, DOMINION ENERGY MIDSTREAM PARTNERS, LP, AND DOMINION ENERGY MIDSTREAM GP, LLCAgreement and Plan of Merger • November 27th, 2018 • Dominion Energy Midstream Partners, LP • Natural gas transmission • Delaware
THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”) dated as of November 26, 2018 (the “Execution Date”), is entered into by and among Dominion Energy, Inc., a Virginia corporation (“Parent”), Tredegar Street Merger Sub, LLC, a Delaware limited liability company and an indirect, wholly owned subsidiary of Parent (“Merger Sub”), Dominion Energy Midstream Partners, LP, a Delaware limited partnership (“DM”), and Dominion Energy Midstream GP, LLC, a Delaware limited liability company and the general partner of DM (“DM General Partner”).
FOURTH AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF DOMINION COVE POINT LNG, LP Dated as of May 4, 2015Dominion Midstream Partners, LP • May 5th, 2015 • Natural gas transmission • Delaware
This Fourth Amended and Restated Agreement of Limited Partnership of Dominion Cove Point LNG, LP (the “Partnership”), dated as of May 4, 2015 (the “Effective Date”), is by and between Cove Point GP Holding Company, LLC, a Delaware limited liability company (“CP Holding”), Dominion Gas Projects Company, LLC, a Delaware limited liability company (“Dominion Gas Projects”), and Dominion Cove Point, Inc., a Delaware Corporation (“DCPI”).
DOMINION MIDSTREAM PARTNERS, LP and THE PURCHASERS NAMED ON SCHEDULE A HERETO REGISTRATION RIGHTS AGREEMENT Dated December 1, 2016Registration Rights Agreement • December 1st, 2016 • Dominion Midstream Partners, LP • Natural gas transmission • Delaware
This REGISTRATION RIGHTS AGREEMENT, dated as of December 1, 2016 (this “Agreement”), is entered into by and among DOMINION MIDSTREAM PARTNERS, LP, a Delaware limited partnership (the “Partnership”), and each of the Persons set forth on Schedule A hereto (the “Purchasers”).
INTER-COMPANY CREDIT AGREEMENT BY AND BETWEEN DOMINION RESOURCES, INC. AND DOMINION MIDSTREAM PARTNERS, LP Dated as of October 20, 2014Company Credit Agreement • October 20th, 2014 • Dominion Midstream Partners, LP • Natural gas transmission • Virginia
The Base Applicable Margin shall be determined and adjusted, as applicable, on the date of each Loan and on any other date determined by DRI. Dominion Midstream shall, upon request, provide DRI with a compliance certificate executed by an Authorized Officer evidencing the then applicable Base Applicable Margin. As of the Effective Date, the Base Applicable Margin is 1.250%.
TERMINAL EXPANSION AGREEMENT COVE POINT between DOMINION COVE POINT LNG, LP and STATOIL NATURAL GAS LLC dated as of September 1, 2006Confidential Terminal Expansion Agreement • August 15th, 2014 • Dominion Midstream Partners, LP • Natural gas transmission
THIS CONFIDENTIAL TERMINAL EXPANSION AGREEMENT (this “Agreement”) is made and entered into as of September 1, 2006, by and between the following parties:
SERIES A PREFERRED UNIT AND COMMON UNIT PURCHASE AGREEMENT among DOMINION MIDSTREAM PARTNERS, LP and THE PURCHASERS PARTY HERETO October 27, 2016Registration Rights Agreement • October 31st, 2016 • Dominion Midstream Partners, LP • Natural gas transmission • Delaware
THIS SECOND AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF DOMINION MIDSTREAM PARTNERS, LP, dated as of [●], 2016, is entered into by and among Dominion Midstream GP, LLC, a Delaware limited liability company, as the General Partner, together with any other Persons who are or become Partners in the Partnership or parties hereto as provided herein.
CONTRIBUTION, CONVEYANCE AND ASSUMPTION AGREEMENT dated as of October 28, 2016 By and Among DOMINION RESOURCES, INC., as Parent, QPC HOLDING COMPANY as Contributor, and DOMINION MIDSTREAM PARTNERS, LP, as AcquirerContribution, Conveyance and Assumption Agreement • October 31st, 2016 • Dominion Midstream Partners, LP • Natural gas transmission • Delaware
This Contribution, Conveyance and Assumption Agreement (this “Agreement”), dated as of October 28, 2016 (the “Effective Date”), is made by and among DOMINION RESOURCES, INC., a Virginia corporation (“Parent”), QPC HOLDING COMPANY, a Utah corporation (“Contributor”), and DOMINION MIDSTREAM PARTNERS, LP, a Delaware limited partnership (“Acquirer”).
TERM LOAN AGREEMENT among DOMINION MIDSTREAM PARTNERS, LP, as Borrower QPC HOLDING COMPANY, as Guarantor THE SEVERAL LENDERS FROM TIME TO TIME PARTIES HERETO, ROYAL BANK OF CANADA, as Administrative Agent and MIZUHO BANK, LTD., as Syndication Agent...Term Loan Agreement • October 31st, 2016 • Dominion Midstream Partners, LP • Natural gas transmission • New York
TERM LOAN AGREEMENT (this “Credit Agreement”), dated as of October 28, 2016, among DOMINION MIDSTREAM PARTNERS, LP, a Delaware limited partnership (the “Borrower”), QPC HOLDING COMPANY, a Utah corporation (the “Guarantor”), the Lenders (as defined below) from time to time parties to this Credit Agreement, ROYAL BANK OF CANADA (“RBC”), as administrative agent for the Lenders hereunder (in such capacity, the “Administrative Agent”), and MIZUHO BANK, LTD. (“Mizuho”), as syndication agent (in such capacity, the “Syndication Agent”).
AGREEMENT AND AMENDMENT TO THE TERMINAL EXPANSION AGREEMENTTerminal Expansion Agreement • August 15th, 2014 • Dominion Midstream Partners, LP • Natural gas transmission
THIS AGREEMENT AND AMENDMENT TO THE TERMINAL EXPANSION AGREEMENT (this “Agreement”) is made as of this 26th day of January 2011, by and between DOMINION COVE POINT LNG, LP, a Delaware limited partnership (“Operator”), and STATOIL NATURAL GAS LLC, a Delaware limited liability company (“Customer”). Operator and Customer are sometimes collectively referred to as the “Parties”.
AMENDMENT TO THE TERMINAL EXPANSION AGREEMENTTerminal Expansion Agreement • June 23rd, 2014 • Dominion Midstream Partners, LP • Natural gas transmission
THIS AMENDMENT TO THE TERMINAL EXPANSION AGREEMENT (this “Amendment”) is made as of this 14th day of December 2007, by and between DOMINION COVE POINT LNG, LP, a Delaware limited partnership (“Operator”), and STATOIL NATURAL GAS LLC, a Delaware limited liability company (“Customer”). Operator and Customer are sometimes collectively referred to as the “Parties”.
FOURTH AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF DOMINION ENERGY MIDSTREAM PARTNERS, LPAgreement • February 27th, 2018 • Dominion Energy Midstream Partners, LP • Natural gas transmission • Delaware
THIS FOURTH AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF DOMINION ENERGY MIDSTREAM PARTNERS, LP, dated as of February 27, 2018, is entered into by and among Dominion Energy Midstream GP, LLC, a Delaware limited liability company, as the General Partner, together with any other Persons who are or become Partners in the Partnership or parties hereto as provided herein.
FIRST AMENDMENTFirst Amendment • August 2nd, 2018 • Dominion Energy Midstream Partners, LP • Natural gas transmission • New York
FIRST AMENDMENT, dated as of August 1, 2018 (this “Amendment”), to the Revolving Credit Agreement, dated as of March 20, 2018 (the “Credit Agreement”), among DOMINION ENERGY MIDSTREAM PARTNERS, LP, a Delaware limited partnership (the “Borrower”), the several banks and other financial institutions from time to time parties thereto (the “Lenders”), JPMORGAN CHASE BANK, N.A., as administrative agent (the “Administrative Agent”) and the other agents party thereto.
GLOSSARY OF TERMSGlossary of Terms • September 29th, 2015 • Dominion Midstream Partners, LP • Natural gas transmission
ACKNOWLEDGEMENT AND AMENDMENT TO THE PRECEDENT AGREEMENT FOR FIRM LNG TANKER DISCHARGING SERVICE (EXPANSION PROJECT) AND TO THE TERMINAL EXPANSION AGREEMENT COVE POINTTerminal Expansion Agreement • June 23rd, 2014 • Dominion Midstream Partners, LP • Natural gas transmission
THIS ACKNOWLEDGEMENT AND AMENDMENT TO THE PRECEDENT AGREEMENT FOR FIRM LNG TANKER DISCHARGING SERVICE (EXPANSION PROJECT) AND TO THE TERMINAL EXPANSION AGREEMENT (this “Amendment”) is made as of this __ day of April 2009, by and between DOMINION COVE POINT LNG, LP, a Delaware limited partnership (“Operator”), and STATOIL NATURAL GAS LLC, a Delaware limited liability company (“Customer”). Operator and Customer are sometimes referred to herein individually as a “Party” and, collectively, as the “Parties”.
FIRST AMENDMENTFirst Amendment • August 2nd, 2018 • Dominion Energy Midstream Partners, LP • Natural gas transmission • New York
FIRST AMENDMENT, dated as of August 1, 2018 (this “Amendment”), to the Term Loan Agreement, dated as of October 28, 2016 (the “Agreement”), among DOMINION ENERGY MIDSTREAM PARTNERS, LP (formerly known as Dominion Midstream Partners, LP), a Delaware limited partnership (the “Borrower”), QPC HOLDING COMPANY, a Utah corporation (the “Guarantor”), the several banks and other financial institutions from time to time parties thereto (the “Lenders”), ROYAL BANK OF CANADA, as administrative agent (the “Administrative Agent”) and the other agents party thereto.
SECOND AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF DOMINION MIDSTREAM PARTNERS, LPDominion Midstream Partners, LP • December 1st, 2016 • Natural gas transmission • Delaware
THIS SECOND AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF DOMINION MIDSTREAM PARTNERS, LP, dated as of December 1, 2016, is entered into by and among Dominion Midstream GP, LLC, a Delaware limited liability company, as the General Partner, together with any other Persons who are or become Partners in the Partnership or parties hereto as provided herein.
AGREEMENT AND AMENDMENT TO THE TERMINAL EXPANSION AGREEMENTTerminal Expansion Agreement • June 23rd, 2014 • Dominion Midstream Partners, LP • Natural gas transmission
THIS AGREEMENT AND AMENDMENT TO THE TERMINAL EXPANSION AGREEMENT (this “Agreement”) is made as of this 26th day of January 2011, by and between DOMINION COVE POINT LNG, LP, a Delaware limited partnership (“Operator”), and STATOIL NATURAL GAS LLC, a Delaware limited liability company (“Customer”). Operator and Customer are sometimes collectively referred to as the “Parties”.
AMENDMENT TO COVE POINT BETWEEN DOMINION COVE POINT LNG, LP AND STATOIL NATURAL GAS LLC”Terminal Expansion Agreement • June 23rd, 2014 • Dominion Midstream Partners, LP • Natural gas transmission
THIS AMENDMENT to the certain “Terminal Expansion Agreement Cove Point Between Dominion Cove Point LNG, LP and Statoil Natural Gas LLC” (Terminal Expansion Agreement) is made and entered into the 22nd day of September, 2009. Dominion Cove Point LNG, LP (Operator) and Statoil Natural Gas LLC (Customer) may be referred to herein collectively as “the Parties” or individually as “Party”.
AGREEMENT AND AMENDMENT TO THE TERMINAL EXPANSION AGREEMENTAgreement • June 23rd, 2014 • Dominion Midstream Partners, LP • Natural gas transmission
THIS AGREEMENT AND AMENDMENT TO THE TERMINAL EXPANSION AGREEMENT (this “Agreement”) is made as of this day of April 2012, by and between DOMINION COVE POINT LNG, LP, a Delaware limited partnership (“Operator”), and STATOIL NATURAL GAS LLC, a Delaware limited liability company (“Customer”). Operator and Customer are sometimes collectively referred to as the “Parties”.
PURCHASE, SALE AND CONTRIBUTION AGREEMENT dated as of April 1, 2015 By and Among DOMINION RESOURCES, INC., as Parent, DOMINION MLP HOLDING COMPANY II, INC., as Seller, and DOMINION MIDSTREAM PARTNERS, LP, as BuyerPurchase, Sale and Contribution Agreement • April 1st, 2015 • Dominion Midstream Partners, LP • Natural gas transmission • Delaware
This Purchase, Sale and Contribution Agreement (this “Agreement”), dated as of April 1, 2015 (the “Effective Date”), is made by and among DOMINION RESOURCES, INC., a Virginia corporation (“Parent”), DOMINION MLP HOLDING COMPANY II, INC., a Virginia corporation (“Seller”), and DOMINION MIDSTREAM PARTNERS, LP, a Delaware limited partnership (“Buyer”).
INTER-COMPANY CREDIT AGREEMENT BY AND BETWEEN DOMINION RESOURCES, INC. AND DOMINION MIDSTREAM PARTNERS, LP Dated as of [ ], 2014Inter-Company Credit Agreement • June 23rd, 2014 • Dominion Midstream Partners, LP • Natural gas transmission • Virginia
The Base Applicable Margin shall be determined and adjusted, as applicable, on the date of each Loan and on any other date determined by DRI. Dominion Midstream shall, upon request, provide DRI with a compliance certificate executed by an Authorized Officer evidencing the then applicable Base Applicable Margin. As of the Effective Date, the Base Applicable Margin in 1.250%.
THIRD AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF DOMINION COVE POINT LNG, LP Dated as of October 20, 2014Existing Agreement • October 20th, 2014 • Dominion Midstream Partners, LP • Natural gas transmission • Delaware
This Third Amended and Restated Agreement of Limited Partnership of Dominion Cove Point LNG, LP (the “Partnership”), dated as of October 20, 2014 (the “Effective Date”), is by and between Cove Point GP Holding Company, LLC, a Delaware limited liability company (“CP Holding”), and Dominion Gas Projects Company, LLC, a Delaware limited liability company (“Dominion Gas Projects”).
CONTRIBUTION AGREEMENT by and among DOMINION MIDSTREAM PARTNERS, LP COVE POINT GP HOLDING COMPANY, LLC DOMINION MLP HOLDING COMPANY, LLC DOMINION COVE POINT LNG, LP DOMINION COVE POINT, INC. DOMINION GAS PROJECTS COMPANY, LLC and DOMINION MIDSTREAM...Contribution Agreement • June 23rd, 2014 • Dominion Midstream Partners, LP • Natural gas transmission • Delaware
This Contribution Agreement, dated as of [ ], 2014 (this “Agreement”), is by and among Dominion Midstream Partners, LP, a Delaware limited partnership (the “Partnership”), Dominion Midstream GP, LLC, a Delaware limited liability company and the general partner of the Partnership (the “General Partner”), Cove Point GP Holding Company, LLC, a Delaware limited liability company (“CP Holdings”), Dominion MLP Holding Company, LLC, a Delaware limited liability company (“MLP HoldCo”), Dominion Cove Point LNG, LP, a Delaware limited partnership (“Cove Point”), Dominion Cove Point, Inc., a Virginia corporation (“DCPI”) and Dominion Gas Projects Company, LLC, a Delaware limited liability company (“DGPC”). The above-named entities are sometimes referred to in this Agreement individually as a “Party” and collectively as the “Parties.” Capitalized terms used herein shall have the meanings assigned to such terms in Article I.
THIRD AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF DOMINION ENERGY MIDSTREAM PARTNERS, LPAgreement • May 16th, 2017 • Dominion Midstream Partners, LP • Natural gas transmission • Delaware
THIS THIRD AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF DOMINION ENERGY MIDSTREAM PARTNERS, LP, dated as of May 12, 2017, is entered into by and among Dominion Energy Midstream GP, LLC, a Delaware limited liability company, as the General Partner, together with any other Persons who are or become Partners in the Partnership or parties hereto as provided herein.
