Common use of ANNEXES, EXHIBITS AND SCHEDULES Clause in Contracts

ANNEXES, EXHIBITS AND SCHEDULES. ANNEX A Pricing Grid EXHIBIT A Form of Assignment and Assumption EXHIBIT B Form of Opinions of Xxxxxx & Xxxxxx LLP and Xxxxxx Xxxxxx LLP EXHIBIT C Revolving Loan Borrowing Request EXHIBIT D Letter of Credit Extension Request EXHIBIT E Form of Revolving Note EXHIBIT F Interest Election Request EXHIBIT G Prepayment Notice EXHIBIT H-1 Form of U.S. Tax Certificate (Foreign Lenders That Are Not Partnerships) EXHIBIT H-2 Form of U.S. Tax Certificate (Foreign Participants That Are Not Partnerships) EXHIBIT H-3 Form of U.S. Tax Certificate (Foreign Participants That Are Partnerships) EXHIBIT H-4 Form of U.S. Tax Certificate (Foreign Lenders That Are Partnerships) SCHEDULE 2.01 Lenders and Commitments SCHEDULE 4.01 Restricted Subsidiaries SCHEDULE 6.01(e) Existing Agreements REVOLVING CREDIT AGREEMENT, dated as of December 5, 2014 (this “Agreement”), among COLUMBIA PIPELINE PARTNERS LP, a Delaware limited partnership, as Borrower (the “Borrower”), NISOURCE INC., a Delaware corporation (“NiSource”), COLUMBIA PIPELINE GROUP, INC., a Delaware corporation (“CPG”), CPG OPCO LP, a Delaware limited partnership (“OpCo”), COLUMBIA ENERGY GROUP, a Delaware corporation (“Columbia”), CPG OPCO GP LLC, a Delaware limited liability company, each as a Guarantor (collectively the “Guarantors”), the Lead Arrangers and other Lenders from time to time party hereto, the Co-Documentation Agents party hereto, THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., as Syndication Agent and XXXXX FARGO BANK, NATIONAL ASSOCIATION, as administrative agent for the Lenders hereunder (in such capacity, the “Administrative Agent”).

ANNEXES, EXHIBITS AND SCHEDULES. ANNEX Annex I List of Term Loan Commitments and Maximum Revolving Credit Amounts Annex II Existing Letters of Credit Exhibit A Pricing Grid EXHIBIT A Form of Term Loan Note Exhibit B Form of Revolving Credit Note Exhibit C Form of Borrowing Request Exhibit D Form of Interest Election Request Exhibit E Form of Compliance Certificate Exhibit F Security Instruments as of the Effective Date Exhibit G Form of Guaranty Agreement Exhibit H Form of Security Agreement Exhibit I Form of Assignment and Assumption EXHIBIT B Form of Opinions of Xxxxxx & Xxxxxx LLP and Xxxxxx Xxxxxx LLP EXHIBIT C Revolving Loan Borrowing Request EXHIBIT D Letter of Credit Extension Request EXHIBIT E Form of Revolving Note EXHIBIT F Interest Election Request EXHIBIT G Prepayment Notice EXHIBIT H-1 Exhibit J-1 Form of U.S. Tax Compliance Certificate (Foreign Lenders That Are Not PartnershipsLenders; not partnerships) EXHIBIT H-2 Exhibit J-2 Form of U.S. Tax Compliance Certificate (Foreign Participants That Are Not PartnershipsParticipants; not partnerships) EXHIBIT H-3 Exhibit J-3 Form of U.S. Tax Compliance Certificate (Foreign Participants That Are PartnershipsParticipants; partnerships) EXHIBIT H-4 Exhibit J-4 Form of U.S. Tax Compliance Certificate (Foreign Lenders That Are PartnershipsLenders; partnerships) SCHEDULE 2.01 Lenders and Commitments SCHEDULE 4.01 Restricted Exhibit K Form of Parent Joinder Agreement Schedule 1-1 Permitted Fees Schedule 7.05 Litigation Schedule 7.06 Environmental Matters Schedule 7.14 Subsidiaries SCHEDULE 6.01(e) Schedule 7.18 Gas Imbalances Schedule 7.19 Marketing Contracts Schedule 7.20 Swap Agreements Schedule 9.02 Existing Agreements REVOLVING Debt Schedule 9.05 Investments Schedule 9.13 Affiliate Transactions THIS AMENDED AND RESTATED CREDIT AGREEMENT, AGREEMENT dated as of December 5October 15, 2014 (this “Agreement”)2014, among COLUMBIA PIPELINE PARTNERS LPis among: CENTENNIAL RESOURCE PRODUCTION, LLC, a limited liability company duly formed and existing under the laws of the State of Delaware limited partnership, as Borrower (the “Borrower”), NISOURCE INC.as the borrower; the Parent (defined below) from time to time party hereto, a Delaware corporation (“NiSource”), COLUMBIA PIPELINE GROUP, INC., a Delaware corporation (“CPG”), CPG OPCO LP, a Delaware limited partnership (“OpCo”), COLUMBIA ENERGY GROUP, a Delaware corporation (“Columbia”), CPG OPCO GP LLC, a Delaware limited liability company, each as a Guarantor (collectively parent guarantor; each of the “Guarantors”), the Lead Arrangers and other Lenders from time to time party hereto, the Co-Documentation Agents party hereto, THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., as Syndication Agent ; and XXXXX FARGO JPMORGAN CHASE BANK, NATIONAL ASSOCIATIONN.A. (in its individual capacity, “JPMorgan”), as administrative agent for the Lenders hereunder (in such capacity, together with its successors in such capacity, the “Administrative Agent”).

ANNEXES, EXHIBITS AND SCHEDULES. ANNEX ​ ​ ​ Annex I List of Maximum Credit Amounts and Elected Commitments ​ ​ ​ Exhibit A Pricing Grid EXHIBIT A ​ Form of Note Exhibit B ​ Form of Borrowing Request Exhibit C ​ [Reserved] Exhibit D ​ Form of Compliance Certificate Exhibit E ​ Form of Solvency Certificate Exhibit F-1 ​ Security Instruments Exhibit F-2 ​ Form of Guarantee and Collateral Agreement Exhibit G ​ Form of Assignment and Assumption EXHIBIT B Exhibit H-1 ​ Form of Opinions of Xxxxxx & Xxxxxx LLP and Xxxxxx Xxxxxx LLP EXHIBIT C Revolving Loan Borrowing Request EXHIBIT D Letter of Credit Extension Request EXHIBIT E Form of Revolving Note EXHIBIT F Interest Election Request EXHIBIT G Prepayment Notice EXHIBIT H-1 X.X.Xxx Compliance Certificate (Non-U.S. Lenders; non-partnerships) Exhibit H-2 ​ Form of U.S. Tax Compliance Certificate (Foreign Lenders That Are Not PartnershipsParticipants; non-partnerships) EXHIBIT H-2 Exhibit H-3 ​ Form of U.S. Tax Compliance Certificate (Foreign Participants That Are Not PartnershipsParticipants; partnerships) EXHIBIT H-3 Exhibit H-4 ​ Form of U.S. Tax Compliance Certificate (Foreign Participants That Are PartnershipsNon-U.S. Lenders; partnerships) EXHIBIT H-4 Form ​ ​ ​ Schedule 7.05 ​ Litigation Schedule 7.06 ​ Environmental Matters Schedule 7.12 ​ Insurance Schedule 7.14 ​ Group Members Schedule 7.19 ​ Gas Imbalances Schedule 7.20 ​ Marketing of U.S. Tax Certificate (Foreign Lenders That Are Partnerships) SCHEDULE 2.01 Lenders and Commitments SCHEDULE 4.01 Restricted Subsidiaries SCHEDULE 6.01(e) Existing Production Schedule 7.22 ​ Swap Agreements REVOLVING Schedule 9.03 ​ Liens Schedule 9.05 ​ Investments Schedule 9.14 ​ Transactions with Affiliates ​ [Credit Agreement] ​ ​ THIS CREDIT AGREEMENT, AGREEMENT dated as of December 5April 23, 2014 (this “Agreement”)2018, is among COLUMBIA PIPELINE PARTNERS LP, a Delaware limited partnership, as Borrower (the “Borrower”), NISOURCE SUNDANCE ENERGY INC., a Delaware corporation (“NiSourceParent”), COLUMBIA PIPELINE GROUPSUNDANCE ENERGY, INC., a Delaware Colorado corporation (the “CPGBorrower”), CPG OPCO LP, a Delaware limited partnership (“OpCo”), COLUMBIA ENERGY GROUP, a Delaware corporation (“Columbia”), CPG OPCO GP LLC, a Delaware limited liability company, each as a Guarantor (collectively of the “Guarantors”), the Lead Arrangers and other Lenders LENDERS from time to time party heretohereto and TORONTO DOMINION (TEXAS) LLC (in its individual capacity, the Co-Documentation Agents party hereto, THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., as Syndication Agent and XXXXX FARGO BANK, NATIONAL ASSOCIATION“TD”), as administrative agent for the Lenders hereunder (in such capacity, together with its successors in such capacity, the “Administrative Agent”), and THE TORONTO-DOMINION BANK, NEW YORK BRANCH (“TDNY”), as issuer of Letters of Credit hereunder.

ANNEXES, EXHIBITS AND SCHEDULES. ANNEX A Pricing Grid — Defined Terms EXHIBIT A — Form of Borrowing Base Certificate EXHIBIT B — Financial Statements EXHIBIT C — Form of Notice of Borrowing EXHIBIT D — Form of Notice of Continuation/Conversion EXHIBIT E — Form of Compliance Certificate EXHIBIT F — Form of Assignment and Assumption EXHIBIT B Form of Opinions of Xxxxxx & Xxxxxx LLP and Xxxxxx Xxxxxx LLP EXHIBIT C Revolving Loan Borrowing Request EXHIBIT D Letter Acceptance Agreement SCHEDULE 1.1 — Lenders’ Commitments (Annex A - Defined Terms) SCHEDULE 1.4 — Existing Letters of Credit Extension Request EXHIBIT E Form of Revolving Note EXHIBIT F Interest Election Request EXHIBIT G Prepayment Notice EXHIBIT H-1 Form of U.S. Tax Certificate (Foreign Lenders That Are Not Partnerships) EXHIBIT H-2 Form of U.S. Tax Certificate (Foreign Participants That Are Not Partnerships) EXHIBIT H-3 Form of U.S. Tax Certificate (Foreign Participants That Are Partnerships) EXHIBIT H-4 Form of U.S. Tax Certificate (Foreign Lenders That Are Partnerships) SCHEDULE 2.01 Lenders 6.3 — Organization and Commitments Qualifications SCHEDULE 4.01 Restricted 6.4 — Prior Names, Mergers; etc. SCHEDULE 6.5 — Subsidiaries and Affiliates SCHEDULE 6.01(e) Existing 6.7 — Capitalization SCHEDULE 6.11 — Real Estate; Leases SCHEDULE 6.12 — Proprietary Rights SCHEDULE 6.13 — Trade Names SCHEDULE 6.14 — Litigation SCHEDULE 6.15 — Labor Disputes SCHEDULE 6.16 — Environmental Law SCHEDULE 6.19 — ERISA SCHEDULE 6.26 — Material Agreements REVOLVING SCHEDULE 6.27 — Bank Accounts SCHEDULE 7.10 — Investments SCHEDULE 7.13 — Debt SCHEDULE 7.15 — Affiliate Transactions SCHEDULE 7.18 — Liens THIS AMENDED AND RESTATED CREDIT AGREEMENT, dated as of December 5March 30, 2014 2006 (this “Agreement”), among COLUMBIA PIPELINE PARTNERS LPthe financial institutions from time to time parties hereto (such financial institutions, together with their respective successors and assigns, are referred to hereinafter each individually as a Delaware limited partnership“Lender” and collectively as the “Lenders”), Bank of America, N.A., as Borrower agent for the Lenders (in its capacity as agent, the “Agent”), Banc of America Securities LLC, as sole lead arranger and sole book manager (the “BorrowerArranger”), NISOURCE INC.Caraustar Industries, Inc., a Delaware North Carolina corporation (“NiSourceCaraustar”), COLUMBIA PIPELINE GROUPand each Subsidiary of Caraustar listed on the signature pages hereto as a “Borrower” (Caraustar and each such Subsidiary, INC.individually, a Delaware corporation (“CPGBorrower”, and, collectively, the “Borrowers”), CPG OPCO LPand each Subsidiary of Caraustar listed on the signature pages hereto as a “Guarantor” (each such Subsidiary, individually, a Delaware limited partnership (“OpCoGuarantor”), COLUMBIA ENERGY GROUPand, a Delaware corporation (“Columbia”)collectively, CPG OPCO GP LLC, a Delaware limited liability company, each as a Guarantor (collectively the “Guarantors”), the Lead Arrangers and other Lenders from time to time party hereto, the Co-Documentation Agents party hereto, THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., as Syndication Agent and XXXXX FARGO BANK, NATIONAL ASSOCIATION, as administrative agent for the Lenders hereunder (in such capacity, the “Administrative Agent”).

ANNEXES, EXHIBITS AND SCHEDULES. ANNEX A Pricing Grid EXHIBIT A Form of Assignment and Assumption EXHIBIT B Form of Opinions Opinion of Xxxxxx & Xxxxxx LLP and Xxxxxx Xxxxxx LLP EXHIBIT C Revolving Loan Borrowing Request EXHIBIT D Letter of Credit Extension Request EXHIBIT E Form of Revolving Note EXHIBIT F Interest Election Request EXHIBIT G Prepayment Notice EXHIBIT H-1 Form of U.S. Tax Certificate (Foreign Lenders That Are Not Partnerships) EXHIBIT H-2 Form of U.S. Tax Certificate (Foreign Participants That Are Not Partnerships) EXHIBIT H-3 Form of U.S. Tax Certificate (Foreign Participants That Are Partnerships) EXHIBIT H-4 Form of U.S. Tax Certificate (Foreign Lenders That Are Partnerships) SCHEDULE 2.01 Lenders and Commitments SCHEDULE 2.04 Existing Letters of Credit SCHEDULE 4.01 Restricted Subsidiaries SCHEDULE 6.01(e) Existing Agreements REVOLVING CREDIT AGREEMENT, dated as of December 5, 2014 (this “Agreement”), among COLUMBIA PIPELINE PARTNERS LPGROUP, INC., a Delaware limited partnershipcorporation, as Borrower (the “Borrower”), NISOURCE INC., a Delaware corporation (“NiSource”), COLUMBIA PIPELINE GROUP, INC., a Delaware corporation (“CPG”), CPG OPCO LP, a Delaware limited partnership (“OpCo”), COLUMBIA ENERGY GROUP, a Delaware corporation (“Columbia”), CPG OPCO GP LLC, a Delaware limited liability company, each as a Guarantor (collectively the “Guarantors”), the Lead Arrangers and other Lenders from time to time party hereto, the Co-Documentation Agents party hereto, THE BANK OF TOKYO-MITSUBISHI UFJCITIBANK, LTD.N.A., as Syndication Agent and XXXXX FARGO JPMORGAN CHASE BANK, NATIONAL ASSOCIATIONN.A., as administrative agent for the Lenders hereunder (in such capacity, the “Administrative Agent”).

ANNEXES, EXHIBITS AND SCHEDULES. ANNEX A Pricing Grid - DEFINED TERMS EXHIBIT A Form of Assignment and Assumption - FORM OF BORROWING BASE CERTIFICATE EXHIBIT B Form of Opinions of Xxxxxx & Xxxxxx LLP and Xxxxxx Xxxxxx LLP - FORM OF NOTICE OF BORROWING EXHIBIT C Revolving Loan Borrowing Request - FORM OF NOTICE OF CONTINUATION/CONVERSION EXHIBIT D Letter of - FORM OF ASSIGNMENT AND ACCEPTANCE AGREEMENT SCHEDULE 1.1 – LENDERS’ COMMITMENTS SCHEDULE 1.2 – EXISTING INVESTMENTS SCHEDULE 6.3 – ORGANIZATION AND QUALIFICATIONS SCHEDULE 6.4 – CORPORATE NAME; PRIOR TRANSACTIONS SCHEDULE 6.5 – SUBSIDIARIES AND AFFILIATES SCHEDULE 6.7 – CAPITALIZATION SCHEDULE 6.9 – DEBT SCHEDULE 6.11 – REAL ESTATE; LEASES SCHEDULE 6.12 – PROPRIETARY RIGHTS SCHEDULE 6.13 – TRADE NAMES SCHEDULE 6.14 – LITIGATION SCHEDULE 6.15 – LABOR DISPUTES SCHEDULE 6.16 – ENVIRONMENTAL LAWS SCHEDULE 6.26 – MATERIAL AGREEMENTS SCHEDULE 6.27 – BANK ACCOUNTS SCHEDULE 7.15 – PERMITTED AFFILIATE TRANSACTIONS This Amended and Restated Credit Extension Request EXHIBIT E Form of Revolving Note EXHIBIT F Interest Election Request EXHIBIT G Prepayment Notice EXHIBIT H-1 Form of U.S. Tax Certificate (Foreign Lenders That Are Not Partnerships) EXHIBIT H-2 Form of U.S. Tax Certificate (Foreign Participants That Are Not Partnerships) EXHIBIT H-3 Form of U.S. Tax Certificate (Foreign Participants That Are Partnerships) EXHIBIT H-4 Form of U.S. Tax Certificate (Foreign Lenders That Are Partnerships) SCHEDULE 2.01 Lenders and Commitments SCHEDULE 4.01 Restricted Subsidiaries SCHEDULE 6.01(e) Existing Agreements REVOLVING CREDIT AGREEMENTAgreement, dated as of December 5May 20, 2014 2003 (this “Agreement”), among COLUMBIA PIPELINE PARTNERS LPthe financial institutions from time to time parties hereto (such financial institutions, together with their respective successors and assigns, are referred to hereinafter each individually as a Delaware limited partnership, “Lender” and collectively as Borrower (the “BorrowerLenders”), NISOURCE INC.Bank of America, N.A., as agent for the Lenders (in its capacity as agent, the “Agent”), PSS World Medical, Inc., a Florida corporation (“PSS”), Gulf South Medical Supply, Inc., a Delaware corporation (“NiSourceGulf South”), COLUMBIA PIPELINE GROUP, INC.and Physician Sales & Services Limited Partnership, a Delaware corporation (“CPG”), CPG OPCO LP, a Delaware Florida limited partnership (“OpCoPSS LP”); PSS, Gulf South and PSS LP are referred to hereinafter each individually as a “Borrower” and collectively as the “Borrowers”), COLUMBIA ENERGY GROUPand PSS Holding, Inc., a Delaware Florida corporation (“ColumbiaPSS Holding”), CPG OPCO GP LLCPSS Service, Inc., a Delaware limited liability companyFlorida corporation (“PSS Service”), Physician Sales & Service, Inc., a Florida corporation (“Physician Sales & Service”), and ThriftyMed, Inc., a Florida corporation (“ThriftyMed”; PSS Holding, PSS Service, Physician Sales & Service, and ThriftyMed are referred to hereinafter each individually as a Guarantor (“Guarantor” and collectively as the “Guarantors”), the Lead Arrangers and other Lenders from time to time party hereto, the Co-Documentation Agents party hereto, THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., as Syndication Agent and XXXXX FARGO BANK, NATIONAL ASSOCIATION, as administrative agent for the Lenders hereunder (in such capacity, the “Administrative Agent”).