Exhibit 10.2 REVOLVING CREDIT AGREEMENT Dated as of _______, 2006Revolving Credit Agreement • April 11th, 2006 • Atlas Pipeline Holdings, L.P. • Crude petroleum & natural gas • New York
Contract Type FiledApril 11th, 2006 Company Industry Jurisdiction
Exhibit 1.1 3,600,000 COMMON UNITS ATLAS PIPELINE HOLDINGS, L.P. REPRESENTING LIMITED PARTNER INTERESTS UNDERWRITING AGREEMENT LEHMAN BROTHERS INC. As Representative of the several Underwriters c/o Lehman Brothers Inc. 745 Seventh Avenue New York, New...Atlas Pipeline Holdings, L.P. • April 11th, 2006 • Crude petroleum & natural gas • New York
Company FiledApril 11th, 2006 Industry Jurisdiction
AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT of ATLAS PIPELINE PARTNERS GP, LLCLimited Liability Company Agreement • April 11th, 2006 • Atlas Pipeline Holdings, L.P. • Crude petroleum & natural gas • Delaware
Contract Type FiledApril 11th, 2006 Company Industry Jurisdiction
OFAtlas Pipeline Holdings, L.P. • April 11th, 2006 • Crude petroleum & natural gas • Oklahoma
Company FiledApril 11th, 2006 Industry Jurisdiction
R E C I T A L SCredit and Term Loan Agreement • April 11th, 2006 • Atlas Pipeline Holdings, L.P. • Crude petroleum & natural gas • New York
Contract Type FiledApril 11th, 2006 Company Industry Jurisdiction
AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF ATLAS RESOURCE PARTNERS, L.P.Atlas Energy, L.P. • March 14th, 2012 • Natural gas transmission • Delaware
Company FiledMarch 14th, 2012 Industry JurisdictionThis AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF ATLAS RESOURCE PARTNERS, L.P., dated as of March 13, 2012, is entered into by and between ATLAS RESOURCE PARTNERS GP, LLC, a Delaware limited liability company, as the General Partner, and ATLAS ENERGY, L.P., a Delaware limited partnership, 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:
FIRST AMENDMENT TO AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF NOARK PIPELINE SYSTEM, LIMITED PARTNERSHIPAtlas Pipeline Holdings, L.P. • April 11th, 2006 • Crude petroleum & natural gas • Arkansas
Company FiledApril 11th, 2006 Industry Jurisdiction
REVOLVING CREDIT AND TERM LOAN AGREEMENT Dated as of April 14, 2005Revolving Credit and Term Loan Agreement • April 11th, 2006 • Atlas Pipeline Holdings, L.P. • Crude petroleum & natural gas • New York
Contract Type FiledApril 11th, 2006 Company Industry Jurisdiction
ARTICLE I DEFINITIONSOmnibus Agreement • June 19th, 2006 • Atlas Pipeline Holdings, L.P. • Crude petroleum & natural gas
Contract Type FiledJune 19th, 2006 Company Industry
AMENDED AND RESTATED CREDIT AGREEMENT dated as of July 31, 2013 among ATLAS ENERGY, L.P., as Borrower, THE LENDERS PARTY HERETO, and WELLS FARGO BANK, NATIONAL ASSOCIATION, as Administrative Agent, DEUTSCHE BANK SECURITIES, INC., as Syndication Agent,...Credit Agreement • August 6th, 2013 • Atlas Energy, L.P. • Natural gas transmission • New York
Contract Type FiledAugust 6th, 2013 Company Industry JurisdictionTHIS AMENDED AND RESTATED CREDIT AGREEMENT, dated as of July 31, 2013, is among ATLAS ENERGY, L.P., a Delaware limited partnership (the “Borrower”); each of the Lenders from time to time party hereto; and WELLS FARGO BANK, NATIONAL ASSOCIATION (in its individual capacity, “Wells Fargo”), as administrative agent for the Lenders (in such capacity, together with its successors in such capacity, the “Administrative Agent”).
EXHIBIT 10.5 MASTER NATURAL GAS GATHERING AGREEMENT THIS MASTER NATURAL GAS GATHERING AGREEMENT is made as of February 2, 2000, among ATLAS PIPELINE PARTNERS, L.P., a Delaware limited partnership, and ATLAS PIPELINE OPERATING PARTNERSHIP, L.P., a...Gas Gathering Agreement • April 11th, 2006 • Atlas Pipeline Holdings, L.P. • Crude petroleum & natural gas
Contract Type FiledApril 11th, 2006 Company Industry
AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF ATLAS RESOURCE PARTNERS GP, LLCLimited Liability Company Agreement • May 9th, 2012 • Atlas Energy, L.P. • Natural gas transmission • Delaware
Contract Type FiledMay 9th, 2012 Company Industry JurisdictionThis AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT of Atlas Resource Partners GP, LLC (the “Company”), dated as of February 13, 2012, is adopted, executed and agreed to by Atlas Energy, L.P., a Delaware limited partnership (“Atlas Energy”), as the sole member of the Company as of the date hereof.
EXHIBIT 10.8 OMNIBUS AGREEMENT THIS OMNIBUS AGREEMENT is made as of February 2, 2000 among ATLAS AMERICA, INC., a Delaware corporation ("Atlas America"), RESOURCE ENERGY, INC., a Delaware corporation ("Resource Energy"), and VIKING RESOURCES...Omnibus Agreement • April 11th, 2006 • Atlas Pipeline Holdings, L.P. • Crude petroleum & natural gas
Contract Type FiledApril 11th, 2006 Company Industry
SECOND AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF ATLAS PIPELINE HOLDINGS, L.P.Atlas Energy, L.P. • February 24th, 2011 • Natural gas transmission • Delaware
Company FiledFebruary 24th, 2011 Industry JurisdictionTHIS SECOND AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF ATLAS PIPELINE HOLDINGS, L.P., effective as of February 17, 2011, is entered into by and among Atlas Pipeline Holdings GP, LLC, a Delaware limited liability company, as the General Partner and as lawful agent and attorney-in-fact for the Limited Partners, together with any other Persons who become Partners in the Partnership or parties hereto as provided herein.
VOTING AND SUPPORT AGREEMENTVoting and Support Agreement • October 16th, 2014 • Atlas Energy, L.P. • Natural gas transmission • Delaware
Contract Type FiledOctober 16th, 2014 Company Industry JurisdictionThis VOTING AND SUPPORT AGREEMENT (this “Agreement”) is made and entered into as of October 13, 2014, by and between Targa Resources Partners LP, a Delaware limited partnership (“Parent”), and the individual executing this Agreement on the signature page hereto (the “Unitholder”).
CONFIDENTIALITY, NON-COMPETITION AND NON-SOLICITATION AGREEMENTNon-Solicitation Agreement • October 16th, 2014 • Atlas Energy, L.P. • Natural gas transmission • Delaware
Contract Type FiledOctober 16th, 2014 Company Industry JurisdictionThis Confidentiality, Non-Competition and Non-Solicitation Agreement (this “Agreement”) is entered into as of October 13, 2014, by and among Targa Resources Corp., a Delaware corporation (“TRC”), Targa Resources Partners LP, a Delaware limited partnership (“NGLS”), and Jonathan Z. Cohen (“Equityholder”). TRC, NGLS and Equityholder are collectively referred to herein as the “Parties” and sometimes each individually as a “Party”.
Deal CUSIP Number: 04930BAE2 Term Loan CUSIP Number: 04930BAF9 CREDIT AGREEMENT dated as of July 31, 2013 among ATLAS ENERGY, L.P., as Borrower, THE LENDERS PARTY HERETO, and DEUTSCHE BANK AG NEW YORK BRANCH, as Administrative Agent DEUTSCHE BANK...Credit Agreement • August 6th, 2013 • Atlas Energy, L.P. • Natural gas transmission • New York
Contract Type FiledAugust 6th, 2013 Company Industry JurisdictionTHIS CREDIT AGREEMENT, dated as of July 31, 2013, is among ATLAS ENERGY, L.P. (the “Borrower”), a Delaware limited partnership; each of the Lenders from time to time party hereto; and DEUTSCHE BANK AG NEW YORK BRANCH, as administrative agent for the Lenders, and as collateral agent for the Secured Creditors (in such capacities, together with its successors in such capacities, the “Administrative Agent”).
AGREEMENT AND PLAN OF MERGER BY AND AMONG TARGA RESOURCES CORP. TARGA RESOURCES PARTNERS LP TARGA RESOURCES GP LLC TRIDENT MLP MERGER SUB, LLC ATLAS ENERGY, L.P. ATLAS PIPELINE PARTNERS, L.P. AND ATLAS PIPELINE PARTNERS GP, LLC DATED AS OF OCTOBER 13,...Agreement and Plan of Merger • October 16th, 2014 • Atlas Energy, L.P. • Natural gas transmission • Delaware
Contract Type FiledOctober 16th, 2014 Company Industry JurisdictionThis AGREEMENT AND PLAN OF MERGER, dated as of October 13, 2014 (this “Agreement”), is entered into by and among Targa Resources Corp., a Delaware corporation (“TRGP”), Targa Resources Partners LP, a Delaware limited partnership (“Parent”), Targa Resources GP LLC, a Delaware limited liability company and the general partner of Parent (“Parent GP”), Trident MLP Merger Sub, LLC, a Delaware limited liability company and wholly owned subsidiary of Parent (“Merger Sub” and, with Parent and Parent GP, the “Parent Entities”), Atlas Energy, L.P., a Delaware limited partnership (“ATLS”), Atlas Pipeline Partners, L.P., a Delaware limited partnership (the “Partnership”), and Atlas Pipeline Partners GP, LLC, a Delaware limited liability company and the general partner of the Partnership (“Partnership GP” and, with the Partnership, the “Partnership Entities”).
AMENDMENT AND JOINDER TO OMNIBUS AGREEMENTOmnibus Agreement • March 14th, 2007 • Atlas Pipeline Holdings, L.P. • Crude petroleum & natural gas
Contract Type FiledMarch 14th, 2007 Company IndustryTHIS AMENDMENT AND JOINDER TO OMNIBUS AGREEMENT (this “Amendment”) is made as of December 18, 2006, among Atlas Pipeline Partners, L.P., a Delaware limited partnership, and Atlas Pipeline Operating Partnership, L.P., a Delaware limited partnership (collectively, the “MLP”), Atlas America, Inc., a Delaware corporation (“Atlas America”), Resource Energy, LLC, a Delaware limited liability company (formerly Resource Energy, Inc., “Resource Energy”), Viking Resources, LLC, a Pennsylvania limited liability company (formerly Viking Resources Corporation, “Viking Resources”), Atlas Energy Resources, LLC, a Delaware limited liability company (“Atlas Energy”), and Atlas Energy Operating Company, LLC, a Delaware limited liability company (“Energy Operating”).
SECURITIES PURCHASE AGREEMENT By and Among ATLAS PIPELINE MID-CONTINENT LLC, ATLAS PIPELINE PARTNERS, L.P., SPECTRA ENERGY PARTNERS OLP, LP, AND SPECTRA ENERGY PARTNERS, LP dated as of April 7, 2009Securities Purchase Agreement • August 10th, 2009 • Atlas Pipeline Holdings, L.P. • Natural gas transmission • New York
Contract Type FiledAugust 10th, 2009 Company Industry JurisdictionThis SECURITIES PURCHASE AGREEMENT (this “Agreement”) is entered into as of this 7th day of April, 2009, by and among Atlas Pipeline Mid-Continent LLC, a Delaware limited liability company (“Seller”), and Spectra Energy Partners OLP, LP, a Delaware limited partnership (“Buyer”), and, solely for the purposes of Section 8.19, Atlas Pipeline Partners, L.P., a Delaware limited partnership (“Seller Parent”), and, solely for the purposes of Section 8.19, Spectra Energy Partners, LP, a Delaware limited partnership (“Buyer Parent”).
THIRD AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF TARGA ENERGY GP LLC A Delaware Limited Liability CompanyLimited Liability Company Agreement • March 5th, 2015 • Targa Energy LP • Natural gas transmission • Delaware
Contract Type FiledMarch 5th, 2015 Company Industry JurisdictionThis THIRD AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT of TARGA ENERGY GP LLC (this “Agreement”), dated as of February 27, 2015, is adopted, executed and agreed to by Targa Resources Corp., a Delaware corporation (the “Sole Member”).
VOTING AND SUPPORT AGREEMENTVoting and Support Agreement • October 16th, 2014 • Atlas Energy, L.P. • Natural gas transmission • Delaware
Contract Type FiledOctober 16th, 2014 Company Industry JurisdictionThis VOTING AND SUPPORT AGREEMENT (this “Agreement”) is made and entered into as of October 13, 2014, by and between Atlas Energy, L.P., a Delaware limited partnership (“ATLS”), and the individual executing this Agreement on the signature page hereto (the “Stockholder”).
AGREEMENT AND PLAN OF MERGER BY AND AMONG TARGA RESOURCES CORP. TRIDENT GP MERGER SUB LLC, ATLAS ENERGY, L.P. AND ATLAS ENERGY GP, LLC DATED AS OF OCTOBER 13, 2014Agreement and Plan of Merger • October 16th, 2014 • Atlas Energy, L.P. • Natural gas transmission • Delaware
Contract Type FiledOctober 16th, 2014 Company Industry JurisdictionThis AGREEMENT AND PLAN OF MERGER, dated as of October 13, 2014 (this “Agreement”), is entered into by and among Targa Resources Corp., a Delaware corporation (“Parent”), Trident GP Merger Sub LLC, a Delaware limited liability company and wholly-owned subsidiary of Parent (“Merger Sub” and, with Parent, the “Parent Entities”), Atlas Energy, L.P., a Delaware limited partnership (the “Partnership”), and Atlas Energy GP, LLC, a Delaware limited liability company and the general partner of the Partnership (“Partnership GP” and, with the Partnership, the “Partnership Entities”).
EMPLOYEE MATTERS AGREEMENT By and Among ATLAS ENERGY, L.P. ATLAS ENERGY GP, LLC and ATLAS ENERGY GROUP, LLC Dated as of February 26, 2015Employee Matters Agreement • March 4th, 2015 • Atlas Energy, L.P. • Natural gas transmission • Delaware
Contract Type FiledMarch 4th, 2015 Company Industry JurisdictionThis EMPLOYEE MATTERS AGREEMENT (the “Agreement”), dated as of February 26, 2015, is by and among Atlas Energy, L.P., a Delaware limited partnership (“Parent”), Atlas Energy GP, LLC, a Delaware limited liability company and the general partner of Parent (“Parent GP”), and Atlas Energy Group, LLC, a Delaware limited liability company (“SpinCo” and, together with Parent and Parent GP, the “Parties”). Capitalized terms used herein and not otherwise defined shall have the respective meanings assigned to them in Article I.
AMENDMENT NO. 3 TO SECOND AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF ATLAS PIPELINE PARTNERS, L.P.Atlas Pipeline Holdings, L.P. • March 2nd, 2009 • Natural gas transmission • Delaware
Company FiledMarch 2nd, 2009 Industry JurisdictionTHIS AMENDMENT NO. 3 TO SECOND AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF ATLAS PIPELINE PARTNERS, L.P. (this “Amendment”), dated January 7, 2008, but effective as of July 27, 2007, is entered into and effectuated by the Managing Board (the “Board”) of Atlas Pipeline Partners GP, LLC, a Delaware limited liability company (the “Company”), pursuant to authority granted to it in Sections 5.5 and 11.1 of the Second Amended and Restated Agreement of Limited Partnership of Atlas Pipeline Holdings, L.P. (the “Partnership”) dated as of March 9, 2004, as amended (the “Partnership Agreement”). Capitalized terms used but not defined herein are used as defined in the Partnership Agreement.
SEPARATION AND DISTRIBUTION AGREEMENT by and among ATLAS RESOURCE PARTNERS, L.P., ATLAS RESOURCE PARTNERS GP, LLC, ATLAS ENERGY, L.P., and ATLAS ENERGY GP, LLC Dated as of February 23, 2012Separation and Distribution Agreement • February 24th, 2012 • Atlas Energy, L.P. • Natural gas transmission
Contract Type FiledFebruary 24th, 2012 Company IndustryThis SEPARATION AND DISTRIBUTION AGREEMENT (this “Agreement”), dated as of February 23, 2012, is by and among Atlas Resource Partners, L.P., a Delaware limited partnership (the “Partnership”), Atlas Resource Partners GP, LLC, a Delaware limited liability company and the general partner of the Partnership (the “General Partner”), Atlas Energy, L.P., a Delaware limited partnership (“Atlas Energy”), and Atlas Energy GP, LLC, a Delaware limited liability company and the general partner of Atlas Energy (“Atlas Energy GP”). Capitalized terms used and not otherwise defined in this Agreement have the meanings ascribed to such terms in Article 1 of this Agreement.
PURCHASE AND SALE AGREEMENT by and among ATLAS PIPELINE PARTNERS, L.P., APL LAUREL MOUNTAIN, LLC, ATLAS ENERGY, INC. and ATLAS ENERGY RESOURCES, LLC Dated as of November 8, 2010Purchase and Sale Agreement • November 12th, 2010 • Atlas Pipeline Holdings, L.P. • Natural gas transmission • Delaware
Contract Type FiledNovember 12th, 2010 Company Industry JurisdictionThis PURCHASE AND SALE AGREEMENT (this “Agreement”), dated as of November 8, 2010, is by and among Atlas Pipeline Partners, L.P., a Delaware limited partnership (“APL”), APL Laurel Mountain, LLC, a Delaware limited liability company (“APL Sub”), Atlas Energy, Inc., a Delaware corporation (“Atlas”), and Atlas Energy Resources, LLC, a Delaware limited liability company (“ATN”). APL, APL Sub, Atlas and ATN are referred to individually as a “Party” and collectively, as the “Parties.”
SEPARATION AND DISTRIBUTION AGREEMENT BY AND AMONG ATLAS ENERGY, L.P. ATLAS ENERGY GP, LLC AND ATLAS ENERGY GROUP, LLC DATED AS OF FEBRUARY 26, 2015Separation and Distribution Agreement • March 4th, 2015 • Atlas Energy, L.P. • Natural gas transmission • Delaware
Contract Type FiledMarch 4th, 2015 Company Industry JurisdictionThis SEPARATION AND DISTRIBUTION AGREEMENT, dated as of February 26, 2015 (this “Agreement”), is by and among Atlas Energy, L.P., a Delaware limited partnership (“Parent”), Atlas Energy GP, LLC, a Delaware limited liability company and the general partner of Parent (“Parent GP”), and Atlas Energy Group, LLC, a Delaware limited liability company (“SpinCo”). Capitalized terms used herein and not otherwise defined shall have the respective meanings assigned to them in Article I.
ATN OPTION AGREEMENTAtn Option Agreement • June 5th, 2009 • Atlas Pipeline Holdings, L.P. • Natural gas transmission
Contract Type FiledJune 5th, 2009 Company IndustryThis ATN OPTION AGREEMENT (this “Agreement”), dated as of this 1st day of June, 2009, is entered into by and among Atlas Energy Resources, LLC, a Delaware limited liability company (“Optionholder”), Atlas Pipeline Operating Partnership, L.P., a Delaware limited partnership (“Optionee”), and APL Laurel Mountain, LLC, a Delaware limited liability company and a wholly-owned subsidiary of Optionee (“APL Sub”).
CREDIT AGREEMENT dated as of May 16, 2012 among ATLAS ENERGY, L.P., as Borrower, THE LENDERS PARTY HERETO, and WELLS FARGO BANK, NATIONAL ASSOCIATION, as Administrative Agent WELLS FARGO SECURITIES, LLC and DEUTSCHE BANK SECURITIES, INC. as Joint Lead...Credit Agreement • May 21st, 2012 • Atlas Energy, L.P. • Natural gas transmission • New York
Contract Type FiledMay 21st, 2012 Company Industry JurisdictionTHIS CREDIT AGREEMENT, dated as of May 16, 2012, is among ATLAS ENERGY, L.P., a Delaware limited partnership (the “Borrower”); each of the Lenders from time to time party hereto; and WELLS FARGO BANK, NATIONAL ASSOCIATION (in its individual capacity, “Wells Fargo”), as administrative agent for the Lenders (in such capacity, together with its successors in such capacity, the “Administrative Agent”).
ATLAS PIPELINE MID-CONTINENT, LLC ERIC KALAMARAS PHANTOM UNIT GRANT AGREEMENTPhantom Unit Grant Agreement • November 6th, 2009 • Atlas Pipeline Holdings, L.P. • Natural gas transmission • Oklahoma
Contract Type FiledNovember 6th, 2009 Company Industry JurisdictionTHIS PHANTOM UNIT GRANT AGREEMENT (this “Grant”) is made as of September 14, 2009 (the “Date of Grant”) by and between Atlas Pipeline Mid-Continent, LLC (the “Company”), and Eric Kalamaras (the “Participant”).
ASSIGNMENT AND ASSUMPTION AGREEMENTAssignment and Assumption Agreement • June 13th, 2013 • Atlas Energy, L.P. • Natural gas transmission • Delaware
Contract Type FiledJune 13th, 2013 Company Industry JurisdictionTHIS ASSIGNMENT AND ASSUMPTION AGREEMENT (this “Agreement”) is entered into this 9th day of June, 2013 between Atlas Resource Partners, L.P., a Delaware limited partnership (“Assignor”), Atlas Energy, L.P., a Delaware limited partnership (“ATLS”) and, upon its formation, ATLS Production Company, LLC, a Delaware limited liability company (“APC”).
EMPLOYMENT AGREEMENTEmployment Agreement • May 16th, 2011 • Atlas Energy, L.P. • Natural gas transmission • Delaware
Contract Type FiledMay 16th, 2011 Company Industry JurisdictionTHIS EMPLOYMENT AGREEMENT (the “Agreement”) executed on May 13, 2011 and effective as of the Effective Date (as later defined herein) is by Atlas Energy, LP, a Delaware limited partnership having a place of business at 1845 Walnut Street; Tenth Floor, Philadelphia, PA 19103 (the “Company”), and Edward E. Cohen (“Cohen”).
Mr. Robert R. Firth Tulsa, Oklahoma 74114 Mr. David D. Hall Tulsa, Oklahoma 74135Letter Agreement • March 14th, 2007 • Atlas Pipeline Holdings, L.P. • Crude petroleum & natural gas
Contract Type FiledMarch 14th, 2007 Company IndustryThis letter agreement (the “Letter Agreement”) will set forth the terms and conditions of incentive compensation which you will be eligible to receive as members of the Executive Group of Spectrum Field Services LLC or Atlas Pipeline Mid-Continent LLC (collectively, the “Company”) pursuant to your Employment Agreements with Atlas America, Inc. (the “Employment Agreements”).
ATLAS ENERGY, L.P. PHANTOM UNIT GRANT AGREEMENTGrant Agreement • March 3rd, 2014 • Atlas Energy, L.P. • Natural gas transmission • Delaware
Contract Type FiledMarch 3rd, 2014 Company Industry JurisdictionTHIS AGREEMENT, made as of this day of , 20 (the “Date of Grant”) by and between , (the “Participant”) and ATLAS ENERGY, L.P. (together with its successors and assigns hereinafter referred to as the “Partnership”).