Standard Contracts
Archrock, Inc. 11,000,000 Shares of Common Stock, Par Value $0.01 Per Share Underwriting AgreementUnderwriting Agreement • July 25th, 2024 • Archrock, Inc. • Natural gas transmission • New York
Archrock, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom you are acting as representatives (the “Representatives”), an aggregate of 11,000,000 shares of the common stock, par value $0.01 per share, of the Company (the “Underwritten Shares”) and, at the option of the Underwriters, up to an additional 1,650,000 shares of the common stock, par value $0.01 per share, of the Company (the “Option Shares”). The Underwritten Shares and the Option Shares are herein referred to as the “Shares”. The shares of common stock of the Company to be outstanding after giving effect to the sale of the Shares are referred to herein as the “Stock”.
REGISTRATION RIGHTS AGREEMENT by and among Exterran Holdings, Inc., the Guarantors party hereto, and Merrill Lynch, Pierce, Fenner & Smith Incorporated and Wells Fargo Securities, LLC, as representatives of the Initial Purchasers Dated as of November...Registration Rights Agreement • November 24th, 2010 • Exterran Holdings Inc. • Services-equipment rental & leasing, nec • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into as of November 23, 2010, by and among Exterran Holdings, Inc., a Delaware corporation (the “Company”), the entities listed on Schedule A hereto (collectively, the “Guarantors”), and Merrill Lynch, Pierce, Fenner & Smith Incorporated and Wells Fargo Securities, LLC, as representatives of the initial purchasers listed on Schedule A to the Purchase Agreement (each an “Initial Purchaser” and, collectively, the “Initial Purchasers”), each of whom has agreed to purchase the Company’s 7.25% Senior Notes due 2018 (the “Initial Notes”), fully and unconditionally guaranteed by the Guarantors (the “Guarantees”), pursuant to the Purchase Agreement (as defined below). The Initial Notes and the Guarantees attached thereto are herein collectively referred to as the “Initial Securities.”
CREDIT AGREEMENT dated as of July 10, 2015 by and among EXTERRAN HOLDINGS, INC., (TO BE RENAMED “ARCHROCK, INC.”) as Parent, ARCHROCK SERVICES, L.P., as Borrower, WELLS FARGO BANK, NATIONAL ASSOCIATION, as Administrative Agent, CRÉDIT AGRICOLE...Credit Agreement • July 16th, 2015 • Exterran Holdings Inc. • Services-equipment rental & leasing, nec • Texas
THIS CREDIT AGREEMENT dated as of July 10, 2015 is by and among EXTERRAN HOLDINGS, INC., a Delaware corporation to be renamed “Archrock, Inc.” on or prior to the Initial Availability Date (“Parent”), ARCHROCK SERVICES, L.P., a Delaware limited partnership (the “Borrower”), the Lenders from time to time party hereto and WELLS FARGO BANK, NATIONAL ASSOCIATION, in its capacity as Administrative Agent.
PURCHASE AGREEMENTPurchase Agreement • November 24th, 2010 • Exterran Holdings Inc. • Services-equipment rental & leasing, nec • New York
Merrill Lynch, Pierce, Fenner & Smith Incorporated Wells Fargo Securities, LLC As Representatives of the Initial Purchasers c/o Merrill Lynch Pierce, Fenner & Smith Incorporated One Bryant Park New York, New York 10036
AMENDED AND RESTATED CREDIT AGREEMENT dated as of May 16, 2023 among ARCHROCK, INC. as Parent, ARCHROCK PARTNERS OPERATING LLC and ARCHROCK SERVICES, L.P. as Borrowers, the Guarantors party hereto, the Lenders party hereto and JPMORGAN CHASE BANK,...Credit Agreement • May 18th, 2023 • Archrock, Inc. • Natural gas transmission • Texas
AMENDED AND RESTATED CREDIT AGREEMENT dated as of May 16, 2023 (as it may be amended, amended and restated, supplemented or otherwise modified from time to time, this “Agreement”) among ARCHROCK PARTNERS OPERATING LLC and ARCHROCK SERVICES, L.P., as Borrowers, ARCHROCK, INC., as Parent, the other Loan Parties party hereto, the Lenders party hereto, and JPMORGAN CHASE BANK, N.A., as Administrative Agent for the Lenders, as an Issuing Bank and as Swingline Lender.
SENIOR INDENTURE EXTERRAN HOLDINGS, INC. as Issuer and WELLS FARGO BANK, NATIONAL ASSOCIATION as Trustee Indenture Dated as of June 10, 2009 Debt SecuritiesIndenture • June 16th, 2009 • Exterran Holdings Inc. • Services-equipment rental & leasing, nec • New York
INDENTURE dated as of June 10, 2009 between Exterran Holdings, Inc., a Delaware corporation (the “Company”), and Wells Fargo Bank, National Association, as trustee (the “Trustee”).
June 4, 2009Warrant Agreement • June 10th, 2009 • Exterran Holdings Inc. • Services-equipment rental & leasing, nec • New York
The purpose of this letter agreement (this “Confirmation”) is to confirm the terms and conditions of the Warrants issued by Exterran Holdings, Inc. (“Company”) to Credit Suisse International (“Dealer”), represented by Credit Suisse, New York branch (“Agent”) as its agent, as of the Trade Date specified below (the “Transaction”). This letter agreement constitutes a “Confirmation” as referred to in the ISDA Master Agreement specified below. This Confirmation shall replace any previous agreements and serve as the final documentation for this Transaction.
SECOND AMENDED AND RESTATED OMNIBUS AGREEMENT AMONG EXTERRAN HOLDINGS, INC. EXTERRAN ENERGY SOLUTIONS, L.P. EXTERRAN GP LLC EXTERRAN GENERAL PARTNER, L.P. EXTERRAN PARTNERS, L.P. AND EXLP OPERATING LLCOmnibus Agreement • February 25th, 2010 • Exterran Holdings Inc. • Services-equipment rental & leasing, nec
THIS SECOND AMENDED AND RESTATED OMNIBUS AGREEMENT is entered into on, and effective as of, November 10, 2009 (the “Effective Date”), and is by and among Exterran Holdings, Inc., a Delaware corporation (“Exterran”), Exterran Energy Solutions, L.P., a Delaware limited partnership (“EESLP”), Exterran GP LLC, a Delaware limited liability company formerly named UCO GP, LLC (“GP LLC”), Exterran General Partner, L.P., a Delaware limited partnership formerly named UCO General Partner, L.P. (the “General Partner”), Exterran Partners, L.P., a Delaware limited partnership (the “Partnership”) and EXLP Operating LLC (the “Operating Company”). The above-named entities are sometimes referred to in this Agreement each as a “Party” and collectively as the “Parties.”
FORM OF SEVERANCE BENEFIT AGREEMENTSeverance Benefit Agreement • November 5th, 2015 • Archrock, Inc. • Services-equipment rental & leasing, nec • Texas
THIS SEVERANCE BENEFIT AGREEMENT (this “Agreement”) is made and entered into effective as of [ ], 2015 (the “Effective Date”), by and between Archrock, Inc., a Delaware corporation (the “Company”) and [ ] (the “Executive”).
CHANGE OF CONTROL AGREEMENTChange of Control Agreement • February 26th, 2014 • Exterran Holdings Inc. • Services-equipment rental & leasing, nec • Texas
THIS CHANGE OF CONTROL AGREEMENT (the “Agreement”), is made and entered into effective as of (the “Effective Date”), by and between Exterran Holdings, Inc., a Delaware corporation (the “Company”), and (“Executive”).
PURCHASE AGREEMENT Archrock Partners, L.P. Archrock Partners Finance Corp.Purchase Agreement • August 13th, 2024 • Archrock, Inc. • Natural gas transmission • New York
Archrock Partners, L.P., a Delaware limited partnership (the “Partnership”), and Archrock Partners Finance Corp., a Delaware corporation (“Finance Corp” and, together with the Partnership, the “Issuers”), propose, upon the terms and conditions set forth in this agreement (this “Agreement”), to issue and sell to the several initial purchasers listed in Schedule 1 hereto (the “Initial Purchasers”), for whom you are acting as representative (the “Representative”), $700,000,000 aggregate principal amount of the Issuers’ 6.625% Senior Notes due 2032 (the “Notes”).
The purpose of this letter agreement (this “Confirmation”) is to confirm the terms and conditions of the call option transaction entered into between Credit Suisse International (“Dealer”), represented by Credit Suisse, New York branch (“Agent”) as...Call Option Transaction • June 10th, 2009 • Exterran Holdings Inc. • Services-equipment rental & leasing, nec • New York
The definitions and provisions contained in the 2002 ISDA Equity Derivatives Definitions (the “Equity Definitions”), as published by the International Swaps and Derivatives Association, Inc. (“ISDA”) are incorporated into this Confirmation. In the event of any inconsistency between the Equity Definitions and this Confirmation, this Confirmation shall govern. Certain defined terms used herein have the meanings assigned to them in the Prospectus dated June 3, 2009, as supplemented by the Prospectus Supplement dated June 4, 2009 (as so supplemented, the “Prospectus”) relating to the USD 325,000,000 principal amount of 4.25% Convertible Senior Notes due 2014 (the “Convertible Notes” and each USD 1,000 principal amount of Convertible Notes, a “Convertible Note”) issued by Counterparty pursuant to the Indenture to be dated as of June 10, 2009 (the “Base Indenture”), as supplemented by a Supplemental Indenture thereto (the “Supplemental Indenture”) to be dated June 10, 2009, between Counterpa
CREDIT AGREEMENT dated as of July 10, 2015 by and among EXTERRAN CORPORATION, as Parent, EXTERRAN ENERGY SOLUTIONS, L.P., as Borrower, WELLS FARGO BANK, NATIONAL ASSOCIATION, as Administrative Agent, CRÉDIT AGRICOLE CORPORATE AND INVESTMENT BANK, as...Credit Agreement • July 16th, 2015 • Exterran Holdings Inc. • Services-equipment rental & leasing, nec • Texas
THIS CREDIT AGREEMENT dated as of July 10, 2015 is by and among EXTERRAN CORPORATION, a Delaware corporation (“Parent”), EXTERRAN ENERGY SOLUTIONS, L.P., a Delaware limited partnership (the “Borrower”), the Lenders from time to time party hereto and WELLS FARGO BANK, NATIONAL ASSOCIATION, in its capacity as Administrative Agent.
FORM OF INDEMNIFICATION AGREEMENTIndemnification Agreement • November 5th, 2015 • Archrock, Inc. • Services-equipment rental & leasing, nec • Delaware
This INDEMNIFICATION AGREEMENT made and entered into as of (“Agreement”), by and between ARCHROCK, INC., a Delaware corporation (“Company”), and (“Indemnitee”).
To: Exterran Holdings, Inc. 16666 Northchase Drive Houston, Texas 77060 Attention: Treasurer Telephone No.: (281) 836-7000 Facsimile No.: (281) 836-8106Warrant Agreement • June 10th, 2009 • Exterran Holdings Inc. • Services-equipment rental & leasing, nec • New York
The purpose of this letter agreement (this “Confirmation”) is to confirm the terms and conditions of the Warrants issued by Exterran Holdings, Inc. (“Company”) to JPMorgan Chase Bank, National Association, London Branch (“Dealer”) as of the Trade Date specified below (the “Transaction”). This letter agreement constitutes a “Confirmation” as referred to in the ISDA Master Agreement specified below. This Confirmation shall replace any previous agreements and serve as the final documentation for this Transaction.
Archrock Partners, L.P., Archrock Partners Finance Corp. and each of the Guarantors PARTY HERETO INDENTURE Dated as of August 26, 2024 REGIONS BANK Trustee 6.625% Senior Notes due 2032Indenture • August 26th, 2024 • Archrock, Inc. • Natural gas transmission • Texas
THIS INDENTURE dated as of August 26, 2024 is among Archrock Partners, L.P., a Delaware limited partnership (the “Company”), Archrock Partners Finance Corp., a Delaware corporation (“Finance Corp.” and, together with the Company, the “Issuers”), Archrock, Inc., a Delaware corporation (the “Parent”), the other Guarantors (as defined) and Regions Bank, as Trustee.
SEPARATION AND DISTRIBUTION AGREEMENT BY AND AMONG EXTERRAN HOLDINGS, INC. (to be renamed Archrock, Inc.) EXTERRAN GENERAL HOLDINGS LLC EXTERRAN ENERGY SOLUTIONS, L.P. EXTERRAN CORPORATION AROC CORP. EESLP LP LLC AROC SERVICES GP LLC AROC SERVICES LP...Separation and Distribution Agreement • November 5th, 2015 • Archrock, Inc. • Services-equipment rental & leasing, nec • Texas
This SEPARATION AND DISTRIBUTION AGREEMENT is entered into effective as of November 3, 2015 (this “Agreement”), by and among Exterran Holdings, Inc., a Delaware corporation (“RemainCo”), Exterran General Holdings LLC, a Delaware limited liability company and wholly owned subsidiary of RemainCo (“General Holdings”), Exterran Energy Solutions, L.P., a Delaware limited partnership and indirect wholly owned subsidiary of RemainCo (“EESLP”), Exterran Corporation, a Delaware corporation and wholly owned subsidiary of RemainCo (“SpinCo”), AROC Corp., a Delaware corporation and wholly owned subsidiary of EESLP (“Controlled”), EESLP LP LLC, a Delaware limited liability company and wholly owned subsidiary of SpinCo (“EESLP LP”), AROC Services GP LLC, a Delaware limited liability company and wholly owned subsidiary of Controlled (“Controlled GP”), AROC Services LP LLC, a Delaware limited liability company and wholly owned subsidiary of Controlled (“Controlled LP”), and Archrock Services, L.P., a
CONTRIBUTION, CONVEYANCE AND ASSUMPTION AGREEMENT among EXTERRAN HOLDINGS, INC. EXTERRAN ENERGY SOLUTIONS, L.P. EES LEASING LLC EXH GP LP LLC EXTERRAN GP LLC EXH MLP LP LLC EXTERRAN GENERAL PARTNER, L.P. EXLP OPERATING LLC EXLP LEASING LLC and...Contribution, Conveyance and Assumption Agreement • April 20th, 2015 • Exterran Holdings Inc. • Services-equipment rental & leasing, nec • Texas
This Contribution, Conveyance and Assumption Agreement (this “Agreement”) is made and entered into as of April 17, 2015 (the “Closing Date”) by and among Exterran Holdings, Inc., a Delaware corporation (“EXH”), Exterran Energy Solutions, L.P., a Delaware limited partnership (“EESLP”), EES Leasing LLC, a Delaware limited liability company (“EES Leasing”), EXH GP LP LLC, a Delaware limited liability company (“LP LLC”), Exterran GP LLC, a Delaware limited liability company (“GP LLC”), EXH MLP LP LLC, a Delaware limited liability company (“MLP LP LLC”), Exterran General Partner, L.P., a Delaware limited partnership (“GP”), EXLP Operating LLC, a Delaware limited liability company (“EXLP Operating”), EXLP Leasing LLC, a Delaware limited liability company (“EXLP Leasing”), and Exterran Partners, L.P., a Delaware limited partnership (“EXLP”).
EXTERRAN PARTNERS, L.P. 4,600,000 Common Units Representing Limited Partner Interests UNDERWRITING AGREEMENTUnderwriting Agreement • September 9th, 2010 • Exterran Holdings Inc. • Services-equipment rental & leasing, nec • New York
This agreement is being delivered to you in connection with the proposed Underwriting Agreement (the “Underwriting Agreement”) among Exterran Holdings, Inc., a Delaware corporation, Exterran Partners, L.P., a Delaware limited partnership (the “Partnership”), Exterran General Partner, L.P., a Delaware limited partnership, Exterran GP, LLC, a Delaware limited liability company (“GP LLC”), Wells Fargo Securities, LLC (“Wells Fargo”) and Merrill Lynch, Pierce, Fenner & Smith Incorporated, as representatives of the several underwriters named in Exhibit A thereto (the “Underwriters”), relating to a proposed underwritten public offering of common units (the “Common Units”) representing limited partner interests in the Partnership.
EXTERRAN HOLDINGS, INC. 4.25% Convertible Senior Notes due 2014 Underwriting AgreementUnderwriting Agreement • June 10th, 2009 • Exterran Holdings Inc. • Services-equipment rental & leasing, nec • New York
Exterran Holdings, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several Underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom you are acting as representatives (the “Representatives”), $325,000,000 principal amount of its 4.25% Convertible Senior Notes due 2014 (the “Underwritten Securities”) and, at the option of the Underwriters, up to an additional $48,750,000 principal amount of its 4.25% Convertible Senior Notes due 2014 (the “Option Securities”) if and to the extent that the Underwriters shall have determined to exercise the option to purchase such 4.25% Convertible Senior Notes due 2014 granted to the Underwriters in Section 2 hereof. The Underwritten Securities and the Option Securities are herein referred to as the “Securities.” The Securities will be convertible into shares (the “Underlying Securities”) of common stock of the Company, par value $0.01 per share (the “Common Stock”). The Securities will be issued pursuant to
AMENDMENT NO. 1 TO AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • February 14th, 2018 • Archrock, Inc. • Natural gas transmission • Delaware
THIS AMENDMENT NO. 1 TO AGREEMENT AND PLAN OF MERGER (this “Amendment”) is made and entered into as of January 11, 2018, by and among Archrock, Inc., a Delaware corporation (“Parent”), Amethyst Merger Sub LLC, a Delaware limited liability company and an indirect wholly owned Subsidiary of Parent (“Amethyst Merger Sub”), Archrock Partners, L.P., a Delaware limited partnership (the “Partnership”), Archrock General Partner, L.P., a Delaware limited partnership and the general partner of the Partnership (the “General Partner”), and Archrock GP LLC, a Delaware limited liability company and the general partner of the General Partner (the “Managing GP”). Capitalized terms used and not defined herein shall have the meanings given to such terms in the Merger Agreement (as defined below).
SENIOR SECURED CREDIT AGREEMENT Dated as of July 8, 2011 Among EXTERRAN HOLDINGS, INC., as Borrower, WELLS FARGO BANK, NATIONAL ASSOCIATION, as Administrative Agent, BNP PARIBAS, CREDIT AGRICOLE CORPORATE AND INVESTMENT BANK, ROYAL BANK OF CANADA and...Senior Secured Credit Agreement • July 14th, 2011 • Exterran Holdings Inc. • Services-equipment rental & leasing, nec • Texas
THIS SENIOR SECURED CREDIT AGREEMENT dated as of July 8, 2011, is among: EXTERRAN HOLDINGS, INC., a corporation formed under the laws of the state of Delaware (the “Borrower”), WELLS FARGO BANK, NATIONAL ASSOCIATION (“Wells Fargo”), individually and as administrative agent for the Lenders (together with its successors in such capacity, the “Administrative Agent”); BNP PARIBAS (“BNP Paribas”), CREDIT AGRICOLE CORPORATE AND INVESTMENT BANK (“Credit Agricole”), ROYAL BANK OF CANADA (“RBC”) and THE ROYAL BANK OF SCOTLAND PLC (“RBS”), as co-syndication agents (together with their successors in such capacity, the “Co-Syndication Agents”); each of the Lenders from time to time party hereto; and WELLS FARGO SECURITIES, LLC (“Wells Fargo Securities”), BNP PARIBAS SECURITIES CORP. (“BNP Paribas Securities”), CREDIT AGRICOLE, RBC CAPITAL MARKETS, LLC (“RBC Capital Markets”) and RBS SECURITIES INC. (“RBS Securities”), as joint lead arrangers (together with their successors in such capacity, the “J
EXTERRAN HOLDINGS, INC. AWARD NOTICE AND AGREEMENT PERFORMANCE UNITSPerformance Award Agreement • February 25th, 2015 • Exterran Holdings Inc. • Services-equipment rental & leasing, nec
Exterran Holdings, Inc. (the “Company”), has granted to you (the “Participant”) a Performance Award (your “Award”) under the Exterran Holdings, Inc. 2013 Stock Incentive Plan (as may be amended from time to time, the “Plan”). Each Performance Unit (as defined below) is granted in tandem with a corresponding Dividend Equivalent, which shall entitle you to payments in accordance with Section 2 below. All capitalized terms not explicitly defined in this Award Notice and Agreement (the “Award Notice”) but defined in the Plan shall have the respective meanings ascribed to them in the Plan.
AMENDMENT NO. 2 TO CREDIT AGREEMENTCredit Agreement • November 12th, 2019 • Archrock, Inc. • Natural gas transmission • Texas
THIS AMENDMENT NO. 2 TO CREDIT AGREEMENT (this “Amendment”), dated as of November 8, 2019 (the “Amendment No. 2 Effective Date”), is entered into by and among ARCHROCK SERVICES, L.P., a Delaware limited partnership (the “Administrative Borrower”) and ARCHROCK PARTNERS OPERATING LLC, a Delaware limited liability company (collectively, with the Administrative Borrower, the “Borrowers” and individually a “Borrower”), the other Loan Parties party hereto, the lenders party hereto (the “Lenders”), and JPMORGAN CHASE BANK, N.A., as Administrative Agent for the Lenders (in such capacity, the “Administrative Agent”), as an Issuing Bank and as Swingline Lender.
CHANGE OF CONTROL AGREEMENTChange of Control Agreement • July 12th, 2018 • Archrock, Inc. • Natural gas transmission • Texas
THIS CHANGE OF CONTROL AGREEMENT (the “Agreement”), is made and entered into effective as of [ ] (the “Effective Date”), by and between Archrock, Inc., a Delaware corporation (the “Company”), and [ ] (“Executive”).
EXTERRAN HOLDINGS, INC. AWARD NOTICE AND AGREEMENT TIME-VESTED NON-QUALIFIED STOCK OPTIONNon-Qualified Stock Option Agreement • March 10th, 2014 • Exterran Holdings Inc. • Services-equipment rental & leasing, nec
Exterran Holdings, Inc. (the “Company”) has granted to you (the “Participant”) a Non-Qualified Stock Option to purchase shares of Common Stock of the Company under the Exterran Holdings, Inc. 2013 Stock Incentive Plan (as may be amended from time to time, the “Plan”). All capitalized terms not explicitly defined in this Award Notice and Agreement (the “Award Notice”) but defined in the Plan shall have the respective meanings ascribed to them in the Plan.
FIFTH AMENDMENT TO THIRD AMENDED AND RESTATED OMNIBUS AGREEMENT AMONG EXTERRAN HOLDINGS, INC. EXTERRAN ENERGY SOLUTIONS, L.P. EXTERRAN GP LLC EXTERRAN GENERAL PARTNER, L.P. EXTERRAN PARTNERS, L.P. AND EXLP OPERATING LLCOmnibus Agreement • February 26th, 2015 • Exterran Holdings Inc. • Services-equipment rental & leasing, nec
This Fifth Amendment (this “Amendment”) to the Third Amended and Restated Omnibus Agreement is entered into on February 23, 2015, by and among Exterran Holdings, Inc., a Delaware corporation (“Exterran”), Exterran Energy Solutions, L.P., a Delaware limited partnership (“EESLP”), Exterran GP LLC, a Delaware limited liability company (“GP LLC”), Exterran General Partner, L.P., a Delaware limited partnership (the “General Partner”), Exterran Partners, L.P., a Delaware limited partnership (the “Partnership”), and EXLP Operating LLC, a Delaware limited liability company (the “Operating Company”). The above-named entities are sometimes referred to in this Amendment collectively as the “Parties.”
OFFICE LEASE AGREEMENT BY AND BETWEEN RFP LINCOLN GREENSPOINT, LLC, AS LANDLORD AND EXTERRAN ENERGY SOLUTIONS, L.P., AS TENANTOffice Lease Agreement • August 30th, 2007 • Exterran Holdings Inc. • Services-equipment rental & leasing, nec • Texas
THIS OFFICE LEASE AGREEMENT (the “Lease”) is made and entered into as of the ___day of August, 2007, by and between RFP Lincoln Greenspoint, LLC, a Massachusetts limited liability company (“Landlord”), and Exterran Energy Solutions, L.P., a Delaware limited partnership (successor by name change to Hanover Compression Limited Partnership) (“Tenant”).
AMENDMENT NO. 1 TO SEPARATION AND DISTRIBUTION AGREEMENTSeparation and Distribution Agreement • February 29th, 2016 • Archrock, Inc. • Services-equipment rental & leasing, nec • Texas
This Amendment No. 1 (this “Amendment”), dated as of December 15, 2015, to that certain Separation and Distribution Agreement, dated as of November 3, 2015 (the “Agreement”), is entered into by and among Archrock, Inc., a Delaware corporation formerly named Exterran Holdings, Inc. (“RemainCo”), Exterran General Holdings LLC, a Delaware limited liability company (“General Holdings”), Exterran Energy Solutions, L.P., a Delaware limited partnership (“EESLP”), Exterran Corporation, a Delaware corporation (“SpinCo”), AROC Corp., a Delaware corporation (“Controlled”), EESLP LP LLC, a Delaware limited liability company (“EESLP LP”), AROC Services GP LLC, a Delaware limited liability company (“Controlled GP”), AROC Services LP LLC, a Delaware limited liability company (“Controlled LP”), and Archrock Services, L.P., a Delaware limited partnership (“OpCo”). RemainCo, General Holdings, EESLP, SpinCo, Controlled, EESLP LP, Controlled GP, Controlled LP and OpCo are each referred to herein as a “Par
LONG-TERM INCENTIVE AWARD NOTICE AND AGREEMENT Cash-Settled Performance Award ScheduleLong-Term Incentive Award Agreement • February 20th, 2019 • Archrock, Inc. • Natural gas transmission
Archrock, Inc. (the “Company”) has granted to you (the “Participant”) an equity award under the Archrock, Inc. 2013 Stock Incentive Plan (as may be amended from time to time, the “Plan”). All capitalized terms not explicitly defined in the Terms and Conditions and in this Schedule (together constituting the Long-Term Incentive Award Notice and Agreement (the “Award Notice”)) shall have the respective meanings ascribed to them in the Plan.
TAX MATTERS AGREEMENTTax Matters Agreement • November 5th, 2015 • Archrock, Inc. • Services-equipment rental & leasing, nec • Texas
This TAX MATTERS AGREEMENT (this “Agreement”), is made and entered into as of November 3, 2015, by and between EXTERRAN HOLDINGS, INC. (to be renamed Archrock, Inc.), a Delaware corporation (“RemainCo”), and EXTERRAN CORPORATION, a Delaware corporation (“SpinCo”). All capitalized terms not otherwise defined shall have the meanings set forth in Article I.
ARCHROCK, INC. LONG-TERM INCENTIVE AWARD NOTICE AND AGREEMENT Cash-Settled Performance Award Schedule Long-Term Incentive Award Agreement • February 23rd, 2021 • Archrock, Inc. • Natural gas transmission • Texas
Archrock, Inc. (the “Company”) has granted to you (the “Participant”) an equity award (the “Award”) under the Archrock, Inc. 2020 Stock Incentive Plan (as may be amended from time to time, the “Plan”). All capitalized terms not explicitly defined in the Terms and Conditions and in this Schedule (together constituting the Long-Term Incentive Award Notice and Agreement (the “Award Notice”)) shall have the respective meanings ascribed to them in the Plan.
AMENDMENT NO. 1 TO AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • August 20th, 2007 • Exterran Holdings Inc. • Services-equipment rental & leasing, nec • Delaware
AMENDMENT NO. 1, dated as of June 25, 2007 (this “Amendment”), to the Agreement and Plan of Merger, dated as of February 5, 2007 (the “Merger Agreement”), among Hanover Compressor Company, a Delaware corporation (“Hanover”), Universal Compression Holdings, Inc., a Delaware corporation (“Universal”), Exterran Holdings, Inc., a Delaware corporation (formerly known as Iliad Holdings, Inc.) (“Holdco”), Hector Sub, Inc., a Delaware corporation and a wholly owned subsidiary of Holdco, and Ulysses Sub, Inc., a Delaware corporation and a wholly owned subsidiary of Holdco.
ARCHROCK, INC. AWARD NOTICE AND AGREEMENT PERFORMANCE UNITS (Stock-Settled)Performance Award Agreement • February 21st, 2018 • Archrock, Inc. • Natural gas transmission
Archrock, Inc. (the “Company”), has granted to you (the “Participant”) a Performance Award (your “Award”) under the Archrock, Inc. 2013 Stock Incentive Plan (as may be amended from time to time, the “Plan”). Each Performance Unit (as defined below) is granted in tandem with a corresponding Dividend Equivalent, which shall entitle you to payments in accordance with Section 2 below. All capitalized terms not explicitly defined in this Award Notice and Agreement (the “Award Notice”) but defined in the Plan shall have the respective meanings ascribed to them in the Plan.
CONTRIBUTION, CONVEYANCE AND ASSUMPTION AGREEMENT among EXTERRAN HOLDINGS, INC. EXTERRAN ENERGY SOLUTIONS, L.P. EES LEASING LLC EXH GP LP LLC EXTERRAN GP LLC EXH MLP LP LLC EXTERRAN GENERAL PARTNER, L.P. EXLP OPERATING LLC EXLP LEASING LLC and...Contribution, Conveyance and Assumption Agreement • July 28th, 2010 • Exterran Holdings Inc. • Services-equipment rental & leasing, nec • Texas
This Contribution, Conveyance and Assumption Agreement (this “Agreement”) is made and entered into as of July 26, 2010 by and among Exterran Holdings, Inc., a Delaware corporation (“EXH”), Exterran Energy Solutions, L.P., a Delaware limited partnership (“EESLP”), EES Leasing LLC, a Delaware limited liability company (“EES Leasing”), EXH GP LP LLC, a Delaware limited liability company (“LP LLC”), Exterran GP LLC, a Delaware limited liability company (“GP LLC”), EXH MLP LP LLC, a Delaware limited liability company (“MLP LP LLC”), Exterran General Partner, L.P., a Delaware limited partnership (“GP”), EXLP Operating LLC, a Delaware limited liability company (“EXLP Operating”), EXLP Leasing LLC, a Delaware limited liability company (“EXLP Leasing”), and Exterran Partners, L.P., a Delaware limited partnership (“MLP”).
