CREDIT AGREEMENT Dated as of October 29, 2007 among PIONEER SOUTHWEST ENERGY PARTNERS L.P., as the Borrower, BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer, WELLS FARGO BANK, N. A., as Syndication Agent, BMO CAPITAL...Credit Agreement • November 9th, 2007 • Pioneer Southwest Energy Partners L.P. • Crude petroleum & natural gas • Texas
This CREDIT AGREEMENT (“Agreement”) is entered into as of October 29, 2007, among PIONEER SOUTHWEST ENERGY PARTNERS L.P., a Delaware limited partnership (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, WELLS FARGO BANK, N. A., as Syndication Agent, and BMO CAPITAL MARKETS FINANCING, INC., as Documentation Agent.
AMENDED AND RESTATED CREDIT AGREEMENT Dated as of March 29, 2012 among PIONEER SOUTHWEST ENERGY PARTNERS L.P., as the Borrower, BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer, WELLS FARGO BANK, N. A., as Syndication...Assignment and Assumption • April 3rd, 2012 • Pioneer Southwest Energy Partners L.P. • Crude petroleum & natural gas • Texas
This AMENDED AND RESTATED CREDIT AGREEMENT (“Agreement”) is entered into as of March 29, 2012, among PIONEER SOUTHWEST ENERGY PARTNERS L.P., a Delaware limited partnership (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, WELLS FARGO BANK, N. A., as Syndication Agent and MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED and WELLS FARGO SECURITIES, LLC, as Joint Lead Arrangers and Bookrunners. BANK OF MONTREAL and CITIBANK, N.A., as Co-Documentation Agents.
PIONEER SOUTHWEST ENERGY PARTNERS L.P. INDEMNIFICATION AGREEMENTIndemnification Agreement • March 11th, 2013 • Pioneer Southwest Energy Partners L.P. • Crude petroleum & natural gas • Delaware
This Agreement (“Agreement”) is made and entered into as of the 7th day of March, 2013, by and between Pioneer Southwest Energy Partners L.P., a Delaware limited partnership (the “Partnership”), and Phillip A. Gobe (“Indemnitee”).
ADMINISTRATIVE SERVICES AGREEMENT among PIONEER SOUTHWEST ENERGY PARTNERS L.P., PIONEER NATURAL RESOURCES GP LLC, PIONEER SOUTHWEST ENERGY PARTNERS USA LLC, and PIONEER NATURAL RESOURCES USA, INC. dated effective as of May 6, 2008Administrative Services Agreement • May 9th, 2008 • Pioneer Southwest Energy Partners L.P. • Crude petroleum & natural gas
THIS ADMINISTRATIVE SERVICES AGREEMENT is entered into on, and effective as of May 6, 2008, among Pioneer Natural Resources GP LLC, a Delaware limited liability company (the “General Partner”), Pioneer Southwest Energy Partners L.P., a Delaware limited partnership (the “Partnership”), Pioneer Southwest Energy Partners USA LLC, a Texas limited liability company (the “Operating Company”), and Pioneer Natural Resources USA, Inc., a Delaware corporation (“Pioneer USA,” and collectively with the General Partner, the Partnership and the Operating Company, the “Parties” and each, a “Party”).
OMNIBUS OPERATING AGREEMENTOmnibus Operating Agreement • May 9th, 2008 • Pioneer Southwest Energy Partners L.P. • Crude petroleum & natural gas
This Omnibus Operating Agreement (this “Agreement”) is made and entered into this 6th day of May, 2008, by and between Pioneer Natural Resources USA, Inc., a Delaware corporation (“Pioneer USA”), and Pioneer Southwest Energy Partners USA LLC, a Texas limited liability company (“PSE USA”). Pioneer USA and PSE USA are sometimes hereinafter referred to individually as a “Party” and collectively as the “Parties.”
NATURAL GAS LIQUIDS PURCHASE AGREEMENT By and Between KOCH HYDROCARBON, LP and PIONEER NATURAL RESOURCES USA, INC. Dated: March 26, 2003Liquids Purchase Agreement • January 8th, 2008 • Pioneer Southwest Energy Partners L.P. • Crude petroleum & natural gas • Texas
This Natural Gas Liquids Purchase Agreement (“Agreement”) is made on this 26th Day of March, 2003, by and between PIONEER NATURAL RESOURCES USA, INC. (“Pioneer”), and Koch Hydrocarbon, LP (“KHLP”).
FORM] PIONEER SOUTHWEST ENERGY PARTNERS L.P. 2008 LONG TERM INCENTIVE PLAN RESTRICTED UNIT AGREEMENT FOR NONEMPLOYEE DIRECTORS (ANNUAL AWARD)Restricted Unit Agreement for Nonemployee Directors • May 2nd, 2008 • Pioneer Southwest Energy Partners L.P. • Crude petroleum & natural gas • Delaware
This Restricted Unit Agreement (this “Agreement”) is made and entered into by and between PIONEER NATURAL RESOURCES GP LLC, a Delaware limited liability company (the “Company”), and __________________ (the “Director”). This Agreement is entered into as of the ___ day of , 200___ (the “Date of Grant”). Capitalized terms used in this Agreement but not otherwise defined herein shall have the meanings ascribed to such terms in the Plan (as defined below), unless the context requires otherwise.
Crude Oil Purchase ContractPioneer Southwest Energy Partners L.P. • January 8th, 2008 • Crude petroleum & natural gas
This contract by and between Pioneer Natural Resources USA (“Pioneer”), with an address of 5205 N. O’Connor Blvd. Irving, Texas and Plains Marketing, L.P., (“PMLP”), covering the sale and delivery by Pioneer and the purchase and receipt by PMLP of the hereinafter specified oil is entered into in accordance with the following terms and conditions:
TAX SHARING AGREEMENT BY AND AMONG PIONEER NATURAL RESOURCES COMPANY AND PIONEER SOUTHWEST ENERGY PARTNERS L.P. May 6, 2008Tax Sharing Agreement • May 9th, 2008 • Pioneer Southwest Energy Partners L.P. • Crude petroleum & natural gas • Delaware
Tax Sharing Agreement (the “Agreement”), dated this 6th day of May, 2008, by and among PIONEER NATURAL RESOURCES COMPANY (“Pioneer”), a Delaware corporation, and PIONEER SOUTHWEST ENERGY PARTNERS L.P. (the “Partnership”), a Delaware limited partnership.
FORM] PIONEER SOUTHWEST ENERGY PARTNERS L.P. 2008 LONG TERM INCENTIVE PLAN RESTRICTED UNIT AGREEMENT FOR NONEMPLOYEE DIRECTORS (INITIAL AWARD)Restricted Unit Agreement for Nonemployee Directors • January 8th, 2008 • Pioneer Southwest Energy Partners L.P. • Crude petroleum & natural gas • Delaware
This Restricted Unit Agreement (this “Agreement”) is made and entered into by and between PIONEER NATURAL RESOURCES GP LLC, a Delaware limited liability company (the “Company”), and (the “Director”). This Agreement is entered into as of the ___day of , 200___(the “Date of Grant”). Capitalized terms used in this Agreement but not otherwise defined herein shall have the meanings ascribed to such terms in the Plan (as defined below), unless the context requires otherwise.
AGREEMENT AND PLAN OF MERGER of PIONEER NATURAL RESOURCES USA, INC. PIONEER SOUTHWEST ENERGY PARTNERS USA LLC PIONEER RETAINED PROPERTIES COMPANY LLC and PIONEER LIMITED NATURAL RESOURCES PROPERTIES LLCAgreement and Plan of Merger • May 2nd, 2008 • Pioneer Southwest Energy Partners L.P. • Crude petroleum & natural gas
This Agreement and Plan of Merger (this “Plan of Merger”) is made as of May 1, 2008, pursuant to Title 1, Section 10.003 and 10.004 of the TBOC, by and among Pioneer Natural Resources USA, Inc., a Texas corporation (“Pioneer USA”), Pioneer Southwest Energy Partners USA LLC, a Texas limited liability company (the “Operating Company”), Pioneer Retained Properties Company LLC, a Texas limited liability company (“Retained Company”), and Pioneer Limited Natural Resources Properties LLC, a Texas limited liability company (“Properties LLC”, and together with Pioneer USA, the Operating Company and Retained Company being sometimes collectively referred to as the “Parties” and individually as a “Party”).
PIONEER SOUTHWEST ENERGY PARTNERS L.P. 8,250,000 Common Units Representing Limited Partner Interests UNDERWRITING AGREEMENTUnderwriting Agreement • May 2nd, 2008 • Pioneer Southwest Energy Partners L.P. • Crude petroleum & natural gas • New York
Deutsche Bank Securities Inc. Citigroup Global Markets Inc. UBS Securities LLC As Representatives of the Several Underwriters,
CONTRACT NO 2582-1013 January 19, 2005Pioneer Southwest Energy Partners L.P. • January 8th, 2008 • Crude petroleum & natural gas
This contract by and between Pioneer Natural Resources USA (“Pioneer”), with an address of PO Box 3178, Midland, TX 79702 and Plains Marketing, L.P., (“PMLP”), covering the sale and delivery by Pioneer and the purchase and receipt by PMLP of the hereinafter specified oil is entered into in accordance with the following terms and conditions:
Plains Marketing, L.P.Pioneer Southwest Energy Partners L.P. • March 1st, 2010 • Crude petroleum & natural gas
AMENDMENT TO NATURAL GAS LIQUIDS PURCHASE AGREEMENT BY AND BETWEEN ONEOK HYDROCARBON, L.P. AND PIONEER NATURAL RESOURCES USA, INC. DATED MARCH 26, 2003Gas Liquids Purchase Agreement • March 1st, 2010 • Pioneer Southwest Energy Partners L.P. • Crude petroleum & natural gas
THIS AMENDMENT is made as of this 27th day of October, 2009, by and between PIONEER NATURAL RESOURCES USA, INC. ("Pioneer"), and ONEOK HYDROCARBON, L.P. (formerly known as, KOCH Hydrocarbon, LP) ("OHLP").
THIRD AMENDMENT TO CREDIT AGREEMENTCredit Agreement • April 15th, 2008 • Pioneer Southwest Energy Partners L.P. • Crude petroleum & natural gas • Texas
THIS THIRD AMENDMENT TO CREDIT AGREEMENT (this “Amendment”), dated as of April 15, 2008 (the “Effective Date”), is entered into by and among PIONEER SOUTHWEST ENERGY PARTNERS L.P., a Delaware limited partnership (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, WELLS FARGO BANK, N. A., as Syndication Agent, and BMO CAPITAL MARKETS FINANCING, INC., as Documentation Agent.
FIRST AMENDMENT TO OMNIBUS OPERATING AGREEMENTOmnibus Operating Agreement • September 3rd, 2009 • Pioneer Southwest Energy Partners L.P. • Crude petroleum & natural gas
THIS FIRST AMENDMENT TO OMNIBUS OPERATING AGREEMENT (“Amendment”), is entered into as of August 31, 2009, to be effective as of 7:00 a.m. Central Daylight Savings Time on July 1, 2009 (the “Effective Time”), by and between Pioneer Natural Resources USA, Inc., a Delaware corporation (“Pioneer USA”), and Pioneer Southwest Energy Partners USA LLC, a Delaware limited liability company (“PSE LLC”). Pioneer USA and PSE LLC are sometimes hereinafter referred to individually as a “Party” and collectively as the “Parties.”
LIMITED WAIVER REGARDING CREDIT AGREEMENTLimited Waiver Regarding Credit Agreement • March 31st, 2009 • Pioneer Southwest Energy Partners L.P. • Crude petroleum & natural gas • Texas
THIS LIMITED WAIVER REGARDING CREDIT AGREEMENT (this “Limited Waiver”), dated as of March 26, 2009 (the “Effective Date”), is entered into by and among PIONEER SOUTHWEST ENERGY PARTNERS L.P., a Delaware limited partnership(the “Borrower”), each lender party hereto, BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer, WELLS FARGO BANK, N. A., as Syndication Agent, and BMO CAPITAL MARKETS FINANCING, INC., as Documentation Agent.
FIRST AMENDMENT TO OMNIBUS AGREEMENTOmnibus Agreement • March 6th, 2009 • Pioneer Southwest Energy Partners L.P. • Crude petroleum & natural gas
THIS FIRST AMENDMENT TO OMNIBUS AGREEMENT (“Amendment”), is entered into as of December 31, 2008, to be effective as of May 6, 2008, by and among Pioneer Southwest Energy Partners L.P., a Delaware limited partnership (the “Partnership”), Pioneer Natural Resources GP LLC, a Delaware limited liability company (the “General Partner”), Pioneer Natural Resources Company, a Delaware corporation, Pioneer Natural Resources USA, Inc., a Delaware corporation, and Pioneer Southwest Energy Partners USA LLC, a Delaware limited liability company. The above-named entities are sometimes referred to in this Amendment each as a “Party” and collectively as the “Parties.”
SECOND AMENDMENT TO CREDIT AGREEMENTCredit Agreement • March 31st, 2008 • Pioneer Southwest Energy Partners L.P. • Crude petroleum & natural gas • Texas
THIS SECOND AMENDMENT TO CREDIT AGREEMENT (this “Amendment”), dated as of February 15, 2008 (the “Effective Date”), is entered into by and among PIONEER SOUTHWEST ENERGY PARTNERS L.P., a Delaware limited partnership (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, WELLS FARGO BANK, N. A., as Syndication Agent, and BMO CAPITAL MARKETS FINANCING, INC., as Documentation Agent.
MEMBERSHIP INTEREST SALE AGREEMENTMembership Interest Sale Agreement • October 17th, 2007 • Pioneer Southwest Energy Partners L.P. • Crude petroleum & natural gas
This Membership Interest Sale Agreement (the “Agreement”) is executed as of [ ], 2007 between Pioneer Natural Resources USA, Inc., a Delaware corporation (“Pioneer USA”), and Pioneer Southwest Energy Partners L.P., a Delaware limited partnership (“MLP”, and together with Pioneer USA, being sometimes collectively referred to as the “Parties” and individually as a “Party”).
MEMBERSHIP INTEREST SALE AGREEMENTMembership Interest Sale Agreement • May 9th, 2008 • Pioneer Southwest Energy Partners L.P. • Crude petroleum & natural gas
This Membership Interest Sale Agreement (the “Agreement”) is executed as of May 6, 2008 between Pioneer Natural Resources USA, Inc., a Delaware corporation (“Pioneer USA”), and Pioneer Southwest Energy Partners L.P., a Delaware limited partnership (“MLP”, and together with Pioneer USA, being sometimes collectively referred to as the “Parties” and individually as a “Party”).
AGREEMENT AND PLAN OF MERGER by and among PIONEER NATURAL RESOURCES COMPANY PIONEER NATURAL RESOURCES USA, INC. PNR ACQUISITION COMPANY, LLC and PIONEER NATURAL RESOURCES GP LLC PIONEER SOUTHWEST ENERGY PARTNERS L.P. Dated as of August 9, 2013Agreement and Plan of Merger • August 12th, 2013 • Pioneer Southwest Energy Partners L.P. • Crude petroleum & natural gas • Delaware
This AGREEMENT AND PLAN OF MERGER, dated as of August 9, 2013 (this “Agreement”), is entered into by and among Pioneer Natural Resources Company, a Delaware corporation (“PNR”), Pioneer Natural Resources USA, Inc., a Delaware corporation and wholly-owned subsidiary of PNR (“PNR USA”), PNR Acquisition Company, LLC, a Delaware limited liability company and wholly-owned subsidiary of PNR (“MergerCo”), Pioneer Southwest Energy Partners, L.P., a Delaware limited partnership (“MLP”), and Pioneer Natural Resources GP LLC, a Delaware limited liability company and the general partner of MLP and wholly-owned subsidiary of PNR USA (“MLP GP”). Capitalized terms used but not defined have the meanings assigned to such terms in Article I hereof.
FIRST AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF PIONEER SOUTHWEST ENERGY PARTNERS L.P.Pioneer Southwest Energy Partners L.P. • May 9th, 2008 • Crude petroleum & natural gas • Delaware
THIS FIRST AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF PIONEER SOUTHWEST ENERGY PARTNERS L.P., dated May 6, 2008, is entered into by and between Pioneer Natural Resources GP LLC, a Delaware limited liability company, as the General Partner, and Pioneer Natural Resources USA, Inc., a Delaware corporation, 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:
SECOND AMENDMENT TO OMNIBUS OPERATING AGREEMENTOmnibus Operating Agreement • March 14th, 2013 • Pioneer Southwest Energy Partners L.P. • Crude petroleum & natural gas
THIS SECOND AMENDMENT TO OMNIBUS OPERATING AGREEMENT (“Amendment”), is entered into as of December 17, 2012, by and between Pioneer Natural Resources USA, Inc., a Delaware corporation (“Pioneer USA”), and Pioneer Southwest Energy Partners USA LLC, a Delaware limited liability company (“PSE LLC”). Pioneer USA and PSE LLC are sometimes hereinafter referred to individually as a “Party” and collectively as the “Parties.”
PIONEER SOUTHWEST ENERGY PARTNERS L.P. Common Units Representing Limited Partner Interests Underwriting Agreement November 11, 2009Pioneer Southwest Energy Partners L.P. • November 13th, 2009 • Crude petroleum & natural gas • New York
UBS Securities LLC Merrill Lynch, Pierce, Fenner & Smith Incorporated Citigroup Global Markets Inc. Wells Fargo Securities, LLC as Managing Underwriters c/o UBS Securities LLC 299 Park Avenue New York, New York 10171-0026
PHANTOM UNIT AWARD AGREEMENT PIONEER SOUTHWEST ENERGY PARTNERS L.P.Phantom Unit Award Agreement • March 9th, 2010 • Pioneer Southwest Energy Partners L.P. • Crude petroleum & natural gas • Delaware
AMENDMENT TO NATURAL GAS LIQUIDS PURCHASE AGREEMENT BY AND BETWEEN ONEOK HYDROCARBON, L.P. AND PIONEER NATURAL RESOURCES USA, INC. DATED MARCH 26, 2003Gas Liquids Purchase Agreement • April 15th, 2008 • Pioneer Southwest Energy Partners L.P. • Crude petroleum & natural gas
THIS AMENDMENT is made as of this 8th day of April, 2008, by and between PIONEER NATURAL RESOURCES USA, INC. (“Pioneer”), and ONEOK HYDROCARBON, L.P. (formerly known as, KOCH Hydrocarbon, LP) (“OHLP”).
CONTRIBUTION AGREEMENT by and among PIONEER NATURAL RESOURCES USA, INC. PIONEER NATURAL RESOURCES GP LLC and PIONEER SOUTHWEST ENERGY PARTNERS L.P.Contribution Agreement • October 17th, 2007 • Pioneer Southwest Energy Partners L.P. • Crude petroleum & natural gas
THIS CONTRIBUTION AGREEMENT, dated as of , 2007, is entered into by and among Pioneer Natural Resources USA, Inc., a Delaware corporation (“Pioneer USA”), Pioneer Natural Resources GP LLC, a Delaware limited liability company (the “General Partner”), and Pioneer Southwest Energy Partners L.P., a Delaware limited partnership (“MLP”). The foregoing parties hereto are referred to in this Agreement individually as a “Party” and collectively as the “Parties.” Each capitalized term used herein that is defined in Section 1.1 shall have the meaning assigned to such term in Section 1.1. Other terms defined herein have the meanings so given them.
FIRST AMENDMENT TO CREDIT AGREEMENTCredit Agreement • May 8th, 2013 • Pioneer Southwest Energy Partners L.P. • Crude petroleum & natural gas • Texas
THIS FIRST AMENDMENT TO CREDIT AGREEMENT (this “Amendment”), dated as of March 28, 2013 (the “Effective Date”), is entered into by and among PIONEER SOUTHWEST ENERGY PARTNERS L.P., a Delaware limited partnership (the “Borrower”), lenders party to the Credit Agreement defined below (collectively, the “Lenders” and individually, a “Lender”), BANK OF AMERICA, N.A., as administrative agent for the Lenders (in such capacity, the “Administrative Agent”), as Swing Line Lender and L/C Issuer, WELLS FARGO BANK, N.A., as Syndication Agent, and BANK OF MONTREAL and CITIBANK, N.A., as Co-Documentation Agents.
AMENDMENT TO CREDIT AGREEMENTCredit Agreement • January 8th, 2008 • Pioneer Southwest Energy Partners L.P. • Crude petroleum & natural gas • Texas
THIS AMENDMENT TO CREDIT AGREEMENT (this “Amendment”), dated as of December 14, 2007 (the “Effective Date”), is entered into by and among PIONEER SOUTHWEST ENERGY PARTNERS L.P., a Delaware limited partnership (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, WELLS FARGO BANK, N. A., as Syndication Agent, and BMO CAPITAL MARKETS FINANCING, INC., as Documentation Agent.
Contract2009 Omnibus Operating Agreement • September 3rd, 2009 • Pioneer Southwest Energy Partners L.P. • Crude petroleum & natural gas
This 2009 Omnibus Operating Agreement (this "Agreement") is made and entered into this 31st day of August, 2009, by and between Pioneer Natural Resources USA, Inc., a Delaware corporation ("Pioneer USA"), and Pioneer Southwest Energy Partners USA LLC, a Delaware limited liability company (“PSE LLC”). Pioneer USA and PSE LLC are sometimes hereinafter referred to individually as a “Party” and collectively as the “Parties.”
Plains Contract: 2582-1014 Effective: 09-01-2009 Plains Marketing L.P.Pioneer Southwest Energy Partners L.P. • March 1st, 2010 • Crude petroleum & natural gas
PM Lease ‡= inact Lease Operator County/Parish Price Price Method Applicable Premium Or (Deduct) Fuel Adjust Percent Gravity State Lease 548758 Hyatt L PIONEER NATURAL RES USA IN MARTIN TX X1585 EDQ ($0.7000) $0.0000 100.00000% Flat 032172 548668 IT GRAVES B PIONEER NATURAL RES USA IN MARTIN TX X1585 EDQ ($0.7000) $0.0000 100.00000% Flat 027332 548701 J C MOTT PIONEER NATURAL RES USA IN MARTIN TX X1585 EDQ ($0.7000) $0.0000 100.00000% Flat 016064 547974 J L GLAZE PIONEER NATURAL RES USA IN MARTIN TX X1585 EDQ ($0.7000) $0.0000 100.00000% Flat 028891 154372 (83) J W MEEK #2 PIONEER NATURAL RES USA IN MARTIN TX X1585 EDQ ($0.7000) $0.0000 100.00000% Flat 038768 548520 JAY PIONEER NATURAL RES USA IN MARTIN TX X1585 EDQ ($0.7000) $0.0000 100.00000% Flat 031221 547975 JIM TOM PIONEER NATURAL RES USA IN MARTIN TX X1585 EDQ ($0.7000) $0.0000 100.00000% Flat 6012 548262 JOHNSON PIONEER NATURAL RES USA IN MARTIN TX X1585 EDQ ($0.7000) $0.0000 100.00000% Flat 026996 548822 JOHNSON C PIONEER NATU
CONTRIBUTION AGREEMENT by and among PIONEER NATURAL RESOURCES USA, INC. PIONEER NATURAL RESOURCES GP LLC and PIONEER SOUTHWEST ENERGY PARTNERS L.P. May 6, 2008Contribution Agreement • May 9th, 2008 • Pioneer Southwest Energy Partners L.P. • Crude petroleum & natural gas
THIS CONTRIBUTION AGREEMENT, dated as of May 6, 2008, is entered into by and among Pioneer Natural Resources USA, Inc., a Delaware corporation (“Pioneer USA”), Pioneer Natural Resources GP LLC, a Delaware limited liability company (the “General Partner”), and Pioneer Southwest Energy Partners L.P., a Delaware limited partnership (“MLP”). The foregoing parties hereto are referred to in this Agreement individually as a “Party” and collectively as the “Parties.” Each capitalized term used herein that is defined in Section 1.1 shall have the meaning assigned to such term in Section 1.1. Other terms defined herein have the meanings so given them.
