Standard Contracts
ATLAS RESOURCES PUBLIC #18-2008 PROGRAM ANTHEM SECURITIES, INC. DEALER-MANAGER AGREEMENTDealer-Manager Agreement • July 6th, 2009 • Atlas Resources Public #18-2008 (A) L.P. • Crude petroleum & natural gas • Pennsylvania
The undersigned, Atlas Resources, LLC, which is referred to as the “Managing General Partner,” on behalf of Atlas Resources Public #18-2008 Program, which is referred to as the “Program,” is a series of up to three limited partnerships formed under the Delaware Revised Uniform Limited Partnership Act as described below. These limited partnerships are sometimes referred to in this Agreement in the singular as a “Partnership” or in the plural as “Partnerships.” The Managing General Partner on behalf of the Partnerships hereby confirms its agreement with you, as Dealer-Manager, as follows:
ESCROW AGREEMENT ATLAS RESOURCES PUBLIC #18-2008(A) L.P.Escrow Agreement • May 15th, 2008 • Atlas Resources Public #18-2008 (A) L.P. • Pennsylvania
THIS AGREEMENT is made to be effective as of ____________, 2008, by and among Atlas Resources, LLC, a Pennsylvania limited liability company (the “Managing General Partner”), Anthem Securities, Inc., a Pennsylvania corporation (“Anthem”), the “Dealer-Manager,” Atlas Resources Public #18-2008(A) L.P., a Delaware limited partnership (the “Partnership”) and National City Bank, as escrow agent (the “Escrow Agent”).
GAS GATHERING AGREEMENT LEGACY APPALACHIAN SYSTEMGas Gathering Agreement • July 6th, 2009 • Atlas Resources Public #18-2008 (A) L.P. • Crude petroleum & natural gas • New York
THIS GAS GATHERING AGREEMENT (“Agreement”) is made and entered into by and between LAUREL MOUNTAIN MIDSTREAM, LLC, a Delaware limited liability company (“LMM”), and ATLAS ENERGY RESOURCES, LLC, a Delaware limited liability company, ATLAS ENERGY OPERATING COMPANY, LLC, a Delaware limited liability company, ATLAS AMERICA, LLC, a Pennsylvania limited liability company, ATLAS NOBLE LLC, a Delaware limited liability company, RESOURCE ENERGY LLC, a Delaware limited liability company, and VIKING RESOURCES, LLC, a Pennsylvania limited liability company (each individually a “Shipper” or collectively, the “Shippers”), and only as to Section 8, below, ATLAS PIPELINE PARTNERS, L.P. and ATLAS PIPELINE OPERATING PARTNERSHIP, LP (hereinafter “APL” and “APL Operating,” respectively).
ESCROW AGREEMENT ATLAS RESOURCES PUBLIC #18-2008(A) L.P.Escrow Agreement • October 15th, 2008 • Atlas Resources Public #18-2008 (A) L.P. • Crude petroleum & natural gas • Pennsylvania
THIS AGREEMENT (the “Agreement”) is effective as of October 15, 2008, by and among Atlas Resources, LLC, a Pennsylvania limited liability company (the “Managing General Partner”), Anthem Securities, Inc., a Pennsylvania corporation (“Anthem”), the “Dealer-Manager,” Atlas Resources Public #18-2008(A) L.P., a Delaware limited partnership (the “Partnership”) and Wells Fargo Bank, N.A., as escrow agent (the “Escrow Agent”).
VOTING AGREEMENT DATED AS OF JUNE 29, 2007 BETWEEN ATLAS AMERICA, INC. AND ATLAS ENERGY MANAGEMENT, INC.Voting Agreement • May 15th, 2008 • Atlas Resources Public #18-2008 (A) L.P. • New York
THIS VOTING AGREEMENT (this “Agreement”) dated as of June 29, 2007 is by and among Atlas America, Inc., a Delaware corporation (“Atlas America”), and Atlas Energy Management, Inc., a Delaware corporation (“Atlas Management”).
FIRST AMENDMENT TO BASE CONTRACT FOR SALE AND PURCHASE OF NATURAL GASBase Contract for Sale and Purchase of Natural Gas • May 15th, 2008 • Atlas Resources Public #18-2008 (A) L.P.
AMENDMENT NO. 1 TO AMENDED AND RESTATED OPERATING AGREEMENT OF ATLAS ENERGY RESOURCES, LLC DATED JUNE 29, 2007Operating Agreement • May 15th, 2008 • Atlas Resources Public #18-2008 (A) L.P. • Delaware
THIS AMENDMENT NO. 1 TO AMENDED AND RESTATED OPERATING AGREEMENT OF ATLAS ENERGY RESOURCES, LLC (this “Amendment”), dated as of June 29, 2007, is entered into and effectuated by the Board of Directors (the “Board”) of Atlas Energy Resources, LLC, a Delaware limited liability company (the “Company”), pursuant to authority granted to it in Sections 5.5 and 11.1 of the Amended and Restated Operating Agreement of the Company, dated as of December 18, 2006 (the “Limited Liability Company Agreement”). Capitalized terms used but not defined herein are used as defined in the Limited Liability Company Agreement.
SECOND AMENDMENT DATED JULY 16, 2003 TO BASE GAS PURCHASE AGREEMENT DATED MARCH 31, 1999 BETWEEN NORTHEAST OHIO GAS MARKETING, INC., AND ATLAS ENERGY GROUP, INC., ATLAS RESOURCES, INC., AND RESOURCE ENERGY, INC.Base Gas Purchase Agreement • May 15th, 2008 • Atlas Resources Public #18-2008 (A) L.P.
OMNIBUS AGREEMENT DATED FEBRUARY 2, 2000 AMONG ATLAS AMERICA, INC., RESOURCE ENERGY, INC., AND VIKING RESOURCES CORPORATION, AND ATLAS PIPELINE OPERATING PARTNERSHIP, L.P., AND ATLAS PIPELINE PARTNERS, L.P.Omnibus Agreement • May 15th, 2008 • Atlas Resources Public #18-2008 (A) L.P.
CONTRIBUTION, CONVEYANCE AND ASSUMPTION AGREEMENT DATED DECEMBER 18, 2006 AMONG ATLAS AMERICA, INC., ATLAS ENERGY RESOURCES, LLC, AND ATLAS ENERGY OPERATING COMPANY, LLCContribution, Conveyance and Assumption Agreement • May 15th, 2008 • Atlas Resources Public #18-2008 (A) L.P.
AMENDMENT NO. 1 TO AMENDED AND RESTATED CERTIFICATE AND AGREEMENT OF LIMITED PARTNERSHIP OF ATLAS RESOURCES PUBLIC #18-2008(A) L.P.Limited Partnership Agreement • July 28th, 2016 • Atlas Resources Public #18-2008 (A) L.P. • Crude petroleum & natural gas • Delaware
THIS AMENDMENT NO. 1 to AMENDED AND RESTATED CERTIFICATE AND AGREEMENT OF LIMITED PARTNERSHIP OF ATLAS RESOURCES PUBLIC #18-2008(A) L.P. (this “Amendment”), dated as of July 26, 2016, is entered into and effectuated by Atlas Resources, LLC, a Pennsylvania limited liability company and the managing general partner of Atlas Resources Public #18-2008(A) L.P., a Delaware limited partnership (the “Partnership”), pursuant to authority granted to it in Section 8.05(b)(iv) of the Amended and Restated Certificate and Agreement of Limited Partnership of the Partnership, dated as of November 13, 2008 (as amended from time to time, the “Limited Partnership Agreement”). Capitalized terms used but not defined herein are used as defined in the Limited Partnership Agreement.
MANAGEMENT AGREEMENT DATED DECEMBER 18, 2006 AMONG ATLAS ENERGY RESOURCES, LLC, ATLAS ENERGY OPERATING COMPANY, LLC, AND ATLAS ENERGY MANAGEMENT, INC.Management Agreement • May 15th, 2008 • Atlas Resources Public #18-2008 (A) L.P.
GUARANTY DATED JUNE 1, 2004 BETWEEN UGI CORPORATION AND VIKING RESOURCES CORP.Guaranty • May 15th, 2008 • Atlas Resources Public #18-2008 (A) L.P.
BASE CONTRACT FOR SALE AND PURCHASE OF NATURAL GAS DATED NOVEMBER 13, 2002 BETWEEN UGI ENERGY SERVICES, INC. AND VIKING RESOURCES CORP.Base Contract for Sale and Purchase of Natural Gas • May 15th, 2008 • Atlas Resources Public #18-2008 (A) L.P.
SECOND AMENDMENT TO BASE CONTRACT FOR SALE AND PURCHASE OF NATURAL GASBase Contract for Sale and Purchase of Natural Gas • May 15th, 2008 • Atlas Resources Public #18-2008 (A) L.P.
CREDIT AGREEMENT DATED AS OF JUNE 29, 2007 AMONG ATLAS ENERGY RESOURCES, LLC, AS PARENT GUARANTOR, ATLAS ENERGY OPERATING COMPANY, LLC, AS BORROWER, JPMORGAN CHASE BANK, N.A., AS ADMINISTRATIVE AGENT, WACHOVIA BANK, NATIONAL ASSOCIATION, AS...Credit Agreement • May 15th, 2008 • Atlas Resources Public #18-2008 (A) L.P. • New York
THIS CREDIT AGREEMENT, dated as of June 29, 2007, is among: ATLAS ENERGY RESOURCES, LLC, a limited liability company duly formed and existing under the laws of the State of Delaware (the “Parent Guarantor”); ATLAS ENERGY OPERATING COMPANY, LLC, a limited liability company duly formed and existing under the laws of the State of Delaware (the “Borrower”); each of the Lenders from time to time party hereto; JPMORGAN CHASE BANK, N.A. (in its individual capacity, “JPMorgan”), as administrative agent for the Lenders (in such capacity, together with its successors in such capacity, the “Administrative Agent”); WACHOVIA BANK, NATIONAL ASSOCIATION, as syndication agent for the Lenders (in such capacity, together with its successors in such capacity, the “Syndication Agent”); and BANK OF AMERICA, N.A., BNP PARIBAS, ROYAL BANK OF CANADA and UBS LOAN FINANCE LLC, as co-documentation agents for the Lenders (each, in such capacity, together with its successors in such capacity, the “Documentation Ag
GUARANTY DATED AUGUST 12, 2003 BETWEEN FIRST ENERGY CORP. AND ATLAS RESOURCES, INC. TO GAS PURCHASE AGREEMENT DATED MARCH 31, 1999 BETWEEN NORTHEAST OHIO GAS MARKETING, INC., AND ATLAS ENERGY GROUP, INC., ATLAS RESOURCES, INC., AND RESOURCE ENERGY, INC.Guaranty • May 15th, 2008 • Atlas Resources Public #18-2008 (A) L.P.
THIRD AMENDMENT DATED JANUARY 5, 2007 TO BASE GAS PURCHASE AGREEMENT DATED MARCH 31, 1999 BETWEEN NORTHEAST OHIO GAS MARKETING, INC., AND ATLAS ENERGY GROUP, INC., ATLAS RESOURCES, INC., AND RESOURCE ENERGY, INC.Base Gas Purchase Agreement • May 15th, 2008 • Atlas Resources Public #18-2008 (A) L.P.
GAS PURCHASE AGREEMENT DATED MARCH 31, 1999 BETWEEN NORTHEAST OHIO GAS MARKETING, INC., AND ATLAS ENERGY GROUP, INC., ATLAS RESOURCES, INC., AND RESOURCE ENERGY, INC.Gas Purchase Agreement • May 15th, 2008 • Atlas Resources Public #18-2008 (A) L.P.
AMENDMENT AND JOINDER TO OMNIBUS AGREEMENT DATED DECEMBER 18, 2006, AMONG ATLAS PIPELINE PARTNERS, L.P. AND ATLAS PIPELINE OPERATING PARTNERSHIP, L.P., ATLAS AMERICA, INC., RESOURCE ENERGY, LLC, VIKING RESOURCES, LLC, ATLAS ENERGY RESOURCES, LLC, AND...Omnibus Agreement • May 15th, 2008 • Atlas Resources Public #18-2008 (A) L.P.
MASTER NATURAL GAS GATHERING AGREEMENT DATED FEBRUARY 2, 2000 AMONG ATLAS PIPELINE PARTNERS, L.P. AND ATLAS PIPELINE OPERATING PARTNERSHIP, L.P., ATLAS AMERICA, INC., RESOURCE ENERGY, INC., AND VIKING RESOURCES CORPORATIONMaster Natural Gas Gathering Agreement • May 15th, 2008 • Atlas Resources Public #18-2008 (A) L.P.
FIRST AMENDMENT DATED FEBRUARY 1, 2001 TO BASE GAS PURCHASE AGREEMENT DATED MARCH 31, 1999 BETWEEN NORTHEAST OHIO GAS MARKETING, INC., AND ATLAS ENERGY GROUP, INC., ATLAS RESOURCES, INC., AND RESOURCE ENERGY, INC.Base Gas Purchase Agreement • May 15th, 2008 • Atlas Resources Public #18-2008 (A) L.P.
REGISTRATION RIGHTS AGREEMENT DATED AS OF JUNE 29, 2007Registration Rights Agreement • May 15th, 2008 • Atlas Resources Public #18-2008 (A) L.P. • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made and entered into as of June 29, 2007 by and among Atlas Energy Resources, LLC, a Delaware limited liability company (“Atlas Energy”), and each of the Purchasers set forth in Exhibit A (each, a “Purchaser” and, collectively, the “Purchasers”).
GUARANTY AS OF DECEMBER 7, 2004 BETWEEN FIRSTENERGY CORP. AND ATLAS RESOURCES, INC.Guaranty • May 15th, 2008 • Atlas Resources Public #18-2008 (A) L.P.
NATURAL GAS GATHERING AGREEMENT DATED JANUARY 1, 2002 AMONG ATLAS PIPELINE PARTNERS, L.P., AND ATLAS PIPELINE OPERATING PARTNERSHIP, L.P. AND ATLAS RESOURCES, INC., AND ATLAS ENERGY GROUP, INC. AND ATLAS NOBLE CORPORATION, AND RESOURCE ENERGY INC.,...Natural Gas Gathering Agreement • May 15th, 2008 • Atlas Resources Public #18-2008 (A) L.P.
AMENDMENT AMONG ATLAS PIPELINE PARTNERS, L.P. AND ATLAS PIPELINE OPERATING PARTNERSHIP, L.P., ATLAS AMERICA, INC., RESOURCE ENERGY, INC., VIKING RESOURCES CORPORATION, ATLAS NOBLE CORP., AND ATLAS RESOURCES, INC. TO THE MASTER NATURAL GAS GATHERING...Master Natural Gas Gathering Agreement • May 15th, 2008 • Atlas Resources Public #18-2008 (A) L.P.
CONTINUING GUARANTY AGREEMENT DATED DECEMBER 18,Continuing Guaranty Agreement • May 15th, 2008 • Atlas Resources Public #18-2008 (A) L.P.
OPERATING AGREEMENT OF ATLAS RESOURCES, LLCOperating Agreement • May 15th, 2008 • Atlas Resources Public #18-2008 (A) L.P.
GUARANTY DATED JANUARY 1, 2005 BETWEEN UGI CORPORATION AND VIKING RESOURCES CORP.Guaranty • May 15th, 2008 • Atlas Resources Public #18-2008 (A) L.P.
AMENDMENT AND JOINDER TO GAS GATHERING AGREEMENTS DATED DECEMBER 18, 2006, AMONG ATLAS PIPELINE PARTNERS, L.P. AND ATLAS PIPELINE OPERATING PARTNERSHIP, L.P., ATLAS AMERICA, INC., RESOURCE ENERGY, LLC, VIKING RESOURCES, LLC, ATLAS NOBLE, LLC, ATLAS...Gas Gathering Agreement • May 15th, 2008 • Atlas Resources Public #18-2008 (A) L.P.
THIS AMENDMENT AND JOINDER TO GAS GATHERING AGREEMENTS (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, “Gatherer”), 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 Noble, LLC, a Delaware limited liability company (formerly Atlas Noble Corporation, “Atlas Noble”), Atlas Resources, LLC, a Pennsylvania limited liability company (formerly Atlas Resources, Inc., “Atlas Resources”), Atlas America, LLC, a Pennsylvania limited liability company (formerly Atlas America, Inc., “Atlas PA”), Atlas Energy Resources, LLC, a Delaware limited liability company (“Atlas Energy”), and At
ESCROW AGREEMENT ATLAS RESOURCES PUBLIC #18-2009(C) L.P.Escrow Agreement • May 15th, 2008 • Atlas Resources Public #18-2008 (A) L.P. • Pennsylvania
THIS AGREEMENT is made to be effective as of ________________, 2009, by and among Atlas Resources, LLC, a Pennsylvania limited liability company (the “Managing General Partner”), Anthem Securities, Inc., a Pennsylvania corporation (“Anthem”), the “Dealer-Manager,” Atlas Resources Public #18-2009(C) L.P., a Delaware limited partnership (the “Partnership”) and National City Bank, as escrow agent (the “Escrow Agent”).
REVOLVING CREDIT AGREEMENT DATED AS OF DECEMBER 18, 2006 AMONG ATLAS ENERGY OPERATING COMPANY, LLC, AS BORROWER; AER PIPELINE CONSTRUCTION, INC., AIC, LLC, ATLAS AMERICA, LLC, ATLAS ENERGY OHIO, LLC, ATLAS ENERGY RESOURCES, LLC, ATLAS NOBLE, LLC,...Revolving Credit Agreement • May 15th, 2008 • Atlas Resources Public #18-2008 (A) L.P.
