Contract
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4895-9788-4413 v.4 Execution Version 1 FIRST AMENDMENT TO AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT This FIRST AMENDMENT TO AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT (this “First Amendment”) is dated as of November 29, 2024 (the “First Amendment Effective Date”), among SUMMIT MIDSTREAM CORPORATION, a Delaware corporation (“New Parent”), SUMMIT MIDSTREAM PARTNERS, LP, a Delaware limited partnership (the “MLP Entity”), SUMMIT MIDSTREAM HOLDINGS, LLC, a Delaware limited liability company (“Borrower”), the Subsidiary Guarantors (as defined in the Loan Agreement referred to below), the Lenders (as defined in the Loan Agreement) party hereto and BANK OF AMERICA, N.A., as Agent (as defined in the Loan Agreement) for the Lenders (in such capacity, “Agent”). R E C I T A L S: WHEREAS, New Parent, the MLP Entity, Borrower, Agent and the Lenders have entered into that certain Amended and Restated Loan and Security Agreement dated as of July 26, 2024 (as amended, restated, supplemented or otherwise modified prior to the date hereof, the “Existing Loan Agreement”, and the Existing Loan Agreement, as amended by this First Amendment, the “Loan Agreement”). Capitalized terms used herein but not otherwise defined herein have the meanings given to such terms in the Loan Agreement; WHEREAS, New Parent, the MLP Entity and Borrower have requested that Lenders constituting Required Lenders agree to make certain amendments to the Existing Loan Agreement, and such Lenders constituting Required Lenders have agreed to such amendments on the terms and conditions set forth herein; NOW, THEREFORE, in consideration of the premises and the mutual agreements, representations and warranties herein set forth, and for other good and valuable consideration, the receipt and sufficiency of which are acknowledged, New Parent, the MLP Entity, Borrower, the Subsidiary Guarantors, Agent and the undersigned Lenders do hereby agree as follows: SECTION 1. AMENDMENTS TO EXISTING LOAN AGREEMENT. In reliance on the representations, warranties, covenants and agreements contained in this First Amendment, and subject to the satisfaction (or waiver) of the conditions precedent set forth in Section 2 hereof, the Existing Loan Agreement is hereby amended effective as of the First Amendment Effective Date in the manner provided in this Section 1. 1.1. Amendment to Section 1.1. (a) Section 1.1 of the Existing Loan Agreement is hereby amended to add thereto, in alphabetical order, the following definition which shall read in full as follows: “First Amendment: that certain First Amendment to Amended and Restated Loan and Security Agreement dated as of November 26, 2024, among Borrower, New Parent, the MLP Entity, the Subsidiary Guarantors, Agent and the Lenders party thereto.” (b) Section 1.1 of the Existing Loan Agreement is hereby further amended to delete the stricken text (indicated textually in the same manner as the following example: stricken text) and to add the double-underlined text (indicated textually in the same manner as the following example: double- underlined text) as set forth below: Exhibit 10.3
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Signature page to First Amendment to Amended and Restated Loan and Security Agreement IN WITNESS WHEREOF, this First Amendment has been executed and delivered as of the date set forth above. BORROWER: SUMMIT MIDSTREAM HOLDINGS, LLC By: /s/ Xxxxxxx X. Xxxxx ________________ Name: Xxxxxxx X. Xxxxx Title: Executive Vice President and Chief Financial Officer NEW PARENT: SUMMIT MIDSTREAM CORPORATION By: /s/ Xxxxxxx X. Xxxxx ________________ Name: Xxxxxxx X. Xxxxx Title: Executive Vice President and Chief Financial Officer MLP ENTITY: SUMMIT MIDSTREAM PARTNERS, LP By: SUMMIT MIDSTREAM GP, LLC, its general partner By: /s/ Xxxxxxx X. Xxxxx ________________ Name: Xxxxxxx X. Xxxxx Title: Executive Vice President and Chief Financial Officer
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Signature page to First Amendment to Amended and Restated Loan and Security Agreement SUBSIDIARY GUARANTORS: DFW MIDSTREAM SERVICES LLC EPPING TRANSMISSION COMPANY, LLC SUMMIT DJ-O, LLC SUMMIT DJ-O OPERATING, LLC GRAND RIVER GATHERING, LLC SUMMIT DJ-S, LLC GRASSLANDS ENERGY MARKETING LLC POLAR MIDSTREAM, LLC MEADOWLARK MIDSTREAM COMPANY, LLC SUMMIT MIDSTREAM MARKETING, LLC SUMMIT MIDSTREAM PERMIAN II, LLC RED ROCK GATHERING COMPANY, LLC SUMMIT MIDSTREAM NIOBRARA, LLC By: /s/ Xxxxxxx X. Xxxxx ________________ Name: Xxxxxxx X. Xxxxx Title: Executive Vice President and Chief Financial Officer SUMMIT MIDSTREAM OPCO, LP By: SUMMIT MIDSTREAM MARKETING, LLC, its general partner By: /s/ Xxxxxxx X. Xxxxx ________________ Name: Xxxxxxx X. Xxxxx Title: Executive Vice President and Chief Financial Officer
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Signature page to First Amendment to Amended and Restated Loan and Security Agreement BANK OF AMERICA, N.A., as Agent By: /s/ Xxxxxx Pump___________________ Name: Xxxxxx Xxxx Title: Senior Vice President
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Signature page to First Amendment to Amended and Restated Loan and Security Agreement BANK OF AMERICA, N.A., as a Lender and Issuing Bank By: /s/ Xxxxxx Pump__________________ Name: Xxxxxx Pump Title: Senior Vice President
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Signature page to First Amendment to Amended and Restated Loan and Security Agreement ROYAL BANK OF CANADA, as a Lender By: /s/ Xxxxxx Xxxxx____________________ Name: Xxxxxx Xxxxx Title: Authorized Signatory
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Signature page to First Amendment to Amended and Restated Loan and Security Agreement ING CAPITAL LLC, as a Lender By: /s/ Xxxx Xxxxxx_________________ Name: Xxxx Xxxxxx Title: Managing Director By: /s/ Xxxx Xxx____________________ Name: Xxxx Xxx Title: Director
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Signature page to First Amendment to Amended and Restated Loan and Security Agreement REGIONS BANK, as a Lender By: /s/ Xxxxx Xxxx_________________ Name: Xxxxx Xxxx Title: Managing Director
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Signature page to First Amendment to Amended and Restated Loan and Security Agreement THE TORONTO-DOMINION BANK, NEW YORK BRANCH, as a Lender By: /s/ Xxxxx Xxxxxxxxxxx______________ Name: Xxxxx Xxxxxxxxxxx Title: Authorized Signatory
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Signature page to First Amendment to Amended and Restated Loan and Security Agreement FIRST-CITIZENS BANK & TRUST COMPANY (as successor by merger to CIT BANK, N.A.), as a Lender By: /s/ Xxxx Xxxxxxx_______________ Name: Xxxx Xxxxxxx Title: Managing Director
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Signature page to First Amendment to Amended and Restated Loan and Security Agreement TRUIST BANK, as a Lender By: /s/ Xxxx Xxxxxxx________________ Name: Xxxx Xxxxxxx Title: Director
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Signature page to First Amendment to Amended and Restated Loan and Security Agreement XXXXXXX BUSINESS CREDIT, A DIVISION OF XXXXXXX BANK, N.A., SUCCESSOR BY MERGER TO XXXXXXX BUSINESS CREDIT CORPORATION, as a Lender By: /s/ Xxxxx Xxxxx________________ Name: Xxxxx Xxxxx Title: Director
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Signature page to First Amendment to Amended and Restated Loan and Security Agreement JPMORGAN CHASE BANK, N.A., as a Lender By: /s/ Xxxx Xxxxxx________________ Name: Xxxx Xxxxxx Title: Authorized Officer
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Signature page to First Amendment to Amended and Restated Loan and Security Agreement CITIZENS BANK, as a Lender By: /s/ Xxxxx Xxxxxxxx _________________ Name: Xxxxx Xxxxxxxx Title: Vice President
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Signature page to First Amendment to Amended and Restated Loan and Security Agreement MUFG BANK, LTD., as a Lender By: /s/ Xxxxx Xxxxx_________________ Name: Xxxxx Xxxxx Title: Vice President