CRESTWOOD MIDSTREAM PARTNERS LP PHANTOM UNIT AWARD AGREEMENT
Exhibit 10.24
Director:
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Number of Phantom Units:
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Date of Grant:
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1. Under the terms and conditions of the Crestwood Midstream Partners LP Third Amended and
Restated 2007 Equity Plan (the “Plan”), a copy of which is attached hereto and incorporated herein
by reference, Crestwood Midstream Partners LP, a Delaware limited partnership (the “Partnership”),
grants to the individual whose name is set forth above (the “Director”) the number of Phantom Units
set forth above. Terms not defined in this Agreement have the meanings set forth in the Plan.
2. One-third (1/3rd) of the Phantom Units will become vested on the fifteenth day
of January of the first calendar year beginning after the Date of Grant and on each of the
following two anniversaries of that date, provided that the Director has remained a member of the
Board through each such date (and further provided that in no event will the Director become
entitled to receive a fraction of a Unit). If the Director ceases to be a member of the Board, all
nonvested Phantom Units will be forfeited immediately. Notwithstanding the foregoing, in the event
of a Change in Control while the Director is a member of the Board, any nonvested Phantom Units
will automatically become 100% vested.
3. Each Phantom Unit will entitle the Director to receive one Unit with respect to each such
Phantom Unit that becomes vested. Payment will be evidenced by book entry registration (or by a
certificate registered in the name of the Director) as of the date that the Phantom Units become
vested in accordance with Section 2.
4. The Director will have none of the rights of a unitholder of the Partnership with respect
to any Units underlying the Phantom Units, including the right to vote such Units or receive any
distributions that may be paid thereon until such time, if any, that the Director has been
determined to be a unitholder of record by the Partnership’s transfer agent or one or more
certificates of Units are delivered to the Director in settlement thereof.
5. The Director hereby accepts and agrees to be bound by all the terms and conditions of the
Plan and this Agreement. Any amendment to the Plan will be deemed to be an amendment to this
Agreement to the extent that the Plan amendment is applicable hereto; provided, however, that no
amendment will adversely affect the rights of the Director under this Agreement without the
Director’s consent.
ACCEPTED:
| Signature of Director | ||||
2011 Director Units Non-elective
