FIRST AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF EAGLE ROCK ENERGY PARTNERS, L.PLimited Partnership Agreement • October 31st, 2006 • Eagle Rock Energy Partners, L.P. • Crude petroleum & natural gas • Delaware
THIS FIRST AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF EAGLE ROCK ENERGY PARTNERS, L.P. dated as of October 27, 2006, is entered into by and between Eagle Rock Energy GP, L.P., a Delaware limited partnership, as the General Partner, and Eagle Rock Holdings, L.P., a Texas limited partnership, 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:
REGISTRATION RIGHTS AGREEMENT by and among EAGLE ROCK ENERGY PARTNERS, L.P. AND EAGLE ROCK HOLDINGS, L.P.Registration Rights Agreement • October 31st, 2006 • Eagle Rock Energy Partners, L.P. • Crude petroleum & natural gas • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made and entered into as of October 27, 2006, by and among Eagle Rock Energy Partners, L.P., a Delaware limited partnership (the “Company”), and Eagle Rock Holdings, L.P., a Texas limited partnership (“Eagle Rock Holdings”).
CONTRIBUTION, CONVEYANCE AND ASSUMPTION AGREEMENT BY AND AMONG EAGLE ROCK ENERGY PARTNERS, L.P. EAGLE ROCK ENERGY G&P, LLC EAGLE ROCK ENERGY GP, L.P. EAGLE ROCK PIPELINE, L.P. EAGLE ROCK PIPELINE GP, LLC AND EAGLE ROCK HOLDINGS, L.P. EFFECTIVE AS OF...Contribution, Conveyance and Assumption Agreement • October 31st, 2006 • Eagle Rock Energy Partners, L.P. • Crude petroleum & natural gas • Texas
This CONTRIBUTION, CONVEYANCE AND ASSUMPTION AGREEMENT, dated as of October 27, 2006, is entered into by and among EAGLE ROCK ENERGY PARTNERS, L.P., a Delaware limited partnership (“MLP”), EAGLE ROCK ENERGY G&P, LLC, a Delaware limited liability company (“G&P”), EAGLE ROCK ENERGY GP, L.P., a Delaware limited partnership (“GP LP”), EAGLE ROCK PIPELINE, L.P., a Delaware limited partnership (“OLP”), EAGLE ROCK PIPELINE GP, LLC, a Delaware limited liability company (“OLP GP”), and EAGLE ROCK HOLDINGS, L.P., a Texas limited partnership (“Holdings”). The parties to this agreement are collectively referred to herein as the “Parties.” Capitalized terms used herein shall have the meanings assigned to such terms in Section 1.1.
SECOND AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF EAGLE ROCK ENERGY G&P, LLC (a Delaware Limited Liability Company)Limited Liability Company Agreement • October 31st, 2006 • Eagle Rock Energy Partners, L.P. • Crude petroleum & natural gas • Delaware
This SECOND AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT (this “Agreement”) of Eagle Rock Energy G&P, LLC, a Delaware limited liability company (the “Company”), executed on October 27, 2006 (the “Effective Date”), is adopted, executed and agreed to, by Eagle Rock Holdings, L.P., a Texas limited liability company (“Holdings”), as the sole Member of the Company.
OMNIBUS AGREEMENT AMONG EAGLE ROCK ENERGY PARTNERS, L.P. EAGLE ROCK ENERGY G&P, LLC EAGLE ROCK ENERGY GP, L.P. AND EAGLE ROCK HOLDINGS, L.P.Omnibus Agreement • October 31st, 2006 • Eagle Rock Energy Partners, L.P. • Crude petroleum & natural gas
THIS OMNIBUS AGREEMENT (“Agreement”) is entered into on, and effective as of, the Closing Date (as defined herein), and is by and among Eagle Rock Energy Partners, L.P., a Delaware limited partnership (the “MLP”), Eagle Rock Energy G&P, LLC, a Delaware limited liability company (“G&P”), Eagle Rock Energy GP, L.P., a Delaware limited partnership (the “General Partner”) and Eagle Rock Holdings, L.P., a Texas limited partnership (“Holdings”). The above-named entities are sometimes referred to in this Agreement each as a “Party” and collectively as the “Parties.”
