Quicksilver Gas Services LP 5,000,000 Common Units Representing Limited Partner Interests Underwriting AgreementUnderwriting Agreement • July 17th, 2007 • Quicksilver Gas Services LP • Natural gas transmission • New York
Quicksilver Gas Services LP, a Delaware limited partnership (the “Partnership”), proposes to issue and sell to the underwriters named in Schedule A annexed hereto (the “Underwriters”), for whom UBS Securities LLC (“UBS”) and Goldman, Sachs & Co. (“Goldman”) are acting as representatives (the “Representatives”), an aggregate of 5,000,000 common units (the “Firm Units”) representing limited partner interests in the Partnership. Units representing limited partner interests in the Partnership, including, without limitation, any common units or subordinated units, together with any units representing general partner interests in the Partnership, are collectively referred to herein as the “Partnership Units.” In addition, solely for the purpose of covering over-allotments, the Partnership proposes to grant to the Underwriters the option to purchase from the Partnership up to an additional 750,000 common units (the “Additional Units”). The Firm Units and the Additional Units are hereinafter c
Fifth Amended and Restated Cowtown Gas Facilities Gas Gathering and Processing Agreement Between QUICKSILVER RESOURCES INC., COWTOWN PIPELINE PARTNERS L.P. and COWTOWN GAS PROCESSING PARTNERS L.P. Hood County, TexasGas Gathering and Processing Agreement • July 17th, 2007 • Quicksilver Gas Services LP • Natural gas transmission
THIS FIFTH AMENDED AND RESTATED GAS GATHERING AND PROCESSING AGREEMENT (the “Agreement”) is made and entered into as of the [•] day of [•], 2007 (the “Effective Date”), by and among COWTOWN PIPELINE PARTNERS L.P., a Texas limited partnership (“Gatherer”), COWTOWN GAS PROCESSING PARTNERS L.P., a Texas limited partnership, (“Processor”), and QUICKSILVER RESOURCES INC., a Delaware corporation, (“Producer”). Gatherer, Processor and Producer are sometimes collectively referred to herein as the “Parties”.
CREDIT AGREEMENT DATED AS OF JULY __, 2007 AMONG QUICKSILVER GAS SERVICES LP, AS BORROWER, THE LENDERS PARTY HERETO, BANK OF AMERICA, N.A., AS ADMINISTRATIVE AGENT, BNP PARIBAS, AS SYNDICATION AGENT AND JPMORGAN CHASE BANK, N.A., THE ROYAL BANK OF...Credit Agreement • July 17th, 2007 • Quicksilver Gas Services LP • Natural gas transmission • Texas
THIS CREDIT AGREEMENT is entered into effective as of July ___, 2007, among QUICKSILVER GAS SERVICES LP, a Delaware limited partnership (the “Borrower”), the LENDERS party hereto, BANK OF AMERICA, N.A., as the Administrative Agent, BNP PARIBAS, as the Syndication Agent, and JPMORGAN CHASE BANK, N.A., THE ROYAL BANK OF SCOTLAND plc and FORTIS CAPITAL CORP., as Co-Documentation Agents.
SERVICES AND SECONDMENT AGREEMENTServices and Secondment Agreement • July 17th, 2007 • Quicksilver Gas Services LP • Natural gas transmission • Texas
This Services and Secondment Agreement (the “Agreement”), dated as of [ ], 2007 (the “Effective Date”), is entered into between QUICKSILVER RESOURCES INC. (“Company”), a Delaware corporation, and QUICKSILVER GAS SERVICES GP LLC (“MLP GP”), a Delaware limited liability company, the general partner of Quicksilver Gas Services LP (“Partnership”). Company and MLP GP are hereinafter each referred to as a “Party” and collectively referred to as the “Parties.” The Partnership and the MLP GP are sometimes collectively referred to as the “Partnership Entities.”
LIMITED LIABILITY COMPANY AGREEMENT OF QUICKSILVER GAS SERVICES GP LLC A Delaware Limited Liability CompanyLimited Liability Company Agreement • July 17th, 2007 • Quicksilver Gas Services LP • Natural gas transmission • Delaware
This LIMITED LIABILITY COMPANY AGREEMENT OF QUICKSILVER GAS SERVICES GP LLC (this “Agreement”), dated as of January 31, 2007, is adopted, executed, and agreed to by the sole Member (as defined below).
QUICKSILVER GAS SERVICES LP PHANTOM UNIT AWARD AGREEMENTPhantom Unit Award Agreement • July 17th, 2007 • Quicksilver Gas Services LP • Natural gas transmission
DIRECTOR AND OFFICER INDEMNIFICATION AGREEMENTDirector and Officer Indemnification Agreement • July 17th, 2007 • Quicksilver Gas Services LP • Natural gas transmission • Delaware
This Director and Officer Indemnification Agreement, dated as of ____________, 2007 (this “Agreement”), is made by and between Quicksilver Gas Services GP LLC, a Delaware limited liability company (the “Company”), and ____________(“Indemnitee”).
CONTRIBUTION, CONVEYANCE AND ASSUMPTION AGREEMENT BY AND AMONG QUICKSILVER GAS SERVICES LP QUICKSILVER GAS SERVICES GP LLC COWTOWN GAS PROCESSING L.P. COWTOWN PIPELINE L.P. QUICKSILVER GAS SERVICES HOLDINGS LLC QUICKSILVER GAS SERVICES OPERATING GP...Contribution, Conveyance and Assumption Agreement • July 17th, 2007 • Quicksilver Gas Services LP • Natural gas transmission • Texas
This CONTRIBUTION, CONVEYANCE AND ASSUMPTION AGREEMENT, dated as of [___] [___], 2007, is entered into by and among QUICKSILVER GAS SERVICES LP, a Delaware limited partnership (“MLP”), QUICKSILVER GAS SERVICES GP LLC, a Delaware limited liability company (“MLP GP”), COWTOWN GAS PROCESSING L.P., a Delaware limited partnership (“Processing”), COWTOWN PIPELINE L.P., a Delaware limited partnership (“Pipeline”), QUICKSILVER GAS SERVICES HOLDINGS LLC, a Delaware limited liability company (“Holdings”), QUICKSILVER GAS SERVICES OPERATING GP LLC, a Delaware limited liability company (“OPGP”), QUICKSILVER GAS SERVICES OPERATING LLC, a Delaware limited liability company (“OLLC”), QUICKSILVER RESOURCES INC., a Delaware corporation (“QRI”), LITTLE HOSS COWTOWN PROCESSING PARTNERS, a Texas general partnership (“Little Hoss Cowtown Processing”), LITTLE HOSS COWTOWN PIPELINE PARTNERS, a Texas general partnership (“Little Hoss Cowtown Pipeline”; Little Hoss Cowtown Processing and Little Hoss Cowtown Pi
QUICKSILVER GAS SERVICES LP PHANTOM UNIT AWARD AGREEMENTPhantom Unit Award Agreement • July 17th, 2007 • Quicksilver Gas Services LP • Natural gas transmission
QUICKSILVER GAS SERVICES LP PHANTOM UNIT AWARD AGREEMENTPhantom Unit Award Agreement • July 17th, 2007 • Quicksilver Gas Services LP • Natural gas transmission
QUICKSILVER GAS SERVICES LP PHANTOM UNIT AWARD AGREEMENTPhantom Unit Award Agreement • July 17th, 2007 • Quicksilver Gas Services LP • Natural gas transmission
