SECOND AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF NGL ENERGY HOLDINGS LLC (f/k/a Silverthorne Energy Holdings LLC), A Delaware Limited Liability Company Dated as of November 1, 2011Limited Liability Company Agreement • November 4th, 2011 • SemGroup Corp • Oil & gas field services, nec • Delaware
This SECOND AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT (this “Agreement”) of NGL Energy Holdings LLC (f/k/a Silverthorne Energy Holdings LLC) (the “Company”), dated as of November 1, 2011, is adopted, executed and agreed to, for good and valuable consideration, by NGL Holdings, Inc., a Delaware corporation (“NGL Holdings”), KrimGP2010, LLC, an Oklahoma limited liability company (“Krimbill GP”), Atkinson Investors, LLC, a Texas limited liability company (“Atkinson”), Infrastructure Capital Management, LLC, a New York limited liability company (“ICM” and, collectively with Krimbill GP and Atkinson, the “IEP Group”), Coady Enterprises, LLC, an Illinois limited liability company (“Coady Enterprises”), Thorndike, LLC, an Illinois limited liability company (“Thorndike” and, together with Coady Enterprises, the “Coady Group”), SemStream, L.P., a Delaware limited partnership (“SemStream”), and the other Members identified on the signature pages hereto.
FIRST AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • November 4th, 2011 • SemGroup Corp • Oil & gas field services, nec • Delaware
This FIRST AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made and entered into as of October 3, 2011, by and among NGL Energy Partners LP, a Delaware limited partnership (the “Partnership”), Hicks Oils & Hicksgas, Incorporated, an Indiana corporation (“HOH”), NGL Holdings, Inc., a Delaware corporation (“NGL Holdings”), Krim2010, LLC, an Oklahoma limited liability company (“Krimbill”), Infrastructure Capital Management, LLC, a New York limited liability company (“ICM”), Atkinson Investors, LLC, a Texas limited liability company (“Atkinson,” and together with Krimbill and ICM, the “IEP Group”), Stanley A. Bugh, Robert R. Foster, Brian K. Pauling, Stanley D. Perry, Stephen D. Tuttle, Craig S. Jones, Daniel Post, Mark McGinty, Sharra Straight and David Eastin (such Holders collectively and together with HOH, NGL Holdings and the IEP Group, the “Initial Holders”) and AO Energy, Inc., a Massachusetts corporation, E. Osterman, Inc., a Massachusetts corporation, E. O
CONTRIBUTION AGREEMENT DATED AS OF AUGUST 31, 2011 BY AND AMONG SEMSTREAM, L.P. NGL ENERGY PARTNERS LP, NGL ENERGY HOLDINGS, LLC, AND NGL SUPPLY TERMINAL COMPANY, LLCContribution Agreement • November 4th, 2011 • SemGroup Corp • Oil & gas field services, nec • Delaware
THIS CONTRIBUTION AGREEMENT (this “Agreement”) dated as of August 31, 2011 (the “Execution Date”), is entered into by and among SemStream, L.P., a Delaware limited partnership (“SemStream,” and together with the Limited Partner (as defined below), the “SEM Group Entities”), NGL Supply Terminal Company LLC, a Delaware limited liability company (“NGL Subsidiary”), NGL Energy Partners LP, a Delaware limited partnership (“NGL”), and NGL Energy Holdings LLC, a Delaware limited liability company (“Holdings,” and together with NGL Subsidiary and NGL, the “NGL Group Entities”).
AMENDMENT NO. 1 AND JOINDER TO FIRST AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • November 4th, 2011 • SemGroup Corp • Oil & gas field services, nec • Delaware
This Amendment No. 1 and Joinder to First Amended and Restated Registration Rights Agreement (this “Amendment”) is dated as of November 1, 2011 by and between NGL Energy Holdings LLC, a Delaware limited liability company (the “General Partner”), and SemStream, L.P., a Delaware limited partnership (“SemStream”). Capitalized terms used but not defined herein have the meanings ascribed to them in the Registration Rights Agreement (as defined below).
