AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP of HESS NORTH DAKOTA EXPORT LOGISTICS OPERATIONS LP Dated as ofHess Midstream Partners LP • March 20th, 2015 • Crude petroleum & natural gas • Delaware
This Amended and Restated Agreement of Limited Partnership of Hess North Dakota Export Logistics Operations LP, a Delaware limited partnership (the “Partnership”), effective as of [ ], 2015 (the “Effective Date”), is entered into by and between Hess North Dakota Export Logistics GP LLC, a Delaware limited liability company (“Export Logistics GP”), as the General Partner, and Hess North Dakota Oil Export Finance Company LLC, a Delaware limited liability company (“Oil Export FinCo”), as the Limited Partner.
EMPLOYEE SECONDMENT AGREEMENTEmployee Secondment Agreement • March 20th, 2015 • Hess Midstream Partners LP • Crude petroleum & natural gas • Texas
This Employee Secondment Agreement (this “Agreement”), dated as of [ ], 2015 (the “Effective Date”), is entered into among HESS CORPORATION, a Delaware corporation (“Hess Corp.”), HESS TRADING CORPORATION, a Delaware corporation (“HTC,” and together with Hess Corp., “Hess”), and HESS MIDSTREAM PARTNERS GP LLC, a Delaware limited liability company (the “General Partner”). Hess and the General Partner are sometimes referred to herein individually as a “Party” and collectively as the “Parties”.
OPERATIONAL SERVICES AGREEMENTOperational Services Agreement • March 20th, 2015 • Hess Midstream Partners LP • Crude petroleum & natural gas • Texas
This OPERATIONAL SERVICES AGREEMENT (this “Agreement”), dated as of [ ], 2015 (the “Effective Date”), is made and entered into by and among HESS CORPORATION, a Delaware corporation (“Hess”), HESS MIDSTREAM PARTNERS LP, a Delaware limited partnership (the “Partnership”), and HESS MIDSTREAM PARTNERS GP LLC, a Delaware limited liability company and the general partner of the Partnership (the “General Partner”). Hess, the Partnership and the General Partner are each referred to herein individually as a “Party” and collectively as the “Parties.”
OMNIBUS AGREEMENT by and among HESS CORPORATION, HESS MIDSTREAM PARTNERS LP, HESS MIDSTREAM PARTNERS OPERATIONS LLC, HESS TGP GP LLC, HESS TGP OPERATIONS LP, HESS NORTH DAKOTA EXPORT LOGISTICS GP LLC, HESS NORTH DAKOTA EXPORT LOGISTICS OPERATIONS LP...Omnibus Agreement • March 20th, 2015 • Hess Midstream Partners LP • Crude petroleum & natural gas • Texas
This OMNIBUS AGREEMENT is entered into as of the Effective Date by and among HESS CORPORATION, a Delaware corporation (“Hess”), on behalf of itself and the other Hess Entities (as defined herein), HESS MIDSTREAM PARTNERS LP, a Delaware limited partnership (the “Partnership”), HESS MIDSTREAM PARTNERS OPERATIONS LLC, a Delaware limited partnership (the “Operating Company”), HESS TGP GP LLC, a Delaware limited liability company, HESS TGP OPERATIONS LP, a Delaware limited partnership (“HTGP Opco”), HESS NORTH DAKOTA EXPORT LOGISTICS GP LLC, a Delaware limited liability company, HESS NORTH DAKOTA EXPORT LOGISTICS OPERATIONS LP, a Delaware limited partnership (“Logistics Opco”), and HESS MIDSTREAM PARTNERS GP LLC, a Delaware limited liability company and the general partner of the Partnership (the “General Partner”).
CONTRIBUTION, CONVEYANCE AND ASSUMPTION AGREEMENTContribution, Conveyance and Assumption Agreement • March 20th, 2015 • Hess Midstream Partners LP • Crude petroleum & natural gas • Delaware
This CONTRIBUTION, CONVEYANCE AND ASSUMPTION AGREEMENT, dated as of [ ], 2015 (this “Agreement”), is by and among HESS MIDSTREAM PARTNERS LP, a Delaware limited partnership (the “Partnership”), HESS MIDSTREAM PARTNERS GP LLC, a Delaware limited liability company and the general partner of the Partnership (the “General Partner”), HESS CORPORATION, a Delaware corporation (“Hess”), HESS NORTH DAKOTA OIL EXPORT FINANCE COMPANY LLC, a Delaware limited liability company (“Oil Export Finco”), HESS NORTH DAKOTA EXPORT LOGISTICS OPERATIONS LP, a Delaware limited partnership (“Logistics Opco”), HESS NORTH DAKOTA EXPORT LOGISTICS LLC, a Delaware limited liability company (“Logistics LLC”), HESS NORTH DAKOTA EXPORT LOGISTICS GP LLC, a Delaware limited liability company (“Logistics GP”), HESS NORTH DAKOTA EXPORT LOGISTICS HOLDINGS LLC, a Delaware limited liability company (“Logistics Holdings LLC”), HESS TANK CARS HOLDINGS LLC, a Delaware limited liability company (“Tank Cars Holdings LLC”), HESS T
REVOLVING CREDIT AGREEMENT dated as of March 6, 2015, among HESS MIDSTREAM PARTNERS LP, THE LENDERS PARTY HERETO, and JPMORGAN CHASE BANK, N.A., as Administrative Agent BANK OF AMERICA, N.A., CITIBANK, N.A., WELLS FARGO BANK, NATIONAL ASSOCIATION,...Guarantee Agreement • March 20th, 2015 • Hess Midstream Partners LP • Crude petroleum & natural gas • New York
REVOLVING CREDIT AGREEMENT dated as of March 6, 2015, among HESS MIDSTREAM PARTNERS LP, a Delaware limited partnership; the LENDERS party hereto; and JPMORGAN CHASE BANK, N.A., as Administrative Agent.
