FIRST AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF NOBLE MIDSTREAM PARTNERS LP A Delaware Limited Partnership Dated as of September 20, 2016Limited Partnership Agreement • September 20th, 2016 • Noble Midstream Partners LP • Pipe lines (no natural gas) • Delaware
THIS FIRST AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF NOBLE MIDSTREAM PARTNERS LP, dated as of September 20, 2016, is entered into by and between NOBLE MIDSTREAM GP LLC, a Delaware limited liability company, as the General Partner, and NBL MIDSTREAM, LLC, a Delaware limited liability company (“NBL Midstream”), as a 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:
COLORADO RIVER DEVCO LP FIRST AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP Dated Effective as of September 20, 2016Limited Partnership Agreement • September 20th, 2016 • Noble Midstream Partners LP • Pipe lines (no natural gas) • Delaware
This First Amended and Restated Agreement of Limited Partnership of Colorado River DevCo LP (the “Partnership”), dated effective as of September 20, 2016, (the “Effective Date”), is entered into by and between Colorado River DevCo GP LLC, a Delaware limited liability company (the “General Partner”), and NBL Midstream, LLC, a Delaware limited liability company (“Limited Partner”). In consideration of the covenants, conditions and agreements contained herein, the parties hereto hereby agree as follows:
OMNIBUS AGREEMENT by and between NOBLE ENERGY, INC. NOBLE ENERGY SERVICES, INC. NBL MIDSTREAM, LLC NOBLE MIDSTREAM SERVICES, LLC NOBLE MIDSTREAM GP LLC and NOBLE MIDSTREAM PARTNERS LP dated as of September 20, 2016Omnibus Agreement • September 20th, 2016 • Noble Midstream Partners LP • Pipe lines (no natural gas) • Texas
This OMNIBUS AGREEMENT (as amended, modified, supplemented or restated from time to time in accordance with the terms hereof, this “Agreement”) is entered into on, and effective as of, the Closing Date (as defined herein) by and between Noble Energy, Inc., a Delaware corporation (“Noble”), Noble Energy Services, Inc., a Delaware corporation (“NESI”), NBL Midstream, LLC, a Delaware limited liability company (“NBL Midstream”), Noble Midstream Services, LLC, a Delaware limited liability company (“OpCo”), Noble Midstream GP LLC, a Delaware limited liability company (the “General Partner”), and Noble Midstream Partners LP, a Delaware limited partnership (the “Partnership” and, together with Noble, NBL Midstream, OpCo and the General Partner, the “Parties” and each a “Party”).
OPERATIONAL SERVICES AND SECONDMENT AGREEMENTOperational Services and Secondment Agreement • September 20th, 2016 • Noble Midstream Partners LP • Pipe lines (no natural gas) • Texas
This Operational Services and Secondment Agreement (this “Agreement”), dated as of September 20, 2016 (the “Effective Date”), is entered into among Noble Energy, Inc., a Delaware corporation (“Noble”), Noble Energy Services, Inc., a Delaware corporation (“NESI”), Noble Midstream GP LLC, a Delaware limited liability company (the “General Partner”), Noble Midstream Partners LP, a Delaware limited partnership (the “Partnership”) and Noble Midstream Services LLC, a Delaware limited liability company (“OpCo”). Noble, the General Partner, the Partnership and OpCo are sometimes herein referred to individually as a “Party” and collectively as the “Parties.”
NOBLE MIDSTREAM GP LLC FIRST AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT Dated Effective as of September 20, 2016Limited Liability Company Agreement • September 20th, 2016 • Noble Midstream Partners LP • Pipe lines (no natural gas) • Delaware
THIS FIRST AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT of NOBLE MIDSTREAM GP LLC, a Delaware limited liability company (the “Company”), dated effective as of September 20, 2016, is entered into by NBL MIDSTREAM, LLC, a Delaware limited liability company (the “Sole Member”), as the sole member of the Company as of the date hereof.
NOBLE MIDSTREAM PARTNERS LP 12,500,000 Common Units Representing Limited Partner Interests UNDERWRITING AGREEMENTUnderwriting Agreement • September 20th, 2016 • Noble Midstream Partners LP • Pipe lines (no natural gas) • New York
CREDIT AGREEMENT dated as of September 20, 2016 among NOBLE MIDSTREAM SERVICES, LLC, as Borrower, NOBLE MIDSTREAM PARTNERS LP, as Parent, JPMORGAN CHASE BANK, N.A., as Administrative Agent, a Swing Line Lender and an L/C Issuer, and The Other Lenders,...Credit Agreement • September 20th, 2016 • Noble Midstream Partners LP • Pipe lines (no natural gas) • New York
This CREDIT AGREEMENT (“Agreement”) is entered into as of September 20, 2016, among Noble Midstream Services, LLC, a Delaware limited liability company (the “Borrower”), Noble Midstream Partners LP, a Delaware limited partnership (the “Parent”), each Lender from time to time party hereto, JPMorgan Chase Bank, N.A., as Administrative Agent, a Swing Line Lender and an L/C Issuer, and the other L/C Issuers and Swingline Lenders named herein.
