AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF OASIS MIDSTREAM PARTNERS LPLimited Partnership Agreement • September 29th, 2017 • Oasis Midstream Partners LP • Drilling oil & gas wells • Delaware
THIS AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF OASIS MIDSTREAM PARTNERS LP dated as of September 25, 2017, is entered into by and between OMP GP LLC, a Delaware limited liability company, as the General Partner, and OMS Holdings LLC, a Delaware limited liability company, 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 AGREEMENTRegistration Rights Agreement • September 29th, 2017 • Oasis Midstream Partners LP • Drilling oil & gas wells • Delaware
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made and entered into as of September 25, 2017, by and between Oasis Midstream Partners LP, a Delaware limited partnership (the “Partnership”), and OMS Holdings LLC, a Delaware limited liability company (“MLP Holdco”).
CREDIT AGREEMENT DATED AS OF SEPTEMBER 25, 2017 AMONG OASIS MIDSTREAM PARTNERS LP, AS PARENT, OMP OPERATING LLC, AS BORROWER, WELLS FARGO BANK, N.A., AS ADMINISTRATIVE AGENT AND THE LENDERS PARTY HERETO SOLE LEAD ARRANGER AND SOLE BOOKRUNNER WELLS...Credit Agreement • September 29th, 2017 • Oasis Midstream Partners LP • Drilling oil & gas wells • New York
THIS CREDIT AGREEMENT dated as of September 25, 2017, is among: Oasis Midstream Partners LP, a Delaware limited partnership (the “Parent”); OMP Operating LLC, a Delaware limited liability company (the “Borrower”); each of the Lenders from time to time party hereto; and Wells Fargo Bank, N.A. (in its individual capacity, “Wells Fargo”), as administrative agent for the Lenders (in such capacity, together with its successors in such capacity, the “Administrative Agent”).
INDEMNIFICATION AGREEMENTIndemnification Agreement • September 29th, 2017 • Oasis Midstream Partners LP • Drilling oil & gas wells • Delaware
INDEMNIFICATION AGREEMENT (this “Agreement”), made and executed as of September 25, 2017 by and between Oasis Midstream Partners LP, a Delaware limited partnership (the “Partnership”) and Nickolas J. Lorentzatos, an individual resident of the State of Texas (the “Indemnitee”).
BOBCAT DEVCO LLC AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT Dated Effective as of September 25, 2017Limited Liability Company Agreement • September 29th, 2017 • Oasis Midstream Partners LP • Drilling oil & gas wells • Delaware
This Amended and Restated Limited Liability Company Agreement of Bobcat DevCo LLC (the “Company”), dated effective as of September 25, 2017 (the “Effective Date”), is entered into by and between OMP Operating LLC, a Delaware limited liability company (“OMP Operating”), and Oasis Midstream Services LLC, a Delaware limited liability company (“OMS”). OMP Operating and OMS are each referred to herein as, a “Member” and collectively, as “Members” of the Company. In consideration of the covenants, conditions and agreements contained herein, the parties hereto hereby agree as follows:
SERVICES AND SECONDMENT AGREEMENTServices and Secondment Agreement • September 29th, 2017 • Oasis Midstream Partners LP • Drilling oil & gas wells • Delaware
This Services and Secondment Agreement (this “Agreement”), effective as of September 25, 2017 (the “Effective Date”), is entered into by and between Oasis Petroleum Inc., a Delaware corporation (“Oasis”) and Oasis Midstream Partners LP, a Delaware limited partnership (the “MLP”). Each of the foregoing is referred to herein as a “Party” and collectively as the “Parties.”
GAS GATHERING, COMPRESSION, PROCESSING AND GAS LIFT AGREEMENT BY AND AMONG OASIS PETROLEUM NORTH AMERICA LLC, OASIS PETROLEUM MARKETING LLC, OASIS MIDSTREAM SERVICES LLC, AND OASIS MIDSTREAM PARTNERS LP DATED AS OF SEPTEMBER 25, 2017 WILD BASINGas Gathering, Compression, Processing and Gas Lift Agreement • September 29th, 2017 • Oasis Midstream Partners LP • Drilling oil & gas wells • Texas
This Gas Gathering, Compression, Processing and Gas Lift Agreement (this “Agreement”), dated as of September 25, 2017 (the “Effective Date”), is by and among OASIS PETROLEUM NORTH AMERICA LLC, a Delaware limited liability company (“Producer”), OASIS PETROLEUM MARKETING LLC, a Delaware limited liability company (“Shipper”), OASIS MIDSTREAM SERVICES LLC, a Delaware limited liability company (“OMS”), and OASIS MIDSTREAM PARTNERS LP (“MLP”, and collectively with OMS, “Gatherer”). Producer, Shipper and Gatherer may be referred to herein individually as a “Party” or collectively as the “Parties.”
AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF BIGHORN DEVCO LLC (A DELAWARE LIMITED LIABILITY COMPANY)Limited Liability Company Agreement • September 29th, 2017 • Oasis Midstream Partners LP • Drilling oil & gas wells • Delaware
This AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT (this “Agreement”) of Bighorn DevCo LLC, a Delaware limited liability company (the “Company”), effective as of September 25, 2017 (the “Effective Date”), is adopted, executed and agreed to by Oasis Midstream Services LLC, a Delaware limited liability company and original sole member (the “Original Member”), and OMP Operating LLC, a Delaware limited liability company wholly owned subsidiary of Oasis Midstream Partners LP (the “Partnership”) and successor sole member (the “Member”) of the Company.
CRUDE OIL GATHERING, STABILIZATION, BLENDING AND STORAGE AGREEMENT BY AND AMONG OASIS PETROLEUM NORTH AMERICA LLC, OASIS PETROLEUM MARKETING LLC, OASIS MIDSTREAM SERVICES LLC, AND OASIS MIDSTREAM PARTNERS LP DATED AS OF SEPTEMBER 25, 2017 WILD BASINCrude Oil Gathering, Stabilization, Blending and Storage Agreement • September 29th, 2017 • Oasis Midstream Partners LP • Drilling oil & gas wells • Texas
This Crude Oil Gathering, Stabilization, Blending and Storage Agreement (this “Agreement”), dated as of September 25, 2017 (the “Effective Date”), is by and among OASIS PETROLEUM NORTH AMERICA LLC, a Delaware limited liability company (“Producer”), OASIS PETROLEUM MARKETING LLC, a Delaware limited liability company (“Shipper”), OASIS MIDSTREAM SERVICES LLC, a Delaware limited liability company (“OMS”), and OASIS MIDSTREAM PARTNERS LP, a Delaware limited partnership (“MLP”, and collectively with OMS, “Gatherer”). Producer, Shipper and Gatherer may be referred to herein individually as a “Party” or collectively as the “Parties”.
CONTRIBUTION AGREEMENT BY AND AMONG OASIS PETROLEUM LLC OMS HOLDINGS LLC OASIS MIDSTREAM SERVICES LLC OMP GP LLC OASIS MIDSTREAM PARTNERS LP AND OMP OPERATING LLC DATED AS OF SEPTEMBER 25, 2017Contribution Agreement • September 29th, 2017 • Oasis Midstream Partners LP • Drilling oil & gas wells • Delaware
This Contribution Agreement, dated as of September 25, 2017 (this “Agreement”), is entered into by and among Oasis Petroleum LLC, a Delaware limited liability company (“Oasis LLC”), OMS Holdings LLC, a Delaware limited liability company (“OMS Holdings”), Oasis Midstream Services LLC, a Delaware limited liability company (“OMS”), OMP GP LLC, a Delaware limited liability company and the general partner of the Partnership (as defined below) (the “General Partner”), Oasis Midstream Partners LP, a Delaware limited partnership (the “Partnership”) and OMP Operating LLC, a Delaware limited liability company (“OMP Operating”). The above named entities are sometimes referred to herein as a “Party” and collectively as the “Parties.”
PRODUCED AND FLOWBACK WATER GATHERING AND DISPOSAL AGREEMENT BY AND AMONG OASIS PETROLEUM NORTH AMERICA LLC, OASIS MIDSTREAM SERVICES LLC, AND OASIS MIDSTREAM PARTNERS LP DATED AS OF SEPTEMBER 25, 2017 BEARTOOTH AREAGathering and Disposal Agreement • September 29th, 2017 • Oasis Midstream Partners LP • Drilling oil & gas wells • Texas
This Produced and Flowback Water Gathering and Disposal Agreement (this “Agreement”), dated as of September 25, 2017 (the “Effective Date”), is by and among OASIS PETROLEUM NORTH AMERICA LLC, a Delaware limited liability company (“Producer”), OASIS MIDSTREAM SERVICES LLC, a Delaware limited liability company (“OMS”), and OASIS MIDSTREAM PARTNERS LP, a Delaware limited partnership (“MLP”, and collectively with OMS, “Gatherer”). Producer and Gatherer may be referred to herein individually as a “Party” or collectively as the “Parties”.
FRESHWATER PURCHASE AND SALES AGREEMENT BY AND AMONG OASIS PETROLEUM NORTH AMERICA LLC, OASIS MIDSTREAM SERVICES LLC, AND OASIS MIDSTREAM PARTNERS LP DATED AS OF SEPTEMBER 25, 2017Purchase and Sales Agreement • September 29th, 2017 • Oasis Midstream Partners LP • Drilling oil & gas wells • Texas
This Freshwater Purchase and Sales Agreement (this “Agreement”), dated as of September 25, 2017 (the “Effective Date”), is by and among OASIS PETROLEUM NORTH AMERICA LLC, a Delaware limited liability company (“Producer”), OASIS MIDSTREAM SERVICES LLC, a Delaware limited liability company (“OMS”), and OASIS MIDSTREAM PARTNERS LP, a Delaware limited partnership (“MLP”, and collectively with OMS, “Seller”). Producer and Seller may be referred to herein individually as a “Party” or collectively as the “Parties.”
OMNIBUS AGREEMENT by and among OASIS PETROLEUM INC., OASIS PETROLEUM LLC, OMS HOLDINGS LLC, OASIS MIDSTREAM SERVICES LLC, OASIS MIDSTREAM PARTNERS LP, OMP GP LLC and OMP OPERATING LLCOmnibus Agreement • September 29th, 2017 • Oasis Midstream Partners LP • Drilling oil & gas wells • Texas
This OMNIBUS AGREEMENT (“Agreement”) is entered into on, and effective as of, the Closing Date (as defined herein) among Oasis Petroleum Inc., a Delaware corporation (“Oasis”), Oasis Petroleum LLC, a Delaware limited liability company, OMS Holdings LLC, a Delaware limited liability company, Oasis Midstream Services LLC, a Delaware limited liability company(“OMS”), Oasis Midstream Partners LP, a Delaware limited partnership (the “Partnership”), OMP GP LLC, a Delaware limited liability company and the general partner of the Partnership (the “General Partner”) and OMP Operating LLC, a Delaware limited liability company. The above-named entities are sometimes referred to in this Agreement each as a “Party” and collectively as the “Parties.”
PRODUCED AND FLOWBACK WATER GATHERING AND DISPOSAL AGREEMENT BY AND AMONG OASIS PETROLEUM NORTH AMERICA LLC, OASIS MIDSTREAM SERVICES LLC, AND OASIS MIDSTREAM PARTNERS LP DATED AS OF SEPTEMBER 25, 2017 WILD BASINGathering and Disposal Agreement • September 29th, 2017 • Oasis Midstream Partners LP • Drilling oil & gas wells • Texas
This Produced and Flowback Water Gathering and Disposal Agreement (this “Agreement”), dated as of September 25, 2017 (the “Effective Date”), is by and among OASIS PETROLEUM NORTH AMERICA LLC, a Delaware limited liability company (“Producer”), OASIS MIDSTREAM SERVICES LLC, a Delaware limited liability company (“OMS”), and OASIS MIDSTREAM PARTNERS LP, a Delaware limited partnership (“MLP”, and collectively with OMS, “Gatherer”). Producer and Gatherer may be referred to herein individually as a “Party” or collectively as the “Parties”.
AMENDMENT #1 AND ASSIGNMENT AGREEMENTAssignment Agreement • September 29th, 2017 • Oasis Midstream Partners LP • Drilling oil & gas wells
This AMENDMENT #1 AND ASSIGNMENT AGREEMENT (this “Agreement”), dated as of September 25, 2017 (the “Effective Date”), is by and among OASIS PETROLEUM MARKETING LLC, a Delaware limited liability company (“Shipper”), OASIS MIDSTREAM SERVICES LLC, a Delaware limited liability company (“OMS”), and BIGHORN DEVCO LLC, a Delaware limited liability company (“Bighorn”). Shipper, OMS and Bighorn may be referred to herein individually as a “Party” or collectively as the “Parties”. Capitalized terms used but not defined herein shall have the meanings given to such terms in the TSA (defined below).
