INDEMNITY AGREEMENTIndemnity Agreement • February 28th, 2022 • Kinetik Holdings Inc. • Natural gas transmission • Delaware
THIS INDEMNITY AGREEMENT (this “Agreement”) is made as [•], by and between Kinetik Holdings Inc., a Delaware corporation (the “Company”), and [•] (“Indemnitee”).
VOTING AGREEMENTVoting Agreement • February 28th, 2022 • Kinetik Holdings Inc. • Natural gas transmission • Delaware
This Voting Agreement (this “Agreement”), dated as of October 21, 2021, is entered into by and among Altus Midstream Company, a Delaware corporation (the “Corporation”), and Buzzard Midstream LLC, a Delaware limited liability company (the “Stockholder”). The Corporation and the Stockholder are each sometimes referred to herein individually as a “Party” and collectively as the “Parties.”
AMENDED AND RESTATED STOCKHOLDERS AGREEMENTStockholders Agreement • February 28th, 2022 • Kinetik Holdings Inc. • Natural gas transmission • Delaware
This AMENDED AND RESTATED STOCKHOLDERS AGREEMENT (this “Agreement”), dated as of October 21, 2021, is entered into by and among Altus Midstream Company, a Delaware corporation (the “Corporation”), APA Corporation, a Delaware corporation (“APA Corporation”), Apache Midstream LLC, a Delaware limited liability company (“Apache Midstream”), Buzzard Midstream LLC, a Delaware limited liability company and controlled Affiliate of ISQ Global Infrastructure Fund II L.P. (“ISQ”), BCP Raptor Aggregator, LP, a Delaware limited partnership and controlled Affiliate of Blackstone Capital Partners VII L.P. and Blackstone Energy Partners II L.P. (“BX Aggregator”), BX Permian Pipeline Aggregator LP, a Delaware limited partnership and controlled Affiliate of Blackstone Capital Partners VII L.P. and Blackstone Energy Partners II L.P. (“BX Permian”), New BCP Raptor Holdco, LLC, a Delaware limited liability company (“New Raptor”), and solely for purposes of Section 2(a)(iv) and Section 2(a)(v), BCP Raptor H
THIRD AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF ALTUS MIDSTREAM LP Dated as of October 21, 2021Form of Joinder Agreement • February 28th, 2022 • Kinetik Holdings Inc. • Natural gas transmission • Delaware
This THIRD AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP (this “Agreement”) of Altus Midstream LP, a Delaware limited partnership (the “Partnership”), dated as of October 21, 2021, is adopted, executed and agreed to by and among Altus Midstream GP LLC, a Delaware limited liability company, as the sole general partner of the Partnership, and each of the Limited Partners (as defined herein) set forth on the signature pages hereto.
SECOND AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENTAdoption Agreement • February 28th, 2022 • Kinetik Holdings Inc. • Natural gas transmission • New York
THIS SECOND AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of February 22, 2022, is made and entered into by and among Altus Midstream Company, a Delaware corporation (the “Company”), Apache Midstream LLC, a Delaware limited liability company (“Apache Midstream”), Buzzard Midstream LLC, a Delaware limited liability company and controlled Affiliate of ISQ Global Infrastructure Fund II L.P. (“I Squared”), BCP Raptor Aggregator, LP, a Delaware limited partnership and controlled Affiliate of Blackstone Capital Partners VII L.P. and Blackstone Energy Partners II L.P. (“BX Aggregator”), BX Permian Pipeline Aggregator LP, a Delaware limited partnership and controlled Affiliate of Blackstone Capital Partners VII L.P. and Blackstone Energy Partners II L.P. (“BX Permian”), New BCP Raptor Holdco, LLC, a Delaware limited liability company (“New Raptor”), and the other Persons listed on Annex I attached hereto, to the extent such Persons hold Registrable Securities
DIVIDEND AND DISTRIBUTION REINVESTMENT AGREEMENTDividend and Distribution Reinvestment Agreement • February 28th, 2022 • Kinetik Holdings Inc. • Natural gas transmission • Delaware
This DIVIDEND AND DISTRIBUTION REINVESTMENT AGREEMENT (this “Agreement”), dated as of February 22, 2022, is entered into by and among Altus Midstream Company, a Delaware corporation (the “Corporation”), Altus Midstream LP, a Delaware limited partnership (the “Partnership”), APA Corporation, a Delaware corporation (“APA Corporation”), Apache Midstream LLC, a Delaware limited liability company (“Apache Midstream”), Buzzard Midstream LLC, a Delaware limited liability company and controlled affiliate of ISQ Global Infrastructure Fund II L.P. (“ISQ”), BCP Raptor Aggregator, LP, a Delaware limited partnership and controlled affiliate of Blackstone Capital Partners VII L.P. and Blackstone Energy Partners II L.P. (“BX Aggregator”), BX Permian Pipeline Aggregator LP, a Delaware limited partnership and controlled affiliate of Blackstone Capital Partners VII L.P. and Blackstone Energy Partners II L.P. (“BX Permian”), New BCP Raptor Holdco, LLC, a Delaware limited liability company (“New Raptor”),
LIMITED WAIVER AND THIRD AMENDMENT TO CREDIT AGREEMENTCredit Agreement • February 28th, 2022 • Kinetik Holdings Inc. • Natural gas transmission • New York
THIS LIMITED WAIVER AND THIRD AMENDMENT TO CREDIT AGREEMENT, dated as of October 15, 2021 (the “Amendment”), among ALTUS MIDSTREAM LP, a Delaware limited partnership (“Borrower”), the Lenders party hereto, Swingline Lender party hereto, Issuing Banks party hereto, JPMORGAN CHASE BANK, N.A., as Administrative Agent (the “Administrative Agent”), and the other Agents party hereto.
