SPECIFIC TERMS IN THIS EXHIBIT HAVE BEEN REDACTED BECAUSE SUCH TERMS ARE BOTH NOT MATERIAL AND ARE THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. THESE REDACTED TERMS HAVE BEEN MARKED IN THIS EXHIBIT WITH SIX ASTERISKS [******]....Indemnification Agreement • July 5th, 2023 • Kodiak Gas Services, Inc. • Natural gas transmission • Delaware
THIS INDEMNIFICATION AGREEMENT (this “Agreement”) is made and entered into as of July 3, 2023 between Kodiak Gas Services, Inc., a Delaware corporation (the “Company”), and Alexander Darden (“Indemnitee”).
Kodiak Gas Services, Inc. Common Stock Underwriting AgreementUnderwriting Agreement • July 5th, 2023 • Kodiak Gas Services, Inc. • Natural gas transmission
Kodiak Gas Services Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated in this agreement (this “Agreement”), to issue and sell to the Underwriters named in Schedule I hereto (the “Underwriters”) an aggregate of 16,000,000 shares (the “Firm Shares”) and, at the election of the Underwriters, up to 2,400,000 additional shares (the “Optional Shares”) of common stock (“Stock”) of the Company (the Firm Shares and the Optional Shares that the Underwriters elect to purchase pursuant to Section 2 hereof being collectively called the “Shares”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • July 5th, 2023 • Kodiak Gas Services, Inc. • Natural gas transmission • New York
This Registration Rights Agreement (as may be amended, restated, supplemented or otherwise modified from time to time, this “Agreement”) is dated as of July 3, 2023, by and among Kodiak Gas Services, Inc., a Delaware corporation (the “Company”), the undersigned holders of Registrable Securities (as defined below), and such other holders of Registrable Securities that join this Agreement pursuant to the provisions herein. Such holders of Registrable Securities party hereto are collectively referred to herein as the “Holders.”
NOVATION, ASSIGNMENT AND ASSUMPTION AGREEMENTNovation, Assignment and Assumption Agreement • July 5th, 2023 • Kodiak Gas Services, Inc. • Natural gas transmission • New York
THIS NOVATION, ASSIGNMENT AND ASSUMPTION AGREEMENT (this “Agreement”) is made as of this 3rd day of July, 2023, by and among Kodiak Gas Services, LLC, a Delaware limited liability company (the “Kodiak Borrower”), Frontier Intermediate Holding, LLC, a Delaware limited liability company (the “Frontier Borrower” and together with the Kodiak Borrower, the “Existing Borrowers” and each individually, an “Existing Borrower”), Frontier TopCo Partnership, L.P., a Delaware limited partnership (the “New Borrower”), the subsidiaries of the Kodiak Borrower party hereto (the “Existing Guarantors”), the affiliates of the New Borrower party hereto (the “New Guarantors”), the parties listed on Schedule 1 hereto (the “Existing Lenders”), the parties listed on Schedule 2 hereto (the “New Lenders”), and Wells Fargo Bank, N.A., a national banking association, in its capacity as administrative agent under the Existing Credit Agreement (in such capacity, the “Existing Administrative Agent”). Unless otherwise
Kodiak Letterhead]Participation Agreement • July 5th, 2023 • Kodiak Gas Services, Inc. • Natural gas transmission
We are pleased to inform you that you have been designated as eligible to participate in the Kodiak Gas Services, Inc. Executive Severance Plan (as it may be amended from time to time, the “Plan”), as a Tier [1][2][3] Executive. Your participation in the Plan is subject to the terms and conditions of the Plan and your execution and delivery of this agreement, which constitutes a Participation Agreement (as defined in the Plan). A copy of the Plan is attached hereto as Annex A and is incorporated herein and deemed to be part of this Participation Agreement for all purposes.
STOCKHOLDERS’ AGREEMENT DATED AS OF JULY 3, 2023 BETWEEN KODIAK GAS SERVICES, INC. AND FRONTIER TOPCO PARTNERSHIP, L.PStockholders' Agreement • July 5th, 2023 • Kodiak Gas Services, Inc. • Natural gas transmission • Delaware
This Stockholders’ Agreement (the “Agreement”) is entered into as of July 3, 2023 between Kodiak Gas Services, Inc., a Delaware corporation (the “Company”), and Frontier TopCo Partnership, L.P., a Delaware limited partnership (the “Investor”).
