0001588238-16-000039 Sample Contracts

Second Amendment to Credit Agreement and First Amendment to Guaranty and Collateral Agreement
Credit Agreement • May 5th, 2016 • Rice Energy Inc. • Crude petroleum & natural gas • New York

This Second Amendment to Credit Agreement and First Amendment to Guaranty and Collateral Agreement (this “Second Amendment”), dated as of February 19, 2016 (the “Second Amendment Effective Date”), is among Rice Midstream Holdings LLC, a Delaware limited liability company (the “Borrower”); each of the other undersigned guarantors (the “Guarantors”, and together with the Borrower, the “Credit Parties”); each of the Lenders that is a signatory hereto; and Wells Fargo Bank, N.A., as administrative agent for the Lenders (in such capacity, together with its successors in such capacity, the “Administrative Agent”).

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SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • May 5th, 2016 • Rice Energy Inc. • Crude petroleum & natural gas • New York

THIS SECURITIES PURCHASE AGREEMENT, dated as of February 17, 2016, is entered into by and among Rice Midstream Holdings LLC, a Delaware limited liability company (the “Company”), Rice Midstream GP Holdings LP, a Delaware limited partnership (the “Partnership” and together with the Company, the “Company Parties”) and EIG Energy Fund XVI, L.P., a Delaware limited partnership, EIG Energy Fund XVI-E, L.P., a Delaware limited partnership, and EIG Holdings (RICE) Partners, LP, a Delaware limited partnership (together with their permitted transferees and assignees, the “Investors”, and each an “Investor”).

AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF STRIKE FORCE MIDSTREAM LLC DATED AS OF FEBRUARY 1, 2016
Limited Liability Company Agreement • May 5th, 2016 • Rice Energy Inc. • Crude petroleum & natural gas • Texas

THIS AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF STRIKE FORCE MIDSTREAM LLC, a Delaware limited liability company (the “Company”), is executed and agreed to as of February 1, 2016, by and among Strike Force Midstream Holdings LLC, a Delaware limited liability company (“Rice”), Gulfport Midstream Holdings, LLC, a Delaware limited liability company (“Gulfport”), and such other Persons who may become Members of the Company from time to time pursuant hereto.

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