SALE, CONTRIBUTION AND EXCHANGE AGREEMENTSale, Contribution and Exchange Agreement • July 25th, 2006 • Eagle Rock Energy Partners, L.P. • Crude petroleum & natural gas • Texas
THIS SALE, CONTRIBUTION AND EXCHANGE AGREEMENT (“Agreement”) is made and entered into this 2nd day of June, 2006, by and among MGS GP, L.L.C., a Texas limited liability company (“MGS GP”); ANTHONY R. MICHOG, in his individual capacity (“Michog”); DAVID E. HIETT, in his individual capacity (“Hiett”); DAVID B. BRALEY, in his individual capacity (“Braley”); RICHARD W. WILKERSON in his individual capacity (“Wilkerson”); TERRY D. GREGSON in his individual capacity (“Gregson”); NATURAL GAS PARTNERS VII, L.P., a Delaware limited partnership (“NGP” along with Michog, Hiett, Braley, Wilkerson and Gregson are collectively the “MGS LPs” or individually an “MGS LP”); EAGLE ROCK ENERGY SERVICES, L.P., a Texas limited partnership (“Buyer”); and EAGLE ROCK PIPELINE, LP, a Delaware limited partnership (“ER Pipeline”).
