Joinder Agreement to Convertible Preferred Unit Purchase Agreement between EQM Midstream Partners, LP and Kayne Anderson MLP/Midstream Investment Company
This agreement adds Kayne Anderson MLP/Midstream Investment Company as a purchaser under an existing Convertible Preferred Unit Purchase Agreement with EQM Midstream Partners, LP. By signing, Kayne Anderson agrees to buy 1,025,220 Series A Preferred Units and to be bound by all terms and conditions of the original agreement as if it were an original party. The agreement confirms Kayne Anderson’s rights and obligations as a purchaser and specifies where official notices should be sent. The agreement is effective as of March 18, 2019.
Exhibit 10.1
JOINDER AGREEMENT
This Joinder Agreement is executed by the undersigned pursuant to the Convertible Preferred Unit Purchase Agreement, dated as of March 13, 2019 (the Agreement), by and among EQM Midstream Partners, LP, a Delaware limited partnership (the Partnership), and the purchasers party thereto (the Purchasers), which is incorporated herein by reference. Capitalized terms used but not defined herein shall have the meaning given to such terms in the Agreement.
By the execution of this Joinder Agreement, the undersigned agrees as follows:
1. The undersigned acknowledges that the undersigned is acquiring an additional 1,025,220 Series A Preferred Units, subject to the terms and conditions of the Agreement (including the Schedules and Exhibits thereto).
2. The undersigned hereby joins in, and agrees to be bound by and subject to, the Agreement, with the same force and effect as if the undersigned were originally a Purchaser party thereto.
3. Any notice required or permitted by the Agreement shall be given to the undersigned at the address listed below.
4. The Partnership hereby acknowledges and agrees that the undersigned shall be deemed a Purchaser under the Agreement with respect to the number of Series A Preferred Units set forth above and that such Purchaser shall be entitled to all of the rights and benefits, and subject to all of the obligations, of a Purchaser under the Agreement.
[Signature Pages Follow.]
EXECUTED AND DATED as of this 18th day of March, 2019.
| EQM MIDSTREAM PARTNERS, LP | |
|
| |
| By: EQGP Services, LLC, its general partner | |
|
|
|
| By: | /s/ Kirk R. Oliver |
| Name: | Kirk R. Oliver |
| Title: | Senior Vice President and Chief Financial Officer |
Signature Page to Joinder Agreement to Convertible Preferred Unit Purchase Agreement
| Kayne Anderson MLP/Midstream Investment Company | ||
|
|
| |
| By: | KA Fund Advisors, LLC | |
|
|
| |
| By: | /s/ James C. Baker | |
| Name: | James C. Baker | |
| Title: | Managing Director | |
|
|
| |
| Notice Address: | KA Fund Advisors, LLC | |
| Attention: David Shladovsky | ||
| 1800 Avenue of the Stars, 3rd Floor | ||
| Los Angeles, CA 90067 | ||
Signature Page to Joinder Agreement to Convertible Preferred Unit Purchase Agreement