First Amendment to the Omnibus Agreement, effective as of March 7, 2019, by and among Hess Corporation, Hess Infrastructure Partners LP, Hess Infrastructure Partners GP LLC, Hess Midstream Partners LP, Hess TGP GP LLC, Hess TGP Operations LP, Hess North Dakota Export Logistics GP LLC, Hess North Dakota Export Logistics Operations LP, Hess North Dakota Pipelines Operations LP, Hess North Dakota Pipelines GP LLC, Hess Midstream Partners GP LP, and Hess Midstream Partners GP LLC

Exhibit 10.16

FIRST AMENDMENT TO THE
OMNIBUS AGREEMENT

This FIRST AMENDMENT (this “Amendment”) to the Omnibus Agreement (the “Omnibus Agreement”) by and among HESS CORPORATION, a Delaware corporation (“Hess”), on behalf of itself and the other Hess Entities, HESS INFRASTRUCTURE PARTNERS LP, a Delaware limited partnership (“HIP LP”), HESS INFRASTRUCTURE PARTNERS GP LLC, a Delaware limited liability company (“HIP GP”), HESS MIDSTREAM PARTNERS LP, a Delaware limited partnership (the “Partnership”), HESS TGP GP LLC, a Delaware limited liability company, HESS TGP OPERATIONS LP, a Delaware limited partnership (“HTGP Opco”), HESS NORTH DAKOTA EXPORT LOGISTICS GP LLC, a Delaware limited liability company, HESS NORTH DAKOTA EXPORT LOGISTICS OPERATIONS LP, a Delaware limited partnership (“Logistics Opco”), HESS NORTH DAKOTA PIPELINES OPERATIONS LP, a Delaware limited partnership (“Gathering Opco”), HESS NORTH DAKOTA PIPELINES GP LLC, a Delaware limited liability company (“Gathering GP”), HESS MIDSTREAM PARTNERS GP LP, a Delaware limited partnership and the general partner of the Partnership (the “MLP GP LP”), and HESS MIDSTREAM PARTNERS GP LLC, a Delaware limited liability company and the general partner of MLP GP LP (“MLP GP LLC” and, together with the MLP GP LP, the “General Partner”) is dated as of the 7^th day of March, 2019.

WHEREAS, the Effective Date of the Omnibus Agreement was April 10, 2017; and

WHEREAS, the Parties seek to amend the Omnibus Agreement to provide the Public Company Group a right of first offer on certain assets newly acquired by HIP LP.

NOW THEREFORE, for and in consideration of the forgoing, the mutual covenants, terms and conditions of the Omnibus Agreement, as amended by this Amendment, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties agree as follows:

[Signature Pages Follow]

IN WITNESS WHEREOF, the Parties hereto have duly executed this Amendment as of the date first written above.

Signature page to First Amendment to HESM Omnibus Agreement

Signature page to First Amendment to HESM Omnibus Agreement

Signature page to First Amendment to HESM Omnibus Agreement

Signature page to First Amendment to HESM Omnibus Agreement

Exhibit A

Schedule III

[see attached]

Exhibit A

Schedule III
ROFO Assets