EX-10.6


 Exhibit 10.6 

Form of 
 GATHERING
AGREEMENT 
 dated as of 

[            ], 2014 

by and between 
 CNX GAS
COMPANY LLC, 
 as Shipper 

and 
 CONE MIDSTREAM
PARTNERS LP, 
 as Gatherer 






 TABLE OF CONTENTS 
  

							
	 	    	 	  	Page	 
		
	 ARTICLE 1 DEFINITIONS
	  	 	1	  
			
	 Section 1.1
	    	 Definitions
	  	 	1	  
	 Section 1.2
	    	 Other Terms
	  	 	14	  
	 Section 1.3
	    	 References and Rules of Construction
	  	 	14	  
		
	 ARTICLE 2 DEDICATION OF PRODUCTION
	  	 	14	  
			
	 Section 2.1
	    	 Shipper’s Joint Dedication
	  	 	14	  
	 Section 2.2
	    	 Shipper’s Sole Dedication
	  	 	15	  
	 Section 2.3
	    	 Third Party’s Dedication
	  	 	16	  
	 Section 2.4
	    	 Conflicting Dedications
	  	 	16	  
	 Section 2.5
	    	 Shipper’s Reservations
	  	 	16	  
	 Section 2.6
	    	 Releases from Dedication
	  	 	17	  
	 Section 2.7
	    	 Covenant Running with the Land
	  	 	18	  
	 Section 2.8
	    	 Memorandum
	  	 	19	  
		
	 ARTICLE 3 GATHERING SYSTEM EXPANSION AND CONNECTION OF WELLS
	  	 	19	  
			
	 Section 3.1
	    	 Development Report; Gathering System Plan; Meetings and Review and Exchange of Planning Information
	  	 	19	  
	 Section 3.2
	    	 Expansion of Gathering System and Connection of Well Pads
	  	 	22	  
	 Section 3.3
	    	 Cooperation
	  	 	23	  
	 Section 3.4
	    	 Compression
	  	 	23	  
	 Section 3.5
	    	 Right of Way and Access
	  	 	23	  
	 Section 3.6
	    	 Blending Rights
	  	 	24	  
	 Section 3.7
	    	 Liquid Condensate
	  	 	25	  
		
	 ARTICLE 4 TENDER, NOMINATION AND GATHERING OF PRODUCTION
	  	 	25	  
			
	 Section 4.1
	    	 Priority of Service
	  	 	25	  
	 Section 4.2
	    	 Governmental Action
	  	 	25	  
	 Section 4.3
	    	 Tender of Dedicated Production and Additional Production
	  	 	26	  
	 Section 4.4
	    	 Gathering Services; Service Standard
	  	 	26	  
	 Section 4.5
	    	 Nominations, Scheduling, Balancing and Curtailment
	  	 	26	  
	 Section 4.6
	    	 Suspension/Shutdown of Service
	  	 	27	  
	 Section 4.7
	    	 Gas Marketing and Transportation
	  	 	27	  
	 Section 4.8
	    	 Condensate Marketing
	  	 	27	  
	 Section 4.9
	    	 No Prior Flow of Gas in Interstate Commerce
	  	 	28	  
	 Section 4.10
	    	 Right of First Offer
	  	 	28	  
		
	 ARTICLE 5 FEES
	  	 	29	  
			
	 Section 5.1
	    	 Fees
	  	 	29	  
	 Section 5.2
	    	 Fee Adjustments
	  	 	30	  


  
 i 








							
	 Section 5.3
	    	 Fee Reset
	  	 	32	  
	 Section 5.4
	    	 Condensate
	  	 	32	  
	 Section 5.5
	    	 Excess Gathering System L&U
	  	 	32	  
	 Section 5.6
	    	 Excess Gathering System Fuel Usage
	  	 	32	  
		
	 ARTICLE 6 QUALITY AND PRESSURE SPECIFICATIONS
	  	 	33	  
			
	 Section 6.1
	    	 Quality Specifications
	  	 	33	  
	 Section 6.2
	    	 Failure to Meet Specifications
	  	 	33	  
	 Section 6.3
	    	 Pressure
	  	 	34	  
		
	 ARTICLE 7 TERM
	  	 	34	  
			
	 Section 7.1
	    	 Term
	  	 	34	  
	 Section 7.2
	    	 Effect of Termination or Expiration of the Term
	  	 	35	  
		
	 ARTICLE 8 TITLE AND CUSTODY
	  	 	35	  
			
	 Section 8.1
	    	 Title
	  	 	35	  
	 Section 8.2
	    	 Custody
	  	 	35	  
		
	 ARTICLE 9 BILLING AND PAYMENT
	  	 	35	  
			
	 Section 9.1
	    	 Statements
	  	 	35	  
	 Section 9.2
	    	 Payments
	  	 	36	  
	 Section 9.3
	    	 Audit
	  	 	37	  
		
	 ARTICLE 10 REMEDIES
	  	 	37	  
			
	 Section 10.1
	    	 Suspension of Performance; Release from Dedication
	  	 	37	  
	 Section 10.2
	    	 No Election
	  	 	37	  
		
	 ARTICLE 11 FORCE MAJEURE
	  	 	38	  
			
	 Section 11.1
	    	 Force Majeure
	  	 	38	  
	 Section 11.2
	    	 Force Majeure Definition
	  	 	38	  
		
	 ARTICLE 12 REGULATORY STATUS
	  	 	38	  
			
	 Section 12.1
	    	 Non-Jurisdictional Gathering System
	  	 	38	  
	 Section 12.2
	    	 Government Authority Modification
	  	 	39	  
		
	 ARTICLE 13 INDEMNIFICATION AND INSURANCE
	  	 	39	  
			
	 Section 13.1
	    	 Custody and Control Indemnity
	  	 	39	  
	 Section 13.2
	    	 Shipper Indemnification
	  	 	40	  
	 Section 13.3
	    	 Gatherer Indemnification
	  	 	40	  
	 Section 13.4
	    	 Actual Direct Damages
	  	 	40	  


  
 ii 








							
	 Section 13.5
	    	 Penalties
	  	 	40	  
	 Section 13.6
	    	 Insurance
	  	 	41	  
		
	 ARTICLE 14 ASSIGNMENT
	  	 	41	  
			
	 Section 14.1
	    	 Assignment of Rights and Obligations under this Agreement
	  	 	41	  
	 Section 14.2
	    	 Pre-Approved Assignment
	  	 	42	  
	 Section 14.3
	    	 Change of Control
	  	 	42	  
		
	 ARTICLE 15 MISCELLANEOUS
	  	 	42	  
			
	 Section 15.1
	    	 Relationship of the Parties
	  	 	42	  
	 Section 15.2
	    	 Notices
	  	 	43	  
	 Section 15.3
	    	 Expenses
	  	 	43	  
	 Section 15.4
	    	 Waivers; Rights Cumulative
	  	 	43	  
	 Section 15.5
	    	 Entire Agreement; Conflicts
	  	 	43	  
	 Section 15.6
	    	 Amendment
	  	 	44	  
	 Section 15.7
	    	 Governing Law; Disputes
	  	 	44	  
	 Section 15.8
	    	 Parties in Interest
	  	 	44	  
	 Section 15.9
	    	 Preparation of Agreement
	  	 	44	  
	 Section 15.10
	    	 Severability
	  	 	44	  
	 Section 15.11
	    	 Counterparts
	  	 	44	  
	 Section 15.12
	    	 Confidentiality
	  	 	44	  
		
	 ARTICLE 16 OPERATING TERMS AND CONDITIONS
	  	 	45	  
			
	 Section 16.1
	    	 Terms and Conditions
	  	 	45	  

 EXHIBITS 
  

			
	EXHIBIT A	  	OPERATING TERMS AND CONDITIONS
	EXHIBIT B-1	  	JOINT DEDICATED PROPERTIES
	EXHIBIT B-2	  	DEDICATION AREA
	EXHIBIT B-3	  	MAJORSVILLE AREA
	EXHIBIT B-4	  	MOUNDSVILLE AREA
	EXHIBIT B-5	  	PIA AREA
	EXHIBIT B-6	  	MARCELLUS FORMATION LOG
	EXHIBIT C	  	PARTIES’ ADDRESSES FOR NOTICE PURPOSES
	EXHIBIT D	  	MEMORANDUM OF GATHERING AGREEMENT
	EXHIBIT E	  	INSURANCE
	EXHIBIT F	  	RECEIPT POINTS
	EXHIBIT G	  	CONFLICTING DEDICATIONS
	EXHIBIT H-1	  	ROFO PROPERTIES
	EXHIBIT H-2	  	ROFO AREA
	EXHIBIT I-1	  	DOWNTIME FEE REDUCTION


  
 iii 








			
	EXHIBIT I-2	  	OPERATING PRESSURE FEE REDUCTION
	EXHIBIT J	  	THIRD PARTIES
	EXHIBIT K-1	  	VERTICAL MARCELLUS WELLS
	EXHIBIT K-2	  	LEGACY WELLS


  
 iv 







 GATHERING AGREEMENT 

THIS GATHERING AGREEMENT (as the same may be amended from time to time in accordance herewith, this “Agreement”) is
made as of this [    ] Day of [            ], 2014 (the “Execution Date”), by and between CNX Gas Company LLC, a Virginia limited
liability company (“Shipper”), and CONE Midstream Partners LP, a Delaware limited partnership (“Gatherer”). Shipper and Gatherer are sometimes together referred to in this Agreement as the
“Parties” and individually as a “Party.” 
 RECITALS: 

A. As of the Execution Date, Gatherer has acquired the Gathering System (defined below), which gathers Gas (defined below) and certain Liquid
Condensate (defined below) produced from certain oil and gas leases and fee mineral interests. 
 B. Gatherer plans to expand the Gathering
System and operate the Gathering System for, among other things, gathering, compressing, dehydrating and treating Gas within certain areas of Pennsylvania and West Virginia. 

C. Shipper desires to dedicate certain Gas and Liquid Condensate attributable to its right, title and interest in (a) certain oil and gas
leases and mineral interests located within the Dedication Area (defined below) to the Gathering System and (b) the Legacy Wells (defined below). 

D. Shipper desires to deliver such Gas and Liquid Condensate to Gatherer for the purpose of gathering, blending, compressing, dehydrating,
treating, stabilizing, storing, loading and re-delivering such Gas and, subject to the provisions hereof, Liquid Condensate to or for the account of Shipper, and Gatherer desires to provide such services to Shipper on the terms and subject to the
conditions of this Agreement. 
 AGREEMENTS: 

NOW, THEREFORE, in consideration of the mutual agreements, covenants, and conditions in this Agreement contained, Gatherer and Shipper hereby
agree as follows: 
 ARTICLE 1 

DEFINITIONS 
 Section 1.1
Definitions. As used in this Agreement, the following capitalized words and terms shall have the meaning ascribed to them below: 

“Additional/Accelerated Well” has the meaning given to it in Section 3.1(f). 

“Additional Condensate Properties” means the Joint Dedicated Properties (other than in the PIA Area, the Moundsville
Area and/or the Majorsville Area). 

  
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 “Affiliate” means, with respect to any Person, any other Person that
directly, or indirectly through one or more intermediaries, Controls, or is Controlled by, or is Under Common Control With, such Person. The term “Affiliated” shall have the correlative meaning. 

“Affiliate Gatherer” has the meaning given to it in Section 14.1(a)(ii). 

“Affiliate Gatherer Dedicated Properties” has the meaning given to it in Section 14.1(a)(ii). 

“Agreement” has the meaning given to it in the preamble hereof. 

“Annual Escalation Factor” means 2.5%. 

“Barrel” means a quantity consisting of forty-two Gallons. 

“Blending Gas” has the meaning set forth in Section 3.6(b). 

“Btu” means the amount of heat required to raise the temperature of one pound of water by one degree Fahrenheit at a
pressure of 14.73 Psia and determined on a gross, dry basis. 
 “Business Day” means a Day (other than a Saturday or
Sunday) on which commercial banks in the State of Pennsylvania are generally open for business. 
 “Claiming Party”
has the meaning given to it in Section 11.2. 
 “Compression Charge” means an amount equal to the
product of (a) all out of pocket costs incurred by Gatherer to obtain electricity sufficient for Gatherer to utilize electrical compression at each Fuel Point that uses electrical compression to compress Shipper’s Tendered Gas for the
Month of Service for which Shipper requests electricity as the fuel source for the Fuel Points, and (b) the percentage determined by dividing (i) the volumes of owned or Controlled Gas Tendered by Shipper to the Gathering System for such
Month of Service, and (ii) all volumes of Gas received by the Gathering System for such Month of Service. 

“Condensate” means Drip Condensate and Liquid Condensate. 

“Condensate Gathering Fees” has the meaning given to it in Section 5.1(c)(iii). 

“Condensate Services” means (a) the receipt of Shipper’s owned or Controlled Liquid Condensate at the
Receipt Points; (b) as applicable, the collection, injection, gathering and stabilization (to sales specifications) of such Liquid Condensate; (c) the handling, storage, loading, and, subject to Section 4.8, marketing or
re-delivery at the applicable Delivery Point of such Liquid Condensate for Shipper’s account; and (d) the other services to be performed by Gatherer in respect of such Liquid Condensate as set forth in this Agreement, all in accordance
with the terms of this Agreement. 
 “Conflicting Dedication” means any gathering agreement or any commitment or
arrangement (including any volume commitment) that would permit or require Shipper’s owned and/or Controlled Gas to be gathered on any gathering system or similar system other than the Gathering System, including any such agreement, commitment
or arrangement burdening properties hereinafter acquired by Shipper in the Dedication Area. 

  
 2 







 “Control” (including the terms “Controlling,”
“Controlled” and “Under Common Control With”) means (a) with respect to any Person, the possession, direct or indirect, of the power to direct or cause the direction of the management and policies
of a Person, whether through the ownership of voting shares, by contract, or otherwise and (b) with respect to any Gas or Liquid Condensate, such Gas or Liquid Condensate produced from the Dedication Area and (i) owned by a Third Party set
forth on Exhibit J or (ii) owned by a Third Party working interest owner in lands covered by the Dedicated Properties with respect to which Shipper has the contractual right or obligation (pursuant to a marketing, agency, operating, unit
or similar agreement) to market such Gas or Liquid Condensate and Shipper elects or is obligated to market such Gas or Liquid Condensate on behalf of the applicable Third Party. 

“Day” means a period of time beginning at 9:00 a.m. Central Time on a calendar day and ending at 9:00 a.m. Central
Time on the succeeding calendar day. The term “Daily” shall have the correlative meaning. 
 “Dedicated
Production” means, collectively, the Joint Dedicated Production, the Sole Dedicated Production and the Legacy Well Dedicated Production. 

“Dedicated Properties” means the Joint Dedicated Properties and any Sole Dedicated Properties dedicated by Shipper
from time to time pursuant to Section 2.2. 
 “Dedicated ROFO Properties” has the meaning given to it in
Section 4.10(d). 
 “Dedication Area” means the area described on Exhibit B-2. 

“Delayed Connection Days” means the number of Days (without duplication) from the On-Line Deadline until such
applicable facilities are completed by Gatherer or (under Section 3.2(d)) by Shipper or Noble and/or such Gathering Services can be provided by Gatherer. 

“Delayed Planned Wells” means the Planned Wells at a Planned Well Pad that Gatherer fails to connect to the Gathering
System and/or is not ready or is unable to provide Gathering Services for such Planned Wells, in each case, on or before the applicable On-Line Deadline. 

“Delivery Point” means, as applicable (a) each point of interconnection of the Gathering System with the
facilities of a Processing Plant, Downstream Pipeline or Downstream Condensate Storage Tank not a part of the Gathering System, (b) the outlet flange of any Downstream Condensate Storage Tank that is part of the Gathering System and
(c) such points as may be added from time to time by Shipper pursuant to the applicable Development Report or otherwise and at which points, subject to Section 3.6 and Section 4.8, Gatherer will re-deliver Gas and/or
Liquid Condensate to Shipper for its own account. 
 “Development Report” has the meaning given to it in Section
3.1(a). 

  
 3 







 “Downstream Condensate Storage Tank” means any storage tank where
Condensate (stabilized as appropriate) is collected and stored prior to being sold and/or delivered to market via trucks, rail or pipeline. 

“Downstream Pipeline” means any pipeline downstream of any Delivery Point on the Gathering System owned by a Third
Party. 
 “Downtime Event” means a period during which all or a portion of the Gathering System was unavailable to
provide Gathering Services. 
 “Downtime Percentage” means (a) for purposes of determining the Downtime
Percentage for the Gathering System, an amount equal to the quotient of (i) the sum of all daily losses (in MMBtu) for the Gathering System for the applicable period divided by (ii) the sum of (y) the amount (in MMBtu) of the total
deliveries of Dedicated Production for the applicable period and (z) the sum of all daily losses (in MMBtu) for the Gathering System for the applicable period and (b) for purposes of determining the Downtime Percentage for an Individual
System, an amount equal to the quotient of (i) the sum of all daily losses (in MMBtu) for such Individual System for the applicable period divided by (ii) the sum of (y) the amount (in MMBtu) of the total deliveries of Dedicated
Production for such Individual System for the applicable period and (z) the sum of all daily losses (in MMBtu) for such Individual System for the applicable period. 

“Drilling Unit” means the area fixed for the drilling of one Well or Planned Well by order or rule of any applicable
Governmental Authority, or (if no such order or rule is applicable) the area fixed for the drilling of a Well or Planned Well reasonably established by the pattern of drilling in the applicable area or otherwise established by Shipper in its
reasonable discretion. 
 “Drip Condensate” means that portion of Shipper’s owned or Controlled Gas that is
received into the Gathering System (without manual separation or injection) that condenses in, and is recovered from, the Gathering System as a liquid. 

“Dry Gas” means Gas that is not Wet Gas. 

“Dry Gas Gathering Fee” has the meaning given to it in Section 5.1(a). 

“Execution Date” has the meaning given to it in the preamble of this Agreement. 

“Facility Segment” means a physically separate segment of the Gathering System constructed, owned (or leased) or
acquired by Gatherer, whether now or in the future, to connect certain of the Well Pads to a Delivery Point, including all required Receipt Point interconnections, low-pressure gathering lines, compression facilities (including associated
dehydration and treatment facilities), high-pressure gathering lines, meters and measurement facilities, Condensate collection, gathering, stabilization, handling and storage facilities, Delivery Point interconnections and all associated equipment
and facilities constructed, owned (or leased) and operated or otherwise provided by Gatherer in connection therewith. 

“Fee” or “Fees” means, collectively, the Dry Gas Gathering Fee, the Wet Gas Gathering Fees,
the Condensate Gathering Fees and, if applicable, any Sole Dedication Fee. 

  
 4 







 “Fee Model” means that economic model agreed on by the Parties in
computing the Fees as of the Execution Date. 
 “First Development Report” has the meaning given to it in
Section 3.1(a). 
 “First Development Report Planned Well” means a Planned Well identified in the First
Development Report that is anticipated to be completed and ready to be placed-on line prior to September 30, 2016. 
 “Force
Majeure” has the meaning given to it in Section 11.2. 
 “Fuel Point” has the meaning given
to it in Section 1.8 of Exhibit A. 
 “Gallon” means one U.S. gallon. 

“Gas” means any mixture of gaseous hydrocarbons, consisting essentially of methane and heavier hydrocarbons, including
(unless otherwise expressly provided herein) liquefiable hydrocarbons and Drip Condensate, and including inert and noncombustible gases, in each case, produced from beneath the surface of the earth; provided, however, that the term
“Gas” as used herein shall not include Liquid Condensate. 
 “Gas Services” means (a) with respect to
Gas produced from the Moundsville Area or the PIA Area: (i) the receipt of Shipper’s owned or Controlled Gas (including Drip Condensate) at the Receipt Points and (ii) the re-delivery of Gas that is thermally equivalent to
Shipper’s delivered for Shipper’s account Gas at the Delivery Points as being delivered on the Execution Date (or any other mutually agreed successor Delivery Point), in each case, in accordance with the terms of this Agreement and
(b) with respect to Gas produced from the Dedicated Area other than the Moundsville Area or the PIA Area: (i) the receipt of Shipper’s owned or Controlled Gas (including Drip Condensate) at the Receipt Points; (ii) the gathering,
dehydrating, compressing, treating and blending to applicable tariff requirements (subject to any waivers in place) of such Gas and the collection and gathering of any Drip Condensate; (iii) the re-delivery of Gas that is thermally equivalent
to Shipper’s delivered Gas at the Delivery Points for Shipper’s account; and (iv) the other services to be performed by Gatherer in respect of such Gas as set forth in this Agreement, in each case, in accordance with the terms of this
Agreement. 
 “Gatherer” has the meaning given to it in the preamble of this Agreement. 

“Gatherer Group” has the meaning given to it in Section 13.2. 

“Gathering Services” means, collectively, the Gas Services and the Condensate Services. 

“Gathering System” means the existing Gas and Condensate gathering system, including (a) pipelines;
(b) compression, dehydration and treating facilities; (c) controls, Delivery Points, meters and measurement facilities; (d) owned (or leased) Condensate collection, gathering, stabilization, handling, and storage facilities;
(e) rights of way, fee parcels, surface rights and permits; and (f) all appurtenant facilities, constructed, owned (or leased) and operated by Gatherer to provide Gathering Services to Shipper or Third Parties, as such gathering system
and/or facilities are modified and/or extended from time to time to provide Gathering Services to 

  
 5 







 
Shipper pursuant to the terms hereof or to Third Parties, including the Facility Segments to be constructed and owned (or leased) and operated by Gatherer under this Agreement to provide the
Gathering Services contemplated in this Agreement for Shipper. 
 “Gathering System Fuel” means all Gas and electric
power measured and utilized as fuel for the Gathering System, including Gas and electric power utilized as fuel for compressor stations, stated in MMBtus or kilowatt hours (as applicable). 

“Gathering System L&U” means any Gas or Liquid Condensate received into the Gathering System that is lost or
otherwise not accounted for incident to, or occasioned by, the gathering, treating, compressing, blending, stabilization and re-delivery, as applicable, of Gas and Liquid Condensate, including Gas and/or Liquid Condensate released through leaks,
instrumentation, relief valves, flares and blow downs of pipelines, vessels and equipment; provided, however that “Gathering System L&U” shall will not include any Gas or Liquid Condensate that is lost as a result of
Gatherer’s negligence, gross negligence or willful misconduct. 
 “Gathering System Plan” has the meaning given
to it in Section 3.1(c). 
 “Governmental Authority” means any federal, state, local, municipal, tribal
or other government; any governmental, regulatory or administrative agency, commission, body or other authority exercising or entitled to exercise any administrative, executive, judicial, legislative, regulatory or taxing authority or power; and any
court or governmental tribunal, including any tribal authority having or asserting jurisdiction. 
 “Greenhill Delivered
Production” has the meaning given to it in Section 5.2(e). 
 “Greenhill Facility” has the
meaning given to it in Section 5.2(e). 
 “Gross Heating Value” means the number of Btus produced by the
combustion, on a dry basis and at a constant pressure, of the amount of Gas which would occupy a volume of 1 cubic foot at a temperature of 60 degrees Fahrenheit and at a pressure of 14.73 Psia, with air of the same temperature and pressure as the
Gas, when the products of combustion are cooled to the initial temperature of the Gas and air and when the water formed by combustion is condensed to the liquid state. Hydrogen sulfide shall be deemed to have no heating value. 

“Group” means (a) with respect to Shipper, the Shipper Group and (b) with respect to Gatherer, the Gatherer
Group. 
 “Imbalance Account” has the meaning given to it in Section 1.3 of Exhibit A. 

“Individual System” means a midstream gathering system as designated in any Gathering System Plan and which, for the
avoidance of doubt, as of the Execution Date include the Majorsville System, the Mamont System, the McQuay System, the Fink System, the Tygart Valley System, the Tygart Valley West System, the Pennsboro / Shirley System, the Moundsville System, the
Pullman / Oxford System, the PIA System and the Wadestown System. 

  
 6 







 “Industry Expert” means a major, independent accounting firm or other
qualified industry expert with at least 10 years relevant experience, which firm or expert shall not be regularly engaged by or otherwise have a material relationship with either Shipper or Gatherer or any of their Affiliates, and shall not
otherwise have a conflict of interest in relation to Shipper and Gatherer or any of their Affiliates. 
 “Initial
Term” has the meaning set forth in Section 7.1. 
 “Interest Rate” means, on the applicable date
of determination, the LIBOR Rate plus an additional three percentage points (or, if such rate is contrary to any applicable Law, the maximum rate permitted by such applicable Law). 

“Intermediate Delivery Point” means an interconnection of a pipeline to the Gathering System upstream of the
applicable Delivery Point that allows Shipper to take Gas previously Tendered by Shipper and deliver it back to the Gathering System at a secondary Receipt Point on another portion of the Gathering System in order to facilitate blending of such Gas
by Shipper with other Gas to cause the resultant combined Gas to meet tariffs of Downstream Pipelines as provided in Section 3.6. 

“Interruptible Service” means all obligations of Gatherer to receive, gather, treat, stabilize, load, compress, store
and re-deliver, as applicable, Gas or Liquid Condensate, which obligations are designated as interruptible and as to which obligations Gatherer may interrupt its performance thereof for any or no reason. 

“JDA Parties” means, collectively, Shipper and Noble. 

“Joint Dedicated Gas” means (a) Gas produced from the Joint Dedicated Properties and (b) Third Party Gas
under the Control of Shipper produced from the lands covered by the Joint Dedicated Properties and (c) Gas produced from the ROFO Properties that have been dedicated to Gatherer under this Agreement pursuant to Section 4.10. 

“Joint Dedicated Liquid Condensate” means (a) Liquid Condensate produced from the Joint Dedicated Properties that
are located in the PIA Area, the Majorsville Area and/or the Moundsville Area; (b) Third Party Liquid Condensate under the Control of Shipper produced from the lands located in the PIA Area, the Majorsville Area and/or the Moundsville Area and
(c) Liquid Condensate produced from the Additional Condensate Properties that have been dedicated to Gatherer under this Agreement pursuant to Section 4.10. 

“Joint Dedicated Production” means, collectively, Joint Dedicated Gas and Joint Dedicated Liquid Condensate. 

“Joint Dedicated Properties” means Shipper’s interest in the oil and/or gas leases, mineral interests and other
similar interests that as of the Execution Date are, or that after the Execution Date become, jointly owned by the JDA Parties (in undivided interests) in the Dedication Area, including those certain oil and/or gas leases, mineral interests and
other similar interests described on Exhibit B-1, in each case, to the extent and only to the extent that such oil and/or gas leases, mineral interests and other similar interests cover and relate
to the Marcellus Formation. 

  
 7 







 “Laws” means any applicable statute, law, rule, regulation, ordinance,
order, code, ruling, writ, injunction, decree or other official act of or by any Governmental Authority. 
 “Legacy
Wells” certain existing wells described in Exhibit K-2 to this Agreement to the extent such wells are in the Dedication Area. 

“Legacy Well Dedicated Production” means (a) all of Shipper’s interest in Gas produced from the Legacy Wells
and (b) Third Party Gas produced from the Legacy Wells under the Control of Shipper. 
 “LIBOR” means 3-month
LIBOR, as reported in the Markets Data Center of The Wall Street Journal. 
 “Liquid Condensate” means
Shipper’s owned or Controlled liquid hydrocarbons separated (mechanically or otherwise) from Shipper’s owned or Controlled Gas at or near the Well Pad upstream of the Receipt Points and injected into the Gathering System by Shipper at a
Receipt Point. 
 “Loss” or “Losses” means any actions, claims, settlements, judgments,
demands, liens, losses, damages, fines, penalties, interest, costs, expenses (including expenses attributable to the defense of any actions or claims), attorneys’ fees and liabilities, including Losses for bodily injury, death, or property
damage. 
 “Majorsville Area” means the area described in Exhibit B-3. 

“Majorsville Condensate Gathering Fee” has the meaning given to it in Section 5.1(c)(i). 

“MAOP” means maximum allowable operating pressure. 

“Marcellus Formation” means, (a) in central Pennsylvania, specifically from the top of the Burkett in the
DeArmitt #1 (API 37-129-27246) and 7000’MD through to the top of the Onondaga at 7530’MD and illustrated in the log attached on Exhibit B-6; (b) in southwest Pennsylvania,
specifically from the top of the Burkett in the GH-10C-CV (API 37-059-25397) at 7600’MD through to the top of the Onondaga at 7900’MD and illustrated in the log attached on Exhibit B-6; and (c) in West Virginia,
specifically from the top of the Burkett in the DEPI #14815 (API 47-001-02850) at 7350’MD through to the top of the Onondaga at 7710’MD and illustrated in the log attached on Exhibit B-6. 

“McQuay Facility” has the meaning given to it in Section 5.2(e). 

“Measurement Device” means the meter body (which may consist of an orifice meter or ultrasonic meter), LACT unit or
other Gas or Liquid Condensate metering device, tube, orifice plate, connected pipe, tank strapping, and fittings used in the measurement of Gas flow, Liquid Condensate flow and volume and/or Gas Btu content. 

“MMBtu” means one million Btus. 

  
 8 







 “Month” means a period of time beginning at 9:00 a.m. Central Time on the
first Day of a calendar month and ending at 9:00 a.m. Central Time on the first Day of the next succeeding calendar month. The term “Monthly” shall have the correlative meaning. 

“Month of Service” has the meaning given to it in Section 5.2(d). 

“Monthly Other Production” has the meaning given to it in Section 5.2(e). 

“Moundsville Area” means the area described in Exhibit B-4. 

“Moundsville Condensate Gathering Fee” has the meaning given to it in Section 5.1(c)(ii). 

“Moundsville/PIA Wet Gas Gathering Fee” has the meaning given to it in Section 5.1(b)(i). 

“MSCF” means one thousand Standard Cubic Feet. 

“NAESB” means North American Energy Standards Board, or its successors. 

“Net Acres” means (a) with respect to any oil and gas lease in which Shipper has an interest, (i) the number
of gross acres in the lands covered by such oil and gas lease, multiplied by (ii) the undivided percentage interest in oil, gas and other minerals covered by such oil and gas lease, multiplied by (iii) Shipper’s working interest in
such oil and gas lease, and (b) with respect to any mineral fee interest of Shipper, (i) the number of gross acres in the lands covered by such mineral fee interest, multiplied by (ii) the undivided percentage interest of Shipper in
oil, gas and other minerals in such lands. 
 “Net Condensate Price” means, with respect to Condensate sold by
Gatherer pursuant to this Agreement in any Month, the weighted average gross proceeds per Barrel received by Gatherer from the sale of such Condensate to a non-Affiliated Third Party f.o.b. at the applicable Downstream Condensate Storage Tank(s)
during such Month or if Gatherer transports Shipper’s Condensate from the applicable Downstream Condensate Storage Tank(s) and sells Shipper’s Condensate at a location away from such Downstream Condensate Storage Tank, the weighted average
gross proceeds per Barrel received by Gatherer during such Month from the sale of such Condensate to a non-Affiliated Third Party less Gatherer’s non-Affiliated Third Party, verifiable out-of-pocket transportation expenses with respect to such
Condensate so sold. 
 “NGL” means natural gas liquids. 

“Noble” means Noble Energy, Inc. 

“Noble Dedicated Production” means, collectively, the Noble Joint Dedicated Production and the Noble Sole Dedicated
Production. 
 “Noble Gathering Agreement” means that certain Gathering Agreement dated as of the date hereof
between Noble and Gatherer (without regard to any amendments thereto unless expressly consented to by Shipper). 

  
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 “Noble Joint Dedicated Production” means “Joint Dedicated
Production” as defined in the Noble Gathering Agreement. 
 “Noble Sole Dedicated Production” means “Sole
Dedicated Production” as defined in the Noble Gathering Agreement. 
 “Notifying Party” has the meaning set
forth in Section 5.6(b). 
 “OFO” means an operational flow order or similar order respecting operating
conditions issued by a Downstream Pipeline. 
 “On-Line Deadline” has the meaning given to it in
Section 3.2(b). 
 “Operating Terms” means those additional terms and conditions applicable to Gathering
Services provided under this Agreement, as set forth in Exhibit A. 
 “Other Areas Wet Gas Gathering Fee” has
the meaning given to it in Section 5.1(b)(ii). 
 “Other Production” has the meaning given to it in
Section 5.2(e). 
 “Party” or “Parties” has the meaning given to it in the
Preamble. 
 “PDA” means, with respect to a Receipt Point or Delivery Point, a predetermined allocation directive
from, or agreement with, Shipper. 
 “Person” means any individual, corporation, company, partnership, limited
partnership, limited liability company, trust, estate, Governmental Authority or any other entity. 
 “PIA Area”
means the area described in Exhibit B-5. 
 “PIA Condensate Gathering Fee” has the meaning given to it in
Section 5.1(c)(iii). 
 “Planned Well” has the meaning given to it in Section 3.1(b). 

“Planned Well Pad” has the meaning given to it in Section 3.1(b). 

“Pressure Overage Percentage” means an amount equal to the quotient of (a) the difference between (i) the
actual arithmetic average operating pressure of an Individual System and (ii) the Target Pressure for such Individual System for the calendar quarter divided by (b) the Target Pressure for such Individual System for such calendar quarter.

 “Priority One Service” means that type of service that has the highest priority call on capacity of all or any
relevant portion of the Gathering System, which service shall not be subject to interruption or curtailment except by reason of an event of Force Majeure, necessary Gathering System maintenance or as otherwise expressly set forth in this Agreement
and which service in any event has a higher priority than Priority Two Service, Interruptible Service and any other permissible level of service established by Gatherer pursuant to the terms and conditions of this Agreement. 

  
 10 







 “Priority Two Service” means that type of service that has the second
highest priority call on capacity of all or any relevant portion of the Gathering System second only to Priority One Service, which service shall not be subject to interruption or curtailment except by reason of an event of Force Majeure, necessary
Gathering System maintenance or as otherwise expressly set forth in this Agreement and which service in any event has a higher priority than Interruptible Service and any other permissible level of service established by Gatherer pursuant to the
terms and conditions of this Agreement (other than Priority One Service). 
 “Processing Plant” means a Gas
processing facility downstream of any Delivery Point on the Gathering System to which Shipper has dedicated, or in the future elects to dedicate, Shipper’s owned or Controlled Gas for processing or at which Shipper has arranged for such Gas to
be processed prior to delivery to a Downstream Pipeline. 
 “Proposed Fee” has the meaning given to it in
Section 2.2(b). 
 “Proposed Gathering Services” has the meaning given to it in
Section 2.2(b). 
 “Proposed Sole Dedicated Properties” has the meaning given to it in Section
2.2(b). 
 “Psia” means pounds per square inch absolute. 

“Rate Reset Trigger” means any of (a) the initiation of Gathering Services for Sole Dedicated Production or
(b) the initiation of Gathering Services for a Third Party (other than a Third Party that has elected for Shipper to Control such Third Party’s Gas or Liquid Condensate). 

“Receipt Point” means any of the connecting flanges on the Gathering System located at or nearby or assigned to a Well
Pad (which flanges, in some cases, has a Measurement Device) where Shipper’s facilities are connected to the Gathering System and more particularly described on Exhibit F, which Exhibit may be updated from time to time by Shipper
pursuant to the applicable Development Report or otherwise and with respect to any Gas delivered by Shipper for blending, the Receipt Point for such blending Gas designated by Shipper from time to time. 

“Receiving Party” has the meaning set forth in Section 5.6(b). 

“ROFO Area” means the area described on Exhibit H-2. 

“ROFO Notice” has the meaning given to it in Section 4.10(a). 

“ROFO Offer” has the meaning given to it in Section 4.10(b). 

“ROFO Properties” means (a) with respect to Gas Services, Shipper’s interest in the oil and/or gas leases,
mineral interests and other similar interests that as of the Execution Date are, or that after the Execution Date become, jointly owned by the JDA Parties (in undivided interests) in the ROFO Area, including those certain oil and/or gas leases,
mineral interests and other similar interests described on Exhibit H-1, in each case, to the extent and only to the extent that such oil and/or gas leases, mineral interests and other similar interests cover and relate to the Marcellus
Formation and (b) with respect to Condensate Services, Shipper’s interest in the oil 

  
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and/or gas leases, mineral interests and other similar interests that as of the Execution Date are, or that after the Execution Date become, jointly owned by the JDA Parties (in undivided
interests) in the ROFO Area, including those certain oil and/or gas leases, mineral interests and other similar interests described on Exhibit H-1, in each case, to the extent and only to the extent that such oil and/or gas leases, mineral
interests and other similar interests cover and relate to the Marcellus Formation. 
 “Shipper” has the meaning
given to it in the preamble of this Agreement. 
 “Shipper’s Facilities” means the assets and properties of
Shipper upstream of a Receipt Point. 
 “Shipper Group” has the meaning given to it in Section 13.3.

 “Shipper Meters” has the meaning given to it in Section 1.4 of Exhibit A. 

“Sole Dedicated Gas” means (a) Gas produced from Sole Dedicated Properties and (b) Third Party Gas under the
Control of Shipper produced from the lands covered by the Sole Dedicated Properties. 
 “Sole Dedicated Liquid
Condensate” means (a) Liquid Condensate produced from the Sole Dedicated Properties, (b) Third Party Liquid Condensate under the Control of Shipper produced from the lands covered by the Sole Dedicated Properties,
(c) Liquid Condensate produced from Additional Condensate Properties and (d) Third Party Liquid Condensate under the Control of Shipper produced from the lands covered by the Additional Condensate Properties. 

“Sole Dedicated Production” means, collectively, Sole Dedicated Gas and Sole Dedicated Liquid Condensate. 

“Sole Dedicated Properties” means Shipper’s interest in oil and/or gas leases, mineral interests and other
similar interests within the Dedication Area that are not Joint Dedicated Properties and which Shipper elects to dedicate pursuant to Section 2.2(b) and Gatherer accepts (or is deemed to have accepted) such dedication pursuant to
Section 2.2(b). 
 “Sole Dedication Fee” means the fee with respect to Sole Dedicated Properties agreed
to (or deemed agreed to) by Shipper and Gatherer pursuant to Section 2.2. 
 “Sole Dedication Notice” has the
meaning given to it in Section 2.2(b). 
 “Standard Cubic Foot” means that quantity of Gas that occupies
one cubic foot of space when held at a base temperature of 60 degrees Fahrenheit and a pressure of 14.73 Psia. 
 “Statement
Deadline” has the meaning set forth in Section 9.1. 
 “Subject Expenses” has the meaning
given to it in the definition of Target Return. 
 “Subject ROFO Properties” has the meaning given to it in
Section 4.10(b). 

  
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 “System Receipt Point” has the meaning given to it in
Section 1.8 of Exhibit A. 
 “Tap” means a point on the Gathering System downstream of all
compression, dehydration, treatment and other similar facilities but upstream of the applicable Delivery Point. 
 “Target
On-Line Date” has the meaning given to it in Section 3.1(b). 
 “Target Pressure” has the
meaning given to it in Section 5.2(c). 
 “Target Return” means an unlevered 15% rate of return on
incremental operating expenses and incremental capital expenses anticipated, in Gatherer’s good faith opinion, to be incurred by Gatherer in providing the Gathering Services requested in a Sole Dedication Notice with respect to Proposed Sole
Dedicated Properties (such expenses, the “Subject Expenses”). 
 “Tender” means
(a) with respect to Gas, the act of Shipper’s making Gas available or causing Gas to be made available to the Gathering System at a Receipt Point and (b) with respect to Liquid Condensate, the act of Shipper’s injection or
causing the Liquid Condensate to be injected into the Gathering System at a Receipt Point. “Tendered” shall have the correlative meaning. 

“Term” has the meaning given to it in Section 7.1. 

“Thermal Content” means, for Gas, the product of the measured volume in MSCFs multiplied by the Gross Heating Value
per MSCF, adjusted to the same pressure base and expressed in MMBtus; and for a liquid, the product of the measured volume in gallons multiplied by the Gross Heating Value per Gallon determined in accordance with the GPA 2145-09 Table of Physical
Properties for Hydrocarbons and GPA 8173 Method for Converting Mass of Natural Gas Liquids and Vapors to Equivalent Liquid Volumes, in each case as revised from time to time. 

“Third Party” means any Person other than a Party to this Agreement or any Affiliate of a Party to this
Agreement. 
 “Third Party Gas” means Gas owned by a Third Party. 

“Third Party Liquid Condensate” means Liquid Condensate owned by a Third Party. 

“Total Shipper Permitted Transfer Acres” means (a) 25,000 Net Acres plus (b) any Net Acres acquired
by Shipper (by purchase, farmin or otherwise) from and after the Execution Date that are subject to dedication under this Agreement or are otherwise dedicated by Shipper under this Agreement, in each case, in the Dedication Area less
(c) those Net Acres included in the Dedicated Properties that are divested by Shipper (by sale, farmout or otherwise) during the period from and after the Execution Date. 

“Well” means a well for the production of hydrocarbons in which Shipper owns an interest that is either producing or
is intended to produce Dedicated Production. 
 “Well Pad” means the surface installation on which one or more Wells
are located. 

  
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 “Wet Gas” means Gas Tendered by Shipper hereunder that Shipper intends to
extract NGLs therefrom. 
 “Wet Gas Gathering Fee” has the meaning given to it in Section 5.1(b)(ii).

 “Year” means a period of time on and after January 1 of a calendar year through and including
December 31 of the same calendar year; provided that the first Year shall commence on the Execution Date and run through December 31 of that calendar year, and the last Year shall commence on January 1 of the calendar year and
end on the Day on which this Agreement terminates. 
 Section 1.2 Other Terms. Other capitalized terms used in this Agreement
and not defined in Section 1.1 above have the meanings ascribed to them throughout this Agreement. 
 Section 1.3
References and Rules of Construction. All references in this Agreement to Exhibits, Articles, Sections, subsections and other subdivisions refer to the corresponding Exhibits, Appendices, Articles, Sections, subsections and other subdivisions
of or to this Agreement unless expressly provided otherwise. Titles appearing at the beginning of any Articles, Sections, subsections and other subdivisions of this Agreement are for convenience only, do not constitute any part of this Agreement,
and shall be disregarded in construing the language hereof. The words “this Agreement,” “herein,” “hereby,” “hereunder” and “hereof,” and words of similar import, refer to this Agreement as a whole
and not to any particular Article, Section, subsection or other subdivision unless expressly so limited. The word “including” (in its various forms) means “including without limitation.” All references to “$” or
“dollars” shall be deemed references to United States dollars. Each accounting term not defined herein will have the meaning given to it under generally accepted accounting principles. Pronouns in masculine, feminine or neuter genders
shall be construed to state and include any other gender, and words, terms and titles (including terms defined herein) in the singular form shall be construed to include the plural and vice versa, unless the context otherwise requires. References to
any Law means such Law as it may be amended from time to time. 
 ARTICLE 2 

DEDICATION OF PRODUCTION 

Section 2.1 Shipper’s Joint Dedication. Subject to the provisions of Section 2.3 through Section 2.7
and Article 14, Shipper: 
 (a) exclusively dedicates and commits to deliver to Gatherer under this Agreement, as and when produced,
all of the (i) Gas owned by Shipper produced during the Term from the Joint Dedicated Properties, (ii) Liquid Condensate owned by Shipper produced during the Term from the Joint Dedicated Properties that are located in the PIA Area, the
Majorsville Area and/or the Moundsville Area (and not any other Joint Dedicated Properties) and (iii) Gas owned by Shipper produced during the Term from the Legacy Wells; 

(b) commits to deliver to Gatherer under this Agreement, as and when produced (i) all of the Third Party Gas under the Control of Shipper
produced during the Term from lands covered by the Joint Dedicated Properties, (ii) all of the Third Party Liquid Condensate under the 

  
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Control of Shipper produced during the Term from lands covered by the Joint Dedicated Properties that are located in the PIA Area, the Majorsville Area and/or the Moundsville Area (and not any
other Joint Dedicated Properties) and (iii) all of the Third Party Gas under the Control of Shipper produced during the Term from the Legacy Wells; and 

(c) except as provided in Section 3.6, agrees not to deliver any Dedicated Production to any other gatherer, purchaser or marketer
or other Person prior to delivery to Gatherer at the Receipt Points. 
 Section 2.2 Shipper’s Sole Dedication. 

(a) From time to time, subject to Section 2.2(b), Shipper may designate its interests in oil and/or gas leases, mineral interests
and other similar interests within the Dedication Area that are not Joint Dedicated Properties as Sole Dedicated Properties. If Gatherer accepts such dedication (or is obligated to accept such designation pursuant to Section 2.2(b)),
then subject to the provisions of Section 2.3 through Section 2.7 and Article 14, Shipper will be deemed to have (i) dedicated and committed to deliver to Gatherer under this Agreement, as and when produced, all
of the Gas owned by Shipper thereafter produced during the Term from Sole Dedicated Properties and (ii) committed to deliver to Gatherer under this Agreement, as and when produced, all of Third Party Gas under the Control of Shipper that is
thereafter produced during the Term from the lands covered by such Sole Dedicated Properties. 
 (b) If Shipper wishes to dedicate to
Gatherer hereunder its interests in oil and/or gas leases, mineral interests and other similar interests within the Dedication Area that are not Joint Dedicated Properties as Sole Dedicated Properties, then Shipper shall prepare in good faith and
deliver to Gatherer a notice (a “Sole Dedication Notice”) setting forth (i) the oil and/or gas leases, mineral interests and other similar interests Shipper wishes to designate as Sole Dedicated Properties (the
“Proposed Sole Dedicated Properties”), (ii) the general location of such Proposed Sole Dedicated Properties, (iii) a current production forecast for such Proposed Sole Dedicated Properties, including the date on
which production from such Proposed Sole Dedicated Properties is anticipated to come online, and the locations of the planned wells on such Proposed Sole Dedicated Properties, (iv) the proposed Gathering Services to be provided by Gatherer (the
“Proposed Gathering Services”) and (v) proposed fees for such Services to be provided by Gatherer (collectively, the “Proposed Fee”). As soon as reasonably practicable, but in any event within 30
Days following receipt of a Sole Dedication Notice, Gatherer shall provide a written response to Shipper setting forth Gatherer’s election to accept or reject the dedication of such Proposed Sole Dedicated Properties; provided,
however, if the Proposed Fee would provide Gatherer at least the Target Return with respect to the Proposed Gathering Services, then Gatherer shall be obligated to accept the dedication of such Proposed Sole Dedicated Properties and provide
the Proposed Gathering Services with respect to the applicable Proposed Sole Dedicated Properties at the applicable Proposed Fee. If Gather elects to reject the dedication of such Proposed Sole Dedicated Properties for the Proposed Fee because the
acceptance of such dedication would not provide Gatherer at least the Target Return, then Gatherer shall provide in such notice of rejection a calculation showing the anticipated return on the Subject Expenses Gatherer anticipates it would earn
based on the Subject Expenses associated with the Proposed Gathering Services using the Proposed Gathering Fee and, within 30 Days following the receipt by Shipper of Gatherer’s rejection of the dedication of such


  
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Proposed Sole Dedicated Properties, Shipper may deliver a revised Sole Dedication Notice including a revised Proposed Fee. If such revised Proposed Fee would provide Gatherer at least the Target
Return, then Gatherer shall be obligated to accept the dedication of such Proposed Sole Dedicated Properties and provide the Gathering Services set forth in the revised Sole Dedication Notice with respect to such Proposed Sole Dedicated Properties
at the revised Proposed Fee. For the avoidance of doubt, Gatherer shall not be obligated to accept any dedication of Proposed Sole Dedicated Properties pursuant to this Section 2.2(b) if the provision of the Gathering Services set forth
in a Sole Dedication Notice with respect to such Proposed Sole Dedicated Properties would materially and adversely impact the provision of Gathering Services with respect to the Joint Dedicated Production and/or the development of the Gathering
System provided for in the then current Gathering System Plan. 
 Section 2.3 Third Party’s Dedication. Gatherer and
Shipper may from time to time mutually agree to permit Third Parties to gather Dedicated Production; provided, however, that such mutual agreement will not result in any release of such Dedicated Production from dedication under this
Agreement except to the extent the Parties expressly so agree. 
 Section 2.4 Conflicting Dedications. Notwithstanding anything
in this Agreement to the contrary, Shipper shall have the right to comply with each of the Conflicting Dedications set forth in Exhibit G and any other Conflicting Dedication applicable as of the date of acquisition thereof to any oil and/or
gas leases, mineral interests and other similar interests within the Dedication Area (a) acquired by Shipper after the Execution Date and (b) which have become subject to dedication under this Agreement (but not any entered into in
connection with such acquisition); provided, however, that Shipper shall have the right to comply with the applicable Conflicting Dedication only until the first Day of the Month following the termination by Shipper of such Conflicting
Dedication. As of the Execution Date, Shipper represents that, except as set forth in Exhibit G, Dedicated Production is not subject to any other Conflicting Dedication. 

Section 2.5 Shipper’s Reservations. Shipper reserves the following rights respecting Dedicated Production for itself: 

(a) to operate (or cause to be operated) Wells producing Dedicated Production in its sole discretion, including the right (but not the
obligation) to drill new Wells, to repair and rework old Wells, temporarily shut in Wells, renew or extend, in whole or in part, any oil and gas lease or term mineral interest, and to cease production from or abandon any Well or surrender any such
oil and gas lease, in whole or in part, when no longer deemed by Shipper to be capable of producing Gas or Liquid Condensate in paying quantities under normal methods of operation; 

(b) to use Dedicated Production for lease operations (including reservoir or mine pressure maintenance), water treatment facility operations
and mine operations (other than running of mine equipment) relating to the lands within the Dedication Area; 
 (c) to deliver or furnish to
Shipper’s lessors and holders of other burdens on production with respect to such Dedicated Production as is required to satisfy the terms of the applicable oil and gas leases or other applicable instruments; 

  
 16 







 (d) the sole and exclusive right to process or arrange for the processing (including for purposes
of liquids extraction) of such Dedicated Production (for the sake of clarity, Gatherer will have no right to process or arrange for processing of the Dedicated Production); 

(e) to deliver or furnish Dedicated Production to end users if such end users receipt of such Dedicated Production is at a receipt point on
Shipper’s gathering system prior to or at a designated Receipt Point; 
 (f) to pool, communitize or unitize Shipper’s interests
with respect to Dedicated Production; provided that Shipper’s share of Dedicated Production produced from such pooled, communitized or unitized interests shall be committed and dedicated pursuant to this Agreement; 

(g) until the applicable Gathering System facilities are completed and ready for service, to temporarily connect Wells or Planned Wells into
other gathering systems; 
 (h) (i) all Joint Dedicated Liquid Condensate that is in excess of amount of Liquid Condensate with Priority One
Service that is capable of being gathered, collected, stored and/or stabilized in the facilities comprising the Gathering System; (ii) all Joint Dedicated Liquid Condensate and Sole Dedicated Liquid Condensate that is caught during flowback
operations with respect to any Well or otherwise related to mechanical failures of liquid separation on the Well Pad and (iii) all Joint Dedicated Liquid Condensate and Sole Dedicated Liquid Condensate that is extracted at the Well Pad as a
result of the inability of the Gathering System to provide Condensate Services for such Joint Dedicated Liquid Condensate and/or Sole Dedicated Liquid Condensate; 

(i) all Liquid Condensate produced from the Dedicated Properties that is not Joint Dedicated Liquid Condensate or Sole Dedicated Liquid
Condensate; and 
 (j) all Gas and Liquid Condensate produced from those wells set forth on Exhibit K-1. 

Section 2.6 Releases from Dedication. 

(a) Dedicated Production from Wells or Planned Wells on one or more Well Pads or Planned Well Pads, and the acreage in each Drilling Unit with
respect to such Wells or Planned Wells, shall be permanently released from dedication under this Agreement, and Shipper may deliver and commit such Dedicated Production to such other gatherer or gatherers as it shall determine: 

(i) in the event of an unpermitted interruption as provided in Section 10.1(b); 

(ii) upon written notice from Shipper, if Gatherer has failed to complete the facilities necessary to connect each Planned Well
Pad and/or Planned Well to the Gathering System by On-Line Deadline as provided in Section 3.2; 
 (iii) upon
written notice from Shipper, if Gatherer has failed to commence the Gathering Services with respect to any Planned Well Pad and/or Planned Wells by the On-Line Deadline as provided in Section 3.2; 

  
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 (iv) upon written notice from Shipper, if each of the following four conditions
are satisfied: 
 (A) the first production from any Well or Planned Well on a Well Pad or Planned Well Pad has not occurred
on or before the fifth anniversary of the Execution Date, 
 (B) at the time of such notice such Well Pad or Planned Well Pad
is located more than three miles from the nearest then-existing connection to the Gathering System, 
 (C) a non-Affiliated
Third Party gatherer offers a lower cost of service to connect such Well Pad or Planned Well Pad and deliver such Dedicated Production produced from such Wells or Planned Wells to the desired delivery point than Gatherer offers under this Agreement
(and following such notice does enter into an agreement for the gathering of such Dedicated Production), and 
 (D) such Well
Pads or Planned Well Pad and Wells or Planned Wells are located outside of the area served or to be served by the then existing Gathering System as reflected in the then-existing Gathering System Plan; 

(v) upon written notice from Shipper, with respect to such Dedicated Production that is unitized or pooled with oil and gas
leases or mineral interests of Third Parties, if none of Shipper, Noble or any of their Affiliates is the operator of such unit or pooled area at the time the applicable Well is drilled; or 

(vi) if such Dedicated Properties are transferred by Shipper free of the dedication as provided in Section 14.1(b).

 (b) Gatherer shall also consider in good faith any proposal by Shipper made from time to time to permanently release one or more of the
Dedicated Properties and the production therefrom from the dedication under this Agreement if Shipper reasonably believes that installing pipelines and equipment necessary to connect such Dedicated Properties to the Gathering System would be
economically disadvantageous for Shipper, considering all gathering alternatives. 
 (c) Dedicated Production may also be temporarily
released from dedication under this Agreement as expressly provided in this Agreement, including in the event of (i) an unpermitted interruption as provided in Section 10.1(b) or (ii) an interruption or curtailment of receipts
and deliveries as provided in Section 4.6(d). 
 (d) At the request of Shipper, the Parties shall execute a release reasonably
acceptable to Shipper (which, in the case of a permanent release, shall be in recordable form) reflecting the release of particular Wells, Planned Wells and/or Drilling Units and associated acreage included in the Dedicated Properties from
dedication under this Agreement in accordance with the provisions hereof. 
 Section 2.7 Covenant Running with the Land. Subject
to the provisions of Section 2.3 through Section 2.6 and Article 14, the dedication and commitment made by Shipper under this 

  
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Agreement is a covenant running with the Dedicated Properties. For the avoidance of doubt, except as set forth in Article 14, (a) in the event Shipper sells, transfers, conveys,
assigns, grants or otherwise disposes of any or all of its interest in the Dedicated Properties, then any such sale, transfer, conveyance, assignment, grant or other disposition shall be expressly subject to this Agreement and (b) in the event
Gatherer sells, transfers, conveys, assigns, grants or otherwise disposes of any or all of its interest in the Gathering System, then any such sale, transfer, conveyance, assignment, grant or other disposition shall be expressly subject to this
Agreement. 
 Section 2.8 Memorandum. Upon Gatherer’s request, Shipper shall execute and deliver to Gatherer, at
Gatherer’s request, a fully recordable memorandum of this Agreement, substantially in the form of Exhibit D. 
 ARTICLE 3 

GATHERING SYSTEM EXPANSION AND CONNECTION OF WELLS 

Section 3.1 Development Report; Gathering System Plan; Meetings and Review and Exchange of Planning Information. 

(a) On or before November 1, 2014, Shipper will provide Gatherer with a report (“First Development
Report”) describing in detail the planned development, drilling and production activities and the plant location, delivery points and anticipated peak volumes, in each case, relating to the Joint Dedicated Properties through
September 30, 2016, and describing generally the long-term drilling and production expectations for those project areas in which drilling activity is expected to continue beyond such date. On or before each March 31, each June 30,
each September 30 and each December 31 of each Year following the Execution Date, commencing December 31, 2014, Shipper shall provide to Gatherer an update of the then current report describing (i) in detail the planned
development, drilling and production activities relating to (A) the Joint Dedicated Properties, (B) any Sole Dedicated Properties and (C) the ROFO Properties (including any Dedicated ROFO Properties), in each case, for the 24-Month
period commencing on the date of such update and (ii) generally the long-term drilling and production expectations for those project areas in the Dedication Area and in the ROFO Area, in each case, in which drilling activity is expected to
continue beyond such 24-Month period and which will cover at least the ten Years following the date of such update (the First Development Report, as updated in accordance with the foregoing and as the then current report may be amended from time to
time, the “Development Report”). 
 (b) The Development Report shall include information as to: 

(i) the Wells that Shipper expects will be drilled during the period covered thereby (each such Well reflected in such
Development Report, a “Planned Well”); 
 (ii) each expected planned Well Pad (each such Well Pad
reflected in such Development Report, a “Planned Well Pad”) and the expected locations thereof; 

(iii) the earliest date on which one or more Wells at each Well Pad are expected to be completed and ready to be placed
on-line, which date shall not be earlier than (A) with respect to a First Development Report Planned Well, the date specified in 

  
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the First Development Report for such First Development Report Planned Well and (B) with respect to any Planned Well that is not a First Development Report Planned Well, 24 Months after the
date of the Development Report that initially reflected such Planned Well Pad, unless Gatherer consents to a shorter time period (with respect to each such Planned Well Pad, as adjusted pursuant to Section 3.2(b), the “Target
On-Line Date”); 
 (iv) the anticipated characteristics of the production from such Wells (including gas and
liquids composition and characteristics) and the projected production volumes (for both Gas and Liquid Condensate) and requested production pressures for each Well Pad Receipt Point included in the Development Report; 

(v) the Delivery Point(s) at which Gas produced from such Wells is to be re-delivered to Shipper; 

(vi) any Sole Dedicated Properties or Dedicated ROFO Properties dedicated by Shipper in accordance with Section 2.2
or Section 4.10, as applicable; and 
 (vii) other information reasonably requested by Gatherer that is relevant
to the design, construction, and operation of the Gathering System, the relevant Facility Segment, and the relevant Receipt Point facilities at such Well Pads, including any treating, processing, or liquids handling facilities required for such Gas
to meet Delivery Point specifications. 
 Subject to Section 3.1(f), Shipper may deliver to Gatherer, from time to time, an amendment to any
Development Report previously delivered to Gatherer in accordance with Section 3.1(a). 
 (c) Based on the Development Report
and such other information about the expected development of the Dedicated Properties as shall be provided to Gatherer by or on behalf of Shipper, including as a result of meetings between representatives of Gatherer and Shipper, Gatherer shall
develop and periodically update a Gathering System plan describing and/or depicting the Gathering System necessary to provide Gathering Services in accordance with the most recent Development Report, including in connection with Shipper’s
planned development, drilling and production activities with respect to the Dedicated Properties. Such Gathering System plan (each such plan, as updated in accordance with the foregoing and as the then current plan may be amended from time to time,
the “Gathering System Plan”) shall include information as to: 
 (i) each Facility Segment then
existing and operational, under construction, or planned; 
 (ii) all Receipt Points and Delivery Points served or to be
served by each such Facility Segment; 
 (iii) estimated gathering pressures for the 12 Month period beginning on the Target
On-Line Date for each Planned Well Pad included in the Development Report; 
 (iv) all compression and dehydration facilities
and other major physical facilities located or to be located on or within each such Facility Segment, together with 

  
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their sizes, operating parameters, capacities, system pressures and other relevant specifications, which sizes, parameters, capacities and other relevant specifications shall be sufficient to
(A) connect the Gathering System to the Receipt Points and Delivery Points for all Planned Well Pads and Planned Wells set forth in the most recent Development Report and (B) perform the Gathering Services for all Dedicated Production
projected to be produced from the Dedicated Properties as contemplated by the most recent Development Report; 
 (v) the
schedule for completing the permitting, construction and installation of the planned Facility Segments and all planned Receipt Points and Delivery Point facilities, in each case, for all Planned Well Pads and Planned Wells included in the most
recent Development Report; and 
 (vi) the estimated budget amounts for the right of way acquisition and acquisition and/or
construction and operations and installation of the planned Facility Segments and all planned Receipt Points and Delivery Point facilities, in each case, for all Planned Well Pads and Planned Wells included in the most recent Development Report.

 Gatherer shall deliver the applicable Gathering System Plan (including any updated Gathering System Plan) to Shipper for Shipper’s approval (not to
be unreasonably withheld or delayed) not later than 45 Days after Shipper’s delivery to Gatherer of the applicable Development Report or amendment thereto. The failure of Shipper to object by written notice to Gatherer, delivered within 30 Days
of Shipper’s receipt of the applicable Gathering System Plan, to any portion of a Gathering System Plan relating to (A) the installation and construction (or planned installation or construction) of any Facility Segment or other Gathering
System facility or (B) the sizes, operating parameters, capacities and other relevant specifications of such facilities shall be deemed to be an approval by Shipper of such portion of such Gathering System Plan. Gatherer shall make
representatives of Gatherer available to discuss the most recent Gathering System Plan from time to time with Shipper and its representatives at Shipper’s request. 

(d) Shipper shall make representatives of Shipper available to discuss the most recent Development Report from time to time with Gatherer and
its representatives at Gatherer’s request. Gatherer and its representatives shall have the right to meet not less frequently than Monthly with one or more representatives of Shipper. At all such meetings, the Parties shall exchange updated
information about their respective plans for the development and expansion of the Dedicated Properties (including amendments to the Development Report) and the Gathering System (including amendments to the Gathering System Plan for Shipper’s
approval) and shall have the opportunity to discuss and provide comments on the other Party’s plans. 
 (e) The Parties recognize that
the plans for the development of the Dedicated Properties and the Gathering System set forth in the Development Report and the Gathering System Plan, as well as all information exchanged between the Parties regarding their intentions with respect to
the development of the Dedicated Properties and the Gathering System, are subject to change and revision at any time at the discretion of Shipper (in the case of plans for the Dedicated Properties) or Gatherer (in the case of plans for the Gathering
System, subject to Shipper’s approval rights set forth above and the revised Gathering System Plan reflecting the 

  
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Gathering Services necessary to provide Gathering Services in accordance with the then most recent Development Report), and that such changes may impact the timing, configuration, and scope of
the planned activities of the other Party. 
 (f) From time to time, Shipper may provide written notice to Gatherer that Shipper
(i) has accelerated the Target On-Line Date for a Planned Well, (ii) anticipates the Target On-Line Date for a Planned Well to be earlier than 24 Months following the delivery of the Development Report in which such Planned Well was
initially included or (iii) anticipates drilling a Well that has not been included in a Development Report and that has a Target On-Line Date earlier than 24 Months following the next delivery of a Development Report, other than any Well that
is to be drilled on a Planned Well Pad that has been previously included in a Development Report (any such Well, an “Additional/Accelerated Well”). Gatherer will use its commercially reasonable efforts to modify the Gathering
System Plan and to cause the necessary gathering facilities to be constructed prior to the On-Line Deadline for such Additional/Accelerated Well; provided that, for the avoidance of doubt, if Gatherer fails to complete the facilities
necessary to connect an Additional/Accelerated Well to the Gathering System by the On-Line Deadline for such Additional/Accelerated Well, Section 3.2(d) shall not apply to such failure to connect such Additional/Accelerated Well to the
Gathering System by the On-Line Deadline and there shall be no penalty to Gatherer hereunder. 
 (g) Notwithstanding anything herein to the
contrary, nothing shall give rise to any liability of Shipper for any failure to develop or produce any hydrocarbons from the Dedicated Properties or to pursue or complete any drilling or development on the Dedicated Properties, whether or not
envisioned in any Development Report. 
 Section 3.2 Expansion of Gathering System and Connection of Well Pads. 

(a) Gatherer shall, at its sole cost and expense, design, construct and operate and use its commercially reasonable efforts to optimize the
Gathering System for the purpose of providing Gathering Services as and when needed to timely support the upstream development of the Dedicated Properties and production of the Dedicated Production, all in accordance with this
Section 3.2. 
 (b) Subject to Section 3.3, Gatherer shall by the later of the applicable Target On-Line Date and
the date that the first Planned Well on a particular Planned Well Pad is ready for connection to the Gathering System (as may be extended pursuant to Section 3.2(c), the “On-Line Deadline”), (i) have
completed or caused the completion of the construction, in accordance with the then current approved Gathering System Plan, or the necessary facilities (A) to connect each Planned Well Pad and Planned Wells to the Gathering System and
(B) to connect the Gathering System to each planned Delivery Point for such Planned Well Pad and Planned Wells and (ii) be ready and able to commence Gathering Services with respect to Dedicated Production from each Planned Well on the
Planned Well Pad. 
 (c) If and to the extent Gatherer is delayed in completing any such facilities or providing such services by a Force
Majeure event, then the On-Line Deadline applicable thereto shall be extended for a period of time equal to that during which such obligations of Gatherer was delayed by such events; provided, however, that in the event of a Force
Majeure described in sections (a) through (l) of the definition of Force Majeure such adjustment shall not exceed 180 Days. 

  
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 (d) If Gatherer fails to connect any such Planned Well or Planned Well Pad to the Gathering
System and/or is not ready or is unable to provide Gathering Services for such Planned Well Pad and Planned Wells, in each case, on or before the applicable On-Line Deadline, then, subject to Shipper’s rights under
Section 2.6(a)(ii) and Section 2.6(a)(iii), (i) Shipper (or Noble, where exercising any similar right under the Noble Agreement) shall have the right (but not the obligation) to complete those uncompleted facilities and
forward invoices such Person receives with respect to such work to Gatherer for immediate payment and Gatherer will pay Shipper (or Noble (as applicable) or reimburse to Shipper or Noble (as applicable), if already paid by such Person, such invoices
within two Business Days of Gatherer’s receipt of any such invoice and (ii) upon the commencement of the Gathering Services by Gatherer with respect to the Delayed Planned Wells the Fee for such Delayed Planned Wells will be zero for a
number of Days equal to the number of Delayed Connection Days. For the avoidance of doubt, the reduction of the Fee and the right to complete those uncompleted facilities as set forth in this Section 3.2(d) shall be Shipper’s only
remedy with respect to such Delayed Planned Wells. 
 Section 3.3 Cooperation. Because of the interrelated nature of the actions
of the Parties required to obtain the necessary permits and authorizations from the appropriate Governmental Authorities and the necessary consents, rights of way and other authorizations from other Persons necessary to drill and complete each
Planned Well and construct the required extensions of the Gathering System to each Planned Well Pad, the Parties agree to work together in good faith to obtain such permits, authorizations, consents and rights of way as expeditiously as reasonably
practicable, all as provided in this Agreement. The Parties further agree to cooperate with each other and to communicate regularly regarding their efforts to obtain such permits, authorizations, consents and rights of way. Upon request by Shipper,
Gatherer shall promptly provide to Shipper copies of all state and federal permits and approvals obtained by Gatherer in order to construct any Facility Segment of the Gathering System. 

Section 3.4 Compression. The Gathering System Plan will describe the compression facilities that will be constructed as part of
the Gathering System as well as the maximum operating pressures of the gathering lines, which shall be subject to the approval of Shipper and no higher than the MAOP and other maximum operating parameters. 

Section 3.5 Right of Way and Access Rights. 

(a) Gatherer is responsible, at its sole cost, for the acquisition and maintenance of rights of way, surface use and/or surface access
agreements necessary to construct, own and operate the Gathering System; provided that Shipper hereby grants to Gatherer, without warranty of title, either express or implied, to the extent that it may lawfully and is contractually permitted
to do so without the incurrence of additional expense, an easement and right of way upon all lands covered by the Dedicated Properties for the purpose of installing, using, maintaining, servicing, inspecting, repairing, operating, replacing,
disconnecting and removing all or any portion of the Gathering System, including all pipelines, meters and other equipment necessary for the performance by Gatherer of this Agreement. 

  
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 (b) Shipper shall not have a duty to maintain in force and effect any underlying agreements (such
as any lease, easement, or surface use agreement) that the grants of easements or rights of way by Shipper to Gatherer pursuant to Section 3.5(a) are based upon, and such grants of easements or rights of way will terminate if Shipper
loses its rights to the applicable property, regardless of the reason for such loss of rights. 
 (c) Gatherer hereby grants to Shipper,
without warranty of title, either express or implied, to the extent that it may lawfully and is contractually permitted to do so without the incurrence of additional expense, an easement and right of way upon all lands covered by the Gathering
System. Gatherer shall not have a duty to maintain in force and effect any underlying agreements that the grants of easements or rights of way by Gatherer to Shipper pursuant to this Section 3.5(c) are based upon, and such grants of
easements or rights of way will terminate if Gatherer loses its rights to the applicable property, regardless of the reason for such loss of rights. 

(d) The exercise of the rights granted to a Party by the other Party pursuant to Section 3.5(a) and Section 3.5(c)
shall not unreasonably interfere with such other Party’s operations or with the rights of owners in fee with respect to the applicable lands, and such rights will be exercise in material compliance with all applicable Laws and the safety and
other reasonable access requirements of the granting Party. 
 (e) Each Party shall be responsible for any Losses caused by such
Party’s use of its access rights pursuant to this Section 3.5. Subject to Section 3.5(b) and Section 3.5(c), each Party shall maintain all roads owned by that Party upon the Dedicated Properties as reasonably
necessary for the other Party to access the Wells and its facilities located thereon; provided that the Party given access to such roads shall bear its proportionate share (based on use) of the costs of maintenance of such roads. 

Section 3.6 Blending Rights. 

(a) Notwithstanding anything herein to the contrary, Shipper shall be permitted to blend Gas, subject to Section 3.6(d) below, by
(i) changing the Receipt Point for any Gas to be Tendered by Shipper to Gatherer hereunder to another Receipt Point, (ii) taking Gas from the Gathering System at an Intermediate Delivery Point selected by Shipper and re-Tendering such Gas
at another Receipt Point selected by Shipper or (iii) Tendering volumes of Third Party Gas (including coal bed methane Gas or other Gas) at (or near) any Tap. All Gas Tendered by Shipper to the Gathering System for blending shall be entitled to
Priority One Service. In the event that Shipper takes volumes of Gas at an Intermediate Delivery Point and re-Tenders such volumes to the Gathering System at a different Receipt Point in the exercise of its blending rights hereunder, only one fee
for such volumes will be due and owing (calculated based upon the volumes of such Gas Tendered by Shipper at the original Receipt Point(s)).  

(b) In the event that Shipper Tenders volumes of coal bed methane or other Gas at (or near) any Tap under Section 3.6(a)
(“Blending Gas”) and Gatherer is not required to perform any additional services with respect to such Gas, no fee will be due and owing by Shipper pursuant to Section 5.1 or otherwise for such Blending Gas.
For the avoidance of doubt, the Fee will apply to any Blending Gas for which Gatherer performs Gathering Services. 

  
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 (c) Any pipeline or gathering system that may be necessary in order for Shipper to Tender to the
Gathering System Shipper owned or Controlled Gas solely for blending purposes will be constructed by Shipper or by a Third Party on behalf of Shipper at Shipper’s cost and expense and shall not constitute a portion of the Gathering System;
provided that the Parties may separately agree, by an amendment to this Agreement, that Gatherer will build facilities to connect the Gathering System to wells to provide Shipper’s owned or Controlled Gas for blending purposes for a fee
mutually agreeable by the Parties. 
 Section 3.7 Liquid Condensate. Shipper shall be responsible for measuring and injecting
into the Gathering System any Joint Dedicated Liquid Condensate or Sole Dedicated Liquid Condensate at the applicable Receipt Point. 

ARTICLE 4 
 TENDER, NOMINATION AND
GATHERING OF PRODUCTION 
 Section 4.1 Priority of Service. 

(a) All Joint Dedicated Production and Legacy Well Dedicated Production Tendered by or on behalf of Shipper for delivery to the Gathering
System shall be entitled to Priority One Service. Gatherer shall not provide Priority One Service with respect to any Gas or Liquid Condensate other than Joint Dedicated Production, Legacy Well Dedicated Production or Noble Joint Dedicated
Production without the prior written consent of Shipper and Noble (which consent may be withheld in such Person’s sole discretion). Shipper acknowledges that Noble Joint Dedicated Production shall be entitled to Priority One Service. 

(b) All Sole Dedicated Production Tendered by or on behalf of Shipper for delivery to the Gathering System shall be entitled to Priority Two
Service. Gatherer shall not provide Priority Two Service with respect to any Gas or Liquid Condensate other than Sole Dedicated Production or Noble Sole Dedicated Production without the prior written consent of Shipper and Noble (which consent may
be withheld in such Person’s sole discretion). Shipper acknowledges that Noble Sole Dedicated Production shall be entitled to Priority Two Service. 

(c) Gatherer shall be permitted to provide such other levels of services to any Gas (but not injected Liquid Condensate), other than Dedicated
Production and Noble Dedicated Production that Gatherer may elect; provided that such services do not have equal or higher priority than Priority Two Service. 

Section 4.2 Governmental Action. The Parties intend and agree that all Gathering Services with respect to Dedicated Production
provided to Shipper shall be provided with the priority specified in Section 4.1, and that Shipper (pro rata, based on volumes, with Noble Dedicated Production and any other Person to whom Shipper and Noble have consented to having
Priority One Service in accordance with Section 4.1(a) or Priority Two Service in accordance with Section 4.1(b)) has the first priority call upon the capacity of the Gathering System for service to Shipper for its Dedicated
Production for the Term. Notwithstanding the foregoing, in the event any Governmental Authority issues an order requiring Gatherer to allocate capacity to another shipper, Gatherer shall do so by reducing Gas entitled to Interruptible Service first
reducing Gas and Liquid Condensate entitled to Priority Two Service 

  
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second and shall only curtail receipts of Gas and Liquid Condensate entitled to Priority One Service (which curtailment shall be done in accordance with Section 4.6) to the extent
necessary to allocate such capacity to such other shipper, after complete curtailment of Interruptible Service and Priority Two Service. In such event Gatherer shall not be in breach or default of its obligations under the Agreement and shall have
no liability to Shipper in connection with or resulting from any such curtailment; provided, however, that Gatherer shall, at Shipper’s request, release from dedication under this Agreement all of Shipper’s volumes
interrupted or curtailed as the result of such allocation. 
 Section 4.3 Tender of Dedicated Production and Additional
Production. Subject to Article 11 and all applicable Laws, each Day during the Term, Shipper shall Tender to the Gathering System at each applicable Receipt Point all of the Dedicated Production available to Shipper at such Receipt Point.
Shipper shall have the right to Tender to Gatherer for Gathering Services under this Agreement Gas and/or Condensate other than Dedicated Production; provided that any such Gas and/or Condensate shall not be entitled to Priority One Service
or Priority Two Service. 
 Section 4.4 Gathering Services; Service Standard. 

(a) Subject to the provisions of this Agreement and rights of all applicable Governmental Authorities, Gatherer shall (i) provide
Gathering Services for all Shipper owned or Controlled Gas and Liquid Condensate constituting Dedicated Production that is Tendered to Gatherer at the applicable Receipt Point, (ii) re-deliver to Shipper or for the benefit of Shipper at the
relevant Delivery Point (as designated by Shipper) such Gas (subject to Section 4.8 with respect to Drip Condensate) with an equivalent Thermal Content and hydrocarbon constituent composition, less the Thermal Content of Drip Condensate,
such Gas consumed as Gathering System Fuel and Gathering System L&U allocated to Shipper in accordance with this Agreement, and (iii) cause the Gathering System to be able to flow such Gas and Liquid Condensate at volumes not less than the
current capacity of the Gathering System. 
 (b) Gatherer agrees to construct, install, own and operate, at its sole cost, risk and expense,
the Gathering System, including facilities required to connect to Receipt Points at each Well Pad as described in Section 3.2(b), and the facilities necessary to provide the Gathering Services contemplated in this Agreement in a good and
workmanlike manner in accordance with standards customary in the industry. Except through the fees for applicable Gathering Services pursuant to Section 5.1 or as otherwise expressly provided in this Agreement, Shipper shall have no
responsibility for the cost of the Gathering System or any facilities constructed or to be constructed by Gatherer. 
 Section 4.5
Nominations, Scheduling, Balancing and Curtailment. Nominations, scheduling and balancing of Gas and Liquid Condensate available for, and interruptions and curtailment of, Gathering Services under this Agreement shall be performed in
accordance with the applicable Operating Terms and Conditions set forth in Exhibit A. 

  
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 Section 4.6 Suspension/Shutdown of Service. 

(a) During any period when all or any portion of the Gathering System is shut down because of necessary maintenance or repairs or Force
Majeure or because such shutdown is necessary to avoid injury or harm to Persons or property, to the environment or to the integrity of the Gathering System, receipts of Shipper’s Gas and/or Liquid Condensate and the Gas and/or Liquid
Condensate of other shippers may be curtailed as set forth in Section 1.7 of Exhibit A. Subject to Section 5.2(b), in such cases Gatherer shall have no liability to Shipper, except to the extent such shut down is
caused by the negligence, gross negligence or willful misconduct of Gatherer; provided that Gatherer shall have no liability for any special, indirect, or consequential damages. 

(b) Gatherer shall have the right to curtail or interrupt receipts and deliveries of Gas and Liquid Condensate for brief periods to perform
necessary maintenance of and repairs or modifications (including modifications required to perform its obligations under this Agreement) to the Gathering System; provided, however, that Gatherer shall coordinate its maintenance, repair
and modification operations with the operations of Shipper and, in any case, schedule maintenance, repair and modification operations so as to avoid or minimize to the greatest extent possible service curtailments or interruptions. Gatherer shall
provide Shipper (i) with 30 Days prior notice of any upcoming normal and routine maintenance, repair and modification projects that Gatherer has planned that would result in a curtailment or interruption of Shipper’s deliveries and the
estimated time period for such curtailment or interruption and (ii) with six Months prior notice of any maintenance (A) of which Gatherer has knowledge at least six Months in advance and (B) that is anticipated to result in a
curtailment or interruption of Shipper’s deliveries for five or more consecutive Days. 
 (c) It is specifically understood by Shipper
that operations and activities on facilities upstream or downstream of the Gathering System beyond Gatherer’s control may impact operations on the Gathering System, and the Parties agree that Gatherer shall have no liability therefor. 

(d) If at any time Gatherer interrupts or curtails receipts and deliveries of Gas pursuant to this Section 4.6 for a period of 5
consecutive Days or for more than 7 Days during any consecutive two week period, then at Shipper’s written request, the affected volumes of Gas shall be temporarily released from dedication to this Agreement for a period commencing as of the
date of such request and ending as of the first Day of the Month 30 Days following Shipper’s receipt of notice from Gatherer that such receipts and deliveries are no longer interrupted or curtailed. 

Section 4.7 Gas Marketing and Transportation. As between the Parties, Shipper shall be solely responsible, and shall make all
necessary arrangements at and downstream of the Delivery Points, for the receipt, further transportation, processing and marketing of Shipper’s owned and Controlled Gas (subject, however, to the provisions of Section 4.8 with
respect to Condensate). 
 Section 4.8 Condensate Marketing. Gatherer shall market and sell Shipper’s Joint Dedicated
Liquid Condensate and Sole Dedicated Liquid Condensate delivered to a Receipt Point to a non-Affiliated Third Party f.o.b. at the applicable Downstream Condensate Storage Tank(s) at the prevailing market prices at such location; provided, however,
upon prior 

  
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notification to and receipt of written consent by Shipper, Gatherer may elect to transport the Joint Dedicated Liquid Condensate and Sole Dedicated Liquid Condensate from the applicable
Downstream Condensate Storage Tank(s) and sell such Joint Dedicated Liquid Condensate and Sole Dedicated Liquid Condensate to a non-Affiliated Third Party at a location away from such Downstream Condensate Storage Tank(s) at the prevailing market
prices at such location. Upon prior notification to and receipt of written consent by Shipper, Gatherer may deliver Shipper’s Joint Dedicated Liquid Condensate and Sole Dedicated Liquid Condensate into a NGL Y-grade pipeline or a crude oil or
condensate pipeline from any Downstream Condensate Storage Tank(s), and in such case, Gatherer will re-deliver Shipper’s Joint Dedicated Liquid Condensate and Sole Dedicated Liquid Condensate to the respective pipeline for Shipper’s
account and Shipper will market and sell Shipper’s Joint Dedicated Liquid Condensate and Sole Dedicated Liquid Condensate. No sale of Shipper’s Joint Dedicated Liquid Condensate and Sole Dedicated Liquid Condensate shall be made by
Gatherer to any Affiliate of Gatherer without Shipper’s prior written consent. Notwithstanding the forgoing, upon 60 Days prior notice to Gatherer, Shipper may elect for Gatherer to deliver Shipper’s Joint Dedicated Liquid Condensate and
Sole Dedicated Liquid Condensate (after stabilization, if applicable) at the applicable Delivery Point(s) for the account of Shipper and Shipper may market and sell such Joint Dedicated Liquid Condensate and Sole Dedicated Liquid Condensate itself.

 Section 4.9 No Prior Flow of Gas in Interstate Commerce. Shipper covenants that at the time of Tender, none of the Gas or
Condensate delivered at a Receipt Point hereunder has flowed in interstate commerce. 
 Section 4.10 Right of First Offer. 

(a) Promptly after determining that Shipper expects to undertake or participate in any development, drilling and production activities on the
ROFO Properties that has not been included in a Development Report, Shipper must deliver a notice of such planned development, drilling and production activities, including the information required to be provided in a Development Report set forth in
Section 3.1(b)(i) through Section 3.1(b)(vi) (each, a “ROFO Notice”) 
 (b) Gatherer shall
have 45 Days following receipt of a Development Report or a ROFO Notice to make an offer to Shipper to provide Gathering Services with respect to some or all of the ROFO Properties covered in such Development Report or ROFO Notice (the
“Subject ROFO Properties”). If Gatherer elects to make an offer, Gatherer shall, on or before 45 days following Gatherer’s receipt of a Development Report or a ROFO Notice, deliver to Shipper a notice (the
“ROFO Offer”) setting forth: (i) the proposed Fees for the Gathering Services to be provided; (ii) the existing operations, under construction or planned Facility Segments needed to provide Gathering Services to the
Subject ROFO Properties; (iii) the schedule for completing the construction and installation of the planned Facility Segments and all planned Receipt Points and Delivery Point facilities, in each case, for the planned well pads and wells
included in the ROFO Offer; and (iv) the estimated budget amounts for the construction and installation of the planned Facility Segments and all planned Receipt Points and Delivery Point facilities, in each case, for the planned well pads and
wells included in the ROFO Offer. 

  
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 (c) Within 30 Days following receipt of Gatherer’s ROFO Offer, Shipper shall notify
Gatherer whether or not it accepts Gatherer’s ROFO Offer; provided that the failure of Shipper to timely notify Gatherer of its acceptance of Gatherer’s ROFO Offer shall be deemed a rejection by Shipper of such ROFO Offer. For the
avoidance of doubt, Shipper shall be under no obligation to accept any ROFO Offer from Gatherer. 
 (d) If Shipper
accepts a ROFO Offer (such ROFO Properties described in an accepted ROFO Offer, the “Dedicated ROFO Properties”), then (i) Shipper will be deemed to have (A) dedicated and committed to deliver to Gatherer under this
Agreement, as and when produced all of the Gas and/or Liquid Condensate, as applicable, owned by Shipper thereafter produced during the Term from Dedicated ROFO Properties and (B) committed to deliver to Gatherer under this Agreement, as and
when produced, all of Third Party Gas and/or Liquid Condensate, as applicable, under the Control of Shipper that is thereafter produced during the Term from the lands covered by such Dedicated ROFO Properties and (ii) the Parties will amend
this Agreement to incorporate the terms set forth in the accepted ROFO Offer.  
 ARTICLE 5 

FEES 
 Section 5.1
Fees. 
 (a) Shipper shall pay Gatherer each Month in accordance with the terms of this Agreement, for all Gathering Services
provided by Gatherer with respect to Shipper’s owned or Controlled Dry Gas received by Gatherer from Shipper or for Shipper’s account during such Month, an amount equal to the product of (i) the aggregate quantity of such Dry Gas
(other than Gas used for Gathering System Fuel), stated in MMBtus, received by Gatherer from Shipper or for Shipper’s account at the applicable Receipt Points for such Dry Gas during such Month multiplied by (ii) $0.40 (the “Dry
Gas Gathering Fee”). 
 (b) Shipper shall pay Gatherer each Month in accordance with the terms of this Agreement, for all
Gathering Services provided by Gatherer with respect to Shipper’s owned or Controlled Wet Gas received by Gatherer from Shipper or for Shipper’s account during such Month, an amount equal to the product of the following: 

(i) with respect to Shipper’s owned or Controlled Wet Gas produced from the Moundsville Area or the PIA Area: (A) the
aggregate quantity of such Wet Gas (other than Gas used for Gathering System Fuel), stated in MMBtus, received by Gatherer from Shipper or for Shipper’s account at the applicable Receipt Points for such Wet Gas during such Month multiplied by
(B) $0.275 (the “Moundsville/PIA Wet Gas Gathering Fee”); and 
 (ii) with respect to
Shipper’s owned or Controlled Wet Gas produced from the Dedication Area other than the Moundsville Area or the PIA Area: (A) the aggregate quantity of such Wet Gas (other than Gas used for Gathering System Fuel), stated in MMBtus, received
by Gatherer from Shipper or for Shipper’s account at the applicable Receipt Points for such Wet Gas during such Month multiplied by (B) $0.55 (the “Other Areas Wet Gas Gathering Fee” and together with the
Moundsville/PIA Wet Gas Gathering Fee, the “Wet Gas Gathering Fee”). 

  
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 (c) Shipper shall pay Gatherer each Month in accordance with the terms of this Agreement, for all
Gathering Services provided by Gatherer with respect to Shipper’s Joint Dedicated Liquid Condensate Tendered by Shipper hereunder and allocated to Shipper in accordance with this Agreement during such Month, an amount equal to the following:

 (i) with respect to Shipper’s Joint Dedicated Liquid Condensate produced from the Majorsville Area, the product of
(i) the aggregate quantity of such allocated Joint Dedicated Liquid Condensate, stated in Barrels, received by Gatherer from Shipper or for Shipper’s account at the applicable Receipt Points for such Joint Dedicated Liquid Condensate
during such Month multiplied by (ii) $5.00 (the “Majorsville Condensate Gathering Fee”); 
 (ii)
with respect to Shipper’s Joint Dedicated Liquid Condensate produced from the Moundsville Area, the product of (i) the aggregate quantity of such allocated Joint Dedicated Liquid Condensate, stated in Barrels, received by Gatherer from
Shipper or for Shipper’s account at the applicable Receipt Points for such Joint Dedicated Liquid Condensate during such Month multiplied by (ii) $2.50 (the “Moundsville Condensate Gathering Fee”); and 

(iii) with respect to Shipper’s Joint Dedicated Liquid Condensate produced from the PIA Area, the product of (i) the
aggregate quantity of such allocated Joint Dedicated Liquid Condensate, stated in Barrels, received by Gatherer from Shipper or for Shipper’s account at the applicable Receipt Points for such Joint Dedicated Liquid Condensate during such Month
multiplied by (ii) $0 (the “PIA Condensate Gathering Fee” together with the Majorsville Condensate Gathering Fee and the Moundsville Condensate Gathering Fee, the “Condensate Gathering Fees”).

 (d) For the avoidance of doubt, the Parties acknowledge that there is no separate fee chargeable by Gatherer hereunder for Gathering
Services with respect to Drip Condensate and that the fees chargeable by Gatherer hereunder for Gas (including Dry Gas and Wet Gas) are sufficient to compensate Gatherer for Gathering Services with respect to Drip Condensate. 

Section 5.2 Fee Adjustments. 

(a) As of January 1 of each Year (commencing as of January 1, 2016), each of the Fees will be increased by an amount equal to the
sum of the then applicable fee as of the preceding Month plus the product of the Annual Escalation Factor multiplied by such fee. 
 (b) If
there has been a Downtime Event, such Downtime Event was not a result of Shipper’s production being in excess of the production forecast in the Development Report on which the Gathering System or Individual System, as applicable, was based, and
such Downtime Event caused (i) the Downtime Percentage for the Gathering System during any calendar quarter to be greater than 4% during such calendar quarter; (ii) the Downtime Percentage for any Individual System during any calendar
quarter to be greater than 10% during such calendar 

  
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quarter or (iii) the Downtime Percentage for any Individual System during any two consecutive calendar quarters to be greater than 6% during such two consecutive calendar quarters, then in
any such case, the Dry Gas Gathering Fee and the Wet Gas Gathering Fee shall be reduced as set forth in Exhibit I-1. For the avoidance of doubt, only the highest penalty set forth on Exhibit I-1 shall be applicable to a Downtime Event.

 (c) Gatherer shall use its commercially reasonable efforts to maintain the Daily arithmetic average operating pressure of the system
pressures at the Target Pressure. Except in the event of Force Majeure, if, during any calendar quarter, (i) the Daily arithmetic average operating pressure of an Individual System exceeds the pressure set forth in the design documents for the
applicable Individual System in the applicable, approved Gathering System Plan (the “Target Pressure”) for such Individual System, (ii) such increase is not a result of Shipper’s production being in excess of the
production forecast in the applicable Development Report and (iii) Gatherer has sufficient production data available to confirm that the increased pressure is not a result of Shipper’s increased production, then the Dry Gas Gathering Fee
and the Wet Gas Gathering Fee with respect to such Individual System shall be reduced based on the calculation of the Pressure Overage Percentage, as set forth in Exhibit I-2 for each Month during such calendar quarter. 

(d) Subject to Gatherer’s consent (such consent not to be unreasonably withheld), to the extent that there is an option between fuel
sources at any Fuel Point, prior to the beginning of each Month (the “Month of Service”), Shipper may request the fuel source for such Fuel Point with respect to the Gathering Services to be provided to Shipper at such Fuel
Point during such Month of Service. If Shipper requests electricity as the fuel source for such Fuel Point with respect to the Gathering Services being provided to Shipper at such Fuel Point for such Month of Service, then each of the Dry Gas
Gathering Fee and the Wet Gas Gathering Fee for such Month of Service shall be increased by the Compression Charge applicable to such Month of Service. 

(e) The Parties acknowledge that (i) Shipper owns that certain facility in Rogersville, Pennsylvania (the “Greenhill
Facility”) that is located near Gatherer’s facility in Rogersville, Pennsylvania (the “McQuay Facility”), (ii) production being transported by Gatherer may flow through the Greenhill Facility, and
(iii) certain of Shipper’s production that is not Dedicated Production may flow through the McQuay Facility (such production that is capable of flowing through the McQuay Facility, the “Other Production”). For the
avoidance of doubt, Other Production is neither Joint Dedicated Production nor Legacy Well Dedicated Production and shall not be entitled to Priority One Service. Within 30 Days following the end of each Month, Shipper shall provide to Gatherer a
statement setting forth (A) the volumes, stated in MMBtu, of Other Production produced during such Month (the “Monthly Other Production”) and (B) the volumes, stated in MMBtu, of production that were delivered at
the tailgate of the Greenhill Facility during such Month (the “Greenhill Delivered Production”). If the Greenhill Delivered Production exceeds the Monthly Other Production, then Gatherer shall pay Shipper an amount equal to
the product of (1) the difference between the Greenhill Delivered Production and the Other Monthly Production, stated in MMBtu, multiplied by (2) the applicable Fee. If the Monthly Other Production exceeds the Greenhill Delivered
Production, then Shipper shall pay Gatherer an amount equal to the product of (x) such volumes, stated in MMBtu, of the difference between the Other Monthly Production and the Greenhill Delivered Production multiplied by (y) the applicable
Fee. 

  
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 Section 5.3 Fee Reset. As soon as practical following a Rate Reset Trigger, Gatherer
shall provide written notice to Shipper of such Rate Reset Trigger. On or before September 1 of each Year (commencing with September 1, 2015) and/or within 30 Days following receipt from Gatherer of notice of a Rate Reset Trigger, Shipper
shall provide to Gatherer an updated production forecast for each Year for the following ten Years based on the good faith estimates of Shipper based on the best information reasonably available at the time. Within 45 Days following receipt of
Shipper’s updated production forecasts, Gatherer shall prepare and deliver to Shipper (a) an updated Fee Model that replaces projected costs, throughput, revenue and other data in the Fee Model with actual data and includes projected costs
and production forecasts for future Years based on estimates developed by Gatherer and (b) revised Fees that have been determined by Gatherer’s management team (taking into account, among other things, the updated Fee Model, return on
invested capital and recovery of operating and overhead costs) and approved by Gatherer’s board of directors. For the avoidance of doubt, Gatherer’s board of directors may take into account any factors it deems relevant to determining the
revised Fees, including Shipper’s drilling economics to ensure drilling by Shipper on the Dedication Area. If Shipper and Gatherer cannot agree on the revised Fees within 45 Days following Gatherer’s delivery of the updated Fee Model and
revised Fees, the Fees in effect prior to the Rate Reset Trigger will remain in effect. 
 Section 5.4 Condensate. Except as
provided for in Section 4.8, whereby Shipper elects to market and sell all or any portion of Shipper’s Condensate, Gatherer shall pay Shipper, each Month, an amount equal to product of the Net Condensate Price for such Month
multiplied by the number of allocated Barrels of Condensate received by Gatherer from Shipper or for Shipper’s account at the Receipt Points. 

Section 5.5 Excess Gathering System L&U. If, during any Month, Gathering System L&U allocated to Shipper in accordance
with this Agreement exceeds 1.5% of the total quantities of Shipper’s owned or Controlled Gas and Condensate delivered to the Gathering System in such Month by Shipper, then Gatherer will conduct a field-wide meter balance. Gatherer shall
provide Shipper with prior notice of, and reasonable access to observe, any such field-wide meter balance. If, during any 60 Day period, Gathering System L&U allocated to Shipper in accordance with this Agreement exceeds 2.5% of the total
quantities of Shipper’s owned or Controlled Gas and Condensate delivered to the Gathering System in such Month by Shipper and such discrepancy cannot be corrected by a field-wide meter balance, then Gatherer shall pay Shipper in respect of such
excess an amount equal to (a) the volume of such excess multiplied by (b) the price received for Shipper’s Gas and Condensate in the prior Month. 

Section 5.6 Excess Gathering System Fuel Usage. 

(a) Gatherer shall measure the Gas used for Gathering System Fuel and shall only use Gas as Gathering System Fuel for the operation of the
Gathering System consistent with a reasonably prudent operator’s use of Gas as Gathering System Fuel for the operation of the Gathering System. If, during any Month, Gathering System Fuel exceeds the amount a reasonably prudent operator would
use as fuel for the Gathering System, then Gatherer shall pay Shipper in respect of such excess that is allocated to Shipper in accordance this Agreement an amount equal to (a) the volume of such excess allocated to Shipper in accordance this
Agreement multiplied by (b) the prices received for Shipper’s Gas in the prior Month. 

  
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 (b) If Shipper and Gatherer cannot agree on the amount a reasonably prudent
operator would use as fuel for the Gathering System, then either Party may notify the other of its request to have an Industry Expert determine such amount (the Party to give such a notice, the “Notifying Party”, and the
recipient of such a notice, the “Receiving Party”). Upon the receipt of such a request for an Industry Expert determination from the Notifying Party, the Notifying Party and Receiving Party shall confer in good faith for up
to five Business Days to agree on the selection of an Industry Expert to determine the amount a reasonably prudent operator would use as fuel for the Gathering System. If the Parties are unable to agree upon the selection of an Industry Expert
within such five Business Day period, then each of the Notifying Party and Receiving Party will select an Industry Expert and the two Industry Experts so selected will select a Person to serve as the Industry Expert. Following such selection of an
Industry Expert, each Party shall present to the Industry Expert a written statement of its position on the amount a reasonably prudent operator would use as fuel for the Gathering System (including its methodology for calculating such amount) not
later than 30 Days after the selection of such Industry Expert. The Industry Expert may, within 30 Days after its receipt of such statements, request such additional information from either or both Parties as the Industry Expert may deem reasonably
necessary or desirable for purposes of making its determination. Each Party agrees to promptly provide the Industry Expert with all information so requested of it. The Industry Expert shall be instructed to determine and submit to the Parties its
decision regarding the amount a reasonably prudent operator would use as fuel for the Gathering System. The decision of the Industry Expert shall be conclusive, binding upon, and non-appealable by the Parties. The costs and expenses of the Industry
Expert shall be shared equally by the Parties. 
 ARTICLE 6 

QUALITY AND PRESSURE SPECIFICATIONS 

Section 6.1 Quality Specifications. Subject to Section 6.2 below, all Gas delivered at the Receipt Points by Shipper
to Gatherer shall meet the quality specifications set forth in Section 1.1 of the Operating Terms. Provided that Shipper’s Gas delivered to the Receipt Points complies with such quality specifications or otherwise complies with the
first sentence of Section 6.2, all Gas and Condensate re-delivered at the Delivery Points by Gatherer to Shipper shall meet the quality specifications applicable at the relevant Delivery Points. The Parties recognize and agree that all
Gas gathered by Gatherer through the Gathering System will be commingled with other Gas shipments (including in connection with Shipper’s exercise of its blending rights hereunder) and, subject to Gatherer’s obligation to re-deliver to
Shipper at the Delivery Points Gas that satisfies the applicable quality specifications of the Delivery Points, (a) such Gas shall be subject to such changes in quality, composition and other characteristics as may result from such commingling,
and (b) Gatherer shall have no other obligation to Shipper associated with changes in quality of Gas as the result of such commingling. Gatherer will not receive any Gas on the Gathering System, other than Gas owned or Controlled by Shipper or
Noble, that does not meet applicable tariff requirements (subject to any waivers in place) with respect to the Delivery Point for such Gas. 

Section 6.2 Failure to Meet Specifications. If any Gas (other than Gas used by Shipper for blending or blended) Tendered by
Shipper to the Gathering System fails at any time to conform to the applicable specifications, then Gatherer will have the right to immediately discontinue receipt of such non-conforming Gas so long as such Gas continues to be non-conforming;


  
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provided that (a) the applicable meter operator will seek quality waivers from Downstream Pipelines, (b) Gatherer shall use commercially reasonable efforts to blend and commingle
such Gas with other Gas in the Gathering System so that it meets the applicable specifications, and (c) if such Gas cannot be brought into compliance with such blending, then Gatherer will continue to accept and re-deliver such Gas to the
Delivery Points that will accept such non-conforming Gas as long as (i) no harm is done to the Gathering System, (ii) no harm is done to other shippers or their Gas, and (iii) other shippers are not prevented from nominating Gas to
their preferred Delivery Point. In any event, Shipper will undertake commercially reasonable measures to eliminate the cause of such non-conformance. If, in order to comply with clause (c) above, Gatherer would be required to install any
additional processing or treatment facilities not included in the then current Gathering System Plan, Gatherer shall notify Shipper that it requires additional processing or treatment facilities in order to accept Gas Tendered by Shipper that does
not conform to the applicable specifications and the necessary timing of installation of such facilities, and Gatherer shall be provided a period of 6 Months after receiving written notice from Shipper to install such facilities. 

Section 6.3 Pressure. Shipper shall Tender or cause to be Tendered Gas and Joint Dedicated Liquid Condensate to each applicable
Receipt Point at sufficient pressure to enter the Gathering System against its operating pressure, but not in excess of the maximum operating pressure set forth in the design documents for the applicable Facility Segment contained in the applicable,
approved Gathering System Plan (which such maximum operating pressure shall be sufficient to permit such Gas and Joint Dedicated Liquid Condensate to enter the Gathering System and the facilities of the Processing Plants, Downstream Pipelines or
Downstream Condensate Storage Tanks (as applicable) but not higher than the MAOP of the Downstream Pipelines or other facilities). Shipper shall have the obligation to ensure that Gas and Joint Dedicated Liquid Condensate is prevented from entering
the Gathering System at pressures in excess of such maximum operating pressure, and Gatherer shall have the right to restrict or relieve the flow of Gas and Joint Dedicated Liquid Condensate into the Gathering System to protect the Gathering System
from over pressuring. Gatherer shall not change such maximum operating pressures without prior written notification to Shipper. Gatherer shall install, own, operate and maintain compression facilities sufficient to deliver Shipper’s owned and
Controlled Gas and Joint Dedicated Liquid Condensate into the applicable Delivery Points. Re-deliveries of Gas and Joint Dedicated Liquid Condensate by Gatherer to or for the account of Shipper at the applicable Delivery Points shall be at such
pressures as may exist from time to time in the Gathering System at the applicable Delivery Point. Gatherer’s obligation to re-deliver Gas and Joint Dedicated Liquid Condensate to a given Delivery Point shall be subject to the operational
limitations of the Processing Plant or Downstream Pipelines (as applicable) receiving such Gas or Joint Dedicated Liquid Condensate (as applicable), including the Processing Plant’s or Downstream Pipeline’s capacity, Gas measurement
capability, operating pressures and any operational balancing agreements as may be applicable. 
 ARTICLE 7 

TERM 
 Section 7.1
Term. This Agreement shall commence on the Execution Date and shall remain in effect until the 20th anniversary of the Execution Date (the “Initial Term”) and
thereafter on a Year to Year basis until terminated by Gatherer or Shipper effective upon the 

  
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expiration of the Initial Term or the expiration of any Year thereafter upon written notice no less than 180 Days prior to the expiration of the Initial Term or the expiration of any Year
thereafter (such period of time, the “Term”). 
 Section 7.2 Effect of Termination or Expiration of the
Term. Upon the end of the Term, this Agreement shall forthwith become void and the Parties shall have no liability or obligation under this Agreement, except that (a) the termination of this Agreement shall not relieve any Party from any
expense, liability or other obligation or remedy therefor which has accrued or attached prior to the date of such termination, and (b) the provisions of Section 13.2 through Section 13.5 shall survive such termination
and remain in full force and effect indefinitely. 
 ARTICLE 8 

TITLE AND CUSTODY 

Section 8.1 Title. A nomination of Gas by Shipper shall be deemed a warranty of title to such Gas (including any Drip Condensate
attributable to such Gas) by Shipper, or a warranty of the good right in Shipper to deliver such Gas for gathering under this Agreement. Joint Dedicated Liquid Condensate injected by Shipper at the applicable Receipt Point(s) shall be deemed a
warranty of title to such injected Joint Dedicated Liquid Condensate by Shipper, or a warranty of the good right in Shipper to deliver such injected Joint Dedicated Liquid Condensate for gathering under this Agreement. By nominating Gas (including
any Drip Condensate attributable to such Gas) and/or by injecting Joint Dedicated Liquid Condensate at Receipt Point(s), Shipper also agrees to indemnify, defend and hold Gatherer harmless from any and all Losses resulting from any claims by a Third
Party of title or rights to such Gas or Joint Dedicated Liquid Condensate, other than any claims arising out of Gatherer’s breach of its warranty made in the succeeding sentence of this Section 8.1. By receiving Gas from Shipper at
the Receipt Points or receiving Joint Dedicated Liquid Condensate injected by Shipper at Receipt Point(s), Gatherer (a) warrants to Shipper that Gatherer has the good right to accept and re-deliver such Gas and/or Joint Dedicated Liquid
Condensate received from Shipper under this Agreement free and clear of any title disputes, liens or encumbrances arising by, through or under Gatherer, and (b) agrees to indemnify, defend and hold Shipper harmless from any and all Losses
resulting from title disputes, liens or encumbrances arising by, through or under Gatherer. 
 Section 8.2 Custody. From and
after Shipper’s delivery of its owned or Controlled Gas to Gatherer at the Receipt Point(s) or injection of its owned or Controlled Liquid Condensate at the Receipt Point(s), and, subject to Section 3.6 and Section 4.8,
until Gatherer’s re-delivery of such Gas and/or such Liquid Condensate to or for Shipper’s account at the applicable Delivery Point(s), as between the Parties, Gatherer shall have custody and control of such Gas and/or Liquid Condensate.
In all other circumstances, as between the Parties, Shipper shall be deemed to have custody and control of such Gas and/or Liquid Condensate. 

ARTICLE 9 
 BILLING AND PAYMENT

 Section 9.1 Statements. As soon as practicable after the end of each Month but in no event later than ten Business Days
following the end of such Month (the “Statement Deadline”), 

  
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Gatherer will render to Shipper an invoice for all amounts owed for Gathering Services and any other amounts as may be due under this Agreement during the preceding Month, net of the amounts
payable by Gatherer in respect of (a) Condensate in accordance with Section 5.4, (b) excess Gathering System L&U in accordance with Section 5.5, (c) the use of excess Gathering System Fuel in accordance
with Section 5.6 and (d) any other amounts payable by Gatherer to Shipper under this Agreement. Such invoice will include (i) for Gas, the product of (A) the measured volumes of Gas (other than Drip Condensate) in MSCF
multiplied by (B) the Gross Heating Value of such Gas and expressed in MMBtus and (ii) for Liquid Condensate and Drip Condensate (if applicable), the measured volumes stated in Barrels, in each case, received and delivered by Gatherer and
will be in detail sufficient for Shipper to identify the particular services rendered and the basis for such charges. If actual measurements of volumes of Gas and/or Liquid Condensate are not available by the Statement Deadline, then, on or after
such Statement Deadline, Gatherer may prepare and submit its invoice based on Gatherer’s good faith estimate of the volumes of Gas and/or Liquid Condensate received in such Month. If Gatherer submits an invoice based on estimated volumes,
Gatherer shall prepare and submit to Shipper an invoice based on actual measurements on or before the close of business of the 45th Day (or if such 45th Day is not a Business Day, on the following Business Day) after the applicable Month of delivery
of Gas and/or Liquid Condensate. Gatherer’s invoices shall include information reasonably sufficient to explain and support any estimates and charges reflected therein, the reconciliation of any estimates made in a prior Month to any actual
measurements, and any adjustments to prior period volumes and quantities. 
 Section 9.2 Payments. 

(a) Unless otherwise agreed by the Parties, all invoices under this Agreement shall be due and payable in accordance with each invoice’s
instructions on or before the later of the 25th Day of each Month and the 10th Day after receipt of the invoice or, if such Day is not a Business Day, then on the next Business Day. All payments by Shipper under this Agreement shall be made by
electronic funds transfer to the account designated by Gatherer. Any amounts not paid by the due date will be deemed delinquent and will accrue interest at the Interest Rate, such interest to be calculated from and including the due date but
excluding the date the delinquent amount is paid in full. All invoices shall be paid in full, but payment of any disputed amount shall not waive the payor’s right to dispute the invoice in accordance with this Section 9.2. Shipper
may, in good faith, dispute the correctness of any invoice or any adjustment to an invoice rendered under this Agreement or request an adjustment of any invoice for any arithmetic or computational error within 24 Months following the end of the Year
of the date the invoice, or adjustment to an invoice, was rendered. Any invoice dispute or invoice adjustment shall be in writing and shall state the basis for the dispute or adjustment. 

(b) If Shipper, in good faith, disputes the amount of any invoice of Gatherer, Shipper will pay Gatherer such amount, if any, that is not in
dispute and shall provide Gatherer notice, no later than within 30 Days after the date that payment of such invoice would be due under Section 9.2(a), of the disputed amount accompanied by documentation to support the disputed amount. If
the Parties are unable to resolve such dispute, such dispute may be resolved in accordance with Section 15.7 of this Agreement. Upon resolution of the dispute, any required payment shall be made within 15 Days of such resolution, along
with interest accrued at the Interest Rate from and including the due date but excluding the date paid. 

  
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 Section 9.3 Audit. Each Party or any Third Party representative of a Party has the
right, at its sole expense and during normal working hours, to examine the records of the other Party to the extent reasonably necessary to verify the accuracy of any statement, charge or computation made pursuant to the provisions of this
Agreement. The scope of such examination will be limited to the previous 24 Months following the end of the Year in which such notice of audit, statement, charge or computation was presented. No more than one audit shall take place during any Year.
If any such examination reveals any inaccuracy in any statement or charge, the necessary adjustments in such statement or charge and the payments necessitated thereby shall be made within 60 Days of resolution of the inaccuracy. This provision of
this Agreement will survive any termination of the Agreement for the later of (a) a period of 24 Months from the end of the Year in which the date of such termination occurred or (b) until a dispute initiated within the 24 Month period is
finally resolved, in each case for the purpose of such statement and payment objections. 
 ARTICLE 10 

REMEDIES 
 Section 10.1
Suspension of Performance; Release from Dedication. 
 (a) If Shipper fails to pay any invoice rendered pursuant to
Section 9.2 and such failure is not remedied within 20 Business Days of written notice of such failure to Shipper by Gatherer, Gatherer shall have the right to suspend performance under this Agreement until such amount, including
interest at the Interest Rate, is paid. 
 (b) In the event a Party fails to perform or comply with any material warranty, covenant or
obligation contained in this Agreement (other than as provided in Section 10.1(a), and such failure has not been remedied within 45 Days after receipt of written notice from the other Party of such failure, then the non-defaulting Party
shall have the right to suspend its performance under this Agreement. If Shipper elects to suspend performance as the result of Gatherer’s uncured default, then (i) Shipper’s Dedicated Production shall be deemed to be temporarily
released from the terms of this Agreement during the period of such suspension of performance and (ii) in the event of an interruption in the receipt or delivery of Shipper’s owned or Controlled Gas or Liquid Condensate and/or the
provision by Gatherer of the Gathering Services hereunder, that lasts for 45 Days or longer and such interruption is a result of Gatherer’s uncured default, then Shipper may elect to permanently release from dedication under this Agreement the
Dedicated Production from Wells affected by such interruption and their respective Drilling Units. 
 Section 10.2 No Election.
In the event of a default by a Party under this Agreement, the other Party shall be entitled in its sole discretion to pursue one or more of the remedies set forth in this Agreement, or such other remedy as may be available to it under this
Agreement, at Law or in equity, subject, however, to the limitations set forth in Article 13. No election of remedies shall be required or implied as the result of a Party’s decision to avail itself of a remedy under this Agreement. 


  
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 ARTICLE 11 

FORCE MAJEURE 
 Section 11.1
Force Majeure. If either Gatherer or Shipper is rendered unable by an event of Force Majeure to carry out, in whole or part, its obligations under this Agreement and such Party gives notice and reasonably full details of the event to the
other Party as soon as practicable after the occurrence of the event, then, during the pendency of such Force Majeure, but only during that period, the obligations of the Party affected by the event shall be canceled or suspended, as applicable, to
the extent required; provided, however, that notwithstanding anything in the foregoing to the contrary, neither Party shall be relieved from any indemnification obligation or any obligation to make payments, as the result of Force
Majeure, regardless of which Party is affected. The Party affected by Force Majeure shall use commercially reasonable efforts to remedy the Force Majeure condition with all reasonable dispatch, shall give notice to the other Party of the termination
of the Force Majeure, and shall resume performance of any suspended obligation promptly after termination of such Force Majeure. 

Section 11.2 Force Majeure Definition. For purposes of this Agreement, “Force Majeure” means an event that
is not within the reasonable control of the Party claiming suspension (the “Claiming Party”), and that by the exercise of due diligence the Claiming Party is unable to avoid or overcome in a reasonable manner. To the extent
meeting the foregoing requirements, Force Majeure includes, but is not restricted to: (a) acts of God; (b) wars (declared or undeclared); (c) insurrections, hostilities, riots; (d) floods, fires, storms, storm warnings,
landslides, lightning, earthquakes, washouts; (e) industrial disturbances, acts of a public enemy, acts of terror, sabotage, blockades, epidemics; (f) arrests and restraints of rulers and peoples; (g) civil disturbances;
(h) explosions, breakage or accidents to machinery or lines of pipe; (i) hydrate obstruction or blockages of any kind of lines of pipe; (j) freezing of wells or delivery facilities, partial or entire failure of wells, and other events
beyond the reasonable control of Shipper that affect the timing of production or production levels; (k) mining accidents, subsidence, subsidence mitigation, cave-ins and fires; (l) action or restraint by court order or public or
Governmental Authority (so long as the Claiming Party has not applied for or assisted in the application for, and has opposed where and to the extent reasonable, such action or restraint), (m) delays or failures by a Governmental Authority to
grant permits, licenses or other similar consents applicable to the Gathering System so long as Gatherer has used its commercially reasonable efforts to make any required filings with such Governmental Authority relating to such permits, licenses or
other similar consents and (n) delays or failures by Gatherer to obtain easements and rights of way, surface leases and other real property interests related to the Gathering System from Third Parties, so long as Gatherer has used its
commercially reasonable efforts to obtain such easements and rights of way, surface leases and other real property interests. The failure of a Claiming Party to settle or prevent a strike or other labor dispute with employees shall not be considered
to be a matter within such Claiming Party’s control. 
 ARTICLE 12 

REGULATORY STATUS 

Section 12.1 Non-Jurisdictional Gathering System. This Agreement is subject to all valid present and future Laws, regulations,
rules and orders of Governmental Authorities now or 

  
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hereafter having jurisdiction over the Parties, this Agreement or the services performed or the facilities utilized under this Agreement. Gatherer shall not permit the Gathering System to become
subject to the jurisdiction of any Governmental Authority that may at any time take any action whereby the Gathering Services will be subject to terms, conditions, restraints or regulations, including taxes, rate or price control, or ceilings or
open access requirements that materially differ from the terms and conditions set forth in this Agreement. It is the intent of the Parties that the rates and terms and conditions established by any Governmental Authority having jurisdiction shall
not alter the rates or terms and conditions set forth in this Agreement, and the Parties agree to vigorously defend and support in good faith the enforceability of the rates and terms and conditions of this Agreement. 

Section 12.2 Government Authority Modification. Notwithstanding the provisions of Section 12.1, if any Governmental
Authority having jurisdiction modifies the rates or terms and conditions set forth in this Agreement, then (in addition to any other remedy available to Shipper at Law or in equity): 

(a) the Parties hereby agree to negotiate in good faith to enter into such amendments to this Agreement and/or a separate arrangement in order
to give effect, to the greatest extent possible, to the rates and other terms and conditions set forth in this Agreement; and 
 (b) in the
event that the Parties are not successful in accomplishing the objectives set forth in (a) above such that Shipper is not in substantially the same economic position as it was prior to any such regulation, then Shipper may terminate this
Agreement upon the delivery of written notice of termination to Gatherer. 
 ARTICLE 13 

INDEMNIFICATION AND INSURANCE 

Section 13.1 Custody and Control Indemnity. EXCEPT FOR LOSSES COVERED BY THE INDEMNITIES IN SECTION 8.1, THE PARTY
HAVING CUSTODY AND CONTROL OF GAS AND LIQUID CONDENSATE UNDER THE TERMS OF SECTION 8.2 SHALL BE RESPONSIBLE FOR AND SHALL RELEASE, DEFEND, INDEMNIFY AND HOLD HARMLESS THE OTHER PARTY AND SUCH OTHER PARTY’S GROUP FROM AND AGAINST
EACH OF THE FOLLOWING: (A) ANY LOSSES ASSOCIATED WITH ANY PHYSICAL LOSS OF SUCH GAS AND LIQUID CONDENSATE (OTHER THAN, SUBJECT TO SECTION 5.6 AND SECTION 5.7, GATHERING SYSTEM L&U AND GATHERING SYSTEM FUEL), INCLUDING, THE
VALUE OF SUCH LOST GAS AND LIQUID CONDENSATE, AND (B) ANY DAMAGES RESULTING FROM THE RELEASE OF ANY SUCH GAS OR LIQUID CONDENSATE, IN EACH CASE, EVEN IF SUCH LOSSES OR DAMAGES ARISE AS A RESULT OF THE STRICT LIABILITY OR NEGLIGENCE (JOINT,
SEVERAL, ACTIVE, PASSIVE, SOLE, OR CONCURRENT) OF THE INDEMNIFIED PERSON OR A MEMBER OF SUCH INDEMNIFIED PERSON’S GROUP, EXCEPT TO THE EXTENT THAT SUCH LOSSES OR DAMAGES ARE CAUSED BY THE GROSS NEGLIGENCE OR WILLFUL MISCONDUCT OF THE
INDEMNIFIED PERSON OR A MEMBER OF SUCH INDEMNIFIED PERSON’S GROUP. 

  
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 Section 13.2 Shipper Indemnification. SUBJECT TO SECTION 13.1, SHIPPER AGREES
TO AND SHALL RELEASE, DEFEND, INDEMNIFY AND HOLD HARMLESS GATHERER, AND GATHERER’S DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, PARENT, AFFILIATES AND SUBSIDIARIES, (ALL OF THE FOREGOING, THE “GATHERER GROUP”) FROM AND
AGAINST ALL LOSSES WHICH IN ANY WAY RESULT FROM ANY OF THE FOLLOWING: (A) THE OWNERSHIP, DESIGN, CONSTRUCTION, MAINTENANCE OR OPERATION OF SHIPPER’S FACILITIES, EVEN IF SUCH LOSSES ARISE AS A RESULT OF THE STRICT LIABILITY OR NEGLIGENCE
(JOINT, SEVERAL, ACTIVE, PASSIVE, SOLE, OR CONCURRENT) OF GATHERER OR A MEMBER OF GATHERER’S GROUP, EXCEPT TO THE EXTENT THAT SUCH LOSSES OR DAMAGES ARE CAUSED BY THE GROSS NEGLIGENCE OR WILLFUL MISCONDUCT OF GATHERER OR A MEMBER OF
GATHERER’S GROUP OR (B) ANY MATERIAL BREACH OF THIS AGREEMENT BY SHIPPER. 
 Section 13.3 Gatherer Indemnification.
SUBJECT TO SECTION 13.1, GATHERER AGREES TO AND SHALL RELEASE, DEFEND, INDEMNIFY AND HOLD HARMLESS SHIPPER, AND SHIPPER’S DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, PARENT, AFFILIATES AND SUBSIDIARIES, (ALL OF THE FOREGOING, THE
“SHIPPER GROUP”) FROM AND AGAINST ALL LOSSES WHICH IN ANY WAY RESULT FROM ANY OF THE FOLLOWING: (A) THE OWNERSHIP, DESIGN, CONSTRUCTION, MAINTENANCE OR OPERATION OF THE GATHERING SYSTEM, EVEN IF SUCH LOSSES ARISE AS A
RESULT OF THE STRICT LIABILITY OR NEGLIGENCE (JOINT, SEVERAL, ACTIVE, PASSIVE, SOLE, OR CONCURRENT) OF SHIPPER OR A MEMBER OF SHIPPER’S GROUP, EXCEPT TO THE EXTENT THAT SUCH LOSSES OR DAMAGES ARE CAUSED BY THE GROSS NEGLIGENCE OR WILLFUL
MISCONDUCT OF SHIPPER OR A MEMBER OF SHIPPER’S GROUP OR (B) ANY MATERIAL BREACH OF THIS AGREEMENT BY GATHERER. 

Section 13.4 Actual Direct Damages. A PARTY’S DAMAGES RESULTING FROM A BREACH OR VIOLATION OF ANY REPRESENTATION, WARRANTY,
COVENANT, AGREEMENT OR CONDITION CONTAINED IN THIS AGREEMENT OR ANY ACT OR OMISSION ARISING FROM OR RELATED TO THIS AGREEMENT SHALL BE LIMITED TO ACTUAL DIRECT DAMAGES AND SHALL NOT INCLUDE ANY OTHER LOSS OR DAMAGE, INCLUDING INDIRECT, SPECIAL,
CONSEQUENTIAL, INCIDENTAL, EXEMPLARY OR PUNITIVE DAMAGES, INCLUDING LOST PROFITS, PRODUCTION, OR REVENUES, AND EACH PARTY EXPRESSLY RELEASES THE OTHER PARTY FROM ALL SUCH CLAIMS FOR LOSS OR DAMAGE OTHER THAN ACTUAL DIRECT DAMAGES; PROVIDED
THAT LIMITATION TO DIRECT DAMAGES ONLY SHALL NOT APPLY TO ANY DAMAGE, CLAIM OR LOSS ASSERTED BY OR AWARDED TO THIRD PARTIES AGAINST A PARTY AND FOR WHICH THE OTHER PARTY WOULD OTHERWISE BE RESPONSIBLE UNDER THIS ARTICLE 13. 

Section 13.5 Penalties. Except for instances of negligence or willful misconduct by Gatherer, Shipper shall release, indemnify,
defend and hold Gatherer harmless from any scheduling penalties or Monthly balancing provisions imposed by a Processing Plant, Downstream Pipeline or Third Party Downstream Condensate Storage Tank in any transportation contracts or service
agreements associated with, or related to, Shipper’s owned or Controlled 

  
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Gas, including any penalties imposed pursuant to the Downstream Pipeline’s tariff, or which may be caused by OFO’s, or by PDA’s or other pipeline allocation methods, or by
unscheduled production, or by unauthorized production. 
 Section 13.6 Insurance. The Parties shall carry and maintain no less
than the insurance coverage set forth in Exhibit E. 
 ARTICLE 14 

ASSIGNMENT 
 Section 14.1
Assignment of Rights and Obligations under this Agreement. 
 (a) Except as specifically otherwise provided in this Agreement,
neither Party shall have the right to assign its rights and obligations under this Agreement (in whole or in part) to another Person except with the prior written consent of the other Party, which consent may be withheld at such Party’s sole
discretion. Notwithstanding the foregoing, 
 (i) Shipper may assign its rights and obligations under this Agreement to any
Person to whom Shipper assigns or transfers an interest in any of the Dedicated Properties, insofar as this Agreement relates to such Dedicated Properties, without the consent of Gatherer; provided that (A) such Person assumes the
obligations of Shipper under this Agreement insofar as it relates to such Dedicated Properties, (B) if such assignment or transfer is made to an Affiliate of Shipper, Shipper shall not be released from any of its obligations under this
Agreement, (C) if such transfer or assignment is to a Person that is not an Affiliate of Shipper, Shipper shall be released from its obligations under this Agreement with respect to the Dedicated Properties so assigned, and (D) except in
the case where original Shipper hereunder assigns or transfers all of its interests in the Dedicated Properties to another Person, no assignee of Shipper’s interest in any Dedicated Properties will be entitled to exercise the original
Shipper’s rights under Section 14.1(b) and such rights shall remain with the original Shipper; and 
 (ii)
Gatherer may assign its rights and obligations under the Gathering Agreement to any Controlled Affiliate (an “Affiliate Gatherer”) insofar and only insofar as the Gathering Agreement relates to the Dedicated Properties for
which such Affiliate Gatherer will be providing Gathering Services (such Dedicated Properties, the “Affiliate Gatherer Dedicated Properties”); provided that if Gatherer assigns certain of its rights and obligations
under the Gathering Agreement to an Affiliate Gatherer, Gatherer shall not be released from any of its obligations under the Gathering Agreement; provided further, that in lieu of assigning the Gathering Agreement, Shipper and Affiliate
Gatherer may enter into a separate gathering agreement applicable to the Affiliate Gatherer Dedicated Properties that is substantially similar to this Agreement. 

(b) Notwithstanding anything in this Agreement to the contrary, Shipper may assign Dedicated Properties free of the terms, conditions and
obligations of this Agreement in a transaction: 
 (i) where such assignment is an exchange of undeveloped Dedicated
Properties for other properties located in the Dedication Area, which other properties become subject to dedication under this Agreement or 

(ii) where such assignment, farmout or other transfer of Dedicated Properties would not cause the amount of Dedicated
Properties assigned pursuant to this Section 14.1(b)(ii) during the Term of this Agreement, on an aggregate basis, to exceed the then current Total Shipper Permitted Transfer Acres. 

  
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 (c) Notwithstanding anything in this Agreement to the contrary, Shipper may assign ROFO
Properties free of the terms, conditions and obligations of this Agreement. 
 (d) Shipper shall give Gatherer notice of any assignment of
this Agreement and/or Dedicated Properties within 30 Days after the date of execution of such permitted assignment. This Agreement shall be binding upon and (except as otherwise provided in Section 14.1(a)(i)(D)), inure to the benefit of
the respective permitted successors and assigns of the Parties. Any attempted assignment made without compliance with the provisions set forth in this Section 14.1 shall be null and void ab initio. 

(e) Any release of any of the Dedicated Properties from dedication under this Agreement pursuant to Section 2.6 shall not
constitute an assignment or transfer of such Dedicated Properties for the purposes of this Article 14. 
 Section 14.2
Pre-Approved Assignment. Either Party shall have the right without the prior consent of the other to (a) mortgage, pledge, encumber or otherwise impress a lien or security interest upon its rights and interest in and to this Agreement
and (b) make a transfer pursuant to any security interest arrangement described in (a) above, including any judicial or non-judicial foreclosure and any assignment from the holder of such security interest to another Person. 

Section 14.3 Change of Control. Except as expressly provided in Section 14.1, nothing in this Article 14 shall
prevent Shipper’s members or owners from transferring their respective interests (whether equity or otherwise and whether in whole or in part) in Shipper. It is agreed that each member or owner of Shipper shall have the right to assign and
transfer such member’s or owner’s interests (whether equity or otherwise and whether in whole or in part) in Shipper without restriction contained in this Agreement. Without the prior written consent of Shipper, Gatherer shall cause the
members or owners of Gatherer to not transfer their respective equity interests (in whole or in part) in Gatherer. 
 ARTICLE 15 

MISCELLANEOUS 
 Section 15.1
Relationship of the Parties. The rights, duties, obligations and liabilities of the Parties under this Agreement shall be individual, not joint or collective. It is not the intention of the Parties to create, nor shall this Agreement be
deemed or construed to create, a partnership, joint venture or association or a trust. This Agreement shall not be deemed or construed to authorize any Party to act as an agent, servant or employee for any other Party for any purpose whatsoever
except as explicitly set forth in this Agreement. In their relations with each other under this Agreement, the Parties shall not be considered fiduciaries. 

  
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 Section 15.2 Notices. All notices and communications required or permitted to be
given under this Agreement shall be sufficient in all respects if given in writing and delivered personally, or sent by bonded overnight courier, or mailed by U.S. Express Mail or by certified or registered United States Mail with all postage fully
prepaid or by electronic mail with a PDF of the notice or other communication attached (provided that any such electronic mail is confirmed either by written confirmation or U.S. Express Mail), in each case, addressed to the appropriate
Person at the address for such Person shown in Exhibit C. Any notice given in accordance herewith shall be deemed to have been given when (a) delivered to the addressee in person or by courier, (b) transmitted by electronic
communications during normal business hours, or if transmitted after normal business hours, on the next Business Day, or (c) upon actual receipt by the addressee after such notice has either been delivered to an overnight courier or deposited
in the United States Mail if received during normal business hours, or if not received during normal business hours, then on the next Business Day, as the case may be. Any Person may change their contact information for notice by giving notice to
the other Parties in the manner provided in this Section 15.2. 
 Section 15.3 Expenses. Except as otherwise
specifically provided, all fees, costs and expenses incurred by the Parties in negotiating this Agreement shall be paid by the Party incurring the same, including legal and accounting fees, costs and expenses. 

Section 15.4 Waivers; Rights Cumulative. Any of the terms, covenants, or conditions hereof may be waived only by a written
instrument executed by or on behalf of the Party waiving compliance. No course of dealing on the part of any Party, or their respective officers, employees, agents, or representatives, nor any failure by a Party to exercise any of its rights under
this Agreement shall operate as a waiver thereof or affect in any way the right of such Party at a later time to enforce the performance of such provision. No waiver by any Party of any condition, or any breach of any term or covenant contained in
this Agreement, in any one or more instances, shall be deemed to be or construed as a further or continuing waiver of any such condition or breach or a waiver of any other condition or of any breach of any other term or covenant. The rights of the
Parties under this Agreement shall be cumulative, and the exercise or partial exercise of any such right shall not preclude the exercise of any other right. 

Section 15.5 Entire Agreement; Conflicts. THIS AGREEMENT CONSTITUTES THE ENTIRE AGREEMENT OF THE PARTIES PERTAINING TO THE SUBJECT
MATTER HEREOF AND SUPERSEDES ALL PRIOR AGREEMENTS, UNDERSTANDINGS, NEGOTIATIONS, AND DISCUSSIONS, WHETHER ORAL OR WRITTEN, OF THE PARTIES PERTAINING TO THE SUBJECT MATTER HEREOF. THERE ARE NO WARRANTIES, REPRESENTATIONS, OR OTHER AGREEMENTS AMONG
THE PARTIES RELATING TO THE SUBJECT MATTER HEREOF EXCEPT AS SPECIFICALLY SET FORTH IN THIS AGREEMENT, INCLUDING THE EXHIBITS HERETO, AND NO PARTY SHALL BE BOUND BY OR LIABLE FOR ANY ALLEGED REPRESENTATION, PROMISE, INDUCEMENT, OR STATEMENTS OF
INTENTION NOT SO SET FORTH. 

  
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 Section 15.6 Amendment. This Agreement may be amended only by an instrument in
writing executed by the Parties and expressly identified as an amendment or modification. 
 Section 15.7 Governing Law;
Disputes. THIS AGREEMENT AND THE LEGAL RELATIONS AMONG THE PARTIES SHALL BE GOVERNED AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF TEXAS, EXCLUDING ANY CONFLICTS OF LAW RULE OR PRINCIPLE THAT MIGHT REFER CONSTRUCTION OF SUCH
PROVISIONS TO THE LAWS OF ANOTHER JURISDICTION. ALL OF THE PARTIES HERETO CONSENT TO THE EXERCISE OF JURISDICTION IN PERSONAM BY THE UNITED STATES FEDERAL DISTRICT COURTS LOCATED IN THE STATE OF PENNSYLVANIA FOR ANY ACTION ARISING OUT OF THIS
AGREEMENT OR ANY TRANSACTION CONTEMPLATED HEREBY. ALL ACTIONS OR PROCEEDINGS WITH RESPECT TO, ARISING DIRECTLY OR INDIRECTLY IN CONNECTION WITH, OUT OF, RELATED TO, OR FROM THIS AGREEMENT OR ANY TRANSACTION CONTEMPLATED HEREBY SHALL BE EXCLUSIVELY
LITIGATED IN THE UNITED STATES FEDERAL DISTRICT COURTS HAVING SITES IN PITTSBURGH, PENNSYLVANIA (AND ALL APPELLATE COURTS HAVING JURISDICTION THERE OVER). EACH PARTY HERETO WAIVES, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, ANY RIGHT IT MAY
HAVE TO A TRIAL BY JURY IN RESPECT OF ANY ACTION, SUIT OR PROCEEDING ARISING OUT OF OR RELATING TO THIS AGREEMENT OR ANY TRANSACTION CONTEMPLATED HEREBY. 

Section 15.8 Parties in Interest. Nothing in this Agreement shall entitle any Person other than the Parties to any claim, cause of
action, remedy or right of any kind. 
 Section 15.9 Preparation of Agreement. Both Parties and their respective counsel
participated in the preparation of this Agreement. In the event of any ambiguity in this Agreement, no presumption shall arise based on the identity of the draftsman of this Agreement. 

Section 15.10 Severability. If any term or other provision of this Agreement is invalid, illegal, or incapable of being enforced
by any rule of Law or public policy, all other conditions and provisions of this Agreement shall nevertheless remain in full force and effect so long as the economic or legal substance of the transactions contemplated hereby is not affected in any
adverse manner to any Party. Upon such determination that any term or other provision is invalid, illegal, or incapable of being enforced, the Parties shall negotiate in good faith to modify this Agreement so as to effect the original intent of the
Parties as closely as possible in an acceptable manner to the end that the transactions contemplated hereby are fulfilled to the extent possible. 

Section 15.11 Counterparts. This Agreement may be executed in any number of counterparts, and each such counterpart hereof shall
be deemed to be an original instrument, but all of such counterparts shall constitute for all purposes one agreement. Any signature hereto delivered by a Party by electronic mail shall be deemed an original signature hereto. 

Section 15.12 Confidentiality. All geophysical, geological or completion data (other than data routinely publicly disclosed by
other oil and gas producers) provided by Shipper to Gatherer in connection with this Agreement shall be kept confidential by Gatherer unless the 

  
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release of such information to a Third Party is agreed upon by the Parties or is required by Law. Any permitted release of information must have the prior written consent of Shipper hereto and
said Third Party must agree in writing to be bound by the provisions of this Section. Nothing in this Agreement shall prohibit Gatherer from disclosing whatever information in such manner as may be required by statute, rule or regulation, including
the rules or regulations of any stock exchange on which any securities of Gatherer or any Affiliates are traded; nor shall any Party be prohibited by the terms hereof from disclosing information acquired under this Agreement to any financial
institution or investors providing or proposing financing to Gatherer. 
 ARTICLE 16 

OPERATING TERMS AND CONDITIONS 

Section 16.1 Terms and Conditions. Gatherer’s Operating Terms and Conditions, a copy of which is attached hereto as
Exhibit A, are for all purposes incorporated in this Agreement. 
 [signature page follows] 

  
 45 







 IN WITNESS WHEREOF, the Parties hereto have executed this Agreement in duplicate originals to be
effective as of the Execution Date. 
  

									
	“Shipper”	 		 	“Gatherer”
			
	CNX GAS COMPANY LLC	 		 	 CONE MIDSTREAM PARTNERS LP
  

By: CONE Midstream Partners GP LLC, its general partner

					
	By:	 	  
	 		 	By:	 	  

					
	Name:	 	  
	 		 	Name:	 	  

					
	Title:	 	  
	 		 	Title:	 	  


 Signature Page 

Gathering Agreement 






 EXHIBIT A 

OPERATING TERMS AND CONDITIONS 

1.1 Quality Specifications. It is the intent of the Parties that the Gathering System will be operated as a field gathering system, and
as such, Gas and Liquid Condensate received from Shipper at the Receipt Points generally will be commercially free from objectionable odor, dust, gum, dirt, sand, impurities and other solid, (other than Liquid Condensate) free liquids or hazardous
matter which might interfere with the merchantability of the Gas or Condensate or cause injury to or interference with proper operation of the lines, regulators, meters, or other appliances through which the Gas and Condensate flows. 

1.2 Gas Nominations and Scheduling. 

(a) Gas shall be gathered only under a nomination submitted by Shipper. For purposes of this Agreement, a nomination is an offer by Shipper to
Gatherer of a stated quantity of Gas for gathering from a specified Receipt Points to a specified Delivery Points. The terms of such nomination shall comply with the nominating procedures set forth below. 

(b) If required by Gatherer, Shipper shall nominate according to the then effective NAESB standards and any additional Downstream
Pipeline’s requirements. Nominations may be submitted by telephone or electronically transmitted according to the same NAESB standards and any additional Downstream Pipeline’s requirements. Should Shipper desire to change the nomination
during such Month, such change to the nomination shall be made in accordance with the nomination procedures of the Downstream Pipeline. Gas shall be delivered by Gatherer in accordance with confirmation by the Downstream Pipeline of the nomination
and/or changes to the nomination. 
 1.3 Gas Balancing. 

(a) Volumes of Gas delivered by Shipper and received by Gatherer at the Receipt Points shall conform as closely as possible to the volumes
nominated by Shipper at each Receipt Point and shall be delivered by Shipper to Gatherer at hourly rates of flow that are, as nearly as practicable, uniform throughout the Day. Subject to Gatherer’s operating conditions and contractual
requirements, volumes delivered by Gatherer to Shipper or for Shipper’s account at the Delivery Points shall conform as closely as possible to the volumes nominated by Shipper for delivery by Gatherer that Day at the Delivery Points, less any
deductions applicable to Shipper for Gathering System L&U, Gathering System Fuel and any imbalance corrections, except that Gatherer may conform such volumes to the volumes actually delivered by Shipper at Gatherer’s Receipt Points to the
extent possible. Upon prior notice to Shipper, Gatherer may temporarily interrupt or curtail receipts and/or deliveries at any time, and from time to time in accordance with operating conditions on the Gathering System in order to balance receipt or
deliveries on the Gathering System or to correct any current or anticipated imbalances. 
 (b) Shipper and Gatherer agree that: 

(i) It is the intent of Shipper and Gatherer that Gas be received and re-delivered under this Agreement at the same rates, as
nearly as practicable and subject to changes mandated by the Downstream Pipeline, and Shipper shall not in any manner utilize the Gathering System for storage or peaking purposes. 

  
 A-1 







 (ii) Gas delivered to Gatherer under this Agreement during any Day shall be
delivered at as nearly a constant rate as operating conditions and relevant Downstream Pipelines will permit. 
 (iii) In the
event interruption or curtailment of service is required, Gatherer’s dispatcher will advise (by telephone, following up by e-mail) Shipper of an interruption or curtailment as soon as practicable or in any event within four hours of the
occurrence of such event. 
 (iv) Subject to its adherence to the priority of service and related obligations imposed by the
Agreement to which these Operating Terms and Conditions are attached, nothing contained in this Agreement shall preclude Gatherer from taking reasonable actions necessary to adjust receipts or deliveries under this Agreement in order to maintain the
operational integrity and safety of the Gathering System. 
 (c) Gatherer shall maintain an imbalance account (the “Imbalance
Account”) for Shipper and each other shipper which reflects for each Month with respect to each shipper (including Shipper) (i) the total volumes received, delivered, and retained; (ii) the total imbalance for such Month, and
the cumulative imbalance through the end of such Month; (iii) previous and new imbalance positions; and (iv) any other information deemed necessary and appropriate by Gatherer, all on a total system basis. Gatherer shall provide Shipper
reasonable access to Shipper’s Imbalance Account and a statement of Shipper’s Imbalance Account within five Business Days following the end of each Month. Gatherer may provide Shipper with notices of imbalances and the Monthly statement of
Shipper’s Imbalance Account by electronic mail, United States Mail or other delivery service, or any other means deemed reasonable by Gatherer under the circumstances. 

(d) Each Month, Gatherer and Shipper shall cooperate and use all reasonable efforts to reduce any cumulative imbalance in the Imbalance
Account to zero. At any time such an imbalance exists, Gatherer shall advise Shipper to deliver volumes of Gas in addition to its nominated volumes to address an imbalance in favor of Shipper, or to deliver volumes of Gas that are less than its
nominated volumes to address an imbalance in favor of Gatherer. Gatherer may also require Shipper to make appropriate adjustments to its nominations and deliveries to correspond to adjustments that Gatherer is required to make by Downstream
Pipelines. Gatherer shall also have the right (acting in its reasonable discretion) to adjust nominations or take other actions, including suspending receipts and deliveries of Gas by Gatherer, necessary to correct an existing imbalance or mitigate
an anticipated imbalance. The Parties may also cash out cumulative imbalances using the foregoing methodology for any period prior to the end of the Term as the Parties mutually agree, in which case all Monthly imbalances during such period shall be
deemed reduced to zero for purposes of the cash out price to be calculated at the end of the Term. 
 (e) As between the Parties, Shipper
shall be responsible for and shall bear any penalties imposed or assessed by Downstream Pipelines for imbalances in receipts and/or 

  
 A-2 







 
deliveries with respect to and solely attributable to Shipper’s Gas. In the event Gatherer incurs any costs and/or penalties from a Downstream Pipeline as a result of and solely attributable
to Shipper’s over-deliveries or under-deliveries, Shipper shall also be responsible for and shall reimburse Gatherer for such costs and/or penalties and indemnify and hold Gatherer harmless and free from all such payments, charges, and/or
penalties so long as such imbalances and/or over/under deliveries are caused by and solely attributable to Shipper and not by Gatherer or a Third Party. 

(f) At the end of the Term, if any cumulative imbalance remains, the Parties shall cash out such cumulative imbalance using the average first
of the Month price for Gas for the prior two production Months at the end of the term reflected by the index price in Inside F.E.R.C., Gas Market Report of Spot Prices Delivered to Pipelines as published by McGraw-Hill for the relevant geographic
area where the imbalance occurred. Should such index cease to be published, then the Parties will mutually agree on a similar index or publication for such index price for the relevant geographic area where the imbalance occurred. 

1.4 Measurement Devices. 

(a) Gatherer shall construct, install, own and operate the Measurement Devices located at the Receipt Points other than the Shipper Meters.
The Measurement Devices installed by Gatherer shall be, subject to Shipper’s approval of such location, as close as practicable to the applicable Well or Well Pad. Shipper shall have the right, at its sole expense, to install, own and operate
Measurement Devices located at the Receipt Points (such Measurement Devices installed, owned and operated by Shipper or Noble, the “Shipper Meters”); provided that (i) such equipment is installed so as not to
interfere with Gatherer’s Measurement Devices (if any) and (ii) Shipper shall take steps that are reasonable and customary in the industry to mitigate or prevent any Gas pulsation problems or Gas quality problems (such as sand or water)
that may interfere with Gatherer’s Measurement Devices at the Receipt Points. Gather may elect to use a Shipper Meter as the Measurement Device for a Receipt Point in lieu of constructing, installing, owning and operating a Measurement Device
located at such Receipt Point by providing written notice to Shipper. If Gatherer elects to use such Shipper Meter as the Measurement Device for a Receipt Point, Shipper shall provide Gatherer reasonable access to such Shipper Meter, including as
set forth under Section 1.4(f) of this Exhibit A, and prior advance written notice of, and the ability to witness, the calibration of such Shipper Meter. 

(b) Gatherer shall install, own and operate (or cause to be installed, owned, and operated) the Measurement Devices located at the Delivery
Points and any check meters at the Delivery Points. The Measurement Devices must have the capacity to compensate for Gas characteristics in real time and/or through periodic spot sampling and, where applicable, shall also be capable of measuring by
component the volumes of NGLs contained in the Gas stream. Gatherer shall provide reasonable access to Gatherer’s Measurement Devices. 

(c) Gatherer’s Measurement Devices will be constructed, installed and operated in accordance with the following depending on the type of
meters used: 
 (i) Orifice Meters – in accordance with ANSI/API 2530 (American Gas Association Report No. 3),
Orifice Metering of Natural Gas and Other Hydrocarbon Fluids, Second Edition, dated September 1985, and any subsequent amendments, revisions or modifications thereof. 

  
 A-3 







 (ii) Electronic Transducers and Flow Computers (solar and otherwise) – in
accordance with the applicable American Gas Association standards, including American Gas Association Measurement Committee Report Nos. 3, 5, 6 and 7 and any subsequent amendments, revisions, or modifications thereof. 

(iii) Ultrasonic Meters – in accordance with the American Gas Association Measurement Committee Report No. 9
(American Gas Association Report No. 9), dated June 1998, and any subsequent amendments, revisions or modifications thereof. 
 (d)
Gatherer may, but shall not be obligated to, replace or make any alterations to the Measurement Devices necessary to comply any subsequent amendments, revisions or modifications of the American Gas Association Reports cited above. 

(e) The accuracy of all owned Measurement Devices will be verified by Gatherer at bi-annual intervals and, if requested, in the presence of a
representative of Shipper. Gatherer shall verify the accuracy of any owned Measurement Device before the next bi-annual verification required by the preceding sentence if Shipper requests a special test as described below. Notwithstanding the
foregoing, however, when Daily deliveries of Gas at any Receipt Point or Delivery Point average 15,000 MSCF per Day or greater during any Month, the accuracy of the Measurement Devices at such Receipt Point or Delivery Point will be verified
quarterly. If, upon any test, any Measurement Device is found to be inaccurate by 2% or less, previous readings of such Measurement Device will be considered correct in computing the deliveries of Gas under this Agreement, but such Measurement
Device will immediately be adjusted to record accurately (within the manufacturer’s allowance for error). If, upon any test, any Measurement Device is found to be inaccurate by more than 2% of a recording corresponding to the average hourly
flow rate for the period since the last test, such Measurement Device will immediately be adjusted to record accurately (within the manufacturer’s allowance for error) and any previous recordings of such Measurement Device will be corrected to
zero error for any period which is known definitely or agreed upon. If such period is not known or agreed upon, such correction will be made for a period covering one-half ( 1⁄2) of the time elapsed since the date of the latest test, but not to exceed 45 Days when the Measurement Device is tested quarterly and not to exceed 180 Days when the Measurement Device is tested bi-annually. If
Shipper desires a special test of any Measurement Device, at least 72 hours’ advance notice will be given to Gatherer by Shipper, and both Parties will cooperate to secure a prompt test of the accuracy of such Measurement Device. If the
Measurement Device so tested is found to be inaccurate by 2% or less, Gatherer will have the right to bill Shipper for the costs incurred due to such special test, including any labor and transportation costs, and Shipper will pay such costs
promptly upon invoice therefor. 
 (f) If requested by Shipper the Measurement Devices shall include a sufficient number of data ports, and
Gatherer shall permit Shipper to connect to such data ports, as shall be required to provide to Shipper on a real-time basis all measurement data generated by such measurement equipment. Shipper shall be responsible at its own cost for obtaining


  
 A-4 







 
equipment and/or services to connect to such data ports and receive and process such data. If requested by Gatherer the Shipper Meters shall include a sufficient number of data ports, and Shipper
shall permit Gatherer to connect to such data ports, as shall be required to provide to Gatherer on a real-time basis all measurement data generated by such measurement equipment. Gatherer shall be responsible at its own cost for obtaining equipment
and/or services to connect to such data ports and receive and process such data. 
 (g) The charts and records by which measurements are
determined shall be available for the use of both Parties in fulfilling the terms and conditions thereof. Each Party shall, upon request of the other, mail or deliver for checking and calculation all volume and temperature meter records in its
possession and used in the measurement of Gas delivered under this Agreement within 30 Days after the last chart for each billing period is removed from the meter. Such data shall be returned within 90 Days after the receipt thereof. 

(h) Each Party shall preserve or cause to be preserved for mutual use all test data, charts or other similar records in accordance with the
applicable rules and regulations of regulatory bodies having jurisdiction, if any, with respect to the retention of such records, and, in any event, for at least 24 Months. 

1.5 Measurement Procedures. The measurements of the quantity and quality of all Gas delivered at the Receipt Points and Delivery Points
will be conducted in accordance with the following: 
 (a) The unit of volume for measurement will be one Standard Cubic Foot. Such measured
volumes, converted to MSCF, will be multiplied by their Gross Heating Value per MSCF. 
 (b) The temperature of the Gas will be determined
by a recording thermometer installed so that it may record the temperature of the Gas flowing through the meters, or such other means of recording temperature as may be mutually agreed upon by the Parties. The average of the record to the nearest
one degree Fahrenheit, obtained while Gas is being delivered, will be the applicable flowing Gas temperature for the period under consideration. 

(c) The specific gravity of the Gas will be determined by a recording gravitometer or chromatographic device installed and located at a
suitable point determined by Shipper to record representative specific gravity of the Gas being metered or, at Shipper’s or its designee’s option, by continuous sampling or spot sampling using standard type gravity methods. If a recording
gravitometer or chromatographic device is used, the gravity to the nearest one-thousandth (0.001) obtained while Gas is being delivered will be the specific gravity of the Gas sampled for the recording period. The gravity to the nearest
one-thousandth (0.001) will be determined concurrently with the accuracy of the Measurement Devices as provided in Section 1.4(e) of this Exhibit A. 

(d) Adjustments to measured Gas volumes for the effects of supercompressibility will be made in accordance with accepted American Gas
Association standards. Gatherer or its designee will obtain appropriate carbon dioxide and nitrogen mole 

  
 A-5 







 
fraction values for the Gas delivered as may be required to compute such adjustments in accordance with standard testing procedures. At Gatherer’s or its designee’s option, equations
for the calculation of supercompressibility may be taken from the American Gas Association Report No. 8, 1992, Compressibility and Supercompressibility for Natural Gas and Other Hydrocarbon Gases, latest revision. 

(e) For purposes of measurement and meter calibration, the atmospheric pressure for each of the Receipt Points and Delivery Points will be
assumed to be the pressure value determined by Shipper for the county elevation in which such point is located pursuant to generally accepted industry practices irrespective of the actual atmospheric pressure at such points from time to time. 

(f) The Gross Heating Value of the Gas delivered at the Receipt Points and Delivery Points will be determined when each Well is placed on-line
and at least bi-annually by means of some approved method of general use in the Gas industry; provided, however, that when Daily deliveries of Gas at any Receipt Point or Delivery Point average 1,000 MSCF per Day or greater during any
Month, the Gross Heating Value of the Gas delivered at such Receipt Point or Delivery Point will be determined Monthly by a chromatographic analysis of a flow proportional sample taken at a suitable point on the facilities to be representative of
the Gas being metered. 
 (g) Other tests to determine water content, sulfur and other impurities in the Gas will be conducted whenever
requested by either Party and will be conducted in accordance with standard industry testing procedures. The Party requested to perform such tests will bear the cost of such tests only if the Gas tested is determined not to be within the quality
specification set forth below. If the Gas is within such quality specification, the requesting Party will bear the cost of such tests. 

(h) If, during the Term of this Agreement, a new method or technique is developed with respect to Gas measurement or the determination of the
factors used in such Gas measurement, such new method or technique may be substituted for the method set forth in this Agreement; provided that Gatherer receives Shipper’s written consent, and that the new method or technique is in
accordance with accepted standards of the American Gas Association. 
 1.6 Gas Meter Adjustments. In the event a meter is out of
service or registering inaccurately, the quantities of Gas received or delivered during such period shall be determined as follows: 
 (a)
By using the registration of any check meter or meters, if installed and accurately registering; or in the absence of such check meters, 

(b) By using a meter operating in parallel with the estimated volume corrected for any differences found when the meters are operating
properly, 
 (c) By correcting the error if the percentage of error is ascertainable by calibration, tests or mathematical calculation; or
in the absence of check meters and the ability to make corrections under this subparagraph (b), then, 
 (d) By estimating the quantity
received or delivered by receipts or deliveries during periods under similar conditions when the meter was registering accurately. 

  
 A-6 







 1.7 Curtailment of Gas. If capacity on the Gathering System, or any Facility Segment, is
interrupted, curtailed or reduced, or capacity is insufficient for the needs of all shippers desiring to use such capacity, the holders of Interruptible Service will be curtailed first, the holders of Priority Two Service shall be curtailed second
and the holders of Priority One Service shall be curtailed last. As among the holders of Priority One Service, the capacity available on each Facility Segment to Priority One Service under the preceding sentence shall be allocated among the holders
of Priority One Service on a pro rata basis, based on the percentage derived by dividing the Daily average volume of Gas actually Tendered by each holder of Priority One Service to Receipt Points on the Gathering System during the prior 90 Day
period by the total volume of such Gas actually Tendered by all holders of Priority One Service during such period. As among the holders of Priority Two Service, the capacity available on each Facility Segment to Priority Two Service under the
preceding sentence shall be allocated among the holders of Priority Two Service on a pro rata basis, based on the percentage derived by dividing the Daily average volume of Gas actually Tendered by each holder of Priority Two Service to Receipt
Points on the Gathering System during the prior 90 Day period by the total volume of such Gas actually Tendered by all holders of Priority One Service during such period. As among holders of Interruptible Service, the capacity available to such
service, if any, shall be allocated pro rata among the holders of such service based on the percentage derived by dividing the Daily average volume of Gas actually Tendered by each holder of Interruptible Service to Receipt Points on the Gathering
System during the prior 60 Day period by the total volume of such Gas actually Tendered by all holders of Interruptible Service during such period. In the event only one or more non-integrated Facility Segments are curtailed, in each case such pro
ration shall be based upon the volumes nominated on the Facility Segment in question. 
 1.8 Allocations. Allocations required for
determining payments or fees due under this Agreement shall be made by Gatherer. Gatherer shall provide an allocation methodology to Shipper for its review and approval. This Section 1.8 and shall be based upon the measurements taken and
quantities determined for the applicable Month. 
 (a) The following definitions shall be applicable: 

(i) “Fuel Point” means a point on the Gathering System where Gathering System Fuel is measured,
sampled, calculated or consumed; and 
 (ii) “System Receipt Point” means all receipt points at which
Gas is delivered into the Gathering System, including the Receipt Points. 
 (b) Gathering System Fuel shall be allocated to each System
Receipt Point upstream of the applicable Fuel Point by multiplying the Gathering System Fuel in MMBtus measured at the applicable Fuel Point during the applicable Month by a fraction, the numerator of which is the volume of Gas in MSCFs received
into the Gathering System at such System Receipt Point during such Month, and the denominator of which is the aggregate volume of Gas in MSCFs received into the Gathering System at all System Receipt Points upstream of the applicable Fuel Point
during such Month. 

  
 A-7 







 (c) For Facility Segments where there is no injected Liquid Condensate, Drip Condensate collected
from a Facility Segment shall be allocated to each Gathering System Receipt Point on such Facility Segment by (i) multiplying the total volume of Gas (in MSCFs) received at each such Receipt Point on such Facility Segment during the applicable
Month by the Gallons per MSCF of pentanes and heavier components in such Gas, determined at the relevant System Receipt Point, to determine the theoretical quantity of Drip Condensate in such Gas and (ii) allocating the volume of Drip
Condensate measured at the Delivery Point on such Facility Segment during such Month to each such System Receipt Point based on a fraction the numerator of which is the theoretical volume of Drip Condensate attributable to such System Receipt Point
during such Month and the denominator of which is the theoretical volume of Drip Condensate for all such System Receipt Points during such Month. 

(d) For Facility Segments where there is injected Liquid Condensate, the Liquid Condensate collected from a Facility Segment and sold or
delivered to Shipper in accordance with Section 4.8 shall first be allocated to injected Liquid Condensate at each System Receipt Point and then to Drip Condensate from Gas received at System Receipt Points. If the total Condensate
collected from the Facility Segment is equal to, or less than, the sum of the injected Liquid Condensate from each receipt point, then the Condensate allocated to each System Receipt Point shall be allocated by (i) dividing the individual
System Receipt Point injected Liquid Condensate volume by the sum of the individual System Receipt Point injected Liquid Condensate volumes, and (ii) multiplying the resulting fraction by the total volume of Condensate received from the
Facility Segment and sold or delivered to Shipper in accordance with Section 4.8. If the total Condensate volume collected from the Facility Segment and sold or delivered to Shipper in accordance with Section 4.8 is greater
than the sum of the injected Liquid Condensate volumes from each System Receipt Point, the allocation to each System Receipt Point first allocates injected Liquid Condensate volumes to each System Receipt Point and then allocates Drip Condensate
volumes to each System Receipt Point. In the first allocation of injected Liquid Condensate volumes, each System Receipt Point is credited with 100% of its injected Liquid Condensate volume. In the second allocation of Drip Condensate to each System
Receipt Point, the total Drip Condensate volume collected from the Facility Segment is calculated by subtracting the sum of the individual System Receipt Point injected Liquid Condensate volumes received in the Facility Segment from the total
Condensate volume received from the Facility Segment and sold or delivered to Shipper in accordance with Section 4.8, and then allocating the total Drip Condensate volume according to the preceding paragraph. 

(e) The Gathering System L&U in any Month shall be determined by subtracting from the sum of the total Thermal Content of Gas received at
all System Receipt Points on the Gathering System during such Month the sum of (i) the Thermal Content of Gas actually delivered to the Delivery Points on the Gathering System during such Month, (ii) the Thermal Content of Gas consumed as
Gathering System Fuel measured at all Fuel Points on the Gathering System during such Month, (iii) the Thermal Content of all Condensate recovered from the Gathering System during such Month (other than Liquid Condensate vaporized and
re-injected into the Gas stream), and (iv) the Thermal Content of fuel, shrinkage, and lost and unaccounted for Gas associated with any processing carried out by or on behalf of Shipper and other shippers between the System Receipt Points and
the Delivery Points, as allocated to Producer pursuant to its agreement with the processor. 

  
 A-8 







 EXHIBIT B-1 

JOINT DEDICATED PROPERTIES 
  

															
	 Lease
Number
	  	 Original Lessor/Grantor
	  	 Agreement
Date
	  	 Book
	  	 Page
	  	 Instrument #
	  	 County
	  	 State

	120554000	  	 JAMES A STEPP
	  	4/5/2006	  	348	  	146	  		  	Greene	  	Pennsylvania
	153191000	  	 HARRY E WEBSTER ET UX
	  	7/28/1986	  	43	  	139	  		  	Greene	  	Pennsylvania
	153203000	  	 MELVIN M MCCONNELL
	  	12/14/1977	  	625	  	1055	  		  	Greene	  	Pennsylvania
	153204001	  	 EWING B POLLOCK ET AL
	  	1/6/1978	  	149	  	793	  		  	Greene	  	Pennsylvania
	156539000	  	 JOHN H MOONEY ET UX
	  	11/10/2009	  	625	  	390-392	  	200900006538	  	Greene	  	Pennsylvania
	156573000	  	 LINDA M. HOPF
	  	8/18/2009	  	618	  	1069-1071	  	200900005026	  	Greene	  	Pennsylvania
	156574000	  	 GILBERT & RACHEL STAINBROOK IV
	  	8/18/2009	  	419	  	1066-1068	  	200900005025	  	Greene	  	Pennsylvania
	156589001	  	 WILLIAM E PORTER
	  	8/31/2009	  	420	  	1048-1050	  	20090005317	  	Greene	  	Pennsylvania
	156589002	  	 RALPH E PORTER
	  	8/31/2009	  	420	  	1051-1054	  	200900005318	  	Greene	  	Pennsylvania
	156610000	  	 JAMES D HEWITT ET UX
	  	6/19/2009	  	420	  	1055	  	200900005319	  	Greene	  	Pennsylvania
	156749000	  	 MICHAEL G WHITE ET UX
	  	1/18/2010	  	468	  	2235	  	201400002815	  	Greene	  	Pennsylvania
	156750000	  	 MYRA J GIBSON
	  	1/18/2010	  	468	  	2240	  	201400002816	  	Greene	  	Pennsylvania
	156887000	  	 CARL W. HILDRETH ET UX
	  	7/11/2002	  	370	  	407	  	200700002897	  	Greene	  	Pennsylvania
	156888000	  	 JAMES MOONEY ET UX
	  	2/14/2003	  	437	  	2747-2754	  	201100000979	  	Greene	  	Pennsylvania
	156924000	  	 TERRY L. AMOS
	  	6/1/2010	  	434	  	948-951	  	201000005865	  	Greene	  	Pennsylvania
	156979001	  	 JAMES D WISE
	  	7/28/2010	  	436	  	3380	  	201100000697	  	Greene	  	Pennsylvania
	156979002	  	 CLARENCE W WISE JR
	  	7/26/2010	  	436	  	3579	  	201100000744	  	Greene	  	Pennsylvania
	156981001	  	 KEITH L WISE ET UX
	  	7/26/2010	  	436	  	3384	  	201100000698	  	Greene	  	Pennsylvania
	156991000	  	 ROLLIN N SWANK ET UX
	  	9/1/2010	  	436	  	1486-1489	  	201100000415	  	Greene	  	Pennsylvania
	156992000	  	 LAWRENCE S REFOSCO ET UX
	  	9/14/2010	  	436	  	1490-1493	  	201100000416	  	Greene	  	Pennsylvania
	157027000	  	 HAROLD A MOORE ET UX
	  	5/27/2011	  	441	  	3760	  	201100004687	  	Greene	  	Pennsylvania
	157036000	  	 JODY LYNN WEBSTER
	  	11/15/2011	  	447	  	3335	  	201200000837	  	Greene	  	Pennsylvania
	157037000	  	 JOSEPH A. WEBSTER AND JODY LYNN WEBSTER
	  	11/15/2011	  	447	  	3678	  	201200000931	  	Greene	  	Pennsylvania


  
 B-1-1 








															
	 Lease
Number
	  	 Original Lessor/Grantor
	  	 Agreement
Date
	  	 Book
	  	 Page
	  	 Instrument #
	  	 County
	  	 State

	178527000	  	 LAWRENCE E CROUSE ET UX
	  	5/7/2008	  	391	  	82	  		  	Greene	  	Pennsylvania
	178574000	  	 DAVID ROSBOROUGH ET UX
	  	7/22/2008	  	447	  	1007	  	20120000332	  	Greene	  	Pennsylvania
	178578000	  	 GRACE E MILLER
	  	7/8/2008	  	446	  	1467	  	201100007026	  	Greene	  	Pennsylvania
	178579000	  	 HAROLD A MOORE ET UX
	  	7/8/2008	  	404	  	570-573	  	200900000533	  	Greene	  	Pennsylvania
	178580000	  	 PECHIN LEASING INC.
	  	8/6/2008	  	396	  	1218	  	200800004484	  	Greene	  	Pennsylvania
	178584000	  	 RICHARD E MARTIN ET UX
	  	5/29/2008	  	392	  	677-680	  		  	Greene	  	Pennsylvania
	181079000	  	 BERNARD GLOS ET UX
	  	5/2/2008	  	391	  	102	  	200800002662	  	Greene	  	Pennsylvania
	181080000	  	 HARRY RUTAN ET UX
	  	5/1/2008	  	391	  	86	  	200800002659	  	Greene	  	Pennsylvania
	181081000	  	 CHARLES W WILLIAMS ET UX
	  	5/19/2008	  	391	  	90	  	200800002660	  	Greene	  	Pennsylvania
	209276000	  	 FINLEY COMPANY
	  	7/30/1957	  	536	  	132	  		  	Greene	  	Pennsylvania
	209277000	  	 FINLEY COMPANY
	  	6/27/1957	  	537	  	1	  		  	Greene	  	Pennsylvania
	209278000	  	 FINLEY COMPANY
	  	6/27/1957	  	537	  	3	  		  	Greene	  	Pennsylvania
	209279000	  	 FINLEY COMPANY
	  	6/27/1957	  	537	  	5	  		  	Greene	  	Pennsylvania
	209280000	  	 FINLEY COMPANY
	  	6/27/1957	  	537	  	7	  		  	Greene	  	Pennsylvania
	209281000	  	 FINLEY COMPANY
	  	6/27/1957	  	537	  	9	  		  	Greene	  	Pennsylvania
	209282000	  	 FINLEY COMPANY
	  	6/27/1957	  	537	  	11	  		  	Greene	  	Pennsylvania
	209284000	  	 FINLEY COMPANY
	  	12/10/1958	  	536	  	128	  		  	Greene	  	Pennsylvania
	209286000	  	 MANOR REAL ESTATE COMPANY
	  	7/25/1960	  	537	  	16	  		  	Greene	  	Pennsylvania
	209287000	  	 MANOR REAL ESTATE COMPANY
	  	6/11/1962	  	537	  	19	  		  	Greene	  	Pennsylvania
	209288000	  	 MANOR REAL ESTATE COMPANY
	  	6/21/1965	  	536	  	134	  		  	Greene	  	Pennsylvania
	209371000	  	 SUPLER, VERNON W & DOROTHY
	  	6/1/1981	  	665	  	467	  		  	Greene	  	Pennsylvania
	209394000	  	 POLLOCK, EWING B & MARGARET F
	  	12/16/1983	  	403	  	499	  	200900000237	  	Greene	  	Pennsylvania
	209455000	  	 JENKINS, CATHERINE L
	  	5/6/1992	  	100	  	1208	  		  	Greene	  	Pennsylvania
	209477000	  	 MARTIN, VIRPI K
	  	9/8/1994	  	133	  	626	  		  	Greene	  	Pennsylvania
	209489000	  	 PAUL S HORNOR ET AL
	  	6/20/1983	  	667	  	1103	  		  	Greene	  	Pennsylvania
	220560000	  	 ANDERSON, LARRY L & ERMA D
	  	2/18/2010	  	427	  	141	  	201000000847	  	Greene	  	Pennsylvania
	239412000	  	 DENNIS S RUTAN ET UX
	  	4/24/2012	  	451	  	628	  	201200003554	  	Greene	  	Pennsylvania
	244841000	  	 GERALD L ANDERSON ET UX
	  	9/3/2008	  	396	  	1112	  	200800004460	  	Greene	  	Pennsylvania


  
 B-1-2 








															
	 Lease
Number
	  	 Original Lessor/Grantor
	  	 Agreement
Date
	  	 Book
	  	 Page
	  	 Instrument #
	  	 County
	  	 State

	244842000	  	 CHARLES W GREENE ET UX
	  	9/30/2008	  	461	  	1	  	201300004024	  	Greene	  	Pennsylvania
	250255000	  	 TERRY J CAPOZZA
	  	8/10/2012	  	453	  	3045	  	201200005656	  	Greene	  	Pennsylvania
	252898000	  	 HARRY L RUTAN ET UX
	  	10/12/1993	  	120	  	972	  		  	Greene	  	Pennsylvania
	153089000	  	 THOMAS R MILLIGAN ET UX
	  	6/4/2008	  		  		  	200817192	  	Washington	  	Pennsylvania
	156236000	  	 EARL E. ANDERSON
	  	10/9/2009	  		  		  	201004588	  	Washington	  	Pennsylvania
	156249000	  	 BETTY J GILDOW
	  	9/18/2009	  		  		  	200938755	  	Washington	  	Pennsylvania
	156264000	  	 G J MARINCHAK ET UX
	  	9/1/2009	  		  		  	201009741	  	Washington	  	Pennsylvania
	156274000	  	 GEORGE POSTLETHWAIT ET UX
	  	9/18/2009	  		  		  	201017018	  	Washington	  	Pennsylvania
	156293000	  	 JOHNNY L PIERSON SR
	  	9/11/2009	  		  		  	2010104269	  	Washington	  	Pennsylvania
	156348001	  	 MARY JO REYNOLDS
	  	3/15/2010	  		  		  	201031925	  	Washington	  	Pennsylvania
	156348002	  	 FRANCES C. DESANTIS
	  	3/22/2010	  		  		  	201103294	  	Washington	  	Pennsylvania
	156348003	  	 MABEL L MALONE AKA MABEL MALONE
	  	3/15/2010	  		  		  	201103288	  	Washington	  	Pennsylvania
	156354001	  	 MARY JO REYNOLDS
	  	3/15/2010	  		  		  	201031923	  	Washington	  	Pennsylvania
	156354002	  	 FRANCIS C. DESANTIS
	  	3/22/2010	  		  		  	201103296	  	Washington	  	Pennsylvania
	156354003	  	 MABEL L MALONE
	  	3/15/2010	  		  		  	201103292	  	Washington	  	Pennsylvania
	156365000	  	 PETER A COSSU ET UX
	  	6/9/2010	  		  		  	201102660	  	Washington	  	Pennsylvania
	156366000	  	 LEON JOSEPH GOLICK AND LINDA ANN SPENCER
	  	6/7/2010	  		  		  	201102661	  	Washington	  	Pennsylvania
	156367000	  	 CLARENCE A. HARRIS AND CAROL COSSU HARRIS
	  	6/9/2010	  		  		  	201102662	  	Washington	  	Pennsylvania
	156368000	  	 MARK D. & MARIANNE R. VALERIO
	  	3/20/2010	  		  		  	201102663	  	Washington	  	Pennsylvania
	156369000	  	 KEVIN E YOCUM
	  	6/22/2010	  		  		  	201102664	  	Washington	  	Pennsylvania
	156371000	  	 JOHN S BUCHANAN ET UX
	  	5/6/2010	  		  		  	201104611	  	Washington	  	Pennsylvania
	156376000	  	 DOROTHY M CLUTTER
	  	11/11/2010	  		  		  	201103843	  	Washington	  	Pennsylvania
	156378002	  	 ROBERT W. DOWHEN
	  	12/31/2010	  		  		  	201112318	  	Washington	  	Pennsylvania
	156378003	  	 SUSAN B. DONOHUE
	  	12/12/2010	  		  		  	201112320	  	Washington	  	Pennsylvania
	156378004	  	 RICHARD SCOTT BALSLEY
	  	3/29/2011	  		  		  	201118278	  	Washington	  	Pennsylvania
	156378005	  	 VON DALE L. BALSLEY
	  	1/12/2011	  		  		  	201112321	  	Washington	  	Pennsylvania
	156378006	  	 CONNIE K. O’LEARY
	  	1/12/2011	  		  		  	201112322	  	Washington	  	Pennsylvania


  
 B-1-3 








															
	 Lease
Number
	  	 Original Lessor/Grantor
	  	 Agreement
Date
	  	 Book
	  	 Page
	  	 Instrument #
	  	 County
	  	 State

	156378007	  	 TERREANCE W S WHITTEN
	  	9/30/2011	  		  		  	201127241	  	Washington	  	Pennsylvania
	156378008	  	 RICHARD SCOTT BALSLEY
	  	6/30/2011	  		  		  	201120536	  	Washington	  	Pennsylvania
	156378009	  	 KATHLEEN A. MOORE
	  	7/22/2011	  		  		  	201126495	  	Washington	  	Pennsylvania
	156378010	  	 WILLIAM K WHITTEN JR
	  	11/21/2011	  		  		  	201216449	  	Washington	  	Pennsylvania
	156393000	  	 JUDITH MILLER
	  	3/2/2011	  		  		  	201122758	  	Washington	  	Pennsylvania
	156394000	  	 RONALD W LAIPPLE ET UX
	  	3/2/2011	  		  		  	201119370	  	Washington	  	Pennsylvania
	156396000	  	 GEORGE E. SILVERS, JR.
	  	4/25/2011	  		  		  	201121667	  	Washington	  	Pennsylvania
	156397000	  	 VAUGHN E. HOUSTON
	  	3/29/2011	  		  		  	201118283	  	Washington	  	Pennsylvania
	156406000	  	 ANTHONY R. REESE AND HELEN REESE
	  	3/2/2011	  		  		  	201129515	  	Washington	  	Pennsylvania
	156408000	  	 CARL S. CALABRO
	  	7/12/2011	  		  		  	201129333	  	Washington	  	Pennsylvania
	156409000	  	 STEWART ODELL DAGUE AND MARY JANE DAGUE
	  	7/12/2011	  		  		  	201128437	  	Washington	  	Pennsylvania
	156410001	  	 LARRY D. & TAMMY R. HOUSTON
	  	7/19/2011	  		  		  	201127242	  	Washington	  	Pennsylvania
	156415000	  	 DALE PRYOR
	  	8/30/2011	  		  		  	201129781	  	Washington	  	Pennsylvania
	156418000	  	 GEORGE E MURR JR ET UX
	  	9/15/2011	  		  		  	201130741	  	Washington	  	Pennsylvania
	156419000	  	 EARL CLUTTER ET UX
	  	10/18/2011	  		  		  	201129324	  	Washington	  	Pennsylvania
	156420000	  	 THOMAS E WARD JR
	  	2/16/2012	  		  		  	201205120	  	Washington	  	Pennsylvania
	156422000	  	 THE GENE AND EDITH CONKLIN FAMILY CORPORATION
	  	9/22/2011	  		  		  	201128439	  	Washington	  	Pennsylvania
	156423000	  	 THE WILLIAM JAMES HUTSON LIVING TRUST
	  	1/7/2009	  		  		  	200901929	  	Washington	  	Pennsylvania
	156425000	  	 JACK PETTIT
	  	6/13/2008	  		  		  	200824912	  	Washington	  	Pennsylvania
	156426000	  	 DOMINIC J. WATERS AND JOANNE D. WATERS
	  	1/21/2009	  		  		  	200908240	  	Washington	  	Pennsylvania
	156427000	  	 LAWRENCE W. SCOTT & MARYLIN V. SCOTT
	  	2/9/2009	  		  		  	200913916	  	Washington	  	Pennsylvania
	156428000	  	 MARLA L. WEST
	  	8/25/2009	  		  		  	201001007	  	Washington	  	Pennsylvania
	156429000	  	 HENRY M STEIN ET UX
	  	9/22/2009	  		  		  	20103174	  	Washington	  	Pennsylvania
	156430000	  	 NANCY ZITKO
	  	9/30/2009	  		  		  	201000181	  	Washington	  	Pennsylvania
	156431000	  	 MARGARET SUE IREY
	  	9/22/2009	  		  		  	201003254	  	Washington	  	Pennsylvania
	156432000	  	 RICHARD D.A. WEST, GENERAL PARTNER, WEST FORK FARM
	  	4/25/2009	  		  		  	200915289	  	Washington	  	Pennsylvania


  
 B-1-4 








															
	 Lease
Number
	  	 Original Lessor/Grantor
	  	 Agreement
Date
	  	 Book
	  	 Page
	  	 Instrument #
	  	 County
	  	 State

	156433000	  	 RONALD E RUSSELL ET UX
	  	3/31/2010	  		  		  	201124735	  	Washington	  	Pennsylvania
	156434000	  	 KELLIE H BAIRD ET VIR
	  	6/17/2010	  		  		  	201031778	  	Washington	  	Pennsylvania
	156435000	  	 LORI LEIGH KOFFLER & MARK A. MOYAR
	  	7/23/2010	  		  		  	201038133	  	Washington	  	Pennsylvania
	156436000	  	 WILLIAM E. HILDEBRAND AND PHYLLIS HILDEBRAND
	  	7/25/2008	  		  		  	201124735	  	Washington	  	Pennsylvania
	156437000	  	 FRED O RUSSELL ET UX
	  	4/1/2010	  		  		  	201124735	  	Washington	  	Pennsylvania
	156438000	  	 KENNETH CARL WEIMER & SONDRA M. WEIMER
	  	7/15/2010	  		  		  	201124735	  	Washington	  	Pennsylvania
	156439000	  	 JOSEPH W. & GRESCHEN C. SULLA
	  	4/21/2010	  		  		  	201124735	  	Washington	  	Pennsylvania
	156441000	  	 JEFFERY A PREM ET UX
	  	9/16/2011	  		  		  	201130745	  	Washington	  	Pennsylvania
	156443000	  	 JAMES D. HOLDEN
	  	10/12/2011	  		  		  	201129783	  	Washington	  	Pennsylvania
	156445000	  	 PATTY WYNN
	  	10/5/2011	  		  		  	201132136	  	Washington	  	Pennsylvania
	156447000	  	 RICK G. & JUDI K. SHIPMAN
	  	10/4/2011	  		  		  	201206383	  	Washington	  	Pennsylvania
	156448000	  	 ROBERT GENE CONKLIN ET UX
	  	2/20/2008	  		  		  	200810475	  	Washington	  	Pennsylvania
	156449000	  	 REED B. DAY ET AL
	  	12/15/2009	  		  		  	201011682	  	Washington	  	Pennsylvania
	156450000	  	 BRUCE PHILLIPS ET UX
	  	5/20/2010	  		  		  	201031306	  	Washington	  	Pennsylvania
	156451001	  	 CYRIL N. WALTHER ET UX
	  	7/31/2009	  		  		  	201000171	  	Washington	  	Pennsylvania
	156452001	  	 CYRIL N. WALTHER ET UX
	  	6/8/2011	  		  		  	201118752	  	Washington	  	Pennsylvania
	156453000	  	 ROBERT GAYLOR ET UX
	  	7/22/2009	  		  		  	200934205	  	Washington	  	Pennsylvania
	156454000	  	 PHILLIP R. CONKLIN ET UX
	  	3/19/2007	  		  		  	200713547	  	Washington	  	Pennsylvania
	156456001	  	 JEFFREY P THOMAS
	  	10/28/2011	  		  		  	201211264	  	Washington	  	Pennsylvania
	156456002	  	 WILLIAM A. THOMAS
	  	10/31/2011	  		  		  	201202962	  	Washington	  	Pennsylvania
	156456003	  	 JAMES R. THOMAS
	  	11/11/2011	  		  		  	201204581	  	Washington	  	Pennsylvania
	156460000	  	 EDWARD L. KERNS ET UX
	  	11/2/2011	  		  		  	201132138	  	Washington	  	Pennsylvania
	156461000	  	 JOHN D. FRYE
	  	11/4/2011	  		  		  	201204589	  	Washington	  	Pennsylvania
	156462000	  	 RANDALL D FRYE ET UX
	  	11/4/2011	  		  		  	201206449	  	Washington	  	Pennsylvania
	156464000	  	 JOHN M. LINDLEY, SUCCESSOR TRUSTEES OF THE TESAMEN
	  	11/8/2011	  		  		  	201206384	  	Washington	  	Pennsylvania


  
 B-1-5 








															
	 Lease
Number
	  	 Original Lessor/Grantor
	  	 Agreement
Date
	  	 Book
	  	 Page
	  	 Instrument #
	  	 County
	  	 State

	156469000	  	 CLIFFORD T. WRIGHT AND KATHY ADDLEMAN
	  	12/7/2011	  		  		  	201206447	  	Washington	  	Pennsylvania
	156471000	  	 RICHARD D. MCCLELLAND ET UX
	  	12/18/2008	  		  		  	200913749	  	Washington	  	Pennsylvania
	156472000	  	 BEVERLY BURNS MORGAN
	  	7/7/2008	  		  		  	200827207	  	Washington	  	Pennsylvania
	156476001	  	 JAMES W. MALOY ET UX
	  	8/10/2011	  		  		  	201130864	  	Washington	  	Pennsylvania
	156477000	  	 ARTHUR P RICHARDSON ET UX
	  	2/11/2010	  		  		  	201014855	  	Washington	  	Pennsylvania
	156478000	  	 BRIAN HUGHES ET UX
	  	2/26/2010	  		  		  	201023569	  	Washington	  	Pennsylvania
	156480000	  	 BETHEL PRESBYTERIAN CHURCH
	  	12/20/2011	  		  		  	20120968	  	Washington	  	Pennsylvania
	156481000	  	 DORIS H. RUSH
	  	2/8/2010	  		  		  	201014947	  	Washington	  	Pennsylvania
	156482000	  	 DANE R. MCCORMICK AND LINDA MCCORMICK
	  	2/2/2012	  		  		  	201211906	  	Washington	  	Pennsylvania
	156485000	  	 DUANE L. KIGER AND MARY S. KIGER
	  	12/1/2011	  		  		  	201200977	  	Washington	  	Pennsylvania
	156486000	  	 ALVA M. EALY
	  	2/14/2012	  		  		  	201211910	  	Washington	  	Pennsylvania
	156490000	  	 JEFFREY B. FORDYCE AND KATHYRN A. FORDYCE
	  	2/22/2012	  		  		  	201211730	  	Washington	  	Pennsylvania
	156492000	  	 WAYNE D LEECH ET UX
	  	2/3/2012	  		  		  	201210474	  	Washington	  	Pennsylvania
	209689000	  	 CALVERT, NORA A
	  	7/9/2007	  		  		  	200718945	  	Washington	  	Pennsylvania
	209752000	  	 ESTATE OF JOHN C VAN ARSDALE JR
	  	11/17/2008	  		  		  	200833415	  	Washington	  	Pennsylvania
	209844000	  	 JOHNSON, DOUGLAS K & LAURA M
	  	12/28/2010	  		  		  	201041456	  	Washington	  	Pennsylvania
	216030000	  	 CONSOLIDATION COAL COMPANY
	  	2/18/1988	  	2313	  	387	  		  	Washington	  	Pennsylvania
	216034000	  	 WEAVER, JOHN R & B. LAURA
	  	12/11/1992	  	2517	  	425	  		  	Washington	  	Pennsylvania
	216035000	  	 MILLER, JOHN & JUDITH A
	  	12/17/1992	  	2518	  	374	  		  	Washington	  	Pennsylvania
	216036000	  	 STOCKER, FRANK W & LINDA
	  	3/31/1993	  	2528	  	577	  		  	Washington	  	Pennsylvania
	216039000	  	 BAYER, JOSEPH F & BILLIE I
	  	5/27/1993	  	2535	  	583	  		  	Washington	  	Pennsylvania
	216041000	  	 HOUSTON, VAUGHN E; HOUSTON, RAY E & NORMA JEAN
	  	5/10/1993	  	2533	  	28	  		  	Washington	  	Pennsylvania
	216042000	  	 ARCHER, W LELAND, WILL OF; HAROLD B ARCHER, EXECUT
	  	11/17/1993	  	2559	  	245	  		  	Washington	  	Pennsylvania
	216048000	  	 DILLE, DARYL G
	  	5/12/1993	  	2533	  	588	  		  	Washington	  	Pennsylvania
	216049000	  	 MENCER, ROBERT J & GERALDINE
	  	6/11/1993	  	2537	  	490	  		  	Washington	  	Pennsylvania


  
 B-1-6 








															
	 Lease
Number
	  	 Original Lessor/Grantor
	  	 Agreement
Date
	  	 Book
	  	 Page
	  	 Instrument #
	  	 County
	  	 State

	216051000	  	 BRETH, MARJORIE DAY
	  	8/5/1993	  	2545	  	49	  		  	Washington	  	Pennsylvania
	216056000	  	 CIMINO, WAYNE L & LOUISE
	  	11/3/1994	  	2612	  	213	  		  	Washington	  	Pennsylvania
	216057000	  	 SCHERICH, THOMAS E & BERTHA M
	  	1/28/2004	  		  		  	200401884	  	Washington	  	Pennsylvania
	216059000	  	 PHILLIPS, DANIEL K & JACQUELYN
	  	3/22/2005	  		  		  	200507899	  	Washington	  	Pennsylvania
	216073000	  	 MCGUIER, JOEL R & KELLEY ISHLER
	  	5/19/2005	  		  		  	200514153	  	Washington	  	Pennsylvania
	216074000	  	 WOODS, MAE M
	  	10/25/2005	  		  		  	200535925	  	Washington	  	Pennsylvania
	238183000	  	 WILLIAM L ANDERSON SR
	  	6/26/2012	  		  		  	201224088	  	Washington	  	Pennsylvania
	238956000	  	 PHILLIP R CONKLIN ET UX
	  	5/8/2010	  		  		  	201031694	  	Washington	  	Pennsylvania
	238963000	  	 ELBERT E MINOR ET AL
	  	9/11/2009	  		  		  	201003355	  	Washington	  	Pennsylvania
	239168000	  	 GARY P MORGAN ET UX
	  	3/11/2009	  		  		  	200908232	  	Washington	  	Pennsylvania
	239175000	  	 DENNIS J LOCY
	  	4/27/2009	  		  		  	200913947	  	Washington	  	Pennsylvania
	239184000	  	 LUCINDA M PARRY ET VIR
	  	10/29/2008	  		  		  	200832274	  	Washington	  	Pennsylvania
	239185000	  	 JOHN P DIBBLE JR ET AL
	  	1/13/2010	  		  		  	201006103	  	Washington	  	Pennsylvania
	239187000	  	 SUE E CLUTTER ET AL
	  	2/6/2009	  		  		  	200912958	  	Washington	  	Pennsylvania
	239189000	  	 ROBERT D SHERBURNE
	  	6/16/2009	  		  		  	200918302	  	Washington	  	Pennsylvania
	239192000	  	 JAMES N ROBERTS ET UX
	  	4/1/2009	  		  		  	200931737	  	Washington	  	Pennsylvania
	239193000	  	 WILLIAM J GRASSER JR ET UX
	  	5/18/2009	  		  		  	200914747	  	Washington	  	Pennsylvania
	239195000	  	 RONALD C FUEHRER ET UX
	  	8/3/2009	  		  		  	200926406	  	Washington	  	Pennsylvania
	239196000	  	 JAMES J CRUM
	  	7/7/2008	  		  		  	200817528	  	Washington	  	Pennsylvania
	239197000	  	 JACK PIATT II ET AL
	  	7/20/2008	  		  		  	200824710	  	Washington	  	Pennsylvania
	239198000	  	 SAMUEL R PRICE ET UX
	  	10/27/2009	  		  		  	200937596	  	Washington	  	Pennsylvania
	239202000	  	 MICHAEL J SHYMCHYK
	  	3/3/2008	  		  		  	200814479	  	Washington	  	Pennsylvania
	239207000	  	 HOWARD E HILL ET UX
	  	4/16/2009	  		  		  	200911035	  	Washington	  	Pennsylvania
	239411000	  	 DONALD J LOGUE ET UX
	  	4/9/2012	  		  		  	201216469	  	Washington	  	Pennsylvania
	239677000	  	 C T DODD
	  	6/14/2026	  	574	  	365	  		  	Washington	  	Pennsylvania
	239677000	  	 C T DODD
	  	6/14/2026	  	574	  	365	  		  	Washington	  	Pennsylvania
	240582001	  	 TOD MROCK
	  	7/26/2012	  		  		  	201235188	  	Washington	  	Pennsylvania
	240582002	  	 SANDRA D MROCK
	  	9/26/2012	  		  		  	201235189	  	Washington	  	Pennsylvania


  
 B-1-7 








															
	 Lease
Number
	  	 Original Lessor/Grantor
	  	 Agreement
Date
	  	 Book
	  	 Page
	  	 Instrument #
	  	 County
	  	 State

	240582003	  	 GARY M MROCK
	  	7/13/2012	  		  		  	201235190	  	Washington	  	Pennsylvania
	240582004	  	 MAUREEN E MROCK
	  	7/26/2012	  		  		  	201235191	  	Washington	  	Pennsylvania
	240582005	  	 DANIEL G MROCK
	  	7/26/2012	  		  		  	201236286	  	Washington	  	Pennsylvania
	240582006	  	 LORRAINE ELIAS
	  	7/17/2012	  		  		  	201236297	  	Washington	  	Pennsylvania
	240582007	  	 RUDOLPH PARKER KERON
	  	7/20/2012	  		  		  	201235192	  	Washington	  	Pennsylvania
	240582008	  	 TIMOTHY J TUTTLE ET UX
	  	7/23/2012	  		  		  	201235193	  	Washington	  	Pennsylvania
	240582009	  	 MARTIN MCNEIL ET UX
	  	7/20/2012	  		  		  	201235194	  	Washington	  	Pennsylvania
	240766000	  	 JAMES A CARTER ET UX
	  	10/4/2012	  		  		  	201308036	  	Washington	  	Pennsylvania
	241993000	  	 KAREN S HUCKO ET VIR
	  	8/27/2012	  		  		  	201238877	  	Washington	  	Pennsylvania
	242194000	  	 ELIZABETH D YOUNG ET AL
	  	4/6/2029	  		  		  	201134239	  	Washington	  	Pennsylvania
	243237000	  	 EUGENE W SCHERICH ET AL
	  	12/18/2012	  		  		  	201238891	  	Washington	  	Pennsylvania
	243571000	  	 ANDREW R CLARKSON
	  	12/11/2012	  		  		  	201310825	  	Washington	  	Pennsylvania
	244782000	  	 THOMAS R DORSEY
	  	6/5/2010	  		  		  	201033854	  	Washington	  	Pennsylvania
	245090000	  	 DONNA MAES HILL LLC
	  	7/24/2012	  		  		  	201226149	  	Washington	  	Pennsylvania
	245091000	  	 BRUCE E LIVINGOOD ET UX
	  	4/2/2012	  		  		  	201226148	  	Washington	  	Pennsylvania
	245094000	  	 MCGUIER FAMILY FARM LLC
	  	4/25/2012	  		  		  	201226145	  	Washington	  	Pennsylvania
	245326000	  	 JAIME L MARGARIA
	  	2/27/2012	  		  		  	201213675	  	Washington	  	Pennsylvania
	245331000	  	 PETE F PIRILLO JR
	  	2/27/2012	  		  		  	201213672	  	Washington	  	Pennsylvania
	245350000	  	 DAY CLAN LLC
	  	5/8/2012	  		  		  	201214453	  	Washington	  	Pennsylvania
	245419001	  	 GEORGE R MAXWELL
	  	1/30/2012	  		  		  	201227640	  	Washington	  	Pennsylvania
	245419002	  	 KEITH A MAXWELL
	  	1/30/2012	  		  		  	201227660	  	Washington	  	Pennsylvania
	245419003	  	 KEVIN M MAXWELL
	  	3/15/2013	  		  		  	201331118	  	Washington	  	Pennsylvania
	246718000	  	 LARRY E BEDILLION ET UX
	  	4/16/2013	  		  		  	201322042	  	Washington	  	Pennsylvania
	247307000	  	 HENRY SWAGGARD ET AL
	  	7/9/2025	  	531	  	601	  		  	Washington	  	Pennsylvania
	250406000	  	 MARK ANDREW POWELL ET UX
	  	1/23/2009	  		  		  	200912677	  	Washington	  	Pennsylvania
	251240000	  	 PATRICK M MCMULLEN ET UX
	  	2/17/2012	  		  		  	201211171	  	Washington	  	Pennsylvania
	253262000	  	 HAROLD D FRYE ET UX
	  	5/17/1967	  	1262	  	95	  		  	Washington	  	Pennsylvania
	253452000	  	 OPAL D WINNETT
	  	7/21/2006	  	2386	  	383	  		  	Washington	  	Pennsylvania


  
 B-1-8 








															
	 Lease
Number
	  	 Original Lessor/Grantor
	  	 Agreement
Date
	  	 Book
	  	 Page
	  	 Instrument #
	  	 County
	  	 State

	253454000	  	 W M HARSH ET UX
	  	4/14/1964	  	1176	  	425	  		  	Washington	  	Pennsylvania
	253467000	  	 CHARLES E CLUTTER ET UX
	  	9/14/1967	  	1267	  	712	  		  	Washington	  	Pennsylvania
	253476000	  	 RELLA V CUNNINGHAM ET VIR
	  	2/10/1959	  	1041	  	559	  		  	Washington	  	Pennsylvania
	253478000	  	 DELLA M WALLACE ET AL
	  	11/28/1967	  	1274	  	999	  		  	Washington	  	Pennsylvania
	253560000	  	 W M HARSH ET UX
	  	6/14/1966	  	1245	  	737	  	196606222	  	Washington	  	Pennsylvania
	253563000	  	 WILLIAM G MILLIKEN ET UX
	  	7/27/1967	  	1269	  	325	  		  	Washington	  	Pennsylvania
	253675000	  	 DESSIE G RICHEY
	  	11/10/1966	  		  		  	201302107	  	Washington	  	Pennsylvania
	255225000	  	 CHARLES R MILLIKEN ET UX
	  	11/10/1964	  	1194	  	141	  		  	Washington	  	Pennsylvania
	255243000	  	 NELLIE H CLUTTER ET VIR
	  	4/11/1968	  	1278	  	330	  		  	Washington	  	Pennsylvania
	255986000	  	 LOTTIE J RAYMER
	  	9/14/1967	  	1267	  	708	  		  	Washington	  	Pennsylvania
	260838000	  	 HYSEE L DAY ET UX
	  	8/31/2021	  	497	  	197	  		  	Washington	  	Pennsylvania
	110242001	  	 ROBERT T KLINE ET UX
	  	8/24/1988	  	2876	  	520	  		  	Westmoreland	  	Pennsylvania
	110498000	  	 SANDRA J CALIZZI ET AL
	  	4/15/1987	  	2740	  	612	  		  	Westmoreland	  	Pennsylvania
	112967000	  	 SAMUEL E GALLAGHER ET AL
	  	6/5/1985	  	2650	  	527	  		  	Westmoreland	  	Pennsylvania
	113003000	  	 AVONMORE LAND AND IMPROVEMENT COMPANY
	  	2/15/2001	  	308	  	108	  		  	Westmoreland	  	Pennsylvania
	113419000	  	 KEROTEST MANUFACTURING COMPANY
	  	5/12/1950	  	1385	  	84	  		  	Westmoreland	  	Pennsylvania
	119270000	  	 JAMES KRALIK ET UX
	  	12/12/2001	  		  		  	200201220005393	  	Westmoreland	  	Pennsylvania
	119355000	  	 MUNICIPAL AUTHORITY OF WESTMORELAND
	  	1/1/2002	  		  		  	200206130039309	  	Westmoreland	  	Pennsylvania
	119399000	  	 DONALD D. EVANS, ET AL
	  	9/29/2002	  		  		  	200209100057802	  	Westmoreland	  	Pennsylvania
	119464000	  	 MUNICIPAL AUTHORITY OF WESTMORELAND COUN
	  	8/6/2002	  		  		  	200302190013077	  	Westmoreland	  	Pennsylvania
	119822000	  	 ROBERT C SHAW ET AL
	  	7/23/2003	  		  		  	200308210068213	  	Westmoreland	  	Pennsylvania
	119977000	  	 STEPHEN N TOWER ET UX
	  	8/18/2003	  		  		  	200404140020979	  	Westmoreland	  	Pennsylvania
	119978000	  	 CHRISTOPHER D. & JANE M. TOWER
	  	4/6/2005	  		  		  	200202250013293	  	Westmoreland	  	Pennsylvania
	121106000	  	 DEBORAH A DORSEY
	  	11/14/2007	  		  		  	200805220021612	  	Westmoreland	  	Pennsylvania
	121107000	  	 ROBERT P HOLTZ ET UX
	  	11/15/2007	  		  		  	200805220021613	  	Westmoreland	  	Pennsylvania
	121781000	  	 EDWARD M KROKOSKY ET UX
	  	6/2/2010	  		  		  	201007060023196	  	Westmoreland	  	Pennsylvania
	121783000	  	 ZEAL H BREWER ET UX
	  	5/29/2010	  		  		  	201011290043795	  	Westmoreland	  	Pennsylvania


  
 B-1-9 








															
	 Lease
Number
	  	 Original Lessor/Grantor
	  	 Agreement
Date
	  	 Book
	  	 Page
	  	 Instrument #
	  	 County
	  	 State

	121802000	  	 WILLIAM JANKOVIK ET UX
	  	8/22/2010	  		  		  	201103070008403	  	Westmoreland	  	Pennsylvania
	121803000	  	 LAURETTA M MUSSER
	  	9/3/2010	  		  		  	201103070008404	  	Westmoreland	  	Pennsylvania
	121804000	  	 CHRIS TOWER ET UX
	  	9/15/2010	  		  		  	201103310011573	  	Westmoreland	  	Pennsylvania
	121810000	  	 HOWARD S BERTA ET UX
	  	12/29/2010	  		  		  	201103310011567	  	Westmoreland	  	Pennsylvania
	121811000	  	 ANTHONY S BUTCHER ET AL
	  	12/29/2010	  		  		  	201103310011560	  	Westmoreland	  	Pennsylvania
	121812000	  	 DAVID A HOLM ET UX
	  	12/29/2010	  		  		  	201103310011568	  	Westmoreland	  	Pennsylvania
	121813000	  	 PATRICIA A ONDISH
	  	12/29/2010	  		  		  	201103310011561	  	Westmoreland	  	Pennsylvania
	121832001	  	 DAVID A MATSON
	  	12/7/2010	  		  		  	201103310011576	  	Westmoreland	  	Pennsylvania
	121905000	  	 NANCY J SHANTA
	  	4/15/2011	  		  		  	201108260030914	  	Westmoreland	  	Pennsylvania
	121906000	  	 C ROBERT SHANTA JR
	  	4/15/2011	  		  		  	201108260030915	  	Westmoreland	  	Pennsylvania
	121971001	  	 RICHARD HILL
	  	5/8/2011	  		  		  	201110200038323	  	Westmoreland	  	Pennsylvania
	121971002	  	 HOWARD WAYNE WIESTER
	  	5/20/2011	  		  		  	201110200038315	  	Westmoreland	  	Pennsylvania
	121971003	  	 WILLIAM W CALDWELL
	  	5/24/2011	  		  		  	201110200038317	  	Westmoreland	  	Pennsylvania
	121971004	  	 HOWARD E HILL
	  	8/22/2011	  		  		  	201110200038316	  	Westmoreland	  	Pennsylvania
	121971005	  	 ELIZABETH ANN TROXELL
	  	9/1/2011	  		  		  	201110200038328	  	Westmoreland	  	Pennsylvania
	121971006	  	 N IRENE CLARK
	  	9/20/2011	  		  		  	201110200038321	  	Westmoreland	  	Pennsylvania
	121983000	  	 DOUGLAS W IFFT ET UX
	  	5/12/2005	  		  		  	200506030027624	  	Westmoreland	  	Pennsylvania
	121989000	  	 MUNICIPAL AUTHORITY OF WESTMORELAND COUN
	  	7/11/2002	  		  		  	200207290048651	  	Westmoreland	  	Pennsylvania
	121990000	  	 MUNICIPAL AUTHORITY OF WESTMORELAND COUN
	  	4/10/2003	  		  		  	200304290032722	  	Westmoreland	  	Pennsylvania
	122003000	  	 JOHN W BANKOSKE ET UX
	  	9/22/2006	  		  		  	200611150056116	  	Westmoreland	  	Pennsylvania
	122004000	  	 MUNICIPAL AUTHORITY OF WESTMORELAND COUN
	  	2/21/2002	  		  		  	200203210019679	  	Westmoreland	  	Pennsylvania
	122006000	  	 ROSALIE B KRYSTON ET AL
	  	11/5/2010	  		  		  	201012160047147	  	Westmoreland	  	Pennsylvania
	122014000	  	 FRANCIS S DEMARCO
	  	8/4/2011	  		  		  	201110200038318	  	Westmoreland	  	Pennsylvania
	122015001	  	 DAVID MATSON
	  	5/3/2011	  		  		  	201110200038322	  	Westmoreland	  	Pennsylvania
	122016000	  	 JEFFREY C BURTON
	  	9/26/2011	  		  		  	201110200038320	  	Westmoreland	  	Pennsylvania
	122035000	  	 FREDERICK J SLACK ET UX
	  	11/16/2011	  		  		  	201111170042612	  	Westmoreland	  	Pennsylvania


  
 B-1-10 








															
	 Lease
Number
	  	 Original Lessor/Grantor
	  	 Agreement
Date
	  	 Book
	  	 Page
	  	 Instrument #
	  	 County
	  	 State

	122053000	  	 ROBERT L ANDERSON ET UX
	  	6/29/2011	  		  		  	201111290043953	  	Westmoreland	  	Pennsylvania
	125763000	  	 DAVID DUFF
	  	8/28/1999	  		  		  	0002/02166	  	Westmoreland	  	Pennsylvania
	125905000	  	 P R LONG ET UX
	  	12/14/2011	  		  		  	0020/02035	  	Westmoreland	  	Pennsylvania
	126236000	  	 SIMON P BORTZ ET UX
	  	4/24/1930	  	915	  	140	  		  	Westmoreland	  	Pennsylvania
	126262000	  	 MYRTIE M POTTS ET VIR
	  	6/24/1932	  		  		  	0085/00271	  	Westmoreland	  	Pennsylvania
	126474000	  	 JOSEPH R MARCO ET AL
	  	9/30/1946	  	1266	  	15	  		  	Westmoreland	  	Pennsylvania
	127484000	  	 TWILA N SAUL
	  	1/14/1981	  		  		  	0301/00076	  	Westmoreland	  	Pennsylvania
	152338001	  	 KEROTEST MFG. COMPANY
	  	5/12/1950	  	1385	  	84	  		  	Westmoreland	  	Pennsylvania
	238039000	  	 SPD FAMILY LIMITED PARTNERSHIP
	  	12/13/2013	  		  		  	201312130049072	  	Westmoreland	  	Pennsylvania
	239407000	  	 NANCY ANN FERGUSON RAIRIGH ET VIR
	  	8/23/2012	  		  		  	201208270035353	  	Westmoreland	  	Pennsylvania
	239408000	  	 NANCY ANN FERGUSON RAIRIGH ET VIR
	  	8/23/2012	  		  		  	201208270035354	  	Westmoreland	  	Pennsylvania
	240165001	  	 WINIFRED SHANER
	  	10/1/2012	  		  		  	201302120005715	  	Westmoreland	  	Pennsylvania
	240165002	  	 WILLIAM V SHANER
	  	1/10/2013	  		  		  	201302250007303	  	Westmoreland	  	Pennsylvania
	240165003	  	 GEORGE E SHANER
	  	12/28/2012	  		  		  	201302250007302	  	Westmoreland	  	Pennsylvania
	244755000	  	 RICHARD SLAUGHENHAUPT ET UX
	  	1/16/2013	  		  		  	201302250007300	  	Westmoreland	  	Pennsylvania
	245129000	  	 CLAIR J RUBRIGHT ET AL
	  	4/20/1987	  	2735	  	272	  		  	Westmoreland	  	Pennsylvania
	245130000	  	 MUNICIPAL AUTHORITY OF WESTMORELAND COUNTY
	  	8/11/1994	  	3279	  	577	  		  	Westmoreland	  	Pennsylvania
	245131000	  	 ARTHUR D HENDERSON
	  	5/3/1985	  	2606	  	632	  		  	Westmoreland	  	Pennsylvania
	245132000	  	 ANNA MOORHEAD ET AL
	  	11/25/1986	  	2719	  	310	  		  	Westmoreland	  	Pennsylvania
	245915000	  	 HOWARD A BORTZ ET UX
	  	10/30/1984	  	2832	  	364	  		  	Westmoreland	  	Pennsylvania
	246663000	  	 THE BRUNOT COMPANY INC
	  	4/6/2013	  		  		  	201304160014665	  	Westmoreland	  	Pennsylvania
	247305000	  	 HENRY H COY
	  	4/12/2005	  	517	  	400	  		  	Westmoreland	  	Pennsylvania
	250284000	  	 SENATE COAL MINES INC
	  	7/16/2013	  		  		  	201308260035230	  	Westmoreland	  	Pennsylvania
	255632000	  	 ARTHUR PRATI ET UX
	  	1/18/2014	  		  		  	201402030002989	  	Westmoreland	  	Pennsylvania
	110188000	  	 DAYWOOD FOUNDATION INC
	  	4/18/1983	  	95	  	620	  		  	Barbour	  	West Virginia
	112006000	  	 HENRY H STREETS
	  	11/13/1970	  	68	  	455	  		  	Barbour	  	West Virginia
	112435000	  	 ELENOR WEEKLEY ET AL
	  	5/1/1973	  	72	  	267	  		  	Barbour	  	West Virginia


  
 B-1-11 








															
	 Lease
Number
	  	 Original Lessor/Grantor
	  	 Agreement
Date
	  	 Book
	  	 Page
	  	 Instrument #
	  	 County
	  	 State

	121787002	  	 MCFUTURE LLC
	  	9/29/2011	  	154	  	609	  		  	Barbour	  	West Virginia
	121787003	  	 ARCELORMITTAL PRISTINE RESOURCES LLC
	  	10/13/2011	  	155	  	367	  		  	Barbour	  	West Virginia
	121789000	  	 ARCELORMITTAL PRISTINE RESOURCES INC
	  	10/27/2010	  	152	  	554	  		  	Barbour	  	West Virginia
	121826001	  	 PEGGY CHESSER SJOBERG
	  	11/16/2010	  	153	  	93	  		  	Barbour	  	West Virginia
	121826002	  	 JULIA C MARTINE
	  	12/13/2010	  	153	  	172	  		  	Barbour	  	West Virginia
	121931000	  	 ARCELORMITTAL PRISTINE RESOURCES INC
	  	3/21/2011	  	155	  	239	  		  	Barbour	  	West Virginia
	121961000	  	 TIFFANY A ROBINSON ET AL
	  	3/11/2011	  	154	  	620	  		  	Barbour	  	West Virginia
	121962000	  	 MURL PATRICK MITCHELL ET UX
	  	3/23/2011	  	154	  	625	  		  	Barbour	  	West Virginia
	121963000	  	 LEVADA ANN MITCHELL ET VIR
	  	3/23/2011	  	154	  	630	  		  	Barbour	  	West Virginia
	121964000	  	 JAMES GREGORY MITCHELL
	  	3/23/2011	  	154	  	635	  		  	Barbour	  	West Virginia
	121967001	  	 MICHAEL P MITCHELL
	  	3/23/2011	  	155	  	189	  		  	Barbour	  	West Virginia
	121967002	  	 THE DIANA GOFF CATHER M TRUST
	  	11/8/2012	  	160	  	642	  	119335	  	Barbour	  	West Virginia
	131750000	  	 RUTH WOODS DAYTON
	  	9/23/1967	  	62	  	265	  		  	Barbour	  	West Virginia
	132167000	  	 GERALD BAUGHMAN ET AL
	  	6/1/1966	  	59	  	76	  		  	Barbour	  	West Virginia
	132378000	  	 LUCY O NEAL
	  	8/20/1959	  	41	  	66	  		  	Barbour	  	West Virginia
	132381000	  	 W J POLING ET UX
	  	8/21/1959	  	41	  	84	  		  	Barbour	  	West Virginia
	132385000	  	 ELIZABETH TETER ET AL
	  	8/20/1959	  	41	  	276	  		  	Barbour	  	West Virginia
	132398000	  	 LUCILLE CHESSER ET VIR
	  	10/21/1959	  	41	  	417	  		  	Barbour	  	West Virginia
	132464000	  	 MARTHA D STRADER ET AL
	  	2/27/1969	  	65	  	497	  		  	Barbour	  	West Virginia
	132474000	  	 ELMIRA GULENTZ
	  	9/15/1960	  	42	  	326	  		  	Barbour	  	West Virginia
	132491000	  	 MERLE MCVICKER ET UX
	  	5/4/1961	  	43	  	359	  		  	Barbour	  	West Virginia
	132494000	  	 A L PROUDFOOT ET UX
	  	5/4/1961	  	OG43	  	353	  		  	Barbour	  	West Virginia
	132495000	  	 D O MITCHELL
	  	5/3/1961	  	43	  	351	  		  	Barbour	  	West Virginia
	132496000	  	 C S MITCHELL ET UX
	  	5/4/1961	  	43	  	349	  		  	Barbour	  	West Virginia
	132497000	  	 JUNIOR L MORREL ET UX
	  	12/15/1970	  	OG69	  	91	  		  	Barbour	  	West Virginia
	132501000	  	 RALPH PLUM ET UX
	  	12/15/1970	  	OG69	  	46	  		  	Barbour	  	West Virginia
	132502000	  	 WILBERT MCVICKER ET UX
	  	5/11/1961	  	OG43	  	315	  		  	Barbour	  	West Virginia
	132503000	  	 L DOW PHILLIPS ET UX
	  	5/5/1961	  	OG43	  	307	  		  	Barbour	  	West Virginia


  
 B-1-12 








															
	 Lease
Number
	  	 Original Lessor/Grantor
	  	 Agreement
Date
	  	 Book
	  	 Page
	  	 Instrument #
	  	 County
	  	 State

	132506000	  	 MONZELL MITCHELL ET UX
	  	5/19/1961	  	43	  	295	  		  	Barbour	  	West Virginia
	132522000	  	 CLINTON ROBINSON ET AL
	  	5/2/1961	  	OG44	  	256	  		  	Barbour	  	West Virginia
	132530000	  	 ZORA MCQUAIN
	  	7/12/1961	  	44	  	283	  		  	Barbour	  	West Virginia
	132533000	  	 MORA MCDANIEL ET AL
	  	5/9/1961	  	OG44	  	355	  		  	Barbour	  	West Virginia
	132537000	  	 IRA MCBEE ET AL
	  	5/4/1961	  	44	  	371	  		  	Barbour	  	West Virginia
	132544000	  	 W H LANTZ ET UX
	  	10/23/1961	  	45	  	137	  		  	Barbour	  	West Virginia
	132618000	  	 C M BOWMAR ET AL
	  	1/31/1964	  	48	  	360	  		  	Barbour	  	West Virginia
	132690000	  	 J M O’NEAL
	  	3/24/1965	  	53	  	262	  		  	Barbour	  	West Virginia
	132820000	  	 UNITED STATES STEEL CORP
	  	10/12/1967	  	62	  	487	  		  	Barbour	  	West Virginia
	243010000	  	 ROGER SCOTT MITCHELL
	  	10/21/2012	  	160	  	647	  	119337	  	Barbour	  	West Virginia
	244886000	  	 MICHAEL PATRICK MITCHELL
	  	12/12/2012	  	162	  	601	  	130375	  	Barbour	  	West Virginia
	246072000	  	 CLARENCE J POLING ET UX
	  	3/7/2013	  	163	  	294	  	140593	  	Barbour	  	West Virginia
	246356000	  	 CLARENCE J POLING ET AL
	  	2/19/2013	  	163	  	289	  	140592	  	Barbour	  	West Virginia
	110612000	  	 A W COFFMAN
	  	12/22/2003	  	143	  	420	  		  	Harrison	  	West Virginia
	130568000	  	 W G BENNETT ET AL
	  	3/27/2001	  	42	  	217	  		  	Lewis	  	West Virginia
	175969001	  	 ELLSWORTH H. SCHERICH AND THELMA L. SCHERICH
	  	8/11/2009	  		  		  	1277792	  	Marshall	  	West Virginia
	176153000	  	 DALE E CAMPBELL
	  	7/21/2009	  	687	  	319-322	  	1276418	  	Marshall	  	West Virginia
	176154000	  	 DALE E CAMPBELL
	  	7/21/2009	  	687	  	323-327	  	1276419	  	Marshall	  	West Virginia
	176157000	  	 DALE E CAMPBELL
	  	7/21/2009	  	687	  	328-331	  	1276420	  	Marshall	  	West Virginia
	176164000	  	 DAVID KINNEY ET AL
	  	9/9/2009	  		  		  	1286688	  	Marshall	  	West Virginia
	176167000	  	 DUANE L WISLON ET UX
	  	9/1/2009	  	697	  	308	  	1283409	  	Marshall	  	West Virginia
	176201000	  	 JOHN A GRAY ET UX
	  	11/10/2009	  	697	  	237-239	  	1283271	  	Marshall	  	West Virginia
	176220001	  	 TIERRA OIL COMPANY LLC
	  	12/21/2009	  	772	  	73	  	1286687	  	Marshall	  	West Virginia
	176220002	  	 ROBERT B. ELLIOTT
	  	1/6/2010	  	707	  	260	  	1291211	  	Marshall	  	West Virginia
	176220003	  	 SCOTT REED
	  	11/4/2009	  	701	  	409	  	1286684	  	Marshall	  	West Virginia
	176220004	  	 JACKIE FRYE
	  	11/24/2009	  	700	  	265-267	  	1285497	  	Marshall	  	West Virginia
	176220005	  	 RICHARD & MARY BARTO
	  	11/11/2009	  	700	  	268-270	  	1285498	  	Marshall	  	West Virginia


  
 B-1-13 








															
	 Lease
Number
	  	 Original Lessor/Grantor
	  	 Agreement
Date
	  	 Book
	  	 Page
	  	 Instrument #
	  	 County
	  	 State

	176454001	  	 JACKIE L FRYE
	  	12/16/2009	  	707	  	729	  	1291217	  	Marshall	  	West Virginia
	176454002	  	 RICHARD BARTO ET UX
	  	2/2/2010	  	805	  	609	  	1350450	  	Marshall	  	West Virginia
	176454003	  	 SCOTT D REED
	  	11/30/2009	  	805	  	613	  	1350451	  	Marshall	  	West Virginia
	176457001	  	 ELLSWORTH SCHERICH ET UX
	  	11/11/2009	  	708	  	361	  	1291866	  	Marshall	  	West Virginia
	176457002	  	 MABLE L. RIGGLE
	  	3/25/2011	  	738	  	165	  	1308002	  	Marshall	  	West Virginia
	176467000	  	 PATRICK SHANE RIGGLE
	  	7/20/2010	  	705	  	239	  	1289559	  	Marshall	  	West Virginia
	176490000	  	 RICHARD E. HARTLEY, SR & BARBARA E. HARTLEY
	  	6/4/2010	  	707	  	286	  	1291219	  	Marshall	  	West Virginia
	176496000	  	 RALPH E. MOORE AND MICHAEL R. FLYNN
	  	8/16/2010	  		  		  	1292703	  	Marshall	  	West Virginia
	176497000	  	 VIOLA LAND, INC.
	  	8/16/2010	  	709	  	515	  	1292704	  	Marshall	  	West Virginia
	176505000	  	 ROBERT R. TOLAND & CARRIE M. TOLAND
	  	6/12/2010	  	709	  	519	  	1292705	  	Marshall	  	West Virginia
	176517000	  	 AMERICAN PREMIER UNDERWRITERS, INC.
	  	8/17/2010	  	711	  	79	  	1293977	  	Marshall	  	West Virginia
	176523000	  	 RUDOLPH F CEBULA JR
	  	10/12/2010	  	725	  	153	  	1300752	  	Marshall	  	West Virginia
	176524001	  	 GENEVA TERRILL
	  	9/16/2010	  	720	  	420	  	1298535	  	Marshall	  	West Virginia
	176524002	  	 WILLIAM D EARNEST
	  	9/17/2010	  	720	  	424	  	1298537	  	Marshall	  	West Virginia
	176536000	  	 VIOLA SPORTMANS CLUB
	  	12/15/2010	  	731	  	522	  	1304279	  	Marshall	  	West Virginia
	176556000	  	 JAMES KEVIN SAMPSON
	  	4/9/2011	  	744	  	321	  	1311028	  	Marshall	  	West Virginia
	176557000	  	 GERALD K. WHITE AND SARAH A. WHITE
	  	4/28/2011	  	738	  	209	  	130817	  	Marshall	  	West Virginia
	176561000	  	 JAMES DOLAN AND MARY J. DOLAN
	  	5/12/2011	  	744	  	160	  	1310693	  	Marshall	  	West Virginia
	176562001	  	 CATHY A CROMIKA
	  	6/3/2011	  	744	  	325	  	1311029	  	Marshall	  	West Virginia
	176562002	  	 WILLIAM J. HEGEDUS AND MARGARET R. MORGAN H/W
	  	8/7/2011	  	749	  	6	  	1313288	  	Marshall	  	West Virginia
	176562003	  	 GERALD D. HEGEDUS
	  	11/14/2011	  	757	  	415	  	1318122	  	Marshall	  	West Virginia
	176565001	  	 JULIA RIGGLE
	  	6/15/2011	  	744	  	329	  	1311030	  	Marshall	  	West Virginia
	176565002	  	 RALPH CURTIS RIGGLE, BY NICK RIGGLE, ATTORNEY-IN-F
	  	10/26/2011	  	757	  	419	  	1318123	  	Marshall	  	West Virginia
	176565003	  	 MABLE L. RIGGLE
	  	10/26/2011	  	758	  	219	  	1318625	  	Marshall	  	West Virginia
	176571001	  	 CHARLES E DAGUE
	  	6/22/2011	  	747	  	150	  	1312398	  	Marshall	  	West Virginia
	176571002	  	 RONALD J HORR
	  	6/22/2011	  	747	  	154	  	1312399	  	Marshall	  	West Virginia


  
 B-1-14 








															
	 Lease
Number
	  	 Original Lessor/Grantor
	  	 Agreement
Date
	  	 Book
	  	 Page
	  	 Instrument #
	  	 County
	  	 State

	176577000	  	 JAY A SEABRIGHT ET UX
	  	8/17/2011	  	748	  	56	  	1312772	  	Marshall	  	West Virginia
	176588001	  	 WILLIAM D. EARNEST
	  	10/11/2011	  	758	  	275	  	1318732	  	Marshall	  	West Virginia
	176588002	  	 LEONA M. RIGGLE
	  	10/10/2011	  	758	  	279	  	1318742	  	Marshall	  	West Virginia
	176588003	  	 MARY ELLEN WHIPKEY
	  	10/12/2011	  	757	  	423	  	1318125	  	Marshall	  	West Virginia
	176588004	  	 JOAN MILLIKEN
	  	10/12/2011	  	757	  	141	  	1317603	  	Marshall	  	West Virginia
	176588005	  	 EULA J. RIGGLE BENNETT
	  	10/10/2011	  	757	  	145	  	1317604	  	Marshall	  	West Virginia
	176588007	  	 JAMES D. RIGGLE
	  	10/15/2011	  	757	  	145	  	1317604	  	Marshall	  	West Virginia
	176588008	  	 EVELYN M. VAN KIRK AKA EVELYN (EVIE) VAN KIRK
	  	10/15/2011	  	757	  	153	  	1317607	  	Marshall	  	West Virginia
	176588009	  	 SHIRLEY DULANEY
	  	10/21/2011	  	758	  	283	  	1318744	  	Marshall	  	West Virginia
	176588010	  	 BARBARA K. RIGGLE
	  	10/21/2011	  	758	  	291	  	1318748	  	Marshall	  	West Virginia
	176588011	  	 ROBIN WILLIAMS
	  	10/21/2011	  	758	  	295	  	1318749	  	Marshall	  	West Virginia
	176588012	  	 BELINDA WEST
	  	10/21/2011	  	758	  	299	  	1318752	  	Marshall	  	West Virginia
	176588013	  	 EDNA MAE HOMROCK BRAFCHAK
	  	11/3/2011	  	758	  	303	  	1318754	  	Marshall	  	West Virginia
	176588014	  	 JULIA A. KIGER
	  	11/3/2011	  	758	  	307	  	1318755	  	Marshall	  	West Virginia
	176588015	  	 BRUCE J. KIGER
	  	11/3/2011	  	758	  	311	  	1318756	  	Marshall	  	West Virginia
	176588016	  	 CHRISTINE M. ELLIS F.K.A CHRISTINE M. TRIGG
	  	11/3/2011	  	758	  	315	  	1318757	  	Marshall	  	West Virginia
	176588017	  	 BETTY LOU RIGGLE
	  	11/3/2011	  	758	  	319	  	1318758	  	Marshall	  	West Virginia
	176588018	  	 IDA LOU TAYLOR
	  	11/3/2011	  	759	  	507	  	1319551	  	Marshall	  	West Virginia
	176588020	  	 EUNICE A. RIGGLE
	  	11/3/2011	  	760	  	24	  	1319787	  	Marshall	  	West Virginia
	176588022	  	 SARAH JANE STAHL
	  	12/9/2011	  	763	  	16	  	1321918	  	Marshall	  	West Virginia
	176588023	  	 WILLIAM L RIGGLE
	  	12/9/2011	  	763	  	20	  	1321919	  	Marshall	  	West Virginia
	176588024	  	 RICHARD P RIGGLE
	  	12/9/2011	  	767	  	223	  	1324609	  	Marshall	  	West Virginia
	176588025	  	 WAYNE A RIGGLE
	  	1/18/2012	  	771	  	183	  	1326895	  	Marshall	  	West Virginia
	176588026	  	 CAROLYN PORTER
	  	12/13/2011	  	766	  	153	  	1323728	  	Marshall	  	West Virginia
	176588027	  	 ROLAND I RIGGLE JR
	  	9/18/2012	  	787	  	643	  	1338080	  	Marshall	  	West Virginia
	176588028	  	 LINDA D WILLIAMS
	  	11/3/2011	  	764	  	220	  	13225500	  	Marshall	  	West Virginia
	176588029	  	 MICHAEL D DONATO
	  	12/12/2011	  	764	  	253	  	1322608	  	Marshall	  	West Virginia


  
 B-1-15 








															
	 Lease
Number
	  	 Original Lessor/Grantor
	  	 Agreement
Date
	  	 Book
	  	 Page
	  	 Instrument #
	  	 County
	  	 State

	176588030	  	 LORETTA K COULTER
	  	12/13/2011	  	766	  	149	  	1323726	  	Marshall	  	West Virginia
	176588031	  	 HESTLE B RIGGLE JR
	  	11/3/2011	  	764	  	216	  	1322549	  	Marshall	  	West Virginia
	176588032	  	 TERRI G HELT
	  	12/13/2011	  	766	  	157	  	1323730	  	Marshall	  	West Virginia
	176588033	  	 THOMAS E RIGGLE
	  	1/10/2012	  	764	  	257	  	1322610	  	Marshall	  	West Virginia
	176588034	  	 FRANCIS A RIGGLE JR
	  	1/10/2012	  	764	  	261	  	1322611	  	Marshall	  	West Virginia
	176588035	  	 ROBERTA M DILLOW
	  	1/10/2012	  	763	  	398	  	1322307	  	Marshall	  	West Virginia
	176588036	  	 CRYSTAL J FITZEK
	  	1/10/2012	  	763	  	399	  	1322308	  	Marshall	  	West Virginia
	176588037	  	 RONNY S BARTRAM
	  	1/10/2012	  	763	  	403	  	1322309	  	Marshall	  	West Virginia
	176588038	  	 JAISON M CARMAN
	  	1/10/2012	  	763	  	407	  	1322310	  	Marshall	  	West Virginia
	176588039	  	 JEREMY M CARMAN
	  	1/10/2012	  	763	  	411	  	1322311	  	Marshall	  	West Virginia
	176588040	  	 FREDERICK M CARMAN
	  	1/10/2012	  	763	  	445	  	1322322	  	Marshall	  	West Virginia
	176588041	  	 CHRISTOPHER J PRICE
	  	1/10/2012	  	764	  	224	  	1322551	  	Marshall	  	West Virginia
	176588042	  	 ROLANDA B PLUM
	  	1/10/2012	  	764	  	228	  	1322552	  	Marshall	  	West Virginia
	176588043	  	 ROY J RIGGLE
	  	1/10/2012	  	764	  	232	  	1322553	  	Marshall	  	West Virginia
	176588044	  	 DENNIS C HENDERSON
	  	12/9/2011	  	765	  	67	  	1322983	  	Marshall	  	West Virginia
	176588045	  	 AMY L MINCH
	  	12/9/2011	  	765	  	63	  	1322982	  	Marshall	  	West Virginia
	176588046	  	 RUTH E SCHACHT
	  	1/10/2012	  	768	  	585	  	1325662	  	Marshall	  	West Virginia
	176588047	  	 VALERIE M HARLACHER
	  	1/18/2012	  	780	  	50	  	1332633	  	Marshall	  	West Virginia
	176627001	  	 CINDY P WOOD AKA CINDY KIGER WOOD
	  	10/18/2011	  	757	  	157	  	1317608	  	Marshall	  	West Virginia
	183309000	  	 NISOURCE ENERGY VENTURES, LLC (NEVCO), COLUMBIA GA
	  	7/27/2009	  	782	  	1	  	1333957	  	Marshall	  	West Virginia
	225647000	  	 RIGGLE, HESTLE B JR & LORETTA J
	  	11/15/2004	  	642	  	279	  		  	Marshall	  	West Virginia
	238542001	  	 LINDA MARCHAL
	  	2/28/2012	  	792	  	392	  	1341420	  	Marshall	  	West Virginia
	238947000	  	 KENNETH J PORTER ET UX
	  	6/15/2012	  	776	  	31	  	1330317	  	Marshall	  	West Virginia
	238948000	  	 MARK D ULLOM II
	  	6/27/2012	  	776	  	35	  	1330319	  	Marshall	  	West Virginia
	239738001	  	 SANDRA C KOONTZ
	  	9/4/2012	  	778	  	280	  	1331874	  	Marshall	  	West Virginia
	240192001	  	 RICHARD WAYNE ANDERSON ET AL
	  	7/15/2012	  	783	  	458	  	1335345	  	Marshall	  	West Virginia
	240662001	  	 DONNA CALABRESE
	  	12/7/2011	  	763	  	245	  	1322200	  	Marshall	  	West Virginia


  
 B-1-16 








															
	 Lease
Number
	  	 Original Lessor/Grantor
	  	 Agreement
Date
	  	 Book
	  	 Page
	  	 Instrument #
	  	 County
	  	 State

	240662002	  	 JEAN HARTZELL
	  	12/7/2011	  	767	  	227	  	1324610	  	Marshall	  	West Virginia
	240662003	  	 LARRY HARTLEY
	  	12/15/2011	  	764	  	274	  	1322616	  	Marshall	  	West Virginia
	240662004	  	 BETTY TRAVIS
	  	12/7/2011	  	764	  	240	  	1322555	  	Marshall	  	West Virginia
	240662005	  	 RANDY HARTZELL
	  	12/7/2011	  	767	  	364	  	1324786	  	Marshall	  	West Virginia
	240662006	  	 CYNTHIA J HARTZELL
	  	7/13/2012	  	797	  	113	  	1344525	  	Marshall	  	West Virginia
	240736000	  	 JAMES B WELCH
	  	1/26/1960	  	342	  	11	  		  	Marshall	  	West Virginia
	240738000	  	 GEORGE N JUNKINS ET UX
	  	3/29/1960	  	342	  	133	  		  	Marshall	  	West Virginia
	240739000	  	 MAUDE DAGUE ET AL
	  	2/8/1960	  	342	  	197	  		  	Marshall	  	West Virginia
	240742000	  	 BENTON HAZLETT ET UX
	  	2/5/1960	  	342	  	19	  		  	Marshall	  	West Virginia
	240743000	  	 EARL J WILSON
	  	12/23/1958	  	326	  	159	  		  	Marshall	  	West Virginia
	240745000	  	 MATTIE E DAGUE DICKEL
	  	8/3/1959	  	326	  	428	  		  	Marshall	  	West Virginia
	240748000	  	 ELLSWORTH JUNKINS ET UX
	  	2/5/1960	  	342	  	15	  		  	Marshall	  	West Virginia
	240749000	  	 EARL J WILSON
	  	12/23/1958	  	326	  	163	  		  	Marshall	  	West Virginia
	240752000	  	 CARL W DOMAN ET UX
	  	5/3/1968	  	395	  	570	  		  	Marshall	  	West Virginia
	240754000	  	 ELIZABETH WELCH
	  	1/26/1960	  	342	  	35	  		  	Marshall	  	West Virginia
	240755000	  	 LUKE L MERINAR ET AL
	  	4/4/1960	  	342	  	180	  		  	Marshall	  	West Virginia
	240756000	  	 RICHARD D MCCAUSLAND ET UX
	  	1/22/1963	  	360	  	353	  		  	Marshall	  	West Virginia
	240757000	  	 C M MAGERS ET UX
	  	2/5/1963	  	361	  	167	  		  	Marshall	  	West Virginia
	240758000	  	 SARA E BLAKE
	  	3/12/1973	  	434	  	153	  		  	Marshall	  	West Virginia
	240759000	  	 ERVIN RITCHEA ET UX
	  	9/1/1965	  	375	  	429	  		  	Marshall	  	West Virginia
	240761000	  	 BESSIE L INGERSOLL ET AL
	  	5/22/1963	  	363	  	87	  		  	Marshall	  	West Virginia
	241532001	  	 VIRGINIA M PARSONS
	  	8/1/2012	  	784	  	552	  	1336079	  	Marshall	  	West Virginia
	241532002	  	 GARY WAYNE TIMMONS ET UX
	  	9/24/2012	  	787	  	108	  	1337438	  	Marshall	  	West Virginia
	241532003	  	 MARY U PHILLIPS
	  	9/19/2012	  	787	  	111	  	1337439	  	Marshall	  	West Virginia
	241532004	  	 MERLE H JENKINS ET VIR
	  	9/22/2012	  	787	  	114	  	1337440	  	Marshall	  	West Virginia
	241532005	  	 WILLIAM HOWARD ET UX
	  	9/25/2012	  	787	  	117	  	1337442	  	Marshall	  	West Virginia
	241532006	  	 COLETTE M AUGUSTINE
	  	9/22/2012	  	787	  	120	  	1337443	  	Marshall	  	West Virginia
	241532007	  	 MARK E HOWARD ET UX
	  	10/3/2012	  	788	  	5	  	1338084	  	Marshall	  	West Virginia


  
 B-1-17 








															
	 Lease

Number
	  	 Original Lessor/Grantor
	  	 Agreement

Date
	  	 Book
	  	 Page
	  	 Instrument #
	  	 County
	  	 State

	241532008	  	 NANCY W MILLER ET VIR
	  	9/22/2012	  	788	  	8	  	1338085	  	Marshall	  	West Virginia
	241532009	  	 NANCY C WATSON
	  	8/23/2012	  	790	  	17	  	1340008	  	Marshall	  	West Virginia
	241532010	  	 MARY JANE GORDON
	  	10/3/2012	  	790	  	20	  	1340010	  	Marshall	  	West Virginia
	241532011	  	 JAMES H BLAKE JR
	  	9/25/2012	  	788	  	624	  	1339045	  	Marshall	  	West Virginia
	241532012	  	 JAMES WATSON ET UX
	  	9/8/2012	  	788	  	627	  	1339046	  	Marshall	  	West Virginia
	241532013	  	 LANCE TEURFS ET UX
	  	9/22/2012	  	788	  	630	  	1339047	  	Marshall	  	West Virginia
	241532014	  	 QUENTIN CRON
	  	9/22/2012	  	788	  	633	  	1339048	  	Marshall	  	West Virginia
	241532015	  	 DEBRA L FREDLEY
	  	9/8/2012	  	788	  	636	  	1339049	  	Marshall	  	West Virginia
	241532016	  	 RICHARD PRINCE ET UX
	  	1/18/2013	  	794	  	62	  	1342336	  	Marshall	  	West Virginia
	241532017	  	 DEBRA A GRAHAM
	  	10/8/2012	  	789	  	549	  	1339870	  	Marshall	  	West Virginia
	241532018	  	 BARBARA PATTERSON ET VIR
	  	11/15/2012	  	790	  	23	  	1340011	  	Marshall	  	West Virginia
	241532019	  	 G RICHARD ABBOTT
	  	10/16/2012	  	790	  	615	  	1340519	  	Marshall	  	West Virginia
	241532020	  	 CATHERINE K TAYLOR ET VIR
	  	12/8/2012	  	794	  	301	  	1342753	  	Marshall	  	West Virginia
	241532021	  	 BLAKE C HOWARD ET UX
	  	12/21/2012	  	794	  	305	  	1342754	  	Marshall	  	West Virginia
	241693001	  	 JOHN F HUDSON ET UX
	  	2/3/2012	  	767	  	231	  	1324611	  	Marshall	  	West Virginia
	242391000	  	 WHEELING CREEK WATERSHED PROTECTION AND FLOOD PREV
	  	3/11/2010	  	701	  	215	  	1286527	  	Marshall	  	West Virginia
	244065000	  	 JENNIFER FILBY ET VIR
	  	11/26/2012	  	789	  	561	  	1339875	  	Marshall	  	West Virginia
	244073000	  	 W FRANK WINEMAN ET AL
	  	8/19/1971	  	417	  	498	  		  	Marshall	  	West Virginia
	244074000	  	 CARL E NAMACK ET UX
	  	1/6/1965	  	375	  	11	  		  	Marshall	  	West Virginia
	244324000	  	 CARL W GROPPE JR TRUST
	  	2/15/2012	  	763	  	459	  		  	Marshall	  	West Virginia
	244678000	  	 ROBERT BRENT KOONTZ ET AL
	  	4/19/2010	  	702	  	419	  	1287734	  	Marshall	  	West Virginia
	246617000	  	 GEORGE N JUNKINS ET UX
	  	4/4/1960	  	342	  	169	  		  	Marshall	  	West Virginia
	247229000	  	 FAZAL A KHAN
	  	12/23/2010	  	727	  	588	  	1302163	  	Marshall	  	West Virginia
	247991000	  	 WILLIAM W SHOOK ET AL
	  	1/11/1960	  	326	  	552	  		  	Marshall	  	West Virginia
	249411000	  	 ARMSTRONG J BLAKE ET AL
	  	3/14/1960	  	401	  	117	  		  	Marshall	  	West Virginia
	249422000	  	 JAMES DAGUE ET AL
	  	6/16/2010	  	703	  	150	  	1288020	  	Marshall	  	West Virginia
	249719000	  	 WILLIAM J RIGGLE ET UX
	  	2/9/1960	  	342	  	39	  		  	Marshall	  	West Virginia


  
 B-1-18 








															
	 Lease

Number
	  	 Original Lessor/Grantor
	  	 Agreement

Date
	  	 Book
	  	 Page
	  	 Instrument #
	  	 County
	  	 State

	249721000	  	 CARL W DOMAN ET AL
	  	5/3/1968	  	395	  	590	  		  	Marshall	  	West Virginia
	249722000	  	 RAY RIGGLE ET UX
	  	1/15/1960	  	326	  	560	  		  	Marshall	  	West Virginia
	249724000	  	 HARRY C DAGUE
	  	11/21/1960	  	342	  	364	  		  	Marshall	  	West Virginia
	249725000	  	 LLOYD BUSH ET UX
	  	5/9/1968	  	395	  	562	  		  	Marshall	  	West Virginia
	249946000	  	 CECIL HARTLEY ET UX
	  	2/24/1960	  	342	  	59	  		  	Marshall	  	West Virginia
	249947000	  	 F E EARLIWINE ET UX
	  	2/17/1961	  	342	  	399	  		  	Marshall	  	West Virginia
	249948000	  	 A E BLAKE ET AL
	  	8/6/1959	  	326	  	380	  		  	Marshall	  	West Virginia
	249949000	  	 INA WHITE ET VIR
	  	10/23/1963	  	363	  	227	  		  	Marshall	  	West Virginia
	249950000	  	 CLYDE S RIGGLE ET UX
	  	2/14/1967	  	381	  	399	  		  	Marshall	  	West Virginia
	249951000	  	 CLYDE S RIGGLE ET UX
	  	5/26/1969	  	401	  	375	  		  	Marshall	  	West Virginia
	249952000	  	 LLOYD BUSH ET UX
	  	5/9/1968	  	395	  	582	  		  	Marshall	  	West Virginia
	249974000	  	 LEMOYNE A EARLIWINE ET AL
	  	8/4/1999	  	583	  	674	  	1999004184	  	Marshall	  	West Virginia
	250039000	  	 HAZEL SAMMONS
	  	12/7/1959	  	326	  	511	  		  	Marshall	  	West Virginia
	250060000	  	 WILLIAM R MCGARY ET UX
	  	11/5/1964	  	371	  	515	  		  	Marshall	  	West Virginia
	250067000	  	 WILLIAM J RIGGLE ET UX
	  	10/23/1963	  	363	  	355	  		  	Marshall	  	West Virginia
	250103000	  	 LAWRENCE A GITTINGS ET UX
	  	1/12/1960	  	326	  	556	  		  	Marshall	  	West Virginia
	250105000	  	 ELMER HARTLEY ET UX
	  	2/24/1960	  	342	  	63	  		  	Marshall	  	West Virginia
	250113000	  	 GEORGE W DUNN ET UX
	  	5/7/1968	  	395	  	574	  		  	Marshall	  	West Virginia
	250115000	  	 THOMAS J ELDER ET UX
	  	3/19/1986	  	515	  	473	  		  	Marshall	  	West Virginia
	250116000	  	 ELLSWORTH H HARSH ET AL
	  	3/7/1973	  	434	  	158	  		  	Marshall	  	West Virginia
	251451000	  	 D O HARTLEY ET UX
	  	10/6/1969	  	401	  	399	  		  	Marshall	  	West Virginia
	251467000	  	 J L CROW ET UX
	  	7/10/2000	  	74	  	386	  		  	Marshall	  	West Virginia
	251490000	  	 FLORA B RAYMER ET AL
	  	3/16/1967	  	381	  	395	  		  	Marshall	  	West Virginia
	251512000	  	 LILLIE TODD ET AL
	  	2/5/1960	  	342	  	83	  		  	Marshall	  	West Virginia
	251911000	  	 JOHN GITTINGS ET UX
	  	8/3/2003	  	103	  	443	  		  	Marshall	  	West Virginia
	251924000	  	 J T SCOTT ET AL
	  	2/1/2005	  	117	  	361	  		  	Marshall	  	West Virginia
	251938000	  	 AMERICAN PREMIER UNDERWRITERS INC
	  	11/22/2011	  	757	  	137	  	1317602	  	Marshall	  	West Virginia
	251957000	  	 FAIRY HARSH CLUTTER ET VIR
	  	2/20/1940	  	215	  	42	  		  	Marshall	  	West Virginia


  
 B-1-19 








															
	 Lease

Number
	  	 Original Lessor/Grantor
	  	 Agreement

Date
	  	 Book
	  	 Page
	  	 Instrument #
	  	 County
	  	 State

	251964000	  	 FLORA B RAYMER ET AL
	  	3/16/1967	  	381	  	391	  		  	Marshall	  	West Virginia
	251968000	  	 FLORA B RAYMER ET AL
	  	3/16/1967	  	381	  	469	  		  	Marshall	  	West Virginia
	252202000	  	 NELLIE HICKS ET AL
	  	8/5/1959	  	326	  	331	  		  	Marshall	  	West Virginia
	252204000	  	 NELLIE HICKS ET AL
	  	8/5/1959	  	326	  	335	  		  	Marshall	  	West Virginia
	252205000	  	 CHARLES R MILLIKEN ET UX
	  	10/15/1968	  	401	  	79	  		  	Marshall	  	West Virginia
	252206000	  	 JANE HOWARD ET AL
	  	6/8/1971	  	427	  	728	  		  	Marshall	  	West Virginia
	253141000	  	 COLUMBIA GAS TRANSMISSION LLC
	  	7/24/2009	  	683	  	557	  	1272463	  	Marshall	  	West Virginia
	254564000	  	 ARTHUR D FISHER ET AL
	  	8/5/1963	  	363	  	143	  		  	Marshall	  	West Virginia
	254565000	  	 GEORGE M MILLIKEN ET UX
	  	8/7/1963	  	363	  	147	  		  	Marshall	  	West Virginia
	254566000	  	 MAXINE GITTINGS ET AL
	  	11/16/1966	  	381	  	337	  		  	Marshall	  	West Virginia
	254567000	  	 MAXINE GITTINGS
	  	11/16/1966	  	381	  	341	  		  	Marshall	  	West Virginia
	254570000	  	 THOMAS FONNER ET UX
	  	7/27/1959	  	326	  	368	  		  	Marshall	  	West Virginia
	254571000	  	 THOMAS FONNER ET UX
	  	7/27/1959	  	326	  	376	  		  	Marshall	  	West Virginia
	254572000	  	 LESSIE V KIMMINS
	  	7/30/1959	  	326	  	313	  		  	Marshall	  	West Virginia
	254573000	  	 THOMAS L RIGGLE ET UX
	  	7/28/1959	  	326	  	384	  		  	Marshall	  	West Virginia
	254575000	  	 MINNIE HARSH ET AL
	  	7/27/1959	  	326	  	372	  		  	Marshall	  	West Virginia
	254576000	  	 OLLIE EVANS
	  	7/29/1959	  	326	  	321	  		  	Marshall	  	West Virginia
	254577000	  	 EDWARD L HURLEY ET UX
	  	8/4/1959	  	326	  	392	  		  	Marshall	  	West Virginia
	254583000	  	 JOSEPH D DONATO ET UX
	  	3/14/1960	  	342	  	88	  		  	Marshall	  	West Virginia
	254586000	  	 ARMSTRONG J BLAKE ET AL
	  	3/14/1960	  	342	  	119	  		  	Marshall	  	West Virginia
	254591000	  	 MAXINE GITTINGS ET AL
	  	1/9/1969	  	401	  	117	  		  	Marshall	  	West Virginia
	254669000	  	 FRANCIS M BEITH ET AL
	  	8/26/1959	  	326	  	432	  		  	Marshall	  	West Virginia
	255936000	  	 CHARLES R MILLIKEN ET UX
	  	5/20/1970	  	401	  	463	  		  	Marshall	  	West Virginia
	256229000	  	 DAVID RUTHERFORD ET UX
	  	10/13/2008	  	676	  	305	  		  	Marshall	  	West Virginia
	121827000	  	 DANIEL WILLIAM CARPENTER ET AL
	  	2/2/2011	  	93	  	135	  	2011003434	  	Upshur	  	West Virginia
	121828000	  	 DANIEL WILLIAM CARPENTER ET AL
	  	2/2/2011	  	93	  	137	  	2011003432	  	Upshur	  	West Virginia
	121829000	  	 DANIEL WILLIAM CARPENTER ET AL
	  	2/2/2011	  	93	  	139	  	2011003434	  	Upshur	  	West Virginia
	121924000	  	 MILTON L CARPENTER ET UX
	  	2/19/2011	  	94	  	456	  		  	Upshur	  	West Virginia


  
 B-1-20 








															
	 Lease

Number
	  	 Original Lessor/Grantor
	  	 Agreement

Date
	  	 Book
	  	 Page
	  	 Instrument #
	  	 County
	  	 State

	122108000	  	 RALPH H HARPER ET UX
	  	8/12/1980	  	63	  	471	  		  	Upshur	  	West Virginia
	131947000	  	 WESLEY H ODELL ET UX
	  	12/14/1951	  	28	  	93	  		  	Upshur	  	West Virginia
	132100000	  	 B. B. RADABAUGH ET UX
	  	8/19/1954	  	31	  	268	  		  	Upshur	  	West Virginia
	132104000	  	 M B RADABAUGH ET UX
	  	9/1/1954	  	31	  	307	  		  	Upshur	  	West Virginia
	132117000	  	 JOE BOZIC ET UX
	  	12/24/1954	  	31	  	429	  		  	Upshur	  	West Virginia
	132163000	  	 VIRGINIA M WHITE ET AL
	  	6/27/1956	  	33	  	443	  		  	Upshur	  	West Virginia
	132164000	  	 VIRGINIA WHITE ET AL
	  	6/27/1956	  	33	  	446	  		  	Upshur	  	West Virginia
	132188000	  	 PECKS RUN COAL
	  	4/10/1957	  	34	  	225	  		  	Upshur	  	West Virginia
	132241000	  	 PECKS RUN COAL COMPANY
	  	12/11/1957	  	34	  	515	  		  	Upshur	  	West Virginia
	132256000	  	 PECKS RUN COAL COMPANY
	  	2/21/1958	  	35	  	60	  		  	Upshur	  	West Virginia
	132897000	  	 R S WARD ET AL
	  	11/6/1952	  	31	  	79	  		  	Upshur	  	West Virginia
	248159000	  	 KEITH V SINCLAIR ET UX
	  	5/14/2013	  	99	  	239	  	2013022834	  	Upshur	  	West Virginia
	248160000	  	 WALTER S SINCLAIR JR ET UX
	  	5/13/2013	  	98	  	458	  	2013014701	  	Upshur	  	West Virginia
	248170000	  	 JESSE H CARPENTER ET UX
	  	6/29/1971	  	53	  	530	  		  	Upshur	  	West Virginia
	249623000	  	 RONALD R AUSTIN ET UX
	  	6/17/2013	  	98	  	203	  	2013011134	  	Upshur	  	West Virginia
	251513000	  	 ELLEN SMITH
	  	7/17/2013	  	98	  	346	  	2013013718	  	Upshur	  	West Virginia
	253906000	  	 MATTHEW J BRIGHT ET UX
	  	9/26/2013	  	98	  	490	  	2013017180	  	Upshur	  	West Virginia
	256564000	  	 CSX TRANSPORTATION INC
	  	2/24/2014	  	99	  	619	  	2014003604	  	Upshur	  	West Virginia


  
 B-1-21 







 EXHIBIT B-2 

DEDICATION AREA 
 The
“Dedication Area” consists of the following municipalities and districts outlined in the attached map: 
  

					
	 State
	  	 County
	  	 Municipality

			
	PA	  	Allegheny	  	Aleppo Township, Aspinwall Borough, Avalon Borough, Baldwin Borough, Baldwin Borough, Baldwin Township, Bell Acres Borough, Bellevue Borough, Ben Avon Borough, Ben Avon Heights Borough, Bethel Park Borough, Blawnox Borough,
Brackenridge Borough, Braddock Borough, Braddock Hills Borough, Brentwood Borough, Bridgeville Borough, Carnegie Borough, Castle Shannon Borough, Chalfant Borough, Cheswick Borough, Churchill Borough, Clairton City, Collier Township, Coraopolis
Borough, Crafton Borough, Crescent Township, Dormont Borough, Dravosburg Borough, Duquesne City, East Deer Township, East McKeesport Borough, East Pittsburgh Borough, Edgewood Borough, Edgeworth Borough, Elizabeth Borough, Elizabeth Township,
Emsworth Borough, Etna Borough, Findlay Township, Forest Hills Borough, Forward Township, Fox Chapel Borough, Franklin Park Borough, Frazer Township, Glassport Borough, Glenfield Borough, Green Tree Borough, Hampton Township, Harmar Township,
Harrison Township, Haysville Borough, Heidelberg Borough, Homestead Borough, Indiana Township, Ingram Borough, Jefferson Hills Borough, Kennedy Township, Kilbuck Township, Leet Township, Leetsdale Borough, Liberty Borough, Lincoln Borough,
McCandless Township, McDonald Borough, McKees Rocks Borough, McKeesport City, Millvale Borough, Moon Township, Mount Lebanon Township, Mount Oliver Borough, Munhall Borough, Municipality of Monroeville Borough, Neville Township, North Braddock
Borough, North Fayette Township, North Versailles Township, Oakdale Borough, Oakmont Borough, O’Hara Township, O’Hara Township, O’Hara Township, O’Hara Township, Ohio Township, Osborne Borough, Penn Hills Township, Pennsbury
Village Borough, Pitcairn Borough, Pittsburgh City, Pleasant Hills Borough, Plum Borough, Port Vue Borough, Rankin Borough, Reserve Township, Robinson Township, Ross Township, Rosslyn Farms Borough, Scott Township, Sewickley Borough, Sewickley
Heights Borough, Sewickley Hills Borough, Shaler Township, Sharpsburg Borough, South Fayette Township, South Park Township, South Versailles Township, Springdale Borough, Springdale Township, Stowe Township, Swissvale Borough, Swissvale Borough,
Tarentum Borough, Thornburg Borough, Trafford Borough, Turtle Creek Borough, Upper St. Clair Township, Verona Borough, Versailles Borough, Wall Borough, West Deer Township, West Elizabeth Borough, West Homestead Borough, West Mifflin Borough, West
View Borough, Whitaker Borough, White Oak Borough, White Oak Borough, Whitehall Borough, Wilkins Township, Wilkinsburg Borough, Wilmerding Borough
			
	PA	  	Armstrong	  	Apollo Borough, Burrell Township, Elderton Borough, Freeport Borough, Gilpin Township, Kiskiminetas Township, Kittanning Township, Leechburg Borough, North Apollo Borough, Parks Township, Plumcreek Township, South Bend
Township
			
	PA	  	Beaver	  	Aliquippa City, Ambridge Borough, Frankfort Springs Borough, Greene Township, Hanover Township, Harmony Township, Hookstown Borough, Hopewell Township, Independence Township, Raccoon Township, Shippingport Borough, South Heights
Borough
			
	PA	  	Fayette	  	Belle Vernon Borough, Brownsville Township, Brownsville Borough, Fayette City Borough, Jefferson Township, Luzerne Township, Newell Borough, Perry Township, Perryopolis Borough, Washington Township
			
	PA	  	Greene	  	Aleppo Township, Center Township, Clarksville Borough, Franklin Township, Freeport Township, Gilmore Township, Gray Township, Jackson Township, Jefferson Borough, Jefferson Township, Morgan Township, Morris Township, Perry Township,
Rices Landing Borough, Richhill Township, Springhill Township, Washington Township, Wayne Township, Waynesburg Borough, Whiteley Township
			
	PA	  	Indiana	  	Armstrong Township, Black Lick Township, Blairsville Borough, Brush Valley Township, Burrell Township, Center Township, Conemaugh Township, Homer City Borough, Indiana Borough, Saltsburg Borough, Shelocta Borough, White Township,
Young Township
			
	PA	  	Washington	  	All


  
 B-2-1 








					
			
	PA	  	Westmoreland	  	Adamsburg Borough, Allegheny Township, Arnold City, Arona Borough, Avonmore Borough, Bell Township, Delmont Borough, Derry Township, Derry Borough, East Huntingdon Township, East Vandergrift Borough, Export Borough, Greensburg City,
Hempfield Township, Hempfield Township, Hunker Borough, Hyde Park Borough, Irwin Borough, Jeannette City, Latrobe City, Lower Burrell City, Loyalhanna Township, Madison Borough, Manor Borough, Monessen City, Mount Pleasant Borough, Municipality of
Murrysville Borough, New Alexandria Borough, New Kensington City, New Stanton Borough, North Belle Vernon Borough, North Huntingdon Township, North Irwin Borough, Oklahoma Borough, Penn Borough, Penn Township, Rostraver Township, Salem Township,
Sewickley Township, Smithton Borough, South Greensburg Borough, South Huntingdon Township, Southwest Greensburg Borough, Sutersville Borough, Trafford Borough, Unity Township, Upper Burrell Township, Vandergrift Borough, Washington Township, West
Leechburg Borough, West Newton Borough, Youngstown Borough, Youngwood Borough

  

					
	 State
	  	 County
	  	 District

			
	WV	  	Brooke	  	All districts
			
	WV	  	Doddridge	  	All districts
			
	WV	  	Hancock	  	All districts
			
	WV	  	Harrison	  	All districts
			
	WV	  	Lewis	  	All districts
			
	WV	  	Marion	  	All districts
			
	WV	  	Marshall	  	All districts
			
	WV	  	Ohio	  	All districts
			
	WV	  	Taylor	  	All districts
			
	WV	  	Tyler	  	All districts
			
	WV	  	Upshur	  	All districts
			
	WV	  	Wetzel	  	All districts
			
	WV	  	Barbour	  	Cove District, Elk District, Glade District, Philippi District, Pleasant District, Union District
			
	WV	  	Gilmer	  	DeKalb District, Glenville District, Troy District
			
	WV	  	Monongalia	  	Battelle District, Clay District, Clinton District, Grant District
			
	WV	  	Pleasants	  	Lafayette District, Union District
			
	WV	  	Ritchie	  	Clay District, Murphy District, Union District
			
	WV	  	Brooke	  	All districts
			
	WV	  	Doddridge	  	All districts
			
	WV	  	Hancock	  	All districts
			
	WV	  	Harrison	  	All districts


  
 B-2-2 







  
 




 

  
 B-2-1 







 EXHIBIT B-3 

MAJORSVILLE AREA 
 The
“Majorsville Area” consists of the following municipalities and districts: 
  

					
	 State
	  	 County
	  	 Municipality

			
	 PA
	  	Greene	  	Richhill
			
	 PA
	  	Washington	  	West Finley
			
	 WV
	  	Marshall	  	Sand Hill and Webster


  
 B-3-1 







 EXHIBIT B-4 

MOUNDSVILLE AREA 
 The
“Moundsville Area” consists of the following municipalities and districts: 
  

					
	 State
	  	 County
	  	 Municipality

			
	 WV
	  	Marshall	  	Clay, Franklin and Meade


  
 B-4-1 







 EXHIBIT B-5 

PIA AREA 
 The “PIA
Area” consists of the following municipalities and districts: 
  

					
	 State
	  	 County
	  	 Municipality

			
	 PA
	  	Allegheny	  	Findlay and Moon


  
 B-5-1 







 EXHIBIT B-6 

MARCELLUS FORMATION LOG 
  





 

  
 B-6-1 







  
 



 

  
 B-6-2 







  
 



 

  
 B-6-3 







 EXHIBIT C 

PARTIES’ ADDRESSES FOR NOTICE PURPOSES 
  

							
	Shipper:	  	
		
	NOTICES & CORRESPONDENCE	  	PAYMENTS BY ELECTRONIC FUNDS TRANSFER
		
	 CNX Gas Company LLC
 CNX Center

1000 CONSOL Energy Drive
 Canonsburg, PA 15317
	  	 ABA/Routing Number: 
 Account
Number: 
 Account Name: 
 For Credit to: 

	Attention:	 	Jason Mumford	  		  	
	Telephone:	 	724-485-4116	  		  	
	Email:  jasonmumford@consolenergy.com	  		  	
			
		 		  	INVOICES
			
		 		  	 1000 CONSOL Energy Drive

Canonsburg, PA 15317

		 		  	Attention:	  	Patrick Weiner
		 		  	Telephone:	  	724-485-3211
		 		  	Email:	  	patrickweiner@consolenergy.com
				
	Gatherer:	 		  		  	
		
	NOTICES & CORRESPONDENCE	  	PAYMENTS BY ELECTRONIC FUNDS TRANSFER
		
	 CONE Midstream Partners LP
 1000
CONSOL Energy Drive
 Canonsburg, PA 15317
	  	 ABA/Routing Number: 
 Account
Number: 
 Account Name: 

	Attention:	 	Joe Fink, COO	  	Bank: 
	Telephone:	 	724-485-3254	  		  	
	Email:	 	joefink@consolenergy.com	  		  	
			
		 		  	INVOICES
			
		 		  	 1000 CONSOL Energy Drive

Canonsburg, PA 15317

		 		  	Attention:	  	Treasury Director


  
 C-1 







 EXHIBIT D 

MEMORANDUM OF GATHERING AGREEMENT 

THIS MEMORANDUM OF GATHERING AGREEMENT (this “Memorandum”) is entered into by and between CNX Gas Company LLC, a
Virginia limited liability company (“Shipper”) and CONE Midstream Partners LP, a Delaware limited partnership (“Gatherer”). Shipper and Gatherer are individually referred to in this Memorandum as a
“Party” and collectively as “Parties.” 
 WHEREAS, the Parties hereto have executed that
certain Gathering Agreement dated [            ], 2014 (the “Gathering Agreement”); 

WHEREAS, Gatherer plans to construct and operate the Gathering System for gathering, dehydrating, treating, and re-delivering Gas and certain
Liquid Condensate produced within the certain counties in Pennsylvania and West Virginia; 
 WHEREAS, Shipper desires to dedicate certain
Gas and Liquid Condensate attributable to its right, title and interests in certain leases and/or wells located within a designated area to the Gathering System to be constructed by Gatherer; 

WHEREAS, Shipper desires to deliver such Gas and Liquid Condensate to Gatherer for the purpose of gathering, blending, dehydrating, treating,
stabilizing, storing, loading and re-delivering of such Gas and Liquid Condensate, and Gatherer desires to provide such services to Shipper on the terms and subject to the conditions in the Agreement; 

WHEREAS, the Parties have executed this Memorandum for the purpose of imparting notice to all persons of Shipper’s dedication and
commitment of its interests in oil and gas leases and/or oil and gas interests and Shipper’s production from or attributable to such interests to the Gathering Agreement. 

NOW, THEREFORE, the Parties agree as follows: 

1. The Gathering Agreement is incorporated in its entirety in this Memorandum by reference, and all capitalized terms used but not defined in
this Memorandum and defined in the Gathering Agreement shall have the meaning ascribed to them in the Gathering Agreement. 
 2. The Parties
have entered into the Gathering Agreement, to provide for, among other things, the commitment and dedication by Shipper its Dedicated Properties and the Gas and (to the extent provided from the PIA Area, the Majorsville Area or Moundsville Area) the
Joint Dedicated Liquid Condensate therefrom or attributable thereto (subject to any conflicting dedications as of the date hereof). The Dedicated Properties are Shipper’s interests in the oil and/or gas leases, mineral interests and other
similar interests jointly owned by Shipper and Noble (in undivided interests) in the Dedication Area as of the date hereof, including those certain oil and/or gas leases, mineral interests and other similar interests described on Exhibit A,
that are jointly owned by Shipper and Noble, to the extent and only to the extent that such oil and/or gas leases, mineral interests and other similar interests cover and relate to the Marcellus Formation. The Dedication Area is more particularly
described in Exhibit B. “Marcellus 

  
 D-1 







 
Formation” means, (a) in central Pennsylvania, specifically from the top of the Burkett in the DeArmitt #1 (API 37-129-27246) and 7000’MD through to the top of the Onondaga at
7530’MD and illustrated in the log attached on Exhibit C; (b) in southwest Pennsylvania, specifically from the top of the Burkett in the GH-10C-CV (API 37-059-25397) at 7600’MD through to the top of the Onondaga at
7900’MD and illustrated in the log attached on Exhibit C; and (c) in West Virginia, specifically from the top of the Burkett in the DEPI #14815 (API 47-001-02850) at 7350’MD through to the top of the Onondaga at
7710’MD and illustrated in the log attached on Exhibit C. 
 3. The dedication and commitment made by Shipper under the
Gathering Agreement is a covenant running with the land subject to the terms of the Gathering Agreement. Any transfer by Shipper of any of Shipper’s interests in the Dedicated Properties shall comply with Article 14 of the Gathering
Agreement, which, among other matters, requires that, except in certain circumstances, the transfer be expressly made subject to the Gathering Agreement. 

4. Should any person or firm desire additional information, said person or firm should contact: 

CONE Midstream Partners LP 
 1000 CONSOL Energy Drive 

Canonsburg, PA 15317 
 Attention: Chief Operating Officer 

			
	Telephone:	  	724-485-3254
	Fax:	  	724-485-4817

 and, subject to an appropriate confidentiality agreement, any person may receive a copy of the Gathering Agreement upon
written request to such person at such address. 
 5. Upon termination of the Agreement, Shipper and Gatherer shall file of record a release
and termination of the Agreement and this Memorandum. 
 6. This Memorandum shall be binding upon and shall inure to the benefit of the
Parties hereto, and to their respective heirs, devises, legal representatives, successors and permitted assigns. 
 [Signature page
follows] 

  
 D-2 







 IN WITNESS WHEREOF, this Memorandum shall be effective as of the      Day of
            , 2014. 
  

									
	“SHIPPER”	 		 	“GATHERER”
			
	CNX GAS COMPANY LLC	 		 	CONE MIDSTREAM PARTNERS LP
			
		 		 	By: CONE Midstream Partners GP LLC, its general partner
					
	By:	 	  
	 		 	By:	 	  

					
	Name:	 		 		 	Name:	 	
					
	Title:	 		 		 	Title:	 	

 [ACKNOWLEDGEMENTS TO BE ADDED] 

  
 D-3 







 EXHIBIT E 

INSURANCE 
 Each of Gatherer and Shipper
shall purchase and maintain in full force and effect at all times during the Term of this Agreement, at such Party’s sole cost and expense and from reliable insurance companies, policies providing the types and limits of insurance indicated
below, which insurance shall be regarded as a minimum and, to the extent of the obligations undertaken by such Party in this Agreement, shall be primary (with the exception of the Excess Liability Insurance and Workers’ Compensation) as to any
other existing, valid, and collectable insurance. Each Party’s deductibles shall be borne by that Party and shall be in amounts standard for the industry. 
  

	 	A.	Where applicable, Workers’ Compensation and Employers’ Liability Insurance, in accordance with the statutory requirements of the state in which the work is to be performed, and endorsed specifically to include
the following: 

  

	 	1.	Employers’ Liability, subject to a limit of liability of not less than $1,000,000 per accident, $1,000,000 for each employee/disease, and a 1,000,000 policy limit. 


The Workers’ Compensation and Employers’ Liability Insurance policy(ies) shall contain an alternate employer endorsement. 

 

	 	B.	Commercial General Liability Insurance, with limits of liability of not less than the following: 


$1,000,000 general aggregate 

$1,000,000 each occurrence, Bodily Injury and/or Property Damage Combined Single Limit 

Such insurance shall include the following: 
  

	 	1.	Premises and Operations coverage. 

  

	 	2.	Contractual Liability covering the liabilities assumed under this Agreement. 

  

	 	3.	Broad Form Property Damage Liability endorsement, unless policy is written on November 1988 or later ISO form. 

  

	 	4.	Products and Completed Operations. 

  

	 	5.	Time Element Limited Pollution coverage. 

  

	 	C.	Automobile Liability Insurance, with limits of liability of not less than the following: 


$1,000,000 Bodily Injury and/or Property Damage Combined Single Limit, for each occurrence. 

  
 E-1 







 Such coverage shall include hired and non-owned vehicles and owned vehicles where applicable.

  

	 	D.	Aircraft Liability Insurance. In any operation requiring the use or charter of aircraft and/or helicopters by Gatherer or Shipper, combined single limit insurance shall be carried or cause to be carried for public
liability, passenger liability and property damage liability in an amount of not less than $1,000,000 each occurrence; this insurance shall cover all owned and non-owned aircraft, including helicopters, used by Gatherer in connection with the
performance of the work set forth in this Agreement. 

  

	 	E.	Excess Liability Insurance, with limits of liability not less than the following: 

 Limits of
Liability – $25,000,000 Occurrence/Aggregate for Bodily Injury and Property Damage in excess of the coverage outlined in Paragraphs A, B, C and D. 

The limits of coverage required in this Agreement may be met with any combination of policies as long as the minimum required limits are met.

Each Party to this Agreement shall have the right to acquire, at its own expense, such additional insurance coverage as it desires to further protect itself
against any risk or liability with respect to this Agreement and operations and activities under this Agreement or related thereto. All insurance maintained by either Party, where applicable, shall contain a waiver by the insurance company of all
rights of subrogation in favor of all of the other Parties. 
 Neither the minimum policy limits of insurance required of the Parties nor the actual amounts
of insurance maintained by the Parties under their insurance program shall operate to modify the Parties’ liability or indemnity obligations in this Agreement. 

A Party may self-insure the requirements in this Exhibit E if its parent is considered investment grade (S&P BBB- or equivalent or higher);
provided that the Parties agree that each of the initial Parties to this Agreement shall be permitted to self-insure notwithstanding the foregoing required investment grade rating.  

  
 E-2 







 EXHIBIT F 

RECEIPT POINTS 
  

															
	 SWPA
	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	CNX-2 Pad	 	GH-19 CV	 	MOR-14B SH	 	NV-13E CV	 	NV-20B CV	 	NV-30C CV	 	NV-38C HS	 	NV-42B HS
	CNX-2	 	GH-2 Pad	 	MOR-14C SH	 	NV-15 Pad	 	NV-20C CV	 	NV-30D CV	 	NV-38D HS	 	NV-42C HS
	CNX-2A	 	GH-2 CV	 	MOR-17 Pad	 	NV-15B CV	 	NV-20D CV	 	NV-30E CV	 	NV-38E HS	 	NV-42D HS
	CNX-2B	 	GH-2A CV	 	MOR-17A SH	 	NV-15C CV	 	NV-20E-CV	 	NV-31 Pad	 	NV-38F HS	 	NV-42E HS
	CNX-3 Pad	 	GH-2B CV	 	MOR-17B SH	 	NV-15D CV	 	NV-22 Pad	 	NV-31B CV	 	NV-38G HS	 	NV-48 Pad
	CNX-3	 	GH-34 Pad	 	MOR-17C SH	 	NV-15E CV	 	NV-22 CV	 	NV-31C CV	 	NV-39 Pad	 	NV-48A CV
	CNX-4 Pad	 	GH-34 CV	 	MOR-20 Pad	 	NV-15F CV	 	NV-22A CV	 	NV-31D CV	 	NV-39A HS	 	NV-48B CV
	CNX-4	 	GH-35 Pad	 	MOR-20A HS	 	NV-15G CV	 	NV-25 Pad	 	NV-31E CV	 	NV-39B HS	 	NV-48D CV
	GH-10 Pad	 	GH-35 CV	 	MOR-20B HS	 	NV-16 Pad	 	NV-25 CV	 	NV-32 Pad	 	NV-39C HS	 	NV-48E CV
	GH 10 A CV	 	GH-35B CV	 	MOR-20F HS	 	NV-16 CV	 	NV-25A CV	 	NV-32A CV	 	NV-39D HS	 	NV-55 Pad
	GH 10 B CV	 	GH-6 Pad	 	MOR-20G HS	 	NV-16A CV	 	NV-25B CV	 	NV-32B CV	 	NV-39E HS	 	NV-55A HS
	GH 10 CV	 	GH-6 CV	 	MOR-9 Pad	 	NV-16B CV	 	NV-26 Pad	 	NV-32C CV	 	NV-39F HS	 	NV-55B HS
	GH-10C CV	 	GH-8 Pad	 	MOR-9 A HS	 	NV-17 Pad	 	NV-26 A CV	 	NV-36 Pad	 	NV-41 Pad	 	NV-55C HS
	GH-11 Pad	 	GH-8 CV	 	MOR-9 B HS	 	NV-17B CV	 	NV-26 C CV	 	NV-36A HS	 	NV-41A HS	 	NV-55D HS
	GH 11A CV	 	MOR-10 Pad	 	MOR-9 C SH	 	NV-17D CV	 	NV-26 CV	 	NV-36B HS	 	NV-41B HS	 	NV-55E HS
	GH-11 C CV	 	MOR-10A SH	 	MOR-9 D SH	 	NV-17E CV	 	NV-29 Pad	 	NV-36C HS	 	NV-41C HS	 	NV-55F HS
	GH-11 CV	 	MOR-10B SH	 	MOR-9 E SH	 	NV-17F CV	 	NV-29A CV	 	NV-36D HS	 	NV-41D HS	 	NV-55M HS
	GH-11B CV	 	MOR-10C SH	 	NV-19 Pad	 	NV-17G CV	 	NV-29B CV	 	NV-36E HS	 	NV-41E HS	 	NV-56 Pad
	GH-14 Pad	 	MOR-10D SH	 	NV 19C CV	 	NV-17H CV	 	NV-29C CV	 	NV-36G HS	 	NV-41F HS	 	NV-56A HS
	GH-14 CV	 	MOR-10E SH	 	NV-19B CV	 	NV-17J CV	 	NV-29D CV	 	NV-36H HS	 	NV-41G HS	 	NV-56B HS
	GH-15 Pad	 	MOR-10F SH	 	NV-19D CV	 	NV-20 Pad	 	NV-29E CV	 	NV-38 Pad	 	NV-41H HS	 	NV-56C HS
	GH-15 CV	 	MOR-14 Pad	 	NV-13 Pad	 	NV-20 CV	 	NV-30 Pad	 	NV-38A HS	 	NV-42 Pad	 	NV-56D HS
	GH-19 Pad	 	MOR-14A SH	 	NV-13D CV	 	NV-20A CV	 	NV-30B CV	 	NV-38B HS	 	NV-42A HS	 	NV-56E HS
		 		 		 		 		 		 		 	NV-56F HS

  

													
	 CPA
	 	 	 	 	 	 	 	 	 	 	 	 
	DeArmitt 1 Pad	 	DeArmitt 1H	 	Hutchinson #4F	 	Aikens #5C	 	Gaut #4B	 	Kuhns #3B	 	Mamont South #1D
	DeArmitt #1A	 	DeArmitt 1I	 	Hutchinson #4G	 	Aikens #5D	 	Gaut #4C	 	Kuhns #3C	 	Mamont South #1E
	DeArmitt #1B	 	Hutchinson 4 Pad	 	Hutchinson #4H	 	Aikens #5E	 	Gaut #4D	 	Kuhns #3D	 	Shaw 1 Pad
	DeArmitt #1C	 	Hutchinson #4A	 	Hutchinson #4I	 	Aikens #5F	 	Gaut #4E	 	Kuhns #3E	 	Shaw #1A
	DeArmitt 1D	 	Hutchinson #4B	 	Hutchinson #4J	 	Aikens #5G	 	Gaut #4F	 	Mamont South 1 Pad	 	Shaw #1B
	DeArmitt 1E	 	Hutchinson #4C	 	Aikens 5 Pad	 	Aikens #5H	 	Gaut #4G	 	Mamont South #1A	 	Shaw #1C
	DeArmitt 1F	 	Hutchinson #4D	 	Aikens #5A	 	Gaut 4 Pad	 	Kuhns 3 Pad	 	Mamont South #1B	 	
	DeArmitt 1G	 	Hutchinson #4E	 	Aikens #5B	 	Gaut #4A	 	Kuhns #3A	 	Mamont South #1C	 	
							
	 WV
	 	 	 	 	 	 	 	 	 	 	 	 
	Philippi 1 Pad	 	Alton 1C	 	Alton 2C	 	PHILIPPI 4A	 	Audra 7 Pad	 	Philippi 13C HS	 	Alton-8C HS
	Philippi 1A	 	Alton 1D	 	Alton 2D	 	PHILIPPI 4B	 	Audra 7B HS	 	Philippi 13D HS	 	Alton-8D HS
	Philippi 1C	 	Alton 2 Pad	 	Alton 2E	 	PHILIPPI 4C	 	Philippi 13 Pad	 	Philippi 13E HS	 	Alton-8E HS
	Alton 1 Pad	 	Alton 2A	 	Alton 2F	 	Audra 3 Pad	 	Philippi 13A HS	 	Philippi 13F HS	 	Century 3 Pad
	Alton 1B	 	Alton 2B	 	Philippi 4 Pad	 	Audra 3D HS	 	Philippi 13B HS	 	Alton 8 Pad	 	Century 3A HS
							
	 NBL Area
	 	 	 	 	 	 	 	 	 	 	 	 
	SHL-1 Pad	 	SHL-6 Pad	 	WEB-4H HS	 	SHL-8M HS	 	SHL-17E HS	 	WFN-6F HS	 	OXF-1B HS
	SHL-1B HS	 	SHL-6D HS	 	WEB-4J HS	 	SHL-8N HS	 	SHL-17F HS	 	WFN-6G HS	 	OXF-1C HS
	SHL-1C HS	 	SHL-6E HS	 	WEB-4K HS	 	WFN-1 Pad	 	SHL-17G HS	 	WFN-6H HS	 	OXF-1D HS
	SHL-1D HS	 	SHL-6F HS	 	WEB-4L HS	 	WFN-1B HS	 	SHL-17J HS	 	SHL-26 Pad	 	OXF-1E HS
	SHL-1E HS	 	SHL-6G HS	 	WEB-4M HS	 	WFN-1C HS	 	WFN-3 Pad	 	SHL-26B HS	 	OXF-1F HS
	SHL-1F HS	 	SHL-6H HS	 	SHL-8 Pad	 	WFN-1D HS	 	WFN-3B HS	 	SHL-26C HS	 	Shirley 1 Pad
	SHL-3 Pad	 	SHL-6J HS	 	SHL-8C HS	 	WFN-1E HS	 	WFN-3E HS	 	SHL-26D HS	 	SHR 1A HS
	SHL-3A HS	 	SHL-6K HS	 	SHL-8D HS	 	WFN-1F HS	 	WFN-3G HS	 	SHL-26E HS	 	SHR 1B HS
	SHL-3B HS	 	WEB-4 Pad	 	SHL-8E HS	 	WFN-1G HS	 	WFN-3H HS	 	SHL-26F HS	 	SHR 1C HS
	SHL-3C HS	 	WEB-4B HS	 	SHL-8F HS	 	WFN-1J HS	 	WFN-6 Pad	 	Norm-1 Pad	 	SHR 1D HS
	SHL-3D HS	 	WEB-4C HS	 	SHL-8G HS	 	SHL-17 Pad	 	WFN-6A HS	 	Norm 1C HS	 	SHR 1E HS
	SHL-3E HS	 	WEB-4D HS	 	SHL-8H HS	 	SHL-17A HS	 	WFN-6B HS	 	Norm 1D HS	 	SHR 1F HS
	SHL-3F HS	 	WEB-4E HS	 	SHL-8J HS	 	SHL-17B HS	 	WFN-6C HS	 	Norm 1E HS	 	
	SHL-3G HS	 	WEB-4F HS	 	SHL-8K HS	 	SHL-17C HS	 	WFN-6D HS	 	OXF-1 Pad	 	
	SHL-3H HS	 	WEB-4G HS	 	SHL-8L HS	 	SHL-17D HS	 	WFN-6E HS	 	OXF-1A HS	 	


  
 F 







 EXHIBIT G 

CONFLICTING DEDICATIONS 

None. 

  
 G 







 EXHIBIT H-1 

ROFO PROPERTIES 
  

															
	 Lease #
	  	 Original Lessor/Grantor
	  	 Date
	  	 Book
	  	 Page
	  	 Instrument #
	  	 County
	  	 State

	126659000	  	C RAYMOND GLASSER ET AL	  	3/8/1973	  	651	  	395	  		  	Indiana	  	Pennsylvania
	122121000	  	CSX TRANSPORTATION INC	  	12/1/2011	  	609	  	910	  		  	Jefferson	  	Pennsylvania
	131557000	  	CLYDE E. MCKEE ET UX	  	12/18/1953	  	295	  	295	  		  	Jefferson	  	Pennsylvania
	131567000	  	NED C BOWERS ET UX	  	1/20/1954	  	D296	  	247	  		  	Jefferson	  	Pennsylvania
	131631000	  	ROBERT V MAINE ET UX	  	5/18/1955	  	D306	  	32	  		  	Jefferson	  	Pennsylvania
	132278000	  	DAVID F NICHOLS	  	12/9/1964	  	D372	  	552	  		  	Jefferson	  	Pennsylvania
	111303000	  	DOLLIE TALLHAMMER ET VIR	  	6/20/1945	  	153	  	434-E	  		  	Gilmer	  	West Virginia
	121824000	  	H SCOTT SCHIMMEL ET UX	  	10/12/2010	  	499	  	93	  		  	Gilmer	  	West Virginia
	122131001	  	CHARLES RICHARD BLACK	  	2/15/2012	  	505	  	370	  		  	Gilmer	  	West Virginia
	122131002	  	SANDRA K HOYMAN	  	2/27/2012	  	505	  	375	  		  	Gilmer	  	West Virginia
	122131003	  	MILLIE S BEALL	  	2/20/2012	  	505	  	365	  		  	Gilmer	  	West Virginia
	122131004	  	JOHN D STUMP ET UX	  	3/15/2012	  	509	  	219	  		  	Gilmer	  	West Virginia
	122131005	  	S&R GAS VENTURES LTD	  	3/15/2012	  	509	  	214	  	9431	  	Gilmer	  	West Virginia
	122131007	  	BARBARA C SULLIVAN	  	5/1/2012	  	509	  	419	  		  	Gilmer	  	West Virginia
	122131008	  	BARBARA C SULLIVAN	  	10/18/2012	  	509	  	311	  	10519	  	Gilmer	  	West Virginia
	122131009	  	HUNTER MESSINEO ET VIR	  	5/6/2012	  	511	  	44	  	12712	  	Gilmer	  	West Virginia
	130856000	  	L J PEARCY ET AL	  	10/13/2015	  	79	  	422	  		  	Gilmer	  	West Virginia
	130863000	  	L J PEARCY ET AL	  	10/13/2015	  	79	  	497	  		  	Gilmer	  	West Virginia
	130865000	  	E M BOGGS ET AL	  	10/20/2015	  	81	  	128	  		  	Gilmer	  	West Virginia
	130887000	  	L B MEADOWS ET AL	  	6/2/2016	  	81	  	492	  		  	Gilmer	  	West Virginia
	130890000	  	A B MEADOWS	  	7/3/2016	  	83	  	15	  		  	Gilmer	  	West Virginia
	131006000	  	J E ARBUCKLE ET AL	  	10/24/2021	  	98	  	36	  		  	Gilmer	  	West Virginia


  
 H-1-1 







 EXHIBIT H-2 

ROFO AREA 
 The “ROFO
Area” consists of the following municipalities and outlined in the attached map: 
  

					
	 State
	  	 County
	  	 Municipality

			
	PA	  	Allegheny	  	Bradfordwoods Borough, Fawn Township, Marshall Township, Pine Township, Richland Township
			
	PA	  	Armstrong	  	Applewold Borough, Atwood Borough, Bethel Township, Boggs Township, Bradys Bend Township, Cadogan Township, Cowanshannock Township, Dayton Borough, East Franklin Township, Ford City Borough, Ford Cliff Borough, Hovey Township,
Kittanning Borough, Madison Township, Mahoning Township, Manor Township, Manorville Borough, North Buffalo Township, Parker City, Perry Township, Pine Township, Rayburn Township, Redbank Township, Rural Valley Borough, South Bethlehem Borough, South
Buffalo Township, Sugarcreek Township, Valley Township, Washington Township, Wayne Township, West Franklin Township, West Kittanning Borough, Worthington Borough
			
	PA	  	Beaver	  	Baden Borough, Beaver Borough, Beaver Falls City, Big Beaver Borough, Bridgewater Borough, Brighton Township, Center Township, Chippewa Township, Conway Borough, Darlington Township, Darlington Borough, Daugherty Township, East
Rochester Borough, Eastvale Borough, Economy Borough, Ellwood City Borough, Fallston Borough, Franklin Township, Freedom Borough, Georgetown Borough, Glasgow Borough, Homewood Borough, Industry Borough, Koppel Borough, Marion Township, Midland
Borough, Monaca Borough, New Brighton Borough, New Galilee Borough, New Sewickley Township, North Sewickley Township, Ohioville Borough, Patterson Township, Patterson Heights Borough, Potter Township, Pulaski Township, Rochester Township, Rochester
Borough, South Beaver Township, Vanport Township, West Mayfield Borough, White Township
			
	PA	  	Butler	  	All
			
	PA	  	Cambria	  	All
			
	PA	  	Cameron	  	All
			
	PA	  	Clarion	  	All
			
	PA	  	Clearfield	  	All
			
	PA	  	Clinton	  	All
			
	PA	  	Elk	  	All
			
	PA	  	Fayette	  	Bullskin Township, Connellsville Township, Connellsville City, Dawson Borough, Dunbar Township, Dunbar Borough, Everson Borough, Fairchance Borough, Franklin Township, Georges Township, German Township, Henry Clay Township, Lower
Tyrone Township, Markleysburg Borough, Masontown Borough, Menallen Township, Nicholson Township, North Union Township, Ohiopyle Borough, Point Marion Borough, Redstone Township, Saltlick Township, Seven Springs Borough, Smithfield Borough, South
Connellsville Borough, South Union Township, Springfield Township, Springhill Township, Stewart Township, Uniontown City, Upper Tyrone Township, Vanderbilt Borough, Wharton Township
			
	PA	  	Forest	  	All
			
	PA	  	Greene	  	Carmichaels Borough, Cumberland Township, Dunkard Township, Greene Township, Greensboro Borough, Monongahela Township


  
 H-2-1 








					
	 State
	  	 County
	  	 Municipality

			
	PA	  	Indiana	  	Armagh Borough, Banks Township, Buffington Township, Canoe Township, Cherry Tree Borough, Cherryhill Township, Clymer Borough, Creekside Borough, East Mahoning Township, East Wheatfield Township, Ernest Borough, Glen Campbell
Borough, Grant Township, Green Township, Marion Center Borough, Montgomery Township, North Mahoning Township, Pine Township, Plumville Borough, Rayne Township, Smicksburg Borough, South Mahoning Township, Washington Township, West Mahoning Township,
West Wheatfield Township
			
	PA	  	Jefferson	  	All
			
	PA	  	Lawrence	  	All
			
	PA	  	Mercer	  	All
			
	PA	  	Somerset	  	All
			
	PA	  	Venango	  	All
			
	PA	  	Westmoreland	  	Bolivar Borough, Cook Township, Donegal Township, Donegal Borough, Fairfield Township, Laurel Mountain Borough, Ligonier Borough, Ligonier Township, Mount Pleasant Township, New Florence Borough, Scottdale Borough, Seward Borough,
St. Clair Township
			
	 State
	  	 County
	  	 District

			
	WV	  	Barbour	  	Barker District, Valley District
			
	WV	  	Braxton	  	All districts
			
	WV	  	Calhoun	  	All districts
			
	WV	  	Clay	  	All districts
			
	WV	  	Gilmer	  	Center District
			
	WV	  	Grant	  	All districts
			
	WV	  	Jackson	  	All districts
			
	WV	  	Monongalia	  	Cass District, Morgan District, Union District
			
	WV	  	Nicholas	  	All districts
			
	WV	  	Pleasants	  	Grant District, Jefferson District, McKim District, Washington District
			
	WV	  	Preston	  	All districts
			
	WV	  	Randolph	  	All districts
			
	WV	  	Ritchie	  	Grant District
			
	WV	  	Roane	  	All districts
			
	WV	  	Tucker	  	All districts
			
	WV	  	Webster	  	All districts
			
	WV	  	Wirt	  	All districts
			
	WV	  	Wood	  	All districts


  
 H-2-2 







  
 




 

  
 H-2-3 







 EXHIBIT I-1 

DOWNTIME FEE REDUCTION 
  

					
	 Gathering System Downtime Percentage

(per calendar quarter)
	  	Percentage Reduction of Dry Gas
and Wet Gas Fee	 
	 Greater than 4% and up to and including 5%
	  	 	5	% 
	 Greater than 5% and up to and including 6%
	  	 	10	% 
	 Greater than 6% and up to and including 7%
	  	 	15	% 
	 Greater than 7%
	  	 	20	% 
		
	 Individual System Downtime Percentage

(per calendar quarter)
	  	Percentage Reduction of Dry Gas
and Wet Gas Fee with respect to
such Individual System	 
	 Greater than 10% and up to and including 12%
	  	 	5	% 
	 Greater than 12% and up to and including 14%
	  	 	10	% 
	 Greater than 14% and up to and including 16%
	  	 	15	% 
	 Greater than 16%
	  	 	20	% 
		
	 Individual System Downtime Percentage

(per two consecutive calendar quarters)
	  	Percentage Reduction of Dry Gas
and Wet Gas Fee with respect to
such Individual System	 
	 Greater than 6% and up to and including 7%
	  	 	5	% 
	 Greater than 7% and up to and including 8%
	  	 	10	% 
	 Greater than 8% and up to and including 9%
	  	 	15	% 
	 Greater than 9%
	  	 	20	% 


  
 I-1-1 







 EXHIBIT I-2 

OPERATING PRESSURE FEE REDUCTION 
  

					
	 Pressure Overage Percentage
	  	Percentage Reduction of Dry Gas
and Wet Gas Fee with respect to
such Individual System	 
	 Less than 5%
	  	 	None	  
	 Greater than 5% and up to and including 15%
	  	 	5	% 
	 Greater than 15% and up to and including 25%
	  	 	10	% 
	 Greater than 25% and up to and including 35%
	  	 	15	% 
	 Greater than 35% and up to and including 45%
	  	 	20	% 
	 Greater than 45%
	  	 	25	% 


  
 I-2-1 







 EXHIBIT J 

THIRD PARTIES 
 1. DORSO LP 

  
 J-1 







 EXHIBIT K-1 

VERTICAL MARCELLUS WELLS 
  

							
	 Well Name
	  	 Lease
	  	 Operator
	  	 API

	30875	  	ALAWEST 30875	  	CNX GAS COMPANY LLC	  	4704702768
	15437	  	STEPP, JAMES A #6A	  	CNX GAS COMPANY LLC	  	3705924518
	15757	  	GLASSER, C R #4	  	CNX GAS COMPANY LLC	  	3706336255
	CNX4	  	CNX4 SHALE	  	CNX GAS COMPANY LLC	  	3705924719
	34624	  	BENNETT, HUNTER M	  	CNX GAS COMPANY LLC	  	4704105518
	GH6CV SHALE	  	GH6CV SHALE	  	CNX GAS COMPANY LLC	  	3705924928
	GH2CV SHALE	  	GH2CV SHALE	  	CNX GAS COMPANY LLC	  	3705924921
	33172	  	ODELL 33172	  	CNX GAS COMPANY LLC	  	4709703664
	33306	  	FREY 33306	  	CNX GAS COMPANY LLC	  	4700102985
	GH14CV	  	GH14CV	  	CNX GAS COMPANY LLC	  	3705925052
	GH19CV	  	GH19CV	  	CNX GAS COMPANY LLC	  	3705925034
	15844	  	KEROTEST MFG CO #9	  	CNX GAS COMPANY LLC	  	3712927866
	33914	  	MINER 33914	  	CNX GAS COMPANY LLC	  	4700103072
	030873A	  	ALAWEST 30873A	  	CNX GAS COMPANY LLC	  	4704702801
	R V MAINE 14 (WPA15982)	  	Robert V. Maine #14	  	CNX GAS COMPANY LLC	  	3706526891
	15590	  	MAWC TR 21 DeARMITT #1	  	CNX GAS COMPANY LLC	  	3712927246


  
 K-1-1 







 EXHIBIT K-2 

LEGACY WELLS 
  

							
	 Marshall County Wells

	MC43	 	MC58	 	MC3	 	MH4
	MC44	 	MC59	 	MC4	 	MH5
	MC45	 	MC68	 	MC5	 	MH11
	MC46	 	MC102	 	MC6	 	MH12
	MC47	 	MC110	 	MC10	 	4NAC
	MC50	 	MC111	 	MC12	 	Hieronimus #1
	MC51	 	MC114	 	MC21	 	Torns Run
	MC52	 	MC144	 	MC17	 	12N
	MC53	 	MC122	 	MC19	 	Moundsville AC
	MC56	 	MC1	 	MC28	 	1N-DGAS
	4N	 	MC2	 	MH3	 	5A1
	MC57	 		 		 	

  

							
	 Fallowfield Wells

	F23	 	FF72CV	 	F2D	 	F69
	F25	 	FF78CV	 	F2J	 	Myers #1
	F29MK	 	FF79CV	 	F2B	 	Myers #2
	F29UF	 	FF80CV	 	S. RIDER #2	 	WLERR #1
	F45MK	 	FF83CV	 	S. RIDER #1	 	F17
	F45UF	 	FF84CV	 	F41	 	F18
	F44	 	FF50CV	 	F42	 	F19
	F43	 	FF52CV	 	ELLEN WINNETT #1	 	F24
	M. Smith #1	 	Skokut #2	 	S RIDER #3	 	F26
	Skakut #1	 	Skokut #5	 	S RIDER #4	 	F27
	D. Denning #1	 	Dury #1	 	F60	 	F30
	R. Smith #1	 	Mudrick #1	 	F62	 	F32
	Hostovich #1	 	Van Voorist #1	 	F63	 	F33
	Sacred Heart #1	 	Sacred Heart #3	 	F64	 	F37
	Sacred Heart #2	 	J. Galdos #1	 	F65	 	F38
	Cox #1	 	S. Zmiljowski #1	 	F115	 	F77MK/UF
	Cox #2	 		 		 	


  
 K-2-1