Exhibit 10.6

Execution Version

[Published CUSIP Number: 03675BAA1]

CREDIT AGREEMENT

Dated as of November 10, 2014

among

ANTERO MIDSTREAM PARTNERS LP,

as the Borrower,

WELLS FARGO BANK, NATIONAL ASSOCIATION,

as Administrative Agent, Swingline Lender and

an L/C Issuer,

and

The Other Lenders Party Hereto

WELLS FARGO SECURITIES, LLC,

as Joint Lead Arranger and Sole Bookrunner

and

J.P. MORGAN SECURITIES LLC,

as Joint Lead Arranger

JPMORGAN CHASE BANK, N.A.,

as Syndication Agent

BARCLAYS BANK PLC,

CAPITAL ONE NATIONAL ASSOCIATION,

CITIBANK, N.A. and

CREDIT AGRICOLE CORPORATE AND INVESTMENT BANK,

as Co-Documentation Agents

TABLE OF CONTENTS

Section		Page

ARTICLE I
DEFINITIONS AND ACCOUNTING TERMS

1.01	Defined Terms	1
1.02	Other Interpretive Provisions	36
1.03	Accounting Terms	37
1.04	Rounding	38
1.05	Times of Day	38
1.06	Letter of Credit Amounts	38
1.07	Pro Forma Calculations	38

ARTICLE II
THE COMMITMENTS AND CREDIT EXTENSIONS

2.01	The Borrowings	38
2.02	Borrowings, Conversions and Continuations of Loans	39
2.03	Letters of Credit	40
2.04	Prepayments	49
2.05	Termination or Reduction of Commitments	51
2.06	Repayment of Loans	51
2.07	Interest	51
2.08	Fees	52
2.09	Computation of Interest and Fees; Retroactive Adjustments of Applicable Rate	53
2.10	Evidence of Debt	53
2.11	Payments Generally; Administrative Agent’s Clawback	54
2.12	Sharing of Payments by Lenders	56
2.13	Increase in Aggregate Commitments	57
2.14	Cash Collateral	59
2.15	Defaulting Lenders	60
2.16	Swingline Loans	62

ARTICLE III
TAXES, YIELD PROTECTION AND ILLEGALITY

3.01	Taxes	63
3.02	Illegality	68
3.03	Inability to Determine Rates	69
3.04	Increased Costs; Reserves on Eurodollar Rate Loans	69
3.05	Compensation for Losses	71
3.06	Mitigation Obligations; Replacement of Lenders	71
3.07	Survival	72

ARTICLE IV
CONDITIONS PRECEDENT TO CREDIT EXTENSIONS

4.01	Conditions of Closing Date	72
4.02	Conditions to all Credit Extensions	77

ARTICLE V
REPRESENTATIONS AND WARRANTIES

5.01	Existence, Qualification and Power	77
5.02	Authorization; No Contravention	78
5.03	Governmental Authorization; Other Consents	78
5.04	Binding Effect	78
5.05	Financial Statements; No Material Adverse Effect	78
5.06	Litigation	79
5.07	No Default	79
5.08	Ownership of Property; Liens; Investments	79
5.09	Intellectual Property	81
5.10	Environmental Compliance	81
5.11	Insurance	81
5.12	Taxes	81
5.13	ERISA Compliance	82
5.14	Subsidiaries; Equity Interests; Loan Parties	82
5.15	Margin Regulations; Investment Company Act	83
5.16	Disclosure	83
5.17	Compliance with Laws	83
5.18	Solvency	83
5.19	Collateral Documents	83
5.20	State and Federal Regulation	83
5.21	Anti-Terrorism Laws; Foreign Corrupt Practices	84
5.22	Status as Senior Debt	85
5.23	Material Contracts	85
5.24	No Burdensome Restrictions	86
5.25	Transmitting Utility Status	86
5.26	Labor Matters	86

ARTICLE VI
AFFIRMATIVE COVENANTS

6.01	Financial Statements	86
6.02	Certificates; Other Information	88
6.03	Notices	90
6.04	Payment of Obligations	91
6.05	Preservation of Existence, Etc.	92
6.06	Maintenance of Properties	92

6.07	Maintenance of Insurance	92
6.08	Compliance with Laws	93
6.09	Books and Records	93
6.10	Inspection Rights	93
6.11	Use of Proceeds	93
6.12	Additional Subsidiaries; Additional Security	93
6.13	Compliance with Environmental Laws	94
6.14	Further Assurances	95
6.15	Compliance with Terms of Leaseholds	95
6.16	Material Contracts	95
6.17	Unrestricted Subsidiaries	95

ARTICLE VII
NEGATIVE COVENANTS

7.01	Liens	97
7.02	Indebtedness	99
7.03	Investments	100
7.04	Fundamental Changes	103
7.05	Dispositions	103
7.06	Restricted Payments	104
7.07	Change in Nature of Business	105
7.08	Transactions with Affiliates	105
7.09	Burdensome Agreements	105
7.10	Use of Proceeds	106
7.11	Financial Covenants	106
7.12	Amendments of Organization Documents	106
7.13	Accounting Changes	106
7.14	Prepayments, Etc. of Indebtedness	106
7.15	Amendment, Etc. of Indebtedness	107
7.16	Foreign Subsidiaries	107
7.17	State and FERC Regulatory Authority	107
7.18	Swap Contracts	107
7.19	Anti-Terrorism Law; Anti-Money Laundering; USA Patriot Act; Foreign Corrupt Practices Act	107
7.20	Embargoed Person	108
7.21	Deposit Accounts, Securities Accounts and Commodity Accounts	108
7.22	Material Contracts	108
7.23	Business of Borrower	109

ARTICLE VIII
EVENTS OF DEFAULT AND REMEDIES

8.01	Events of Default	109

iii

8.02	Remedies upon Event of Default	111
8.03	Application of Funds	112

ARTICLE IX
ADMINISTRATIVE AGENT

9.01	Appointment and Authority	113
9.02	Rights as a Lender	114
9.03	Exculpatory Provisions	114
9.04	Reliance by Administrative Agent	115
9.05	Delegation of Duties	115
9.06	Resignation of Administrative Agent	116
9.07	Non-Reliance on Administrative Agent and Other Lenders	117
9.08	No Other Duties, Etc.	117
9.09	Administrative Agent May File Proofs of Claim	117
9.10	Collateral and Guaranty Matters	118
9.11	Secured Cash Management Agreements and Secured Hedge Agreements	118
9.12	Co-Documentation Agent; Syndication Agent	119

ARTICLE X
MISCELLANEOUS

10.01	Amendments, Etc.	119
10.02	Notices; Effectiveness; Electronic Communications	121
10.03	No Waiver; Cumulative Remedies; Enforcement	123
10.04	Expenses; Indemnity; Damage Waiver	124
10.05	Payments Set Aside	126
10.06	Successors and Assigns	127
10.07	Treatment of Certain Information; Confidentiality	132
10.08	Right of Setoff	133
10.09	Interest Rate Limitation	133
10.10	Counterparts; Integration; Effectiveness	134
10.11	Survival of Representations and Warranties	134
10.12	Severability	134
10.13	Replacement of Lenders	135
10.14	Governing Law; Jurisdiction; Etc.	135
10.15	Waiver of Jury Trial	136
10.16	No Advisory or Fiduciary Responsibility	137
10.17	Electronic Execution of Assignments and Certain Other Documents	137
10.18	USA Patriot Act	137
10.19	Limitation of Recourse	138
10.20	Time of the Essence	138
10.21	ENTIRE AGREEMENT	138

SIGNATURES

S-1

SCHEDULES

1.01		Specified IPO Transactions
2.01		Commitments and Applicable Percentages
5.06		Litigation
5.08(b)		Owned Real Property
5.08(c)		Leased Real Property (Lessee)
5.14		Subsidiaries and Other Equity Investments; Loan Parties
5.23		Material Contracts
6.12		Guarantors
7.02		Existing Indebtedness
7.03(f)		Existing Investments
7.08		Affiliate Transactions
7.09		Burdensome Agreements
10.02		Administrative Agent’s Office, Certain Addresses for Notices

EXHIBITS

*Form of*

A-1		Loan Notice
A-2		Swingline Loan Notice
B		Note
C		Compliance Certificate
D-1		Assignment and Assumption
D-2		Administrative Questionnaire
E		Perfection Certificate
F		Security Agreement
G-1		U.S. Tax Certificate (For Foreign Lenders that are not Partnerships for U.S. Federal Income Tax Purposes)
G-2		U.S. Tax Certificate (For Foreign Participants that are not Partnerships for U.S. Federal Income Tax Purposes)
G-3		U.S. Tax Certificate (For Foreign Participants that are Partnerships for U.S. Federal Income Tax Purposes)
G-4		U.S. Tax Certificate (For Foreign Lenders that are Partnerships for U.S. Federal Income Tax Purposes)
H		Mortgage

CREDIT AGREEMENT

This CREDIT AGREEMENT (“Agreement”) is entered into as of , 2014, among ANTERO MIDSTREAM PARTNERS, LP, a Delaware limited partnership (the “Borrower”), each lender and L/C Issuer from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”), and WELLS FARGO BANK, NATIONAL ASSOCIATION, as Administrative Agent, Swingline Lender and L/C Issuer.

PRELIMINARY STATEMENTS:

The Borrower has requested that the Lenders provide a revolving credit facility, and the Lenders have indicated their willingness to lend and the L /C Issuer has indicated its willingness to issue letters of credit, in each case, on the terms and subject to the conditions set forth herein.

In consideration of the mutual covenants and agreements herein contained, the parties hereto covenant and agree as follows:

ARTICLE I
DEFINITIONS AND ACCOUNTING TERMS

1.01 Defined Terms. As used in this Agreement, the following terms shall have the meanings set forth below:

“Acquisition Period” shall mean a period elected by the Borrower, such election to be exercised by the Borrower delivering written notice thereof to the Administrative Agent (who shall thereafter promptly notify the Lenders), commencing with the funding date of the purchase price for any Material Acquisition permitted hereunder and ending on the earlier of (a) the date that is the end of the second full fiscal quarter after such funding date, and (b) the Borrower’s election to terminate such Acquisition Period, such election to be exercised by the Borrower delivering notice thereof to the Administrative Agent (who shall thereafter promptly notify the Lenders); provided, that, once any Acquisition Period is in effect, the next Acquisition Period may not commence until the termination of such Acquisition Period then in effect.

“Adjusted Eurodollar Rate” means for any Interest Period with respect to any Eurodollar Rate Loan, an interest rate per annum (rounded upwards, if necessary, to the next 1/100 of 1.00%) equal to the product of (a) the Eurodollar Rate for such Interest Period multiplied by (b) the Statutory Reserves.

“Administrative Agent” means Wells Fargo in its capacity as administrative agent under any of the Loan Documents, or any successor administrative agent.

“Administrative Agent’s Office” means the Administrative Agent’s address and, as appropriate, account as set forth on Schedule 10.02, or such other address or account as the Administrative Agent may from time to time notify to the Borrower and the Lenders.

“Administrative Questionnaire” means an Administrative Questionnaire in substantially the form of Exhibit D-2 or any other form approved by the Administrative Agent.

“Affiliate” means, with respect to any Person, another Person that directly, or indirectly through one or more intermediaries, Controls or is Controlled by or is under common Control with the Person specified. For the avoidance of doubt, as of the Closing Date, Antero Corp is an Affiliate of the Relevant Parties.

“Aggregate Commitments” means the Commitments of all the Lenders.

“Agreement” means this Credit Agreement.

“Antero Corp” means Antero Resources Corporation, a Delaware corporation.

“Antero Corp Agreements” means (a) the Purchase Option, (b) any fresh water distribution agreement entered into by the Borrower and Antero Corp upon the exercise of the Purchase Option, (c) the Contribution Agreement, (d) that certain Gathering and Compression Agreement, between Antero Corp and Midstream Operating, dated as of the date hereof, (e) that certain Right of First Offer Agreement, between Antero Corp and Midstream Operating, dated as of the date hereof, (f) that certain Water Services Agreement, between Antero Corp and Midstream Operating, dated as of the date thereof, (g) that certain License Agreement, between Antero Corp and the Borrower, dated as of the date hereof, (h) the Services Agreement and (i) that certain Joint Use Agreement, by and among the Borrower, Antero Midstream LLC and Antero Water LLC, dated as of November 10, 2014, in each case as such agreement may be amended, restated, supplemented or otherwise modified as permitted by Section 7.22.

“Anti-Terrorism Laws” has the meaning specified in Section 5.21(a).

“Applicable Percentage” means with respect to any Lender at any time, the percentage (carried out to the ninth decimal place) of the aggregate amount of the Lenders’ Commitments represented by such Lender’s Commitment at such time. If the commitment of each Lender to make Loans, the Swingline Lender to make Swingline Loans and the obligation of the L/C Issuer to make L/C Credit Extensions have been terminated pursuant to Section 8.02, or if the Commitments have expired, then the Applicable Percentage of each Lender shall be determined based on the Applicable Percentage of such Lender most recently in effect, giving effect to any subsequent assignments. The initial Applicable Percentage of each Lender is set forth opposite the name of such Lender on Schedule 2.01 or in the Assignment and Assumption pursuant to which such Lender becomes a party hereto, as applicable.

“Applicable Rate” means (a) from the Closing Date to the date on which the Administrative Agent receives a Compliance Certificate pursuant to Section 6.02(a) for the fiscal quarter ending December 31, 2014, 0.50% per annum for Base Rate Loans and 1.50% per annum for Eurodollar Rate Loans and Letter of Credit Fees, (b) from the Closing Date to the date on which the Administrative Agent receives a Compliance Certificate pursuant to Section 6.02(a) for the fiscal quarter ending December 31, 2014, 0.25% per annum for the Commitment Fee (the

“Initial Commitment Fee”), and (c) after the dates set forth in clauses (a) and (b) above, respectively, the applicable percentage per annum set forth below determined by reference to the Consolidated Total Leverage Ratio as set forth in the most recent Compliance Certificate received by the Administrative Agent pursuant to Section 6.02(a):

	Applicable Rate
Pricing Level	Consolidated Total Leverage Ratio	Eurodollar Rate (Letters of Credit)		Base Rate (Swingline Loans)		Commitment Fee
1	< 3.00 to 1.0	1.50	%	0.50	%	0.250	%
2	> 3.00 to 1.0 but < 3.50 to 1.0	1.625	%	0.625	%	0.300	%
3	> 3.50 to 1.0 but < 4.00 to 1.0	1.75	%	0.75	%	0.300	%
4	> 4.00 to 1.0 but < 4.50 to 1.0	2.00	%	1.00	%	0.375	%
5	> 4.50 to 1.0	2.25	%	1.25	%	0.375	%

Any increase or decrease in the Applicable Rate resulting from a change in the Consolidated Total Leverage Ratio shall become effective as of the first Business Day immediately following the date a Compliance Certificate is delivered pursuant to Section 6.02(a); provided, however, that if a Compliance Certificate is not delivered when due in accordance with such Section, then, upon the request of the Required Lenders, Pricing Level 5 shall apply as of the first Business Day after the date on which such Compliance Certificate was required to have been delivered and in each case shall remain in effect until the date on which such Compliance Certificate is delivered.

Notwithstanding anything to the contrary contained in this definition, the determination of the Applicable Rate for any period shall be subject to the provisions of Section 2.09(b).

“Appropriate Lender” means, at any time, (a) with respect to the Aggregate Commitments, a Lender that has a Commitment or holds a Loan at such time, (b) with respect to the Letter of Credit Sublimit, (i) the L/C Issuer and (ii) if any Letters of Credit have been issued pursuant to Section 2.03(a), the Lenders and (c) with respect to the Swingline Commitment, the Swingline Lender.

“Approved Fund” means any Fund that is administered or managed by (a) a Lender, (b) an Affiliate of a Lender or (c) an entity or an Affiliate of an entity that administers or manages a Lender.

“Asset Sale” means any Disposition by any Relevant Party of (a) any Equity Interest owned by such Relevant Party in any other Relevant Party or (b) all or any portion of the assets owned by any Relevant Party, provided that “Asset Sale” shall not include (i) any Investment permitted under Section 7.03, (ii) any merger, dissolution, liquidation, consolidation or Disposition permitted under Section 7.04, (iii) any Restricted Payment permitted under Section 7.06, or (iv) any Disposition pursuant to Section 7.05.

“Assignee Group” means two or more Eligible Assignees that are Affiliates of one another or two or more Approved Funds managed by the same investment advisor.

“Assignment and Assumption” means an assignment and assumption entered into by a Lender and an Eligible Assignee (with the consent of any party whose consent is required by Section 10.06(b)), and accepted by the Administrative Agent, in substantially the form of Exhibit D-1 or any other form approved by the Administrative Agent.

“Attributable Indebtedness” means, on any date, (a) in respect of any Capitalized Lease of any Person, the capitalized amount thereof that would appear on a balance sheet of such Person prepared as of such date in accordance with GAAP, (b) in respect of any Synthetic Lease Obligation of any Person, the capitalized amount of the remaining lease or similar payments under the relevant lease or other applicable agreement or instrument that would appear on a balance sheet of such Person prepared as of such date in accordance with GAAP if such lease or other agreement or instrument were accounted for as a Capitalized Lease and (c) all Synthetic Debt of any Person.

“Audited Financial Statements” means the audited consolidated balance sheet of the predecessor to the Borrower and its Restricted Subsidiaries for the fiscal years ended December 31, 2011, December 31, 2012 and December 31, 2013, and the related consolidated statements of income or operations, stockholders’ equity and cash flows for such fiscal year of the predecessor to the Borrower and its Restricted Subsidiaries, including the notes thereto.

“AutoBorrow Agreement” means any agreement providing for automatic borrowing services between Borrower and the Swingline Lender.

“Auto-Extension Letter of Credit” has the meaning specified in Section 2.03(b)(iii).

“Availability Period” means the period from and including the Closing Date to the earliest of (a) the Maturity Date, (b) the date of termination of the Commitments pursuant to Section 2.05, and (c) the date of termination of the commitment of each Lender to make Loans, of the obligation of the L/C Issuer to make L/C Credit Extensions and the obligation of the Swingline Lender to make Swingline Loans, in each case pursuant to Section 8.02.

“Available Cash” means “Available Cash” as defined in the Partnership Agreement as of the Closing Date.

“Base Rate” means for any day a fluctuating rate per annum equal to the highest of (a) the Federal Funds Rate plus 1/2 of 1%, (b) the rate of interest in effect for such day as publicly announced from time to time by Wells Fargo as its “prime rate”, and (c) the Adjusted Eurodollar Rate plus 1.00%. The “prime rate” is a rate set by Wells Fargo based upon various factors including Wells Fargo’s costs and desired return, general economic conditions and other factors, and is used as a reference point for pricing some loans, which may be priced at, above, or below such announced rate. Any change in such rate announced by Wells Fargo shall take effect at the opening of business on the day specified in the public announcement of such change.

“Base Rate Loan” means a Loan (including any Swingline Loan) that bears interest based on the Base Rate.

“Borrower” has the meaning specified in the introductory paragraph hereto.

“Borrower Materials” has the meaning specified in Section 6.02.

“Borrowing” means an extension of credit consisting of simultaneous Loans of the same Type and, in the case of Eurodollar Rate Loans, having the same Interest Period made by each of the Lenders pursuant to Section 2.01.

“Business Day” means any day other than a Saturday, Sunday or other day on which commercial banks are authorized to close under the Laws of, or are in fact closed in, the state where the Administrative Agent’s Office is located or in New York City and, if such day relates to any Eurodollar Rate Loan, means any such day that is also a London Banking Day.

“Capitalized Leases” means all leases that have been or should be, in accordance with GAAP, recorded as capitalized leases.

“Cash Collateralize” means to pledge and deposit with or deliver to the Administrative Agent, for the benefit of the L/C Issuer and the Lenders, as collateral for L/C Obligations or obligations of the Lenders to fund participations in respect thereof (as the context may require), cash or deposit account balances or, if the L/C Issuer shall agree in its sole discretion, other credit support, in each case pursuant to documentation in form and substance satisfactory to (a) the Administrative Agent and (b) the L/C Issuer. “Cash Collateral” shall have a meaning correlative to the foregoing and shall include the proceeds of such cash collateral and other credit support.

“Cash Equivalents” means any of the following types of Investments, to the extent owned by the Borrower or any of its Subsidiaries free and clear of all Liens (other than Liens created under the Collateral Documents and other Liens permitted hereunder):

(a) marketable obligations issued or directly and fully guaranteed or insured by the United States of America or any agency or instrumentality thereof having maturities of not more than 360 days from the date of acquisition thereof; provided that the full faith and credit of the United States of America is pledged in support thereof;

(b) time or demand deposits with, or certificates of deposit or bankers’ acceptances of, any branch of any commercial bank that (i) is a Lender or (ii)(A) is organized under the laws of the United States of America, any state thereof or the District of Columbia or is the principal banking subsidiary of a bank holding company organized under the laws of the United States of America, any state thereof or the District of Columbia, and is a member of the Federal Reserve System, (B) issues (or the parent of which issues) commercial paper rated as described in clause (c) of this definition and

(C) has combined capital and surplus of at least $1,000,000,000, in each case with maturities of not more than 90 days from the date of acquisition thereof;

(c) commercial paper issued by any Person organized under the laws of any state of the United States of America and rated at least “Prime-1” (or the then equivalent grade) by Moody’s or at least “A-1” (or the then equivalent grade) by S&P, in each case with maturities of not more than 180 days from the date of acquisition thereof; and

(d) Investments, classified in accordance with GAAP as current assets of the Borrower or any of its Subsidiaries, in money market investment programs registered under the Investment Company Act of 1940, which are administered by financial institutions that have the highest rating obtainable from either Moody’s or S&P, and the portfolios of which are limited solely to Investments of the character, quality and maturity described in clauses (a), (b) and (c) of this definition.

“Cash Management Agreement” means any agreement to provide cash management services, including treasury, depository, overdraft, credit or debit card, electronic funds transfer and other cash management arrangements.

“Cash Management Bank” means (a) a Lender or an Affiliate of a Lender that is a party to a Cash Management Agreement on the Closing Date or (b) any Person that, at the time it enters into a Cash Management Agreement, is a Lender or an Affiliate of a Lender, in each case, in its capacity as a party to such Cash Management Agreement.

“CERCLA” means the Comprehensive Environmental Response, Compensation and Liability Act of 1980.

“CERCLIS” means the Comprehensive Environmental Response, Compensation and Liability Information System maintained by the U.S. Environmental Protection Agency.

“Change in Law” means the occurrence, after the date of this Agreement, of any of the following: (a) the adoption or taking effect of any law, rule, regulation or treaty, (b) any change in any law, rule, regulation or treaty or in the administration, interpretation, implementation or application thereof by any Governmental Authority or (c) the making or issuance of any request, rule, guideline or directive (whether or not having the force of law) by any Governmental Authority; provided that notwithstanding anything herein to the contrary, (x) the Dodd-Frank Wall Street Reform and Consumer Protection Act and all requests, rules, guidelines or directives thereunder or issued in connection therewith and (y) all requests, rules, guidelines or directives promulgated by the Bank for International settlements, the Basel Committee on Banking Supervision (or any successor or similar authority) or the United States regulatory authorities, in each case pursuant to Basel III, shall in each case be deemed to be a “Change in Law”, regardless of the date enacted, adopted or issued.

“Change of Control” means an event or series of events by which:

(a) the General Partner shall fail to directly own and control beneficially and of record (free and clear of all Liens other than non-consensual Liens of the type permitted to be on Equity Interests under Section 7.01; provided that, this exception shall not apply to any foreclosure with respect to such Liens) 100% of the general partner interests of the Borrower; or

(b) the Borrower shall fail to directly own and control beneficially and of record (free and clear of all Liens other than Liens of the type permitted to be on Equity Interests under Section 7.01; provided that, this exception shall not apply to any foreclosure with respect to such Liens) 100% of the Equity Interests of Midstream Operating; or

(c) (i) the Equity Investor shall fail to directly or indirectly own and control (free and clear of all Liens other than non-consensual Liens of the type permitted to be on Equity Interests under Section 7.01; provided that, this exception shall not apply to any foreclosure with respect to such Liens) greater than 50% of the Voting Stock of the General Partner or (ii) the Equity Investor shall fail to directly or indirectly own and control (free and clear of all Liens other than non-consensual Liens of the type permitted to be on Equity Interests under Section 7.01; provided that, this exception shall not apply to any foreclosure with respect to such Liens) greater than 50% of the economic Equity Interests of the General Partner; or

(d) during any period of 12 consecutive months, a majority of the members of the board of managers or other equivalent governing body of the General Partner cease to be composed of individuals (i) who were members of that board or equivalent governing body on the first day of such period, (ii) whose election or nomination to that board or equivalent governing body was approved by individuals referred to in clause (i) above constituting at the time of such election or nomination at least a majority of that board or equivalent governing body, (iii) whose election or nomination to that board or other equivalent governing body was approved by individuals referred to in clauses (i) and (ii) above constituting at the time of such election or nomination at least a majority of that board or equivalent governing body, or (iv) whose election or nomination to that board or other equivalent governing body was approved by the same Persons that had the power to designate, appoint or elect the individuals referred to in clauses (i) and (ii) above at the time such individuals were designated, appointed or elected.

“Closing Date” means the first date all the conditions precedent in Section 4.01(a) are satisfied or waived in accordance with Section 10.01.

“Co-Documentation Agents” shall mean, collectively, Barclays Bank PLC, Capital One National Association, Citibank, N.A. and Credit Agricole Corporate and Investment Bank, each in its capacity as a Documentation Agent hereunder.

“Code” means the Internal Revenue Code of 1986.

“Collateral” means all of the “Collateral” and “Mortgaged Property” referred to in the Collateral Documents and all of the other property that is or is intended under the terms of the Collateral Documents to be subject to Liens in favor of the Administrative Agent for the benefit of the Secured Parties.

“Collateral Documents” means, collectively, the Security Agreement, the Mortgages, each of the mortgages, collateral assignments, Joinder Agreements, security agreements, pledge agreements, control agreements or other similar agreements delivered to the Administrative Agent pursuant to Section 6.12, and each of the other agreements, instruments or documents that creates or purports to create a Lien in favor of the Administrative Agent for the benefit of the Secured Parties.

“Commercial Operation Date” means the date on which a Material Project is substantially complete and commercially operable.

“Commitment” means, as to each Lender, its obligation to (a) make Loans to the Borrower pursuant to Section 2.01, (b) purchase participations in L/C Obligations and (c) purchase participations in Swingline Obligations, in an aggregate principal amount at any one time outstanding not to exceed the amount set forth opposite such Lender’s name on Schedule 2.01 under the caption “Commitment” or opposite such caption in the Assignment and Assumption pursuant to which such Lender becomes a party hereto, as applicable, as such amount may be adjusted from time to time in accordance with this Agreement.

“Commitment Fee” has the meaning specified in Section 2.08(a).

“Commitment Letter” means the Commitment Letter, dated February 24, 2014, among Antero Resources Midstream LLC (as predecessor-in-interest to the Borrower), WFS and Wells Fargo as modified by that certain (a) Joinder Agreement, dated April 1, 2014, among Antero Resources Midstream LLC (as predecessor-in-interest to the Borrower), WFS, Wells Fargo, JPMS and JPMorgan Chase Bank, N.A., (b) Commitment Letter Extension, dated May 9, 2014, among Antero Resources Midstream LLC (as predecessor-in-interest to the Borrower), WFS, Wells Fargo, JPMS and JPMorgan Chase Bank, N.A., (c) Commitment Letter Extension, dated June 30, 2014, among Antero Resources Midstream LLC (as predecessor-in-interest to the Borrower), WFS, Wells Fargo, JPMS and JPMorgan Chase Bank, N.A. and (d) Commitment Letter Extension and Amendment, dated September 30, 2014, among Antero Resources Midstream LLC (as predecessor-in-interest to the Borrower), WFS, Wells Fargo, JPMS and JPMorgan Chase Bank, N.A.

“Commodity Exchange Act” shall mean the Commodity Exchange Act (7. U.S.C. § 1 et seq.), as amended from time to time, and any successor statute.

“Compliance Certificate” means a certificate substantially in the form of Exhibit C.

“Consolidated EBITDA” means, at any date of determination, an amount equal to Consolidated Net Income of the Borrower and its Restricted Subsidiaries on a consolidated basis for the most recently completed Measurement Period plus, without duplication, (a) the following to the extent deducted in calculating such Consolidated Net Income: (i) Consolidated Interest Charges, (ii) income tax expense (including any franchise taxes to the extent based upon net income) of the Borrower and its Restricted Subsidiaries for such period, (iii) depreciation and amortization expense, and (iv) other non-cash items reducing such Consolidated Net Income (in each case of or by the Borrower and its Restricted Subsidiaries for such Measurement Period), including, without limitation, losses arising from ceiling test writedowns, non-cash losses or charges resulting from the requirements of SFAS 123, 123R, 133 or 143 and non-cash losses resulting from the mark-to-market accounting of inventory or swaps but excluding accruals of or reserves for cash charges for any future period, and (b) any Material Project Consolidated EBITDA Adjustments, and minus (c) the following to the extent included in calculating such Consolidated Net Income: (A) income tax credits (including with respect to franchise taxes to the extent based upon net income) of the Borrower and its Restricted Subsidiaries for such period and (B) all non-cash items increasing Consolidated Net Income (in each case of or by the Borrower and its Restricted Subsidiaries for such Measurement Period). If during such period the Borrower or any Restricted Subsidiary consummates an acquisition of assets or of a Person that becomes a Restricted Subsidiary (including in connection with the consummation of the Public Offering) or an Asset Sale or enters into a Sale Leaseback Transaction, then Consolidated EBITDA shall be calculated after giving effect to such acquisition, Asset Sale or Sale Leaseback Transaction as if such acquisition, Asset Sale or Sale Leaseback Transaction had occurred on the first day of such Measurement Period.

Consolidated EBITDA may include, at the Borrower’s option, any Material Project Consolidated EBITDA Adjustments, as provided below. As used herein, a “Material Project Consolidated EBITDA Adjustment” means, with respect to each Material Project of the Borrower or a Restricted Subsidiary:

(x) prior to the Commercial Operation Date of a Material Project (but including the fiscal quarter in which such Commercial Operation Date occurs), a percentage (equal to the then-current completion percentage of such Material Project) of an amount to be approved by the Administrative Agent as the projected Consolidated EBITDA of the Borrower and its Restricted Subsidiaries with respect to such Material Project for the first 12-month period following the scheduled Commercial Operation Date of such Material Project (such amount to be determined based on predominantly fee based contracts relating to such Material Project, the creditworthiness of the other parties to such contracts, and projected revenues from such contracts, capital costs and expenses, scheduled Commercial Operation Date, and other factors reasonably deemed appropriate by the Administrative Agent), which may, at the Borrower’s option, be added to actual Consolidated EBITDA for the fiscal quarter in which construction of the Material Project commences and for each fiscal quarter thereafter until the Commercial Operation Date of such Material Project (including the fiscal quarter in which such Commercial Operation Date occurs, but net of any actual Consolidated EBITDA of the Borrower and its Restricted Subsidiaries attributable to such Material Project following such Commercial

Operation Date); provided that if the actual Commercial Operation Date does not occur by the scheduled Commercial Operation Date, then the foregoing amount shall be reduced, for quarters ending after the scheduled Commercial Operation Date to (but excluding) the first full quarter after its actual Commercial Operation Date, by the following percentage amounts depending on the period of delay (based on the period of actual delay or then-estimated delay, whichever is longer): (i) 90 days or less, 0%, (ii) longer than 90 days, but not more than 180 days, 25%, (iii) longer than 180 days, but more than 270 days, 50%, and (iv) longer than 270 days, 100%; and

(y) beginning with the first full fiscal quarter following the Commercial Operation Date of a Material Project and for two immediately succeeding fiscal quarters, an amount to be approved by the Administrative Agent as the projected Consolidated EBITDA of the Borrower and its Restricted Subsidiaries attributable to such Material Project (determined in the same manner as set forth in clause (x) above) for the balance of the four full fiscal quarter period following such Commercial Operation Date, which may, at the Borrower’s option, be added to actual Consolidated EBITDA for such fiscal quarters (but net of any actual Consolidated EBITDA of the Borrower and its Restricted Subsidiaries attributable to such Material Project following such Commercial Operation Date).

(z) Notwithstanding the foregoing, no such additions shall be allowed with respect to any Material Project unless (i) not later than 30 days or such lesser number of days as may be agreed to by the Administrative Agent in its sole discretion prior to the delivery of any Compliance Certificate required by Section 6.02(a), to the extent Material Project Consolidated EBITDA Adjustments will be made to Consolidated EBITDA in determining compliance with Section 7.11, the Borrower shall have delivered to the Administrative Agent written pro forma projections of Consolidated EBITDA of the Borrower and its Restricted Subsidiaries attributable to such Material Project, and prior to the date such Compliance Certificate is required to be delivered, the Administrative Agent shall have approved (such approval not to be unreasonably withheld, conditioned or delayed) such projections and shall have received such other information and documentation as the Administrative Agent may reasonably request, all in form and substance reasonably satisfactory to the Administrative Agent, and (ii) the aggregate amount of all Material Project Consolidated EBITDA Adjustments during any period does not exceed 20% of the total actual Consolidated EBITDA of the Borrower and its Restricted Subsidiaries for such period (which total actual Consolidated EBITDA shall be determined without including any Material Project Consolidated EBITDA Adjustments).

“Consolidated Funded Indebtedness” means, as of any date of determination, for the Borrower and its Restricted Subsidiaries on a consolidated basis, the sum (without duplication) of:

(a) the outstanding principal amount of all obligations, whether current or long-term, for borrowed money (including Obligations hereunder) and all obligations evidenced by bonds, debentures, notes, loan agreements or other similar instruments representing obligations for borrowed money,

(b) the outstanding principal amount of all Attributable Indebtedness in respect of Capitalized Leases, Synthetic Lease Obligations and Synthetic Debt,

(c) all direct obligations arising under bankers’ acceptances and similar instruments, all Unreimbursed Amounts, and all obligations to reimburse drawings under letters of credit other than Letters of Credit,

(d) the outstanding principal amount of all obligations in respect of the deferred purchase price of property or services (other than accounts payable in the ordinary course of business),

(e) all Guarantees with respect to outstanding Indebtedness of the types specified in clauses (a) through (d) above of Persons other than the Borrower or any Restricted Subsidiary, and

(f) all Indebtedness of the types referred to in clauses (a) through (e) above of any partnership or joint venture (other than a joint venture that is itself a corporation or limited liability company) in which the Borrower or a Restricted Subsidiary is a general partner or joint venturer, to the extent the Borrower or such Restricted Subsidiary is directly liable for the payment of such Indebtedness, which shall include any Guarantees thereof.

“Consolidated Interest Charges” means, with respect to the Borrower and its Restricted Subsidiaries on a consolidated basis for any Measurement Period, the sum (without duplication) of (a) all interest, premium payments, debt discount, fees, charges and related expenses in connection with borrowed money (including capitalized interest) or in connection with the deferred purchase price of assets, in each case to the extent treated as interest in accordance with GAAP, (b) all interest paid or payable with respect to discontinued operations and (c) the portion of rent expense under Capitalized Leases that is treated as interest in accordance with GAAP, plus (d) their net payments (or minus their net receipts) under Swap Contracts with respect to interest rates.

“Consolidated Interest Coverage Ratio” means, as of any date of determination, the ratio of (a) Consolidated EBITDA to (b) Consolidated Interest Charges, in each case, of or by the Borrower and its Restricted Subsidiaries on a consolidated basis for the most recently completed Measurement Period.

“Consolidated Net Income” means, at any date of determination, the net income (or loss) of the Borrower and its Restricted Subsidiaries on a consolidated basis for the most recently completed Measurement Period; provided that (a) Consolidated Net Income shall exclude extraordinary gains and extraordinary losses for such Measurement Period, (b) Consolidated Net Income shall exclude the net income (or loss) of any Restricted Subsidiary during such Measurement Period to the extent that the declaration or payment of dividends or similar distributions by such Restricted Subsidiary of such income is not permitted by operation of the terms of its Organization Documents or any agreement, instrument or Law applicable to such Restricted Subsidiary during such Measurement Period, and (c) Consolidated Net Income shall exclude any income (or loss) for such Measurement Period of any Person if such Person is not

the Borrower or a Restricted Subsidiary, and (d) Consolidated Net Income shall include the amount of net income actually distributed in cash during such Measurement Period to the Borrower or any Restricted Subsidiary from any Joint Venture or other Person that is not a Restricted Subsidiary up to an aggregate amount not to exceed 25% of Consolidated EBITDA for such Measurement Period (and, in the case of a dividend or other distribution to a Restricted Subsidiary, such Restricted Subsidiary is not precluded from further distributing such amount to the Borrower as described in clause (b) of this proviso).

“Consolidated Net Tangible Assets” means the net book value of all assets of the Borrower and its Restricted Subsidiaries on a consolidated basis, excluding any such assets which would be treated as intangible under GAAP (including such assets as good will, trademarks, trade names, service marks, brand names, copyrights, and patents). On any date of determination Consolidated Net Tangible Assets will be determined based on the consolidated balance sheet then most recently delivered under Section 6.01(a) or (b) (or, prior to the first such delivery, the most recent consolidated balance sheet of the Borrower and its Restricted Subsidiaries delivered to the Administrative Agent and each Lender on or prior to the Closing Date).

“Consolidated Senior Secured Leverage Ratio” means, as of any date of determination, the ratio of (a) Consolidated Funded Indebtedness of the Borrower and its Restricted Subsidiaries (other than such Consolidated Funded Indebtedness that is not secured by a Lien) as of such date, to (b) Consolidated EBITDA of the Borrower and its Restricted Subsidiaries for the most recently completed Measurement Period.

“Consolidated Total Assets” shall mean, as of any date, the total assets of the Borrower and its Restricted Subsidiaries, determined in accordance with GAAP, in each case based on the consolidated balance sheet then most recently delivered under Section 6.01(a) or (b) (or, prior to the first such delivery, the most recent consolidated balance sheet of the Borrower and its Restricted Subsidiaries delivered to the Administrative Agent and each Lender on or prior to the Closing Date).

“Consolidated Total Leverage Ratio” means, as of any date of determination, the ratio of (a) Consolidated Funded Indebtedness of the Borrower and its Restricted Subsidiaries as of such date, to (b) Consolidated EBITDA of the Borrower and its Restricted Subsidiaries for the most recently completed Measurement Period.

“Contractual Obligation” means, as to any Person, any provision of any security issued by such Person or of any agreement, instrument or other contract to which such Person is a party or by which it or any of its property is bound.

“Contribution” means the transactions contemplated by the Contribution Agreement.

“Contribution Agreement” means that certain Amended and Restated Contribution Agreement dated as of November 10, 2014, between, Antero Corp and the Borrower (as successor-in-interest to Antero Resources Midstream LLC), as in effect on the Closing Date and

as may be amended, modified, supplemented, restated, replaced or substituted from time to time as permitted hereby.

“Control” means the possession, directly or indirectly, of the power to direct or cause the direction of the management or policies of a Person, whether through the ability to exercise voting power, by contract or otherwise (provided that individual natural persons who are members of a board of managers or board of directors of a Person shall not be deemed to Control such Person solely because of such membership). “Controlling” and “Controlled” have meanings correlative thereto.

“Credit Extension” means each of the following: (a) a Borrowing, (b) a Swingline Borrowing and (c) an L/C Credit Extension.

“Debtor Relief Laws” means the Bankruptcy Code of the United States, and all other liquidation, conservatorship, bankruptcy, assignment for the benefit of creditors, moratorium, rearrangement, receivership, insolvency, reorganization, or similar debtor relief Laws of the United States or other applicable jurisdictions from time to time in effect and affecting the rights of creditors generally.

“Default” means any event or condition that constitutes an Event of Default or that, with the giving of any notice, the passage of time, or both, would be an Event of Default.

“Default Rate” means (a) when used with respect to Obligations other than Letter of Credit Fees, an interest rate equal to (i) the Base Rate plus (ii) the Applicable Rate, if any, applicable to Base Rate Loans plus (iii) 2% per annum; provided, however, that with respect to a Eurodollar Rate Loan, the Default Rate shall be an interest rate equal to the interest rate (including any Applicable Rate) otherwise applicable to such Eurodollar Rate Loan plus 2% per annum and (b) when used with respect to Letter of Credit Fees, a rate equal to the Applicable Rate plus 2% per annum.

“Defaulting Lender” means, subject to Section 2.15(b), any Lender that, as determined by the Administrative Agent, (a) has failed to (i) fund any portion of the Loans, Swingline Loans or participations in L/C Obligations, within three Business Days of the date required to be funded by it hereunder unless such Lender notifies the Administrative Agent and the Borrower in writing that such failure is the result of such Lender’s determination that one or more conditions precedent to funding (each of which conditions precedent, together with any applicable default, shall be specifically identified in such writing) has not been satisfied, or (ii) pay to the Administrative Agent, the Swingline Lender, any L/C Issuer, or any other Lender any other amount required to be paid by it hereunder (including in respect of its participation in Letters of Credit) within three Business Days of the date due, (b) has notified the Borrower, the Administrative Agent or any Lender that it does not intend to comply with its funding obligations or has made a public statement to that effect with respect to its funding obligations hereunder (unless such writing or public statement relates to such Lender’s obligation to fund a Loan hereunder and states that such position is based on such Lender’s determination that a condition precedent to funding (which condition precedent, together with any applicable default,

shall be specifically identified in such writing or pubic statement) cannot be satisfied) or generally under other syndicated credit agreements in which it commits to extend credit, (c) has failed, within three Business Days after request by the Administrative Agent, to confirm in a manner satisfactory to the Administrative Agent that it will comply with its funding obligations hereunder (provided that such Lender shall cease to be a Defaulting Lender pursuant to this clause (c) upon receipt of such written confirmation by the Administrative Agent and the Borrower), or (d) has, or has a direct or indirect parent company that has, (i) become the subject of a proceeding under any Debtor Relief Law, (ii) had a receiver, conservator, trustee, administrator, assignee for the benefit of creditors or similar Person charged with reorganization or liquidation of its business or a custodian appointed for it, or (iii) taken any action in furtherance of, or indicated its consent to, approval of or acquiescence in any such proceeding or appointment; provided that a Lender shall not be a Defaulting Lender solely by virtue of the ownership or acquisition of any equity interest in that Lender or any direct or indirect parent company thereof by a Governmental Authority.

“Disposition” or “Dispose” means the sale, transfer, license, lease or other disposition (including any sale and leaseback transaction) of any property by any Person (or the granting of any option or other right to do any of the foregoing), including any sale, assignment, transfer or other disposal, with or without recourse, of any notes or accounts receivable or any rights and claims associated therewith. The granting or creation of a Lien is not a Disposition.

“Dollar” and “$” mean lawful money of the United States.

“Domestic Subsidiary” shall mean each Subsidiary that is not a Foreign Subsidiary.

“Easement” means any right-of-way agreement, easement, surface use agreement, or other similar document relating to any Pipeline Asset owned or held by any Relevant Party at the time in question.

“Eligible Assignee” means any Person that meets the requirements to be an assignee under Section 10.06(b)(iii), (v) and (vii) (subject to such consents, if any, as may be required under Section 10.06(b)(iii)).

“Embargoed Person” has the meaning specified in Section 7.20.

“Environmental Laws” means any and all Federal, state, local, and foreign statutes, Laws relating to pollution and/or the protection of the environment or the release of any materials into the environment, including those related to hazardous substances or wastes, air emissions and discharges to waste or public systems.

“Environmental Liability” means any liability, contingent or otherwise (including any liability for damages, costs of environmental remediation, fines, penalties or indemnities), of the Borrower or any other Relevant Party directly or indirectly resulting from or based upon (a) violation of any Environmental Law, (b) the generation, use, handling, transportation, storage, treatment or disposal of any Hazardous Materials, (c) exposure to any Hazardous

Materials, or (d) the release or threatened release of any Hazardous Materials into the environment.

“Environmental Permit” means any permit, approval, identification number, license or other authorization required under any Environmental Law.

“Equity Interests” means, with respect to any Person, all of the shares of capital stock of (or other ownership or profit interests in) such Person, all of the warrants, options or other rights for the purchase or acquisition from such Person of shares of capital stock of (or other ownership or profit interests in) such Person, all of the securities convertible into or exchangeable for shares of capital stock of (or other ownership or profit interests in) such Person or warrants, rights or options for the purchase or acquisition from such Person of such shares (or such other interests), and all of the other ownership or profit interests in such Person (including partnership, member or trust interests therein), whether voting or nonvoting, and whether or not such shares, warrants, options, rights or other interests are outstanding on any date of determination.

“Equity Investor” means Antero Resources Investment LLC.

“ERISA” means the Employee Retirement Income Security Act of 1974.

“ERISA Affiliate” means any trade or business (whether or not incorporated) that together with the Borrower is treated as a single employer Section 414(b) or (c) of the Code (and Sections 414(m) and (o) of the Code for purposes of provisions relating to Section 412 of the Code).

“ERISA Event” means (a) a Reportable Event with respect to a Pension Plan; (b) a withdrawal by the Borrower or any ERISA Affiliate from a Pension Plan subject to Section 4063 of ERISA during a plan year in which it was a substantial employer (as defined in Section 4001(a)(2) of ERISA) or a cessation of operations that is treated as such a withdrawal under Section 4062(e) of ERISA; (c) a complete or partial withdrawal by the Borrower or any ERISA Affiliate from a Multiemployer Plan or notification that a Multiemployer Plan is in reorganization; (d) the filing of a notice of intent to terminate, the treatment of a Pension Plan amendment as a termination under Section 4041 or 4041A of ERISA, or the commencement of proceedings by the PBGC to terminate a Pension Plan or Multiemployer Plan; (e) an event or condition which constitutes grounds under Section 4042 of ERISA for the termination of, or the appointment of a trustee to administer, any Pension Plan or Multiemployer Plan; or (f) the imposition of any liability under Title IV of ERISA with respect to a Pension Plan, other than for PBGC premiums due but not delinquent under Section 4007 of ERISA, upon the Borrower or any ERISA Affiliate.

“Eurodollar Rate” means:

(a) for any Interest Period with respect to a Eurodollar Rate Loan, the rate per annum equal to (i) the LIBOR Rate administered by the ICE Benchmark Administration or the successor thereto if the ICE Benchmark Administration is no longer making a

LIBOR rate available (“LIBOR”), as published by Reuters (or such other commercially available source providing quotations of LIBOR as may be designated by the Administrative Agent from time to time) at approximately 11:00 a.m., London time, two London Banking Days prior to the commencement of such Interest Period, for Dollar deposits (for delivery on the first day of such Interest Period) with a term equivalent to such Interest Period or, (ii) if such rate is not available at such time for any reason, the rate per annum determined by the Administrative Agent to be the rate at which deposits in Dollars for delivery on the first day of such Interest Period in same day funds in the approximate amount of the Eurodollar Rate Loan being made, continued or converted and with a term equivalent to such Interest Period would be offered by Wells Fargo’s London Branch to major banks in the London interbank eurodollar market at their request at approximately 11:00 a.m. (London time) two London Banking Days prior to the commencement of such Interest Period; and

(b) for any interest calculation with respect to a Base Rate Loan on any date, the rate per annum equal to (i) LIBOR, at approximately 11:00 a.m., London time determined two London Banking Days prior to such date for Dollar deposits being delivered in the London interbank market for a term of one month commencing that day or (ii) if such published rate is not available at such time for any reason, the rate per annum determined by the Administrative Agent to be the rate at which deposits in Dollars for delivery on the date of determination in same day funds in the approximate amount of the Base Rate Loan being made or maintained and with a term equal to one month would be offered by Wells Fargo’s London Branch to major banks in the London interbank Eurodollar market at their request at the date and time of determination;

provided that in no event shall the Eurodollar Rate be less than zero.

“Eurodollar Rate Loan” means a Loan that bears interest at a rate based on the Adjusted Eurodollar Rate.

“Event of Default” has the meaning specified in Section 8.01.

“Excluded Assets” means (a) property and assets the pledge or granting of a security interest in which would violate contractual restrictions or applicable law or would require the consent or approval of a third party, in each case, unless such restrictions are rendered ineffective under the Uniform Commercial Code of any applicable jurisdiction or, in the case of Equity Interests, unless such restriction is not contained in a bona fide agreement with a third party that is not an Affiliate of the Borrower, (b) except to the extent perfection of a security interest can be accomplished by filing a financing statement, letter of credit rights and assets or properties subject to certificates of title, (c) property or assets owned by an Unrestricted Subsidiary, unless such Unrestricted Subsidiary has elected to be a Loan Party, (d) Real Property and Easements not required to be subject to a Mortgage in order for the Mortgage Requirement to be satisfied, (e) without limiting the Loan Parties’ obligation to comply with the Mortgage Requirement or grant security interests in other improvements located on Real Property that is subject to a Mortgage, any building (defined as a structure with four walls and a roof) located on Real Property that is

subject to a Mortgage, (f) United States intent-to-use trademark applications, and (g) property and assets with respect to which the Administrative Agent reasonably determines the time or expense of obtaining a pledge or grant of a security interest therein outweighs the benefits thereof.

“Excluded Swap Obligation” shall mean with respect to any Guarantor, (a) any Swap Obligation if, and to the extent that all or a portion of the Guaranty of such Guarantor of, or the grant by such Guarantor of a security interest to secure, as applicable, such Swap Obligation (or any guarantee thereof) is or becomes illegal under the Commodity Exchange Act or any rule, regulation or order of the Commodity Futures Trading Commission (or the application or official interpretation of any thereof) or (b) any other Swap Obligation designated as an “Excluded Swap Obligation” of such Guarantor as specified in any agreement between the relevant Loan Parties and hedge counterparty applicable to such Swap Obligations, and agreed by the Administrative Agent. If a Swap Obligation arises under a master agreement governing more than one Swap, such exclusion shall apply only to the portion of such Swap Obligation that is attributable to Swaps for which such guarantee or security interest is or becomes illegal.

“Excluded Taxes” means, with respect to the Administrative Agent, any Lender (including for purposes of this definition, the Swingline Lender or the L/C Issuer) or any other recipient of any payment to be made by or on account of any obligation of the Borrower hereunder, (a) Taxes imposed on or measured by net income (however denominated), franchise Taxes, and branch profits Taxes, in each case, (i) imposed as a result of such recipient being organized under the laws of, or having its principal office or, in the case of any Lender, its Lending Office located in, the jurisdiction imposing such Tax (or any political subdivision thereof) or (ii) that are Other Connection Taxes, (b) in the case of a Lender, U.S. federal withholding Taxes imposed on amounts payable to or for the account of such Lender with respect to an applicable interest in a Loan or Commitment pursuant to a Law in effect on the date on which (i) such Lender acquires such interest in the Loan or Commitment (other than pursuant to an assignment request by the Borrower under Section 3.06(b)) or (ii) such Lender changes its Lending Office, except in each case to the extent that, pursuant to Section 3.01, amounts with respect to such Taxes were payable either to such Lender’s assignor immediately before such Lender became a party hereto or to such Lender immediately before it changed its Lending Office, (c) Taxes attributable to such Recipient’s failure to comply with Section 3.01(e) and (d) any U.S. federal withholding Taxes imposed pursuant to FATCA.

“Executive Order” has the meaning specified in Section 5.21(a).

“Extraordinary Receipt” means any cash received by or paid to or for the account of any Person not in the ordinary course of business, including tax refunds, pension plan reversions, proceeds of insurance (other than proceeds of business interruption insurance to the extent such proceeds constitute compensation for lost earnings), condemnation awards (and payments in lieu thereof), indemnity payments and any purchase price adjustments; provided, however, that an Extraordinary Receipt shall not include cash receipts from proceeds of insurance, condemnation awards (or payments in lieu thereof) or indemnity payments to the extent that such proceeds,

awards or payments (a) are received by any Person in respect of loss or damage to equipment, fixed assets or Real Property or Easements or other losses and are applied (or in respect of which expenditures were previously incurred) to replace or repair the equipment, fixed assets, Real Property or Easements in respect of which such proceeds were received or (b) are received by any Person in respect of any third party claim against such Person and applied to pay (or to reimburse such Person for its prior payment of) such claim and the costs and expenses of such Person with respect thereto.

“FATCA” means Sections 1471 through 1474 of the Code, as of the date of this Agreement (or any amended or successor version that is substantively comparable and not materially more onerous to comply with), any current or future regulations or official interpretations thereof, any agreement entered into pursuant to Section 1471(b)(1) of the Code, any intergovernmental agreement entered into in connection with the implementation of such Sections of the Code and any fiscal or regulatory legislation, rules or practices adopted pursuant to such intergovernmental agreement.

“FCPA” has the meaning specified in Section 5.21(d).

“Federal Funds Rate” means, for any day, the rate per annum equal to the weighted average of the rates on overnight Federal funds transactions with members of the Federal Reserve System arranged by Federal funds brokers on such day, as published by the Federal Reserve Bank of New York on the Business Day next succeeding such day; provided that (a) if such day is not a Business Day, the Federal Funds Rate for such day shall be such rate on such transactions on the next preceding Business Day as so published on the next succeeding Business Day, and (b) if no such rate is so published on such next succeeding Business Day, the Federal Funds Rate for such day shall be the average rate (rounded upward, if necessary, to a whole multiple of 1/100 of 1%) charged to Wells Fargo on such day on such transactions as determined by the Administrative Agent; provided that in no event shall the Federal Funds Rate be less than zero.

“FERC” shall mean the Federal Energy Regulatory Commission or any of its successors.

“Finance Co” shall mean any direct, wholly-owned Subsidiary of the Borrower incorporated to become or otherwise serving as a co-issuer or co-borrower of Indebtedness permitted by this Agreement, which Subsidiary meets the following conditions at all times: (a) the provisions of Section 6.12 have been complied with in respect of such Subsidiary, and such Subsidiary is a Restricted Subsidiary and a Loan Party, (b) such Subsidiary shall be a corporation and (c) such Subsidiary has not (i) incurred, directly or indirectly any Indebtedness or any other obligation or liability whatsoever other than the Indebtedness that it was formed to co-issue or co-borrow (including, for the avoidance of doubt, any additional series, tranche or issuance of such type of Indebtedness) and for which it serves as co-issuer or co-borrower, (ii) engaged in any business, activity or transaction, or owned any property, assets or Equity Interests other than (A) performing its obligations and activities incidental to the co-issuance or co-borrowing of the Indebtedness that it was formed to co-issue or co-borrower and (B) other activities incidental to the maintenance of its existence, including legal, tax and accounting administration, (iii)

consolidated with or merged with or into any Person, or (iv) failed to hold itself out to the public as a legal entity separate and distinct from all other Persons.

“Foreign Lender” means a Lender that is not a U.S. Person (including such a Lender when acting in the capacity of the Swingline Lender or the L/C Issuer).

“Foreign Subsidiary” means any Subsidiary that is incorporated or organized under the laws of any jurisdiction other than the United States of America, any State thereof or the District of Columbia.

“FRB” means the Board of Governors of the Federal Reserve System of the United States.

“Fronting Exposure” means, at any time there is a Defaulting Lender, with respect to the L/C Issuer, such Defaulting Lender’s Applicable Percentage of the outstanding L/C Obligations other than L/C Obligations as to which such Defaulting Lender’s participation obligation has been reallocated to other Lenders or Cash Collateralized in accordance with the terms hereof.

“Fund” means any Person (other than a natural person) that is (or will be) engaged in making, purchasing, holding or otherwise investing in commercial loans and similar extensions of credit in the ordinary course of its activities.

“GAAP” means generally accepted accounting principles in the United States set forth in the opinions and pronouncements of the Accounting Principles Board and the American Institute of Certified Public Accountants and statements and pronouncements of the Financial Accounting Standards Board or such other principles as may be approved by a significant segment of the accounting profession in the United States, that are applicable to the circumstances as of the date of determination, consistently applied.

“General Partner” means Antero Resources Midstream Management LLC, a Delaware limited liability company.

“Governmental Authority” means the government of the United States or any other nation, or of any political subdivision thereof, whether state or local, and any agency, authority, instrumentality, regulatory body, court, central bank or other entity exercising executive, legislative, judicial, taxing, regulatory or administrative powers or functions of or pertaining to government (including any supra-national bodies such as the European Union or the European Central Bank).

“Guarantee” means, as to any Person, any (a) any obligation, contingent or otherwise, of such Person guaranteeing or having the economic effect of guaranteeing any Indebtedness or other obligation payable or performable by another Person (the “primary obligor”) in any manner, whether directly or indirectly, and including any obligation of such Person, direct or indirect, (i) to purchase or pay (or advance or supply funds for the purchase or payment of) such Indebtedness or other obligation, (ii) to purchase or lease property, securities or services for the

purpose of assuring the obligee in respect of such Indebtedness or other obligation of the payment or performance of such Indebtedness or other obligation, (iii) to maintain working capital, equity capital or any other financial statement condition or liquidity or level of income or cash flow of the primary obligor so as to enable the primary obligor to pay such Indebtedness or other obligation, or (iv) entered into for the purpose of assuring in any other manner the obligee in respect of such Indebtedness or other obligation of the payment or performance thereof or to protect such obligee against loss in respect thereof (in whole or in part), or (b) any Lien on any assets of such Person securing any Indebtedness or other obligation of any other Person, whether or not such Indebtedness or other obligation is assumed by such Person (or any right, contingent or otherwise, of any holder of such Indebtedness to obtain any such Lien). The amount of any Guarantee shall be deemed to be an amount equal to the stated or determinable amount of the related primary obligation, or portion thereof, in respect of which such Guarantee is made or, if not stated or determinable, the maximum reasonably anticipated liability in respect thereof as determined by the guaranteeing Person in good faith. The term “Guarantee” as a verb has a corresponding meaning.

“Guarantors” means, collectively, the Restricted Subsidiaries of the Borrower listed on Schedule 6.12 (which shall be all Restricted Subsidiaries as of the Closing Date) and each other Restricted Subsidiary of the Borrower that is required to execute and deliver a guaranty or guaranty supplement pursuant to Section 6.12.

“Guaranty” means, collectively, the Guarantee made by the Guarantors in favor of the Secured Parties in the Security Agreement, together with each other guaranty and guaranty supplement delivered pursuant to Section 6.12.

“Hazardous Materials” means all explosive or radioactive substances or wastes and all hazardous or toxic substances, wastes or other pollutants, including petroleum or petroleum distillates, asbestos or asbestos-containing materials, polychlorinated biphenyls, radon gas, infectious or medical wastes and all other substances or wastes of any nature regulated pursuant to any Environmental Law.

“Hedge Bank” means (a) a Lender or an Affiliate of a Lender that is a party to a Swap Contract, or any transactions or confirmations thereunder, on the Closing Date or (b) any Person that, at the time it enters into a Swap Contract, or any transactions or confirmations thereunder, permitted under ARTICLE VI or ARTICLE VII, in each case, is a Lender or an Affiliate of a Lender, in its capacity as a party to such Swap Contract.

“Indebtedness” means, as to any Person at a particular time, without duplication, all of the following, whether or not included as indebtedness or liabilities in accordance with GAAP:

(a) the outstanding principal amount of all obligations of such Person, whether current or long-term, for borrowed money (including Obligations hereunder) and all obligations evidenced by bonds, debentures, notes, loan agreements or other similar instruments representing obligations for borrowed money;

(b) the maximum amount of all direct or contingent obligations of such Person arising under letters of credit (including standby and commercial), bankers’ acceptances, bank guaranties and similar instruments;

(c) all obligations of such Person to pay the deferred purchase price of property or services (other than accounts payable in the ordinary course of business and not past due for more than 90 days after the date on which such account was due, unless being contested in good faith by appropriate proceedings and for which any reserves are required by GAAP are maintained);

(d) all Indebtedness (excluding prepaid interest thereon) of others secured by a Lien on property owned by such Person (including Indebtedness arising under conditional sales or other title retention agreements), whether or not such Indebtedness shall have been assumed by such Person or is limited in recourse;

(e) all Attributable Indebtedness in respect of Capitalized Leases, Synthetic Lease Obligations and Synthetic Debt of such Person;

(f) all obligations of such Person to purchase, redeem, retire, defease or otherwise make any similar payment, at any time prior to the date that is 90 days after the Maturity Date, in respect of any Equity Interest in such Person or any warrant, right or option to acquire such Equity Interest, valued, in the case of a redeemable preferred interest, at the greater of its voluntary or involuntary liquidation preference plus accrued and unpaid dividends; and

(g) all Guarantees of such Person in respect of any of the foregoing Indebtedness of another Person.

For all purposes hereof, the Indebtedness of any Person shall include the Indebtedness of any partnership or joint venture (other than a joint venture that is itself a corporation or limited liability company) in which such Person is a general partner or a joint venturer to the extent that such Person is directly liable therefor, which shall include any Guarantees thereof.

“Indemnified Taxes” means (a) Taxes, other than Excluded Taxes, imposed on or with respect to any payment made by or on account of any obligation of any Loan Party under any Loan Document and (b) to the extent not otherwise described in (a), Other Taxes.

“Indemnitees” has the meaning specified in Section 10.04(b).

“Information” has the meaning specified in Section 10.07.

“Initial Commitment Fee” has the meaning specified in the definition of Applicable Rate.

“Information Memorandum” means the information memorandum dated November 10, 2014, used by the Sole Bookrunner in connection with the syndication of the Commitments.

“Interest Payment Date” means, (a) as to any Eurodollar Rate Loan, the last day of each Interest Period applicable to such Eurodollar Rate Loan and the Maturity Date; provided, however, that if any Interest Period for a Eurodollar Rate Loan exceeds three months, the respective dates that fall every three months after the beginning of such Interest Period shall also be Interest Payment Dates; (b) as to any Base Rate Loan, the last Business Day of each March, June, September and December and the Maturity Date, and (c) as to any Swingline Loan, the day such Swingline Loan is required to be repaid pursuant to Section 2.16.

“Interest Period” means, as to each Eurodollar Rate Loan, the period commencing on the date such Eurodollar Rate Loan is disbursed or converted to or continued as a Eurodollar Rate Loan and ending on the date one, two, three, six or, with the consent of the Lenders, twelve months thereafter, as selected by the Borrower in its Loan Notice or, if consented to by all the Appropriate Lenders, any shorter period; provided that:

(a) any Interest Period that would otherwise end on a day that is not a Business Day shall be extended to the next succeeding Business Day unless such Business Day falls in another calendar month, in which case such Interest Period shall end on the next preceding Business Day;

(b) any Interest Period that begins on the last Business Day of a calendar month (or on a day for which there is no numerically corresponding day in the calendar month at the end of such Interest Period) shall end on the last Business Day of the calendar month at the end of such Interest Period; and

“Investment” means, as to any Person, any direct or indirect acquisition or investment by such Person in another Person, whether by means of (a) the purchase or other acquisition of Equity Interests of another Person, (b) a loan, advance or capital contribution to, Guarantee or assumption of Indebtedness of, or purchase or other acquisition of any other Indebtedness of or Equity Interest in, another Person, or (c) the purchase or other acquisition (in one transaction or a series of related transactions) of all or any material portion of the assets of another Person, to the extent constituting a division or line of business of such Person and excluding, for the avoidance of doubt, purchases of inventory or equipment in the ordinary course of business. For purposes of covenant compliance, the amount of any Investment shall be the amount actually invested, without adjustment for subsequent increases or decreases in the value of such Investment.

“Investment Grade Rating” means the long-term, senior, non-credit enhanced debt of Borrower being rated BBB- or better by S&P or Baa3 or better by Moody’s; provided that the noninvestment grade rating from the other rating agency must be at least either Ba1 (stable), if Moody’s, and BB+ (stable), if S&P.

“Investment Grade Rating Event” shall mean the first day occurring after the Closing Date upon which the Borrower shall have delivered to the Administrative Agent a certificate of a Responsible Officer certifying that (a) Borrower’s Corporate Credit Rating has received an

Investment Grade Rating, (b) no Default or Event of Default has occurred and is continuing and (c) the Borrower is in pro forma compliance with the financial covenants set forth in Section 7.11 as of the last day of the most recent fiscal quarter of the Borrower for which financial statements have been delivered pursuant to Section 6.01(a) or (b).

“IPO Costs” means all fees, costs and expenses incurred or payable by (without duplication) the Borrower and the Restricted Subsidiaries or any direct or indirect parent thereof in connection with the consummation of the Public Offering and the Specified IPO Transactions, including any amortization of such fees, costs and expenses.

“IRS” means the United States Internal Revenue Service.

“ISP” means, with respect to any Letter of Credit, the “International Standby Practices 1998” published by the Institute of International Banking Law & Practice, Inc. (or such later version thereof as may be in effect at the time of issuance).

“Issuer Documents” means with respect to any Letter of Credit, the Letter of Credit Application, and any other document, agreement and instrument entered into by the L/C Issuer and the Borrower (or any Subsidiary) or in favor of the L/C Issuer and relating to such Letter of Credit.

“Joinder Agreement” means an agreement in the form of Annex I to the Security Agreement.

“Joint Lead Arrangers” means, collectively, WFS and JPMS, each in its capacity as a Joint Lead Arranger.

“Joint Venture” means a corporation, limited liability company, limited partnership or statutory trust that is not a Subsidiary and that is owned jointly by the Borrower or any Subsidiary and one or more Persons other than the Borrower and its Subsidiaries.

“Joint Venture Agreement” means any bona fide agreement or organizational document governing any Joint Venture.

“JPMS” means J.P. Morgan Securities LLC and its successors.

“Laws” means, collectively, all international, foreign, Federal, state and local statutes, treaties, rules, , regulations, orders, decrees, ordinances, governmental restrictions, injunctions, writs, codes and administrative or judicial judgments, including the interpretation thereof by, or any agreements with any Governmental Authority to the extent having the force and effect of law.

“L/C Advance” means, with respect to each Lender, such Lender’s funding of its participation in any L/C Borrowing in accordance with its Applicable Percentage.

“L/C Borrowing” means an extension of credit resulting from a drawing under any Letter of Credit which has not been reimbursed on the date when made or refinanced by means of a Borrowing.

“L/C Credit Extension” means, with respect to any Letter of Credit, the issuance thereof or extension of the expiry date thereof, or the increase of the amount thereof.

“L/C Issuer” means Wells Fargo or any other Lender appointed by the Borrower (with the approval of the Swingline Lender and the Administrative Agent and the acceptance of such appointment by such Lender) in such capacity as issuer of Letters of Credit hereunder, or any successor issuer of Letters of Credit hereunder. The “L/C Issuer” means the relevant L/C Issuer or each L/C Issuer, as the case may be.

“L/C Obligations” means, as at any date of determination, the aggregate amount available to be drawn under all outstanding Letters of Credit plus the aggregate of all Unreimbursed Amounts, including all L/C Borrowings. For purposes of computing the amount available to be drawn under any Letter of Credit, the amount of such Letter of Credit shall be determined in accordance with Section 1.06. For all purposes of this Agreement, if on any date of determination a Letter of Credit has expired by its terms but any amount may still be drawn thereunder by reason of the operation of Rule 3.14 of the ISP, such Letter of Credit shall be deemed to be “outstanding” in the amount so remaining available to be drawn.

“Lender” has the meaning specified in the introductory paragraph hereto.

“Lending Office” means, as to any Lender, the office or offices of such Lender described as such in such Lender’s Administrative Questionnaire, or such other office or offices as a Lender may from time to time notify in writing to the Borrower and the Administrative Agent.

“Letter of Credit” means any standby letter of credit issued hereunder.

“Letter of Credit Application” means an application and agreement for the issuance or amendment of a Letter of Credit in the form from time to time in use by the L/C Issuer.

“Letter of Credit Expiration Date” means the day that is five Business Days prior to the Maturity Date then in effect (or, if such day is not a Business Day, the next following Business Day).

“Letter of Credit Fee” has the meaning specified in Section 2.03(h).

“Letter of Credit Sublimit” means an amount equal to $150,000,000 (or, if less, the Aggregate Commitments). The Letter of Credit Sublimit is part of, and not in addition to, the Aggregate Commitments.

“Lien” means any mortgage, pledge, hypothecation, assignment, deposit arrangement, encumbrance, lien (statutory or other), charge, or preference, priority or other security interest or

preferential arrangement in the nature of a security interest of any kind or nature whatsoever (including any conditional sale or other title retention agreement, any easement, right of way, other encumbrance on title to Real Property or Easements, or financing lease having substantially the same economic effect as any of the foregoing).

“Loan” means the loans specified in Section 2.01.

“Loan Documents” means, collectively, (a) this Agreement, (b) the Notes, (c) the Collateral Documents, (d) the Commitment Letter, (e) each Issuer Document and (f) any AutoBorrow Agreement.

“Loan Notice” means a notice of (a) a Borrowing, (b) a conversion of Loans from one Type to the other, or (c) a continuation of Eurodollar Rate Loans, pursuant to Section 2.02(a), which, if in writing, shall be substantially in the form of Exhibit A-1.

“Loan Parties” means, collectively, the Borrower and each Guarantor.

“London Banking Day” means any day on which dealings in Dollar deposits are conducted by and between banks in the London interbank eurodollar market.

“Master Limited Partnership” means a publicly-traded limited partnership or limited liability company meeting the gross income requirements of Section 7704(c)(2) of the Code.

“Material Acquisition” means any Permitted Acquisition by the Borrower or any Restricted Subsidiary for consideration in excess of $20,000,000.

“Material Adverse Effect” means (a) a material adverse change in, or a material adverse effect upon, the operations, business, assets or financial condition of the Borrower and its Restricted Subsidiaries, taken as a whole; (b) a material impairment of the rights and remedies of the Administrative Agent or the Lenders under any Loan Document, or of the ability of any Loan Party to perform its obligations under any Loan Document to which it is a party; or (c) a material adverse effect upon the legality, validity, binding effect or enforceability against any Loan Party of any Loan Document to which it is a party.

“Material Contract” means (a) the Contribution Agreement, (b) the Antero Corp Agreements, (c) any Contractual Obligation to which a Relevant Party is a party involving aggregate annual consideration payable to such Relevant Party of greater than or equal to the greater of (i) $10,000,000 or (ii) 10% of the annual revenues of the Relevant Parties, taken as a whole, for the most recently ended fiscal year for which a Compliance Certificate was or should have been delivered and (d) any Contractual Obligation as to which the breach, nonperformance, cancellation or failure to renew by any party thereto could reasonably be expected to have a Material Adverse Effect.

“Material Project” means the construction or expansion of any capital project of the Borrower or any Restricted Subsidiary, which satisfies the following: (a) the aggregate capital

cost of which exceeds, or is reasonably expected by the Borrower to exceed, $20,000,000, (b) such construction or expansion project was not contemplated by the financial models of the Borrower as of the Closing Date and (c) such construction or expansion project is a discrete project outside of the ordinary course of the Borrower’s business for which there is a defined start date and identifiable completion date.

“Material Project Consolidated EBITDA Adjustment” has the meaning specified in the definition of Consolidated EBITDA.

“Maturity Date” means November 10, 2019; provided, however, that if such date is not a Business Day, the Maturity Date shall be the next preceding Business Day.

“Measurement Period” means, at any date of determination, the most recently completed four fiscal quarters of the Borrower or, if fewer than four full consecutive fiscal quarters of the Borrower have been completed since the Closing Date, the fiscal quarters of the Borrower that have been completed since the Closing Date. For all purposes of this Agreement when determining (a) an amount of any item included in the calculation of a financial ratio or financial covenant for the fiscal quarter ended December 31, 2014, such amount for the Measurement Period then ended shall equal such item for such fiscal quarter multiplied by four; (b) an amount of any item included in the calculation of a financial ratio or financial covenant for the fiscal quarter ended March 31, 2015, such amount for the Measurement Period then ended shall equal such item for the two fiscal quarters then ended multiplied by two; and (c) an amount of any item included in the calculation of a financial ratio or financial covenant for the fiscal quarter ended June 30, 2015, such amount for the Measurement Period then ended shall equal such item for the three fiscal quarters then ended multiplied by 4/3.

“Midstream Operating” means Antero Midstream LLC, a Delaware limited liability company.

“Midstream Operating Credit Agreement” means that certain Credit Agreement, dated as of February 28, 2014 between Midstream Operating, the lenders party thereto from time to time and JPMorgan Chase Bank, N.A., as administrative agent, as amended, modified or supplemented from time to time prior to the date hereof.

“Moody’s” means Moody’s Investors Service, Inc. and any successor thereto.

“Mortgages” has the meaning specified in Section 4.01(a)(iv).

“Mortgage Requirement” shall mean a requirement that the Loan Parties shall have granted to the Administrative Agent a perfected Lien on at least ninety percent (90%) of the value (including the value of improvements owned by any Loan Party and located thereon) of all Real Property and Easements of the Loan Parties. For purposes of this definition, value shall be determined by reference to Consolidated Total Assets.

“Mortgaged Properties” means all Real Property and Easements required to be subject to a Mortgage that is delivered pursuant to the terms of this Agreement.

“Multiemployer Plan” means any employee benefit plan within the meaning of Section 4001(a)(3) of ERISA, to which the Borrower or any ERISA Affiliate makes or is obligated to make contributions, or during the preceding five plan years, has made or been obligated to make contributions.

“Net Cash Proceeds” means:

(a) with respect to any Asset Sale by any Relevant Party, or any Extraordinary Receipt received or paid to the account of any Relevant Party, the excess, if any, of (i) the sum of cash and Cash Equivalents received in connection with such transaction (including any cash or Cash Equivalents received by way of deferred payment pursuant to, or by monetization of, a note receivable or otherwise, but only as and when so received) over (ii) the sum of (A) the principal amount of any Indebtedness that is secured by the applicable asset and that is required to be repaid in connection with such transaction (other than Indebtedness under the Loan Documents), (B) the reasonable and customary out-of-pocket expenses incurred by such Relevant Party in connection with such transaction and (C) Taxes reasonably estimated to be actually payable within two years of the date of the relevant transaction as a result of any gain recognized in connection therewith; and

(b) with respect to the issuance or sale of any Indebtedness by any Relevant Party, the excess of (i) the sum of the cash and Cash Equivalents received in connection with such transaction over (ii) the sum of the amounts paid for any substantially concurrent refinancing of any other Indebtedness plus the underwriting discounts and commissions, and other reasonable and customary out-of-pocket expenses, incurred by such Relevant Party in connection with such issuance or sale and any such refinancing.

“Non-Extension Notice Date” has the meaning specified in Section 2.03(b)(iii).

“Non-Recourse Debt” shall mean Indebtedness as to which neither the Borrower nor any of its Restricted Subsidiaries (i) provides credit support of any kind (including any undertaking, agreement or instrument that would constitute Indebtedness), (ii) is directly or indirectly liable as a guarantor or otherwise or (iii) constitutes the lender.

“Note” means a promissory note made by the Borrower in favor of a Lender evidencing Loans made by such Lender, substantially in the form of Exhibit B.

“Notes Offering” means the issuance, whether in one offering or multiple offerings on an aggregate basis, of at least $200,000,000 of unsecured notes by the Borrower or Finance Co.

“Notes Offering Election” means a one-time election of the Borrower, at its sole discretion, that can be made at any time after the consummation of the Notes Offering to be

subject to (a) a Consolidated Total Leverage Ratio of 5.25 to 1.0 instead of 5.0 to 1.0 and (b) a Consolidated Senior Secured Leverage Ratio.

“NPL” means the National Priorities List under CERCLA.

“Obligations” means all advances to, and debts, liabilities, obligations, covenants and duties of, any Loan Party arising under any Loan Document or otherwise with respect to any Loan, Swingline Loan, Letter of Credit, Secured Cash Management Agreement or Secured Hedge Agreement (other than any Excluded Swap Obligation), in each case whether direct or indirect (including those acquired by assumption), absolute or contingent, due or to become due, now existing or hereafter arising and including interest and fees that accrue after the commencement by or against any Loan Party or any Affiliate thereof of any proceeding under any Debtor Relief Laws naming such Person as the debtor in such proceeding, regardless of whether such interest and fees are allowed claims in such proceeding.

“OFAC” has the meaning specified in Section 5.21(a).

“Organization Documents” means, (a) with respect to any corporation, the certificate or articles of incorporation and the bylaws (or equivalent or comparable constitutive documents with respect to any non-U.S. jurisdiction); (b) with respect to any limited liability company, the certificate or articles of formation or organization and operating agreement; and (c) with respect to any partnership, joint venture, trust or other form of business entity, the partnership, joint venture or other applicable agreement of formation or organization and any agreement, instrument, filing or notice with respect thereto filed in connection with its formation or organization with the applicable Governmental Authority in the jurisdiction of its formation or organization and, if applicable, any certificate or articles of formation or organization of such entity including, for the avoidance of doubt, with respect to the Borrower, the Partnership Agreement and the Services Agreement.

“Other Connection Taxes” means, with respect to any recipient, Taxes imposed as a result of a present or former connection between such recipient and the jurisdiction imposing such Tax (other than connections arising from such recipient having executed, delivered, become a party to, performed its obligations under, received payments under, received or perfected a security interest under, engaged in any other transaction pursuant to or enforced any Loan Document, or sold or assigned an interest in any Loan or Loan Document).

“Other Taxes” means all present or future stamp, court or documentary, intangible, recording, filing or similar Taxes that arise from any payment made under, from the execution, delivery, performance, enforcement or registration of, from the receipt or perfection of a security interest under, or otherwise with respect to, any Loan Document, except any such Taxes that are Other Connection Taxes imposed with respect to an assignment (other than an assignment made pursuant to Section 3.06(b)).

“Outstanding Amount” means (a) with respect to Loans on any date, the aggregate outstanding principal amount thereof after giving effect to any borrowings and prepayments or

repayments of Loans occurring on such date; (b) with respect to any L/C Obligations on any date, the amount of such L/C Obligations on such date after giving effect to any L/C Credit Extension occurring on such date and any other changes in the aggregate amount of the L/C Obligations as of such date, including as a result of any reimbursements by the Borrower of Unreimbursed Amounts; and (c) with respect to any Swingline Obligations on any date, the aggregate outstanding principal amount thereof after giving effect to any borrowings and prepayments or repayments of Swingline Loans occurring on such date.

“Participant” has the meaning specified in Section 10.06(d).

“Participant Register” has the meaning specified in Section 10.06(d).

“Partnership Agreement” shall mean the Limited Partnership Agreement of the Borrower, dated as of the Closing Date, as the same may be amended, restated, amended and restated, supplemented or otherwise modified from time to time as permitted hereby.

“PBGC” means the Pension Benefit Guaranty Corporation.

“Pension Plan” means any “employee pension benefit plan” (as such term is defined in Section 3(2) of ERISA), other than a Multiemployer Plan, that is subject to Title IV of ERISA and is sponsored or maintained by the Borrower or any ERISA Affiliate or to which the Borrower or any ERISA Affiliate contributes or has an obligation to contribute, or in the case of a multiple employer or other plan described in Section 4064(a) of ERISA, has made contributions at any time during the immediately preceding five plan years.

“Perfection Certificate” shall mean a certificate in the form of Exhibit E or any other form approved by the Administrative Agent.

“Permitted Acquisition” means an acquisition permitted under Section 7.03(g).

“Permitted Encumbrance” has the meaning specified in Section 7.01.

“Person” means any natural person, corporation, limited liability company, trust, joint venture, association, company, partnership, Governmental Authority or other entity.

“Pipeline Assets” means, collectively, all gathering systems, all tubes and pipelines used for the transportation of hydrocarbons, water or other substances all related processing or treatment facilities, and all distribution systems, wherever located, whether now owned or hereafter acquired by any Loan Party, together with all equipment, contracts, fixtures, facilities, metering stations, compressors, improvements, records and other property appertaining thereto.

“Pipeline System” means each system of Pipeline Assets, Real Property and Easements relating thereto making up an integrated gathering system, gathering and processing system, or other pipeline system.

“Plan” means any “employee benefit plan” (as such term is defined in Section 3(3) of ERISA) maintained by the Borrower or, with respect to any such plan that is subject to Section 412 of the Code or Title IV of ERISA, any ERISA Affiliate.

“Platform” has the meaning specified in Section 6.02.

“Public Lender” has the meaning specified in Section 6.02.

“Public Offering” means an initial underwritten public offering of common units representing limited partnership interests of the Borrower, whereby the Borrower qualifies as a Master Limited Partnership.

“Purchase Option” means the right of the Borrower to acquire the Water Business from Antero Corp pursuant to the Contribution Agreement as contemplated by the Registration Statement; provided that the exercise of the Purchase Option and acquisition of the Water Business shall only be permitted to the extent it is consummated in compliance with Section 7.03(g)(vi).

“Real Property” shall mean, collectively, all right, title and interest of a Relevant Party in and to any and all parcels of real property owned or leased by a Relevant Party together with all improvements and appurtenant fixtures, easements, rights of way and other real property incidental to the ownership, lease or operation thereof, but excluding Easements.

“Register” has the meaning specified in Section 10.06(c).

“Registration Statement” means an effective registration statement filed with the Securities and Exchange Commission in accordance with the Securities Act of 1933, as amended in connection with the Public Offering and as in effect on the Closing Date.

“Related Parties” means, with respect to any Person, such Person’s Affiliates and the partners, directors, officers, employees, agents, trustees and advisors of such Person and of such Person’s Affiliates.

“Relevant Parties” means, collectively, the Borrower and the Restricted Subsidiaries.

“Reportable Event” means any of the events set forth in Section 4043(c) of ERISA, other than events for which the 30 day notice period has been waived (under applicable regulations or otherwise).

“Request for Credit Extension” means (a) with respect to a Borrowing, conversion or continuation of Loans, a Loan Notice, (b) with respect to an L/C Credit Extension, a Letter of Credit Application, and (c) with respect to a Swingline Loan, a Swingline Loan Notice.

“Required Lenders” means, as of any date of determination, Lenders collectively holding more than 50% of the sum of the (a) Total Outstandings (with the aggregate amount of each

Lender’s risk participation and funded participation in L/C Obligations and Swingline Obligations being deemed “held” by such Lender for purposes of this definition) and (b) aggregate unused Commitments; provided that the unused Commitment of, and the portion of the Total Outstandings held or deemed held by, any Defaulting Lender shall be excluded for purposes of making a determination of Required Lenders.

“Responsible Officer” means the chief executive officer, president, chief financial officer, chief accounting officer, treasurer, assistant treasurer or controller of a Loan Party and any other officer or employee of the applicable Loan Party so designated by any of the foregoing officers in a notice to the Administrative Agent. Any document delivered hereunder that is signed by a Responsible Officer of a Loan Party shall be conclusively presumed to have been authorized by all necessary corporate, partnership and/or other action on the part of such Loan Party and such Responsible Officer shall be conclusively presumed to have acted on behalf of such Loan Party.

“Restricted Payment” means any dividend or other distribution (whether in cash, securities or other property) with respect to any capital stock or other Equity Interest of any Person or any of its Subsidiaries, or any payment (whether in cash, securities or other property and including any sinking fund payment or similar deposit) on account of the purchase, redemption, retirement, defeasance, acquisition, cancellation or termination of any such capital stock or other Equity Interest, or on account of any return of capital to any Person’s stockholders, partners or members (or the equivalent of any thereof).

“Restricted Subsidiary” means any Subsidiary of the Borrower that is not an Unrestricted Subsidiary.

“Rover Joint Venture” means the joint venture with Energy Transfer Partners, L.P. or one or more of its affiliates for the construction, ownership and operation of an interstate natural gas pipeline system from certain processing plants located in the “Utica” and “Marcellus” shale areas; provided that any indebtedness of the Rover Joint Venture must be Non-Recourse Debt.

“Rover JV Holdco” means the wholly-owned Unrestricted Subsidiary of the Borrower which holds the Borrower’s equity interests in the Rover Joint Venture.

“S&P” means Standard & Poor’s Ratings Services, a division of The McGraw-Hill Companies, Inc., and any successor thereto.

“Sale Leaseback Transaction” means any arrangement, directly or indirectly, with any Person whereby the Borrower or its Restricted Subsidiaries shall sell or transfer any property, real or personal, used or useful in its business, whether now owned or hereafter acquired, and thereafter rent or lease such property or other property that it intends to use for substantially the same purpose or purposes as the property being sold or transferred.

“SEC” means the Securities and Exchange Commission, or any Governmental Authority succeeding to any of its principal functions.

“Secured Cash Management Agreement” means any Cash Management Agreement that is entered into by and between any Loan Party and any Cash Management Bank.

“Secured Hedge Agreement” means any Swap Contract, or any transactions or confirmations thereunder, permitted under ARTICLE VI or ARTICLE VII that is entered into by and between any Loan Party and any Hedge Bank. “Secured Hedge Agreement” shall not include any transactions or confirmations with a Lender or an Affiliate of such Lender entered into after such Lender ceases to be a Lender or such Affiliate ceases to be an Affiliate of such Lender.

“Secured Parties” means, collectively, the Administrative Agent, the Lenders, the Swingline Lender, L/C Issuer, the Hedge Banks, the Cash Management Banks, each co-agent or sub-agent appointed by the Administrative Agent from time to time pursuant to Section 9.05, and the other Persons the Obligations owing to which are or are purported to be secured by the Collateral under the terms of the Collateral Documents.

“Security Agreement” has the meaning specified in Section 4.01(a)(iii).

“Services Agreement” means that certain Services Agreement, by and among Antero Corp, the Borrower and Midstream Operating, dated as of the date hereof.

“Sole Bookrunner” means WFS, in its capacity as Sole Bookrunner.

“Solvent” and “Solvency” mean, with respect to any Person on any date of determination, that on such date (a) the fair value of the property of such Person is greater than the total amount of liabilities, including contingent liabilities, of such Person, (b) the present fair salable value of the assets of such Person is not less than the amount that will be required to pay the probable liability of such Person on its debts as they become absolute and matured, (c) such Person does not intend to, and does not believe that it will, incur debts or liabilities beyond such Person’s ability to pay such debts and liabilities as they mature, (d) such Person is not engaged in business or a transaction, and is not about to engage in business or a transaction, for which such Person’s property would constitute an unreasonably small capital, and (e) such Person is able to pay its debts and liabilities, contingent obligations and other commitments as they mature in the ordinary course of business. The amount of contingent liabilities at any time shall be computed as the amount that, in the light of all the facts and circumstances existing at such time, represents the amount that can reasonably be expected to become an actual or matured liability.

“Specified IPO Transactions” means each of the transactions consummated in connection with the Public Offering on or after the Closing Date pursuant to or as contemplated by the Registration Statement and other transactions reasonably related thereto, including without limitation those transactions set forth on Schedule 1.01.

“State Pipeline Regulatory Agencies” means any state Governmental Authority with jurisdiction with respect to any Pipeline Systems, and “State Pipeline Regulatory Agency” means any one of the foregoing.

“Statutory Reserves” means a fraction (expressed as a decimal), the numerator of which is the number one and the denominator of which is the number one minus the maximum reserve percentages (including any marginal, special, emergency or supplemental reserves) expressed as a decimal established by the FRB and any other banking authority, domestic or foreign, to which the Administrative Agent, any Lender or any L/C Issuer (including any branch, Affiliate or other fronting office making or holding a Loan or issuing a Letter of Credit) is subject for eurocurrency funding (currently referred to as “Eurocurrency Liabilities” in Regulation D). Eurodollar Rate Loans shall be deemed to constitute eurocurrency funding and to be subject to such reserve requirements without benefit of or credit for proration, exemptions or offsets that may be available from time to time to the Administrative Agent, any Lender or any L/C Issuer under such Regulation D or any comparable regulation. Statutory Reserves shall be adjusted automatically on and as of the effective date of any change in any reserve percentage.

“Subsidiary” of a Person means a corporation, partnership, joint venture, limited liability company or other business entity of which a majority of the securities or other ownership interests are at the time owned by such Person, or of which a majority of the shares of securities or other interests having ordinary voting power for the election of directors or other governing body (other than securities or interests having such power only by reason of the happening of a contingency) or (in the case of a partnership) a majority of the general partner interests are at the time beneficially owned, or the management of which is otherwise controlled, directly, or indirectly through one or more intermediaries, or both, by such Person. Unless otherwise specified, all references herein to a “Subsidiary” or to “Subsidiaries” shall refer to a Subsidiary or Subsidiaries of the Borrower.

“Swap” shall mean any agreement, contract, or transaction that constitutes a “swap” within the meaning of section 1a(47) of the Commodity Exchange Act.

“Swap Contracts” means (a) any and all rate swap transactions, basis swaps, credit derivative transactions, forward rate transactions, commodity swaps, commodity options, forward commodity contracts, equity or equity index swaps or options, bond or bond price or bond index swaps or options or forward bond or forward bond price or forward bond index transactions, interest rate options, forward foreign exchange transactions, cap transactions, floor transactions, collar transactions, currency swap transactions, cross-currency rate swap transactions, currency options, derivative contracts, or any other similar transactions or any combination of any of the foregoing (including any options to enter into any of the foregoing), whether or not any such transaction is governed by or subject to any master agreement, and (b) any and all transactions of any kind, and the related confirmations, which are subject to the terms and conditions of, or governed by, any form of master agreement published by the International Swaps and Derivatives Association, Inc., any International Foreign Exchange Master Agreement, or any other master derivatives agreement (any such master agreement, together with any related schedules, a “Master Agreement”), including any such obligations or liabilities under any Master Agreement.

“Swap Obligation” shall mean, with respect to any person, any obligation to pay or perform under any Swap.

“Swap Termination Value” means, in respect of any one or more Swap Contracts, after taking into account the effect of any legally enforceable netting agreement relating to such Swap Contracts, (a) for any date on or after the date such Swap Contracts have been closed out and termination value(s) determined in accordance therewith, such termination value(s), and (b) for any date prior to the date referenced in clause (a), the amount(s) determined as the mark-to-market value(s) for such Swap Contracts, as determined based upon one or more mid-market or other readily available quotations provided by any recognized dealer in such Swap Contracts (which may include a Lender or any Affiliate of a Lender).

“Swingline Borrowing” shall mean a Borrowing comprised of Swingline Loans.

“Swingline Commitment” shall mean, with respect to the Swingline Lender, the commitment of the Swingline Lender to (a) make Swingline Loans pursuant to Section 2.16 or (b) if an AutoBorrow Agreement is in effect, transfer funds pursuant to such AutoBorrow Agreement. The aggregate amount of the Swingline Commitment is $25,000,000 (or, if less, the Aggregate Commitments).

“Swingline Lender” shall mean Wells Fargo, in its capacity as Swingline Lender.

“Swingline Loan” shall mean (a) any Swingline Loan made to the Borrower pursuant to Section 2.16 and (b) if an AutoBorrow Agreement is in effect, any transfer of funds pursuant to such AutoBorrow Agreement.

“Swingline Loan Notice” shall mean a request by the Borrower substantially in the form of Exhibit A-2.

“Swingline Obligations” shall mean at any time the aggregate principal amount of all outstanding Swingline Borrowings at such time.

“Syndication Agent” means JPMorgan Chase Bank, N.A., in its capacity as Syndication Agent.

“Synthetic Debt” means, with respect to any Person as of any date of determination thereof, all monetary obligations of such Person in respect of off-balance sheet transactions entered into by such Person that are intended to function primarily as a borrowing of funds (including any minority interest transactions that function primarily as a borrowing) but are not otherwise included as a liability on the consolidated balance sheet of such Person and its Subsidiaries in accordance with GAAP; provided that, notwithstanding the foregoing, in no event shall obligations entered into or incurred in the ordinary course in connection with forward sales, firm transportation agreement or take-or-pay contracts constitute “Synthetic Debt”.

“Synthetic Lease Obligation” means the monetary obligation of a Person under (a) a so-called synthetic, off-balance sheet or tax retention lease, or (b) an agreement for the use or possession of property (including Sale Leaseback Transactions), in each case, creating obligations that do not appear on the balance sheet of such Person and in respect of which the lessee retains or obtains ownership of the property so leased for U.S. Federal income tax purposes.

“Taxes” means all present or future taxes, levies, imposts, duties, deductions, assessments, fees or other charges imposed by any Governmental Authority, including any withholdings or backup withholdings with respect thereto and any interest, additions to tax or penalties applicable thereto.

“Threshold Amount” means $25,000,000.

“Total Outstandings” means the aggregate Outstanding Amount of all Loans (including Swingline Loans) and L/C Obligations.

“Transaction Expenses” means collectively, (a) the IPO Costs and (b) the fees, costs and expenses incurred or payable by (without duplication) the Borrower and the Restricted Subsidiaries or any direct or indirect parent thereof in connection with (i) the execution, delivery and performance of the Loan Documents and (ii) the consummation of the Contribution, including any amortization of such fees, costs and expenses.

“Type” means, with respect to a Loan, its character as a Base Rate Loan or a Eurodollar Rate Loan.

“UCC” means the Uniform Commercial Code as in effect in the State of New York; provided that, if perfection or the effect of perfection or non-perfection or the priority of any security interest in any Collateral is governed by the Uniform Commercial Code as in effect in a jurisdiction other than the State of New York, “UCC” means the Uniform Commercial Code as in effect from time to time in such other jurisdiction for purposes of the provisions hereof relating to such perfection, effect of perfection or non-perfection or priority.

“United States” and “U.S.” mean the United States of America.

“Unreimbursed Amount” has the meaning specified in Section 2.03(c)(i).

“Unrestricted Subsidiary” means any Subsidiary of the Borrower designated as such pursuant to Section 6.17(a) and any Subsidiary of an Unrestricted Subsidiary. As of the Closing Date, there are no Unrestricted Subsidiaries.

“USA Patriot Act” has the meaning specified in Section 5.21(a).

“U.S. Person” means any Person that is a “United States Person” as defined in Section 7701(a)(30) of the Code.

“U.S. Tax Compliance Certificate” has the meaning assigned to such term in Section 3.01(e)(ii)(B)(3).

“Voting Stock” means, with respect to any person, any class or classes of Equity Interests pursuant to which the holders thereof have the general voting power under ordinary circumstances to vote in the election of the board of directors or equivalent governing body of such person.

“Water Business” means, the fresh water distribution systems of Antero Corp and any fresh water distribution services or other fluid handling activities arising therefrom.

“Wells Fargo” means Wells Fargo Bank, National Association and its successors.

“WFS” means Wells Fargo Securities, LLC and its successors.

“Withholding Agent” means any Loan Party and the Administrative Agent.

1.02 Other Interpretive Provisions. With reference to this Agreement and each other Loan Document, unless otherwise specified herein or in such other Loan Document:

(a) The definitions of terms herein shall apply equally to the singular and plural forms of the terms defined. Whenever the context may require, any pronoun shall include the corresponding masculine, feminine and neuter forms. The words “include,” “includes” and “including” shall be deemed to be followed by the phrase “without limitation.” The word “will” shall be construed to have the same meaning and effect as the word “shall.” Unless the context requires otherwise, (i) any definition of or reference to any agreement, instrument or other document (including any Organization Document) shall be construed as referring to such agreement, instrument or other document as from time to time amended, supplemented or otherwise modified (subject to any restrictions on such amendments, supplements or modifications set forth herein or in any other Loan Document), (ii) any reference herein to any Person shall be construed to include such Person’s successors and assigns, (iii) the words “herein,” “hereof” and “hereunder,” and words of similar import when used in any Loan Document, shall be construed to refer to such Loan Document in its entirety and not to any particular provision thereof, (iv) all references in a Loan Document to Articles, Sections, Preliminary Statements, Exhibits and Schedules shall be construed to refer to Articles and Sections of, and Preliminary Statements, Exhibits and Schedules to, the Loan Document in which such references appear, (v) any reference to any law shall include all statutory and regulatory provisions consolidating, amending, replacing or interpreting such law and any reference to any law or regulation shall, unless otherwise specified, refer to such law or regulation as amended, modified or supplemented from time to time, and (vi) the words “asset” and “property” shall be construed to have the same meaning and effect, unless the context otherwise requires, and to refer to any and all tangible and intangible assets and properties, including cash, securities, accounts and contract rights.

(b) In the computation of periods of time from a specified date to a later specified date, the word “from” means “from and including;” the words “to” and “until” each mean “to but excluding;” and the word “through” means “to and including.”

(c) Section headings herein and in the other Loan Documents are included for convenience of reference only and shall not affect the interpretation of this Agreement or any other Loan Document.

(d) Notwithstanding anything to the contrary herein, with respect to any representation or warranty made pertaining to compliance with Section 7.11 for a given most recently completed Measurement Period, during the period between the end of such Measurement Period and the earlier of (i) the date the applicable Compliance Certificate is delivered or (ii) the date the applicable Compliance Certificate was required to be delivered, such representation or warranty shall be made based on the good faith knowledge of the Borrower, after due investigation, at the time such representation or warranty is made, and to the extent any such representation or warranty so made based on the good faith knowledge and due investigation of the Borrower is later shown to have been incorrect, the failure of such representation or warranty to be true and correct shall not constitute a Default or Event of Default.

1.03 Accounting Terms.

(a) Generally. All accounting terms not specifically or completely defined herein shall be construed in conformity with, and all financial data (including financial ratios and other financial calculations) required to be submitted pursuant to this Agreement shall be prepared in conformity with, GAAP applied on a consistent basis, as in effect from time to time, except as otherwise specifically prescribed herein. Notwithstanding the foregoing, for purposes of determining compliance with any covenant (including the computation of any financial covenant) contained herein, Indebtedness of the Borrower and its Restricted Subsidiaries shall be deemed to be carried at 100% of the outstanding principal amount thereof, and the effects of FASB ASC 825 on financial liabilities shall be disregarded.

(b) Changes in GAAP. If at any time any change in GAAP would affect the computation of any financial ratio or requirement set forth in any Loan Document, and either the Borrower or the Required Lenders shall so request, the Administrative Agent, the Lenders and the Borrower shall negotiate in good faith to amend such ratio or requirement to preserve the original intent thereof in light of such change in GAAP (subject to the approval of the Required Lenders); provided that, until so amended, (i) such ratio or requirement shall continue to be computed in accordance with GAAP prior to such change therein and (ii) the Borrower shall provide to the Administrative Agent and the Lenders financial statements and other documents required under this Agreement or as reasonably requested hereunder setting forth a reconciliation between calculations of such ratio or requirement made before and after giving effect to such change in GAAP.

1.04 Rounding. Any financial ratios required to be maintained by the Borrower pursuant to this Agreement shall be calculated by dividing the appropriate component by the other component, carrying the result to one place more than the number of places by which such ratio is expressed herein and rounding the result up or down to the nearest number (with a rounding-up if there is no nearest number).

1.05 Times of Day. Unless otherwise specified, all references herein to times of day shall be references to Eastern time (daylight or standard, as applicable).

1.06 Letter of Credit Amounts. Unless otherwise specified herein, the amount of a Letter of Credit at any time shall be deemed to be the stated amount of such Letter of Credit in effect at such time; provided, however, that with respect to any Letter of Credit that, by its terms or the terms of any Issuer Document related thereto, provides for one or more automatic increases in the stated amount thereof after such time, the amount of such Letter of Credit shall be deemed to be the maximum stated amount of such Letter of Credit after giving effect to all such increases, whether or not such maximum stated amount is in effect at such time; provided, further, however, that with respect to any Letter of Credit that, by its terms or the terms of any Issuer Document related thereto, provides for one or more automatic decreases in the stated amount thereof after such time (unless such Letter of Credit also provides for one or more automatic increases after such time), at the time of any such decrease and thereafter, the amount of such Letter of Credit shall be deemed to be the maximum stated amount of such Letter of Credit after giving effect to such decrease.

1.07 Pro Forma Calculations. To the extent a pro forma compliance calculation is required to be made in this Agreement as of the last day of the most recent fiscal quarter preceding a given event, then to the extent an Acquisition Period exists at the time of such event or a Notes Offering Election has been made or will occur concurrently with such event, pro forma compliance shall be based on the maximum Consolidated Total Leverage Ratio giving effect to such Acquisition Period or Notes Offering Election, and in the case of a Notes Offering Election having been made or being made concurrently therewith, pro forma compliance with the Consolidated Senior Secured Leverage Ratio shall be required.

ARTICLE II
THE COMMITMENTS AND CREDIT EXTENSIONS

2.01 The Borrowings. Subject to the terms and conditions set forth herein, each Lender severally agrees to make loans (each such loan, a “Loan”) to the Borrower from time to time, on any Business Day during the Availability Period, in an aggregate amount not to exceed at any time outstanding the amount of such Lender’s Commitment; provided, however, that after giving effect to any Borrowing, (i) the Total Outstandings shall not exceed the Aggregate Commitments, and (ii) the aggregate Outstanding Amount of the Loans of any Lender, plus such Lender’s Applicable Percentage of the Outstanding Amount of all L/C Obligations and Swingline Obligations shall not exceed such Lender’s Commitment. Within the limits of each Lender’s Commitment, and subject to the other terms and conditions hereof, the Borrower may borrow

under this Section 2.01, prepay under Section 2.04, and reborrow under this Section 2.01. Loans may be Base Rate Loans or Eurodollar Rate Loans, as further provided herein.

2.02 Borrowings, Conversions and Continuations of Loans.

(a) Each Borrowing, each conversion of Loans from one Type to the other, and each continuation of Eurodollar Rate Loans shall be made upon the Borrower’s irrevocable notice to the Administrative Agent, which may be given by telephone. Each such notice must be received by the Administrative Agent not later than 1:00 p.m. (i) three Business Days prior to the requested date of any Borrowing of, conversion to or continuation of Eurodollar Rate Loans or of any conversion of Eurodollar Rate Loans to Base Rate Loans, and (ii) on the requested date of any Borrowing of Base Rate Loans; provided, however, that if the Borrower wishes to request Eurodollar Rate Loans having an Interest Period other than one, two, three, six or twelve months in duration as provided in the definition of “Interest Period,” the applicable notice must be received by the Administrative Agent not later than 1:00 p.m. four Business Days prior to the requested date of such Borrowing, conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the Appropriate Lenders of such request and determine whether the requested Interest Period is acceptable to all of them. Not later than 1:00 p.m., three Business Days before the requested date of such Borrowing, conversion or continuation, the Administrative Agent shall notify the Borrower (which notice may be by telephone) whether or not the requested Interest Period has been consented to by all the Lenders. Each telephonic notice by the Borrower pursuant to this Section 2.02(a) must be confirmed promptly by delivery to the Administrative Agent of a written Loan Notice, appropriately completed and signed by a Responsible Officer of the Borrower. Each Borrowing of, conversion to or continuation of Eurodollar Rate Loans shall be in a principal amount of $5,000,000 or a whole multiple of $1,000,000 in excess thereof. Except as provided in Section 2.03(c), each Borrowing of or conversion to Base Rate Loans shall be in a principal amount of $500,000 or a whole multiple of $100,000 in excess thereof. Each Loan Notice (whether telephonic or written) shall specify (i) whether the Borrower is requesting a Borrowing, a conversion of Loans from one Type to the other, or a continuation of Eurodollar Rate Loans, (ii) the requested date of the Borrowing, conversion or continuation, as the case may be (which shall be a Business Day), (iii) the principal amount of Loans to be borrowed, converted or continued, (iv) the Type of Loans to be borrowed or to which existing Loans are to be converted, and (v) if applicable, the duration of the Interest Period with respect thereto. If the Borrower fails to specify a Type of Loan in a Loan Notice or if the Borrower fails to give a timely notice requesting a conversion or continuation, then the applicable Loans shall be made as, or converted to, Base Rate Loans. Any such automatic conversion to Base Rate Loans shall be effective as of the last day of the Interest Period then in effect with respect to the applicable Eurodollar Rate Loans. If the Borrower requests a Borrowing of, conversion to, or continuation of Eurodollar Rate Loans in any such Loan Notice, but fails to specify an Interest Period, it will be deemed to have specified an Interest Period of one month. Notwithstanding the foregoing, Swingline Loans may not be converted or continued.

(b) Following receipt of a Loan Notice, the Administrative Agent shall promptly notify each Lender of the amount of its Applicable Percentage of the Loans, and if no timely notice of a conversion or continuation is provided by the Borrower, the Administrative Agent shall notify each Lender of the details of any automatic conversion to Base Rate Loans described in Section 2.02(a). In the case of a Borrowing, each Appropriate Lender shall make the amount of its Loan available to the Administrative Agent in immediately available funds at the Administrative Agent’s Office not later than 3:00 p.m. on the Business Day specified in the applicable Loan Notice; provided that Swingline Loans shall be made as provided in Section 2.16. Upon satisfaction of the applicable conditions set forth in Section 4.02, the Administrative Agent shall make all funds so received available to the Borrower in like funds as received by the Administrative Agent either by (i) crediting the account of the Borrower on the books of Wells Fargo with the amount of such funds or (ii) wire transfer of such funds, in each case in accordance with instructions provided to (and reasonably acceptable to) the Administrative Agent by the Borrower; provided, however, that if, on the date a Loan Notice with respect to a Borrowing is given by the Borrower, there are L/C Borrowings outstanding, then the proceeds of such Borrowing, first, shall be applied to the payment in full of any such L/C Borrowings, and second, shall be made available to the Borrower as provided above.

(c) Except as otherwise provided herein, a Eurodollar Rate Loan may be continued or converted only on the last day of an Interest Period for such Eurodollar Rate Loan. During the existence of a Default, no Loans may be requested as, converted to or continued as Eurodollar Rate Loans without the consent of the Required Lenders.

(d) The Administrative Agent shall promptly notify the Borrower and the Lenders of the interest rate applicable to any Interest Period for Eurodollar Rate Loans upon determination of such interest rate. At any time that Base Rate Loans are outstanding, the Administrative Agent shall notify the Borrower and the Lenders of any change in Wells Fargo’s prime rate used in determining the Base Rate promptly following the public announcement of such change.

(e) After giving effect to all Borrowings, all conversions of Loans from one Type to the other, and all continuations of Loans as the same Type, there shall not be more than 8 Interest Periods in effect hereunder.

(f) Anything in this Section 2.02 to the contrary notwithstanding, the Borrower may not select the Eurodollar Rate for the initial Credit Extension if the initial Credit Extension occurs on the Closing Date or within three Business Days thereafter.

2.03 Letters of Credit.

(a) The Letter of Credit Commitment.

(i) Subject to the terms and conditions set forth herein, (A) the L/C Issuer agrees, in reliance upon the agreements of the Lenders set forth in this Section 2.03, (1) from time to time on any Business Day during the period from the Closing Date until the Letter of Credit Expiration Date, to issue Letters of Credit for the account of the

Borrower or its Restricted Subsidiaries, and to amend or extend Letters of Credit previously issued by it, in accordance with Section 2.03(b), and (2) to honor drawings under the Letters of Credit; and (B) the Lenders severally agree to participate in Letters of Credit issued for the account of the Borrower or its Restricted Subsidiaries and any drawings thereunder; provided that after giving effect to any L/C Credit Extension with respect to any Letter of Credit, (x) the Total Outstandings shall not exceed the Aggregate Commitments, (y) the aggregate Outstanding Amount of the Loans of any Lender, plus such Lender’s Applicable Percentage of the Outstanding Amount of all L/C Obligations shall not exceed such Lender’s Commitment, and (z) the Outstanding Amount of the L/C Obligations shall not exceed the Letter of Credit Sublimit. Each request by the Borrower for the issuance or amendment of a Letter of Credit shall be deemed to be a representation by the Borrower that the L/C Credit Extension so requested complies with the conditions set forth in the proviso to the preceding sentence. Within the foregoing limits, and subject to the terms and conditions hereof, the Borrower’s ability to obtain Letters of Credit shall be fully revolving, and accordingly the Borrower may, during the foregoing period, obtain Letters of Credit to replace Letters of Credit that have expired or that have been drawn upon and reimbursed.

(ii) The L/C Issuer shall not issue any Letter of Credit if:

(A) subject to Section 2.03(b)(iii), the expiry date of such requested Letter of Credit would occur more than twelve months after the date of issuance or last extension, unless the Required Lenders have approved such expiry date; or

(B) the expiry date of such requested Letter of Credit would occur after the Letter of Credit Expiration Date, unless all the Lenders have approved such expiry date.

(iii) The L/C Issuer shall not be under any obligation to issue any Letter of Credit if:

(A) any order, judgment or decree of any Governmental Authority or arbitrator shall by its terms purport to enjoin or restrain the L/C Issuer from issuing such Letter of Credit, or any Law applicable to the L/C Issuer or any request or directive (whether or not having the force of law) from any Governmental Authority with jurisdiction over the L/C Issuer shall prohibit, or request that the L/C Issuer refrain from, the issuance of letters of credit generally or such Letter of Credit in particular or shall impose upon the L/C Issuer with respect to such Letter of Credit any restriction, reserve or capital requirement (for which the L/C Issuer is not otherwise compensated hereunder) not in effect on the Closing Date, or shall impose upon the L/C Issuer any unreimbursed loss, cost or expense which was not applicable on the Closing Date and which the L/C Issuer in good faith deems material to it;

(B) the issuance of such Letter of Credit would violate one or more policies of the L/C Issuer applicable to letters of credit generally;

(C) except as otherwise agreed by the Administrative Agent and the L/C Issuer, such Letter of Credit is in an initial stated amount less than $5,000,

(D) such Letter of Credit is to be denominated in a currency other than Dollars;

(E) such Letter of Credit contains any provisions for automatic reinstatement of the stated amount after any drawing thereunder; or

(F) any Lender is at that time a Defaulting Lender, unless the L/C Issuer has entered into arrangements, including the delivery of Cash Collateral, satisfactory to the L/C Issuer (in its sole discretion) with the Borrower or such Lender to eliminate the L/C Issuer’s actual or potential Fronting Exposure (after giving effect to Section 2.15(a)(iv)) with respect to the Defaulting Lender arising from either the Letter of Credit then proposed to be issued or that Letter of Credit and all other L/C Obligations as to which the L/C Issuer has actual or potential Fronting Exposure, as it may elect in its sole discretion.

(iv) The L/C Issuer shall not amend any Letter of Credit if the L/C Issuer would not be permitted at such time to issue such Letter of Credit in its amended form under the terms hereof.

(v) The L/C Issuer shall be under no obligation to amend any Letter of Credit if (A) the L/C Issuer would have no obligation at such time to issue such Letter of Credit in its amended form under the terms hereof, or (B) the beneficiary of such Letter of Credit does not accept the proposed amendment to such Letter of Credit.

(vi) The L/C Issuer shall act on behalf of the Lenders with respect to any Letters of Credit issued by it and the documents associated therewith, and the L/C Issuer shall have all of the benefits and immunities (A) provided to the Administrative Agent in ARTICLE IX with respect to any acts taken or omissions suffered by the L/C Issuer in connection with Letters of Credit issued by it or proposed to be issued by it and Issuer Documents pertaining to such Letters of Credit as fully as if the term “Administrative Agent” as used in ARTICLE IX included the L/C Issuer with respect to such acts or omissions, and (B) as additionally provided herein with respect to the L/C Issuer.

(b) Procedures for Issuance and Amendment of Letters of Credit; Auto-Extension Letters of Credit.

(i) The Borrower may from time to time request that a L/C Issuer issue or amend a Letter of Credit by delivering to such L/C Issuer a Letter of Credit Application (with a copy to the Administrative Agent which shall give to each Lender prompt notice

thereof by facsimile or electronic communication), appropriately completed and signed by a Responsible Officer of the Borrower. Such Letter of Credit Application must be received by the L/C Issuer and the Administrative Agent not later than 11:00 a.m. at least two Business Days (or such later date and time as the Administrative Agent and the L/C Issuer may agree in a particular instance in their sole discretion) prior to the proposed issuance date or date of amendment, as the case may be. In the case of a request for an initial issuance of a Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to the L/C Issuer: (A) the proposed issuance date of the requested Letter of Credit (which shall be a Business Day); (B) the amount thereof; (C) the expiry date thereof; (D) the name and address of the beneficiary thereof; (E) the documents to be presented by such beneficiary in case of any drawing thereunder; (F) the full text of any certificate to be presented by such beneficiary in case of any drawing thereunder; (G) the purpose and nature of the requested Letter of Credit; and (H) such other matters as the L/C Issuer may require. In the case of a request for an amendment of any outstanding Letter of Credit, such Letter of Credit Application shall specify in form and detail satisfactory to the L/C Issuer (1) the Letter of Credit to be amended; (2) the proposed date of amendment thereof (which shall be a Business Day); (3) the nature of the proposed amendment; and (4) such other matters as the L/C Issuer may require. Additionally, the Borrower shall furnish to the L/C Issuer and the Administrative Agent such other documents and information pertaining to such requested Letter of Credit issuance or amendment, including any Issuer Documents, as the L/C Issuer or the Administrative Agent may require.

(ii) Promptly after receipt of any Letter of Credit Application, the L/C Issuer will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has received a copy of such Letter of Credit Application from the Borrower and, if not, the L/C Issuer will provide the Administrative Agent with a copy thereof. Unless the L/C Issuer has received written notice from any Lender, the Administrative Agent or any Loan Party, at least one Business Day prior to the requested date of issuance or amendment of the applicable Letter of Credit, that one or more applicable conditions contained in ARTICLE IV shall not then be satisfied, then, subject to the terms and conditions hereof, the L/C Issuer shall, on the requested date, issue a Letter of Credit for the account of the Borrower (or the applicable Subsidiary) or enter into the applicable amendment, as the case may be, in each case in accordance with the L/C Issuer’s usual and customary business practices. Immediately upon the issuance of each Letter of Credit, each Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the L/C Issuer a risk participation in such Letter of Credit in an amount equal to the product of such Lender’s Applicable Percentage times the amount of such Letter of Credit.

(iii) If the Borrower so requests in any applicable Letter of Credit Application, the L/C Issuer may, in its sole and absolute discretion, agree to issue a Letter of Credit that has automatic extension provisions (each, an “Auto-Extension Letter of Credit”); provided that any such Auto-Extension Letter of Credit must permit the L/C Issuer to

prevent any such extension at least once in each twelve-month period (commencing with the date of issuance of such Letter of Credit) by giving prior notice to the beneficiary thereof not later than a day (the “Non-Extension Notice Date”) in each such twelve-month period to be agreed upon at the time such Letter of Credit is issued. Unless otherwise directed by the L/C Issuer, the Borrower shall not be required to make a specific request to the L/C Issuer for any such extension. Once an Auto-Extension Letter of Credit has been issued, the Lenders shall be deemed to have authorized (but may not require) the L/C Issuer to permit the extension of such Letter of Credit at any time to an expiry date not later than the Letter of Credit Expiration Date; provided, however, that the L/C Issuer shall not permit any such extension if (A) the L/C Issuer has determined that it would not be permitted, or would have no obligation at such time to issue such Letter of Credit in its revised form (as extended) under the terms hereof (by reason of the provisions of clause (ii) or (iii) of Section 2.03(a) or otherwise), or (B) it has received notice (which may be by telephone or in writing) on or before the day that is seven Business Days before the Non-Extension Notice Date (1) from the Administrative Agent that the Required Lenders have elected not to permit such extension or (2) from the Administrative Agent, any Lender or the Borrower that one or more of the applicable conditions specified in Section 4.02 is not then satisfied, and in each such case directing the L/C Issuer not to permit such extension.

(iv) Promptly after its delivery of any Letter of Credit or any amendment to a Letter of Credit to an advising bank with respect thereto or to the beneficiary thereof, the L/C Issuer will also deliver to the Borrower and the Administrative Agent a true and complete copy of such Letter of Credit or amendment.

(i) Upon receipt from the beneficiary of any Letter of Credit of any notice of a drawing under such Letter of Credit, the L/C Issuer shall notify the Borrower and the Administrative Agent thereof. Not later than 11:00 a.m. on the date of any payment by the L/C Issuer under a Letter of Credit (each such date, an “Honor Date”), the Borrower shall reimburse the L/C Issuer through the Administrative Agent in an amount equal to the amount of such drawing. If the Borrower fails to so reimburse the L/C Issuer by such time, the Administrative Agent shall promptly notify each Lender of the Honor Date, the amount of the unreimbursed drawing (the “Unreimbursed Amount”), and the amount of such Lender’s Applicable Percentage thereof. In such event, the Borrower shall be deemed to have requested a Borrowing of Base Rate Loans to be disbursed on the Honor Date in an amount equal to the Unreimbursed Amount, without regard to the minimum and multiples specified in Section 2.02 for the principal amount of Base Rate Loans, but subject to the amount of the unutilized portion of the Commitments and the conditions set forth in Section 4.02 (other than the delivery of a Loan Notice). Any notice given by the L/C Issuer or the Administrative Agent pursuant to this Section 2.03(c)(i) may be given by telephone if immediately confirmed in writing; provided that the lack of such an

immediate confirmation shall not affect the conclusiveness or binding effect of such notice.

(ii) Each Lender shall upon any notice pursuant to Section 2.03(c)(i) make funds available (and the Administrative Agent may apply Cash Collateral provided for this purpose) for the account of the L/C Issuer at the Administrative Agent’s Office in an amount equal to its Applicable Percentage of the Unreimbursed Amount not later than 1:00 p.m. on the Business Day specified in such notice by the Administrative Agent, whereupon, subject to the provisions of Section 2.03(c)(iii), each Lender that so makes funds available shall be deemed to have made a Base Rate Loan to the Borrower in such amount. The Administrative Agent shall remit the funds so received to the L/C Issuer.

(iii) With respect to any Unreimbursed Amount that is not fully refinanced by a Borrowing of Base Rate Loans because the conditions set forth in Section 4.02 cannot be satisfied or for any other reason, the Borrower shall be deemed to have incurred from the L/C Issuer an L/C Borrowing in the amount of the Unreimbursed Amount that is not so refinanced, which L/C Borrowing shall be due and payable on demand (together with interest) and shall bear interest at the Default Rate. In such event, each Lender’s payment to the Administrative Agent for the account of the L/C Issuer pursuant to Section 2.03(c)(ii) shall be deemed payment in respect of its participation in such L/C Borrowing and shall constitute an L/C Advance from such Lender in satisfaction of its participation obligation under this Section 2.03.

(iv) Until each Lender funds its Loan or L/C Advance pursuant to this Section 2.03(c) to reimburse the L/C Issuer for any amount drawn under any Letter of Credit, interest in respect of such Lender’s Applicable Percentage of such amount shall be solely for the account of the L/C Issuer.

(v) Each Lender’s obligation to make Loans or L/C Advances to reimburse the L/C Issuer for amounts drawn under Letters of Credit, as contemplated by this Section 2.03(c), shall be absolute and unconditional and shall not be affected by any circumstance, including (A) any setoff, counterclaim, recoupment, defense or other right which such Lender may have against the L/C Issuer, the Borrower or any other Person for any reason whatsoever; (B) the occurrence or continuance of a Default, or (C) any other occurrence, event or condition, whether or not similar to any of the foregoing; provided, however, that each Lender’s obligation to make Loans pursuant to this Section 2.03(c) is subject to the conditions set forth in Section 4.02 (other than delivery by the Borrower of a Loan Notice). No such making of an L/C Advance shall relieve or otherwise impair the obligation of the Borrower to reimburse the L/C Issuer for the amount of any payment made by the L/C Issuer under any Letter of Credit, together with interest as provided herein.

(vi) If any Lender fails to make available to the Administrative Agent for the account of the L/C Issuer any amount required to be paid by such Lender pursuant to the foregoing provisions of this Section 2.03(c) by the time specified in Section 2.03(c)(ii),

the L/C Issuer shall be entitled to recover from such Lender (acting through the Administrative Agent), on demand, such amount with interest thereon for the period from the date such payment is required to the date on which such payment is immediately available to the L/C Issuer at a rate per annum equal to the greater of the Federal Funds Rate and a rate determined by the L/C Issuer in accordance with banking industry rules on interbank compensation, plus any administrative, processing or similar fees customarily charged by the L/C Issuer in connection with the foregoing. If such Lender pays such amount (with interest and fees as aforesaid), the amount so paid shall constitute such Lender’s Loan included in the relevant Borrowing or L/C Advance in respect of the relevant L/C Borrowing, as the case may be. A certificate of the L/C Issuer submitted to any Lender (through the Administrative Agent) with respect to any amounts owing under this Section 2.03(c)(vi) shall be conclusive absent manifest error.

(d) Repayment of Participations.

(i) At any time after the L/C Issuer has made a payment under any Letter of Credit and has received from any Lender such Lender’s L/C Advance in respect of such payment in accordance with Section 2.03(c), if the Administrative Agent receives for the account of the L/C Issuer any payment in respect of the related Unreimbursed Amount or interest thereon (whether directly from the Borrower or otherwise, including proceeds of Cash Collateral applied thereto by the Administrative Agent), the Administrative Agent will distribute to such Lender its Applicable Percentage thereof in the same funds as those received by the Administrative Agent.

(ii) If any payment received by the Administrative Agent for the account of the L/C Issuer pursuant to Section 2.03(c)(i) is required to be returned under any of the circumstances described in Section 10.05 (including pursuant to any settlement entered into by the L/C Issuer in its discretion), each Lender shall pay to the Administrative Agent for the account of the L/C Issuer its Applicable Percentage thereof on demand of the Administrative Agent, plus interest thereon from the date of such demand to the date such amount is returned by such Lender, at a rate per annum equal to the Federal Funds Rate from time to time in effect. The obligations of the Lenders under this clause shall survive the payment in full of the Obligations and the termination of this Agreement.

(e) Obligations Absolute. The obligation of the Borrower to reimburse the L/C Issuer for each drawing under each Letter of Credit and to repay each L/C Borrowing shall be absolute, unconditional and irrevocable, and shall be paid strictly in accordance with the terms of this Agreement under all circumstances, including the following:

(i) any lack of validity or enforceability of such Letter of Credit, this Agreement, or any other Loan Document;

(ii) the existence of any claim, counterclaim, setoff, defense or other right that the Borrower or any Subsidiary may have at any time against any beneficiary or any transferee of such Letter of Credit (or any Person for whom any such beneficiary or any

such transferee may be acting), the L/C Issuer or any other Person, whether in connection with this Agreement, the transactions contemplated hereby or by such Letter of Credit or any agreement or instrument relating thereto, or any unrelated transaction;

(iii) any draft, demand, certificate or other document presented under such Letter of Credit proving to be forged, fraudulent, invalid or insufficient in any respect or any statement therein being untrue or inaccurate in any respect; or any loss or delay in the transmission or otherwise of any document required in order to make a drawing under such Letter of Credit;

(iv) any payment by the L/C Issuer under such Letter of Credit against presentation of a draft or certificate that does not strictly comply with the terms of such Letter of Credit; or any payment made by the L/C Issuer under such Letter of Credit to any Person purporting to be a trustee in bankruptcy, debtor-in-possession, assignee for the benefit of creditors, liquidator, receiver or other representative of or successor to any beneficiary or any transferee of such Letter of Credit, including any arising in connection with any proceeding under any Debtor Relief Law; or

(v) any other circumstance or happening whatsoever, whether or not similar to any of the foregoing, including any other circumstance that might otherwise constitute a defense available to, or a discharge of, the Borrower or any of its Subsidiaries.

The Borrower shall promptly examine a copy of each Letter of Credit and each amendment thereto that is delivered to it and, in the event of any claim of noncompliance with the Borrower’s instructions or other irregularity, the Borrower will immediately notify the L/C Issuer. The Borrower shall be conclusively deemed to have waived any such claim against the L/C Issuer and its correspondents unless such notice is given as aforesaid.

(f) Role of L/C Issuer. Each Lender and the Borrower agree that, in paying any drawing under a Letter of Credit, the L/C Issuer shall not have any responsibility to obtain any document (other than any sight draft, certificates and documents expressly required by the Letter of Credit) or to ascertain or inquire as to the validity or accuracy of any such document or the authority of the Person executing or delivering any such document. None of the L/C Issuer, the Administrative Agent, any of their respective Related Parties nor any correspondent, participant or assignee of the L/C Issuer shall be liable to any Lender for (i) any action taken or omitted in connection herewith at the request or with the approval of the Lenders or the Required Lenders, as applicable; (ii) any action taken or omitted in the absence of gross negligence or willful misconduct as determined in the nonappealable judgment of a court of competent jurisdiction; or (iii) the due execution, effectiveness, validity or enforceability of any document or instrument related to any Letter of Credit or Issuer Document. The Borrower hereby assumes all risks of the acts or omissions of any beneficiary or transferee with respect to its use of any Letter of Credit; provided, however, that this assumption is not intended to, and shall not, preclude the Borrower’s pursuing such rights and remedies as it may have against the beneficiary or transferee at law or under any other agreement. None of the L/C Issuer, the Administrative Agent, any of their respective Related Parties nor any correspondent, participant or assignee of the L/C Issuer shall

be liable or responsible for any of the matters described in clauses (i) through (v) of Section 2.03(e); provided, however, that anything in such clauses to the contrary notwithstanding, the Borrower may have a claim against the L/C Issuer, and the L/C Issuer may be liable to the Borrower, to the extent, but only to the extent, of any direct, as opposed to consequential or exemplary, damages suffered by the Borrower which the Borrower proves were caused by the L/C Issuer’s willful misconduct or gross negligence or the L/C Issuer’s willful failure to pay under any Letter of Credit after the presentation to it by the beneficiary of a sight draft and certificate(s) strictly complying with the terms and conditions of a Letter of Credit, all as determined in the nonappealable judgment of a court of competent jurisdiction. In furtherance and not in limitation of the foregoing, the L/C Issuer may accept documents that appear on their face to be in order, without responsibility for further investigation, regardless of any notice or information to the contrary, and the L/C Issuer shall not be responsible for the validity or sufficiency of any instrument transferring or assigning or purporting to transfer or assign a Letter of Credit or the rights or benefits thereunder or proceeds thereof, in whole or in part, which may prove to be invalid or ineffective for any reason.

(g) Applicability of ISP. Unless otherwise expressly agreed by the L/C Issuer and the Borrower when a Letter of Credit is issued, the rules of the ISP shall apply to each Letter of Credit.

(h) Letter of Credit Fees. The Borrower shall pay to the Administrative Agent for the account of each Lender in accordance with its Applicable Percentage a Letter of Credit fee (the “Letter of Credit Fee”) for each Letter of Credit equal to the greater of (i) $175 per annum and (ii) the Applicable Rate times the daily amount available to be drawn under such Letter of Credit; provided, however, any Letter of Credit Fees otherwise payable for the account of a Defaulting Lender with respect to any Letter of Credit as to which such Defaulting Lender has not provided Cash Collateral satisfactory to the L/C Issuer pursuant to this Section 2.03 shall be payable, to the maximum extent permitted by applicable Law, to the other Lenders in accordance with the upward adjustments in their respective Applicable Percentages allocable to such Letter of Credit pursuant to Section 2.15(a)(iv), with the balance of such fee, if any, payable to the L/C Issuer for its own account. For purposes of computing the daily amount available to be drawn under any Letter of Credit, the amount of such Letter of Credit shall be determined in accordance with Section 1.06. Letter of Credit Fees shall be (i) due and payable on the first Business Day after the end of each March, June, September and December, commencing with the first such date to occur after the issuance of such Letter of Credit, on the Letter of Credit Expiration Date and thereafter on demand and (ii) computed on a quarterly basis in arrears. If there is any change in the Applicable Rate during any quarter, the daily amount available to be drawn under each Letter of Credit shall be computed and multiplied by the Applicable Rate separately for each period during such quarter that such Applicable Rate was in effect. Notwithstanding anything to the contrary contained herein, upon the request of the Required Lenders, while any Event of Default exists, all Letter of Credit Fees shall accrue at the Default Rate.

(i) Fronting Fee and Documentary and Processing Charges Payable to L/C Issuer. The Borrower shall pay directly to the L/C Issuer for its own account a fronting fee with respect

to each Letter of Credit of the greater of (i) $500 and (ii) 0.125% per annum computed on the daily amount available to be drawn under such Letter of Credit on a quarterly basis in arrears. Such fronting fee shall be due and payable on the tenth Business Day after the end of each March, June, September and December in respect of the most recently-ended quarterly period (or portion thereof, in the case of the first payment), commencing with the first such date to occur after the issuance of such Letter of Credit, on the Letter of Credit Expiration Date and thereafter on demand. For purposes of computing the daily amount available to be drawn under any Letter of Credit, the amount of such Letter of Credit shall be determined in accordance with Section 1.06. In addition, the Borrower shall pay directly to the L/C Issuer for its own account the customary issuance, presentation, amendment and other processing fees, and other standard costs and charges, of the L/C Issuer relating to letters of credit as from time to time in effect. Such customary fees and standard costs and charges are due and payable on demand and are nonrefundable.

(j) Conflict with Issuer Documents. In the event of any conflict between the terms hereof and the terms of any Issuer Document, the terms hereof shall control.

(k) Letters of Credit Issued for Subsidiaries. Notwithstanding that a Letter of Credit issued or outstanding hereunder is in support of any obligations of, or is for the account of, a Restricted Subsidiary, the Borrower shall be obligated to reimburse the L/C Issuer hereunder for any and all drawings under such Letter of Credit. The Borrower hereby acknowledges that the issuance of Letters of Credit for the account of Restricted Subsidiaries inures to the benefit of the Borrower, and that the Borrower’s business derives substantial benefits from the businesses of such Restricted Subsidiaries.

2.04 Prepayments.

(a) Optional. Subject to the last sentence of this Section 2.04(a), the Borrower may, upon notice to the Administrative Agent, at any time or from time to time voluntarily prepay Loans in whole or in part without premium or penalty; provided that (A) such notice must be received by the Administrative Agent not later than 11:00 a.m. (1) three Business Days prior to any date of prepayment of Eurodollar Rate Loans and (2) on the date of prepayment of Base Rate Loans; (B) any prepayment of Eurodollar Rate Loans shall be in a principal amount of $5,000,000 or a whole multiple of $1,000,000 in excess thereof; and (C) any prepayment of Base Rate Loans shall be in a principal amount of $500,000 or a whole multiple of $100,000 in excess thereof or, in each case, if less, the entire principal amount thereof then outstanding. Each such notice shall specify the date and amount of such prepayment and the Type(s) of Loans to be prepaid and, if Eurodollar Rate Loans are to be prepaid, the Interest Period(s) of such Eurodollar Rate Loans. The Administrative Agent will promptly notify each Lender of its receipt of each such notice, and of the amount of such Lender’s ratable portion of such prepayment (based on such Lender’s Applicable Percentage). If such notice is given by the Borrower, the Borrower shall make such prepayment and the payment amount specified in such notice shall be due and payable on the date specified therein. Any prepayment of a Eurodollar Rate Loan shall be

accompanied by all accrued interest on the amount prepaid, together with any additional amounts required pursuant to Section 3.05.

(b) Mandatory.

(i) If any Relevant Party makes any Asset Sale which results in the realization by such Person of Net Cash Proceeds, the Borrower shall prepay an aggregate principal amount of Loans equal to 100% of such Net Cash Proceeds promptly after receipt (or if the Borrower in good faith intends to use such Net Cash Proceeds to acquire, improve or maintain Pipeline Assets, Real Property or Easements related to Pipeline Assets, capital assets to be used in any line of business not prohibited by Section 7.07 or for other uses reasonably acceptable to the Administrative Agent, then on or before the 360th day after such Asset Sale to the extent that, within such 360 day period, the Relevant Parties have not used such Net Cash Proceeds for such purpose; provided, that prepayment shall be required with such Net Cash Proceeds promptly after any earlier date on which the Borrower has determined not to use such Net Cash Proceeds for any such purpose) (all such prepayments to be applied as set forth in clause (v) below).

(ii) Upon the issuance or incurrence by the Borrower or any Restricted Subsidiary of any Indebtedness (other than Indebtedness permitted under Section 7.02), and upon receipt of the Net Cash Proceeds thereof, the Borrower shall prepay an aggregate principal amount of Loans equal to 100% of such Net Cash Proceeds (such prepayments to be applied as set forth in clause (v) below).

(iii) Upon any Extraordinary Receipt received by or paid to or for the account of any Relevant Party, and not otherwise included in clause (i) or (ii) of this Section 2.04(b), the Borrower shall prepay an aggregate principal amount of Loans equal to 100% of all Net Cash Proceeds received therefrom promptly upon receipt thereof by such Relevant Party (such prepayments to be applied as set forth in clause (v) below).

(iv) If for any reason the Total Outstandings at any time exceed the Aggregate Commitments, the Borrower shall immediately prepay Loans and L/C Borrowings and/or Cash Collateralize the L/C Obligations (other than the L/C Borrowings) in an aggregate amount equal to such excess; provided, however, that the Borrower shall not be required to Cash Collateralize the L/C Obligations pursuant to this Section 2.04(b) unless after the prepayment in full of the Loans and L/C Borrowings, the Total Outstandings exceed the Aggregate Commitments then in effect.

(v) Prepayments of the Loans made pursuant to this Section 2.04(b), first, shall be applied ratably to the L/C Borrowings, second, shall be applied ratably to the outstanding Swingline Borrowings, third, shall be applied ratably to the outstanding Base Rate Loans (other than the Swingline Loans), fourth, shall be applied ratably to the outstanding Eurodollar Rate Loans, and fifth, shall be used to Cash Collateralize the remaining L/C Obligations; provided that, in the case of prepayments of the Loans required pursuant to clause (i), (ii), or (iii) of this Section 2.04(b), such Cash

Collateralization shall only be required if an Event of Default has occurred and is continuing,; and, in the case of prepayments of the Loans required pursuant to clause (i), (ii), or (iii) of this Section 2.04(b), the amount remaining, if any, after the prepayment in full of all L/C Borrowings and Loans outstanding at such time and, if applicable, the Cash Collateralization of the remaining L/C Obligations in full, may be retained by the Borrower. Upon the drawing of any Letter of Credit that has been Cash Collateralized, the funds held as Cash Collateral shall be applied (without any further action by or notice to or from the Borrower or any other Loan Party) to reimburse the L/C Issuer or the Lenders, as applicable; provided, however, that if an Event of Default no longer exists, any Cash Collateral required under this Section 2.04(b) shall be released to the Borrower. Prepayments made pursuant to this Section 2.04(b) shall not result in a permanent reduction of the Commitments.

2.05 Termination or Reduction of Commitments.

(a) Optional. The Borrower may, upon notice to the Administrative Agent, terminate the Aggregate Commitments, the Swingline Commitment, or the Letter of Credit Sublimit, or from time to time permanently reduce the Aggregate Commitments, the Swingline Commitment or the Letter of Credit Sublimit; provided that (i) any such notice shall be received by the Administrative Agent not later than 11:00 a.m. five Business Days prior to the date of termination or reduction, (ii) any such partial reduction shall be in an aggregate amount of $10,000,000 or any whole multiple of $1,000,000 in excess thereof and (iii) the Borrower shall not terminate or reduce (A) the Aggregate Commitments if, after giving effect thereto and to any concurrent prepayments hereunder, the Total Outstandings would exceed the Aggregate Commitments, (B) the Swingline Commitment if, after giving effect thereto, the Outstanding Amount of the Swingline Obligations would exceed the Swingline Commitment, or (C) the Letter of Credit Sublimit if, after giving effect thereto, the Outstanding Amount of L/C Obligations not fully Cash Collateralized hereunder would exceed the Letter of Credit Sublimit.

(b) Application of Commitment Reductions; Payment of Fees. The Administrative Agent will promptly notify the Lenders of any termination or reduction of the Swingline Commitment, the Letter of Credit Sublimit or the Commitment under this Section 2.05. Upon any reduction of the Commitments, the Commitment of each Lender shall be reduced by such Lender’s Applicable Percentage of such reduction amount. All fees in respect of the Aggregate Commitments accrued until the effective date of any termination of the Aggregate Commitments shall be paid on the effective date of such termination.

2.06 Repayment of Loans. The Borrower shall repay to the Lenders (including the Swingline Lender) on the Maturity Date the aggregate unpaid principal amount of all Loans (including Swingline Loans) outstanding on such date.

2.07 Interest.

(a) Subject to the provisions of Section 2.07(b), (i) each Eurodollar Rate Loan shall bear interest on the outstanding principal amount thereof for each Interest Period at a rate per

annum equal to the Adjusted Eurodollar Rate for such Interest Period plus the Applicable Rate; and (ii) each Base Rate Loan shall bear interest on the outstanding principal amount thereof from the applicable borrowing date at a rate per annum equal to the Base Rate plus the Applicable Rate.

(b)

(i) If any amount payable by the Borrower under any Loan Document is not paid when due (without regard to any applicable grace periods), whether at stated maturity, by acceleration or otherwise, then such amount shall thereafter bear interest at a fluctuating interest rate per annum equal to the Default Rate to the fullest extent permitted by applicable Laws.

(ii) Accrued and unpaid interest on past due amounts (including interest on past due interest) shall be due and payable upon demand.

(c) Interest on each Loan shall be due and payable in arrears on each Interest Payment Date applicable thereto and at such other times as may be specified herein. Interest hereunder shall be due and payable in accordance with the terms hereof before and after judgment, and before and after the commencement of any proceeding under any Debtor Relief Law.

2.08 Fees. In addition to certain fees described in Sections 2.03(h) and (i):

(a) Commitment Fee. Subject to the remainder of this Section 2.08(a), the Borrower shall pay to the Administrative Agent for the account of each Lender such Lender’s Applicable Percentage of an aggregate commitment fee (the “Commitment Fee”) equal to the Applicable Rate times the actual daily amount by which the aggregate amount of the Lenders’ Commitments at such time exceeds the sum of (i) the Outstanding Amount of Loans and (ii) the Outstanding Amount of L/C Obligations. The Commitment Fee shall accrue at all times during the period from the Closing Date until the end of the Availability Period, including at any time during which one or more of the conditions in ARTICLE IV is not met, and shall be due and payable quarterly in arrears on the last Business Day of each March, June, September and December, commencing with the first such date to occur after the Closing Date, and on the last day of the Availability Period. The Commitment Fee shall be calculated quarterly in arrears. For the purposes of calculating the Commitment Fee, the aggregate principal amount of Swingline Loans then outstanding shall be deemed to be zero.

(b) Other Fees.

(i) The Borrower shall pay to the Sole Bookrunner, the Joint Lead Arrangers and the Administrative Agent for their own respective accounts fees in the amounts and at the times specified in the Commitment Letter. Such fees shall be fully earned when paid and shall not be refundable for any reason whatsoever.

(ii) The Borrower shall pay to the Lenders such fees as shall have been separately agreed upon by the Borrower in writing in the amounts and at the times so specified. Such fees shall be fully earned when paid and shall not be refundable for any reason whatsoever.

2.09 Computation of Interest and Fees; Retroactive Adjustments of Applicable Rate.

(a) All computations of interest for Base Rate Loans computed using the prime rate shall be made on the basis of a year of 365 or 366 days, as the case may be, and actual days elapsed. All other computations of fees and interest shall be made on the basis of a 360-day year and actual days elapsed (which results in more fees or interest, as applicable, being paid than if computed on the basis of a 365-day year). Interest shall accrue on each Loan for the day on which the Loan is made, and shall not accrue on a Loan, or any portion thereof, for the day on which the Loan or such portion is paid, provided that any Loan that is repaid on the same day on which it is made shall, subject to Section 2.11(a), bear interest for one day. Each determination by the Administrative Agent of an interest rate or fee hereunder shall be conclusive and binding for all purposes, absent manifest error.

(b) If, as a result of any restatement of or other adjustment to the financial statements of the Borrower or for any other reason, the Borrower or the Lenders determine that (i) the Consolidated Total Leverage Ratio as calculated by the Borrower as of any applicable date was inaccurate and (ii) a proper calculation of the Consolidated Total Leverage Ratio would have resulted in higher pricing for such period, the Borrower shall immediately and retroactively be obligated to pay to the Administrative Agent for the account of the applicable Lenders or the L/C Issuer, as the case may be, promptly on demand by the Administrative Agent (or, after the occurrence of an actual or deemed entry of an order for relief with respect to the Borrower under the Bankruptcy Code of the United States, automatically and without further action by the Administrative Agent, any Lender or the L/C Issuer), an amount equal to the excess of the amount of interest and fees that should have been paid for such period over the amount of interest and fees actually paid for such period. This paragraph shall not limit the rights of the Administrative Agent, any Lender or the L/C Issuer, as the case may be, under Section 2.03(c)(iii), 2.03(h) or 2.07 or under ARTICLE VIII. The Borrower’s obligations under this paragraph shall survive the termination of the Aggregate Commitments and the repayment of all other Obligations hereunder.

2.10 Evidence of Debt.

(a) The Credit Extensions made by each Lender shall be evidenced by one or more accounts or records maintained by such Lender and by the Administrative Agent in the ordinary course of business. The accounts or records maintained by the Administrative Agent and each Lender shall be conclusive absent manifest error of the amount of the Credit Extensions made by the Lenders to the Borrower and the interest and payments thereon. Any failure to so record or any error in doing so shall not, however, limit or otherwise affect the obligation of the Borrower hereunder to pay any amount owing with respect to the Obligations. In the event of any conflict between the accounts and records maintained by any Lender and the accounts and records of the

Administrative Agent in respect of such matters, the Register and the corresponding accounts and records of the Administrative Agent shall control in the absence of manifest error. Upon the request of any Lender made through the Administrative Agent, the Borrower shall execute and deliver to such Lender (through the Administrative Agent) a Note in registered form under Section 5f.103-1(c) of the United States Treasury Regulations, which shall evidence such Lender’s Loans in addition to such accounts or records. Each Lender may attach schedules to its Note with respect to the date, Type (if applicable), amount and maturity of its Loans and payments with respect thereto.

(b) In addition to the accounts and records referred to in Section 2.10(a), each Lender and the Administrative Agent shall maintain in accordance with its usual practice accounts or records evidencing the purchases and sales by such Lender of participations in Letters of Credit. In the event of any conflict between the accounts and records maintained by the Administrative Agent and the accounts and records of any Lender in respect of such matters, the accounts and records of the Administrative Agent shall control in the absence of manifest error.

2.11 Payments Generally; Administrative Agent’s Clawback.

(a) General. All payments to be made by the Borrower shall be made without condition or deduction for any counterclaim, defense, recoupment or setoff. Except as otherwise expressly provided herein, all payments by the Borrower hereunder shall be made to the Administrative Agent, for the account of the respective Lenders to which such payment is owed, at the Administrative Agent’s Office in Dollars and in immediately available funds not later than 2:00 p.m. on the date specified herein. The Administrative Agent will promptly distribute to each Lender its Applicable Percentage (or other applicable share as provided herein) of such payment in like funds as received by wire transfer to such Lender’s Lending Office. All payments received by the Administrative Agent after 2:00 p.m. shall be deemed received on the next succeeding Business Day and any applicable interest or fee shall continue to accrue. If any payment to be made by the Borrower shall come due on a day other than a Business Day, payment shall be made on the next following Business Day, and such extension of time shall be reflected on computing interest or fees, as the case may be.

(b) (i) Funding by Lenders; Presumption by Administrative Agent. Unless the Administrative Agent shall have received notice from a Lender prior to the proposed date of any Borrowing of Eurodollar Rate Loans (or, in the case of any Borrowing of Base Rate Loans, prior to 12:00 noon on the date of such Borrowing) that such Lender will not make available to the Administrative Agent such Lender’s share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available on such date in accordance with Section 2.02 (or, in the case of a Borrowing of Base Rate Loans, that such Lender has made such share available in accordance with and at the time required by Section 2.02) and may, in reliance upon such assumption, make available to the Borrower a corresponding amount. In such event, if a Lender has not in fact made its share of the applicable Borrowing available to the Administrative Agent, then the applicable Lender and the Borrower severally agree to pay to the Administrative Agent forthwith on demand such corresponding amount in immediately available

funds with interest thereon, for each day from and including the date such amount is made available to the Borrower to but excluding the date of payment to the Administrative Agent, at (A) in the case of a payment to be made by such Lender, the greater of the Federal Funds Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation, plus any administrative, processing or similar fees customarily charged by the Administrative Agent in connection with the foregoing, and (B) in the case of a payment to be made by the Borrower, the interest rate applicable to Base Rate Loans. If the Borrower and such Lender shall pay such interest to the Administrative Agent for the same or an overlapping period, the Administrative Agent shall promptly remit to the Borrower the amount of such interest paid by the Borrower for such period. If such Lender pays its share of the applicable Borrowing to the Administrative Agent, then the amount so paid shall constitute such Lender’s Loan included in such Borrowing. Any payment by the Borrower shall be without prejudice to any claim the Borrower may have against a Lender that shall have failed to make such payment to the Administrative Agent.

(ii) Payments by Borrower; Presumptions by Administrative Agent. Unless the Administrative Agent shall have received notice from the Borrower prior to the time at which any payment is due to the Administrative Agent for the account of the Lenders, the Swingline Lender or the L/C Issuer hereunder that the Borrower will not make such payment, the Administrative Agent may assume that the Borrower has made such payment on such date in accordance herewith and may, in reliance upon such assumption, distribute to the Appropriate Lenders, the Swingline Lender or the L/C Issuer, as the case may be, the amount due. In such event, if the Borrower has not in fact made such payment, then each of the Appropriate Lenders, the Swingline Lender or the L/C Issuer, as the case may be, severally agrees to repay to the Administrative Agent forthwith on demand the amount so distributed to such Lender, the Swingline Lender or the L/C Issuer, in immediately available funds with interest thereon, for each day from and including the date such amount is distributed to it to but excluding the date of payment to the Administrative Agent, at the greater of the Federal Funds Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation.

A notice of the Administrative Agent to any Lender or the Borrower with respect to any amount owing under this subsection (b) shall be conclusive, absent manifest error.

(c) Failure to Satisfy Conditions Precedent. If any Lender makes available to the Administrative Agent funds for any Loan to be made by such Lender as provided in the foregoing provisions of this ARTICLE II, and such funds are not made available to the Borrower by the Administrative Agent because the conditions to the applicable Credit Extension set forth in ARTICLE IV are not satisfied or waived in accordance with the terms hereof, the Administrative Agent shall return such funds (in like funds as received from such Lender) to such Lender, without interest.

(d) Obligations of Lenders Several. The obligations of the Lenders hereunder to make Loans, to fund participations in Letters of Credit and Swingline Loans and to make payments pursuant to Section 10.04(c) are several and not joint. The failure of any Lender to make any Loan, to fund any such participation or to make any payment under Section 10.04(c) on any date required hereunder shall not relieve any other Lender of its corresponding obligation to do so on such date, and, except as set forth in Section 2.15(a)(iv), no Lender shall be responsible for the failure of any other Lender to so make its Loan, to purchase its participation or to make its payment under Section 10.04(c).

(e) Funding Source. Nothing herein shall be deemed to obligate any Lender to obtain the funds for any Loan in any particular place or manner or to constitute a representation by any Lender that it has obtained or will obtain the funds for any Loan in any particular place or manner.

(f) Insufficient Funds. If at any time insufficient funds are received by and available to the Administrative Agent to pay fully all amounts of principal, L/C Borrowings, interest and fees then due hereunder, such funds shall be applied (i) first, toward payment of interest and fees then due hereunder, ratably among the parties entitled thereto in accordance with the amounts of interest and fees then due to such parties, and (ii) second, toward payment of principal and L/C Borrowings then due hereunder, ratably among the parties entitled thereto in accordance with the amounts of principal and L/C Borrowings then due to such parties.

2.12 Sharing of Payments by Lenders. If any Lender shall, by exercising any right of setoff or counterclaim or otherwise, obtain payment in respect of (a) Obligations due and payable to such Lender hereunder and under the other Loan Documents at such time in excess of its ratable share (according to the proportion of (i) the amount of such Obligations due and payable to such Lender at such time to (ii) the aggregate amount of the Obligations due and payable to all Lenders hereunder and under the other Loan Documents at such time) of payments on account of the Obligations due and payable to all Lenders hereunder and under the other Loan Documents at such time obtained by all the Lenders at such time or (b) Obligations owing (but not due and payable) to such Lender hereunder and under the other Loan Documents at such time in excess of its ratable share (according to the proportion of (i) the amount of such Obligations owing (but not due and payable) to such Lender at such time to (ii) the aggregate amount of the Obligations owing (but not due and payable) to all Lenders hereunder and under the other Loan Documents at such time) of payment on account of the Obligations owing (but not due and payable) to all Lenders hereunder and under the other Loan Documents at such time obtained by all of the Lenders at such time then the Lender receiving such greater proportion shall (a) notify the Administrative Agent of such fact, and (b) purchase (for cash at face value) participations in the Loans, Swingline Loans and subparticipations in L/C Obligations of the other Lenders, or make such other adjustments as shall be equitable, so that the benefit of all such payments shall be shared by the Lenders ratably in accordance with the aggregate amount of Obligations then due and payable to the Lenders or owing (but not due and payable) to the Lenders, as the case may be, provided that:

(i) if any such participations or subparticipations are purchased and all or any portion of the payment giving rise thereto is recovered, such participations or subparticipations shall be rescinded and the purchase price restored to the extent of such recovery, without interest; and

(ii) the provisions of this Section shall not be construed to apply to (x) any payment made by or on behalf of the Borrower pursuant to and in accordance with the express terms of this Agreement (including the application of funds arising from the existence of a Defaulting Lender), (y) the application of Cash Collateral provided for in Section 2.15, or (z) any payment obtained by a Lender as consideration for the assignment of or sale of a participation in any of its Loans or subparticipations in L/C Obligations to any assignee or participant, other than an assignment to the Borrower or any Subsidiary thereof (as to which the provisions of this Section shall apply).

The Borrower consents to the foregoing and agrees, to the extent it may effectively do so under applicable law, that any Lender acquiring a participation pursuant to the foregoing arrangements may exercise against the Borrower rights of setoff and counterclaim with respect to such participation as fully as if such Lender were a direct creditor of the Borrower in the amount of such participation.

2.13 Increase in Aggregate Commitments.

(a) Request for Increase. Provided that immediately prior to and after giving effect thereto there exists no Event of Default, upon notice to the Administrative Agent (which shall promptly notify the Lenders), the Borrower may from time to time, request an increase in the aggregate amount of the Lenders’ Commitments by an amount (for all such requests) not exceeding $500,000,000; provided that any such request for an increase shall be in a minimum amount of $100,000,000 or, if less, the amount remaining available for all such increases. At the time of sending such notice, the Borrower (in consultation with the Administrative Agent) shall specify the time period within which each Lender is requested to respond (which shall in no event be less than ten Business Days from the date of delivery of such notice to the Lenders).

(b) Lender Elections to Increase. Each Lender shall notify the Administrative Agent in writing within such time period whether or not it agrees to increase its Commitment and, if so, whether by an amount equal to, greater than, or less than its Applicable Percentage of such requested increase. Any Lender not responding within such time period shall be deemed to have declined to increase its Commitment. For the avoidance of doubt, no Lender’s Commitment may be increased without the prior written consent of such Lender.

(c) Notification by Administrative Agent; Additional Lenders. The Administrative Agent shall notify the Borrower and each Lender of the Lenders’ responses to each request made hereunder. To achieve the full amount of a requested increase, and subject to the approval of the Administrative Agent and the L/C Issuer (which approvals shall not be unreasonably withheld), the Borrower may also invite additional Eligible Assignees to become Lenders pursuant to a

joinder agreement in form and substance satisfactory to the Administrative Agent and its counsel.

(d) Effective Date and Allocations. If the aggregate amount of the Lenders’ Commitments is increased in accordance with this Section, the Administrative Agent and the Borrower shall determine the effective date (the “Revolving Credit Increase Effective Date”) and the final allocation of such increase. The Administrative Agent shall promptly notify the Borrower and the Lenders of the final allocation of such increase and the Revolving Credit Increase Effective Date. The terms and provisions of any such increase shall be identical to those of the Loans, other than in respect of any arrangement, commitment or upfront fees payable to any Lenders providing such increase.

(e) Conditions to Effectiveness of Increase. As a condition precedent to such increase, the Borrower shall deliver to the Administrative Agent (i) a favorable opinion of counsel to the Loan Parties, addressed to the Administrative Agent and each Lender, covering such matters as may be reasonably requested by the Administrative Agent in connection with such increase and (ii) a certificate of each Loan Party dated as of the Revolving Credit Increase Effective Date (in sufficient copies for each Lender) signed by a Responsible Officer of such Loan Party (A) certifying and attaching the resolutions adopted by such Loan Party approving or consenting to such increase, (B) in the case of the Borrower, certifying, as of such date, giving effect to amounts drawn or to be drawn under the Aggregate Commitments (as increased pursuant to this Section 2.13) as of such date, pro forma compliance with the financial covenants contained in Section 7.11 as of the last day of the most recent fiscal quarter of the Borrower for which financial statements have been delivered pursuant to Section 6.01(a) or (b), and (C) in the case of the Borrower, certifying that, before and after giving effect to such increase, (1) the representations and warranties contained in ARTICLE V and the other Loan Documents are true and correct in all material respects (except with respect to representations and warranties which are expressly qualified by materiality, which shall be true and correct in all respects) on and as of the Revolving Credit Increase Effective Date, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they are true and correct in all material respects (except with respect to representations and warranties which are expressly qualified by materiality, which shall be true and correct in all respects) as of such earlier date, and except that for purposes of this Section 2.13, the representations and warranties contained in subsections (a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.01, and (2) no Event of Default exists. The Borrower shall borrow additional Loans from the Lenders whose Commitments have been increased and/or prepay any Loans outstanding on the Revolving Credit Increase Effective Date (and pay any additional amounts required pursuant to Section 3.05) to the extent necessary to keep the outstanding Loans ratable with any revised Applicable Percentages arising from any nonratable increase in the Commitments under this Section.

(f) Conflicting Provisions. This Section shall supersede any provisions in Section 2.12 or 10.01 to the contrary.

2.14 Cash Collateral.

(a) Certain Credit Support Events. Upon the request of the Administrative Agent or the L/C Issuer (i) if the L/C Issuer has honored any full or partial drawing request under any Letter of Credit and such drawing has resulted in an L/C Borrowing, or (ii) if, as of the Letter of Credit Expiration Date, any L/C Obligation for any reason remains outstanding, the Borrower shall, in each case, immediately Cash Collateralize the then Outstanding Amount of all L/C Obligations. At any time that there shall exist a Defaulting Lender, immediately upon the request of the Administrative Agent or the L/C Issuer, the Borrower shall deliver to the Administrative Agent Cash Collateral in an amount sufficient to cover all Fronting Exposure (after giving effect to Section 2.15(a)(iv) and any Cash Collateral provided by the Defaulting Lender).

(b) Grant of Security Interest. All Cash Collateral (other than credit support not constituting funds subject to deposit) shall be maintained in blocked, non-interest bearing deposit accounts at Wells Fargo. The Borrower, and to the extent provided by any Lender, such Lender, hereby grants to (and subjects to the control of) the Administrative Agent, for the benefit of the Administrative Agent, the Swingline Lender, the L/C Issuer and the Lenders, and agrees to maintain, a first priority security interest in all such cash, deposit accounts and all balances therein, and all other property so provided as collateral pursuant hereto, and in all proceeds of the foregoing, all as security for the obligations to which such Cash Collateral may be applied pursuant to Section 2.14(c). If at any time the Administrative Agent determines that Cash Collateral is subject to any right or claim of any Person other than the Administrative Agent as herein provided, or that the total amount of such Cash Collateral is less than the applicable Fronting Exposure and other obligations secured thereby, the Borrower or the relevant Defaulting Lender will, promptly upon demand by the Administrative Agent, pay or provide to the Administrative Agent additional Cash Collateral in an amount sufficient to eliminate such deficiency.

(c) Application. Notwithstanding anything to the contrary contained in this Agreement, Cash Collateral provided under any of this Section 2.14 or Sections 2.03, 2.04, 2.15 or 8.02 in respect of Letters of Credit shall be held and applied to the satisfaction of the specific L/C Obligations, obligations to fund participations therein (including, as to Cash Collateral provided by a Defaulting Lender, any interest accrued on such obligation) and other obligations for which the Cash Collateral was so provided, prior to any other application of such property as may be provided for herein.

(d) Release. Cash Collateral (or the appropriate portion thereof) provided to reduce Fronting Exposure or other obligations shall be released promptly following (i) the elimination of the applicable Fronting Exposure or other obligations or events giving rise thereto (including by the termination of Defaulting Lender status of the applicable Lender (or, as appropriate, its assignee following compliance with Section 10.06(b)(vi))) or (ii) the Administrative Agent’s good faith determination that there exists excess Cash Collateral; provided, however, (x) that Cash Collateral furnished by or on behalf of a Loan Party shall not be released during the

continuance of a Default or Event of Default (and following application as provided in this Section 2.14 may be otherwise applied in accordance with Section 8.03), and (y) the Person providing Cash Collateral and the L/C Issuer may agree that Cash Collateral shall not be released but instead held to support future anticipated Fronting Exposure or other obligations.

2.15 Defaulting Lenders. (a) Adjustments. Notwithstanding anything to the contrary contained in this Agreement, if any Lender becomes a Defaulting Lender, then, until such time as that Lender is no longer a Defaulting Lender, to the extent permitted by applicable Law:

(i) Waivers and Amendments. That Defaulting Lender’s right to approve or disapprove any amendment, waiver or consent with respect to this Agreement shall be restricted as set forth in Section 10.01.

(ii) Reallocation of Payments. Any payment of principal, interest, fees or other amounts received by the Administrative Agent for the account of that Defaulting Lender (whether voluntary or mandatory, at maturity, pursuant to ARTICLE VIII or otherwise, and including any amounts made available to the Administrative Agent by that Defaulting Lender pursuant to Section 10.08), shall be applied at such time or times as may be determined by the Administrative Agent as follows: first, to the payment of any amounts owing by that Defaulting Lender to the Administrative Agent hereunder; second, to the payment on a pro rata basis of any amounts owing by that Defaulting Lender to the L/C Issuer or the Swingline Lender hereunder; third, if so determined by the Administrative Agent or requested by the L/C Issuer, to be held as Cash Collateral for future funding obligations of that Defaulting Lender of any participation in any Letter of Credit; fourth, as the Borrower may request (so long as no Default or Event of Default exists), to the funding of any Loan in respect of which that Defaulting Lender has failed to fund its portion thereof as required by this Agreement, as determined by the Administrative Agent; fifth, if so determined by the Administrative Agent and the Borrower, to be held in a non-interest bearing deposit account and released in order to satisfy obligations of that Defaulting Lender to fund Loans under this Agreement; sixth, to the payment of any amounts owing to the Lenders, the Swingline Lender or the L/C Issuer as a result of any judgment of a court of competent jurisdiction obtained by any Lender, the Swingline Lender or the L/C Issuer against that Defaulting Lender as a result of that Defaulting Lender’s breach of its obligations under this Agreement; seventh, so long as no Default exists, to the payment of any amounts owing to the Borrower as a result of any judgment of a court of competent jurisdiction obtained by the Borrower against that Defaulting Lender as a result of that Defaulting Lender’s breach of its obligations under this Agreement; and eighth, to that Defaulting Lender or as otherwise directed by a court of competent jurisdiction; provided that if (x) such payment is a payment of the principal amount of any Loans, Swingline Loans or L/C Borrowings in respect of which that Defaulting Lender has not fully funded its appropriate share and (y) such Loans, Swingline Loans or L/C Borrowings were made at a time when the conditions set forth in Section 4.02 were satisfied or waived, such payment shall be applied solely to pay the Loans of, Swingline Loans of, and L/C Borrowings owed to, all

non-Defaulting Lenders on a pro rata basis prior to being applied to the payment of any Loans of, Swingline Loans of, or L/C Borrowings owed to, that Defaulting Lender. Any payments, prepayments or other amounts paid or payable to a Defaulting Lender that are applied (or held) to pay amounts owed by a Defaulting Lender or to post Cash Collateral pursuant to this Section 2.15(a)(ii) shall be deemed paid to and redirected by that Defaulting Lender, and each Lender irrevocably consents hereto.

(iii) Certain Fees. That Defaulting Lender (x) shall not be entitled to receive any commitment fee pursuant to Section 2.08(a) for any period during which that Lender is a Defaulting Lender (and the Borrower shall not be required to pay any such fee that otherwise would have been required to have been paid to that Defaulting Lender) (and the Borrower shall (A) be required to pay to the L/C Issuer the amount of such fee allocable to its Fronting Exposure arising from that Defaulting Lender and (B) not be required to pay the remaining amount of such fee that otherwise would have been required to have been paid to that Defaulting Lender) and (y) shall be limited in its right to receive Letter of Credit Fees as provided in Section 2.03(h).

(iv) Reallocation of Applicable Percentages to Reduce Fronting Exposure. During any period in which there is a Defaulting Lender, for purposes of computing the amount of the obligation of each non-Defaulting Lender to acquire, refinance or fund participations in Letters of Credit pursuant to Section 2.03, the “Applicable Percentage” of each non-Defaulting Lender shall be computed without giving effect to the Commitment of that Defaulting Lender; provided, that, (i) each such reallocation shall be given effect only if, at the date the applicable Lender becomes a Defaulting Lender, no Default or Event of Default exists; and (ii) the aggregate obligation of each non-Defaulting Lender to acquire, refinance or fund participations in Letters of Credit shall not exceed the positive difference, if any, of (1) the Commitment of that non-Defaulting Lender minus (2) the aggregate Outstanding Amount of the Loans of that Lender.

(b) Defaulting Lender Cure. If the Borrower, the Administrative Agent, the Swingline Lender and the L/C Issuer agree in writing in their sole discretion that a Defaulting Lender should no longer be deemed to be a Defaulting Lender, the Administrative Agent will so notify the parties hereto, whereupon as of the effective date specified in such notice and subject to any conditions set forth therein (which may include arrangements with respect to any Cash Collateral), that Lender will, to the extent applicable, purchase that portion of outstanding Loans of the other Lenders or take such other actions as the Administrative Agent may determine to be necessary to cause the Loans and funded and unfunded participations in Letters of Credit to be held on a pro rata basis by the Lenders in accordance with their Applicable Percentages (without giving effect to Section 2.15(a)(iv)), whereupon that Lender will cease to be a Defaulting Lender; provided that no adjustments will be made retroactively with respect to fees accrued or payments made by or on behalf of the Borrower while that Lender was a Defaulting Lender; and provided, further, that except to the extent otherwise expressly agreed by the affected parties, no change hereunder from Defaulting Lender to Lender will constitute a waiver or release of any claim of any party hereunder arising from that Lender’s having been a Defaulting Lender.

2.16 Swingline Loans.

(a) Subject to the terms and conditions set forth herein, and if an AutoBorrow Agreement is in effect, subject to the terms and conditions of such AutoBorrow Agreement, the Swingline Lender agrees to make Swingline Loans to the Borrower from time to time during the Availability Period in U.S. Dollars, in an aggregate principal amount at any time outstanding that will not result in (x) the aggregate principal amount of outstanding Swingline Loans exceeding the Swingline Commitment or (y) the Total Outstandings exceeding the Aggregate Commitments; provided that no Swingline Lender shall be required to make a Swingline Loan to refinance an outstanding Swingline Borrowing. Within the foregoing limits and subject to the terms and conditions set forth herein, the Borrower may borrow, prepay and reborrow Swingline Loans. All Swingline Loans shall be Base Rate Loans under this Agreement.

(b) If an AutoBorrow Agreement is in effect, each Swingline Borrowing of the type described in clause (b) of the definition thereof shall be made as provided in such AutoBorrow Agreement. Otherwise, to request a Swingline Borrowing, the Borrower shall notify the Swingline Lender of such request by telephone (confirmed by a Swingline Loan Notice by telecopy) not later than 3:00 p.m. on the day of the proposed Swingline Borrowing. Each such notice and Swingline Loan Notice shall be irrevocable and shall specify (i) the requested date (which shall be a Business Day) of the Swingline Borrowing, (ii) the amount of the requested Swingline Borrowing, (iii) the term of such Swingline Loan, and (iv) the location and number of the Borrower’s account to which funds are to be disbursed. Each Swingline Loan shall be in a principal amount of $500,000 or a whole multiple of $100,000 in excess thereof, except as otherwise set forth in any AutoBorrow Agreement. If an AutoBorrow Agreement is in effect, with respect to each Swingline Borrowing of the type described in clause (b) of the definition thereof, such additional terms and conditions of such AutoBorrow Agreement shall have been satisfied, and in the event that any of the terms of this Section 2.16 conflict with such AutoBorrow Agreement, the terms of the AutoBorrow Agreement shall govern and control. The Swingline Lender shall make each Swingline Loan to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds by 5:00 p.m. to the account of the Borrower.

(c) The Swingline Lender may by written notice given to the Administrative Agent not later than 10:00 a.m. on any Business Day, require the Lenders to acquire participations on such Business Day in all or a portion of the outstanding Swingline Loans made by it. Such notice shall specify the aggregate amount of such Swingline Loans in which the Lenders will participate. Promptly upon receipt of such notice, the Administrative Agent will give notice thereof to each such Lender, specifying in such notice such Lender’s Applicable Percentage of such Swingline Loan or Loans. Each Lender hereby absolutely and unconditionally agrees, upon receipt of notice as provided above, to pay to the Administrative Agent for the account of the Swingline Lender, such Lender’s Applicable Percentage of such Swingline Loan or Loans. Each Lender acknowledges and agrees that its respective obligation to acquire participations in Swingline Loans pursuant to this paragraph is absolute and unconditional and shall not be affected by any circumstance whatsoever, including the occurrence and continuance of a Default

or reduction or termination of the Commitments, and that each such payment shall be made without any offset, abatement, withholding or reduction whatsoever. No Lender shall have any rights or obligations under any AutoBorrow Agreement. Each Lender shall comply with its obligation under this paragraph by wire transfer of immediately available funds not later than 1:00 pm on the Business Day specified in the Swingline Loan Notice with respect to Loans made by such Lender (and Section 2.11 shall apply, mutatis mutandis, to the payment obligations of the Lenders), and the Administrative Agent shall promptly pay to the Swingline Lender the amounts so received by it from the Lenders. The Administrative Agent shall notify the Borrower of any participations in any Swingline Loan acquired pursuant to this paragraph (c), and thereafter payments by the Borrower in respect of such Swingline Loan shall be made to the Administrative Agent and not to the Swingline Lender. Any amounts received by the Swingline Lender from the Borrower (or any other party on behalf of the Borrower) in respect of a Swingline Loan after receipt by the Swingline Lender of the proceeds of a sale of participations therein shall be remitted promptly to the Administrative Agent; any such amounts received by the Administrative Agent shall be remitted promptly by the Administrative Agent to the Lenders that shall have made their payments pursuant to this paragraph and to the Swingline Lender, as their interests may appear; provided that any such payment so remitted shall be repaid to the Swingline Lender or to the Administrative Agent, as applicable, if and to the extent such payment is required to be refunded to the Borrower for any reason. If an AutoBorrow Agreement is in effect, each prepayment of a Swingline Borrowing of the type described in clause (b) of the definition thereof shall be made as provided in such AutoBorrow Agreement. The purchase of participations in a Swingline Loan pursuant to this paragraph shall not relieve the Borrower of any default in the payment thereof.

(d) Notwithstanding any terms to the contrary contained herein, the ability to transfer funds pursuant to an AutoBorrow Agreement as a Swingline Borrowing hereunder may be terminated at any time by the Swingline Lender upon 24 hour prior written notice to the Borrower.

ARTICLE III
TAXES, YIELD PROTECTION AND ILLEGALITY

3.01 Taxes.

(a) Payments Free of Taxes; Obligation to Withhold; Payments on Account of Taxes.

(i) Any and all payments by or on account of any obligation of any Loan Party hereunder or under any other Loan Document shall to the extent permitted by applicable Laws be made free and clear of and without reduction or withholding for any Taxes. If, however, applicable Law (as determined in the good faith discretion of an applicable Withholding Agent) requires the deduction or withholding of any Tax from any such payment by a Withholding Agent, then the applicable Withholding Agent shall be entitled to make such deduction or withholding.

(ii) If any applicable Withholding Agent shall be required by applicable law to withhold or deduct any Taxes, including both U.S. Federal backup withholding and withholding taxes, from any payment, then (A) the applicable Withholding Agent shall withhold or make such deductions as are determined by the Withholding Agent to be required, (B) the applicable Withholding Agent shall timely pay the full amount withheld or deducted to the relevant Governmental Authority in accordance with applicable law, and (C) to the extent that the withholding or deduction is made on account of Indemnified Taxes, the sum payable by the applicable Loan Party shall be increased as necessary so that after any required withholding or the making of all required deductions (including deductions of Indemnified Taxes applicable to additional sums payable under this Section) the Administrative Agent or Lender, as the case may be, receives an amount equal to the sum it would have received had no such withholding or deduction been made.

(b) Payment of Other Taxes by the Borrower. Without limiting the provisions of subsection (a) above, the Loan Parties shall timely pay any Other Taxes to the relevant Governmental Authority in accordance with applicable law, or at the option of the Administrative Agent timely reimburse it for the payment of any Other Taxes.

(i) Without limiting the provisions of subsection (a) or (b) above, the Loan Parties shall, and do hereby, jointly and severally indemnify the Administrative Agent and each Lender, and shall make payment in respect thereof within 10 days after demand therefor, for the full amount of any Indemnified Taxes (including Indemnified Taxes imposed or asserted on or attributable to amounts payable under this Section) withheld or deducted by the Borrower or the Administrative Agent or payable or paid by the Administrative Agent or the Lender, as the case may be, and any penalties, interest and reasonable expenses arising therefrom or with respect thereto, whether or not such Indemnified Taxes were correctly or legally imposed or asserted by the relevant Governmental Authority. The Borrower shall also, and does hereby, indemnify the Administrative Agent, and shall make payment in respect thereof within 10 days after demand therefor, for any amount which a Lender, the Swingline Lender or the L/C Issuer for any reason fails to pay indefeasibly to the Administrative Agent as required by clause (ii) of this subsection. A certificate as to the amount of any such payment or liability delivered to the Borrower by a Lender (with a copy to the Administrative Agent), or by the Administrative Agent on its own behalf or on behalf of a Lender, shall be conclusive absent manifest error.

(ii) Without limiting the provisions of subsection (a) or (b) above, each Lender shall, and does hereby, indemnify the Administrative Agent, and shall make payment in respect thereof within 10 days after demand therefor, for (i) any Indemnified Taxes attributable to such Lender (but only to the extent that any Loan Party has not already indemnified the Administrative Agent for such Indemnified Taxes and without

limiting the obligation of the Loan Parties to do so), (ii) any Taxes attributable to such Lender’s failure to comply with the provisions of Section 10.06(d) relating to the maintenance of a Participant Register and (iii) any Excluded Taxes attributable to such Lender, in each case, that are payable or paid by the Administrative Agent in connection with any Loan Document, and any reasonable expenses arising therefrom or with respect thereto, whether or not such Taxes were correctly or legally imposed or asserted by the relevant Governmental Authority. A certificate as to the amount of such payment or liability delivered to any Lender by the Administrative Agent shall be conclusive absent manifest error. Each Lender hereby authorizes the Administrative Agent to set off and apply any and all amounts at any time owing to such Lender, as the case may be, under this Agreement or any other Loan Document or otherwise payable by the Administrative Agent to the Lender from any other source against any amount due to the Administrative Agent under this clause (ii). The agreements in this clause (ii) shall survive the resignation and/or replacement of the Administrative Agent, any assignment of rights by, or the replacement of, a Lender, the termination of the Aggregate Commitments and the repayment, satisfaction or discharge of all other Obligations.

(d) Evidence of Payments. As soon as practicable after any payment of Taxes by any Loan Party or the Administrative Agent to a Governmental Authority as provided in this Section 3.01, the Borrower shall deliver to the Administrative Agent or the Administrative Agent shall deliver to the Borrower, as the case may be, the original or a certified copy of a receipt issued by such Governmental Authority evidencing such payment, a copy of any return required by Laws to report such payment or other evidence of such payment reasonably satisfactory to the Borrower or the Administrative Agent, as the case may be.

(e) Status of Lenders; Tax Documentation.

(i) Each Lender shall deliver to the Borrower and to the Administrative Agent, at the time or times prescribed by applicable Laws or when reasonably requested by the Borrower or the Administrative Agent, such properly completed and executed documentation prescribed by applicable Laws or by the taxing authorities of any jurisdiction and such other reasonably requested documentation or information as will permit the Borrower or the Administrative Agent, as the case may be, to determine (A) whether or not payments made hereunder or under any other Loan Document are subject to Taxes, (B) if applicable, the required rate of withholding or deduction, and (C) such Lender’s entitlement to any available exemption from, or reduction of, applicable Taxes in respect of all payments to be made to such Lender by the Borrower pursuant to this Agreement or otherwise to establish such Lender’s status for withholding tax purposes in the applicable jurisdiction. Notwithstanding anything to the contrary in the preceding sentence, the completion, execution and submission of such documentation (other than such documentation set forth in Section 3.01(e)(ii)(A), (ii)(B) and (ii)(D) below) shall not be required if in the Lender’s reasonable judgment such completion, execution or submission would subject such Lender to any material unreimbursed cost or expense or would materially prejudice the legal or commercial position of such Lender.

(ii) Without limiting the generality of the foregoing:

(A) any Lender that is a U.S. Person shall deliver to the Borrower and the Administrative Agent on or prior to the date on which such Lender becomes a Lender under this Agreement (and from time to time thereafter upon the reasonable request of the Borrower or the Administrative Agent), executed originals of IRS Form W-9 certifying that such Lender is exempt from U.S. federal backup withholding tax

(B) any Foreign Lender shall, to the extent it is legally entitled to do so, deliver to the Borrower and the Administrative Agent (in such number of copies as shall be requested by the recipient) on or prior to the date on which such Foreign Lender becomes a Lender under this Agreement (and from time to time thereafter upon the reasonable request of the Borrower or the Administrative Agent), whichever of the following is applicable:

(1) in the case of a Foreign Lender claiming the benefits of an income tax treaty to which the United States is a party (x) with respect to payments of interest under any Loan Document, executed originals of IRS Form W-8BEN (or applicable successor form) establishing an exemption from, or reduction of, U.S. federal withholding Tax pursuant to the “interest” article of such tax treaty and (y) with respect to any other applicable payments under any Loan Document, IRS Form W-8BEN (or applicable successor form) establishing an exemption from, or reduction of, U.S. federal withholding Tax pursuant to the “business profits” or “other income” article of such tax treaty;

(2) executed originals of IRS Form W-8ECI;

(3) in the case of a Foreign Lender claiming the benefits of the exemption for portfolio interest under Section 881(c) of the Code, (x) a certificate substantially in the form of Exhibit G-1 to the effect that such Foreign Lender is not a “bank” within the meaning of Section 881(c)(3)(A) of the Code, a “10 percent shareholder” of the Borrower within the meaning of Section 881(c)(3)(B) of the Code, or a “controlled foreign corporation” described in Section 881(c)(3)(C) of the Code (a “U.S. Tax Compliance Certificate”) and (y) executed originals of IRS Form W-8BEN (or applicable successor form); or

(4) to the extent a Foreign Lender is not the beneficial owner, executed originals of IRS Form W-8IMY, accompanied by IRS Form W-8ECI, IRS Form W-8BEN (or applicable successor form), a U.S. Tax Compliance Certificate substantially in the form

of Exhibit G-2 or Exhibit G-3, IRS Form W-9, and/or other certification documents from each beneficial owner, as applicable; provided that if the Foreign Lender is a partnership and one or more direct or indirect partners of such Foreign Lender are claiming the portfolio interest exemption, such Foreign Lender may provide a U.S. Tax Compliance Certificate substantially in the form of Exhibit G-4 on behalf of each such direct and indirect partner;

(C) any Foreign Lender shall, to the extent it is legally entitled to do so, deliver to the Borrower and the Administrative Agent (in such number of copies as shall be requested by the recipient) on or prior to the date on which such Foreign Lender becomes a Lender under this Agreement (and from time to time thereafter upon the reasonable request of the Borrower or the Administrative Agent), executed originals of any other form prescribed by applicable Law as a basis for claiming exemption from or a reduction in U.S. federal withholding Tax, duly completed, together with such supplementary documentation as may be prescribed by applicable Law to permit the Borrower or the Administrative Agent to determine the withholding or deduction required to be made; and

(D) if a Payment made to a Lender or the Administrative Agent under any Loan Document would be subject to U.S. federal withholding Tax imposed by FATCA if such Lender or Administrative Agent were to fail to comply with the applicable reporting requirements of FATCA (including those contained in Section 1471(b) or 1472(b) of the Code, as applicable), such Lender or Administrative Agent shall deliver to the Borrower and the Administrative Agent, at the time or times prescribed by law and at such time or times reasonably requested by the Borrower or the Administrative Agent, such documentation prescribed by applicable law (including as prescribed by Section 1471(b)(3)(C)(i) of the Code) and such additional documentation reasonably requested by the Borrower or the Administrative Agent as may be necessary for the Borrower and the Administrative Agent to comply with their obligations under FATCA and to determine that such Lender or Administrative Agent has complied with such obligations of such Lender or Administrative Agent under FATCA or to determine the amount to deduct and withhold from such payment. Solely for purposes of this clause (D), “FATCA” shall include any amendments made to FATCA after the date of this Agreement.

(iii) Each Lender shall promptly (A) notify the Borrower and the Administrative Agent of any change in circumstances which would modify or render invalid any claimed exemption or reduction, (B) update any form or certification to the extent the form or certification it previously delivered expires or becomes obsolete or inaccurate in any respect, and (C) take such steps as shall not be materially disadvantageous to it, in the reasonable judgment of such Lender, and as may be

reasonably necessary (including the re-designation of its Lending Office) to avoid any requirement of applicable Laws of any jurisdiction that the Borrower or the Administrative Agent make any withholding or deduction for Taxes from amounts payable to such Lender.

(f) Treatment of Certain Refunds. Unless required by applicable Laws, at no time shall the Administrative Agent have any obligation to file for or otherwise pursue on behalf of a Lender, or have any obligation to pay to any Lender, any refund of Taxes withheld or deducted from funds paid for the account of such Lender, as the case may be. If the Administrative Agent or any Lender determines, in its sole discretion exercised in good faith, that it has received a refund of any Taxes or Other Taxes as to which it has been indemnified by the Borrower or with respect to which the Borrower has paid additional amounts pursuant to this Section, it shall pay to the Borrower an amount equal to such refund (but only to the extent of indemnity payments made, or additional amounts paid, by the Borrower under this Section with respect to the Taxes or Other Taxes giving rise to such refund), net of all out-of-pocket expenses incurred by the Administrative Agent or such Lender, as the case may be, and without interest (other than any interest paid by the relevant Governmental Authority with respect to such refund), provided that the Borrower, upon the request of the Administrative Agent or such Lender, agrees to repay the amount paid over to the Borrower (plus any penalties, interest or other charges imposed by the relevant Governmental Authority) to the Administrative Agent or such Lender in the event the Administrative Agent or such Lender is required to repay such refund to such Governmental Authority. Notwithstanding anything to the contrary in this subsection, in no event will the indemnified party be required to pay any amount to the Borrower pursuant to this subsection the payment of which would place the indemnified party in a less favorable net after-Tax position than the indemnified party would have been in if the Tax subject to indemnification and giving rise to such refund had not been deducted, withheld or otherwise imposed and the indemnification payments or additional amounts with respect to such Tax had never been paid. This subsection shall not be construed to require the Administrative Agent or any Lender to make available its tax returns (or any other information relating to its taxes that it deems confidential) to the Borrower or any other Person.

(g) Defined Terms. For purposes of this Section 3.01, the term “Lender” includes Swingline Lender and the L/C Issuer and the term “applicable Law” includes FATCA.

3.02 Illegality. If any Lender determines that any Law has made it unlawful, or that any Governmental Authority has asserted that it is unlawful, for any Lender or its applicable Lending Office to make, maintain or fund Loans whose interest is determined by reference to the Eurodollar Rate, or to determine or charge interest rates based upon the Eurodollar Rate, or any Governmental Authority has imposed material restrictions on the authority of such Lender to purchase or sell, or to take deposits of, Dollars in the London interbank market, then, on notice thereof by such Lender to the Borrower through the Administrative Agent, (i) any obligation of such Lender to make or continue Eurodollar Rate Loans or to convert Base Rate Loans to Eurodollar Rate Loans shall be suspended, and (ii) if such notice asserts the illegality of such Lender making or maintaining Base Rate Loans the interest rate on which is determined by

reference to the Eurodollar Rate component of the Base Rate, the interest rate on which Base Rate Loans of such Lender shall, if necessary to avoid such illegality, be determined by the Administrative Agent without reference to the Eurodollar Rate component of the Base Rate, in each case until such Lender notifies the Administrative Agent and the Borrower that the circumstances giving rise to such determination no longer exist. Upon receipt of such notice, (x) the Borrower shall, upon demand from such Lender (with a copy to the Administrative Agent), prepay or, if applicable, convert all Eurodollar Rate Loans of such Lender to Base Rate Loans (the interest rate on which Base Rate Loans of such Lender shall, if necessary to avoid such illegality, be determined by the Administrative Agent without reference to the Eurodollar Rate component of the Base Rate), either on the last day of the Interest Period therefor, if such Lender may lawfully continue to maintain such Eurodollar Rate Loans to such day, or immediately, if such Lender may not lawfully continue to maintain such Eurodollar Rate Loans and (y) if such notice asserts the illegality of such Lender determining or charging interest rates based upon the Eurodollar Rate, the Administrative Agent shall during the period of such suspension compute the Base Rate applicable to such Lender without reference to the Eurodollar Rate component thereof until the Administrative is advised in writing by such Lender that it is no longer illegal for such Lender to determine or charge interest rates based upon the Eurodollar Rate. Upon any such prepayment or conversion, the Borrower shall also pay accrued interest on the amount so prepaid or converted.

3.03 Inability to Determine Rates. If the Required Lenders determine that for any reason in connection with any request for a Eurodollar Rate Loan or a conversion to or continuation thereof that (a) Dollar deposits are not being offered to banks in the London interbank eurodollar market for the applicable amount and Interest Period of such Eurodollar Rate Loan, (b) adequate and reasonable means do not exist for determining the Eurodollar Rate for any requested Interest Period with respect to a proposed Eurodollar Rate Loan or in connection with an existing or proposed Base Rate Loan, or (c) the Eurodollar Rate for any requested Interest Period with respect to a proposed Eurodollar Rate Loan does not adequately and fairly reflect the cost to such Lenders of funding such Loan, the Administrative Agent will promptly so notify the Borrower and each Lender. Thereafter, (x) the obligation of the Lenders to make or maintain Eurodollar Rate Loans shall be suspended, and (y) in the event of a determination described in the preceding sentence with respect to the Eurodollar Rate component of the Base Rate, the utilization of the Eurodollar Rate component in determining the Base Rate shall be suspended, in each case until the Administrative Agent (upon the instruction of the Required Lenders) revokes such notice. Upon receipt of such notice, the Borrower may revoke any pending request for a Borrowing of, conversion to or continuation of Eurodollar Rate Loans or, failing that, will be deemed to have converted such request into a request for a Borrowing of Base Rate Loans in the amount specified therein.

3.04 Increased Costs; Reserves on Eurodollar Rate Loans.

(a) Increased Costs Generally. If any Change in Law shall:

(i) impose, modify or deem applicable any reserve, special deposit, compulsory loan, insurance charge or similar requirement against assets of, deposits with or for the account of, or credit extended or participated in by, any Lender or the L/C Issuer;

(ii) subject any Lender or the L/C Issuer to any tax of any kind whatsoever with respect to this Agreement, any Letter of Credit, any participation in a Letter of Credit or any Eurodollar Rate Loan made by it, or change the basis of taxation of payments to such Lender or the L/C Issuer in respect thereof (except for Indemnified Taxes or Other Taxes covered by Section 3.01 and the imposition of, or any change in the rate of, any Excluded Tax payable by such Lender or the L/C Issuer); or

(iii) impose on any Lender or the L/C Issuer or the London interbank market any other condition, cost or expense (other than Taxes) affecting this Agreement or Eurodollar Rate Loans made by such Lender or any Letter of Credit or participation therein;

and the result of any of the foregoing shall be to increase the cost to such Lender of making or maintaining any Loan the interest on which is determined by reference to the Eurodollar Rate (or of maintaining its obligation to make any such Eurodollar Rate Loan), or to increase the cost to such Lender or the L/C Issuer of participating in, issuing or maintaining any Letter of Credit (or of maintaining its obligation to participate in or to issue any Letter of Credit), or to reduce the amount of any sum received or receivable by such Lender or the L/C Issuer hereunder (whether of principal, interest or any other amount) then, upon request of such Lender or the L/C Issuer, the Borrower will pay to such Lender or the L/C Issuer, as the case may be, such additional amount or amounts as will compensate such Lender or the L/C Issuer, as the case may be, for such additional costs incurred or reduction suffered.

(b) Capital Requirements. If any Lender or the L/C Issuer determines that any Change in Law affecting such Lender or the L/C Issuer or any Lending Office of such Lender or such Lender’s or the L/C Issuer’s holding company, if any, regarding capital or liquidity requirements has or would have the effect of reducing the rate of return on such Lender’s or the L/C Issuer’s capital or on the capital of such Lender’s or the L/C Issuer’s holding company, if any, as a consequence of this Agreement, the Commitments of such Lender or the Loans made by, or participations in Letters of Credit held by, such Lender, or the Letters of Credit issued by the L/C Issuer, to a level below that which such Lender or the L/C Issuer or such Lender’s or the L/C Issuer’s holding company could have achieved but for such Change in Law (taking into consideration such Lender’s or the L/C Issuer’s policies and the policies of such Lender’s or the L/C Issuer’s holding company with respect to capital adequacy), then from time to time the Borrower will pay to such Lender or the L/C Issuer, as the case may be, such additional amount or amounts as will compensate such Lender or the L/C Issuer or such Lender’s or the L/C Issuer’s holding company for any such reduction suffered.

(c) Certificates for Reimbursement. A certificate of a Lender or the L/C Issuer setting forth the amount or amounts necessary to compensate such Lender or the L/C Issuer or its

holding company, as the case may be, as specified in subsection (a) or (b) of this Section and delivered to the Borrower shall be conclusive absent manifest error. The Borrower shall pay such Lender or the L/C Issuer, as the case may be, the amount shown as due on any such certificate within 10 days after receipt thereof.

(d) Delay in Requests. Failure or delay on the part of any Lender or the L/C Issuer to demand compensation pursuant to the foregoing provisions of this Section shall not constitute a waiver of such Lender’s or the L/C Issuer’s right to demand such compensation, provided that the Borrower shall not be required to compensate a Lender or the L/C Issuer pursuant to the foregoing provisions of this Section for any increased costs incurred or reductions suffered more than nine months prior to the date that such Lender or the L/C Issuer, as the case may be, notifies the Borrower of the Change in Law giving rise to such increased costs or reductions and of such Lender’s or the L/C Issuer’s intention to claim compensation therefor (except that, if the Change in Law giving rise to such increased costs or reductions is retroactive, then the nine-month period referred to above shall be extended to include the period of retroactive effect thereof).

3.05 Compensation for Losses. Upon demand of any Lender (with a copy to the Administrative Agent) from time to time, the Borrower shall promptly compensate such Lender for and hold such Lender harmless from any loss, cost or expense incurred by it as a result of:

(a) any continuation, conversion, payment or prepayment of any Loan other than a Base Rate Loan on a day other than the last day of the Interest Period for such Loan (whether voluntary, mandatory, automatic, by reason of acceleration, or otherwise);

(b) any failure by the Borrower (for a reason other than the failure of such Lender to make a Loan) to prepay, borrow, continue or convert any Loan other than a Base Rate Loan on the date or in the amount notified by the Borrower; or

(c) any assignment of a Eurodollar Rate Loan on a day other than the last day of the Interest Period therefor as a result of a request by the Borrower pursuant to Section 10.13;

including any loss of anticipated profits and any loss or expense arising from the liquidation or reemployment of funds obtained by it to maintain such Loan or from fees payable to terminate the deposits from which such funds were obtained. The Borrower shall also pay any customary administrative fees charged by such Lender in connection with the foregoing.

For purposes of calculating amounts payable by the Borrower to the Lenders under this Section 3.05, each Lender shall be deemed to have funded each Eurodollar Rate Loan made by it at the Eurodollar Rate for such Eurodollar Rate Loan by a matching deposit or other borrowing in the London interbank eurodollar market for a comparable amount and for a comparable period, whether or not such Eurodollar Rate Loan was in fact so funded.

3.06 Mitigation Obligations; Replacement of Lenders.

(a) Designation of a Different Lending Office. If any Lender requests compensation under Section 3.04, or the Borrower is required to pay any Indemnified Taxes or additional amounts to any Lender, the L/C Issuer, or any Governmental Authority for the account of any Lender or the L/C Issuer pursuant to Section 3.01, or if any Lender gives a notice pursuant to Section 3.02, then such Lender or the L/C Issuer shall, as applicable, use reasonable efforts to designate a different Lending Office for funding or booking its Loans hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliates, if, in the judgment of such Lender or the L/C Issuer, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.01 or 3.04, as the case may be, in the future, or eliminate the need for the notice pursuant to Section 3.02, as applicable, and (ii) in each case, would not subject such Lender or the L/C Issuer, as the case may be, to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender or the L/C Issuer, as the case may be, in either case, in such parties’ reasonable discretion. The Borrower hereby agrees to pay all reasonable costs and expenses incurred by any Lender or the L/C Issuer in connection with any such designation or assignment.

(b) Replacement of Lenders. If any Lender requests compensation under Section 3.04, or if the Borrower is required to pay any Indemnified Taxes or additional amounts to any Lender or any Governmental Authority for the account of any Lender pursuant to Section 3.01, the Borrower may replace such Lender in accordance with Section 10.13.

3.07 Survival. All of the Borrower’s obligations under this ARTICLE III shall survive termination of the Aggregate Commitments, repayment of all other Obligations hereunder, and resignation of the Administrative Agent.

ARTICLE IV
CONDITIONS PRECEDENT TO CREDIT EXTENSIONS

4.01 Conditions of Closing Date. The occurrence of the Closing Date is subject to satisfaction of the following conditions precedent:

(a) The Administrative Agent’s receipt of the following (which receipt may be by means of telecopy or other electronic transmission followed by originals), each in form, substance and date satisfactory to the Administrative Agent and, when applicable, properly executed by a Responsible Officer of the signing Loan Party:

(i) executed counterparts of this Agreement;

(ii) a Note executed by the Borrower in favor of each Lender requesting a Note;

(iii) a guaranty and collateral agreement, in substantially the form of Exhibit F (together with each other guaranty, collateral agreement and Joinder Agreement delivered pursuant to Section 6.12, in each case as amended, the “Security Agreement”), duly executed by each Loan Party, together with:

(A) the certificates, if any, representing pledged Equity Interests referred to therein accompanied by undated stock powers executed in blank and the instruments, if any, evidencing pledged Indebtedness indorsed in blank;

(B) proper financing statements (including transmitting utility financing statements, as appropriate) in form appropriate for filing under the Uniform Commercial Code of all jurisdictions that the Administrative Agent may deem necessary or desirable in order to perfect the Liens created under the Security Agreement, covering the Collateral described in the Security Agreement;

(C) completed requests for information, dated on or before the date of the Closing Date, listing all effective financing statements filed in the jurisdictions referred to in clause (B) above that name any Loan Party as debtor, together with copies of such other financing statements;

(D) the control agreements as referred to in the Security Agreement and duly executed by the appropriate parties; and

(E) evidence that all other action that the Administrative Agent may deem necessary or desirable in order to perfect the Liens created under the Security Agreement has been taken (including receipt of duly executed payoff letters and UCC-3 termination statements, if applicable);

(iv) deeds of trust, trust deeds, mortgages, leasehold mortgages and leasehold deeds of trust covering the properties described on Schedules 5.08(b) and 5.08(c) (together with the Assignments of Leases and Rents referred to therein, in each case as amended, the “Mortgages”) to the extent required to satisfy the Mortgage Requirement, duly executed, acknowledged and delivered by the appropriate Loan Parties and in the form of Exhibit H (or as may otherwise be mutually agreed between the Borrower and the Administrative Agent);

(v) intellectual property security agreements, duly executed, acknowledged and delivered by the appropriate Loan Parties and in form suitable for filing or recording with the United States Copyright Office or the United States Patent and Trademark Office, as applicable, in order to create a valid first and subsisting Lien (subject to Permitted Encumbrances) on the intellectual property described therein in favor of the Administrative Agent for the benefit of the Secured Parties;

(vi) such certificates of resolutions or other action, incumbency certificates and/or other certificates of Responsible Officers of each Loan Party as the Administrative Agent may require evidencing the identity, authority and capacity of each Responsible Officer thereof authorized to act as a Responsible Officer in connection with this Agreement and the other Loan Documents to which such Loan Party is a party or is to be a party;

(vii) such documents and certifications as the Administrative Agent may reasonably require to evidence that each Loan Party is duly organized or formed, and that each Loan Party is validly existing, in good standing and qualified to engage in business in each jurisdiction where its ownership, lease or operation of properties or the conduct of its business requires such qualification, except to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect;

(viii) (A) a favorable opinion of Vinson & Elkins LLP, counsel to the Loan Parties, addressed to the Administrative Agent and each Lender and (B) a favorable opinion of counsel to the Loan Parties (which counsel shall be reasonably acceptable to the Administrative Agent) in each of Pennsylvania, West Virginia and Ohio, in each case addressed to the Administrative Agent and each Lender;

(ix) a certificate of a Responsible Officer of each Loan Party either (A) attaching copies of all material consents and approvals of third parties that may be required in connection with the execution, delivery and performance by such Loan Party and the validity against such Loan Party of the Loan Documents to which it is a party, and such consents, licenses and approvals shall be in full force and effect, or (B) stating that no such material consents or approvals are so required;

(x) a certificate signed by a Responsible Officer of the Borrower certifying (A) that the conditions specified in Sections 4.02(a) and (b), mutatis mutandis, have been satisfied, (B) that there has been no event or circumstance since December 31, 2013, that has had or could be reasonably expected to have, either individually or in the aggregate, a Material Adverse Effect, (C) that there has been no action, suit, investigation or proceeding pending or, to the knowledge of the Borrower, threatened in any court before any arbitrator or Governmental Authority (1) in respect of the closing of this Agreement, (2) in respect of the Contribution, (3) in respect of the Public Offering or the transactions related thereto or (4) that could reasonably be expected to have a Material Adverse Effect, (D) that the Borrower does not have any Unrestricted Subsidiaries, (E) that, after giving pro forma effect to the closing of the transactions contemplated by this Agreement, the Borrower and its Subsidiaries do not have any indebtedness for borrowed money, other than with respect to the indebtedness for borrowed money hereunder, (F) that the Borrower and its Subsidiaries are in pro forma compliance with the Total Leverage Ratio and Interest Coverage Ratio both immediately prior to and after giving effect to this Agreement (and attaching reasonably detailed calculations reflecting the same which shall be in form and substance reasonably satisfactory to the Administrative Agent), and (G) that all Material Contracts between the Borrower and its Subsidiaries, on the one hand, and its parent companies, on the other, contemplated by the Registration Statement are in all material respects on the terms contemplated by the Registration Statement, are in full force and effect, and no default has occurred and is continuing thereunder;

(xi) copies of all necessary amendments to the outstanding Indebtedness of the Borrower’s parent companies necessary to facilitate the closing of this Agreement, the Contribution, the Public Offering or the transactions related thereto;

(xii) one or more certificates attesting to the Solvency of the Loan Parties on a consolidated basis, from the Borrower’s chief financial officer;

(xiii) evidence that all insurance required to be maintained pursuant to the Loan Documents has been obtained and is in effect, together with the certificates of insurance, naming the Administrative Agent, on behalf of the Lenders, as an additional insured or loss payee, as the case may be, under all insurance policies maintained with respect to the assets and properties of the Loan Parties that constitute Collateral;

(xiv) a duly executed and completed Perfection Certificate, in substance reasonably satisfactory to the Administrative Agent;

(xv) evidence that the Midstream Operating Credit Agreement has been or concurrently with the Closing Date is being terminated and all Liens securing obligations under the Midstream Operating Credit Agreement have been or concurrently with the Closing Date are being released; and

(xvi) such other assurances, certificates, documents, consents or opinions as the Administrative Agent, the Swingline Lender or the L/C Issuer reasonably may require.

(b) (i) All fees and expenses (to the extent such expenses have been invoiced) required to be paid to the Administrative Agent and the Joint Lead Arrangers on or before the Closing Date shall have been paid and (ii) all fees required to be paid to the Lenders on or before the Closing Date shall have been paid.

(c) The Administrative Agent shall have received, in form and substance reasonably satisfactory to the Administrative Agent, (i) copies of the Audited Financial Statements, (ii) pro forma consolidated statements of income and cash flows for the Borrower and its Restricted Subsidiaries, for the four-quarter period most recently ended prior to the Closing Date for which financial statements have been received by the Lead Arranger after giving effect to the closing of this Agreement as if such closing had occurred at the beginning of such period and a pro forma consolidated balance sheet for the Borrower and its Restricted Subsidiaries as of the Closing Date after giving effect to the closing of this Agreement as if such closing had occurred as of such date and (iii) projections of balance sheets, income statements and cash flow statements of the Borrower and its Restricted Subsidiaries, prepared by management of the Borrower, which will be on a quarterly basis for the first year after the Closing Date and annually thereafter through the end of the fiscal year ending December 31, 2015.

(d) The Borrower shall have paid all fees, charges and disbursements of counsel to the Administrative Agent (directly to such counsel if requested by the Administrative Agent) to the extent invoiced prior to or on the Closing Date, plus such additional amounts of such fees,

charges and disbursements as shall constitute its reasonable estimate of such fees, charges and disbursements incurred or to be incurred by it through the closing proceedings, including (if required) recording fees and costs (provided that such estimate shall not thereafter preclude a final settling of accounts between the Borrower and the Administrative Agent).

(e) The Administrative Agent shall have reviewed, and be satisfied with (A) the pro forma ownership, corporate, legal, tax management and capital structure of the Borrower and its Restricted Subsidiaries and all agreements relating thereto and (B) the flow of funds in connection with the Closing Date.

(f) The Joint Lead Arrangers shall have completed all legal, tax, accounting, business, financial, environmental, title and ERISA due diligence concerning the Borrower and its Subsidiaries, in each case in scope and with results in all respects satisfactory to the Joint Lead Arrangers in their sole discretion.

(g) Prior to or substantially simultaneously with the Closing Date, (i) the Public Offering shall have been consummated in a manner and on terms consistent in all material respects with the registration statement of the Borrower and shall have resulted in gross proceeds of at least $400,000,000 and (ii) the Contribution shall have been consummated pursuant to the Contribution Agreement without giving effect to any amendments thereto or waivers of or consents to the provisions thereof that, in any such case, are materially adverse to the interests of the Lenders or the Joint Lead Arrangers in their respective capacities as such without the consent of the Joint Lead Arrangers, such consent not to be unreasonably withheld or delayed.

(h) There shall exist no action, suit, investigation, litigation or proceeding affecting any Loan Party pending or, to the Borrower’s knowledge as certified by the Borrower, threatened before any Governmental Authority that (i) could reasonably be expected to have, either individually, or in the aggregate, a Material Adverse Effect or (ii) purports to affect the legality, validity or enforceability of any Loan Document or the consummation of the Transaction.

(i) The Administrative Agent shall have received, at least five (5) Business Days prior to the Closing Date, and be reasonably satisfied in form and substance with, all documentation and other information required by bank regulatory authorities under applicable “know-your-customer” and anti-money laundering rules and regulations, including but not restricted to the USA Patriot Act.

Without limiting the generality of the provisions of the last paragraph of Section 9.03, for purposes of determining compliance with the conditions specified in this Section 4.01, each Lender that has signed and released its signature page to this Agreement shall be deemed to have consented to, approved or accepted or to be satisfied with, each document or other matter required thereunder to be consented to or approved by or acceptable or satisfactory to a Lender unless the Administrative Agent shall have received notice from such Lender prior to the proposed Closing Date specifying its objection thereto.

4.02 Conditions to all Credit Extensions. The obligation of each Lender to honor any Request for Credit Extension (other than a Loan Notice requesting only a conversion of Loans to the other Type, or a continuation of Eurodollar Rate Loans) is subject to the following conditions precedent:

(a) The representations and warranties of the Borrower and each other Loan Party contained in ARTICLE V or any other Loan Document, or which are contained in any document furnished at any time under or in connection herewith or therewith, shall be true and correct in all material respects (except with respect to representations and warranties which are expressly qualified by materiality, which shall be true and correct in all respects) on and as of the date of such Credit Extension, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects (except with respect to representations and warranties which are expressly qualified by materiality, which shall be true and correct in all respects) as of such earlier date, and except that for purposes of this Section 4.02, the representations and warranties contained in Sections 5.05(a) and (b) shall be deemed to refer to the most recent statements furnished pursuant to Sections 6.01(a) and (b), respectively.

(b) (i) No Default or Event of Default shall exist, or would result from such proposed Credit Extension or from the application of the proceeds thereof, and (ii) after giving effect to such proposed Credit Extension, the Total Outstandings would not exceed the Aggregate Commitments.

(c) The Administrative Agent and, if applicable, the L/C Issuer, shall have received a Request for Credit Extension in accordance with the requirements hereof.

Each Request for Credit Extension (other than a Loan Notice requesting only a conversion of Loans to the other Type or a continuation of Eurodollar Rate Loans) submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 4.02(a) and (b) have been satisfied on and as of the date of the applicable Credit Extension.

ARTICLE V
REPRESENTATIONS AND WARRANTIES

The Borrower represents and warrants to the Administrative Agent and the Lenders that:

5.01 Existence, Qualification and Power. Each Relevant Party (a) is duly organized or formed, validly existing and, as applicable, in good standing under the Laws of the jurisdiction of its organization or formation, (b) has all requisite power and authority and all requisite governmental licenses, authorizations, consents and approvals to (i) own or lease its assets and carry on its business and (ii) execute, deliver and perform its obligations under the Loan Documents to which it is a party, and (c) is duly qualified and is licensed and, as applicable, in good standing under the Laws of each jurisdiction where its ownership, lease or operation of properties or the conduct of its business requires such qualification or license; except in each

case referred to in clause (b)(i) or (c), to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect.

5.02 Authorization; No Contravention. The execution, delivery and performance by each Loan Party of each Loan Document to which such Person is or is to be a party have been duly authorized by all necessary company or other organizational action, and do not and will not (a) contravene the terms of any of such Person’s Organization Documents; (b) conflict in any material respect with, or result in any material breach or contravention of, or the creation of any Lien under, or require any payment to be made under (i) any material Contractual Obligation to which such Person is a party or affecting such Person or the properties of such Person or any of its Restricted Subsidiaries or (ii) any order, injunction, writ or decree of any Governmental Authority or any arbitral award to which such Person or its property is subject; or (c) violate any Law in any material respect.

5.03 Governmental Authorization; Other Consents. Except for the filing or recording of any deeds of trust, mortgages, financing statements or other instruments necessary for the perfection of the security interests granted in the Collateral pursuant to the Collateral Documents, no material approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person that has not been obtained or made is necessary or required in connection with (a) the consummation of the Contribution, (b) the consummation of the Specified IPO Transactions and the Public Offering, (c) the IPO the execution, delivery or performance by, or enforcement against, any Loan Party of this Agreement or any other Loan Document, (d) the grant by any Loan Party of the Liens granted by it pursuant to the Collateral Documents, (e) the perfection or maintenance of the Liens created under the Collateral Documents (including the first priority nature thereof, subject to Permitted Encumbrances) or (f) the exercise by the Administrative Agent or any Lender of its rights under the Loan Documents or the remedies in respect of the Collateral pursuant to the Collateral Documents.

5.04 Binding Effect. This Agreement has been, and each other Loan Document, when delivered hereunder, will have been, duly executed and delivered by each Loan Party that is party thereto. This Agreement constitutes, and each other Loan Document when so delivered will constitute, a legal, valid and binding obligation of such Loan Party, enforceable against each Loan Party that is party thereto in accordance with its terms, subject to the effect of any applicable Debtor Relief Laws and subject to, as to enforceability, general principles of equity.

5.05 Financial Statements; No Material Adverse Effect.

(a) The Audited Financial Statements (i) were prepared in accordance with GAAP consistently applied throughout the period covered thereby, except as otherwise expressly noted therein; (ii) fairly present the financial condition of the predecessor to the Borrower and its Restricted Subsidiaries as of the date thereof and their results of operations for the period covered thereby in accordance with GAAP consistently applied throughout the period covered thereby, except as otherwise expressly noted therein; and (iii) disclose, as and to the extent

required by GAAP, the indebtedness and other liabilities of the predecessor to the Borrower and its Restricted Subsidiaries as of the date thereof.

(b) Since December 31, 2013, there has been no event or circumstance, either individually or in the aggregate, that has had or is reasonably expected to have a Material Adverse Effect.

(c) The consolidated forecasted balance sheet and statements of income and cash flows of the Borrower and its Restricted Subsidiaries most recently delivered pursuant to Section 6.01(c) were prepared in good faith on the basis of the assumptions stated therein, which assumptions were fair in light of the conditions existing at the time of delivery of such forecasts, and represented, at the time of delivery, the Borrower’s reasonable estimate of its future financial condition and performance.

5.06 Litigation. Except as set forth on Schedule 5.06, there are no actions, suits, proceedings, claims or disputes pending or, to the knowledge of the Borrower after due and diligent investigation, threatened, at law, in equity, or in arbitration or before any Governmental Authority, by or against the Borrower or any of its Restricted Subsidiaries or against any of their properties or revenues (i) that involve any Loan Document, the Contribution, the Specified IPO Transactions or the Public Offering or (ii) that has had or is reasonably be expected to have a Material Adverse Effect.

5.07 No Default. Neither any Loan Party nor any Restricted Subsidiary thereof is in default under or with respect to, or a party to, any Contractual Obligation that has had or is reasonably expected to have a Material Adverse Effect. No Default has occurred and is continuing or will result from the consummation of the transactions contemplated by this Agreement or any other Loan Document.

5.08 Ownership of Property; Liens; Investments.

(a) Each Loan Party has good record and defensible title to, or valid leasehold interests in, all Real Property and Easements material to the ordinary conduct of its business, except for such defects in title as could not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect, and subject to Permitted Encumbrances.

(b) As of the Closing Date, Schedule 5.08(b) sets forth a complete and accurate list of all Real Property owned by and Easements granted in favor of each Loan Party. Schedule 5.08(b) shows, with respect to all Real Property and each of the Easements set forth therein, the grantor, grantee, instrument date, recording information, the county or other relevant jurisdiction, state and record owner as in effect immediately prior to the Closing Date. Each Loan Party has defensible title to all material Real Property owned by and Easements granted in favor of such Loan Party, free and clear of all Liens, other than Permitted Encumbrances.

(c) As of the Closing Date, Schedule 5.08(c) sets forth a complete and accurate list of all leases of Real Property under which any Loan Party is the lessee, showing as of a recent date

the street address, county or other relevant jurisdiction, state, lessor, lessee, expiration date and annual rental cost thereof. To the knowledge of the applicable Loan Party, each material lease of Real Property entered into by such Loan Party is the legal, valid and binding obligation of the lessor thereof, enforceable in accordance with its terms (subject to the effect of any applicable Debtor Relief Laws and subject to, as to enforceability, general principles of equity)

(d) The Pipeline Systems are covered by recorded or to be recorded Easements in favor of, or are located upon the Real Property owned or leased by, the applicable Relevant Parties (or their predecessors in interest) and their respective successors and assigns, except where the failure of the Pipeline Systems to be so covered, individually or in the aggregate, (i) does not materially detract from the value or the use of any Pipeline System and (ii) could not reasonably be expected to have a Material Adverse Effect.

(e) The Easements and Real Property held or leased by the applicable Relevant Parties establish a contiguous and continuous right-of-way for the Pipeline Systems and grant the applicable Relevant Parties (or their predecessors in interest) and their respective successors and assigns, the right to construct, operate and maintain the Pipeline Systems in, over, under or across the land covered thereby in accordance with prudent industry practice, except where the failure of such Easements and Real Property to so establish such right-of-way or so grant such rights, individually or in the aggregate, (i) does not materially detract from the value or the use of any Pipeline System and (ii) could not reasonably be expected to have a Material Adverse Effect.

(f) There is not presently any occurrence of any (i) breach or event of default on the part of the Loan Parties with respect to any Easement, (ii) to the best knowledge of the Loan Parties, breach or event of default on the part of any other party to any Easement, and (iii) event that, with the giving of notice of lapse of time or both, would constitute such breach or event of default on the part of the Loan Parties with respect to any Easement or, to the best knowledge of the Loan Parties, on the part of any other party there to, in each case, to the extent such breach or default, individually or in the aggregate, (A) materially detracts from the value or the use of any Pipeline System and (B) could reasonably be expected to have a Material Adverse Effect.

(g) The Easements are in full force and effect in all material respects and are valid and enforceable against the parties thereto in accordance with their terms (subject to the effect of any applicable Debtor Relief Laws and subject to, as to enforceability, general principles of equity) and all rental and other payments due thereunder by the Loan Parties, and their predecessors in interest, have been duly paid in accordance with the terms of the Easements, except to the extent that the failure to do so, individually or in the aggregate, (i) does not materially detract from the value or the use of any Pipeline System and (ii) could not reasonably be expected to have a Material Adverse Effect.

(h) The Pipeline Systems are located within the confines of the Easements and the other Real Property held or leased by the Relevant Parties and do not encroach outside of the Easements and Real Property held or leased by the Relevant Parties upon any adjoining property in any way that, individually or in the aggregate, (i) materially detracts from the value or the use of any Pipeline System and (ii) could reasonably be expected to have a Material Adverse Effect.

5.09 Intellectual Property. The Borrower and each of the Restricted Subsidiaries own or have obtained valid rights to use all intellectual property, free from any burdensome restrictions, that is necessary for the operation of their respective businesses as currently conducted and as proposed to be conducted except to the extent that the failure to do so, individually or in the aggregate, could not reasonably be expected to have a Material Adverse Effect. The operation of the respective businesses of the Borrower and each of the Restricted Subsidiaries, as currently conducted and as proposed to be conducted, do not infringe, misappropriate, violate or otherwise conflict with the proprietary rights of any third party have obtained all intellectual property except to the extent the same, individually or in the aggregate, could not reasonably be expected to have a Material Adverse Effect.

5.10 Environmental Compliance.

(a) The Loan Parties and their respective Subsidiaries conduct in the ordinary course of business a review of the effect of existing Environmental Laws and claims alleging potential liability or responsibility for violation of any Environmental Law on their respective businesses, operations and properties, and as a result thereof the Borrower has reasonably concluded that such Environmental Laws and claims are not, individually or in the aggregate, reasonably expected to have a Material Adverse Effect.

(b) Except for matters that are not reasonably expected to have a Material Adverse Effect: (i) none of the properties currently or formerly owned or operated by any Loan Party is listed or proposed for listing on the NPL or on the CERCLIS or any analogous foreign, state or local list or is adjacent to any such property; (ii) there are no underground or above-ground storage tanks or any surface impoundments, septic tanks, pits, sumps or lagoons in which Hazardous Materials are being or have been treated, stored or disposed on any property currently owned or operated by any Loan Party or, to the best of the knowledge of the Loan Parties, on any property formerly owned or operated by any Loan Party except in material compliance with Environmental Laws; (iii) there is no asbestos or asbestos-containing material on any property currently owned or operated by any Loan Party; and (iv) Hazardous Materials have not been released, discharged or disposed of by any Loan Party on any property currently or formerly owned or operated by any Loan Party except in material compliance with Environmental Laws.

5.11 Insurance. The properties of the Borrower and its Restricted Subsidiaries are insured with financially sound and reputable insurance companies not Affiliates of the Borrower, in such amounts, with such deductibles and covering such risks as are customarily carried by companies engaged in similar businesses and owning similar properties in localities where the Borrower or the applicable Restricted Subsidiary operates.

5.12 Taxes. The Borrower and its Subsidiaries have filed all material Federal, state and other tax returns and reports required to be filed, and have paid all material Federal, state and other taxes, assessments, fees and other governmental charges levied or imposed upon them or their properties, income or assets otherwise due and payable, except those which are being contested in good faith by appropriate proceedings diligently conducted and for which adequate reserves have been provided to the extent required by GAAP. There is no proposed tax

assessment against the Borrower or any Subsidiary that would, if made, have a Material Adverse Effect. No Loan Party nor any Restricted Subsidiary thereof is a party to any tax sharing agreement except with other Relevant Parties.

5.13 ERISA Compliance.

(a) Each Pension Plan is in compliance with the applicable provisions of ERISA, the Code and other Federal or state Laws except to the extent such failure to comply would not, individually or in the aggregate, be reasonably expected to have a Material Adverse Effect.

(b) There are no pending or, to the best knowledge of the Borrower, threatened claims, actions or lawsuits, or action by any Governmental Authority, with respect to any Pension Plan that could reasonably be expected to have a Material Adverse Effect. There has been no prohibited transaction or violation of the fiduciary responsibility rules with respect to any Pension Plan that has resulted or could reasonably be expected to result in a Material Adverse Effect.

(c) (i) No ERISA Event has occurred or is reasonably expected to occur that has resulted or could reasonably be expected to result in a Material Adverse Effect; (ii) neither the Borrower nor any ERISA Affiliate has incurred, or reasonably expects to incur, any liability under Title IV of ERISA with respect to any Pension Plan (other than premiums due and not delinquent under Section 4007 of ERISA) that has resulted or could reasonably be expected to result in a Material Adverse Effect; (iii) neither the Borrower nor any ERISA Affiliate has incurred, or reasonably expects to incur, any withdrawal liability (and no event has occurred which, with the giving of notice under Section 4219 of ERISA, would result in such liability) under Section 4201 or 4243 of ERISA with respect to a Multiemployer Plan that has resulted or could reasonably be expected to result in a Material Adverse Effect; and (iv) neither the Borrower nor any ERISA Affiliate has engaged in a transaction involving any Pension Plan that could be subject to Section 4069 or 4212(c) of ERISA that has resulted or could reasonably be expected to result in a Material Adverse Effect.

5.14 Subsidiaries; Equity Interests; Loan Parties. As of the later of the Closing Date or the most-recent date of delivery of a report supplementing Schedule 5.14 delivered pursuant to Section 6.02(h), (a) no Loan Party has any Subsidiaries other than those specifically disclosed in Part (a) of Schedule 5.14, each identified as either Restricted or Unrestricted, (b) all of the outstanding Equity Interests in any such Subsidiaries that are owned by any Loan Party have been validly issued and are owned by the Loan Parties in the percentages specified on Part (a) of Schedule 5.14, free and clear of, in the case of any such Restricted Subsidiaries, all Liens except those created under the Collateral Documents and (c) no Loan Party has any equity investments in any other corporation or entity other than those specifically disclosed in Part (b) of Schedule 5.14. Set forth on Part (d) of Schedule 5.14 is a complete and accurate list of all Loan Parties as of the Closing Date, showing (as to each Loan Party) the jurisdiction of its organization, the address of its principal place of business and its U.S. taxpayer identification number. The copy of the charter of each Loan Party and each amendment thereto provided

pursuant to Section 4.01(a)(vii) is a true and correct copy of each such document as of the Closing Date, each of which is valid and in full force and effect as of the Closing Date.

5.15 Margin Regulations; Investment Company Act.

(a) The Borrower is not engaged and will not engage, principally or as one of its important activities, in the business of purchasing or carrying margin stock (within the meaning of Regulation U issued by the FRB), or extending credit for the purpose of purchasing or carrying margin stock. Following the application of the proceeds of each Borrowing or drawing under each Letter of Credit, not more than 25% of the value of the assets (either of the Borrower only or of the Borrower and its Restricted Subsidiaries on a consolidated basis) subject to the provisions of Section 7.01 or Section 7.05 or subject to any restriction contained in any agreement or instrument between the Borrower and any Lender or any Affiliate of any Lender relating to Indebtedness and within the scope of Section 8.01(e) will be margin stock.

(b) None of the Borrower or any Subsidiary is or is required to be registered as an “investment company” under the Investment Company Act of 1940.

5.16 Disclosure. No report, financial statement, certificate or other information furnished (whether in writing or orally) by or on behalf of any Relevant Party to the Administrative Agent or any Lender in connection with the transactions contemplated hereby and the negotiation of this Agreement or delivered hereunder or under any other Loan Document (in each case as modified or supplemented by other information so furnished) contains any material misstatement of fact or omits to state any material fact necessary to make the statements therein, in the light of the circumstances under which they were made, not misleading, in any material respect; provided that, with respect to projected financial information and projected operations of Pipeline Systems and other assets, the Borrower represents only that such information was prepared in good faith based upon assumptions believed to be reasonable at the time, it being understood that projected results may differ materially from actual results.

5.17 Compliance with Laws. Each Relevant Party is in compliance in all material respects with the requirements of all Laws applicable to it or to its properties, except in such instances in which (a) such requirement of Law is being contested in good faith by appropriate proceedings diligently conducted or (b) the failure to comply therewith, either individually or in the aggregate, could not reasonably be expected to have a Material Adverse Effect.

5.18 Solvency. The Loan Parties, together with their respective Restricted Subsidiaries, on a consolidated basis are Solvent.

5.19 Collateral Documents. The provisions of the Collateral Documents are effective to create in favor of the Administrative Agent for the benefit of the Secured Parties a legal, valid and enforceable first priority Lien (subject to Permitted Encumbrances) on all right, title and interest of the respective Loan Parties in the Collateral described therein.

5.20 State and Federal Regulation.

(a) Each applicable Relevant Party is in compliance with all rules, regulations and orders of all State Pipeline Regulatory Agencies and the FERC applicable to the Pipeline Systems, to the extent that failure to comply therewith could reasonably be expected to have a Material Adverse Effect.

(b) Without limiting the generality of Section 5.01 of this Agreement, no certificate, license, permit, consent, authorization or order (to the extent not otherwise obtained) is required by any Relevant Party from any Governmental Authority to construct, own, operate and maintain the Pipeline Systems, or to transport, process and/or distribute hydrocarbons under existing contracts and agreements as the Pipeline Systems are presently owned, operated and maintained, to the extent the failure to obtain the same could reasonably be expected to have a Material Adverse Effect.

5.21 Anti-Terrorism Laws; Foreign Corrupt Practices.

(a) Anti-Terrorism Laws. No Relevant Party and, to the knowledge of the Relevant Parties, neither Antero Corp nor any of its Subsidiaries, is in violation of any requirement of Law relating to terrorism financing or money laundering (“Anti-Terrorism Laws”), the Uniting and Strengthening America by Providing Appropriate Tools Required to Intercept and Obstruct Terrorism Act (“USA Patriot Act”) of 2001 (Title III of Pub. L. 107-56), The Currency and Foreign Transactions Reporting Act (also known as the “Bank Secrecy Act”, 31 U.S.C. §§ 5311-5330 and 12 U.S.C. §§ 1818(s), 1820(b) and 1951-1959), the Trading With the Enemy Act (50 U.S.C. § 1 et seq., as amended) and Executive Order 13224 (effective September 24, 2001) (the “Executive Order”). No part of the proceeds of any Loans hereunder or the Letters of Credit issued hereunder will be used directly or indirectly in any manner that would result in the violation of any Anti-Terrorism Law, the USA Patriot Act, the Executive Order or any economic or financial sanctions or trade embargoes imposed, administered or enforced from time to time by the U.S. government, the United Nations Security Council, the European Union or Her Majesty’s Treasury of the United Kingdom.

(b) No Relevant Party and to the knowledge of the Relevant Parties, no Affiliate or broker or other agent of any Relevant Party acting or benefiting in any capacity in connection with the Loans is, or is owned or controlled by, any of the following:

(i) a person that is listed in the annex to, or is otherwise subject to the provisions of, the Executive Order;

(ii) a person owned or controlled by, or acting for or on behalf of, any person that is listed in the annex to, or is otherwise subject to the provisions of, the Executive Order;

(iii) a person with which any Lender is prohibited from dealing or otherwise engaging in any transaction by any Anti-Terrorism Law;

(iv) a person that is located, incorporated, organized or ordinarily resident in a country or territory that is the subject (or becomes the subject) of any applicable economic or financial sanctions or trade embargoes imposed, administered or enforced from time to time by the U.S. government, the United Nations Security Council, the European Union or Her Majesty’s Treasury of the United Kingdom;

(v) a person that commits, threatens or conspires to commit or supports “terrorism” as defined in the Executive Order; or

(vi) a person that is named as a “specially designated national and blocked person” on the most current list published by the U.S. Treasury Department Office of Foreign Assets Control (“OFAC”) at its official website or any replacement website or other replacement official publication of such list.

(c) No Relevant Party and, to the knowledge of the Relevant Parties, no broker or other agent of any Relevant Party acting in any capacity in connection with the Loans (i) conducts any business or engages in making or receiving any contribution of funds, goods or services to or for the benefit of any person described in paragraph (b) above, (ii) deals in, or otherwise engages in any transaction relating to, any property or interests in property blocked pursuant to the Executive Order, or (iii) engages in or conspires to engage in any transaction that evades or avoids, or has the purpose of evading or avoiding, or attempts to violate, any of the prohibitions set forth in any Anti-Terrorism Law.

(d) Foreign Corrupt Practices. No Relevant Party and, to the knowledge of such Relevant Party, none of Antero Corp or its Subsidiaries, is aware of or has taken any action, directly or indirectly, that would result in a material violation by such Persons of the United States Foreign Corrupt Practices Act of 1977 (the “FCPA”), including without limitation, making use of the mails or any means or instrumentality of interstate commerce corruptly in furtherance of an offer, payment, promise to pay or authorization of the payment of any money, or other property, gift, promise to give, or authorization of the giving of anything of value to any “foreign official” (as such term is defined in the FCPA) or any foreign political party or official thereof or any candidate for foreign political office, in contravention of the FCPA; and, such Relevant Party, and to the knowledge of such Relevant Party, its Affiliates (including the Restricted Subsidiaries), have conducted their business in material compliance with the FCPA and have instituted and maintain policies and procedures designed to ensure, and which are reasonably expected to continue to ensure, continued compliance therewith.

5.22 Status as Senior Debt. The Obligations shall rank pari passu with any other senior Indebtedness or securities of the Borrower and shall constitute senior Indebtedness of the Borrower and the other Loan Parties under and as defined in any documentation documenting any junior Indebtedness of the Borrower or the other Loan Parties.

5.23 Material Contracts. Other than as set forth on Schedule 5.23, as of the Closing Date there are no Material Contracts to which the Borrower or any of its Restricted Subsidiaries is a party.

5.24 No Burdensome Restrictions. No Relevant Party is a party to any agreement or instrument or subject to any restriction in its organizational documents that will have the effect of prohibiting or restraining, or will impose adverse conditions upon, any of the lending transactions contemplated under the Loan Documents or (except as permitted by Section 7.09) the payment of dividends or the making of any guarantees by any Restricted Subsidiary to or in support of the Borrower. The Borrower does not presently anticipate that future expenditures of the Relevant Parties needed to meet the provisions of any statutes, orders, rules or regulations of a Governmental Authority will be so burdensome as to have a Material Adverse Effect.

5.25 Transmitting Utility Status. Except as identified to the Administrative Agent in writing, each of the Loan Parties is a “transmitting utility” as defined in Section 9-102(a)(80) of the New York Uniform Commercial Code.

5.26 Labor Matters. There are no strikes pending or threatened against the Borrower or any of its Restricted Subsidiaries or to the knowledge of the Borrower, their Affiliates that, individually or in the aggregate, could reasonably be expected to have a Material Adverse Effect. The hours worked and payments made to employees of the Borrower and its Restricted Subsidiaries (and to the knowledge of the Borrower, employees of their Affiliates to the extent such employees provide services to the Borrower and its Restricted Subsidiaries) have not been in violation of the Fair Labor Standards Act or any other applicable law dealing with such matters in a manner that, individually or in the aggregate, could reasonably be expected to have a Material Adverse Effect.

ARTICLE VI
AFFIRMATIVE COVENANTS

So long as any Lender shall have any Commitment hereunder, any Loan or other Obligation hereunder (other than (A) contingent indemnification obligations and (B) obligations and liabilities under Secured Cash Management Agreements and Secured Hedge Agreements as to which arrangements satisfactory to the applicable Cash Management Bank or Hedge Bank shall have been made) shall remain unpaid or unsatisfied, or any Letter of Credit shall remain outstanding (other than Letters of Credit as to which other arrangements satisfactory to the Administrative Agent, the Swingline Lender and the L/C Issuer shall have been made), the Borrower shall, and shall (except in the case of the covenants set forth in Sections 6.01, 6.02, 6.03 and 6.11) cause each Restricted Subsidiary to:

6.01 Financial Statements. Deliver to the Administrative Agent and each Lender, in form and detail reasonably satisfactory to the Administrative Agent (and not objected to by the Required Lenders):

(a) as soon as available, but in any event within 90 days after the end of each fiscal year of the Borrower, a consolidated balance sheet of the Borrower and its Subsidiaries and, if different, the Borrower and the Restricted Subsidiaries, in each case as at the end of such fiscal year, and the related consolidated statements of income or operations, changes in stockholders’ equity, and cash flows for such fiscal year, setting forth in each case in comparative form the

figures for the previous fiscal year (or in lieu of such audited financial statements of the Borrower and the Restricted Subsidiaries, a detailed reconciliation, reflecting such financial information for the Borrower and the Restricted Subsidiaries, on the one hand, and the Borrower and the Subsidiaries, on the other hand, reflecting adjustments necessary to eliminate the accounts of Unrestricted Subsidiaries (if any) from such consolidated financial statements), all (except with respect to such reconciliation) in reasonable detail and prepared in accordance with GAAP, audited and accompanied by a report and opinion of KPMG LLP or an independent certified public accountant of nationally recognized standing reasonably acceptable to the Administrative Agent (and not objected to by the Required Lenders), which report and opinion shall be prepared in accordance with generally accepted auditing standards and shall not be subject to any “going concern” or like qualification or exception or any qualification or exception as to the scope of such audit;

(b) as soon as available, but in any event within 60 days after the end of each of the first three fiscal quarters of each fiscal year of the Borrower, a consolidated balance sheet of the Borrower and its Subsidiaries and, if different, the Borrower and the Restricted Subsidiaries, in each case as at the end of such fiscal quarter, and the related consolidated statements of income or operations, changes in stockholders’ equity, and cash flows for such fiscal quarter and for the portion of the Borrower’s fiscal year then ended, setting forth in each case in comparative form the figures for the corresponding fiscal quarter of the previous fiscal year and the corresponding portion of the previous fiscal year (or in lieu of such financial statements of the Borrower and the Restricted Subsidiaries, a detailed reconciliation, reflecting such financial information for the Borrower and the Restricted Subsidiaries, on the one hand, and the Borrower and the Subsidiaries, on the other hand, reflecting adjustments necessary to eliminate the accounts of Unrestricted Subsidiaries (if any) from such consolidated financial statements), all (except with respect to such reconciliation) in reasonable detail, certified by a Responsible Officer of the Borrower as fairly presenting the financial condition, results of operations, stockholders’ equity and cash flows of the Borrower and its Restricted Subsidiaries in accordance with GAAP, subject only to normal year-end audit adjustments and the absence of footnotes;

(c) as soon as available, but in any event within 60 days after the end of each fiscal year of the Borrower, an annual business plan and budget of the Borrower and its Restricted Subsidiaries on a consolidated basis, including forecasts prepared by management of the Borrower, in form and detail reasonably satisfactory to the Administrative Agent (and not objected to by the Required Lenders), of consolidated balance sheets and statements of income or operations and cash flows of the Borrower and its Restricted Subsidiaries on a quarterly basis for the immediately following fiscal year.

As to any information contained in materials furnished pursuant to Section 6.02(c), the Borrower shall not be separately required to furnish such information under Section 6.01(a) or (b) above, but the foregoing shall not be in derogation of the obligation of the Borrower to furnish the information and materials described in Sections 6.01(a) and (b) above at the times specified therein.

6.02 Certificates; Other Information. Deliver to the Administrative Agent and each Lender, in form and detail reasonably satisfactory to the Administrative Agent (and not objected to by the Required Lenders):

(a) (i) concurrently with the delivery of the financial statements referred to in Sections 6.01(a) and (b), a duly completed Compliance Certificate signed by a Responsible Officer of the Borrower, which, for the avoidance of doubt, shall include the calculation of the Consolidated Total Leverage Ratio and, if applicable, the Consolidated Interest Coverage Ratio and the Consolidated Senior Secured Leverage Ratio for each period covered thereby after the Closing Date, a copy of a discussion of budgeted versus actual results with respect to such financial statements, a certification that the Mortgage Requirement is then satisfied, and reports of the throughput with respect to each of the Pipeline Systems and (ii) concurrently with the delivery of the financial statements referred to in Section 6.01(a), an updated Perfection Certificate;

(b) promptly after any request by the Administrative Agent, or any Lender through the Administrative Agent, copies of any detailed audit reports, management letters or recommendations submitted to the board of directors (or the audit committee of the board of directors) of any Loan Party by independent accountants in connection with the accounts or books of any Loan Party or any audit of any of them;

(c) promptly after the same are available, copies of each annual report, proxy or financial statement or other report or communication sent to the stockholders of the Borrower, and copies of all annual, regular, periodic and special reports and registration statements which the Borrower may file or be required to file with the SEC under Section 13 or 15(d) of the Securities Exchange Act of 1934, or with any national securities exchange, and in any case not otherwise required to be delivered to the Administrative Agent pursuant hereto;

(d) promptly after the furnishing thereof, copies of any statement or report furnished to any holder of debt securities of any Loan Party (other than with respect to any Indebtedness permitted under Section 7.02(e)) pursuant to the terms of any indenture, loan or credit or similar agreement and not otherwise required to be furnished to the Lenders pursuant to Section 6.01 or any other clause of this Section 6.02;

(e) promptly, and in any event within five Business Days after receipt thereof by any Loan Party, copies of each notice or other correspondence received from the SEC (or comparable agency in any applicable non-U.S. jurisdiction) concerning any investigation or possible investigation or other inquiry by such agency regarding financial or other operational results of any Loan Party;

(f) not later than five Business Days after receipt thereof by any Loan Party, copies of all notices of default, demands, amendments, waivers and other modifications so received under or pursuant to any instrument, indenture, loan or credit or similar agreement and, from time to time upon request by the Administrative Agent, such information and reports regarding

such instruments, indentures and loan and credit and similar agreements as the Administrative Agent may reasonably request;

(g) promptly after the assertion or occurrence thereof, notice of any action or proceeding against or of any knowledge of the Borrower of any noncompliance by any Loan Party with any Environmental Law or Environmental Permit that could (i) reasonably be expected to have a Material Adverse Effect or (ii) cause any Pipeline System or other material asset described in the Mortgages to be subject to any material restrictions on use in the Loan Parties’ businesses under any Environmental Law;

(h) as soon as available, but in any event within 30 days after each September 30 and March 31, beginning with March 31, 2015, (i) a report supplementing Schedules 5.08(b) and 5.08(c), including an identification of all owned and leased Real Property and Easements disposed of by any Loan Party during such fiscal year, a list and description (including the relevant information described in Section 5.08) of all Real Property or Easements acquired or leased during such fiscal year and a description of such other changes in the information included in such Schedules as may be necessary for such Schedules to be accurate and complete and (ii) a report supplementing Schedules 5.14 and 7.03(f) containing a description of all changes in the information included in such Schedules as may be necessary for such Schedules to be accurate and complete, each such report to be signed by a Responsible Officer of the Borrower and to be in a form reasonably satisfactory to the Administrative Agent;

(i) promptly, and in any event within 45 days after the end of each year, a report of all new Material Contracts executed during such year and all Material Contracts that expired or were terminated during such year;

(j) within thirty (30) days (or such later date as the Administrative Agent may agree in its sole discretion) after consummation of a Material Acquisition, deliver an updated Perfection Certificate to the Administrative Agent and the Lenders, in substance reasonably satisfactory to the Administrative Agent; and

(k) promptly, such additional information regarding the business, financial, legal or corporate affairs of any Relevant Party, or compliance with the terms of the Loan Documents, as the Administrative Agent, or the Required Lenders through the Administrative Agent, may from time to time reasonably request.

Documents required to be delivered pursuant to Section 6.01 or Section 6.02 may be delivered electronically and if so delivered, shall be deemed to have been delivered on the date (i) on which the Borrower emails such documents to the Administrative Agent or the Lenders, as applicable, or posts such documents or provides a link thereto on the Borrower’s website on the Internet at the website address listed on Schedule 10.02; (ii) on which such documents are posted on the Borrower’s behalf on an Internet or intranet website, if any, to which each Lender and the Administrative Agent have access (whether a commercial, third-party website or whether sponsored by the Administrative Agent), or (iii) on which such documents are filed of record with the SEC; provided that (i) the Borrower shall deliver paper copies of such documents to the

Administrative Agent or any Lender that requests the Borrower to deliver such paper copies and (ii) other than with respect to regularly scheduled periodic reporting of financial information, the Borrower shall notify the Administrative Agent and each Lender (by telecopier or electronic mail) of the posting of any such documents and provide to the Administrative Agent by electronic mail electronic versions (i.e., soft copies) of such documents. Notwithstanding anything contained herein, in every instance the Borrower shall be required to provide paper copies of the Compliance Certificates required by Section 6.02(a) to the Administrative Agent. Except for such Compliance Certificates, the Administrative Agent shall have no obligation to request the delivery or to maintain copies of the documents referred to above, and in any event shall have no responsibility to monitor compliance by the Borrower with any such request for delivery, and each Lender shall be solely responsible for requesting delivery to it or maintaining its copies of such documents.

The Borrower hereby acknowledges that (a) the Administrative Agent and/or WFS will make available to the Lenders, the Swingline Lender and the L/C Issuer materials and/or information provided by or on behalf of the Borrower hereunder (collectively, “Borrower Materials”) by posting the Borrower Materials on IntraLinks or another similar electronic system (the “Platform”) and (b) certain of the Lenders (each, a “Public Lender”) may have personnel who do not wish to receive material non-public information with respect to the Borrower or its Affiliates, or the respective securities of any of the foregoing, and who may be engaged in investment and other market-related activities with respect to such Persons’ securities. The Borrower hereby agrees that it will use commercially reasonable efforts to identify that portion of the Borrower Materials that may be distributed to the Public Lenders and that (w) all such Borrower Materials shall be clearly and conspicuously marked “PUBLIC” which, at a minimum, shall mean that the word “PUBLIC” shall appear prominently on the first page thereof; (x) by marking Borrower Materials “PUBLIC,” the Borrower shall be deemed to have authorized the Administrative Agent, WFS, the Swingline Lender, the L/C Issuer and the Lenders to treat such Borrower Materials as not containing any material non-public information (although it may be sensitive and proprietary) with respect to the Borrower or its securities for purposes of United States Federal and state securities laws (provided, however, that to the extent such Borrower Materials constitute Information, they shall be treated as set forth in Section 10.07); (y) all Borrower Materials marked “PUBLIC” are permitted to be made available through a portion of the Platform designated “Public Side Information;” and (z) the Administrative Agent and WFS shall be entitled to treat any Borrower Materials that are not marked “PUBLIC” as being suitable only for posting on a portion of the Platform not designated “Public Side Information.” Notwithstanding the foregoing, the Borrower shall be under no Obligation to mark any Borrower Materials “PUBLIC”.

6.03 Notices. Promptly notify the Administrative Agent and each Lender:

(a) of the occurrence of any Default;

(b) of any matter that has resulted or is reasonably expected to result in a Material Adverse Effect;

(c) of the occurrence of any material force majeure or casualty event or the damage, loss or destruction of a material portion of the Collateral;

(d) of any amendment, waiver or other modification made to, or delivery of any notice of default or termination or assignment of, any Material Contract except for (i) termination upon expiration in accordance with the terms thereof and (ii) immaterial amendments, waivers or other modifications that are purely administrative in nature;

(e) of the occurrence of any ERISA Event that could reasonably be expected to result in a liability to the Borrower in excess of the Threshold Amount;

(f) of any material change in accounting policies or financial reporting practices by any Loan Party, including any determination by the Borrower referred to in Section 2.09(b);

(g) of the (i) occurrence of any Asset Sale for which the Borrower is required to make a mandatory prepayment pursuant to Section 2.04(b)(i), (ii) incurrence or issuance of any Indebtedness for which the Borrower is required to make a mandatory prepayment pursuant to Section 2.04(b)(ii), and (iii) receipt of any Extraordinary Receipt for which the Borrower is required to make a mandatory prepayment pursuant to Section 2.04(b)(iii);

(h) any form of material notice, summons, citation, proceeding or order received from the FERC or any State Pipeline Regulatory Agency or any other Governmental Authority concerning the regulation of any material portion of the Pipeline Systems; and

(i) of the occurrence of any environmental event resulting in Environmental Liability to the Borrower or any of its Subsidiaries in excess of $5,000,000 and, in connection therewith, upon the Administrative Agent’s request, provide such environmental reports as are reasonably acceptable to the Administrative Agent.

Each notice pursuant to Section 6.03 (other than Section 6.03(g) or (h)) shall be accompanied by a statement of a Responsible Officer of the Borrower setting forth details of the occurrence referred to therein and stating what action the Borrower has taken and proposes to take with respect thereto. Each notice pursuant to Section 6.03(a) shall describe with particularity the provisions of this Agreement and any other Loan Document that have been breached.

6.04 Payment of Obligations. Pay and discharge as the same shall become due and payable, or otherwise in accordance with normal practices for the payment of trade liabilities, all its material obligations and liabilities, including (a) all material tax liabilities, assessments and governmental charges or levies upon it or its properties or assets, unless the same are being contested in good faith by appropriate proceedings diligently conducted and adequate reserves as required by GAAP are being maintained by the Borrower or such Restricted Subsidiary; (b) all material lawful claims which, if unpaid, would by law become a Lien upon its property; and (c) all material Indebtedness, as and when due and payable, but subject to any subordination provisions contained in any instrument or agreement applicable to such Indebtedness.

6.05 Preservation of Existence, Etc. (a) Preserve, renew and maintain in full force and effect its legal existence and good standing under the Laws of the jurisdiction of its organization except in a transaction permitted by Section 7.04 or 7.05; (b) take all reasonable action to maintain all rights, privileges, permits, licenses and franchises necessary or desirable in the normal conduct of its business, except to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect; and (c) preserve or renew all of its registered patents, trademarks, trade names and service marks, the non-preservation of which could reasonably be expected to have a Material Adverse Effect.

6.06 Maintenance of Properties. (a) Maintain, preserve and protect all of its material properties and equipment (including, without limitation, all material properties and equipment included in the Pipeline Systems) necessary in the operation of its business in good working order and condition, ordinary wear and tear and damage by casualty excepted, subject to the Borrower’s repair and restoration obligations set forth in the Loan Documents; (b) make all necessary repairs thereto and renewals and replacements thereof except where the failure to do so could not reasonably be expected to have a Material Adverse Effect; (c) use the standard of care typical in the midstream industry in the operation and maintenance of its facilities; and (d)(i) maintain or cause the maintenance of the Easements for the Pipeline Systems and the other Real Property associated therewith, which individually and in the aggregate, could, if not maintained, reasonably be expected to have a Material Adverse Effect; (ii) subject to the Permitted Encumbrances, maintain the Pipeline Systems within the confines of the descriptions contained in the Easements without material encroachment upon any adjoining property; (iii) maintain such rights of ingress and egress necessary to permit the applicable Loan Parties to inspect, operate, repair and maintain the Pipeline Systems, the Easements and the other Real Property associated therewith to the extent that the failure to maintain such rights, individually or in the aggregate, could reasonably be expected to have a Material Adverse Effect and provided that the applicable Loan Parties may hire third parties to perform these functions; and (iv) maintain all material agreements, licenses, permits and other rights required for any of the foregoing described in clauses (i), (ii) and (iii) of this Section 6.06(d) in full force and effect in accordance with their terms, timely make any payments due thereunder, and prevent any default thereunder that could result in a termination or loss thereof, expect any such failure to pay or default that could not reasonably, individually or in the aggregate, be expected to cause a Material Adverse Effect.

6.07 Maintenance of Insurance. Maintain with financially sound and reputable insurance companies not Affiliates of the Borrower, insurance with respect to its properties and business against loss or damage of the kinds customarily insured against by Persons engaged in the same or similar business, including physical hazard insurance on an “all-risk” basis of such types and in such amounts as are customarily carried under similar circumstances by such other Persons and providing (for so long as such provision is commercially available, provided that, if not so available, the Borrower has notified the Administrative Agent thereof) for not less than 30 days’ prior notice to the Administrative Agent of termination, lapse or cancellation of such insurance. The Administrative Agent, on behalf of the Lenders, shall be included as an additional insured or loss payee, as the case may be, under all insurance policies maintained with respect to the assets and properties of the Loan Parties that constitute Collateral.

6.08 Compliance with Laws. Comply in all material respects with the requirements of all Laws and all orders, writs, injunctions and decrees applicable to it or to its business or property, including all rules, regulations and orders of all State Pipeline Regulatory Agencies and the FERC to the extent applicable, except in such instances in which (a) such requirement of Law or order, writ, injunction or decree is being contested in good faith by appropriate proceedings diligently conducted; or (b) the failure to comply therewith could not reasonably be expected to have a Material Adverse Effect.

6.09 Books and Records. (a) Maintain proper books of record and account, in which full, true and correct entries in conformity with GAAP consistently applied shall be made of all financial transactions and matters involving the assets and business of the Borrower or such Restricted Subsidiary, as the case may be; and (b) maintain such books of record and account in material conformity with all applicable requirements of any Governmental Authority having regulatory jurisdiction over the Borrower or such Restricted Subsidiary, as the case may be.

6.10 Inspection Rights. Permit representatives and independent contractors of the Administrative Agent (or, when an Event of Default exists, the Administrative Agent and one Lender selected by the Required Lenders) to visit and inspect any of its properties, to examine its corporate, financial and operating records, and make copies thereof or abstracts therefrom, and to discuss its affairs, finances and accounts with its directors, officers, and independent public accountants, all at the expense of the Borrower and at such reasonable times during normal business hours and as often as may be reasonably desired, upon reasonable advance notice to the Borrower; provided, however, that when an Event of Default exists the Administrative Agent and one Lender selected by the Required Lenders (or any of their respective representatives or independent contractors) may do any of the foregoing at the expense of the Borrower at any time during normal business hours and without advance notice.

6.11 Use of Proceeds. Use the proceeds of the Credit Extensions for the payment of Transaction Expenses, working capital (including the issuance of Letters of Credit), acquisitions, capital expenditures and other general business purposes not in contravention of any Law or of any Loan Document.

6.12 Additional Subsidiaries; Additional Security.

(a) Upon the formation or acquisition of any new direct or indirect Subsidiary by any Relevant Party, then the Borrower shall, at the Borrower’s expense:

(i) within 30 days (or such longer period as permitted by the Administrative Agent in its sole discretion) after such formation or acquisition of such Subsidiary (other than an Unrestricted Subsidiary), cause such Subsidiary to duly execute and deliver to the Administrative Agent a Joinder Agreement and other Collateral Documents, as reasonably specified by and in form and substance reasonably satisfactory to the Administrative Agent guaranteeing the Borrower’s obligations under the Loan Documents and securing payment of all the Obligations of such Subsidiary under the Loan Documents;

(ii) within 30 days (or such longer period as permitted by the Administrative Agent in its sole discretion) after such formation or acquisition of such Subsidiary, take such actions, or cause the applicable Loan Party to take such actions, as may be necessary to ensure a valid first priority perfected Lien over 100% of the Equity Interests of such Subsidiary (unless such Equity Interests are Excluded Assets) held by the Borrower or the applicable Loan Party; and

(iii) within 30 days (or such longer period as permitted by the Administrative Agent in its sole discretion) after such formation or acquisition, deliver to the Administrative Agent, upon the request of the Administrative Agent in its reasonable discretion, a signed copy of a favorable opinion of counsel for the Loan Parties acceptable to the Administrative Agent relating to such Joinder Agreement and Collateral Documents as the Administrative Agent may reasonably request.

(b) At any time upon the request of the Administrative Agent, promptly execute and deliver any and all further instruments and documents and take all such other action as the Administrative Agent may reasonably deem necessary or desirable in order to perfect, protect, and preserve the Liens of the Collateral Documents.

(c) To the extent the Borrower or any Subsidiary (other than any Unrestricted Subsidiary) (i) acquires any properties within thirty (30) days of such acquisition (or such longer period as permitted by the Administrative Agent in its sole discretion) or (ii) cannot provide the certification that the Mortgage Requirement is then satisfied as contemplated by Section 6.02(a)(i) promptly, execute and deliver any and all instruments and documents necessary to grant Liens in such assets to the Administrative Agent for the benefit of the Secured Parties to the extent necessary to satisfy the Mortgage Requirement and take such other actions as the Administrative Agent may reasonably deem necessary or desirable in order to perfect, protect and preserve such Liens required herein. In connection with the delivery of any Mortgages to the Administrative Agent as required under this Agreement, as promptly as practicable after the reasonable request of the Administrative Agent, deliver to the Administrative Agent Real Property title reports, engineering and environmental assessment reports and opinions of counsel to the Loan Parties, each in scope, form and substance reasonably satisfactory to Administrative Agent.

(d) Notwithstanding the foregoing, the assets required to be pledged to the Administrative Agent under this Section need not include Excluded Assets.

6.13 Compliance with Environmental Laws. To the extent that failure to do so could reasonably be expected to have a Material Adverse Effect: comply with all applicable Environmental Laws and Environmental Permits, obtain and renew all Environmental Permits necessary for its operations and properties, and conduct any investigation, study, sampling and testing, and undertake any cleanup, removal, remedial or other action necessary to remove and clean up all Hazardous Materials from any of its properties, in accordance with the requirements of all Environmental Laws; provided, however, that neither the Borrower nor any of its Restricted Subsidiaries shall be required to so comply, obtain, renew, conduct, or undertake to

the extent that its obligation to do so is being contested in good faith and by proper proceedings and appropriate reserves are being maintained with respect to such circumstances to the extent required by GAAP.

6.14 Further Assurances. Promptly upon reasonable request by (a) the Administrative Agent, or the Required Lenders through the Administrative Agent, correct any material defect or error that may be discovered in any Loan Document or in the execution, acknowledgment, filing or recordation thereof and (b) the Administrative Agent, or the Required Lenders through the Administrative Agent, do, execute, acknowledge, deliver, record, re-record, file, re-file, register and re-register any and all such further acts, deeds, certificates, assurances and other instruments as the Administrative Agent, or the Required Lenders through the Administrative Agent, may reasonably require from time to time in order to (i) carry out more effectively the purposes of the Loan Documents, (ii) to the fullest extent permitted by applicable law, subject any Loan Party’s properties, assets, rights or interests (other than Excluded Assets) to the Liens now or hereafter intended to be covered by any of the Collateral Documents, (iii) perfect and maintain the validity, effectiveness and priority of any of the Collateral Documents and any of the Liens intended to be created thereunder and (iv) assure, convey, grant, assign, transfer, preserve, protect and confirm more effectively unto the Secured Parties the rights granted or now or hereafter intended to be granted to the Secured Parties under any Loan Document or under any other instrument executed in connection with any Loan Document to which any Loan Party is or is to be a party, and cause each of its Restricted Subsidiaries to do so.

6.15 Compliance with Terms of Leaseholds. Make all payments and otherwise perform all obligations in respect of all leases of Real Property and Easements to which the Borrower or any of its Restricted Subsidiaries is a party, keep such leases in full force and effect and not allow such leases to lapse or be terminated or any rights to renew such leases to be forfeited or cancelled, notify the Administrative Agent of any default by any party with respect to such leases and cooperate with the Administrative Agent in all respects to cure any such default, and cause each of its Restricted Subsidiaries to do so, except, in any case, where the failure to do so, either individually or in the aggregate, could not be reasonably likely to have a Material Adverse Effect.

6.16 Material Contracts. Perform and observe in all material respects all of the terms and provisions of each Material Contract to be performed or observed by it within any grace period applicable thereto and, in accordance with prudent business practices, enforce its rights under each Material Contract, except, in any case, where the failure to do so, either individually or in the aggregate, could not reasonably be expected to have a Material Adverse Effect

6.17 Unrestricted Subsidiaries. (a) The Borrower may at any time designate, by a certificate executed by a Responsible Officer of the Borrower, any Restricted Subsidiary as an Unrestricted Subsidiary; provided that (i) immediately before and after such designation, no Default or Event of Default shall have occurred and be continuing, (ii) the Borrower is in pro forma compliance with the financial covenants set forth in Section 7.11 immediately after giving effect to such designation as of the last day of the most recent fiscal quarter of the Borrower for

which financial statements have been delivered pursuant to Section 6.01(a) or (b) and (iii) after giving effect to such designation, (A) such Unrestricted Subsidiary shall have no Indebtedness other than Non-Recourse Debt, (B) neither the Borrower nor any Restricted Subsidiary will have any direct or indirect obligation for any obligation or liability of such Unrestricted Subsidiary and (C) neither the Borrower nor any Restricted Subsidiary will be required to maintain or preserve such Unrestricted Subsidiary’s financial condition or cause such Unrestricted Subsidiary to achieve any specified level of operating results, (iv) such Unrestricted Subsidiary does not own, directly or indirectly, any Equity Interests of the Borrower or any Restricted Subsidiary, (v) no Subsidiary may be designated as an Unrestricted Subsidiary if it is a “Restricted Subsidiary” for the purpose of any Indebtedness of the Borrower or its Restricted Subsidiaries and (vi) the total assets of all Unrestricted Subsidiaries (other than the Rover JV Holdco) shall be less than 10% of Consolidated Total Assets immediately after giving effect to such designation. The designation of any Subsidiary as an Unrestricted Subsidiary shall constitute an Investment by the Borrower or the relevant Restricted Subsidiary (as applicable) therein at the date of designation in an amount equal to the fair market value of all such Person’s outstanding Investment therein.

(b) The Borrower may at any time designate any Unrestricted Subsidiary to be a Restricted Subsidiary; provided that such designation will be deemed to be an incurrence of Indebtedness by a Restricted Subsidiary of any outstanding Indebtedness of such Unrestricted Subsidiary and an incurrence of Liens by a Restricted Subsidiary on the property of such Unrestricted Subsidiary, and such designation will only be permitted if (i) such Indebtedness is permitted under Section 7.02 and such Liens are permitted under Section 7.01, (ii) no Default or Event of Default would be in existence immediately following such designation, (iii) all representations and warranties herein will be true and correct in all material respects as if remade at the time of such designation, except to the extent such representations and warranties specifically refer to an earlier date, in which case they were true and correct in all material respects as of such earlier date, (iv) the Borrower is in pro forma compliance with the financial covenants set forth in Section 7.11 immediately after giving effect to such designation as of the last day of the most recent fiscal quarter of the Borrower for which financial statements have been delivered pursuant to Section 6.01(a) or (b), and (v) such Subsidiary becomes a Loan Party to the extent required by Section 6.12.

ARTICLE VII
NEGATIVE COVENANTS

So long as any Lender shall have any Commitment hereunder, any Loan or other Obligation hereunder (other than (A) contingent indemnification obligations and (B) obligations and liabilities under Secured Cash Management Agreements and Secured Hedge Agreements as to which arrangements satisfactory to the applicable Cash Management Bank or Hedge Bank shall have been made) shall remain unpaid or unsatisfied, or any Letter of Credit (other than Letters of Credit as to which other arrangements satisfactory to the Administrative Agent, the Swingline Lender and the L/C Issuer shall have been made) shall remain outstanding, the Borrower shall not, nor shall it permit any Restricted Subsidiary to, directly or indirectly:

7.01 Liens. Create, incur, assume or suffer to exist any Lien upon any of its property, assets or revenues, whether now owned or hereafter acquired, other than the following (collectively, the “Permitted Encumbrances”):

(a) Liens pursuant to any Loan Document;

(b) Liens for taxes not yet delinquent or which are being contested in good faith and by appropriate proceedings diligently conducted, if adequate reserves with respect thereto are maintained on the books of the applicable Person to the extent required by GAAP;

(c) carriers’, warehousemen’s, mechanics’, materialmen’s, repairmen’s, vendor’s, landlords’ and other like Liens arising in the ordinary course of business, securing obligations which are not past due for more than 90 days after the date on which such obligations became due, unless being contested in good faith by appropriate proceedings and for which any reserves required by GAAP are maintained;

(d) pledges or deposits in the ordinary course of business in connection with workers’ compensation, unemployment insurance and other social security legislation, other than any Lien imposed by ERISA;

(e) pledges or deposits to secure the performance of bids, trade contracts and leases (other than Indebtedness), statutory obligations, surety and appeal bonds, performance bonds and other obligations of a like nature incurred in the ordinary course of business;

(f) easements, rights-of-way, restrictions (including zoning restrictions), covenants, licenses, encroachments, protrusions and other similar encumbrances, and minor title deficiencies on or with respect to any Real Property, any Easements or any Pipeline Systems which, in the aggregate, are not substantial in amount, and which do not in any case materially detract from the value of the property subject thereto or materially interfere with the ordinary conduct of the business of the applicable Person; and for purposes hereof, minor title deficiencies shall include, but not be limited to, minor defects in the chain of title, terms, conditions, exceptions, limitations, easements, servitudes, permits, surface leases and other similar rights in respect of surface operations, flood control, air rights, water rights, rights of others with respect to navigable waters, sewage and drainage rights and easements for pipelines, alleys, highways, telephone lines, power lines, railways and other easements and rights-of-way on, over or in respect of any of the properties of the Borrower or any of its Subsidiaries that are customarily granted in the midstream industry, provided, however, that such deficiencies do not have, individually or in the aggregate, a Material Adverse Effect;

(g) Liens securing judgments for the payment of money not constituting an Event of Default under Section 8.01(h);

(h) Liens (and financing statements associated therewith) securing Indebtedness permitted under Section 7.02(e); provided that (i) such Liens do not at any time encumber any property other than the property financed by such Indebtedness, improvements and accessions to

such property, insurance for such property, and the proceeds of the foregoing, and (ii) the principal amount of the Indebtedness secured thereby does not exceed the costs of acquiring such property;

(i) with respect to Easements and leases of Real Property, Liens securing indebtedness of the owner(s) or master tenant(s) of the underlying real property, provided, that the foreclosure of any such Liens would not extinguish or terminate such Easements and leases of Real Property;

(j) rights reserved to or vested in any Governmental Authority by the terms of any right, power, franchise, grant, license or permit, or by any provision of Law, to revoke or terminate any such right, power, franchise, grant, license or permit or to condemn or acquire by eminent domain or similar process;

(k) rights reserved to or vested by Law in any Governmental Authority to in any manner, control or regulate in any manner any of the properties of the Borrower or any of its Restricted Subsidiaries or the use thereof or the rights and interest of the Borrower or any of its Restricted Subsidiaries therein, in any manner and under any and all Laws;

(l) Liens of a collecting bank arising in the ordinary course of business under Section 4-208 of the Uniform Commercial Code in effect in the relevant jurisdiction covering only the items being collected upon;

(m) any interest or title of a lessor under any lease entered into by the Borrower or a Restricted Subsidiary, including without limitation under any Sale Leaseback Transactions, and covering only the assets so leased;

(n) the filing of UCC financing statements solely as a precautionary measure in connection with operating leases, consignment of goods or other similar transactions;

(o) Liens solely in favor of the other owner of Equity Interests in a Joint Venture on the Equity Interests of such Joint Venture owned by the Borrower or a Restricted Subsidiary to secure Indebtedness permitted under Section 7.02(l) or to secure equity commitments of the Borrower or a Restricted Subsidiary pursuant to Joint Venture Agreements, stockholder agreements or other similar bona fide agreement with respect to such Joint Venture; and

(p) any Liens constituting earnest money deposits made by the Borrower or any Restricted Subsidiary in connection with any letter of intent or purchase agreement with respect to any Investment or acquisition permitted hereunder which are customary in amount for transactions of the type.

provided, that (a) nothing in this Section 7.01 shall in and of itself constitute or be deemed to constitute an agreement or acknowledgment by the Administrative Agent or any Lender with any third party that any Indebtedness subject to or secured by any Lien, right or other interest permitted under the subsections above ranks in priority to any Obligation and (b)

notwithstanding anything herein to the contrary, no Lien shall be granted on Equity Interests owned by the Borrower or any Restricted Subsidiary, other than inchoate Liens arising by operation of law permitted by this Section 7.01.

7.02 Indebtedness. Create, incur, assume or suffer to exist any Indebtedness, except:

(a) Indebtedness among Loan Parties or otherwise permitted pursuant to Section 7.03(c);

(b) Indebtedness under the Loan Documents;

(c) Indebtedness outstanding on the date hereof and listed on Schedule 7.02 and any refinancings, refundings, renewals or extensions thereof; provided that the principal amount of such Indebtedness is not increased at the time of such refinancing, refunding, renewal or extension except by an amount equal to a reasonable premium or other reasonable amount paid, and fees and expenses reasonably incurred, in connection with such refinancing and by an amount equal to any existing commitments unutilized thereunder and the direct or any contingent obligor with respect thereto is not changed, as a result of or in connection with such refinancing, refunding, renewal or extension; and provided, still further, that the terms relating to principal amount, amortization, maturity, collateral (if any) and subordination (if any), and other material terms taken as a whole, of any such refinancing, refunding, renewing or extending Indebtedness, and of any agreement entered into and of any instrument issued in connection therewith, are no less favorable in any material respect to the Loan Parties or the Lenders than the terms of any agreement or instrument governing the Indebtedness being refinanced, refunded, renewed or extended and the interest rate applicable to any such refinancing, refunding, renewing or extending Indebtedness does not exceed the then applicable market interest rate;

(d) Guarantees by any Loan Party of obligations of any other Loan Party that is otherwise permitted hereunder;

(e) Indebtedness in respect of Capitalized Leases, Synthetic Lease Obligations and purchase money obligations for equipment or other fixed or capital assets within the limitations set forth in Section 7.01(h); provided, however, that the aggregate Attributable Indebtedness (or to the extent Attributable Indebtedness is not applicable, the aggregate principal amount) of all such Indebtedness at any one time outstanding shall not exceed $50,000,000;

(f) unsecured Indebtedness issued by the Borrower and/or Finance Co; provided, however, that, the incurrence thereof is subject to the following conditions: (i) the maturity date of any such Indebtedness shall be no earlier than the date that is six months after the Maturity Date, (ii) the documentation governing such Indebtedness shall not require any scheduled amortization prior to its maturity date, (iii) the terms and conditions of such Indebtedness, taken as a whole, shall be no more restrictive than the terms and conditions of this Agreement, (iv) the Borrower shall be in compliance with the financial covenants set forth in Section 7.11 after giving pro forma effect to such incurrence, as of the last day of the most recent fiscal quarter of the Borrower for which financial statements have been delivered pursuant to Section 6.01(a) or

(b), (v) no Subsidiary that is not a Loan Party shall guarantee such Indebtedness, (vi) if such Indebtedness is subordinated, such Indebtedness shall have subordination terms customary for high yield subordinated Indebtedness and (vii) no Default or Event of Default shall have occurred and be continuing after giving effect to the issuance of such Indebtedness; and

(g) Indebtedness incurred from the issuance of preferred Equity Interests so long as such Indebtedness is on terms and conditions reasonably acceptable to the Administrative Agent;

(h) other unsecured Indebtedness in an aggregate principal amount at the time of incurrence thereof not to exceed 10% of Consolidated Net Tangible Assets;

(i) Indebtedness owed to any Person providing workers’ compensation, health, disability or other employee benefits or property, casualty or liability insurance, pursuant to reimbursement or indemnification obligations to such Person, in each case incurred in the ordinary course of business;

(j) Indebtedness in respect of surety and appeal bonds, performance bonds and other obligations of a like nature incurred in the ordinary course of business;

(k) Indebtedness incurred in the ordinary course of business that is owed to any Person with respect to premiums payable for property, casualty or liability insurance for any Relevant Party, so long as such Indebtedness shall not be in excess of the amount of the unpaid cost of, and shall be incurred only to defer the cost of, such insurance;

(l) Indebtedness in an aggregate principal amount not to exceed $30,000,000 consisting of a Guarantee by the Borrower or any Restricted Subsidiary in favor of any other owner of Equity Interests in a Joint Venture; and

(m) unsecured Indebtedness of any Person existing at the time such Person becomes a Restricted Subsidiary of the Borrower or consolidates or merges with the Borrower or any Restricted Subsidiary (including in connection with a permitted acquisition) so long as (i) such Indebtedness was not incurred in contemplation of such Person becoming a Restricted Subsidiary or of such merger or consolidation and (ii) the Borrower shall be in pro forma compliance with the financial covenants set forth in Section 7.11 after giving effect to the assumption of such Indebtedness as of the last day of the most recent fiscal quarter of the Borrower for which financial statements have been delivered pursuant to Section 6.01(a) or (b).

7.03 Investments. Make or hold any Investments, except:

(a) Investments held by the Borrower and its Restricted Subsidiaries in the form of Cash Equivalents;

(b) advances to officers, directors and employees of the Borrower and Restricted Subsidiaries in an aggregate amount not to exceed $500,000 at any time outstanding, for travel, entertainment, relocation and analogous ordinary business purposes;

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(d) Investments consisting of extensions of credit in the nature of accounts receivable or notes receivable arising from the grant of trade credit in the ordinary course of business, and Investments received in satisfaction or partial satisfaction thereof from financially troubled account debtors to the extent reasonably necessary in order to prevent or limit loss;

(e) Guarantees permitted by Section 7.02;

(f) other Investments existing on the date hereof and set forth on Schedule 7.03(f);

(g) the purchase or other acquisition of all of the Equity Interests in, or all or any material portion of the property of, any Person that, upon the consummation thereof, in the case of the purchase or other acquisition of all of the Equity Interests in such Person, will become a direct or indirect Restricted Subsidiary of the Borrower (including as a result of a merger or consolidation); provided that, with respect to each purchase or other acquisition made pursuant to this Section 7.03(g):

(i) any such newly-created or acquired Restricted Subsidiary shall comply with the requirements of Section 6.12;

(ii) the lines of business of the Person to be (or the property of which is to be) so purchased or otherwise acquired shall not cause the Borrower to be in violation of Section 7.07;

(iii) (A) immediately before and immediately after giving pro forma effect to any such purchase or other acquisition, no Default shall have occurred and be continuing and (B) immediately after giving effect to such purchase or other acquisition, the Borrower and its Restricted Subsidiaries shall be in pro forma compliance with all of the covenants set forth in Section 7.11, such compliance to be determined on the basis of the financial information most recently delivered to the Administrative Agent and the Lenders pursuant to Section 6.01(a) or (b) as though such purchase or other acquisition had been consummated as of the first day of the Measurement Period covered thereby;

(iv) such purchase or other acquisition shall be consummated on a non-hostile basis;

(v) promptly after the consummation of any such purchase or other acquisition, the Borrower shall deliver to the Administrative Agent a certificate of a Responsible Officer, in form and substance reasonably satisfactory to the Administrative Agent, certifying that all of the requirements set forth in this clause (g) have been satisfied; and

(vi) with respect to any acquisition of the Water Business, (A) such acquisition shall be consummated pursuant to the Purchase Option, (B) there shall be no increase to

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the Aggregate Commitments pursuant to Section 2.13 in connection with such acquisition, (C) no Indebtedness associated with or secured by the Water Business shall be assumed in connection with such purchase (other than Indebtedness that is paid off substantially contemporaneously with such acquisition) and all Indebtedness associated with or secured by the Water Business will be terminated or the Administrative Agent shall be reasonably satisfied that all obligations of the Water Business with respect to such Indebtedness and liens on the Water Business securing such Indebtedness shall be fully released and terminated prior to or substantially contemporaneously with such acquisition, (D) to the extent such acquisition is structured as an acquisition of the assets associated with the Water Business, such assets shall be acquired by a Loan Party, (E) to the extent such acquisition is structured as an acquisition of equity, the acquired subsidiary shall have duly executed and delivered to the Administrative Agent a Joinder Agreement and other Collateral Documents, as reasonably specified by and in form and substance reasonably satisfactory to the Administrative Agent guaranteeing the Borrower’s obligations under the Loan Documents and securing payment of all the Obligations of such Subsidiary under the Loan Documents and (F) no acquisition of the Water Business shall be permitted except to the extent it is consummated in compliance with this Section 7.03(g)(vi).

(h) Investments in Joint Ventures (other than the Rover Joint Venture) so long as the aggregate amount invested pursuant to this Section 7.03(h) (determined without regard to any write-downs or write-offs of such Investments) does not exceed 15% of Consolidated Net Tangible Assets in the aggregate during the term of the Aggregate Commitments, tested upon the making of such Investment, and so long as, after giving pro forma effect to such Investment, the Borrower is in compliance with the financial covenants set forth in Section 7.11 as of the last day of the most recent fiscal quarter of the Borrower for which financial statements have been delivered pursuant to Section 6.01(a) or (b);

(i) Investments in the Rover JV Holdco so long as the aggregate amount invested pursuant to this Section 7.03(i) (determined without regard to any write-downs or write-offs of such Investments) does not exceed (i) prior to the acquisition of the Water Business pursuant to an exercise of the Purchase Option, $225,000,000 in the aggregate during the term of the Aggregate Commitments or (ii) from and after the acquisition of the Water Business pursuant to an exercise of the Purchase Option, the remainder of $450,000,000 less any amounts previously invested pursuant to Section 7.03(i)(i), in the aggregate from and after such date of acquisition through the remainder of the term of the Aggregate Commitments, in each case, tested upon the making of such Investment, and so long as, (A) immediately before and after giving effect to such Investment, no Default or Event of Default has occurred and is continuing, (B) after giving pro forma effect to such Investment, the Borrower is in compliance with the financial covenants set forth in Section 7.11 as of the last day of the most recent fiscal quarter of the Borrower for which financial statements have been delivered pursuant to Section 6.01(a) or (b) and (C) such amounts are promptly invested in the Rover Joint Venture;

(j) the Specified IPO Transactions; and

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(k) other Investments not exceeding $10,000,000 in the aggregate in any fiscal year of the Borrower.

7.04 Fundamental Changes. Merge, dissolve, liquidate, consolidate with or into another Person, or Dispose of (whether in one transaction or in a series of transactions) all or substantially all of its assets (whether now owned or hereafter acquired) to or in favor of any Person, except that, so long as no Default exists or would result therefrom:

(a) any Loan Party may merge or consolidate with one or more Loan Parties; provided that if the Borrower is a party to such merger or consolidation, it shall be the continuing or surviving Person;

(b) any Loan Party may Dispose of all or substantially all of its assets (upon voluntary liquidation or otherwise) to the Borrower or to another Loan Party; and

(c) each of the Borrower and any of its Restricted Subsidiaries may merge into or consolidate with any Person other than the Borrower or any of its Subsidiaries; provided, however, that in each case, such transaction is otherwise permitted by the Loan Documents and immediately after giving effect thereto (i) in the case of any such merger or consolidation to which the Borrower is a party, the Borrower is the surviving Person and (ii) in the case of any other merger to which any Relevant Party (other than the Borrower) is a party, such Relevant Party is the surviving Person.

7.05 Dispositions. Make any Disposition or enter into any agreement to make any Disposition, except:

(a) Dispositions of obsolete or worn out property, whether now owned or hereafter acquired, in the ordinary course of business;

(b) Dispositions of inventory and equipment in the ordinary course of business;

(c) Dispositions of equipment, Easements or Real Property to the extent that (i) such property is exchanged for credit against the purchase price of similar replacement property or (ii) the proceeds of such Disposition are reasonably promptly applied to the purchase price of such replacement property;

(d) Dispositions of property by any Loan Party to any other Loan Party;

(e) Dispositions in the nature of Liens permitted by Section 7.01 or permitted by 7.03 or 7.04;

(f) so long as no Default exists or would result therefrom, Dispositions of assets not otherwise permitted under this Section 7.05 if, determined as of the date of each such Disposition and after giving effect thereto, the aggregate book value of the assets sold under this

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subsection (f) in any fiscal year of the Borrower does not exceed 5% of Consolidated Net Tangible Assets;

(g) Dispositions of accounts receivable in connection with the compromise, settlement or collection thereof;

(h) Dispositions resulting from any casualty or other insured damage to, or any taking under power of eminent domain or by condemnation or similar proceeding of, any property or asset of the Borrower or any Restricted Subsidiary;

(i) Dispositions consisting of Restricted Payments permitted by Section 7.06;

(j) Dispositions consisting of leases and licenses entered into by a Relevant Party as lessor or licensor, as applicable, and not interfering in any material respect with the ordinary conduct of business of the Relevant Parties;

(k) Dispositions of Equity Interests of any Joint Venture; and

(l) Dispositions of Cash Equivalents prior to the stated maturity date thereof.

provided, however, that any Disposition pursuant to Section 7.05(c), or Section 7.05(f) shall be for fair market value.

7.06 Restricted Payments. Declare or make, directly or indirectly, any Restricted Payment, except:

(a) (i) each Loan Party may make Restricted Payments to any other Loan Party and (ii) so long as no Default exists or would be caused thereby, each Restricted Subsidiary may make Restricted Payments to any Person other than a Relevant Party that owns a direct Equity Interest in such Restricted Subsidiary, so long as no Person other than a Relevant Party receives more than its ratable share of such Restricted Payments, determined according to their respective holdings of the type of Equity Interest in respect of which such Restricted Payments are being made;

(b) the Borrower and each Restricted Subsidiary may declare and make dividends or distributions payable solely in Equity Interests of such Person;

(c) so long as no Event of Default exists or would be caused thereby, the Borrower and each Restricted Subsidiary may purchase, redeem or otherwise acquire its common Equity Interests with the proceeds received from the substantially concurrent issue of new common Equity Interests;

(d) so long as no Event of Default exists or would be caused thereby, and only to the extent permitted by its Organization Documents, the Borrower may make distributions to the holders of its Equity Interests up to the amount of Available Cash; and

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(e) Borrower may declare and make dividends or distributions to be made as part of the Public Offering and the Specified IPO Transactions.

7.07 Change in Nature of Business. Engage in any material line of business other than (a) those lines of business conducted by the Borrower and its Restricted Subsidiaries on the date hereof, (b) midstream transportation, including gathering, compression, processing, transporting, fractionating, or fresh water distribution services or (c) any business substantially related or incidental to any of the foregoing.

7.08 Transactions with Affiliates. Enter into any transaction of any kind with any Affiliate of the Borrower (other than a Relevant Party), whether or not in the ordinary course of business, other than on fair and reasonable terms substantially as favorable to the Borrower or such Restricted Subsidiary as would be obtainable by the Borrower or such Restricted Subsidiary at the time in a comparable arm’s length transaction with a Person other than an Affiliate; provided that this Section does not prohibit (i) any Investment permitted under Section 7.03, (ii) any merger, dissolution, liquidation, consolidation or Disposition permitted under Section 7.04, (iii) any Restricted Payment permitted under Section 7.06, (iv) the payment of reasonable fees to directors of the Borrower or any Restricted Subsidiary who are not employees of the Borrower or any Restricted Subsidiary, and compensation and employee benefit arrangements paid to, and indemnities provided for the benefit of, directors, officers or employees of the Borrower or any Restricted Subsidiary in the ordinary course of business, (v) the execution, delivery and performance (as applicable) of all transactions in connection with the Public Offering (including the Specified IPO Transactions), and all fees and expenses paid or payable in connection therewith, (vi) payments by the Borrower or any Restricted Subsidiary to any Affiliate in pursuant to the terms and conditions of the Services Agreement; (vii) transactions contemplated by or in furtherance of the Contractual Obligations set forth on Schedule 7.08, in each case, substantially as in effect on the date hereof or as may be extended, renewed, modified, amended or replaced in a manner that is not materially adverse to the interests of the Borrower or the Lenders, or (viii) the reimbursement of reasonable allocated overhead costs incurred by the Borrower’s direct or indirect parent entities (or any Affiliate thereof) that are incurred by such Persons in connection with administering the affairs and operations of the Relevant Parties.

7.09 Burdensome Agreements. Enter into or permit to exist any Contractual Obligation (other than this Agreement or any other Loan Document) that (a) requires the grant of a Lien that would be in violation of Section 7.01, or (b) limits the ability (i) of any Restricted Subsidiary to make Restricted Payments to the Borrower or any Guarantor, except for any agreement in effect (A) on the date hereof and set forth on Schedule 7.09 or (B) at the time any Subsidiary becomes a Restricted Subsidiary of the Borrower, so long as such agreement was not entered into solely in contemplation of such Person becoming a Restricted Subsidiary of the Borrower, (ii) of any Restricted Subsidiary to Guarantee the Indebtedness of the Borrower; provided, however, that this clause (ii) shall not prohibit provisions customarily included in the terms of Indebtedness incurred pursuant to Section 7.02(f) or (iii) of the Borrower or any Restricted Subsidiary to create, incur, assume or suffer to exist Liens in favor of the Administrative Agent for the benefit of the Secured Parties on property of such Person; provided,

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however, that this clause (iii) shall not prohibit (X) any negative pledge incurred or provided in favor of any holder of Indebtedness permitted under Section 7.02(e) solely to the extent any such negative pledge relates to the property financed by or the subject of such Indebtedness, (Y) any restrictions or conditions imposed upon the Borrower or any Restricted Subsidiary pursuant to the terms of Joint Venture Agreements and other similar bona fide agreements applicable to Joint Ventures and applicable solely to such Joint Venture, in each case, that are usual and customary in such agreements or (Z) customary limitations and restrictions contained in, and limited to, specific leases, licenses, conveyances and other contracts.

7.10 Use of Proceeds. Use the proceeds of any Credit Extension, whether directly or indirectly, and whether immediately, incidentally or ultimately, to purchase or carry margin stock (within the meaning of Regulation U of the FRB) or to extend credit to others for the purpose of purchasing or carrying margin stock or to refund indebtedness originally incurred for such purpose.

7.11 Financial Covenants.

(a) Consolidated Interest Coverage Ratio. Commencing with the Measurement Period ending December 31, 2014 until the occurrence of an Investment Grade Rating Event, permit the Consolidated Interest Coverage Ratio as of the end of any Measurement Period to be less than 2.50 to 1.00.

(b) Consolidated Total Leverage Ratio. Commencing with the Measurement Period ending December 31, 2014, permit the Consolidated Total Leverage Ratio as of the end of any Measurement Period to be greater than (a) at any time prior to the Notes Offering Election, 5.00 to 1.00 and (b) at any time after the Notes Offering Election, 5.25 to 1.00 (or, in each case, on any date of determination during any Acquisition Period, 5.50 to 1.00).

(c) Consolidated Senior Secured Leverage Ratio. Commencing with the Measurement Period ending on the last day of the fiscal quarter in which a Notes Offering Election is made, and as of the end of any Measurement Period thereafter, permit the Consolidated Senior Secured Leverage Ratio to be greater than 3.75 to 1.00.

7.12 Amendments of Organization Documents. Amend any of its Organization Documents in a manner that, taken as a whole, is materially adverse to the Lenders, or amend the definition of Available Cash therein.

7.13 Accounting Changes. Make any (a) elective change in accounting policies or reporting practices, except as required by GAAP or as approved by the Borrower’s independent certified public accountants, or (b) change of fiscal year.

7.14 Prepayments, Etc. of Indebtedness. Exercise any option to or otherwise voluntarily prepay, redeem, purchase, defease or otherwise satisfy prior to the scheduled maturity thereof in any manner, or make any payment in violation of any subordination terms of, any Indebtedness permitted under Section 7.02(f) (provided that optional or voluntary

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prepayments of any Indebtedness permitted under Section 7.02(f) shall be permitted with the proceeds of refinancing Indebtedness that otherwise satisfies the requirements of Section 7.02(f)) or Section 7.02(g).

7.15 Amendment, Etc. of Indebtedness. (a) Amend or modify in any manner any term or condition of any Indebtedness incurred pursuant to Section 7.02(f) if, after giving effect to such amendment or modification as if made at the time such Indebtedness were issued, such Indebtedness would not have been allowed to be issued pursuant to Section 7.02(f) or (b) amend or modify in any manner any term or condition of any Indebtedness in a manner materially adverse to the interests of the Secured Parties.

7.16 Foreign Subsidiaries. Create, form or acquire any Foreign Subsidiary.

7.17 State and FERC Regulatory Authority. Knowingly and voluntarily take any action or permit any other Loan Party to knowingly and voluntarily take any action which causes any Loan Party’s business to be regulated in such a manner as to prohibit its incurrence of the Obligations or the consummation of the transactions contemplated hereby in any material respect.

7.18 Swap Contracts. Enter into any Swap Contract unless:

(a) such Swap Contract is made (i) with a Person that is, at the time such Swap Contract is made, either a Lender or an Affiliate of a Lender, or (ii) with another counterparty rated at least A- or better by S&P or A3 or better by Moody’s;

(b) such Swap Contract is entered into to hedge the Relevant Parties’ exposure to fluctuations in prices or rates (or to wholly or partially offset or unwind previous Swap Contracts) and not for speculative purposes; and

(c) with respect to Swap Contracts with the purpose and effect of hedging prices on hydrocarbons, that are not inconsistent in any material respect with the Borrower’s risk management policies and historical practices, which risk management policies, to the extent applicable, shall prohibit maintaining an “open” position in hydrocarbon derivative transactions.

7.19 Anti-Terrorism Law; Anti-Money Laundering; USA Patriot Act; Foreign Corrupt Practices Act.

(a) Directly or indirectly, (i) knowingly conduct any business or engage in making or receiving any contribution of funds, goods or services to or for the benefit of any person described in Section 5.21(b), (ii) knowingly deal in, or otherwise engage in any transaction relating to, any property or interests in property blocked pursuant to the Executive Order or any other Anti-Terrorism Law or (iii) knowingly engage in or conspire to engage in any transaction that evades or avoids, or has the purpose of evading or avoiding, or attempts to violate, any of the prohibitions set forth in any Anti-Terrorism Law, the USA Patriot Act, the FCPA or any other requirement of Law referenced in Section 5.21(a) (and the Relevant Parties shall deliver to

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the Lenders any certification or other evidence requested from time to time by any Lender in its reasonable discretion, confirming the Relevant Parties’ compliance with this Section 7.19).

(b) Cause or permit any of the funds of such Relevant Party that are used to repay the Loans to be derived from any unlawful activity with the result that the making of the Loans would be in violation of any requirement of Law.

7.20 Embargoed Person.

Cause or permit (a) any of the funds or properties of the Relevant Parties that are used to repay the Loans to constitute property of, or be beneficially owned directly or indirectly by, any person subject to sanctions or trade restrictions under United States law (“Embargoed Person” or “Embargoed Persons”) that is publicly identified on (1) the most current “List of Specially Designated Nationals and Blocked Persons” maintained and published by OFAC and/or on any other similar list maintained by OFAC pursuant to any authorizing statute including, but not limited to, the International Emergency Economic Powers Act, 50 U.S.C. §§ 1701 et seq., The Trading with the Enemy Act, 50 U.S.C. App. 1 et seq., and any executive order or requirement of Law promulgated thereunder (or is publicly identified thereunder as prohibited from doing business with the United States), or resides, is organized or chartered, or has a place of business in a country or territory subject to OFAC sanctions or embargo programs, with the result that the investment in the Relevant Parties (whether directly or indirectly) is prohibited by a requirement of Law, or the Loans made by the Lenders would be in violation of a requirement of Law, or (2) the Executive Order, any related enabling legislation or any other similar executive orders or (b) any Embargoed Person to have any direct or indirect interest, of any nature whatsoever in the Relevant Parties, with the result that the investment in the Relevant Parties (whether directly or indirectly) is prohibited by a requirement of Law or the Loans are in violation of a requirement of Law.

7.21 Deposit Accounts, Securities Accounts and Commodity Accounts.

(a) Neither the Borrower nor any other Loan Party shall hereafter establish and maintain, or otherwise deposit, allow to be deposited or hold any funds in, any deposit account, securities account or commodity account, unless it complies with the provisions (including, without limitation, the notice provisions and the control agreement requirements) regarding such accounts set forth in the Security Agreement.

(b) Neither the Borrower nor any other Loan Party shall create, incur, assume or permit to exist, directly or indirectly, any Lien or other claim on any deposit account, securities account or commodity account or the funds deposited therein (other than inchoate Liens arising by operation of law permitted by Section 7.01).

7.22 Material Contracts. Neither the Borrower nor any Restricted Subsidiary may amend or modify or grant any waiver or release under or terminate or assign or consent to the assignment by the counterparty of any Material Contract, if such amendment, modification, waiver, release, termination or assignment could reasonably be expected to result in a Material Adverse Effect or to materially adversely affect the interests of the Secured Parties. Neither the Borrower nor any Restricted Subsidiary may amend or modify the assignability provisions in any

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Material Contract in a manner that would have a materially adverse effect on the rights of the Secured Parties in the Collateral (including in such agreement as Collateral).

7.23 Business of Borrower. Without limiting any restrictions on the Borrower otherwise set forth in this Article VII, Borrower will not (a) engage in any business activities or have any assets or liabilities other than its ownership of the Equity Interests of its Subsidiaries together with activities, and assets and liabilities, in each case incidental thereto, including, in each case, its liabilities pursuant to the Loan Documents, or (b) incur any Liens or incur any Indebtedness except as permitted under the Loan Documents (other than Indebtedness under Section 7.02(e)).

ARTICLE VIII
EVENTS OF DEFAULT AND REMEDIES

8.01 Events of Default. Any of the following shall constitute an Event of Default:

(a) Non-Payment. The Borrower or any other Loan Party fails to (i) pay when and as required to be paid herein, any amount of principal of any Loan, Swingline Loan, any L/C Obligation or deposit any funds as Cash Collateral in respect of L/C Obligations, or (ii) pay within five days after the same becomes due, any interest on any Loan, Swingline Loan or on any L/C Obligation, any fee due hereunder, or other amount payable hereunder or under any other Loan Document; or

(b) Specific Covenants. Any Loan Party fails to perform or observe any term, covenant or agreement contained in any of Section 6.01, 6.02, 6.03, 6.05(a), 6.07, 6.10, 6.11, 6.12, 6.16, 6.17, Error! Reference source not found. or ARTICLE VII; or

(c) Other Defaults. Any Loan Party fails to perform or observe any other covenant or agreement (not specified in Section 8.01(a) or (b) above) contained in any Loan Document on its part to be performed or observed and such failure continues for 30 days after notice thereof to the Borrower from the Administrative Agent; or

(d) Representations and Warranties. Any representation, warranty, certification or statement of fact made or deemed made by or on behalf of the Borrower or any other Loan Party herein, in any other Loan Document, or in any document delivered in connection herewith or therewith shall be incorrect or misleading in any material respect (except with respect to such representations, warranties, certifications or statements of fact which are expressly qualified by materiality, which shall be incorrect or misleading in any respect) when made or deemed made; or

(e) Cross-Default. (i) Any Relevant Party (A) fails, after the expiration of any applicable grace period, to make any payment when due (whether by scheduled maturity, required prepayment, acceleration, demand, or otherwise) in respect of any Indebtedness (other than Indebtedness hereunder) having an aggregate outstanding principal amount (including

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amounts owing to all creditors under any combined or syndicated credit arrangement) of more than the Threshold Amount, or (B) fails, after the expiration of any applicable grace period, to observe or perform any other agreement or condition relating to any such Indebtedness or contained in any instrument or agreement evidencing, securing or relating thereto, or any other event occurs, the effect of which default or other event is to cause, or to permit the holder or holders of such Indebtedness (or a trustee or agent on behalf of such holder or holders) to cause, with the giving of notice if required, such Indebtedness to be demanded or to become due or to be repurchased, prepaid, defeased or redeemed (automatically or otherwise), or an offer to repurchase, prepay, defease or redeem such Indebtedness to be made, prior to its stated maturity; or (ii) there occurs under any Swap Contract an Early Termination Date (as defined in such Swap Contract) resulting from (A) any event of default under such Swap Contract as to which a Relevant Party is the Defaulting Party (as defined in such Swap Contract) or (B) any Termination Event (as so defined) under such Swap Contract as to which a Relevant Party is an Affected Party (as so defined) and, in either event, the Swap Termination Value owed by such Relevant Party as a result thereof is greater than the Threshold Amount; or

(f) Insolvency Proceedings, Etc. Any Loan Party institutes or consents to the institution of any proceeding under any Debtor Relief Law, or makes an assignment for the benefit of creditors; or applies for or consents to the appointment of any receiver, trustee, custodian, conservator, liquidator, rehabilitator or similar officer for it or for all or any material part of its property; or any receiver, trustee, custodian, conservator, liquidator, rehabilitator or similar officer is appointed without the application or consent of such Person and the appointment continues undischarged or unstayed for 60 calendar days; or any proceeding under any Debtor Relief Law relating to any such Person or to all or any material part of its property is instituted without the consent of such Person and continues undismissed or unstayed for 60 calendar days, or an order for relief is entered in any such proceeding; or

(g) Attachment. Any writ or warrant of attachment or execution or similar process is issued or levied against all or any material part of the property of any Loan Party and is not released, stayed, vacated or fully bonded within 30 days after its issue or levy; or

(h) Judgments. There is entered against any Relevant Party one or more final judgments or orders for the payment of money in an aggregate amount (as to all such judgments and orders) exceeding the Threshold Amount (to the extent not covered by independent third-party insurance as to which the insurer is rated at least “A” by A.M. Best Company, has been notified of the potential claim and does not dispute coverage), and there is a period of 30 consecutive days during which such final judgment is not discharged, vacated, bonded or satisfied or a stay of enforcement of such final judgment, by reason of a pending appeal or otherwise, is not in effect; or

(i) ERISA. (i) An ERISA Event occurs with respect to a Pension Plan or Multiemployer Plan which has resulted or could reasonably be expected to result in liability of the Borrower under Title IV of ERISA to the Pension Plan, Multiemployer Plan or the PBGC in an aggregate amount in excess of the Threshold Amount, or (ii) the Borrower or any ERISA

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Affiliate fails to pay when due, after the expiration of any applicable grace period, any installment payment with respect to its withdrawal liability under Section 4201 of ERISA under a Multiemployer Plan in an aggregate amount in excess of the Threshold Amount; or

(j) Invalidity of Loan Documents. Any provision of any Loan Document, at any time after its execution and delivery and for any reason other than as expressly permitted hereunder or thereunder or satisfaction in full of all the Obligations (other than (A) contingent indemnification obligations and (B) obligations and liabilities under Secured Cash Management Agreements and Secured Hedge Agreements as to which arrangements satisfactory to the applicable Cash Management Bank or Hedge Bank shall have been made), ceases to be in full force and effect; or any Loan Party or any Affiliate thereof asserts that any provision of any Loan Document is not the valid and enforceable obligation of such Loan Party; or

(k) Change of Control. There occurs any Change of Control; or

(l) Collateral Documents. Any Collateral Document after delivery thereof pursuant to Section 4.01, or 6.12 shall for any reason (other than pursuant to the terms of the Loan Documents) cease to create a valid first priority Lien (subject only to the Permitted Encumbrances) on Collateral with a fair market value equal to or greater than $3,000,000 purported to be covered thereby;

(m) Environmental Liability. A court of competent jurisdiction enters judgment against any Relevant Party relative to one or more Environmental Liabilities or one or more violations of any Environmental Laws that has resulted or could reasonably be expected to result in a Material Adverse Effect; or

(n) Material Contracts. Any breach or default by any party thereto that gives any party thereto the right to terminate any Antero Corp Agreement or termination of any Antero Corp Agreement unless such (i) breach or default is cured within 60 days or (ii) contract or agreement is replaced within 60 days with one or more contracts with terms and counterparties that have been approved by the Required Lenders.

8.02 Remedies upon Event of Default. If any Event of Default occurs and is continuing, the Administrative Agent shall, at the request of, or may, with the consent of, the Required Lenders, take any or all of the following actions:

(a) declare the commitment of each Lender to make Loans, the Swingline Lender to make Swingline Loans, and any obligation of the L/C Issuer to make L/C Credit Extensions to be terminated, whereupon such commitments and obligation shall be terminated;

(b) declare the unpaid principal amount of all outstanding Loans, all interest accrued and unpaid thereon, and all other amounts owing or payable hereunder or under any other Loan Document to be immediately due and payable, without presentment, demand, protest or other notice of any kind, all of which are hereby expressly waived by the Borrower;

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(c) require that the Borrower Cash Collateralize the L/C Obligations (in an amount equal to the then Outstanding Amount thereof); and

(d) exercise on behalf of itself, the Lenders and the L/C Issuer all rights and remedies available to it, the Lenders and the L/C Issuer under the Loan Documents;

provided, however, that upon the occurrence of an actual or deemed entry of an order for relief with respect to the Borrower under the Bankruptcy Code of the United States, the obligation of each Lender to make Loans, the Swingline Lender to make Swingline Loans and any obligation of the L/C Issuer to make L/C Credit Extensions shall automatically terminate, the unpaid principal amount of all outstanding Loans and all interest and other amounts as aforesaid shall automatically become due and payable, and the obligation of the Borrower to Cash Collateralize the L/C Obligations as aforesaid shall automatically become effective, in each case without further act of the Administrative Agent or any Lender.

8.03 Application of Funds. After the exercise of remedies provided for in Section 8.02 (or after the Loans have automatically become immediately due and payable and the L/C Obligations have automatically been required to be Cash Collateralized as set forth in the proviso to Section 8.02), any amounts received on account of the Obligations shall, subject to the provisions of Sections 2.14 and 2.15, be applied by the Administrative Agent in the following order:

First, to payment of that portion of the Obligations constituting fees, indemnities, expenses and other amounts (including fees, charges and disbursements of counsel to the Administrative Agent and amounts payable under ARTICLE III) payable to the Administrative Agent in its capacity as such;

Second, to payment of that portion of the Obligations constituting fees, indemnities and other amounts (other than principal, interest and Letter of Credit Fees) payable to the Lenders, the Swingline Lender and the L/C Issuer (including fees, charges and disbursements of counsel to the respective Lenders, the Swingline Lender and the L/C Issuer) arising under the Loan Documents and amounts payable under ARTICLE III, ratably among them in proportion to the respective amounts described in this clause Second payable to them;

Third, to payment of that portion of the Obligations constituting accrued and unpaid Letter of Credit Fees and interest on the Loans, Swingline Loans, L/C Borrowings and other Obligations arising under the Loan Documents, ratably among the Lenders and the L/C Issuer in proportion to the respective amounts described in this clause Third payable to them;

Fourth, to payment of that portion of the Obligations constituting unpaid principal of the Loans, Swingline Loans, L/C Borrowings and Obligations then owing under Secured Hedge Agreements and Secured Cash Management Agreements, ratably among the Lenders, the L/C Issuer, the Hedge Banks and the Cash Management Banks in proportion to the respective amounts described in this clause Fourth held by them;

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Fifth, to the Administrative Agent for the account of the L/C Issuer, to Cash Collateralize that portion of L/C Obligations comprised of the aggregate undrawn amount of Letters of Credit to the extent not otherwise Cash Collateralized by the Borrower pursuant to Sections 2.03 and 2.14; and

Last, the balance, if any, after all of the Obligations (other than (A) contingent indemnification obligations and (B) obligations and liabilities under Secured Cash Management Agreements and Secured Hedge Agreements as to which arrangements satisfactory to the applicable Cash Management Bank or Hedge Bank shall have been made) have been indefeasibly paid in full, to the Borrower or as otherwise required by Law.

Subject to Sections 2.03(c) and 2.14, amounts used to Cash Collateralize the aggregate undrawn amount of Letters of Credit pursuant to clause Fifth above shall be applied to satisfy drawings under such Letters of Credit as they occur. If any amount remains on deposit as Cash Collateral after all Letters of Credit have either been fully drawn or expired, such remaining amount shall be applied to the other Obligations, if any, in the order set forth above.

Notwithstanding the foregoing, Obligations arising under Secured Cash Management Agreements and Secured Hedge Agreements shall be excluded from the application described above if the Administrative Agent has not received written notice thereof, together with such supporting documentation as the Administrative Agent may request, from the applicable Cash Management Bank or Hedge Bank, as the case may be. Each Cash Management Bank or Hedge Bank not a party to the Credit Agreement that has given the notice contemplated by the preceding sentence shall, by such notice, be deemed to have acknowledged and accepted the appointment of the Administrative Agent pursuant to the terms of ARTICLE IX hereof for itself and its Affiliates as if a “Lender” party hereto.

ARTICLE IX
ADMINISTRATIVE AGENT

9.01 Appointment and Authority.

(a) Each of the Lenders, the Swingline Lender and the L/C Issuer hereby irrevocably appoints Wells Fargo to act on its behalf as the Administrative Agent hereunder and under the other Loan Documents and authorizes the Administrative Agent to take such actions on its behalf and to exercise such powers as are delegated to the Administrative Agent by the terms hereof or thereof, together with such actions and powers as are reasonably incidental thereto. The provisions of this Article are solely for the benefit of the Administrative Agent, the Lenders, the Swingline Lender and the L/C Issuer, and the Borrower shall not have rights as a third party beneficiary of any of such provisions other than its rights under Section 9.10.

(b) The Administrative Agent shall also act as the “collateral agent” under the Loan Documents, and each of the Lenders (including in its capacities as a potential Hedge Bank and a potential Cash Management Bank), the Swingline Lender and the L/C Issuer hereby irrevocably appoints and authorizes the Administrative Agent to act as the agent of such Lender, the

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Swingline Lender and the L/C Issuer for purposes of acquiring, holding and enforcing any and all Liens on Collateral granted by any of the Loan Parties to secure any of the Obligations, together with such powers and discretion as are reasonably incidental thereto. In this connection, the Administrative Agent, as “collateral agent” and any co-agents, sub-agents and attorneys-in-fact appointed by the Administrative Agent pursuant to Section 9.05 for purposes of holding or enforcing any Lien on the Collateral (or any portion thereof) granted under the Collateral Documents, or for exercising any rights and remedies thereunder at the direction of the Administrative Agent), shall be entitled to the benefits of all provisions of this ARTICLE IX and ARTICLE X (including Section 10.04(c), as though such co-agents, sub-agents and attorneys-in-fact were the “collateral agent” under the Loan Documents) as if set forth in full herein with respect thereto.

9.02 Rights as a Lender. The Person serving as the Administrative Agent hereunder shall have the same rights and powers in its capacity as a Lender as any other Lender and may exercise the same as though it were not the Administrative Agent and the term “Lender” or “Lenders” shall, unless otherwise expressly indicated or unless the context otherwise requires, include the Person serving as the Administrative Agent hereunder in its individual capacity. Such Person and its Affiliates may accept deposits from, lend money to, act as the financial advisor or in any other advisory capacity for and generally engage in any kind of business with the Borrower or any Subsidiary or other Affiliate thereof as if such Person were not the Administrative Agent hereunder and without any duty to account therefor to the Lenders.

9.03 Exculpatory Provisions. The Administrative Agent shall not have any duties or obligations except those expressly set forth herein and in the other Loan Documents. Without limiting the generality of the foregoing, the Administrative Agent:

(a) shall not be subject to any fiduciary or other implied duties, regardless of whether a Default has occurred and is continuing;

(b) shall not have any duty to take any discretionary action or exercise any discretionary powers, except discretionary rights and powers expressly contemplated hereby or by the other Loan Documents that the Administrative Agent is required to exercise as directed in writing by the Required Lenders (or such other number or percentage of the Lenders as shall be expressly provided for herein or in the other Loan Documents), provided that the Administrative Agent shall not be required to take any action that, in its opinion or the opinion of its counsel, may expose the Administrative Agent to liability or that is contrary to any Loan Document or applicable law; and

(c) shall not, except as expressly set forth herein and in the other Loan Documents, have any duty to disclose, and shall not be liable for the failure to disclose, any information relating to the Borrower or any of its Affiliates that is communicated to or obtained by the Person serving as the Administrative Agent or any of its Affiliates in any capacity.

(d) shall not be liable for any action taken or not taken by it (i) with the consent or at the request of the Required Lenders (or such other number or percentage of the Lenders as shall

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be necessary, or as the Administrative Agent shall believe in good faith shall be necessary, under the circumstances as provided in Sections 10.01 and 8.02) or (ii) in the absence of its own gross negligence or willful misconduct. The Administrative Agent shall be deemed not to have knowledge of any Default unless and until notice describing such Default is given to the Administrative Agent by the Borrower, a Lender, the Swingline Lender or the L/C Issuer.

(e) shall not be responsible for or have any duty to ascertain or inquire into (i) any statement, warranty or representation made in or in connection with this Agreement or any other Loan Document, (ii) the contents of any certificate, report or other document delivered hereunder or thereunder or in connection herewith or therewith, (iii) the performance or observance of any of the covenants, agreements or other terms or conditions set forth herein or therein or the occurrence of any Default, (iv) the validity, enforceability, effectiveness or genuineness of this Agreement, any other Loan Document or any other agreement, instrument or document, or the creation, perfection or priority of any Lien purported to be created by the Collateral Documents, (v) the value or the sufficiency of any Collateral, or (v) the satisfaction of any condition set forth in ARTICLE IV or elsewhere herein, other than to confirm receipt of items expressly required to be delivered to the Administrative Agent.

9.04 Reliance by Administrative Agent. The Administrative Agent shall be entitled to rely upon, and shall not incur any liability for relying upon, any notice, request, certificate, consent, statement, instrument, document or other writing (including any electronic message, Internet or intranet website posting or other distribution) believed by it to be genuine and to have been signed, sent or otherwise authenticated by the proper Person. The Administrative Agent also may rely upon any statement made to it orally or by telephone and believed by it to have been made by the proper Person, and shall not incur any liability for relying thereon. In determining compliance with any condition hereunder to the making of a Loan, the making of a Swingline Loan or the issuance of a Letter of Credit, that by its terms must be fulfilled to the satisfaction of a Lender, the Swingline Lender or the L/C Issuer, the Administrative Agent may presume that such condition is satisfactory to such Lender, the Swingline Lender or the L/C Issuer unless the Administrative Agent shall have received notice to the contrary from such Lender or the L/C Issuer prior to the making of such Loan or the issuance of such Letter of Credit. The Administrative Agent may consult with legal counsel (who may be counsel for the Borrower), independent accountants and other experts selected by it, and shall not be liable for any action taken or not taken by it in accordance with the advice of any such counsel, accountants or experts.

9.05 Delegation of Duties. The Administrative Agent may perform any and all of its duties and exercise its rights and powers hereunder or under any other Loan Document by or through any one or more sub-agents appointed by the Administrative Agent. The Administrative Agent and any such sub-agent may perform any and all of its duties and exercise its rights and powers by or through their respective Related Parties. The exculpatory provisions of this Article shall apply to any such sub-agent and to the Related Parties of the Administrative Agent and any such sub-agent, and shall apply to their respective activities in connection with the syndication of the credit facilities provided for herein as well as activities as Administrative Agent.

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9.06 Resignation of Administrative Agent. The Administrative Agent may at any time give notice of its resignation to the Lenders, the Swingline Issuer, the L/C Issuer and the Borrower. Upon receipt of any such notice of resignation, the Required Lenders shall have the right, in consultation with the Borrower, to appoint a successor, which shall be a Lender with an office in the United States, or an Affiliate of any such Lender with an office in the United States; provided, however, if no Lender or Affiliate of a Lender is so appointed, then such successor does not need to be a Lender or an Affiliate of a Lender but shall be a bank with an office in the United States, or an Affiliate of any such bank with an office in the United States. If no such successor shall have been so appointed by the Required Lenders and shall have accepted such appointment within 30 days after the retiring Administrative Agent gives notice of its resignation, then the retiring Administrative Agent may on behalf of the Lenders, the Swingline Lender and the L/C Issuer, appoint a successor Administrative Agent meeting the qualifications set forth above; provided that if the Administrative Agent shall notify the Borrower and the Lenders that no qualifying Person has accepted such appointment, then such resignation shall nonetheless become effective in accordance with such notice and (a) the retiring Administrative Agent shall be discharged from its duties and obligations hereunder and under the other Loan Documents (except that in the case of any collateral security held by the Administrative Agent on behalf of the Lenders, the Swingline Lender or the L/C Issuer under any of the Loan Documents, the retiring Administrative Agent shall continue to hold such collateral security until such time as a successor Administrative Agent is appointed) and (b) all payments, communications and determinations provided to be made by, to or through the Administrative Agent shall instead be made by or to each Lender, the Swingline Lender and the L/C Issuer directly, until such time as the Required Lenders appoint a successor Administrative Agent as provided for above in this Section. Upon the acceptance of a successor’s appointment as Administrative Agent hereunder, such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of the retiring (or retired) Administrative Agent, and the retiring Administrative Agent shall be discharged from all of its duties and obligations hereunder or under the other Loan Documents (if not already discharged therefrom as provided above in this Section). The fees payable by the Borrower to a successor Administrative Agent shall be the same as those payable to its predecessor unless otherwise agreed between the Borrower and such successor. After the retiring Administrative Agent’s resignation hereunder and under the other Loan Documents, the provisions of this Article and Section 10.04 shall continue in effect for the benefit of such retiring Administrative Agent, its sub-agents and their respective Related Parties in respect of any actions taken or omitted to be taken by any of them while the retiring Administrative Agent was acting as Administrative Agent.

Any resignation by Wells Fargo as Administrative Agent pursuant to this Section shall also constitute its resignation as Swingline Lender and L/C Issuer. Upon the acceptance of a successor’s appointment as Administrative Agent hereunder, (i) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of the retiring Swingline Lender and L/C Issuer, (ii) the retiring Swingline Lender and L/C Issuer shall be discharged from all of their respective duties and obligations hereunder or under the other Loan Documents, and (iii) the successor L/C Issuer shall issue letters of credit in substitution for the Letters of Credit, if any, outstanding at the time of such succession or make other arrangements satisfactory to the

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retiring L/C Issuer to effectively assume the obligations of the retiring L/C Issuer with respect to such Letters of Credit.

9.07 Non-Reliance on Administrative Agent and Other Lenders. Each Lender, the Swingline Lender and the L/C Issuer acknowledges that it has, independently and without reliance upon the Administrative Agent or any other Lender or any of their Related Parties and based on such documents and information as it has deemed appropriate, made its own credit analysis and decision to enter into this Agreement. Each Lender, the Swingline Lender and the L/C Issuer also acknowledges that it will, independently and without reliance upon the Administrative Agent or any other Lender or any of their Related Parties and based on such documents and information as it shall from time to time deem appropriate, continue to make its own decisions in taking or not taking action under or based upon this Agreement, any other Loan Document or any related agreement or any document furnished hereunder or thereunder.

9.08 No Other Duties, Etc. Anything herein to the contrary notwithstanding, none of the Sole Bookrunner or Joint Lead Arrangers listed on the cover page hereof shall have any powers, duties or responsibilities under this Agreement or any of the other Loan Documents, except in its capacity, as applicable, as the Administrative Agent, a Lender, the Swingline Lender or the L/C Issuer hereunder.

9.09 Administrative Agent May File Proofs of Claim. In case of the pendency of any proceeding under any Debtor Relief Law or any other judicial proceeding relative to any Loan Party, the Administrative Agent (irrespective of whether the principal of any Loan, Swingline Loan or L/C Obligation shall then be due and payable as herein expressed or by declaration or otherwise and irrespective of whether the Administrative Agent shall have made any demand on the Borrower) shall be entitled and empowered, by intervention in such proceeding or otherwise:

(a) to file and prove a claim for the whole amount of the principal and interest owing and unpaid in respect of the Loans, Swingline Loans, L/C Obligations and all other Obligations that are owing and unpaid and to file such other documents as may be necessary or advisable in order to have the claims of the Lenders, the Swingline Loan, the L/C Issuer and the Administrative Agent (including any claim for the reasonable compensation, expenses, disbursements and advances of the Lenders, the Swingline Lender, the L/C Issuer and the Administrative Agent and their respective agents and counsel and all other amounts due the Lenders, the Swingline Lender, the L/C Issuer and the Administrative Agent under Sections 2.03(h) and (i), 2.08 and 10.04) allowed in such judicial proceeding; and

(b) to collect and receive any monies or other property payable or deliverable on any such claims and to distribute the same; and any custodian, receiver, assignee, trustee, liquidator, sequestrator or other similar official in any such judicial proceeding is hereby authorized by each Lender, Swingline Lender and the L/C Issuer to make such payments to the Administrative Agent and, if the Administrative Agent shall consent to the making of such payments directly to the Lenders, the Swingline Lender and the L/C Issuer, to pay to the Administrative Agent any amount due for the reasonable compensation, expenses, disbursements and advances of the

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Administrative Agent and its agents and counsel, and any other amounts due the Administrative Agent under Sections 2.08 and 10.04.

Nothing contained herein shall be deemed to authorize the Administrative Agent to authorize or consent to or accept or adopt on behalf of any Lender, the Swingline Lender or the L/C Issuer any plan of reorganization, arrangement, adjustment or composition affecting the Obligations or the rights of any Lender, the Swingline Lender or the L/C Issuer to authorize the Administrative Agent to vote in respect of the claim of any Lender, the Swingline Lender or the L/C Issuer or in any such proceeding.

9.10 Collateral and Guaranty Matters. Each of the Lenders (including in its capacities as a potential Cash Management Bank and a potential Hedge Bank), the Swingline Lender, the L/C Issuer and the other Secured Parties irrevocably authorize the Administrative Agent to take the following actions, and the Administrative Agent hereby agrees to take such actions upon the Borrower’s request:

(a) to release any Lien on any property granted to or held by the Administrative Agent under any Loan Document (i) upon termination of the Aggregate Commitments and payment in full of all Obligations (other than (A) contingent indemnification obligations and (B) obligations and liabilities under Secured Cash Management Agreements and Secured Hedge Agreements as to which arrangements satisfactory to the applicable Cash Management Bank or Hedge Bank shall have been made) and the expiration or termination of all Letters of Credit (other than Letters of Credit as to which other arrangements satisfactory to the Administrative Agent, the Swingline Lender and the L/C Issuer shall have been made), (ii) that is sold or to be sold as part of or in connection with any sale permitted hereunder or under any other Loan Document, or (iii) if approved, authorized or ratified in writing in accordance with Section 10.01; and

(b) to release any Guarantor from its obligations under the Guaranty if such Person ceases to be a Loan Party as a result of a transaction permitted hereunder.

Upon request by the Administrative Agent at any time, the Required Lenders will confirm in writing the Administrative Agent’s authority to release its interest in particular types or items of property, or to release any Guarantor from its obligations under the Guaranty pursuant to this Section 9.10. In each case as specified in this Section 9.10, the Administrative Agent will, at the Borrower’s expense, execute and deliver to the applicable Loan Party such documents as such Loan Party may reasonably request to evidence the release of such item of Collateral from the assignment and security interest granted under the Collateral Documents or to release such Guarantor from its obligations under the Guaranty, in each case in accordance with the terms of the Loan Documents and this Section 9.10.

9.11 Secured Cash Management Agreements and Secured Hedge Agreements. No Cash Management Bank or Hedge Bank that obtains the benefits of Section 8.03, any Guaranty or any Collateral by virtue of the provisions hereof or of any Guaranty or any Collateral Document shall have any right to notice of any action or to consent to, direct or object to any

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action hereunder or under any other Loan Document or otherwise in respect of the Collateral (including the release or impairment of any Collateral) other than in its capacity as a Lender and, in such case, only to the extent expressly provided in the Loan Documents. Notwithstanding any other provision of this ARTICLE IX to the contrary, the Administrative Agent shall not be required to verify the payment of, or that other satisfactory arrangements have been made with respect to, Obligations arising under Secured Cash Management Agreements and Secured Hedge Agreements unless the Administrative Agent has received written notice of such Obligations, together with such supporting documentation as the Administrative Agent may request, from the applicable Cash Management Bank or Hedge Bank, as the case may be.

9.12 Co-Documentation Agent; Syndication Agent. Notwithstanding any other provision of this Agreement or any provision of any other Loan Document, each of the Syndication Agent and the Co-Documentation Agents are named as such for recognition purposes only, and in their respective capacities as such shall have no duties, responsibilities or liabilities with respect to this Agreement or any other Loan Document; it being understood and agreed that each of the Syndication Agent and the Co-Documentation Agents in their respective capacities as such shall be entitled to all indemnification and reimbursement rights in favor of the Administrative Agent provided herein and in the other Loan Documents. Without limitation of the foregoing, none of the Syndication Agent or the Co-Documentation Agents in their respective capacities as such shall, by reason of this Agreement or any other Loan Document, have any fiduciary relationship in respect of any Lender, Loan Party or any other Person.

ARTICLE X
MISCELLANEOUS

10.01 Amendments, Etc. No amendment or waiver of any provision of this Agreement or any other Loan Document (other than any AutoBorrow Agreement), and no consent to any departure by the Borrower or any other Loan Party therefrom, shall be effective unless in writing signed by the Required Lenders or the Administrative Agent at the direction of the Required Lenders and the Borrower or the applicable Loan Party, as the case may be, and acknowledged by the Administrative Agent, and each such waiver or consent shall be effective only in the specific instance and for the specific purpose for which given; provided, however, that no such amendment, waiver or consent shall:

(a) waive any condition set forth in Section 4.01 (other than Section 4.01(b)(i)), or, in the case of the initial Credit Extension, Section 4.02, without the written consent of each Lender;

(b) extend or increase the Commitment of any Lender (or reinstate any Commitment terminated pursuant to Section 8.02) without the written consent of such Lender;

(c) postpone any date fixed by this Agreement or any other Loan Document for any payment (excluding mandatory prepayments) of principal, interest, fees or other amounts due to any Lender hereunder or under such other Loan Document without the written consent of such Lender;

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(d) reduce the principal of, or the rate of interest specified herein on, any Loan, Swingline Loan or L/C Borrowing, or (subject to clause (iii) of the second proviso to this Section 10.01) any fees or other amounts payable hereunder or under any other Loan Document without the written consent of each Lender entitled to such amount; provided, however, that only the consent of the Required Lenders shall be necessary (i) to amend the definition of “Default Rate” or to waive any obligation of the Borrower to pay interest or Letter of Credit Fees at the Default Rate or (ii) to amend any financial covenant hereunder (or any defined term used therein) even if the effect of such amendment would be to reduce the rate of interest on any Loan, Swingline Loan or L/C Borrowing or to reduce any fee payable hereunder;

(e) change Section 8.03 in a manner that would alter the pro rata sharing of payments required thereby without the written consent of each Lender;

(f) change any provision of this Section 10.01 or the definition of “Required Lenders” or any other provision hereof specifying the number or percentage of Lenders required to amend, waive or otherwise modify any rights hereunder or make any determination or grant any consent hereunder, without the written consent of each Lender;

(g) release all or substantially all of the Collateral in any transaction or series of related transactions (other than in connection with the Loan Documents), without the written consent of each Lender; or

(h) release all or substantially all of the value of the Guaranty, without the written consent of each Lender, except to the extent the release of any Subsidiary from the Guaranty is permitted pursuant to Section 9.10 (in which case such release may be made by the Administrative Agent acting alone);

and provided, further, that (i) no amendment, waiver or consent shall, unless in writing and signed by the L/C Issuer in addition to the Lenders required above, affect the rights or duties of the L/C Issuer under this Agreement or any Issuer Document relating to any Letter of Credit issued or to be issued by it; (ii) no amendment, waiver or consent shall, unless in writing and signed by the Administrative Agent in addition to the Lenders required above, affect the rights or duties of the Administrative Agent under this Agreement or any other Loan Document; (iii) the Commitment Letter may be amended, or rights or privileges thereunder waived, in a writing executed only by the parties thereto; and (iv) no amendment, waiver or consent shall, unless in writing and signed by the Swingline Lender in addition to the Lenders required above, affect the rights or duties of the Swingline Lender under this Agreement. Notwithstanding anything to the contrary herein, no Defaulting Lender shall have any right to approve or disapprove any amendment, waiver or consent hereunder, except that the Commitment of such Lender may not be increased or extended, any amount owing to such Lender reduced, the final maturity thereof extended, or the voting provisions hereof with respect to such Lender amended without the consent of such Lender.

If any Lender does not consent to a proposed amendment, waiver, consent or release with respect to any Loan Document that requires the consent of each Lender or each affected Lender

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and that has been approved by the Required Lenders, the Borrower may replace such non-consenting Lender in accordance with Section 10.13; provided that such amendment, waiver, consent or release can be effected as a result of the assignment contemplated by such Section (together with all other such assignments required by the Borrower to be made pursuant to this paragraph).

10.02 Notices; Effectiveness; Electronic Communications.

(a) Notices Generally. Except in the case of notices and other communications expressly permitted to be given by telephone (and except as provided in subsection 10.02(b) below), all notices and other communications provided for herein shall be in writing and shall be delivered by hand or overnight courier service, mailed by certified or registered mail or sent by telecopier as follows, and all notices and other communications expressly permitted hereunder to be given by telephone shall be made to the applicable telephone number, as follows:

(i) if to the Borrower, the Administrative Agent, the Swingline Lender or the L/C Issuer, to the address, telecopier number, electronic mail address or telephone number specified for such Person on Schedule 10.02; and

(ii) if to any other Lender, to the address, telecopier number, electronic mail address or telephone number specified in its Administrative Questionnaire.

Notices and other communications sent by hand or overnight courier service, or mailed by certified or registered mail, shall be deemed to have been given when received; notices and other communications sent by telecopier shall be deemed to have been given when sent (except that, if not given during normal business hours for the recipient, shall be deemed to have been given at the opening of business on the next business day for the recipient). Notices and other communications delivered through electronic communications to the extent provided in subsection (b) below shall be effective as provided in such subsection (b).

(b) Electronic Communications. Notices and other communications to the Lenders, the Swingline and the L/C Issuer hereunder may be delivered or furnished by electronic communication (including e-mail and Internet or intranet websites) pursuant to procedures approved by the Administrative Agent, provided that the foregoing shall not apply to notices to any Lender, the Swingline Lender or the L/C Issuer pursuant to ARTICLE II if such Lender or the L/C Issuer, as applicable, has notified the Administrative Agent that it is incapable of receiving notices under such Article by electronic communication. The Administrative Agent or the Borrower may, in its discretion, agree to accept notices and other communications to it hereunder by electronic communications pursuant to procedures approved by it, provided that approval of such procedures may be limited to particular notices or communications.

Unless the Administrative Agent otherwise prescribes, (i) notices and other communications sent to an e-mail address shall be deemed received upon the sender’s receipt of an acknowledgement from the intended recipient (such as by the “return receipt requested” function, as available, return e-mail or other written acknowledgement), provided that if such

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notice or other communication is not sent during the normal business hours of the recipient, such notice or communication shall be deemed to have been sent at the opening of business on the next business day for the recipient, and (ii) notices or communications posted to an Internet or intranet website shall be deemed received upon the deemed receipt by the intended recipient at its e-mail address as described in the foregoing clause (i) of notification that such notice or communication is available and identifying the website address therefor.

(c) The Platform. THE PLATFORM IS PROVIDED “AS IS” AND “AS AVAILABLE.” THE AGENT PARTIES (AS DEFINED BELOW) DO NOT WARRANT THE ACCURACY OR COMPLETENESS OF THE BORROWER MATERIALS OR THE ADEQUACY OF THE PLATFORM, AND EXPRESSLY DISCLAIM LIABILITY FOR ERRORS IN OR OMISSIONS FROM THE BORROWER MATERIALS. NO WARRANTY OF ANY KIND, EXPRESS, IMPLIED OR STATUTORY, INCLUDING ANY WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT OF THIRD PARTY RIGHTS OR FREEDOM FROM VIRUSES OR OTHER CODE DEFECTS, IS MADE BY ANY AGENT PARTY IN CONNECTION WITH THE BORROWER MATERIALS OR THE PLATFORM. In no event shall the Administrative Agent or any of its Related Parties (collectively, the “Agent Parties”) have any liability to the Borrower, any Lender, the Swingline Lender, the L/C Issuer or any other Person for losses, claims, damages, liabilities or expenses of any kind (whether in tort, contract or otherwise) arising out of the Borrower’s or the Administrative Agent’s transmission of Borrower Materials through the Internet, except to the extent that such losses, claims, damages, liabilities or expenses are determined by a court of competent jurisdiction by a final and nonappealable judgment to have resulted from the gross negligence or willful misconduct of such Agent Party; provided, however, that in no event shall any Agent Party have any liability to the Borrower, any Lender, the Swingline Lender, the L/C Issuer or any other Person for indirect, special, incidental, consequential or punitive damages (as opposed to direct or actual damages).

(d) Change of Address, Etc. Each of the Borrower, the Administrative Agent, the Swingline Lender and the L/C Issuer may change its address, telecopier or telephone number for notices and other communications hereunder by notice to the other parties hereto. Each other Lender may change its address, telecopier or telephone number for notices and other communications hereunder by notice to the Borrower, the Administrative Agent, the Swingline Lender and the L/C Issuer. In addition, each Lender agrees to notify the Administrative Agent from time to time to ensure that the Administrative Agent has on record (i) an effective address, contact name, telephone number, telecopier number and electronic mail address to which notices and other communications may be sent and (ii) accurate wire instructions for such Lender. Furthermore, each Public Lender agrees to cause at least one individual at or on behalf of such Public Lender to at all times have selected the “Private Side Information” or similar designation on the content declaration screen of the Platform in order to enable such Public Lender or its delegate, in accordance with such Public Lender’s compliance procedures and applicable Law, including United States Federal and state securities Laws, to make reference to Borrower Materials that are not made available through the “Public Side Information” portion of the

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Platform and that may contain material non-public information with respect to the Borrower or its securities for purposes of United States Federal or state securities laws.

(e) Reliance by Administrative Agent, the Swingline Lender, L/C Issuer and Lenders. The Administrative Agent, the Swingline Lender, the L/C Issuer and the Lenders shall be entitled to rely and act upon any notices (including telephonic Loan Notices) purportedly given by or on behalf of the Borrower even if (i) such notices were not made in a manner specified herein, were incomplete or were not preceded or followed by any other form of notice specified herein, or (ii) the terms thereof, as understood by the recipient, varied from any confirmation thereof. The Borrower shall indemnify the Administrative Agent, the Swingline Lender, the L/C Issuer, each Lender and the Related Parties of each of them from all losses, costs, expenses and liabilities resulting from the reasonable reliance by such Person on each notice purportedly given by or on behalf of the Borrower. All telephonic notices to and other telephonic communications with the Administrative Agent may be recorded by the Administrative Agent, and each of the parties hereto hereby consents to such recording.

10.03 No Waiver; Cumulative Remedies; Enforcement. No failure by any Lender, the Swingline Lender, the L/C Issuer or the Administrative Agent to exercise, and no delay by any such Person in exercising, any right, remedy, power or privilege hereunder or under any other Loan Document shall operate as a waiver thereof; nor shall any single or partial exercise of any right, remedy, power or privilege hereunder preclude any other or further exercise thereof or the exercise of any other right, remedy, power or privilege. The rights, remedies, powers and privileges herein provided, and provided under each other Loan Document, are cumulative and not exclusive of any rights, remedies, powers and privileges provided by law.

Notwithstanding anything to the contrary contained herein or in any other Loan Document, the authority to enforce rights and remedies hereunder and under the other Loan Documents against the Loan Parties or any of them shall be vested exclusively in, and all actions and proceedings at law in connection with such enforcement shall be instituted and maintained exclusively by, the Administrative Agent in accordance with Section 8.02 for the benefit of all the Lenders, the Swingline Lender and the L/C Issuer; provided, however, that the foregoing shall not prohibit (a) the Administrative Agent from exercising on its own behalf the rights and remedies that inure to its benefit (solely in its capacity as Administrative Agent) hereunder and under the other Loan Documents, (b) the L/C Issuer from exercising the rights and remedies that inure to its benefit (solely in its capacity as L/C Issuer) hereunder and under the other Loan Documents, (c) the Swingline Lender from exercising the rights and remedies that inure to its benefit (solely in its capacity as Swingline Lender) hereunder and under the other Loan Documents, (d) any Lender from exercising setoff rights in accordance with Section 10.08 (subject to the terms of Section 2.12), or (e) any Lender from filing proofs of claim or appearing and filing pleadings on its own behalf during the pendency of a proceeding relative to any Loan Party under any Debtor Relief Law; and provided, further, that if at any time there is no Person acting as Administrative Agent hereunder and under the other Loan Documents, then (i) the Required Lenders shall have the rights otherwise ascribed to the Administrative Agent pursuant to Section 8.02 and (ii) in addition to the matters set forth in clauses (b), (c), (d) and (e) of the

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preceding proviso and subject to Section 2.12, any Lender may, with the consent of the Required Lenders, enforce any rights and remedies available to it and as authorized by the Required Lenders.

10.04 Expenses; Indemnity; Damage Waiver.

(a) Costs and Expenses. The Borrower shall pay (i) all reasonable out-of-pocket expenses incurred by the Administrative Agent and its Affiliates (including the reasonable fees, charges and disbursements of one primary outside counsel and one local counsel in each applicable jurisdiction, as necessary, and, in the case of an actual or perceived conflict of interest, additional conflicts counsel for the Administrative Agent), in connection with the syndication of the credit facilities provided for herein, the preparation, negotiation, execution, delivery and administration of this Agreement and the other Loan Documents or any amendments, modifications or waivers of the provisions hereof or thereof (whether or not the transactions contemplated hereby or thereby shall be consummated), (ii) all reasonable out-of-pocket expenses incurred by the Swingline Lender in connection with the extension of any Swingline Loan or any demand for payment thereunder, (iii) all reasonable out-of-pocket expenses incurred by the L/C Issuer in connection with the issuance, amendment, renewal or extension of any Letter of Credit or any demand for payment thereunder and (iv) all reasonable out-of-pocket expenses incurred by the Administrative Agent, any Lender or Swingline Lender (when an Event of Default exists) or the L/C Issuer (including the reasonable fees, charges and disbursements of one primary outside counsel and one local counsel in each applicable jurisdiction, as necessary, and, in the case of an actual or perceived conflict of interest, additional conflicts counsel or professional advisors for the Administrative Agent, any Lender, Swingline Lender or the L/C Issuer), in connection with the enforcement or protection of its rights under this Agreement and the other Loan Documents, including, without limitation, its rights under this Section, and in connection with Loans made or Letters of Credit issued hereunder, including all such reasonable out-of-pocket expenses incurred during any workout, restructuring or negotiations in respect of such Loans or Letters of Credit.

(b) Indemnification by the Borrower. The Borrower shall indemnify the Administrative Agent (and any sub-agent thereof), each Lender, the Swingline Lender and the L/C Issuer, the Joint Lead Arrangers, the Sole Bookrunner and each Related Party of any of the foregoing Persons (each such Person being called an “Indemnitee”) against, and hold each Indemnitee harmless from, any and all losses, claims, damages, liabilities, penalties and related expenses (including the reasonable fees, charges and disbursements of one primary outside counsel and one local counsel in each applicable jurisdiction, as necessary, and, in the case of an actual or perceived conflict of interest, additional conflicts counsel for any Indemnitee), incurred by any Indemnitee or asserted against any Indemnitee by any third party or by the Borrower or any other Loan Party arising out of, in connection with, or as a result of (i) the execution or delivery of this Agreement, any other Loan Document or any agreement or instrument contemplated hereby or thereby, the performance by the parties hereto of their respective obligations hereunder or thereunder or the consummation of the transactions contemplated hereby or thereby, or, in the case of the Administrative Agent (and any sub-agent thereof) and its

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Related Parties only, the administration of this Agreement and the other Loan Documents, (ii) any Loan, Swingline Loan or Letter of Credit or the use or proposed use of the proceeds therefrom (including any refusal by the L/C Issuer to honor a demand for payment under a Letter of Credit if the documents presented in connection with such demand do not strictly comply with the terms of such Letter of Credit), (iii) any actual or alleged presence or release of Hazardous Materials on or from any property owned or operated by the Borrower or any of its Subsidiaries, or any Environmental Liability related in any way to the Borrower or any of its Subsidiaries, or (iv) any actual or prospective claim, litigation, investigation or proceeding relating to any of the foregoing, whether based on contract, tort or any other theory, whether brought by a third party or by the Borrower or any other Loan Party or any of the Borrower’s or such Loan Party’s directors, shareholders or creditors, and regardless of whether any Indemnitee is a party thereto, IN ALL CASES, WHETHER OR NOT CAUSED BY OR ARISING, IN WHOLE OR IN PART, OUT OF THE COMPARATIVE, CONTRIBUTORY OR SOLE NEGLIGENCE OF THE INDEMNITEE; provided that such indemnity shall not, as to any Indemnitee, be available to the extent that such losses, claims, damages, liabilities or related expenses (x) are determined by a court of competent jurisdiction by final and nonappealable judgment to have resulted from the gross negligence or willful misconduct of such Indemnitee or its Related Parties, (y) result from a claim brought by the Borrower or any other Loan Party against an Indemnitee or its Related Parties for breach in bad faith of such Indemnitee’s or its Related Parties’ obligations hereunder or under any other Loan Document, if the Borrower or such Loan Party has obtained a final and nonappealable judgment in its favor on such claim as determined by a court of competent jurisdiction or (z) are determined by a court of competent jurisdiction by final and nonappealable judgment to have resulted from a dispute among or between Indemnitees and not involving any act or omission of the Borrower or any other Loan Party, unless such loss, claim, damage, liability or related expense is against an Indemnitee in its capacity or fulfilling its role as an agent or arranger with respect to the Loan Documents or the Loans; provided further that payments of expenses with respect to the negotiation, preparation, due diligence, administration, syndication, closing and enforcement of any of the Loan Documents will be limited to those provided for under Section 10.04(a). This Section 10.04(b) shall not apply with respect to Taxes other than Taxes that represent losses, claims, damages, etc. arising from any non-Tax claim.

(c) Reimbursement by Lenders. To the extent that the Borrower for any reason fails to indefeasibly pay any amount required under subsection (a) or (b) of this Section to be paid by it to the Administrative Agent (or any sub-agent thereof), the L/C Issuer or any Related Party of any of the foregoing, each Lender severally agrees to pay to the Administrative Agent (or any such sub-agent), the L/C Issuer or such Related Party, as the case may be, such Lender’s Applicable Percentage (determined as of the time that the applicable unreimbursed expense or indemnity payment is sought) of such unpaid amount, provided that the unreimbursed expense or indemnified loss, claim, damage, liability or related expense, as the case may be, was incurred by or asserted against the Administrative Agent (or any such sub-agent) or the L/C Issuer in its capacity as such, or against any Related Party of any of the foregoing acting for the Administrative Agent (or any such sub-agent) or L/C Issuer in connection with such capacity.

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The obligations of the Lenders under this subsection (c) are subject to the provisions of Section 2.11(d).

(d) Waiver of Consequential Damages, Etc. No Indemnitee shall be liable to the Borrower, its Affiliates or any other Person, and the Borrower and its Affiliates will not be liable to any Indemnitee, its Affiliates or any other Person, for any claim on any theory of liability, for special, indirect, consequential or punitive damages (as opposed to direct or actual damages) arising out of, in connection with, or as a result of, this Agreement, any other Loan Document or any agreement or instrument contemplated hereby, the transactions contemplated hereby or thereby, any Loan, Swingline Loan or Letter of Credit or the use of the proceeds thereof; provided, that, nothing contained in this Section 10.04(d) shall limit the Borrower’s indemnification obligations with respect to indirect, consequential or punitive damage claims, to the extent of the indemnification provided in Section 10.04(b). No Indemnitee referred to in subsection 10.04(b) above shall be liable for any damages arising from the use by unintended recipients of any information or other materials distributed to such unintended recipients by such Indemnitee through telecommunications, electronic or other information transmission systems in connection with this Agreement or the other Loan Documents or the transactions contemplated hereby or thereby other than for direct or actual damages resulting from the gross negligence or willful misconduct of such Indemnitee as determined by a final and nonappealable judgment of a court of competent jurisdiction.

(e) Payments. All amounts due under this Section shall be payable not later than ten Business Days after demand therefor.

(f) Survival. The agreements in this Section shall survive the resignation of the Administrative Agent, the Swingline Lender and the L/C Issuer, the replacement of any Lender, the termination of the Aggregate Commitments and the repayment, satisfaction or discharge of all the other Obligations.

10.05 Payments Set Aside. To the extent that any payment by or on behalf of the Borrower is made to the Administrative Agent, the Swingline Lender, the L/C Issuer or any Lender, or the Administrative Agent, the Swingline Lender, the L/C Issuer or any Lender exercises its right of setoff, and such payment or the proceeds of such setoff or any part thereof is subsequently invalidated, declared to be fraudulent or preferential, set aside or required (including pursuant to any settlement entered into by the Administrative Agent, the Swingline Lender, the L/C Issuer or such Lender in its discretion) to be repaid to a trustee, receiver or any other party, in connection with any proceeding under any Debtor Relief Law or otherwise, then (a) to the extent of such recovery, the obligation or part thereof originally intended to be satisfied shall be revived and continued in full force and effect as if such payment had not been made or such setoff had not occurred, and (b) each Lender, the Swingline Lender and the L/C Issuer severally agrees to pay to the Administrative Agent upon demand its applicable share (without duplication) of any amount so recovered from or repaid by the Administrative Agent, plus interest thereon from the date of such demand to the date such payment is made at a rate per annum equal to the Federal Funds Rate from time to time in effect. The obligations of the

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Lenders, the Swingline Lender and the L/C Issuer under clause (b) of the preceding sentence shall survive the payment in full of the Obligations and the termination of this Agreement.

10.06 Successors and Assigns.

(a) Successors and Assigns Generally. The provisions of this Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns permitted hereby, except that the Borrower may not assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Administrative Agent and each Lender and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (i) to an assignee in accordance with the provisions of Section 10.06(b), (ii) by way of participation in accordance with the provisions of Section 10.06(d), or (iii) by way of pledge or assignment of a security interest subject to the restrictions of Section 10.06(f) (and any other attempted assignment or transfer by any party hereto shall be null and void). Nothing in this Agreement, expressed or implied, shall be construed to confer upon any Person (other than the parties hereto, their respective successors and assigns permitted hereby, Participants to the extent provided in subsection 10.06(d) of this Section and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent, the Swingline Lender, the L/C Issuer and the Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.

(b) Assignments by Lenders. Any Lender may at any time assign to one or more assignees all or a portion of its rights and obligations under this Agreement (including all or a portion of its Commitment(s) and the Loans (including for purposes of this Section 10.06(b), participations in Swingline Obligations and L/C Obligations) at the time owing to it); provided that any such assignment shall be subject to the following conditions:

(i) Minimum Amounts.

(A) in the case of an assignment of the entire remaining amount of the assigning Lender’s Commitment and the Loans at the time owing to it or in the case of an assignment to a Lender, an Affiliate of a Lender or an Approved Fund, no minimum amount need be assigned; and

(B) in any case not described in subsection (b)(i)(A) of this Section, the aggregate amount of the Commitment (which for this purpose includes Loans outstanding thereunder) or, if the Commitment is not then in effect, the principal outstanding balance of the Loans of the assigning Lender subject to each such assignment, determined as of the date the Assignment and Assumption with respect to such assignment is delivered to the Administrative Agent or, if “Trade Date” is specified in the Assignment and Assumption, as of the Trade Date, shall not be less than $5,000,000, unless each of the Administrative Agent and, so long as no Event of Default has occurred and is continuing, the Borrower otherwise consents (each such consent not to be unreasonably withheld or delayed); provided, however, that concurrent assignments to members of an Assignee

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Group and concurrent assignments from members of an Assignee Group to a single Eligible Assignee (or to an Eligible Assignee and members of its Assignee Group) will be treated as a single assignment for purposes of determining whether such minimum amount has been met;

(ii) Proportionate Amounts. Each partial assignment shall be made as an assignment of a proportionate part of all the assigning Lender’s rights and obligations under this Agreement with respect to the Loans or the Commitment assigned;

(iii) Required Consents. No consent shall be required for any assignment except to the extent required by subsection (b)(i)(B) of this Section and, in addition:

(A) the consent of the Borrower (such consent not to be unreasonably withheld or delayed and to the extent the Borrower has not responded within five Business Days after receipt of such request for consent, the Borrower shall be deemed to have consented) shall be required unless (1) an Event of Default has occurred and is continuing at the time of such assignment or (2) such assignment is to a Lender, an Affiliate of a Lender or an Approved Fund;

(B) the consent of the Administrative Agent (such consent not to be unreasonably withheld or delayed) shall be required for assignments in respect of any Commitment if such assignment is to a Person that is not a Lender with a Commitment, an Affiliate of such Lender or an Approved Fund with respect to such Lender;

(C) the consent of the L/C Issuer (such consent not to be unreasonably withheld or delayed) shall be required for any assignment that initially establishes or increases the obligation of the assignee to participate in exposure under one or more Letters of Credit (whether or not then outstanding); and

(D) the consent of the Swingline Lender (such consent not to be unreasonably withheld or delayed) shall be required for any assignment that increases the obligation of the assignee to participate in exposure under any Swingline Loan (whether or not then outstanding).

(iv) Assignment and Assumption. The parties to each assignment shall execute and deliver to the Administrative Agent an Assignment and Assumption, together with a processing and recordation fee in the amount of $3,500; provided, however, that the Administrative Agent may, in its sole discretion, elect to waive such processing and recordation fee in the case of any assignment. The assignee, if it is not a Lender, shall deliver to the Administrative Agent an Administrative Questionnaire.

(v) No Assignment to Borrower. No such assignment shall be made to the Borrower or any of the Borrower’s Affiliates or Subsidiaries.

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(vi) Certain Additional Payments. In connection with any assignment of rights and obligations of any Defaulting Lender hereunder, no such assignment shall be effective unless and until, in addition to the other conditions thereto set forth herein, the parties to the assignment shall make such additional payments to the Administrative Agent in an aggregate amount sufficient, upon distribution thereof as appropriate (which may be outright payment, purchases by the assignee of participations or subparticipations, or other compensating actions, including funding, with the consent of the Borrower and the Administrative Agent, the applicable pro rata share of Loans previously requested but not funded by the Defaulting Lender, to each of which the applicable assignee and assignor hereby irrevocably consent), to (x) pay and satisfy in full all payment liabilities then owed by such Defaulting Lender to the Administrative Agent or any Lender hereunder (and interest accrued thereon) and (y) acquire (and fund as appropriate) its full pro rata share of all Loans and participations in Letters of Credit in accordance with its Applicable Percentage. Notwithstanding the foregoing, in the event that any assignment of rights and obligations of any Defaulting Lender hereunder shall become effective under applicable Law without compliance with the provisions of this paragraph, then the assignee of such interest shall be deemed to be a Defaulting Lender for all purposes of this Agreement until such compliance occurs.

(vii) No Assignment to Natural Persons. No such assignment shall be made to a natural person.

Subject to acceptance and recording thereof by the Administrative Agent pursuant to subsection (c) of this Section, from and after the effective date specified in each Assignment and Assumption, the assignee thereunder shall be a party to this Agreement and, to the extent of the interest assigned by such Assignment and Assumption, have the rights and obligations of a Lender under this Agreement, and the assigning Lender thereunder shall, to the extent of the interest assigned by such Assignment and Assumption, be released from its obligations under this Agreement (and, in the case of an Assignment and Assumption covering all of the assigning Lender’s rights and obligations under this Agreement, such Lender shall cease to be a party hereto) but shall continue to be entitled to the benefits of Sections 3.01, 3.04, 3.05 and 10.04 with respect to facts and circumstances occurring prior to the effective date of such assignment. Upon request, the Borrower (at its expense) shall execute and deliver a Note to the assignee Lender. Any assignment or transfer by a Lender of rights or obligations under this Agreement that does not comply with this subsection shall be treated for purposes of this Agreement as a sale by such Lender of a participation in such rights and obligations in accordance with Section 10.06(d).

(c) Register. The Administrative Agent, acting solely for this purpose as an agent of the Borrower, shall maintain at the Administrative Agent’s Office a copy of each Assignment and Assumption delivered to it and a register for the recordation of the names and addresses of the Lenders, and the Commitments of, and principal amounts (and stated interest) of the Loans, Swingline Loans and L/C Obligations owing to, each Lender pursuant to the terms hereof from time to time (the “Register”). The entries in the Register shall be conclusive, and the Borrower,

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the Administrative Agent and the Lenders may treat each Person whose name is recorded in the Register pursuant to the terms hereof as a Lender hereunder for all purposes of this Agreement, notwithstanding notice to the contrary. In addition, the Administrative Agent shall maintain on the Register information regarding the designation, and revocation of designation, of any Lender as a Defaulting Lender. The Register shall be available for inspection by the Borrower and any Lender, at any reasonable time and from time to time upon reasonable prior notice.

(d) Participations. Any Lender may at any time, without the consent of, or notice to, the Borrower, the Administrative Agent, the Swingline Lender or the L/C Issuer, sell participations to any Person (other than a natural person, a Defaulting Lender or the Borrower or any of the Borrower’s Affiliates or Subsidiaries) (each, a “Participant”) in all or a portion of such Lender’s rights and/or obligations under this Agreement (including all or a portion of its Commitment and/or the Loans (including such Lender’s participations in Swingline Obligations and L/C Obligations) owing to it); provided that (i) such Lender’s obligations under this Agreement shall remain unchanged, (ii) such Lender shall remain solely responsible to the other parties hereto for the performance of such obligations, (iii) the Borrower, the Administrative Agent, the Lenders, the Swingline Lender and the L/C Issuer shall continue to deal solely and directly with such Lender in connection with such Lender’s rights and obligations under this Agreement, and (iv) such Participant must agree to be bound by Section 10.07. Any agreement or instrument pursuant to which a Lender sells such a participation shall provide that such Lender shall retain the sole right to enforce this Agreement and to approve any amendment, modification or waiver of any provision of this Agreement; provided that such agreement or instrument may provide that such Lender will not, without the consent of the Participant, agree to any amendment, waiver or other modification described in the first proviso to Section 10.01 that delays or reduces any payment to such Participant. Subject to subsection (e) of this Section, the Borrower agrees that each Participant shall be entitled to the benefits of Sections 3.01 (subject to the requirements and limitations therein, including the requirements under Section 3.01(e) (it being understood that the documentation required under Section 3.01(e) shall be delivered to the participating Lender)), 3.04 and 3.05 to the same extent as if it were a Lender and had acquired its interest by assignment pursuant to Section 10.06(b). To the extent permitted by law, each Participant also shall be entitled to the benefits of Section 10.08 as though it were a Lender, provided such Participant agrees to be subject to Section 2.12 as though it were a Lender. Each Lender that sells a participation shall, acting solely for this purpose as a non-fiduciary agent of the Borrower, maintain a register on which it enters the name and address of each Participant and the principal amounts (and stated interest) of each Participant’s interest in the Loans or other obligations under the Loan Documents (the “Participant Register”); provided that no Lender shall have any obligation to disclose all or any portion of the Participant Register (including the identity of any Participant or any information relating to a Participant’s interest in any commitments, loans, letters of credit or its other obligations under any Loan Document) to any Person except to the extent that such disclosure is necessary to establish that such commitment, loan, letter of credit or other obligation is in registered form under Section 5f.103-1(c) of the United States Treasury Regulations. The entries in the Participant Register shall be conclusive absent manifest error, and such Lender shall treat each Person whose name is recorded in the Participant Register as the owner of such participation for all purposes of this Agreement

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notwithstanding any notice to the contrary. For the avoidance of doubt, the Administrative Agent (in its capacity as Administrative Agent) shall have no responsibility for maintaining a Participant Register.

(e) Limitations upon Participant Rights. A Participant shall not be entitled to receive any greater payment under Section 3.01 or 3.04 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the Borrower’s prior written consent. A Participant shall not be entitled to the benefits of Section 3.01 unless the Borrower is notified of the participation sold to such Participant and such Participant agrees, for the benefit of the Borrower, to comply with Section 3.01 as though it were a Lender.

(f) Certain Pledges. Any Lender may at any time pledge or assign a security interest in all or any portion of its rights under this Agreement (including under its Note, if any) to secure obligations of such Lender, including any pledge or assignment to secure obligations to a Federal Reserve Bank or other central bank having jurisdiction over it; provided that no such pledge or assignment shall release such Lender from any of its obligations hereunder or substitute any such pledgee or assignee for such Lender as a party hereto.

(g) Resignation as Swingline Lender and L/C Issuer after Assignment. Notwithstanding anything to the contrary contained herein, if at any time Wells Fargo assigns all of its Commitment and Loans pursuant to Section 10.06(b), Wells Fargo may, upon 30 days’ notice to the Borrower and the Lenders, resign as Swingline Lender and/or L/C Issuer. In the event of any such resignation as Swingline Lender and L/C Issuer, the Borrower shall be entitled to appoint from among the Lenders a successor Swingline Lender and L/C Issuer hereunder; provided, however, if an Event of Default shall have occurred and be continuing, the Lenders shall appoint a successor Swingline Lender and L/C Issuer; provided further, however, that no failure by the Borrower or the Lenders to appoint any such successor shall affect the resignation of Wells Fargo as Swingline Lender and/or L/C Issuer. If Wells Fargo resigns as Swingline Lender and/or L/C Issuer, it shall retain all the rights, powers, privileges and duties of the Swingline Lender and/or L/C Issuer hereunder with respect to all Swingline Loans and Letters of Credit outstanding as of the effective date of its resignation as Swingline Lender and L/C Issuer and all Swingline Obligations and L/C Obligations with respect thereto (including the right to require the Lenders to make Base Rate Loans or fund risk participations in Unreimbursed Amounts pursuant to Section 2.03(c)). Upon the appointment of a successor Swingline Lender and L/C Issuer and the successor Swingline Lender’s and L/C Issuer’s acceptance thereof, (a) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of the retiring Swingline Lender and L/C Issuer, and (b) the successor Swingline Lender and L/C Issuer shall issue swingline loans and letters of credit in substitution for the Swingline Loans and the Letters of Credit, if any, outstanding at the time of such succession or make other arrangements satisfactory to Wells Fargo to effectively assume the obligations of Wells Fargo with respect to such Swingline Loans and/or Letters of Credit.

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10.07 Treatment of Certain Information; Confidentiality. Each of the Administrative Agent, the Lenders, the Swingline Lender and the L/C Issuer agrees to maintain the confidentiality of the Information (as defined below), except that Information may be disclosed (a) to its Affiliates and to its and its Affiliates’ respective partners, directors, officers, employees, agents, trustees, advisors and representatives (it being understood that the Persons to whom such disclosure is made will be informed of the confidential nature of such Information and instructed to keep such Information confidential), (b) to the extent requested by any regulatory authority purporting to have jurisdiction over it (including any self-regulatory authority, such as the National Association of Insurance Commissioners), (c) to the extent required by applicable laws or regulations or by any subpoena or by any order of any court or administrative agency or in any pending legal or administrative proceeding or similar legal process, (d) to any other party hereto, (e) in connection with the exercise of any remedies hereunder or under any other Loan Document or any action or proceeding relating to this Agreement or any other Loan Document or the enforcement of rights hereunder or thereunder, (f) subject to an agreement containing provisions substantially the same as those of this Section, to (i) any assignee of or Participant in, or any prospective assignee of or Participant in, any of its rights or obligations under this Agreement or any Eligible Assignee invited to be a Lender pursuant to Section 2.13(c) or (ii) any actual or prospective counterparty (or its advisors) to any swap or derivative transaction relating to the Borrower and its obligations, (g) with the consent of the Borrower, (h) to the extent requested by any Person providing insurance to the Administrative Agent, the Lenders, the Swingline Lender or the L/C Issuer relating to the Borrower and its obligations hereunder (it being understood that the Persons to whom such disclosure is made will be informed of the confidential nature of such Information and instructed to keep such Information confidential), (i) to the extent such Information (i) becomes publicly available other than as a result of a breach of this Section or (ii) becomes available to the Administrative Agent, any Lender, the Swingline Lender, the L/C Issuer or any of their respective Affiliates on a nonconfidential basis from a source other than the Borrower or any of its Affiliates, which source is not to the knowledge of the Administrative Agent, any Lender, the Swingline Lender, the L/C Issuer or any of their respective Affiliates in breach of any confidentiality obligations owing to the Borrower or any of its Affiliates with respect to such Information, or (j) to the extent needed to obtain a Committee on Uniform Securities Identification Procedures (CUSIP) number.

For purposes of this Section, “Information” means all information received from any Relevant Party or any Subsidiary or Affiliate thereof relating to any Relevant Party or any Subsidiary thereof or their respective businesses, other than any such information that is available to the Administrative Agent, any Lender, the Swingline Lender or the L/C Issuer on a nonconfidential basis prior to disclosure by any Relevant Party or any Subsidiary or Affiliate thereof from a source that is not to the knowledge of the Administrative Agent, any Lender, the Swingline Lender, the L/C Issuer or any of their respective Affiliates in breach of any confidentiality obligations owing to any Relevant Party or any Subsidiary or Affiliate thereof with respect to such Information, provided that, in the case of information received from a Relevant Party or any Subsidiary or Affiliate thereof after the date hereof, such information is clearly identified at the time of delivery as confidential. Any Person required to maintain the confidentiality of Information as provided in this Section shall be considered to have complied

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with its obligation to do so if such Person has exercised the same degree of care to maintain the confidentiality of such Information as such Person would accord to its own confidential information.

Each of the Administrative Agent, the Lenders, the Swingline Lender and the L/C Issuer acknowledges that (a) the Information may include material non-public information concerning the Borrower or a Subsidiary, as the case may be, (b) it has developed compliance procedures regarding the use of material non-public information and (c) it will handle such material non-public information in accordance with applicable Law, including United States Federal and state securities Laws.

10.08 Right of Setoff. If an Event of Default shall have occurred and be continuing, each Lender, the L/C Issuer and each of their respective Affiliates is hereby authorized at any time and from time to time, to the fullest extent permitted by applicable law, to set off and apply any and all deposits (general or special, time or demand, provisional or final, in whatever currency) at any time held and other obligations (in whatever currency) at any time owing by such Lender, the Swingline Lender, the L/C Issuer or any such Affiliate to or for the credit or the account of the Borrower against any and all of the obligations of the Borrower now or hereafter existing under this Agreement or any other Loan Document to such Lender, the Swingline Lender or the L/C Issuer, irrespective of whether or not such Lender, the Swingline Lender or the L/C Issuer shall have made any demand under this Agreement or any other Loan Document and although such obligations of the Borrower may be contingent or unmatured or are owed to a branch or office of such Lender, the Swingline Lender or the L/C Issuer different from the branch or office holding such deposit or obligated on such indebtedness; provided, that in the event that any Defaulting Lender shall exercise any such right of setoff hereunder, (x) all amounts so set off shall be paid over immediately to the Administrative Agent for further application in accordance with the provisions of Section 2.15 and, pending such payment, shall be segregated by such Defaulting Lender from its other funds and deemed held in trust for the benefit of the Administrative Agent and the Lenders, and (y) the Defaulting Lender shall provide promptly to the Administrative Agent a statement describing in reasonable detail the Obligations owing to such Defaulting Lender as to which it exercised such right of setoff. The rights of each Lender, the Swingline Lender, the L/C Issuer and their respective Affiliates under this Section are in addition to other rights and remedies (including other rights of setoff) that such Lender, the Swingline Lender, the L/C Issuer or their respective Affiliates may have. Each Lender, the Swingline Lender and the L/C Issuer agrees to notify the Borrower and the Administrative Agent promptly after any such setoff and application, provided that the failure to give such notice shall not affect the validity of such setoff and application.

10.09 Interest Rate Limitation. Notwithstanding anything to the contrary contained in any Loan Document, the interest paid or agreed to be paid under the Loan Documents shall not exceed the maximum rate of non-usurious interest permitted by applicable Law (the “Maximum Rate”). If the Administrative Agent or any Lender shall receive interest in an amount that exceeds the Maximum Rate, the excess interest shall be applied to the principal of the Loans or, if it exceeds such unpaid principal, refunded to the Borrower. In determining whether the

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interest contracted for, charged, or received by the Administrative Agent or a Lender exceeds the Maximum Rate, such Person may, to the extent permitted by applicable Law, (a) characterize any payment that is not principal as an expense, fee, or premium rather than interest, (b) exclude voluntary prepayments and the effects thereof, and (c) amortize, prorate, allocate, and spread in equal or unequal parts the total amount of interest throughout the contemplated term of the Obligations hereunder.

10.10 Counterparts; Integration; Effectiveness. This Agreement may be executed in counterparts (and by different parties hereto in different counterparts), each of which shall constitute an original, but all of which when taken together shall constitute a single contract. This Agreement and the other Loan Documents constitute the entire contract among the parties relating to the subject matter hereof and supersede any and all previous agreements and understandings, oral or written, relating to the subject matter hereof. This Agreement shall become effective when it shall have been executed by the Administrative Agent and when the Administrative Agent shall have received counterparts hereof that, when taken together, bear the signatures of each of the other parties hereto (and signature pages shall have been released from escrow, if applicable). Delivery of an executed counterpart of a signature page of this Agreement by telecopy or other electronic imaging means shall be effective as delivery of a manually executed counterpart of this Agreement.

10.11 Survival of Representations and Warranties. All representations and warranties made hereunder and in any other Loan Document or other document delivered pursuant hereto or thereto or in connection herewith or therewith shall survive the execution and delivery hereof and thereof. Such representations and warranties have been or will be relied upon by the Administrative Agent and each Lender, regardless of any investigation made by the Administrative Agent or any Lender or on their behalf and notwithstanding that the Administrative Agent or any Lender may have had notice or knowledge of any Default at the time of any Credit Extension, and shall continue in full force and effect as long as any Loan or any other Obligation hereunder shall remain unpaid or unsatisfied or any Letter of Credit shall remain outstanding.

10.12 Severability. If any provision of this Agreement or the other Loan Documents is held to be illegal, invalid or unenforceable, (a) the legality, validity and enforceability of the remaining provisions of this Agreement and the other Loan Documents shall not be affected or impaired thereby and (b) the parties shall endeavor in good faith negotiations to replace the illegal, invalid or unenforceable provisions with valid provisions the economic effect of which comes as close as possible to that of the illegal, invalid or unenforceable provisions. The invalidity of a provision in a particular jurisdiction shall not invalidate or render unenforceable such provision in any other jurisdiction. Without limiting the foregoing provisions of this Section 10.12, if and to the extent that the enforceability of any provisions in this Agreement relating to Defaulting Lenders shall be limited by Debtor Relief Laws, as determined in good faith by the Administrative Agent, the Swingline Lender or the L/C Issuer, as applicable, then such provisions shall be deemed to be in effect only to the extent not so limited.

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10.13 Replacement of Lenders. If any Lender requests compensation under Section 3.04, or if the Borrower is required to pay any Indemnified Taxes or additional amounts to any Lender or any Governmental Authority for the account of any Lender pursuant to Section 3.01, if any Lender is a Defaulting Lender or if any other circumstance exists hereunder that gives the Borrower the right to replace a Lender as a party hereto, then the Borrower may, at its sole expense and effort, upon notice to such Lender and the Administrative Agent, require such Lender to assign and delegate, without recourse (in accordance with and subject to the restrictions contained in, and consents required by, Section 10.06), all of its interests, rights and obligations under this Agreement and the related Loan Documents to an assignee that shall assume such obligations (which assignee may be another Lender, if a Lender accepts such assignment), provided that:

(a) the Borrower or such assignee shall pay to the Administrative Agent the assignment fee specified in Section 10.06(b);

(b) such Lender shall receive payment of an amount equal to the outstanding principal of its Loans, Swingline Loans and L/C Advances, accrued interest thereon, accrued fees and all other amounts payable to it hereunder and under the other Loan Documents (including any amounts under Section 3.05) from the assignee (to the extent of such outstanding principal and accrued interest and fees) or the Borrower (in the case of all other amounts);

(c) in the case of any such assignment resulting from a claim for compensation under Section 3.04 or payments required to be made pursuant to Section 3.01, such assignment is reasonably expected to result in a reduction in such compensation or payments thereafter; and

(d) such assignment does not conflict with applicable Laws.

A Lender shall not be required to make any such assignment or delegation if, prior thereto, as a result of a waiver by such Lender or otherwise, the circumstances entitling the Borrower to require such assignment and delegation cease to apply. Upon receipt by the Lender being replaced of all amounts required to be paid to it pursuant to this Section 10.13, the Administrative Agent shall be entitled (but not obligated) and authorized to execute an Assignment and Assumption on behalf of such replaced Lender, and any such Assignment and Assumption so executed by the Administrative Agent and the replacement Lender shall be effective for purposes of this Section 10.13 and Section 10.06.

10.14 Governing Law; Jurisdiction; Etc.

(a) GOVERNING LAW. THIS AGREEMENT SHALL BE GOVERNED BY, AND CONSTRUED IN ACCORDANCE WITH, THE LAW OF THE STATE OF NEW YORK.

(b) SUBMISSION TO JURISDICTION. EACH OF THE PARTIES TO THIS AGREEMENT IRREVOCABLY AND UNCONDITIONALLY SUBMITS, FOR ITSELF AND ITS PROPERTY, TO THE NONEXCLUSIVE JURISDICTION OF THE COURTS OF THE

135

STATE OF NEW YORK SITTING IN NEW YORK COUNTY AND OF THE UNITED STATES DISTRICT COURT OF THE SOUTHERN DISTRICT OF NEW YORK, AND ANY APPELLATE COURT FROM ANY THEREOF, IN ANY ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO THIS AGREEMENT OR ANY OTHER LOAN DOCUMENT, OR FOR RECOGNITION OR ENFORCEMENT OF ANY JUDGMENT, AND EACH OF THE PARTIES HERETO IRREVOCABLY AND UNCONDITIONALLY AGREES THAT ALL CLAIMS IN RESPECT OF ANY SUCH ACTION OR PROCEEDING MAY BE HEARD AND DETERMINED IN SUCH NEW YORK STATE COURT OR, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN SUCH FEDERAL COURT. EACH OF THE PARTIES HERETO AGREES THAT A FINAL JUDGMENT IN ANY SUCH ACTION OR PROCEEDING SHALL BE CONCLUSIVE AND MAY BE ENFORCED IN OTHER JURISDICTIONS BY SUIT ON THE JUDGMENT OR IN ANY OTHER MANNER PROVIDED BY LAW. NOTHING IN THIS AGREEMENT OR IN ANY OTHER LOAN DOCUMENT SHALL AFFECT ANY RIGHT THAT ANY PARTY HERETO MAY OTHERWISE HAVE TO BRING ANY ACTION OR PROCEEDING RELATING TO THIS AGREEMENT OR ANY OTHER LOAN DOCUMENT IN THE COURTS OF ANY JURISDICTION.

(c) WAIVER OF VENUE. EACH OF THE PARTIES TO THIS AGREEMENT IRREVOCABLY AND UNCONDITIONALLY WAIVES, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, ANY OBJECTION THAT IT MAY NOW OR HEREAFTER HAVE TO THE LAYING OF VENUE OF ANY ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO THIS AGREEMENT OR ANY OTHER LOAN DOCUMENT IN ANY COURT REFERRED TO IN PARAGRAPH (B) OF THIS SECTION. EACH OF THE PARTIES HERETO HEREBY IRREVOCABLY WAIVES, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, THE DEFENSE OF AN INCONVENIENT FORUM TO THE MAINTENANCE OF SUCH ACTION OR PROCEEDING IN ANY SUCH COURT.

(d) SERVICE OF PROCESS. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, EACH PARTY HERETO IRREVOCABLY CONSENTS TO SERVICE OF PROCESS IN THE MANNER PROVIDED FOR NOTICES IN SECTION 10.02. NOTHING IN THIS AGREEMENT WILL AFFECT THE RIGHT OF ANY PARTY HERETO TO SERVE PROCESS IN ANY OTHER MANNER PERMITTED BY APPLICABLE LAW.

10.15 Waiver of Jury Trial. EACH PARTY HERETO HEREBY IRREVOCABLY WAIVES, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, ANY RIGHT IT MAY HAVE TO A TRIAL BY JURY IN ANY LEGAL PROCEEDING DIRECTLY OR INDIRECTLY ARISING OUT OF OR RELATING TO THIS AGREEMENT OR ANY OTHER LOAN DOCUMENT OR THE TRANSACTIONS CONTEMPLATED HEREBY OR THEREBY (WHETHER BASED ON CONTRACT, TORT OR ANY OTHER THEORY). EACH PARTY HERETO (A) CERTIFIES THAT NO REPRESENTATIVE, AGENT OR ATTORNEY OF ANY OTHER PERSON HAS REPRESENTED, EXPRESSLY OR OTHERWISE, THAT SUCH OTHER PERSON WOULD NOT, IN THE EVENT OF

136

LITIGATION, SEEK TO ENFORCE THE FOREGOING WAIVER AND (B) ACKNOWLEDGES THAT IT AND THE OTHER PARTIES HERETO HAVE BEEN INDUCED TO ENTER INTO THIS AGREEMENT AND THE OTHER LOAN DOCUMENTS BY, AMONG OTHER THINGS, THE MUTUAL WAIVERS AND CERTIFICATIONS IN THIS SECTION.

10.16 No Advisory or Fiduciary Responsibility. In connection with all aspects of each transaction contemplated hereby (including in connection with any amendment, waiver or other modification hereof or of any other Loan Document), the Borrower acknowledges and agrees, and acknowledges its Affiliates’ understanding, that: (i) (A) the arranging and other services regarding this Agreement provided by the Administrative Agent, each of JPMS and WFS in its capacity as a Joint Lead Arranger, WFS in its capacity as Sole Bookrunner and the Lenders are arm’s-length commercial transactions between the Borrower and its Affiliates, on the one hand, and the Administrative Agent, JPMS, WFS and the Lenders, on the other hand, (B) the Borrower has consulted its own legal, accounting, regulatory and tax advisors to the extent it has deemed appropriate, and (C) the Borrower is capable of evaluating, and understands and accepts, the terms, risks and conditions of the transactions contemplated hereby and by the other Loan Documents; (ii) (A) each of the Lenders, the Administrative Agent, JPMS and WFS is and has been acting solely as a principal and, except as expressly agreed in writing by the relevant parties, has not been, is not, and will not be acting as an advisor, agent or fiduciary for the Borrower or any of its Affiliates, or any other Person and (B) none of the Lenders, the Administrative Agent, JPMS nor WFS has any obligation to the Borrower or any of its Affiliates with respect to the transactions contemplated hereby except those obligations expressly set forth herein and in the other Loan Documents; and (iii) each of the Lenders, the Administrative Agent, JPMS and WFS and their respective Affiliates may be engaged in a broad range of transactions that involve interests that differ from those of the Borrower and its Affiliates, and none of the Lenders, the Administrative Agent, JPMS nor WFS has any obligation to disclose any of such interests to the Borrower or its Affiliates. To the fullest extent permitted by law, the Borrower hereby waives and releases any claims that it may have against each of the Lenders, the Administrative Agent, JPMS and WFS with respect to any breach or alleged breach of agency or fiduciary duty in connection with any aspect of any transaction contemplated hereby.

10.17 Electronic Execution of Assignments and Certain Other Documents. The words “execution,” “signed,” “signature,” and words of like import in any Assignment and Assumption or in any amendment or other modification hereof (including waivers and consents) shall be deemed to include electronic signatures or the keeping of records in electronic form, each of which shall be of the same legal effect, validity or enforceability as a manually executed signature or the use of a paper-based recordkeeping system, as the case may be, to the extent and as provided for in any applicable law, including the Federal Electronic Signatures in Global and National Commerce Act, the New York State Electronic Signatures and Records Act, or any other similar state laws based on the Uniform Electronic Transactions Act.

10.18 USA Patriot Act. Each Lender that is subject to the USA Patriot Act and the Administrative Agent (for itself and not on behalf of any Lender) hereby notifies the Borrower

137

that pursuant to the requirements of the USA Patriot Act, it is required to obtain, verify and record information that identifies each Loan Party, which information includes the name and address of each Loan Party and other information that will allow such Lender or the Administrative Agent, as applicable, to identify each Loan Party in accordance with the USA Patriot Act. The Borrower shall, promptly following a request by the Administrative Agent or any Lender, provide all documentation and other information that the Administrative Agent or such Lender requests in order to comply with its ongoing obligations under applicable “know your customer” and anti-money laundering rules and regulations, including the USA Patriot Act.

10.19 Limitation of Recourse. There shall be full recourse to the Borrower and the other Loan Parties and to all of the Collateral under this Agreement and the other Loan Documents, but in no event shall any direct or indirect member or holder of any Equity Interest of the Borrower (each, a “Member”) or any officer, director or employee of any Relevant Party, any Subsidiary of a Relevant Party, any Member, or any other Person be personally liable or obligated for the Obligations of the Loan Parties; provided, that nothing herein shall exculpate a Person for liability for his or its own fraud or willful misconduct. The limitations set forth in this Section shall survive the termination of this Agreement and the full payment and performance of the Obligations.

10.20 Time of the Essence. Time is of the essence of the Loan Documents.

10.21 ENTIRE AGREEMENT. THIS AGREEMENT AND THE OTHER LOAN DOCUMENTS REPRESENT THE FINAL AGREEMENT AMONG THE PARTIES AND MAY NOT BE CONTRADICTED BY EVIDENCE OF PRIOR, CONTEMPORANEOUS, OR SUBSEQUENT ORAL AGREEMENTS OF THE PARTIES. THERE ARE NO UNWRITTEN ORAL AGREEMENTS AMONG THE PARTIES.

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IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be duly executed as of the date first above written.

ANTERO MIDSTREAM PARTNERS LP


By:	/s/ Alvyn A. Schopp
Name:		Alvyn A. Schopp
Title:		Chief Administrative Officer and Regional Vice President

Signature Page to Credit Agreement

WELLS FARGO BANK, NATIONAL ASSOCIATION,
as Administrative Agent


By:	/s/ Suzanne Ridenhour
Name:		Suzanne Ridenhour
Title:		Director

Signature Page to Credit Agreement

WELLS FARGO BANK, NATIONAL ASSOCIATION,
as a Lender, Swingline Lender and L/C Issuer


By:	/s/ Suzanne Ridenhour
Name:		Suzanne Ridenhour
Title:		Director

Signature Page to Credit Agreement

JPMORGAN CHASE BANK, N.A.
as a Lender


By:	/s/ Ryan Fuessel
Name:		Ryan Fuessel
Title:		Authorized Officer

Signature Page to Credit Agreement

BARCLAYS BANK PLC,
as a Lender


By:	/s/ Vanessa A. Kurbatskiy
Name:		Vanessa A. Kurbatskiy
Title:		Vice President

Signature Page to Credit Agreement

CAPITAL ONE, NATIONAL ASSOCIATION,
as a Lender


By:	/s/ Victor Ponce de León
Name:		Victor Ponce de León
Title:		Vice President

Signature Page to Credit Agreement

CITIBANK, N.A.,
as a Lender


By:	/s/ Gabriel Juarez
Name:		Gabriel Juarez
Title:		Vice President

Signature Page to Credit Agreement

Credit Agricole Corporate & Investment Bank,
as a Lender


By:	/s/ David Gurghigian
Name:		David Gurghigian
Title:		Managing Director


By:	/s/ Michael Willis
Name:		Michael Willis
Title:		Managing Director

Signature Page to Credit Agreement

ABN AMRO CAPITAL USA LLC,
as a Lender


By:	/s/ Darrell Holley
Name:		Darrell Holley
Title:		Managing Director


By:	/s/ David Montgomery
Name:		David Montgomery
Title:		Executive Director

Signature Page to Credit Agreement

The Bank of Nova Scotia,
as a Lender


By:	/s/ Mark Sparrow
Name:		Mark Sparrow
Title:		Director

Signature Page to Credit Agreement

BMO Harris Bank N.A.,
as a Lender


By:	/s/ Melissa Guzmann
Name:		Melissa Guzmann
Title:		Vice President

Signature Page to Credit Agreement

CREDIT SUISSE AG, CAYMAN ISLANDS BRANCH,
as a Lender


By:	/s/ Michael Spaight
Name:		Michael Spaight
Title:		Authorized Signatory


By:	/s/ Remy Riester
Name:		Remy Riester
Title:		Authorized Signatory

Signature Page to Credit Agreement

SUMITOMO MITSUI BANKING CORPORATION,
as a Lender


By:	/s/ James D. Weinstein
Name:		James D. Weinstein
Title:		Managing Director

Signature Page to Credit Agreement

U.S. BANK NATIONAL ASSOCIATION,
as a Lender


By:	/s/ Daniel K. Hansen
Name:		Daniel K. Hansen
Title:		Vice President

Signature Page to Credit Agreement

Branch Banking and Trust Company,
as a Lender


By:	/s/ Traci Bankston
Name:		Traci Bankston
Title:		Assistant Vice President

Signature Page to Credit Agreement

CANADIAN IMPERIAL BANK OF COMMERCE, NEW YORK BRANCH,
as a Lender


By:	/s/ Trudy Nelson
Name:		Trudy Nelson
Title:		Authorized Signatory


By:	/s/ Daria Mahoney
Name:		Daria Mahoney
Title:		Authorized Signatory

Signature Page to Credit Agreement

PNC BANK, NATIONAL ASSOCIATION,
as a Lender


By:	/s/ Jonathan Luchansky
Name:		Jonathan Luchansky
Title:		Assistant Vice President

Signature Page to Credit Agreement

TORONTO DOMINION (NEW YORK) LLC,
as a Lender


By:	/s/ Masood Fikree
Name:		Masood Fikree
Title:		Authorized Signatory

Signature Page to Credit Agreement

MUFG UNION BANK, N.A.,
as a Lender


By:	/s/ Lara Francis
Name:		Lara Francis
Title:		Vice President

Signature Page to Credit Agreement

SCHEDULE 1.01

Specified IPO Transactions

None.

SCHEDULE 2.01

Commitments and Applicable Percentages

Lender	Commitment		Applicable Percentage
Wells Fargo Bank, National Association	$	90,000,000.00	9.0	%
JP Morgan Chase	$	90,000,000.00	9.0	%
Barclays	$	85,000,000.00	8.5	%
Capital One	$	85,000,000.00	8.5	%
Citibank	$	85,000,000.00	8.5	%
Credit Agricole	$	85,000,000.00	8.5	%
ABN AMRO Capital	$	50,000,000.00	5.0	%
Bank of Nova Scotia	$	50,000,000.00	5.0	%
BMO Capital Markets	$	50,000,000.00	5.0	%
Credit Suisse	$	50,000,000.00	5.0	%
Sumitomo Mitsui	$	50,000,000.00	5.0	%
US Bank	$	50,000,000.00	5.0	%
BB&T Capital Markets	$	36,000,000.00	3.6	%
Canadian Imperial Bank of Commerce	$	36,000,000.00	3.6	%
PNC Bank	$	36,000,000.00	3.6	%
TD Securities	$	36,000,000.00	3.6	%
Union Bank	$	36,000,000.00	3.6	%
Total:	$	1,000,000,000	100.0	%

SCHEDULE 5.06

Litigation

None.

SCHEDULE 5.08(b)

Owned Real Property:

Grantor	Grantee	Instrument Date	Recording Information	County or Other Relevant Jurisdiction and State	Record Owner
Helen M. Ruble and Ira E. Ruble	Antero Resources Corporation*	02/26/2014	Bk 437, Pg 800	Tyler County, West Virginia	Antero Resources Corporation

Edna Monroe	Antero Resources Corporation*	02/17/2014	Bk 437, Pg 803	Tyler County, West Virginia	Antero Resources Corporation

Hattie Markle Jones	Antero Resources Corporation*	10/23/2013	Bk 429, 763	Tyler County, West Virginia	Antero Resources Corporation

Dean R. Pennington and Martha A. Pennington	Antero Resources Corporation*	08/15/2013	BK 311, Pg 117	Doddridge County, West Virginia	Antero Resources Corporation

Doris J. Bee and Debbie Hileman, as Second Successor Trustees of The Lawrence L. James Living Trust Dated July 18, 1996, and William Patrick James	Antero Resources Appalachian Corporation*	11/15/2012	Bk 304, Pg 235	Doddridge County, West Virginia	Antero Resources Appalachian Corporation

Doris J. Bee and Debbie Hileman, as Second	Antero Resources	08/08/2013	Bk 311, Pg 35	Doddridge County, West	Antero Resources

Successor Trustees of The Lawrence L. James Living Trust Dated July 8, 1996, and William Patrick James	Corporation*			Virginia	Corporation

John H. McClain, et al.	Antero Resources Corporation*	07/19/2013	Bk 310, Pg 254	Doddridge County, West Virginia	Antero Resources Corporation

Shawn A. Glaspell	Antero Resources Corporation*	10/14/2013	Bk 315, Pg 497	Doddridge County, West Virginia	Antero Resources Corporation

John H. McClain	Antero Resources Corporation*	10/14/2013	Bk 316, Pg 389	Doddridge County, West Virginia	Antero Resources Corporation

Mary Frances Harms, et al.	Antero Resources Appalachian Corporation*	06/04/2012 06/29/2012 06/29/2012 06/29/2012	Bk 316, Pg 956 Bk 317, Pg 107 Bk 317, Pg 109 Bk 317, Pg 111	Ritchie County, West Virginia	Antero Resources Appalachian Corporation

Mary Frances Harms, et al.	Antero Resources Appalachian Corporation*	06/12/2013	Bk 322, Pg 41	Ritchie County, West Virginia	Antero Resources Appalachian Corporation

Lynn Reusser and Yvonne Reusser, husband and wife	Antero Resources Appalachian*	3/8/2013	Bk 238, Pg 112	Monroe County, Ohio	Antero Resources Appalachian Corporation

	Corporation

Clara Mae Hurst and Peggy Lou Hurst	Antero Resources Corporation*	12/12/2013	Bk 1524, Pg 444	Harrison County, West Virginia	Antero Resources Corporation

* In process of being deeded to Borrower or the Guarantor.

Easements:

[See Attached]

LOC

LATERAL

GRANTOR

GRANTEE

AGREEMENT

EX’ON

PARCEL TAX ID

RECORDING
DATE

BOOK PAGE
INSTRUMENT

CONSENT TO
ASSIGN

COUNTY

BEAVER CS

MCCORT, JOHN

ANTERO MIDSTREAM LLC

OPTION TO PURCHASE COMPRESSOR SITE

8/21/2014

37-00219.000
37-00220.000

NO CONSENT REQUIRED

BELMONT

BEAVER CS

HICKENBOTTOM, JAMES O.

ANTERO MIDSTREAM LLC

OPTION TO PURCHASE COMPRESSOR SITE

8/8/2014

37-00348.001

NO CONSENT REQUIRED

BELMONT

BEAVER CS

PRITTS, ANNA

ANTERO MIDSTREAM LLC

OPTION TO LEASE AGREEMENT (COMPRESSOR SITE)

7/7/2014

37-00468.000
37-00470.001

NO CONSENT REQUIRED

BELMONT

CLEVELAND LATERAL

WAGNER JR. , DAVID

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

10/10/2014

04-00234.000
04-00234.003

NO CONSENT REQUIRED

BELMONT

CLEVELAND LATERAL

SURRATT, HAROLD
CHRISLIP, JEANNE

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

9/29/2014

04-00239.000
04-00274.000
04-00275.000

NO CONSENT REQUIRED

BELMONT

CLEVELAND LATERAL

KELLER, JOHN & KIMBERLY

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

9/29/2014

04-00244.000

90 DAY NOTICE

BELMONT

KIRKWOOD LATERAL

MILLER, JOAS AND FANNIE

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

6/26/2014

04-00222

04-00224

NO CONSENT REQUIRED

BELMONT

KIRKWOOD LATERAL

TRIPLE B TRUCKING

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

9/8/2014

04-00232
04-00223

NO CONSENT REQUIRED

BELMONT

KIRKWOOD LATERAL

TRIPLPE B. TRUCKING, INC.

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

9/8/2014

04-00232.000
04-00223.000

NO CONSENT REQUIRED

BELMONT

KIRKWOOD LATERAL

KEATING, JOHN W, & JEAN A.

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

7/10/2014

04-00235
04-00237

NO CONSENT REQUIRED

BELMONT

KIRKWOOD LATERAL

SURRATT, HAROLD
CHRISLIP, JEANNE

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

6/27/2014

04-00239.000
04-00274.000
04-00275.000

NO CONSENT REQUIRED

BELMONT

KIRKWOOD LATERAL

GEMMA, ANTHONY M.

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

7/14/2014

04-00242.000

NO CONSENT REQUIRED

BELMONT

KIRKWOOD LATERAL

KELLER, JOHN

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

7/11/2014

04-00243
04-00244

NO CONSENT REQUIRED

BELMONT

KIRKWOOD LATERAL

BORING, GARY LEE JR

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

8/13/2014

04-00247.003

NO CONSENT REQUIRED

BELMONT

KIRKWOOD LATERAL

MARSH, BRENT

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

9/4/2014

04-00249.000

NO CONSENT REQUIRED

BELMONT

KIRKWOOD LATERAL

MILLIKEN, ROBERT P.

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

9/5/2014

04-00252.000

NO CONSENT REQUIRED

BELMONT

KIRKWOOD LATERAL

AMHERST SPORTSMAN CLUB, INC.

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

04-00275.002
04-00275.003
04-00275.004

NO CONSENT REQUIRED

BELMONT

KIRKWOOD LATERAL

JABER, MERWAN MARK

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

7/31/2014

04-00276.000

NO CONSENT REQUIRED

BELMONT

KIRKWOOD LATERAL

ALERT BOOSTER CAMP, INC.

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

8/15/2014

04-00427

NO CONSENT REQUIRED

BELMONT

BEAVER

PRITTS, ANNA E.

ANTERO MIDSTREAM LLC

OPTION AGREEMENT (COMPRESSOR SITE)

7/7/2014

37-00219

N/A

BELMONT

ALVADORE

McCLOY, ALVADORE
McCLOY, FRANCES JEAN

ANTERO MIDSTREAM LLC

MEMORANDUM OF CONSIDERATION FOR PERMANENT EASEMENT AND PERMANENT EASEMENT AGREEMENT

7/30/2014

1-8-31
1-9-22

NO CONSENT NEEDED

DODDRIDGE

BALLI

KNUDSEN, ELAINE T.

ANTERO MIDSTREAM LLC

OPTION AND PERMANENT EASEMENT AGREEMENT

7/29/2014

1-6-31
1-6-31.1

N/A

NO CONSENT NEEDED

DODDRIDGE

BALLI

JONES, JEFFERY K, SR.

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

8/18/2014

1-7-7.1

10/8/2014

336/342 #212569

NO CONSENT NEEDED

DODDRIDGE

BALLI

JONES, JEFFERY K, SR.

ANTERO MIDSTREAM LLC

MODIFICATION OF OPTION AND PERMANENT EASEMENT AGREEMENT

10/7/2014

1-7-7.1

NO CONSENT NEEDED

DODDRIDGE

BALLI

GAGNON, SUSAN C.

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

8/15/2014

9-1-6-9

N/A

NO CONSENT NEEDED

DODDRIDGE

BALLI LINE

SPELLMAN,DONNA K.

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

9/10/2014

1-6-20

NO CONSENT NEEDED

DODDRIDGE

BOBCAT TO EQT

SAMER, MATTHEW
UNDERWOOD, DUSTIN

ANTERO MIDSTREAM LLC

TEMPORARY ROAD ACCESS EASEMENT AGREEMENT

4/4/2014

5-29-33

N/A

NO CONSENT REQUIRED

DODDRIDGE

BOBCAT TO EQT

SAMER, MATTHEW
UNDERWOOD, DUSTIN

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

11/21/2013

5-29-33

PENDING

NO CONSENT REQUIRED

DODDRIDGE

BOBCAT TO EQT

FAIN, CHARLES T.

ANTERO RESOURCES MIDSTREAM LLC

TEMPORARY ROAD ACCESS EASEMENT AGREEMENT

2/12/2014

5-29-34

N/A

NO CONSENT REQUIRED

DODDRIDGE

BOBCAT TO EQT

BARKER, LAWRENCE, ET UX

ANTERO RESOURCES CORPORATION

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

10/26/2013

5-28-35

N/A

NO CONSENT REQUIRED

DODDRIDGE

BOBCAT TO EQT

FRANKLIN, JEAN
FRANKLIN, THOMAS
FRAKNLIN, RANDALL

ANTERO MIDSTREAM LLC

TEMPORARY ROAD ACCESS EASEMENT AGREEMENT

1/18/2014

5-29-2

N/A

NOT REQUIRED

DODDRIDGE

BOBCAT TO EQT

FRANKLIN, JEAN
FRANKLIN, THOMAS
FRAKNLIN, RANDALL

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

12/3/2013

5-29-2

PENDING

NOT REQUIRED

DODDRIDGE

BOBCAT TO EQT

CAYTON, PAUL D., TRUSTEE OF THE OAKS LAND TRUST

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

11/8/2013

5-30-2

PENDING

NO CONSENT REQUIRED

DODDRIDGE

BOBCAT TO EQT

ASH, TIMOTHY AND PAULA

ANTERO RESOURCES MIDSTREAM LLC

PERMANENT EASEMENT AGREEMENT

1/9/2014

5-29-3

PENDING

NO CONSENT REQUIRED

DODDRIDGE

BOBCAT TO EQT

UNDERWOOD, RODNEY AND DEBORAH

ANTERO RESOURCES MIDSTREAM LLC

TEMPORARY WAREYARD AGREEMENT

2/17/2014

5-30-6

N/A

NO CONSENT REQUIRED

DODDRIDGE

BOBCAT TO EQT

UNDERWOOD, RODNEY AND DEBORAH

ANTERO RESOURCES MIDSTREAM LLC

TEMPORARY WAREYARD AGREEMENT

2/18/2014

5-30-6

N/A

NO CONSENT REQUIRED

DODDRIDGE

BOBCAT TO EQT

SWIGER, HOWARD LEE

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

11/17/2013

5-30-7

PENDING

NO CONSENT REQUIRED

DODDRIDGE

BOBCAT TO EQT

JAMES, RUSSELL F. & LAURIE A.

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

12/11/2013

5-30-22

NO CONSENT REQUIRED

DODDRIDGE

BOBCAT TO EQT

PENNINGTON, DEAN R.

ANTERO RESOURCES CORPORATION

PERMANENT EASMENT AGREEMENT

10/30/2013

5-25-43
5-25-43.1
5-25-43.2

PENDING

NO CONSENT REQUIRED

DODDRIDGE

BOBCAT TO EQT

PENNINGTON, DEAN R.

ANTERO RESOURCES MIDSTREAM LLC

MODIFICATION OF OPTION AND PERMANENT EASEMENT AGREEMENT EXECUTED ON 10/30/2013-VALVE SITE

12/28/2013

5-25-43
5-25-43.1
5-25-43.2

10/2/2014

336/97 #212303

NO CONSENT REQUIRED

DODDRIDGE

BOBCAT TO EQT

HAYES, KENNETH, ET UX

ANTERO RESOURCES CORPORATION

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

10/23/2013

5-28-34.2

N/A

NO CONSENT REQUIRED

DODDRIDGE

BOBCAT TO EQT

PRATT, RONALD L. AND ROSETTA M.

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

11/23/2013

5-29-23
5-29-23.1

PENDING

NO CONSENT REQUIRED

DODDRIDGE

BOBCAT TO EQT

STEPHENSON, ROBERT E, ET UX

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

12/2/2013

5-29-23.3

PENDING

NO CONSENT REQUIRED

DODDRIDGE

BOBCAT TO EQT

STEPHENSON, ROBERT E, ET UX

ANTERO RESOURCES CORPORATION

TEMPORARY ROAD ACCESS EASEMENT AGREEMENT

12/14/2013

5-29-23.3

N/A

NO CONSENT REQUIRED

DODDRIDGE

BOBCAT TO EQT

STEPHENSON, ROBERT E, ET UX

ANTERO RESOURCES CORPORATION

TEMPORARY WAREYARD AGREEMENT

12/14/2013

5-29-23.3

N/A

NO CONSENT REQUIRED

DODDRIDGE

BOBCAT TO EQT

STEPHENSON, MARGARET K., ET AL

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

12/2/2013

5-29-23.4

PENDING

NO CONSENT REQUIRED

DODDRIDGE

BOBCAT TO EQT

STEPHENSON, MARGARET K., ET AL

ANTERO RESOURCES CORPORATION

TEMPORARY ROAD ACCESS EASEMENT AGREEMENT

12/14/2013

5-29-23.4

N/A

NO CONSENT REQUIRED

DODDRIDGE

BOBCAT TO EQT

JAMES, FRANK & ARETTA

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

1/15/2014

5-30-21
5-30-22.3

PENDING

NO CONSENT REQUIRED

DODDRIDGE

BOBCAT TO EQT

MINNICK, TINA MARIE DAVIS

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

11/11/2013

5-30-4 5-30-5.1

PENDING

NO CONSENT REQUIRED

DODDRIDGE

BOBCAT TO EQT

UNDERWOOD, RODNEY O. ET UX

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

12/2/2013

5-30-6
5-30-6.1

PENDING

NO CONSENT REQUIRED

DODDRIDGE

CANTON EAST

SCHAFER, MARY JANE, ET VIR

ANTERO RESOURCES CORPORATION

PERMANENT ROAD ACCESS EASEMENT AGREEMENTAND CONFIDENTIALITY AGREEMENT

10/4/2013

3-10-33

8/1/2014

332/187 #206508

NO CONSENT REQUIRED

DODDRIDGE

CANTON EAST

SINES, NORMAN I., ET UX

ANTERO RESOURCES CORPORATION

TEMPORARY ROAD ACCESS EASEMENT AGREEMENT

10/6/2013

3-10-2

N/A

NO CONSENT REQUIRED

DODDRIDGE

CANTON EAST

HILL, JAMES A

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

11/22/2011

3-10-15
3-10-9

12/22/2011

295/263 #158687

NO CONSENT REQUIRED

DODDRIDGE

CANTON EAST

CURRAN, LYNDA

ANTERO RESOURCES CORPORATION

PERMANENT ROAD ACCESS EASEMENT AGREEMENTAND CONFIDENTIALITY AGREEMENT

10/4/2013

3-10-23.2 3-10-33.2

8/1/2014

332/182 #206506

NO CONSENT REQUIRED

DODDRIDGE

CANTON EAST

PENNINGTON, DEAN

ANTERO MIDSTREAM LLC

PERMANENT EASEMENT AGREEMENT

4/10/2013

3-10-23; 3-10-34; 3-10-35

4/23/2013

306/121; #175461

NOT REQUIRED

DODDRIDGE

CANTON EAST

HILL, JAMES

ANTERO RESOURCES CORPORATION

TEMPORARY AGREEMENT

11/22/2011

3-10-8
3-10-9
3-10-14
3-10-15
3-10-20

N/A

NO CONSENT REQUIRED

DODDRIDGE

CANTON EAST

MCMILLAN, RICHARD C

ANTERO RESOURCES CORPORATION

TEMPORARY AGREEMENT

9/12/2013

3-6-26.3

N/A

NO CONSENT REQUIRED

DODDRIDGE

CANTON EAST

MCMILLAN, NOLA SUE

ANTERO RESOURCES CORPORATION

TEMPORARY AGREEMENT

9/13/2013

3-6-26.4

N/A

NO CONSENT REQUIRED

DODDRIDGE

CANTON EAST

MCMILLAN, JOHN A.

ANTERO RESOURCES CORPORATION

TEMPOARY ROAD ACCESS EASEMEN AGREEMENT

11/15/2013

3-9-2.1

N/A

NO CONSENT REQUIRED

DODDRIDGE

CANTON EAST

MCMILLAN, JOHN A.

ANTERO RESOURCES CORPORATION

TEMPORARY WAREYARD AGREEMENT

11/15/2013

3-9-2.1

N/A

NO CONSENT REQUIRED

DODDRIDGE

CANTON EAST

MCMILLAN, JOHN A.

ANTERO RESOURCES CORPORATION

PERMANENT ACCESS EASEMENT AGREEMENT

11/29/2013

3-9-2.1

8/1/2014

332/192 #206509

NO CONSENT REQUIRED

DODDRIDGE

CANTON NORTH

GLASPELL, SHAWN A.

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

10/17/2013

5-23-1

10/17/2013

315/501 #184947

NO CONSENT REQUIRED

DODDRIDGE

CANTON NORTH AND CANTON WATER

METHENY, JACK D. ET UX

ANTERO MIDSTREAM LLC

PERMANENT EASEMENT AGREEMENT

8/25/2011

5-10-10

1/2/2014

319/438 #190106

NOT REQUIRED

DODDRIDGE

CANTON NORTH COMPRESSOR SITE

FLEECE, SAMUEL J. ET UX

ANTERO RESOURCES CORPORATION

COMPRESSOR SITE AGREEMENT

9/4/2013

5-20-21

N/A

CONSENT REQUIRED
CONSENT SIGNED 11/15/2013

DODDRIDGE

CHESTNUT

CHESTNUT GROVE CHURCH

ANTERO MIDSTREAM LLC

PERMANENT EASEMENT

10/17/2012

3-5-30.1

2/19/2014

321/148 #193867

NOT REQUIRED

DODDRIDGE

CHESTNUT

CHESTNUT GROVE CHURCH

ANTERO MIDSTREAM LLC

PERMANENT EASEMENT

9/4/2013

3-5-30.1

2/19/2014

321/42 #193755

NOT REQUIRED

DODDRIDGE

CLINE

FLUHARTY, MICHAEL D. ET UX

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT

6/14/2013

6-15-1

8/19/2013

311/188 #181734

NOT REQUIRED

DODDRIDGE

CLINE

CLINE, JOHNNIE ET UX

ANTERO MIDSTREAM LLC

PERMANENT EASEMENT

8/19/2013

6-15-13.3

8/19/2013

311/206 #181741

NOT REQUIRED

DODDRIDGE

COASTAL HILLTOP

NICHOLSON, MILTON DEAN

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

11/29/2011

6-12-30

10/24/2012

303/572 #167994

NOT REQUIRED

DODDRIDGE

COASTAL HILLTOP

COASTAL FOREST RESOURCES COMPANY

ANTERO RESOURCES APPALACHIAN CORPORATION

PIPELINE RIGHT OF WAY AGREEMENT

7/2/2012

6-12-17

10/5/2012

303/302 #167312

GRANTOR’S PRIOR WRITTEN CONSENT REQUIRED

DODDRIDGE

COFOR

LAMBERT, GEORGE

ANTERO MIDSTREAM LLC

SURFACE FACILITY EASEMENT AGREEMENT

1-4-33

DODDRIDGE

COFOR

LAMBERT, GEORGE & DONNA

ANTERO MIDSTREAM LLC

TEMPORARY WAREYARD AGREEMENT

4/22/2014

1-7-17
1-7-18

N/A

NO CONSENT REQUIRED

DODDRIDGE

COFOR

LAMBERT, GEORGE & DONNA

ANTERO MIDSTREAM LLC

PERMANENT EASEMENT AGREEMENT

4/22/2014

1-7-4
1-7-16
1-7-17
1-7-18

NO CONSENT REQUIRED

DODDRIDGE

COFOR

LAMBERT, GEORGE & DONNA

ANTERO MIDSTREAM LLC

TEMPORARY ROAD ACCESS EASEMENT AGREEMENT

4/22/2014

1-7-4
1-7-17
1-7-18
1-7-18.1

N/A

NO CONSENT REQUIRED

DODDRIDGE

COFOR

LAMBERT, GEORGE

ANTERO MIDSTREAM LLC

PERMANENT EASEMENT AGREEMENT

4/22/2014

1-7-4
1-7-18
1-7-17
1-4-33

NO CONSENT REQUIRED

DODDRIDGE

COFOR

COASTAL FOREST RESOURCES COMPANY

ANTERO MIDSTREAM LLC

EASEMENT AGREEMENT

8/7/2014

8-11-1; 8-11-12; 1-7-19

CONSENT NEEDED

DODDRIDGE

COMPRESSOR

GLASPELL, MARY L

ANTERO RESOURCES CORPORATION

OPTION AGREEMENT

9/12/2013

5-19-3 5-19-3.1

N/A

NO CONSENT REQUIRED

DODDRIDGE

COMPRESSOR SITE

PENNINGTON, DEAN

ANTERO RESOURCES CORPORATION

OPTION AGREEMENT FOR COMPRESSOR SITE

10/4/2013

5-25-43.2

N/A

NO CONSENT REQUIRED

DODDRIDGE

COTTRILL COMPRESSOR SITE

JAMES, WILLIAM PATRICK

ANTERO MIDSTREAM LLC

OPTION TO PURCHASE COMPRESSOR SITE

5/17/2014

1-6-6

N/A

NO CONSENT REQUIRED

DODDRIDGE

COTTRILL COMPRESSOR SITE

NICHOLS, JERRY L

ANTERO MIDSTREAM LLC

OPTION AGREEMENT (COMPRESSOR SITE)

4/19/2014

1-6-24

N/A

NO CONSENT REQUIRED

DODDRIDGE

CRISLIP TO MCCLAIN

DEVOL, NORMAN G

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT

8/27/2013

6-8-41

1/9/2014

319/613 #190622

NO CONSENT REQUIRED

DODDRIDGE

CRISLIP TO MCCLAIN

BOW, CHARLES T

ANTERO RESOURCES CORPORATION

OPTION AGREEMENT

8/26/2013

6-12-2

N/A

NO CONSENT REQUIRED

DODDRIDGE

CRISLIP TO MCCLAIN

COMSTOCK & SILVESTRE TRUSTS

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT

9/7/2013

6-12-2

1/9/2014

319/547 #190609

NO CONSENT REQUIRED

DODDRIDGE

DEETS

BRITTON, ERIC W, ET UX

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

6/25/2014

8-12-69

N/A

NO CONSENT REQUIRED

DODDRIDGE

DEETS

HAUG, ROBERT & BETTY

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

5/2/2014

8-9-2

N/A

NO CONSENT REQUIRED

DODDRIDGE

DEETS

COSTILOW, EARNEST & MILDRED

ANTERO MIDSTREAM LLC

OPTION AND PERMANENT EASEMENT AGREEMENT

7/15/2014

8-13-4

N/A

NO CONSENT NEEDED

DODDRIDGE

DEETS

COSTILOW, EARNEST & MILDRED

ANTERO MIDSTREAM LLC

TEMPORARY ACCESS ROAD AGREEMENT

7/15/2014

8-13-4

N/A

DODDRIDGE

DEETS

COSTILOW, EARNEST & MILDRED

ANTERO MIDSTREAM LLC

TEMPORARY WAREYARD AGREEMENT

7/15/2014

8-14-4

N/A

DODDRIDGE

DEETS

MILLER, DOUGLAS & MILLER

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

5/3/2014

8-9-3
8-9-1

N/A

NO CONSENT REQUIRED

DODDRIDGE

DIANE DAVIS

DAVIS, JONATHAN L.

ANTERO MIDSTREAM LLC

TEMPORARY WAREYARD AGREEMENT

5/6/2014

1-7-1

N/A

NO CONSENT REQUIRED

DODDRIDGE

DIANE DAVIS

DAVIS, JONATHAN L.

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND ACCESS ROAD AGREEMENT

5/6/2014

1-7-1

NO CONSENT REQUIRED

DODDRIDGE

DIANE DAVIS

DAVIS, JONATHAN L.

ANTERO MIDSTREAM LLC

TEMPORARY SURFACE FACILITY EASEMENT AND OPTION AGREEMENT

9/22/2014

1-7-1

N/A

NO CONSENT REQUIRED

DODDRIDGE

DIANE DAVIS

DAVIS,JONATHAN L.

ANTERO MIDSTREAM LLC

TEMPORARY SURFACE FACILITY EASEMENT AGREEMENT

9/22/2014

1-7-1

NO CONSENT NEEDED

DODDRIDGE

DOTSON HOLLAND

SMITH, ANTHONY R. & TABITHA J.

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

12/15/2013

1-9-32

10/3/2014

336/140 #212358

DODDRIDGE

DOTSON HOLLAND

PIERCE, DALE ET AL

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

6/19/2013

1-8-39

10/3/2014

336/156 #212360

NOT REQUIRED

DODDRIDGE

DOTSON HOLLAND

FRAME, MARY H.

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

12/13/2013

1-8-41

10/3/2014

336/198 #212367

NO CONSENT REQUIRED

DODDRIDGE

DOTSON HOLLAND

FRAME, MARY H.

ANTERO RESOURCES CORPORATION

TEMPORARY ROAD ACCESS EASEMENT AGREMENT

12/13/2013

1-8-41

N/A

NO CONSENT REQUIRED

DODDRIDGE

DOTSON HOLLAND

FRAME, MARY H.

ANTERO RESOURCES MIDSTREAM LLC

TEMPORARY ROAD ACCESS EASEMENT AGREEMENT

2/22/2014

1-8-41

N/A

NO CONSENT REQUIRED

DODDRIDGE

DOTSON HOLLAND

THOMPSON, HENRY L. ET UX

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

7/1/2013

1-11-7

10/3/2014

336/189 #212366

NOT REQUIRED

DODDRIDGE

DOTSON HOLLAND

PHILLIPS, ROBERT E. ET AL

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

7/26/2013

1-12-7

PENDING

NOT REQUIRED

DODDRIDGE

DOTSON HOLLAND

PHILLIPS, ROBERT EDWARD

ANTERO RESOURCES MIDSTREAM LLC

TEMPORARY ROAD ACCESS EASEMENT AGREEMENT

2/20/2014

1-12-7

N/A

NO CONSENT REQUIRED

DODDRIDGE

DOTSON HOLLAND

DOTSON, ALLEN ET AL

ANTERO RESOURCES CORPORATION

OPTION FOR PERMANENT EASEMENT AGREEMENT

7/29/2013

1-9-23

N/A

NOT REQUIRED

DODDRIDGE

DOTSON HOLLAND

HEARTWOOD FOREST FUND IV LIMITED PARTNERSHIP

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

10/3/2013

1-11-4 1-11-6

10/3/2014

336/133 #212357

WRITTEN CONSENT REQUIRED

DODDRIDGE

DOTSON HOLLAND

BRITTON, ROBERT & JACQUELINE

ANTERO RESOURCES MIDSTREAM LLC

TEMPORARY ROAD ACCESS EASEMENT AGREEMENT

2/21/2014

1-11-9
1-11-9.2

N/A

NO CONSENT REQUIRED

DODDRIDGE

DOTSON HOLLAND

BRITTON, ROBERT L. ET AL

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

6/27/2013

1-11-9; 1-11-9.2

10/3/2014

336/173 #212362

NOT REQUIRED

DODDRIDGE

DOTSON HOLLAND

SHEETS, ERIC D. ET AL

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

1/5/2013

1-12-8; 1-12-9; 1-9-52

NOT REQUIRED

DODDRIDGE

DOTSON HOLLAND

ANKROM, BERNA KAY

ANTERO MIDSTREAM LLC

TERMPORARY ROAD ACCESS EASEMENT AGREEMENT

4/28/2014

1-8-31.2

N/A

NO CONSENT REQUIRED

DODDRIDGE

DOTSON HOLLAND

MCCLOY, ALVADORE ET AL

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

1/7/2013
EXTENSION 12/14/2013

1-8-31; 1-9-22

PENDING

NOT REQUIRED

DODDRIDGE

DOTSON HOLLAND

FRIEND, RANDALL ERIC

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND ACCESS ROAD AGREEMENT

4/30/2013

1-8-38.2

N/A

NO CONSENT REQUIRED

DODDRIDGE

DOTSON HOLLAND

HOLLAND, KIMBERLEE

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

9/3/2013

1-9-24; 1-9-24.1; 1-9-25.1

9/30/2013

336/164 #212361

NO CONSENT REQUIRED

DODDRIDGE

DOTSON HOLLAND

ANKENEY, JOHN D. ET AL

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

5/15/2013

1-9-32.1

10/3/2014

336/181 #212363

NOT REQUIRED

DODDRIDGE

DOTSON HOLLAND

RYMER, DANIEL & JANET

ANTERO RESOURCES MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

2/1/2014

1-9-32.2

N/A

NO CONSENT REQUIRED

DODDRIDGE

DOTSON HOLLAND

MARSH, MICHAEL & JOYCE

ANTERO RESOURCES MIDSTREAM LLC

PERMANENT EASEMENT AGREEMENT

1/28/2014

1-9-32.3

10/3/2014

336/148 #212359

NO CONSENT REQUIRED

DODDRIDGE

DRAKE

ADAMS, DAVID L & PEGGY S

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

8/13/2014

5-18-48
5-18-53

N/A

NO CONSENT NEEDED

DODDRIDGE

DRAKE

ADAMS,DAVID L. Et Al

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

9/5/2014

5-18-54
5-18-66

NO CONSENT NEEDED

DODDRIDGE

DRAKE LINE

OWENS,DAVID

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

9/3/2014

5-18-58

NO CONSENT NEEDED

DODDRIDGE

DRAKE LINE

OWENS,DAVID

ANTERO MIDSTREAM LLC

PERMANENT ACCESS ROAD TO COMPRESSOR

9/3/2014

5-18-58

NO CONSENT NEEDED

DODDRIDGE

ERWIN VALLEY

HINTERER, DOLORES

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

1/26/2012

6-19-2

10/3/2012

303/234 #167162

NOT REQUIRED

DODDRIDGE

ERWIN VALLEY

BURTON, VIVIAN E. & DELANEY, LORETTA M.

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

12/28/2011

6-15-12

4/10/2012

298/687 #161754

NOT REQUIRED

DODDRIDGE

ERWIN VALLEY

ERWIN, JOHN F.

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

3/19/2012

6-19-12
6-19-11
6-19-1

11/20/2012

304/103 #168828

NOT REQUIRED

DODDRIDGE

ERWIN VALLEY

ERWIN, JOHN F.

ANTERO RESOURCES APPALACHIAN CORPORATION

MODIFICATION OF PIPELINE EASEMENT AGREEMENT

9/14/2012

6-19-12
6-19-11
6-19-1

11/27/2012

304/115 #168875

NOT REQUIRED

DODDRIDGE

FRITZ

DOTSON, LARRY

ANTERO RESOURCES CORPORATION

OPTION AGREEMENT

8/27/2013

8-22-4

OPTION ONLY

NO CONSENT REQUIRED

DODDRIDGE

FRITZ

FIFER, NANCY, INDIVIDUALLY AND AS TRUSTEE OF THE FIFER FAMILY REVOCABLE TRUST

ANTERO RESOURCES MIDSTREAM LLC

PERMANENT EASEMENT AGREEMENT

1/18/2014

8-22-6

OPTION ONLY

NO CONSENT REQUIRED

DODDRIDGE

FRITZ

PRIMM, LOREN & RUTH

ANTERO RESOURCES MIDSTREAM LLC

PERMANENT EASEMENT AGREEMENT

2/10/2014

1-15-17

PENDING

NO CONSENT REQUIRED

DODDRIDGE

FRITZ

PRIMM, LOREN & RUTH

ANTERO RESOURCES MIDSTREAM LLC

PERMANENT ROAD ACCESS EASEMENT AGREEMENT

2/10/2014

1-15-17

PENDING

NO CONSENT REQUIRED

DODDRIDGE

FRITZ

HORTON, JUDY

ANTERO MIDSTREAM LLC

TEMPORARY ROAD ACCESS EASEMENT AGREEMENT

3/29/2014

1-15-20

N/A

NO CONSENT REQUIRED

DODDRIDGE

FRITZ

HORTON, JUDY A.

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

11/8/2013

1-15-20

PENDING

NO CONSENT REQUIRED

DODDRIDGE

FRITZ

HORTON, JUDY A.

ANTERO RESOURCES CORPORATION

PERMANENT ROAD ACCESS EASEMENT AGREEMENT

3/29/2014

1-15-20

PENDING

NO CONSENT REQUIRED

DODDRIDGE

FRITZ

HORTON, JUDY

ANTERO RESOURCES MIDSTREAM LLC

TEMPORARY ROAD ACCESS EASEMENT AGREEMENT

2/1/2014

1-15-20

N/A

NO CONSENT REQUIRED

DODDRIDGE

FRITZ

HORTON, JUDY

ANTERO RESOURCES MIDSTREAM LLC

TEMPORARY WAREYARD AGREEMENT

2/1/2014

1-15-20

N/A

NO CONSENT REQUIRED

DODDRIDGE

FRITZ

FRITZ, EUGENE & ROXANNE

ANTERO MIDSTREAM LLC

TEMPORARY ROAD ACCESS EASEMENT AGREEMENT

3/31/2014

1-15-9.1

N/A

NO CONSENT REQUIRED

DODDRIDGE

FRITZ

FRITZ, EUGENE AND ROXANNE

ANTERO RESOURCES MIDSTREAM LLC

PERMANENT EASEMENT AGREEMENT

2/12/2014

1-15-9.1

OPTION ONLY

OPTION ONLY.

NO CONSENT REQUIRED

DODDRIDGE

FRITZ

FRITZ, EUGENE AND ROXANNE

ANTERO RESOURCES MIDSTREAM LLC

PERMANENT EASEMENT AGREEMENT

2/12/2014

1-15-9.1

PENDING

NO CONSENT REQUIRED

DODDRIDGE

FRITZ

GRACE, JAN L. AND PHYLLIS A.

ANTERO RESOURCES MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

1/23/2014

1-15-9.4

OPTION ONLY

OPTION ONLY.

NO CONSENT REQUIRED

DODDRIDGE

FRITZ

LLOYD, CECIL AND KATHRYN

ANTERO RESOURCES MIDSTREAM LLC

PERMANENT EASEMENT AGREEMENT

3/10/2014

1-15-9.6

PENDING

NO CONSENT REQUIRED

DODDRIDGE

FRITZ

MUMMA, CARROLL W., ET UX

ANTERO RESOURCES CORPORATION

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

8/22/2013

8-22-5.6

OPTION ONLY

NOT REQUIRED

DODDRIDGE

GUM

YEATER, MARCELLA

ANTERO MIDSTREAM LLC

OPTION AGREEMENT FOR TEMPORARY ACCESS ROAD

6/25/2014

2-6-9

N/A

NO CONSENT REQUIRED

DODDRIDGE

GUM

CASTILOW,GEORGE

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

8/26/2014

6-19-15

N/A

NO CONSENT NEEDED

DODDRIDGE

GUM

MESAROS, WALTER J. & ELIZABETH A.

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

8/18/2014

2-6-10.5

N/A

NO CONSENT NEEDED

DODDRIDGE

GUM

RUDDY, ROBERT B. & JOELLE A.

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

7/7/2014

2-6-5.3

N/A

NO CONSENT REQUIRED

DODDRIDGE

GUM

YEATER, MARCELLA

ANTERO MIDSTREAM LLC

OPTION AGREEMENT FOR TEMPORARY WAREYARD

6/25/2014

2-6-9 2-6-9.1

N/A

NO CONSENT REQUIRED

DODDRIDGE

GUM

GUM, JOSEPH

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

7/16/2014

2-6-5

N/A

NO CONSENT REQUIRED

DODDRIDGE

HAMILTON

FOSTER, YVONNE

ANTERO MIDSTREAM LLC

PERMANENT EASEMENT VALVE SITE

2/6/2013

3-5-3

9/9/2013

312/333 #182769

NOT REQUIRED

DODDRIDGE

HAMILTON

JORDAN FAMILY
PARTNERSHIP

ANTERO MIDSTREAM LLC

PERMANENT EASEMENT VALVE SITE

3/28/2013

3-5-8

5/10/2013

312/319 #182764

NOT REQUIRED

DODDRIDGE

HAMILTON

HAMILTON, KENNETH E.

ANTERO MIDSTREAM LLC

PERMANENT EASEMENT VALVE SITE

4/6/2013

3-5-4.3

9/9/2013

312/326 #182767

NOT REQUIRED

DODDRIDGE

HINES

CLEVENGER, CHARLES & CHERYL

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT & PERMANENT ACCESS ROAD

4/11/2014

6-14-4
6-14-7

N/A

NO CONSENT REQUIRED

DODDRIDGE

HINES

CLEVENGER, CHARLES

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

4/16/2014

6-14-4
6-14-7

NO CONSENT REQUIRED

DODDRIDGE

HWY 50 XING
CANTON WATER

KEY OIL COMPANY ET AL

ANTERO RESOURCES APPALACHIAN CORPORATION

OPTION PERMANENT EASEMENT AGREEMENT

4/19/2013

8-12-50

N/A

NOT REQUIRED

DODDRIDGE

HWY 50 XING
CANTON WATER

KEY OIL COMPANY ET AL

ANTERO RESOURCES APPALACHIAN CORPORATION

OPTION PERMANENT EASEMENT AGREEMENT

4/19/2013

8-12-51

N/A

NOT REQUIRED

DODDRIDGE

HWY 50 XING
CANTON WATER

BIG “D” ENTERPRISES

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

5/24/2013

8-12-79
8-12-80
8-13-14
8-13-16

N/A

NOT REQUIRED

DODDRIDGE

IKE

MORRIS_I. L. (IKE)

ANTERO MIDSTREAM LLC

PERMANENT ROAD ACCESS EASEMENT AGREEMENT

6/5/2014

6-7-1

NO CONSENT REQUIRED

DODDRIDGE

IKE

MORRIS,I.L. (IKE)

ANTERO MIDSTREAM LLC

PIPELINE EASEMENT AND RIGHT OF WAY

7/10/2013

6-7-1

1/9/2014

319/608 #190621

NOT REQUIRED

DODDRIDGE

IKE

JETT, EDWARD ET AL

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT

5/28/2013

6-11-1

12/6/2013

318/549 #188590

NOT REQUIRED

DODDRIDGE

IKE

YEAGER, CHARLES, III

ANTERO RESOURCES APPALACHIAN CORPORATION

SURFACE FACILITY EASEMENT

6/17/2013

6-11-4

9/9/2013

312/314 #182763

NOT REQUIRED

DODDRIDGE

J GUM

GANDY, LEONARD & NADINE

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

8/15/2014

6-20-1

N/A

NO CONSENT NEEDED

DODDRIDGE

J GUM

BRANNON, ROBERT B. & BETTY L.

ANTERO MIDSTREAM LLC

OPTION AND PERMANENT EASEMENT AGREEMENT

7/31/2014

2-6-10.2

N/A

NO CONSENT NEEDED

DODDRIDGE

J GUM

NORTON, GARRY R.

ANTERO MIDSTREAM LLC

OPTION AND PERMANENT EASEMENT AGREEMENT

8/11/2014

6-16-15
6-19-6

N/A

NO CONSENT NEEDED

DODDRIDGE

J GUM

WOODRUFF, HARVEY C. III

ANTERO MIDSTREAM LLC

OPTION AND PERMANENT EASEMENT AGREEMENT

8/1/2014

6-20-20.1; 6-20-20.3

N/A

NO CONSENT NEEDED

DODDRIDGE

J GUM

BEE, WARREN E. & JUDY E.

ANTERO MIDSTREAM LLC

OPTION AND PERMANENT EASEMENT AGREEMENT

7/28/2014

6-20-3; 6-20-9

N/A

NO CONSENT NEEDED

DODDRIDGE

J GUM

DEVERICKS, CLIFFORD

ANTERO MIDSTREAM LLC

OPTION AND PERMANENT EASEMENT AGREEMENT

7/26/2014

6-20-4; 6-20-5

N/A

NO CONSENT NEEDED

DODDRIDGE

JON DAVIS

COTTRILL, BRENT SCOTT & LAURA MARIE

ANTERO RESOURCES CORPORATION

SURFACE FACILITY AGREEMENT

8/28/2012

1-7-20
(1-6-43)

2/8/2013

305/118 #171727

NOT REQUIRED

DODDRIDGE

KARL EXPRESS

SPONAUGLE,DAVID

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

9/4/2014

8-8-49

N/A

NO CONSENT NEEDED

DODDRIDGE

KARL EXPRESS

GAIN, AARON L. & GAINS, PERRY B.

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

8/20/2014

8-1-7

N/A

NO CONSENT NEEDED

DODDRIDGE

KARL EXPRESS

HOLDEN, MARY LOU

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

8/16/2014

1-3-8

N/A

NO CONSENT NEEDED

DODDRIDGE

KARL EXPRESS

HOLDEN, MARY LOU

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND ACCESS ROAD AGREEMENT

10/2/2014

1-3-8

N/A

NO CONSENT NEEDED

DODDRIDGE

KARL EXPRESS

HOLDEN, MARY LOU

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND WAREYARD AGREEMENT

10/2/2014

1-3-8

N/A

NO CONSENT NEEDED

DODDRIDGE

KARL EXPRESS

JAMES JEFFERY & MARLA

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

8/17/2014

1-3-12

N/A

NO CONSENT NEEDED

DODDRIDGE

KARL EXPRESS

JEFFERY,JAMES

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

8/17/2014

1-3-14

N/A

NO CONSENT NEEDED

DODDRIDGE

KARL EXPRESS

WYCKOFF, GEORGE M. & SANDRA

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

8/19/2014

8-12-17

N/A

NO CONSENT NEEDED

DODDRIDGE

KARL EXPRESS

SHEPHERD, JAMES E. ii

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

8/18/2014

1-3-1
1-3-2
1-3-2.1
1-3-2.2

N/A

NO CONSENT NEEDED

DODDRIDGE

KARL EXPRESS

KELLY, STEVEN W. & VICKY LYNN

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

8/25/2014

1-3-10.1

N/A

NO CONSENT NEEDED

DODDRIDGE

KARL EXPRESS

BENJAMIN DAVIS, JONATHAN DAVIS, L.DIANE DAVIS, JEFFERY DAVIS & SUE DAVIS

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

8/29/2014

1-4-19
1-4-35
1-4-36
1-4-37
1-4-37.2

NO CONSENT NEEDED

DODDRIDGE

KARL EXPRESS

D & M POWELL, LLC

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

8/19/2014

3-19-31
3-19-32

N/A

NO CONSENT NEEDED

DODDRIDGE

KARL EXPRESS

FRALEY, JANET L. & JAMES R.

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

8/18/2014

8-7-12.1
8-7-19

N/A

NO CONSENT NEEDED

DODDRIDGE

KARL EXPRESS

McCULLOUGH, RICHARD F.

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

8/14/2014

9-1-1-1
9-1-3-7
9-1-20-15

N/A

NO CONSENT NEEDED

DODDRIDGE

KARL EXPRESS

McCULLOUGH, RICHARD F.

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

8/14/2014

9-1-3-10
9-1-3-18
9-1-20-8

N/A

NO CONSENT NEEDED

DODDRIDGE

KARL EXPRESS

LAW, RONALD L.

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

8/14/2014

9-6-2-1

N/A

NO CONSENT NEEDED

DODDRIDGE

KRAMER

KRAMER, CELEITA A.

ANTERO RESOURCES APPALACHIAN CORPORATION

OPTION PERMANENT EASEMENT AGREEMENT

9/19/2012

8-9-4

N/A

NOT REQUIRED

DODDRIDGE

KRAMER

MOORE, DWIGHT E. & TINA M.

ANTERO RESOURCES APPALACHIAN CORPORATION

OPTION PERMANENT EASEMENT AGREEMENT

9/19/2012

3-13-17

N/A

NOT REQUIRED

DODDRIDGE

KRAMER

MOORE, DWIGHT E. & TINA M.

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

9/19/2012

3-13-17

3/5/2014

321/443 #194713

NOT REQUIRED

DODDRIDGE

KRAMER

MOORE, DWIGHT E. & TINA M.

ANTERO RESOURCES APPALACHIAN CORPORATION

SURFACE FACILITY AGREEMENT

9/19/2012

3-13-17

9/19/2013

313/233 #183425

NOT REQUIRED

DODDRIDGE

LEATHERMAN

JETT, GLORIA J.

ANTERO MIDSTREAM LLC

PERMANENT EASEMENT AGREEMENT

11/1/2012

3-19-7

8/16/2013

311/159 #181594

NOT REQUIRED

DODDRIDGE

LEATHERMAN

JETT, GLORIA J.

ANTERO MIDSTREAM LLC

SURFACE FACILITY

9/20/2012

3-19-7

9/19/2013

313/229 #183424

NOT REQUIRED

DODDRIDGE

LEATHERMAN

LEATHERMAN, DELBERT E. ET AL

ANTERO MIDSTREAM LLC

PERMANENT EASEMENT AGREEMENT

8/2/2012

3-16-15

8/16/2013

311/150 #181593

NOT REQUIRED

DODDRIDGE

LEATHERMAN

LEATHERMAN, DELBERT E. ET AL

ANTERO MIDSTREAM LLC

EASEMENT MODIFICATION

11/24/2012

3-16-15

9/6/2013

312/264 #182681

NOT REQUIRED

DODDRIDGE

LEATHERMAN

HASS, RONALD M. ET AL

ANTERO MIDSTREAM LLC

SURFACE FACILITY

8/6/2012

3-16-15.2

11/5/2013

316/589 #186362

NOT REQUIRED

DODDRIDGE

LEATHERMAN

HASS, RONALD M. ET AL

ANTERO MIDSTREAM LLC

ROAD ACCESS AGREEMENT

3/30/2012

3-16-15.2

4/27/2012

299/437 #162235

NOT REQUIRED

DODDRIDGE

LEATHERMAN

HASS, RONALD M. ET AL

ANTERO MIDSTREAM LLC

PERMANENT EASEMENT AGREEMENT

8/6/2012

3-16-15.2

8/16/2013

311/136 #181591

NOT REQUIRED

DODDRIDGE

LEMLEY

HFP,LLC

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

7/30/2014

ONLY 6 MONTH OPTION

3-13-5

NO CONSENT NEEDED

DODDRIDGE

LEMLEY

HFP, LLC

ANTERO MIDSTREAM LLC

OPTION AND PERMANENT EASEMENT AGREEMENT

7/30/2014

3-13-5

N/A

NO CONSENT NEEDED

DODDRIDGE

LEMLEY

WILLIAMS, JERRY & GRETA

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

5/1/2014

3-13-9

NO CONSENT REQUIRED

DODDRIDGE

LEMLEY

MOUNT SALEM REVIVAL
GROUNDS, INC.

ANTERO RESOURCES APPALACHIAN CORPORATION

OPTION PERMANENT EASEMENT AGREEMENT

4/12/2013

3-13-10.1

N/A

NO REQUIRED

DODDRIDGE

LEMLEY

MOUNT SALEM REVIVAL
GROUNDS, INC.

ANTERO RESOURCES APPALACHIAN CORPORATION

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

4/12/2013

3-13-10.1

PENDING

NO REQUIRED

DODDRIDGE

LICK RUN

MORRIS,I.L.

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

9/10/2014

6-7-1

NO CONSENT NEEDED

DODDRIDGE

LOWTHER

MCCLAIN, ROGER A., ET AL

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

6/19/2013

6-8-40

9/12/2013

312/501 #183037

NOT REQUIRED

DODDRIDGE

LOWTHER

LOWTHER, KENNETH, ET AL

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

6/23/2013

6-8-4

12/6/2013

318/528 #188586

NOT REQUIRED

DODDRIDGE

LOWTHER

BOWYER, NOMA SUE

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

5/9/2013

6-8-5

12/6/2013

318/521 #188585

NOT REQUIRED

DODDRIDGE

LOWTHER

KEPLINGER, DALE ET UX

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

5/11/2013

6-8-17

12/6/2013

318/514 #188584

NOT REQUIRED

DODDRIDGE

MARKWEST TO BOBCAT

SHIFFLETT, SR., ROBERT E.

ANTERO RESOURCES MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

1/8/2014

3-18-32

N/A

NO CONSENT REQUIRED

DODDRIDGE

MARKWEST TO BOBCAT

BONDURANT, DORIS L.

ANTERO RESOURCES MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

1/10/2014

3-18-35

N/A

NO CONSENT REQUIRED

DODDRIDGE

MARKWEST TO BOBCAT

BURR, GLENN E. AND NAOMI L.

ANTERO RESOURCES CORPORATION

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

12/9/2013

3-18-37

N/A

NO CONSENT REQUIRED

DODDRIDGE

MARKWEST TO BOBCAT

LACKEY, ROY A. AND IWANA J.

ANTERO RESOURCES CORPORATION

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

12/11/2013

3-18-39

N/A

NO CONSENT REQUIRED

DODDRIDGE

MARKWEST TO BOBCAT

LACKEY, ROY A. AND IWANA J.

ANTERO RESOURCES CORPORATION

TEMPORARY WAREYARD AGREEMENT

12/11/2013

3-18-39

N/A

NO CONSENT REQUIRED

DODDRIDGE

MARKWEST TO BOBCAT

VAN SCOY, NORMA YEATER

ANTERO RESOURCES CORPORATION

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

12/6/2013

3-18-43

N/A

NO CONSENT REQUIRED

DODDRIDGE

MARKWEST TO BOBCAT

STAMM, JAMES C.

ANTERO RESOURCES MIDSTREAM LLC

PERMANENT EASEMENT AGREEMENT

1/16/2014

3-18-44

N/A

NO CONSENT REQUIRED

DODDRIDGE

MARKWEST TO BOBCAT

HARPER, DANNY R.

ANTERO RESOURCES CORPORATION

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

1/14/2014

3-18-49

N/A

NOT REQUIRED

DODDRIDGE

MARKWEST TO BOBCAT

SCHUMACHER, MARK CHRISTOPHER AND MARK VINCENT

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

12/19/2013

3-21-3

PENDING

NO CONSENT REQUIRED

DODDRIDGE

MARKWEST TO BOBCAT

SCHUMACHER, MARK CHRISTOPHER AND MARK VINCENT

ANTERO RESOURCES CORPORATION

SURFCE FACILITY EASEMENT AGREEMENT

12/19/2013

3-21-3

PENDING

NO CONSENT REQUIRED

DODDRIDGE

MARKWEST TO BOBCAT

SCHUMACHER, MARK CHRISTOPHER AND MARK VINCENT

ANTERO RESOURCES CORPORATION

TEMPORARY ROAD ACCESS EASEMENT AGREMENT

12/19/2013

3-21-3

N/A

NO CONSENT REQUIRED

DODDRIDGE

MARKWEST TO BOBCAT

SCHUMACHER, MARK CHRISTOPHER AND MARK VINCENT

ANTERO RESOURCES CORPORATION

TEMPORARY WAREYARD AGREEMENT

12/19/2013

3-21-3

N/A

NO CONSENT REQUIRED

DODDRIDGE

MARKWEST TO BOBCAT

SCHUMACHER, MARK CHRISTOPHER AND MARK VINCENT

ANTERO RESOURCES CORPORATION

TEMPORARY WORKSPACE AGREEMENT

12/19/2013

3-21-3

N/A

NO CONSENT REQUIRED

DODDRIDGE

MARKWEST TO BOBCAT

ASH, DELEAH J.

ANTERO RESOURCES MIDSTREAM LLC

PERMANENT EASEMENT AGREEMENT

1/3/2014

3-18-5

PENDING

NO CONSENT REQUIRED

DODDRIDGE

MARKWEST TO BOBCAT

STAMM, NANCY

ANTERO RESOURCES MIDSTREAM LLC

PERMANENT EASEMENT AGREEMENT

1/9/2014

3-21-5

N/A

NO CONSENT REQUIRED

DODDRIDGE

MARKWEST TO BOBCAT

STAMM, NANCY

ANTERO RESOURCES MIDSTREAM LLC

OPTION AGREEMENT AND SURFACE FACILITY EASEMENT AGREEMENT

1/16/2014

3-21-5

N/A

NO CONSENT REQUIRED

DODDRIDGE

MARKWEST TO BOBCAT

GASKINS, WILLIAM E. AND DESSIE A.

ANTERO RESOURCES MIDSTREAM LLC

PERMANENT EASEMENT AGREEMENT

1/13/2014

3-18-7

PENDING

NO CONSENT REQUIRED

DODDRIDGE

MARKWEST TO BOBCAT

WILLIAMS, MELVIN L.

ANTERO RESOURCES MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

12/30/2013

3-18-19

N/A

NO CONSENT REQUIRED

DODDRIDGE

MARKWEST TO BOBCAT

ASH, LESTER

ANTERO RESOURCES CORPORATION

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

1/6/2014

3-14-22.1

N/A

NOT REQUIRED

DODDRIDGE

MARKWEST TO BOBCAT

WEBB, TERESA M.

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

12/6/2013

3-15-14
3-18-8

PENDING

NO CONSENT REQUIRED

DODDRIDGE

MARKWEST TO BOBCAT

GASKINS, DOROTHY JUNE
GASKINS, SAMUAL C.
MARSHOK, SHARON L.
SANDERS, CONNIE J.

ANTERO RESOURCES MIDSTREAM LLC

PERMANENT EASEMENT AGREEMENT

1/10/2014

3-15-6
3-15-11
3-15-12

3/11/2014

321/544 #195183

NO CONSENT REQUIRED

DODDRIDGE

MARKWEST TO BOBCAT

GASKINS, DOROTHY JUNE
GASKINS, SAMUAL C.
MARSHOK, SHARON L.
SANDERS, CONNIE J.

ANTERO RESOURCES MIDSTREAM LLC

TEMPORARY ROAD ACCESS EASEMENT AGREEMENT

1/20/2014

3-15-6
3-15-11
3-15-12

N/A

NO CONSENT REQUIRED

DODDRIDGE

MARKWEST TO BOBCAT

GASKINS, DOROTHY JUNE
GASKINS, SAMUAL C.
MARSHOK, SHARON L.
SANDERS, CONNIE J.

ANTERO RESOURCES MIDSTREAM LLC

TEMPORARY WAREYARD AGREEMENT

1/20/2014

3-15-6
3-15-11
3-15-12

N/A

NO CONSENT REQUIRED

DODDRIDGE

MARKWEST TO BOBCAT

GASKINS, DOROTHY JUNE
GASKINS, SAMUAL C.
MARSHOK, SHARON L.
SANDERS, CONNIE J.

ANTERO RESOURCES MIDSTREAM LLC

PERMANENT ROAD ACCESS EASEMENT AGREEMENT

1/20/2014

3-15-6
3-15-11
3-15-12

3/11/2014

321/553 #195185

NO CONSENT REQUIRED

DODDRIDGE

MARKWEST TO BOBCAT

PERKINS OIL & GAS, INC.

ANTERO RESOURCES MIDSTREAM LLC

TEMPORARY ROAD ACCESS EASEMENT AGREEMENT

1/29/2014

3-18-04
3-18-27
3-18-28

N/A

NO CONSENT REQUIRED

DODDRIDGE

MARKWEST TO BOBCAT

FORD, JEFFREY AND SHELBY

ANTERO RESOURCES CORPORATION

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

12/11/2013

3-18-14
3-18-14.1

N/A

NO CONSENT REQUIRED

DODDRIDGE

MARKWEST TO BOBCAT

FORD, JEFFREY AND SHELBY

ANTERO RESOURCES CORPORATION

TEMPORARY ROAD ACCESS EASEMENT AGREMENT

12/11/2013

3-18-14
3-18-14.1

N/A

NO CONSENT REQUIRED

DODDRIDGE

MARKWEST TO BOBCAT

FORD, JEFFREY AND SHELBY

ANTERO RESOURCES CORPORATION

TEMPORARY WAREYARD AGREEMENT

12/11/2013

3-18-14
3-18-14.1

N/A

NO CONSENT REQUIRED

DODDRIDGE

MARKWEST TO BOBCAT

GOODSON, THOMAS
BUNTING, MARIE
WATT, RAAKELI

ANTERO RESOURCES MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

12/19/2013

3-18-15.2

N/A

NO CONSENT REQUIRED

DODDRIDGE

MARKWEST TO BOBCAT

LOUGH, JUANITA
LOUGH, ROBERT
LINTON, DENISE

ANTERO RESOURCES MIDSTREAM LLC

PERMANENT EASEMENT AGREEMENT

12/30/2013

3-18-20
3-18-6

PENDING

NO CONSENT REQUIRED

DODDRIDGE

MARKWEST TO BOBCAT

PERKINS OIL & GAS INC.

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

12/11/2013

3-18-4
3-18-27
3-18-28

3/25/2014

327/96 #201400001557

NO CONSENT REQUIRED

DODDRIDGE

MARKWEST TO BOBCAT

WRIGHT, DAWN E.

ANTERO MIDSTREAM LLC

TEMPORARY ROAD ACCESS EASEMENT AGREEMENT

4/3/2014

3-18-4.1

N/A

NO CONSENT REQUIRED

DODDRIDGE

MARKWEST TO BOBCAT

WRIGHT, DAWN

ANTERO RESOURCES MIDSTREAM LLC

TEMPORARY WORKSPACE

1/24/2014

3-18-4.1

N/A

NO CONSENT REQUIRED

DODDRIDGE

MARKWEST TO BOBCAT

WRIGHT, DAWN E.

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

12/6/2013

3-18-4.1
3-18-24

PENDING

NO CONSENT REQUIRED

DODDRIDGE

MARKWEST TO BOBCAT

WRIGHT, DAWN E.

ANTERO RESOURCES CORPORATION

TEMPORARY ROAD ACCESS EASEMENT AGREMENT

12/10/2013

3-18-4.1
3-18-24

N/A

NO CONSENT REQUIRED

DODDRIDGE

MARKWEST TO BOBCAT

WRIGHT, DAWN E.

ANTERO RESOURCES CORPORATION

TEMPORARY WAREYARD AGREEMENT

12/10/2013

3-18-4.1
3-18-24

N/A

NO CONSENT REQUIRED

DODDRIDGE

MARKWEST TO BOBCAT

WRIGHT, DAWN E.

ANTERO RESOURCES CORPORATION

TEMPORARY WORKSPACE AGREEMENT

12/10/2013

3-18-4.1
3-18-24

N/A

NO CONSENT REQUIRED

DODDRIDGE

MARKWEST TO BOBCAT

MILLER, JOHN H.

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

12/10/2013

3-18-4.6

PENDING

NO CONSENT REQUIRED

DODDRIDGE

MARKWEST TO BOBCAT

MILLER, JOHN H.

ANTERO RESOURCES CORPORATION

TEMPORARY ROAD ACCESS EASEMENT AGREMENT

12/10/2013

3-18-4.6

N/A

NO CONSENT REQUIRED

DODDRIDGE

MARKWEST TO BOBCAT

MILLER, JOHN H.

ANTERO RESOURCES CORPORATION

TEMPORARY WAREYARD AGREEMENT

12/10/2013

3-18-4.6

N/A

NO CONSENT REQUIRED

DODDRIDGE

MARKWEST TO BOBCAT

MILLER, JOHN H.

ANTERO RESOURCES MIDSTREAM LLC

TEMPORARY WORKSPACE AGREEMENT

1/24/2014

3-18-4.6

N/A

NO CONSENT REQUIRED

DODDRIDGE

MARKWEST TO BOBCAT

MILLER, JOHN H.

ANTERO RESOURCES MIDSTREAM LLC

MODIFICATION OF PERMANENT EASEMENT AGREEMENT-ADDED WAREYARD

2/22/2014

3-18-4.6

N/A

NO CONSENT REQUIRED

DODDRIDGE

MARKWEST TO BOBCAT

STAMM, EMMAJEAN

ANTERO RESOURCES MIDSTREAM LLC

PERMANENT EASEMENT AGREEMENT

1/15/2014

3-18-40
3-18-41
3-18-41.1

N/A

CONSENT REQUIRED

DODDRIDGE

MARKWEST TO BOBCAT

LAMBERNEDIS, DAVID N. & JENNIFER A.

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

12/16/2013

3-18-7.5

PENDING

NO CONSENT REQUIRED

DODDRIDGE

MARKWEST TO BOBCAT

DAVIS, RONALD L. & CINDY

ANTERO RESOURCES CORPORATION

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

12/4/2013

3-21-2.1

N/A

NO CONSENT REQUIRED

DODDRIDGE

MARKWEST TO BOBCAT

RINGER, ADAM B. & JOSHUA L.

ANTERO RESOURCES MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

12/27/2013

3-21-35
3-21-36

N/A

NO CONSENT REQUIRED

DODDRIDGE

MCGILL

CLARK, TERESA L.

ANTERO RESOURCES APPALACHIAN CORPORATION

SURFACE FACILITY AGREEMENT

5/28/2013

1-10-19

9/4/2013

312/204 #182515

NOT REQUIRED

DODDRIDGE

MELODY

LORKOVICH, LEONA, ET AL

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

6/28/2013

3-5-2

10/2/2014

336/117 #212308

NOT REQUIRED

DODDRIDGE

MELODY

LORKOVICH, LEONA W.
BANASZAK, SHIRLEY
WEEKLY, ANCIL

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

6/28/2013

3-5-2

PENDING

NOT REQUIRED

DODDRIDGE

MELODY

WEEKLY, ANCIL

ANTERO RESOURCES CORPORATION

OPTION AGREEMENT PERMANENT EASEMENT AGREEMENT

6/28/2013

3/5/2002

N/A

NOT REQUIRED

DODDRIDGE

MELODY

COSTILOW, CHARLES N.

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

6/29/2013

3-5-6

10/2/2014

336/109 #212307

NOT REQUIRED

DODDRIDGE

MELODY

KIRKPATRICK, LOIS JANE

ANTERO RESOURCES CORPORATION

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

10/9/2013

3-5-12

PENDING

NO CONSENT REQUIRED

DODDRIDGE

MELODY

LEMASTERS, BARBARA KAY

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

7/7/2013

3-2-16

PENDING

NOT REQUIRED

DODDRIDGE

MELODY

ROBERTS, MABEL
KIMBALL, BOREMAN
KIMBALL, MARVIN
GRIFFIN, VIRGINIA
LEMASTERS, BARBARA
KIMBALL, CHARLES
KIMBALL, JOSEPH
KIMBALL, MICHAEL

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

7/7/2013

3-2-16

PENDING

NOT REQUIRED

DODDRIDGE

MELODY

ROBERTS, MABLE

ANTERO RESOURCES MIDSTREAM LLC

PERMANENT EASEMENT AGREEMENT

7/7/2013

3-2-16

PENDING

NOT REQUIRED

DODDRIDGE

MELODY

ROBERTS, MABLE

ANTERO RESOURCES MIDSTREAM LLC

PERMANENT EASEMENT AGREEMENT

7/7/2013

3-2-16

PENDING

NOT REQUIRED

DODDRIDGE

MELODY

GRIFFIN, VIRGINIA L.

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

7/7/2013

3-12-16

8/1/2014

332/174 #206505

NOT REQUIRED

DODDRIDGE

MELODY

KIMBALL, BOREMAN R.

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

7/7/2013

3-12-16

8/1/2014

332/174 #206505

NOT REQUIRED

DODDRIDGE

MELODY

KIMBALL, JOSEPH

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

7/7/2013

3-12-16

8/1/2014

332/174 #206505

NOT REQUIRED

DODDRIDGE

MELODY

KIMBALL, MARVIN G.

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

7/7/2013

3-12-16

8/1/2014

332/174 #206505

NOT REQUIRED

DODDRIDGE

MELODY

KIMBALL, MICHAEL S.

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

7/7/2013

3-12-16

8/1/2014

332/174 #206505

NOT REQUIRED

DODDRIDGE

MELODY

SPENCER,CARLAS ET UX

ANTERO RESOURCES CORPORATION

OPTION AGREEMENT

9/10/2013

3-5-27

N/A

NO CONSENT REQUIRED

DODDRIDGE

MELODY

ANTERO RESOURCES CORPORATION

ANTERO MIDSTREAM LLC

PERMANENT EASEMENT AGREEMENT

5/1/2014

3-4-10
3-5-11
3-5-11.1

NO CONSENT REQUIRED

DODDRIDGE

MIDCANTON

NAPIER, THELMA M.
PHILLIPS, LORELEI SUE
FORD, PEGGY RUTH

ANTERO MIDSTREAM LLC

OPTION AGREEMENT FOR COMPRESSOR SITE

6/27/2014

8-5-16

NO CONSENT REQUIRED

DODDRIDGE

MIDCANTON

NAPIER, THELMA M.
PHILLIPS, LORELEI SUE
FORD, PEGGY RUTH

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND ACCESS ROAD AGREEMENT

6/27/2014

8-5-16

NO CONSENT REQUIRED

DODDRIDGE

MIDCANTON

CHIPPS, STEVEN R. & SHAWNA L.

ANTERO MIDSTREAM LLC

OPTION AGREEMENT COMPRESSOR SITE

7/2/2014

8-8-12
8-8-6
8-8-5.1

NO CONSENT REQUIRED

DODDRIDGE

MID-CANTON COMPRESSOR SITE

WILLIAMS, LARRY J.

ANTERO MIDSTREAM LLC

OPTION AGREEMENT (COMPRESSOR SITE)

6/8/2014

8-7-10

NO CONSENT REQUIRED

DODDRIDGE

MID-CANTON COMPRESSOR SITE

WILLIAMS, LARRY J.

ANTERO MIDSTREAM LLC

OPTION AGREEMENT (COMPRESSOR SITE)

6/8/2014

8-7-10

NO CONSENT REQUIRED

DODDRIDGE

MID-CANTON COMPRESSOR SITE

WILLIAMS, LARRY J.

ANTERO MIDSTREAM LLC

OPTION AGREEMENT (COMPRESSOR SITE)

6/8/2014

8-4-37.5

NO CONSENT REQUIRED

DODDRIDGE

MID-CANTON COMPRESSOR SITE

NOLL, FRANCIS J

ANTERO MIDSTREAM LLC

6-MONTH OPTION AGREEMENT TO PURCHASE PROPERTY FOR COMPRESSOR SITE

6/3/2014

8-5-10
8-5-10.1

NO CONSENT REQUIRED

DODDRIDGE

MIDCANTON CS

SMITH,TAMELA

ANTERO RESOURCES CORPORATION

OPTION AGREEMENT FOR COMPRESSOR SITE

7/1/2014

1-2-6

DODDRIDGE

MIDDLE

DAVIS,JONATHAN L. ET AL

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

8/22/2014

1-4-37.1
1-4-19
1-4-37.2
1-4-37

NO CONSENT NEEDED

DODDRIDGE

MIDDLE

PAINTER, CAROL AND ALFRIEDA

ANTERO MIDSTREAM LLC

OPTION PERMANENT EASEMENT AGREEMENT

6/30/2014

8-6-2.3

N/A

NOT REQUIRED

DODDRIDGE

MISERY

LORKOVICH, LEONA W.
BANASZAK, SHIRLEY
WEEKLY, ANCIL

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

6/28/2013

3-5-2

10/2/2014

336/117 #212308

NOT REQUIRED

DODDRIDGE

MISERY

FOSTER, YVONNE

ANTERO MIDSTREAM LLC

PERMANENT ROAD ACCESS EASEMENT AGREEMENT

5/9/2014

3-5-3

NO CONSENT REQUIRED

DODDRIDGE

MISERY

FOSTER, YVONNE

ANTERO RESOURCES MIDSTREAM LLC

PERMANENT EASEMENT AGREEMENT

2/15/2014

3-5-3

PENDING

NO CONSENT REQUIRED

DODDRIDGE

MISERY

COSTILOW, CHARLES N.

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

6/29/2013

3-5-6

10/2/2014

336/109 #212307

NOT REQUIRED

DODDRIDGE

MISERY

JORDAN FAMILY PARTNERSHIP

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

7/30/2013

3-5-7
3-5-8
3-5-15

PENIDNG

PENDING

NOT REQUIRED

DODDRIDGE

MISERY

JORDAN FAMILY PARTNERSHIP

ANTERO RESOURCES MIDSTREAM LLC

PERMANENT ROAD ACCESS EASEMENT AGREEMENT

1/31/2014

3-5-7
3-5-8
3-5-15

PENDING

NO CONSENT REQUIRED

DODDRIDGE

MOORE AND CANTON WATER

GRAY, FREDERICK AND ALLISON

ANTERO RESOURCES APPALACHIAN CORPORATION

ACCESS ROAD AGREEMENT

3/9/2012

3-16-2.1

3/28/2012

297/586 #161378

NOT REQUIRED

DODDRIDGE

N/S CANTON WATER

RUBLE, SCOTTY & MARTHA

ANTERO RESOURCES MIDSTREAM LLC

PERMANENT EASEMENT AGREEMENT

3/25/2014

3-9-2

PENDING

NO CONSENT REQUIRED

DODDRIDGE

N/S CANTON WATER

FOSTER, YVONNE

ANTERO RESOURCES MIDSTREAM LLC

PERMANENT EASEMENT AGREEMENT

3/27/2014

3-5-3

PENDING

NO CONSENT REQUIRED

DODDRIDGE

NASH

HAUG, ROBERT M., ET UX

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

9/5/2013

8-9-2

PENDING

NO CONSENT REQUIRED

DODDRIDGE

NASH

MILLER, DOUG ET UX

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

9/18/2013

8-9-3
8-9-1

12/6/2013

318/564 #188593

NO CONSENT REQUIRED

DODDRIDGE

NEW MILTON

MEANS, KEVIN M. AND CINDY

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

4/18/2013

6-8-36

4/18/2013

312/456 #182973

NOT REQUIRED

DODDRIDGE

NEW MILTON

COMSTOCK IRREVOCABLE TRUST

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT ROAD ACCESS AGREEMENT

7/16/2013

6-8-39

9/11/2013

312/446 #182971

NOT REQUIRED

DODDRIDGE

NEW MILTON

MCCLAIN, ROGER A.

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMEN

6/19/2013

6-8-40

9/12/2013

312/501 #183037

NOT REQUIRED

DODDRIDGE

NEW MILTON

MCCLAIN, ROGER A.

ANTERO RESOURCES MIDSTREAM LLC

PERMANENT EASEMENT AGREEMEN

6/9/2013

6-8-40

9/12/2013

312/509 #183038

NOT REQUIRED

DODDRIDGE

NEW MILTON

LUOTTO, JOHN A

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

4/18/2013

6-11-2

9/19/2013

313/215 #1836421

NOT REQUIRED

DODDRIDGE

NEW MILTON

COASTAL FOREST
RESOURCES COMPANY

ANTERO RESOURCES APPALACHIAN CORPORATION

METER & VALVE SITE RIGHT OF WAY AGREEMENT

6/28/2013

6-8-35
6-12-1

1/9/2014

319/623 #190624

NOT REQUIRED

DODDRIDGE

NEW MILTON

COASTAL FOREST
RESOURCES COMPANY

ANTERO RESOURCES APPALACHIAN CORPORATION

ROAD RIGHT OF WAY AGREEMENT

6/28/2013

6-8-35
6-12-1

1/9/2014

319/623 #190624

NOT REQUIRED

DODDRIDGE

NEW MILTON

COASTAL FOREST
RESOURCES COMPANY

ANTERO RESOURCES APPALACHIAN CORPORATION

PIPELINE AGREEMENT

8/28/2013

6-8-35
6-12-1

1/9/2014

319/623 #190624

NOT REQUIRED

DODDRIDGE

NEW MILTON

PHILLIPS, RAMONETTA ET AL

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

4/26/2013

6-8-37
6-8-37.1

9/17/2013

313/64 #183246

NOT REQUIRED

DODDRIDGE

NEW MILTON

PHILLIPS, RAMONETTA ET AL

ANTERO RESOURCES CORPORATION

PERMANENT ROAD ACCESS EASEMENT AGREEMENT

7/13/2013

6-8-37
6-8-37.1

9/17/2013

313/292 #183435

NOT REQUIRED

DODDRIDGE

NEW MILTON TO CRISLIP

COX, DENVER W., JR., ET UX

ANTERO RESOURCES CORPORATION

OPTION AGREEMENT

8/27/2013

6-8-38 & 6-12-2.1

N/A

NO CONSENT REQUIRED

DODDRIDGE

NEW MILTON TO MDPT

BARR, JR., JAMES T. AND BERNICE

ANTERO RESOURCES CORPORATION

TEMPOARY WORKSPACE AGREEMENT

12/11/2013

6-12-10

N/A

NO CONSENT REQUIRED

DODDRIDGE

NEW MILTON TO MDPT

BARR, JR., JAMES T. AND BERNICE

ANTERO RESOURCES CORPORATION

TEMPORARY ROAD ACCESS EASEMENT AGREMENT

12/11/2013

6-12-10

N/A

NO CONSENT REQUIRED

DODDRIDGE

NEW MILTON TO MIDPT

COMSTOCK IRREVOCABLE TRUST

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

9/7/2013

6-8-39

1/9/2014

319/47 #190609

NOT REQUIRED

DODDRIDGE

NEW MILTON TO MIDPT

MCCLAIN, ROGER A.

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

6/19/2013

6-8-40

9/12/2013

312/501 #183037

NOT REQUIRED

DODDRIDGE

NEW MILTON TO MIDPT

BOW, CHARLES T. & LANORA

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

8/26/2013

6-12-2

1/9/2014

319/539 #190608

NOT REQUIRED

DODDRIDGE

NEW MILTON TO MIDPT

BARR, JAMES THEODORE, JR.

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

8/22/2013

6-12-10

3//20/2014

321/399 #194704

NOT REQUIRED

DODDRIDGE

NEW MILTON TO MIDPT

BARR, JAMES THEODORE, JR.

ANTERO RESOURCES CORPORATION

MODIFICATION OF OPTION AND PERMANENT EASEMENT AGREEMENT

12/5/2013

6-12-10

3/20/2014

321/399 #194704

NOT REQUIRED

DODDRIDGE

NEW MILTON TO MIDPT

WHITEHAIR, ELTON D. & JUDITH

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

8/15/2013

6-12-18
6-12-19

1/9/2014

319/532 #190607

NOT REQUIRED

DODDRIDGE

NEW MILTON TO MIDPT

CRISLIP, REXALL M. ET AL

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

3/16/2012

6-12-34
6-12-39

4/2/2012

298/367 #161482

NOT REQUIRED

DODDRIDGE

NEW MILTON TO MIDPT

CRISLIP, REXALL M. ET AL

ANTERO RESOURCES MIDSTREAM LLC

ROAD ACCESS

11/16/2012

6-12-34
6-12-39

9/19/2013

313/269 #183431

NOT REQUIRED

DODDRIDGE

NICHOLS

McCULLOUGH, RICHARD F.

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

5/13/2014

1-6-5

N/A

NO CONSENT NEEDED

DODDRIDGE

NICHOLS

LEACH, MICHELE
PRUTSMAN, SUSAN
PERINE, GERALD ANDREW

ANTERO MIDSTREAM LLC

PERMANENT EASEMENT AGREEMENT

4/28/2014

1-6-26

NO CONSENT REQUIRED

DODDRIDGE

NICHOLS

KELLEY, KIMELA & CHARLES

ANTERO MIDSTREAM LLC

PARMANET AGREEMENT AND WAREYARD AGREEMENT

4/25/2014

1-6-12
1-6-17

NO CONSENT REQUIRED

DODDRIDGE

NICHOLS

KELLEY, KIMELA & CHARLES

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND ACCESS ROAD AGREEMENT

4/25/2014

1-6-12
1-6-17

NO CONSENT REQUIRED

DODDRIDGE

NICHOLS

KELLEY, KIMELA & CHARLES

ANTERO MIDSTREAM LLC

PERMANENT EASEMENT AGREEMENT

4/29/2014

1-6-12
1-6-17

NO CONSENT REQUIRED

DODDRIDGE

NICHOLS LATERAL

MCCULLOUGH, RICHARD F

ANTERO MIDSTREAM LLC

PERMANENT EASEMENT AGREEMENT

5/13/2014

1-6-5

NO CONSENT REQUIRED

DODDRIDGE

NIMORWICZ

MUTSCHELNAUS, CLARENCE W. ET UX

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT

8/16/2013

4-5-14

9/19/2013

313/319 #183439

NOT REQUIRED

DODDRIDGE

NORTH CANTON CONNECTOR

GLASPELL, MARY L

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

9/11/2013

5-11-33

PENDING

NO CONSENT REQUIRED

DODDRIDGE

NORTH CANTON CONNECTOR

GLASPELL, SHAWN A.

ANTERO RESOURCES CORPORATION

OPTION PERMANENT EASEMENT AGREEMENT

8/11/2013

5-11-34

8/25/2014

333/10 #208481

NOT REQUIRED

DODDRIDGE

NORTH CANTON CONNECTOR

GLASPELL, SHAWN A.

ANTERO RESOURCES CORPORATION

OPTION TO PURCHASE

8/23/2013

5-11-34

N/A

NO CONSENT REQUIRED

DODDRIDGE

NORTH CANTON CONNECTOR

ARCHER, TOMMY L.

ANTERO RESOURCES CORPORATION

OPTION PERMANENT EASEMENT AGREEMENT

8/21/2013

5-12-37

N/A

NOT REQUIRED

DODDRIDGE

NORTH CANTON CONNECTOR

COLLINS, THOMAS A.

ANTERO RESOURCES CORPORATION

OPTION PERMANENT EASEMENT AGREEMENT

8/10/2013

5-12-38

PENDING

NOT REQUIRED

DODDRIDGE

NORTH CANTON CONNECTOR

MCCLURE, NELSON M., ET UX

ANTERO RESOURCES CORPORATION

OPTION AGREEMENT

8/27/2013

5-18-50

N/A

NO CONSENT REQUIRED

DODDRIDGE

NORTH CANTON CONNECTOR

GLASPELL, SHAWN A.

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

9/5/2013

5-23-1

PENDING

NO CONSENT REQUIRED

DODDRIDGE

NORTH CANTON CONNECTOR

GLASPELL, SHAWN
DILLON, DIANA & EDSEL
KERBY, TAMMY
BAILEY, MEGAN
WINSTON LOVE FAMILY TRUST

ANTERO RESOURCES MIDSTREAM LLC

PERMANENT EASEMENT AGREEMENT

2/17/2014

5-23-2

N/A

NO CONSENT REQUIRED

DODDRIDGE

NORTH CANTON CONNECTOR

BLAND, LESTER TRUSTEE OF THE CHILDREN’S TRUST
LAFALCE, ASHLIE

ANTERO MIDSTREAM LLC

TEMPORARY ROAD ACCESS EASEMENT AGREEMENT

4/16/2014

5-17-3

N/A

NO CONSENT REQUIRED

DODDRIDGE

NORTH CANTON CONNECTOR

SIMMONS, CRAIG A. & CONNIE L.

ANTERO MIDSTREAM LLC

TEMPORARY ROAD ACCESS EASEMENT AGREEMENT

8/12/2014

5-11-4

N/A

NO CONSENT NEEDED

DODDRIDGE

NORTH CANTON CONNECTOR

SIMMONS, CRAIG A., ET UX

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

11/8/2013

5-11-4

8/25/2014

333/1 #208480

NO CONSENT REQUIRED

DODDRIDGE

NORTH CANTON CONNECTOR

BROOKOVER, CHESTER E.

ANTERO RESOURCES CORPORATION

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

8/29/2013

5-17-4

N/A

NO CONSENT REQUIRED

DODDRIDGE

NORTH CANTON CONNECTOR

DODRILL, OPAL O.

ANTERO RESOURCES MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

2/14/2014

5-23-8

N/A

NO CONSENT REQUIRED

DODDRIDGE

NORTH CANTON CONNECTOR

METHENY, JACK D.

ANTERO RESOURCES CORPORATION

OPTION TO PURCHASE AN EASEMENT

11/5/2013

5-10-10

N/A

NO CONSENT REQUIRED

DODDRIDGE

NORTH CANTON CONNECTOR

ARBOGAST, MARY K.

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

11/8/2013

5-11-10

8/25/2014

332/652 #208450

NO CONSENT REQUIRED

DODDRIDGE

NORTH CANTON CONNECTOR

JONES, RONALD R., SR.

ANTERO RESOURCES APPALACHIAN CORPORATION

OPTION PERMANENT EASEMENT AGREEMENT

10/2/2012

5-17-12

N/A

NOT REQUIRED

DODDRIDGE

NORTH CANTON CONNECTOR

JONES, RONALD R., SR.

ANTERO RESOURCES APPALACHIAN CORPORATION

SURFACE FACILITY

12/8/2012

5-17-12

9/16/2013

426/270 #77765

NOT REQUIRED

DODDRIDGE

NORTH CANTON CONNECTOR

JONES, RONALD R., SR. ET AL

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT ACCESS ROAD

4/24/2014

5-17-12

PENDING

NOT REQUIRED

DODDRIDGE

NORTH CANTON CONNECTOR

JONES, RONALD R., SR. ET AL

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

10/2/2012

5-17-12

PENDING

NOT REQUIRED

DODDRIDGE

NORTH CANTON CONNECTOR

LAFALCE, ASHLIE

ANTERO RESOURCES MIDSTREAM LLC

OPTION PERMANENT EASEMENT AGREEMENT

3/17/2014

5-17-13

8/25/2014

332/701 #208466

NOT REQUIRED

DODDRIDGE

NORTH CANTON CONNECTOR

ARCHER, J. SAMUEL

ANTERO RESOURCES MIDSTREAM LLC

PERMANENT EASEMENT AGREEMENT

2/27/2014

5-23-15

8/25/2014

332/710 #208470

NO CONSENT REQUIRED

DODDRIDGE

NORTH CANTON CONNECTOR

COFFMAN, CHRISTOPHER

ANTERO MIDSTREAM LLC

PERMANENT ROAD ACCESS EASEMENT AGREEMENT

4/10/2014

5-11-16

NO CONSENT REQUIRED

DODDRIDGE

NORTH CANTON CONNECTOR

COFFMAN, CHRISTPHER

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND ACCESS ROAD AGREEMENT

4/26/2014

5-11-16

NO CONSENT REQUIRED

DODDRIDGE

NORTH CANTON CONNECTOR

COFFMAN, CHRISTOPHER L.

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND ACCESS ROAD AGREEMENT

7/15/2014

5-11-16

NO CONSENT REQUIRED

DODDRIDGE

NORTH CANTON CONNECTOR

COFFMAN, CHRISTOPHER

ANTERO MIDSTREAM LLC

TEMPORARY WORKSPACE AGREEMENT

8/26/2014

5-11-16

NO CONSENT NEEDED

DODDRIDGE

NORTH CANTON CONNECTOR

COFFMAN, CHRISTOPHER L.

ANTERO RESOURCES MIDSTREAM LLC

PERMANENT ROAD ACCESS EASEMENT AGREEMENT

2/4/2014

5-11-16

PENDING

NO CONSENT REQUIRED

DODDRIDGE

NORTH CANTON CONNECTOR

COFFMAN, CHRISTOPHER L.

ANTERO RESOURCES MIDSTREAM LLC

PERMANENT EASEMENT AGREEMENT

2/21/2014

5-11-16

8/25/2014

332/718 #208476

NO CONSENT REQUIRED

DODDRIDGE

NORTH CANTON CONNECTOR

SUMMERS, ROBERT E ET UX

ANTERO RESOURCES CORPORATION

OPTION AGREEMENT

8/27/2013

5-12-22

N/A

NO CONSENT REQUIRED

DODDRIDGE

NORTH CANTON CONNECTOR

SWIGER, LARRY D.

ANTERO RESOURCES CORPORATION

OPTION PERMANENT EASEMENT AGREEMENT

8/13/2013

5-11-24

N/A

NOT REQUIRED

DODDRIDGE

NORTH CANTON CONNECTOR

ELK LICK CHURCH OF GOD

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

10/24/2013

5-11-13 5-11-13.1

8/25/2014

332/660 #208451

NO CONSENT REQUIRED

DODDRIDGE

NORTH CANTON CONNECTOR

YEAGER, CHARLES W. III

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND ACCESS ROAD AGREEMENT

7/17/2014

5-11-15
5-11-14

NO CONSENT REQUIRED

DODDRIDGE

NORTH CANTON CONNECTOR

HARDGROVE, MARK E.

ANTERO RESOURCES CORPORATION

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

9/27/2013

5-11-22.1

N/A

NO CONSENT REQUIRED

DODDRIDGE

NORTH CANTON CONNECTOR

GLASPELL, SHAWN

ANTERO MIDSTREAM LLC

TEMPORARY ROAD ACCESS EASEMENT AGREEMENT

4/17/2014

5-11-34
5-17-3.2
5-17-3.3
5-17-14
5-23-1

N/A

NO CONSENT REQUIRED

DODDRIDGE

NORTH CANTON CONNECTOR

GLASPELL, SHAWN A.

ANTERO MIDSTREAM LLC

TEMPORARY ACCESS ROAD EASEMENT AGREEMENT

6/12/2014

5-11-34
5-17-3.2
5-17-3.3
5-17-14
5-23-1

N/A

NO CONSENT REQUIRED

DODDRIDGE

NORTH CANTON CONNECTOR

GLASPELL, SHAWN A.

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

8/24/2013

5-11-34; 5-17-3.2
5-17-3.3
5-17-3.4
5-17-19
5-17-20

PENDING

NOT REQUIRED

DODDRIDGE

NORTH CANTON CONNECTOR

LEMASTER, HAZEL

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND ACCESS ROAD AGREEMENT

4/19/2014

5-11-5
5-11-5.2
5-11-5.3

NO CONSENT REQUIRED

DODDRIDGE

NORTH CANTON CONNECTOR

LEMASTERS, HAZEL

ANTERO RESOURCES CORPORATION

EXTENSION AGREEMENT

10/5/2012

5-11-5
5-11-5.2
5-11-5.3

8/25/2014

332/685 #208457

NO CONSENT REQUIRED

DODDRIDGE

NORTH CANTON CONNECTOR

FERREBEE, BETTY

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

10/27/2013

5-11-7 5-11-7.1

8/25/2014

332/644 #208449

NO CONSENT REQUIRED

DODDRIDGE

NORTH CANTON CONNECTOR

GAMBLE, JASIN

ANTERO MIDSTREAM LLC

MODIFICATION ADDED WAREYARD

3/31/2014

5-11-7
5-11-7.1

NO CONSENT REQUIRED

DODDRIDGE

NORTH CANTON CONNECTOR

JONES, RONALD R. SR. AND JULIA
JONES, RONALD R. JR
JONES, MICHAEL
JONES, LAURA GRESSEL

ANTERO MIDSTREAM LLC

PERMANENT ACCESS ROAD EASEMENT AGREEMENT

4/24/2014

5-17-12
5-17-13

NO CONSENT REQUIRED

DODDRIDGE

NORTH CANTON CONNECTOR

BRAUN, JERRY E., ET UX

ANTERO RESOURCES CORPORATION

OPTION AGREEMENT

9/16/2013

5-18-2.1

N/A

NO CONSENT REQUIRED

DODDRIDGE

NORTH CANTON CONNECTOR

BATES, WILLIAM L. AND MARY L.

ANTERO RESOURCES CORPORATION

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

8/20/2013

5-19-22.3
5-19-24

N/A

NOT REQUIRED

DODDRIDGE

NORTH CANTON CONNECTOR

HENNING, CHARLES & ZELDA

ANTERO MIDSTREAM LLC

TEMPORARY WAREYARD AGREEMENT

4/5/2014

5-23-1.1

N/A

NO CONSENT REQUIRED

DODDRIDGE

NORTH CANTON CONNECTOR

HENNING, CHARLES R. AND ZELDA

ANTERO RESOURCES MIDSTREAM LLC

PERMANENT EASEMENT AGREEMENT

3/2/2014

5-23-1.1

8/25/2014

332/669 #208452

NO CONSENT REQUIRED

DODDRIDGE

NORTH CANTON CONNECTOR

NORTON, JAMES L. & LAWANNA J.

ANTERO RESOURCES MIDSTREAM LLC

PERMANENT EASEMENT AGREEMENT

12/23/2013

5-23-4
5-23-4.1

8/25/2014

332/693 #208463

NO CONSENT REQUIRED

DODDRIDGE

NORTH CANTON CONNECTOR

NORTON, JAMES L. & LAWANNA J.

ANTERO RESOURCES MIDSTREAM LLC

TEMPORARY ROAD ACCESS AGREEMENT

12/31/2013

5-23-4
5-23-4.1

N/A

NO CONSENT REQUIRED

DODDRIDGE

NORTH CANTON CONNECTOR

JOHNSON, JOHNIE, JR.

ANTERO RESOURCES MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

2/12/2014

5-23-8.1

N/A

NO CONSENT REQUIRED

DODDRIDGE

NORTH CANTON CONNECTOR

RUDDER, GRACE OLIVE

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

10/21/2013

5-5-11.1

PENDING

NO CONSENT REQUIRED

DODDRIDGE

NORTH CANTON CONNECTOR

FERREBEE, DAVID

ANTERO MIDSTREAM LLC

TEMPORARY ROAD ACCESS EASEMENT AGREEMENT

4/28/2014

5-5-5
5-5-12

N/A

NO CONSENT REQUIRED

DODDRIDGE

NORTH CANTON CONNECTOR

COASTAL FOREST RESOURCES COMPANY

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

3/11/2014

9-5-10.1

PENDING

WRIITEN CONSENT REQUIRED

DODDRIDGE

NORTON

NORTON, GARRY R.

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

12/2/2013

6-19-6

PENDING

NO CONSENT REQUIRED

DODDRIDGE

NORTON

COX, DENVER W., JR., ET UX

ANTERO RESOURCES CORPORATION

OPTION AGREEMENT & PERMANENT EASEMENT AGREEMENT

10/7/2013

6-15-17

N/A

NO CONSENT REQUIRED

DODDRIDGE

NORTON

FIEDLER, ANNELISE (FKA ANNE KELLY)

ANTERO RESOURCES MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

2/4/2014

6-15-13.1

N/A

NO CONSENT REQUIRED

DODDRIDGE

NORTON

COX, RALPH AND DELORIS

ANTERO RESOURCES CORPORATION

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

12/18/2013

6-15-14
6-15-16

N/A

NO CONSENT REQUIRED

DODDRIDGE

PEARL JEAN

BYLER, VALENTINE S. & KELLY A.

ANTERO MIDSTREAM LLC

PERMANENT EASEMENT AGREEMENT

6/17/2014

3-19-6

PENDING

NO CONSENT REQUIRED

DODDRIDGE

PEARL JEAN

JETT, GLORIA

ANTERO MIDSTREAM LLC

PERMANENT EASEMENT AGREEMENT

5/23/2014

3-19-7

PENDING

NO CONSENT REQUIRED

DODDRIDGE

PEARL JEAN

JETT, GLORIA

ANTERO RESOURCES MIDSTREAM LLC

PERMANENT EASEMENT AGREEMENT

1/16/2014

3-19-7

PENDING

NO CONSENT REQUIRED

DODDRIDGE

PEARL JEAN

PENNINGTON, DEAN & MARTHA

ANTERO RESOURCES MIDSTREAM LLC

PERMANENT EASEMENT AGREEMENT

1/23/2014

3-16-21

PENDING

NO CONSENT REQUIRED

DODDRIDGE

PEARL JEAN

PENNINGTON, DEAN R. & MARTHA A., H/W

ANTERO MIDSTREAM LLC

COMPRESSOR SITE AND EASEMENT AGREEMENT

3/20/2013

3-16-21
3-17-28

4/17/2014

328/606 #198599

NOT REQUIRED

DODDRIDGE

PEARL JEAN

PENNINGTON, DEAN R. & MARTHA A., H/W

ANTERO MIDSTREAM LLC

SURFACE FACILITY AGREEMENT

4/29/2013

3-16-21
3-17-28

9/27/2013

313/472 #183958

NOT REQUIRED

DODDRIDGE

PEARL JEAN

PENNINGTON, DEAN & MARTHA

ANTERO RESOURCES MIDSTREAM LLC

PERMANENT ROAD ACCESS EASEMENT AGREEMENT

4/7/2014

3-16-21
3-17-28
3-20-1
3-20-51

PENDING

NO CONSENT REQUIRED

DODDRIDGE

PENNINGTON NO.

MORRIS, IKE ( I L )

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

7/10/2013

6-7-1

1/9/2014

319/608 #190621

NOT REQUIRED

DODDRIDGE

PENNINGTON NO.

JETT, EDWARD ET AL

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

5/28/2013

6-11-1

12/6/2013

318/549 #188590

NOT REQUIRED

DODDRIDGE

PENNINGTON NO.

JETT, EDWARD ET AL

ANTERO RESOURCES CORPORATION

SURFACE FACILITY EASEMENT AGREEMENT

6/26/2013

6-11-1

9/9/2013

313/276 #183432

NO REQUIRED

DODDRIDGE

PENNINGTON NO.

PENNINGTON, BERNARD, ET UX

ANTERO MIDSTREAM LLC

OPTION FOR PERMANENT EASEMENT AGREEMENT

5/28/2013

6-11-3

N/A

NOT REQUIRED

DODDRIDGE

PENNINGTON NORTH

MORRIS, I. L.(IKE)

ANTERO RESOURCES CORPORATION

TEMPORARY ROAD ACCESS EASEMENT AGREMENT

11/7/2013

6-7-1

N/A

NO CONSENT REQUIRED

DODDRIDGE

PENNINGTON NORTH

MORRIS, IKE

ANTERO RESOURCES MIDSTREAM LLC

TEMPORARY WORKSPACE/ EXTRA TEMPORARY WORKSPACE

1/20/2014

6-7-1

N/A

NO CONSENT REQUIRED

DODDRIDGE

PENNINGTON SO

MORRIS, IKE ( I L )

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

7/1/2013

6-7-1

12/6/2013

318/539 #188588

NOT REQUIRED

DODDRIDGE

PENNINGTON SO

PENNINGTON, BERNARD, ET AL

ANTERO MIDSTREAM LLC

PERMANENT EASEMENT AGREEMENT

6/28/2013

6-11-3

PENDING

NOT REQUIRED

DODDRIDGE

PENNINGTON SO

DAVIS, BRIAN E

ANTERO MIDSTREAM LLC

PERMANENT EASEMENT AGREEMENT

7/14/2013

6-11-17

10/2/2014

336/100 #212305

NOT REQUIRED

DODDRIDGE

PIKES FORK

BORING, CLAUDIA D.
SECKMAN, DWAINE

ANTERO RESOURCES CORPORATION

OPTION AGREEMENT TO PURCHASE COMPRESSOR SITE

11/24/2013

5-24-36

N/A

CONSENT REQUIRED

DODDRIDGE

PIPEYARD

MANCUSO, ANTHONY

ANTERO RESOURCES CORPORATION

GROUND LEASE AGREEMENT

9/18/2013

1-10-3

NO CONSENT REQUIRED

DODDRIDGE

PRATT LAT

JACKSON, VANCE

ANTERO RESOURCES APPALACHIAN CORPORATION

OPTION FOR PERMAMENT EASEMENT

11/8/2012

3-8-3

N/A

NOT REQUIRED

DODDRIDGE

PRATT LAT

HIGGINBOTHAM, PAMELA ANN

ANTERO RESOURCES APPALACHIAN CORPORATION

EXTENSION OF OPTION

11/6/2012

3-8-6

N/A

NOT REQUIRED

DODDRIDGE

PRATT LAT

PRATT, CLARENCE O. AND JUANITA J.

ANTERO RESOURCES APPALACHIAN CORPORATION

OPTION FOR PERMAMENT EASEMENT

5/23/2012

3-8-11

N/A

NOT REQUIRED

DODDRIDGE

PRATT LAT

PRATT, CLARENCE O. AND JUANITA J.

ANTERO RESOURCES APPALACHIAN CORPORATION

EXTENSION OF OPTION

11/8/2012

3-8-11

N/A

NOT REQUIRED

DODDRIDGE

R.J. SMITH

CHESTNUT GROVE CHRISTIAN CHURCH

ANTERO RESOURCES CORPORATION

TEMPORARY WORKSPACE

10/2/2013

3-5-30.1

N/A

NO CONSENT REQUIRED

DODDRIDGE

R.J.SMITH

PRATT,DENZIL F ET UX

ANTERO RESOURCES CORPORATION

PERMANENT ROAD AGREEMENT

9/4/2013

3-5-10

PENDING

NO CONSENT REQUIRED

DODDRIDGE

R.J.SMITH

PRATT,DENZIL F ET UX

ANTERO RESOURCES CORPORATION

SURFACE
AGREEMENT

9/4/2013

3-5-10

PENDING

NO CONSENT REQUIRED

DODDRIDGE

REVIVAL

WILLIAMS, JERRY L. ET UX

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

10/24/2012

3-13-9

PENDING

NOT REQUIRED

DODDRIDGE

REVIVAL

MOUNT SALEM REVIVAL GROUNDS

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT

12/17/2012

3-13-15.1

3/15/2014

321/436 #194712

NOT REQUIRED

DODDRIDGE

REVIVAL

MOORE, DWIGHT E. ET UX

ANTERO RESOURCES APPALACHIAN CORPORATION

SURFACE FACILITY EASEMENT

10/10/2012

3-13-17
3-13-21
3-13-22

11/5/2013

316/616 #186375

NOT REQUIRED

DODDRIDGE

REVIVAL

WILLIAMS, LARRY G. ET UX

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT

12/15/2012

3-13-9.1

PENDING

NOT REQUIRED

DODDRIDGE

RJ SMITH

PRATT, DENZIL ET UX

ANTERO RESOURCES MIDSTREAM LLC

PERMANENT EASEMENT AGREEMENT

9/5/2013

3-5-10

NONE REQUIRED

DODDRIDGE

RJ SMITH

CHESTNUT GROVE CHRISTIAN CHURCH

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

8/21/2013

3-5-30.1

NONE REQUIRED

DODDRIDGE

ROBERT WILLIAMS

HILEY, ROGER L ET UX

ANTERO RESOURCES CORPORATION

OPTION AGREEMENT

9/4/2013

1-15-8

12/6/2013

31/507 #188583

NO CONSENT REQUIRED

DODDRIDGE

ROBERT WILLIAMS

PRIMM, LOREN, ET UX

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

8/8/2013

1-15-17

1/9/2014

319/556 #190610

NOT REQUIRED

DODDRIDGE

ROBERT WILLIAMS

WILLIAMS, ROBERT C.

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

1/25/2013

1-15-6.4

1/9/2014

319/525 #190606

NONE REQUIRED

DODDRIDGE

ROCK RUN

LAMBERT, GEORGE D.

ANTERO RESOURCES MIDSTREAM LLC

PERMANENT EASEMENT AGREEMENT

1/10/2014

1-4-33

PENDING

NO CONSENT REQUIRED

DODDRIDGE

ROCK RUN

DAVIS, JONATHAN L. ET UX

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

11/23/2013

1-7-2

PENDING

NO CONSENT REQUIRED

DODDRIDGE

ROCK RUN

DAVIS, JONATHAN L. ET UX

ANTERO RESOURCES MIDSTREAM LLC

PERMANENT EASEMENT AGREEMENT

1/10/2014

1-4-33.1

N/A

NO CONSENT REQUIRED

DODDRIDGE

ROCK RUN

DAVIS, JONATHAN L., ET AL

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

11/23/2013

1-4-35
1-4-36

PENDING

NO CONSENT REQUIRED

DODDRIDGE

ROY

WRIGHT, JAMES N. & TAMMY L.

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

10/15/2012

5-11-20

OPTION ONLY

NOT REQUIRED

DODDRIDGE

ROY

LEMASTERS, HAZEL

ANTERO RESOURCES APPALACHIAN CORPORATION

SURFACE FACILITY

10/15/2012

5-11-5.2

1/9/2014

319/582 #190615

NOT REQUIRED

DODDRIDGE

ROY

LEMASTERS, HAZEL

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

10/5/2012

5-11-5; 5-11-5.2; 5-11-5.3

PENDING

NOT REQUIRED

DODDRIDGE

ROY

FERREBEE, DAVID & BETTY

ANTERO RESOURCES APPALACHIAN CORPORATION

SURFACE FACILITY

10/11/2012

5-5-5
5-5-12

9/11/2013

312/416 #182964

NOT REQUIRED

DODDRIDGE

ROY

FERREBEE, DAVID & BETTY

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

10/11/2012

5-5-5; 5-5-12

PENDING

NOT REQUIRED

DODDRIDGE

RUDDY

ERWIN, JOHN F.

ANTERO RESOURCES APPALACHIAN CORPORATION

RELEASE AND AGREEMENT TO CHANGE LOCATION OF EASEMENT

1/15/2013

6-19-11
6-19-12

3/5/2014

321/411 #194706

NOT REQUIRED

DODDRIDGE

RUDDY

ERWIN, JOHN F.

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT

3/19/2012

6-19-11
6-19-12
6-19-1

11/20/2012

304/103 #168828

NOT REQUIRED

DODDRIDGE

RUDDY

ERWIN, JOHN F.

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT

3/19/2012

6-19-11
6-19-12
6-19-1

11/20/2012

304/103 #168828

NOT REQUIRED

DODDRIDGE

SNAKE RUN

MCCLAIN,ROGER II,JOHN,ROGER AND STACEY

ANTERO MIDSTREAM LLC

TEMPORARY WAREYARD AGREEMENT

7/21/2014

6-8-40

N/A

NO CONSENT NEEDED

DODDRIDGE

SNAKE RUN

MCCLAIN,ROGER,STACY,ROGER II, &JOHN

ANTERO MIDSTREAM LLC

TEMPORARY ACCESS ROAD

7/21/2014

6-8-40

N/A

NO CONSENT NEEDED

DODDRIDGE

SNAKE RUN

MCCLAIN,ROGER,STACY,ROGER II, &JOHN

ANTERO MIDSTREAM LLC

MODIFICATION OF OPTION AND PERMANENT EASEMENT AGREEMENT

7/21/2014

6-8-40

NO CONSENT NEEDED

DODDRIDGE

SNAKE RUN

MCCLAIN,ROGER,STACY,ROGER II, &JOHN

ANTERO MIDSTREAM LLC

OPTION AGREEMENT FOR SURFACE FACILITY EASEMENT

7/21/2014

6-8-40

NO CONSENT NEEDED

DODDRIDGE

STARK TO HYRE

TALLMAN,STACY AND RONALD JR

ANTERO MIDSTREAM LLC

MODIFICATION OF OPTION AND PERMANENT EASEMENT AGREEMENT

9/13/2014

4-9-2

NO CONSENT NEEDED

DODDRIDGE

STRICKLING

FOSTER, YVONNE

ANTERO RESOURCES MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

2/15/2014

8-4-5

N/A

NO CONSENT REQUIRED

DODDRIDGE

STRICKLING

FITZGERALD, JOHN M.

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

6/11/2014

8-4-14.1

NO CONSENT REQUIRED

DODDRIDGE

STRICKLING

ALEXANDER, MATTHEW W.

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

9/16/2014

8-4-32
8-4-35

NO CONSENT NEEDED

DODDRIDGE

STRICKLING

SISLER, KATHERINE J.
UNDERWOOD, PHILLIP S.
UNDERWOOD, PATRICIA M.

ANTERO MIDSTREAM LLC

OPTION AND PERMANENT EASEMENT AGREEMENT

6/17/2014

8-4-9
8-4-30

N/A

NO CONSENT NEEDED

DODDRIDGE

STRICKLING LINE

RAVENSCROFT, WAYNE C

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

6/23/2014

8-4-21

NO CONSENT REQUIRED

DODDRIDGE

STRICKLING LINE

HOOPER, JOHNNY B

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT PERMANENT EASEMENT AGREEMENT

6/26/2014

8-4-27

NO CONSENT REQUIRED

DODDRIDGE

STRICKLING LINE

WILLIAMS, LARRY J.

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

6/8/2014

8-4-26
8-4-34

NO CONSENT REQUIRED

DODDRIDGE

SUA

MANCUSO, ANTHONY

ANTERO RESOURCES APPALACHIAN CORPORATION

GROUND LEASE

10/6/2011

1-10-3

NOT REQUIRED

DODDRIDGE

SUA

BARNES, RONALD G

ANTERO RESOURCES APPALACHIAN CORPORATION

SURFACE USE AGREEMENT (PIPEYARD)

6/9/2012

6-1-10.03

10/15/2013

315/384 #184756

NOT REQUIRED

DODDRIDGE

TERRY SNIDER CS

JONES, HATTIE MARKLE

ANTERO RESOURCES CORPORATION

COMPRESSOR SITE AGREEMENT

10/25/2013

6-15-5

10/25/2013

429-763 #79644

DODDRIDGE

VICTORIA TO EQT

ARCHER, JOHN SAMUEL

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

11/19/2013

5-23-15

PENDING

NO CONSENT REQUIRED

DODDRIDGE

VOGT

KNUDSEN, ELAINE T.

ANTERO MIDSTREAM LLC

PERMANENT EASEMENT AGREEMENT

10/13/2012

1-6-31

2/22/2013

305/282 #172462

NOT REQUIRED

DODDRIDGE

VOGT

JACKSON, ROBERT P.

ANTERO MIDSTREAM LLC

PERMANENT EASEMENT AGREEMENT

8/7/2012

1-6-37

2/22/2013

305/297 #172470

NOT REQUIRED

DODDRIDGE

VOGT

JOELYNN FAMILY PRESERVATION

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

8/20/2012

1-9-7

2/22/2013

305/289 #172463

NONE REQUIRED

DODDRIDGE

VOGT

COASTAL FOREST RESOURCE COMPANY

ANTERO MIDSTREAM LLC

PIPELINE RIGHT OF WAY AGREEMENT

1/7/2013

1-6-37.1

9/19/2013

313/252 #183428

NEEDS CONSENT

DODDRIDGE

VOGT

COTTRILL, BRENT ET AL

ANTERO MIDSTREAM LLC

PERMANENT EASEMENT AGREEMENT

6/13/2012

1-6-43 aka 1-7-20

9/11/2013

312/419 #182965

NOT REQUIRED

DODDRIDGE

VOGT

VOGT, GREGORY R. ET UX

ANTERO MIDSTREAM LLC

PERMANENT EASEMENT & ACCESS ROAD AGREEMENT

9/18/2012

1-9-18
1-9-18.1

2/22/2013

305/320 #172477

NOT REQUIRED

DODDRIDGE

WEST END CONNECTOR

CALHOUN,JACKSON (LE)

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

9/5/2014

8-8-31

NO CONSENT NEEDED

DODDRIDGE

WEST END CONNECTOR

WHITEHILL,TERRI LYNN

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

9/8/2014

9-8-34

NO CONSENT NEEDED

DODDRIDGE

WEST END CONNECTOR

WHITEHILL,TERRI LYNN

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

9/8/2014

9-8-34

NO CONSENT NEEDED

DODDRIDGE

WEST END CONNECTOR

DAVIS, TENSIL D. (le)

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

9/25/2014

8-8-45

NO CONSENT NEEDED

DODDRIDGE

WEST END CONNECTOR

WEEKLEY,PAUL II.& LINDA

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

9/2/2014

8-8-45

NO CONSENT NEEDED

DODDRIDGE

WEST END CONNECTOR

MCKINNEY,LEONARD

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

9/13/2014

8-8-53

NO CONSENT NEEDED

DODDRIDGE

WEST END CONNECTOR

LEONCE, LEBEL A.

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

9/30/2014

8-12-61

NO CONSENT NEEDED

DODDRIDGE

WEST END CONNECTOR

SMITH,MARK RAYMOND

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

9/3/2014

8-12-70

NO CONSENT NEEDED

DODDRIDGE

WEST END CONNECTOR

MAYLE, CAROL E. & CECILIA A.

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

8/29/2014

8-12-98

NO CONSENT NEEDED

DODDRIDGE

WEST END CONNECTOR

COTTRILL, WILLIAM F., JR.

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

8/23/2014

1-6-1

N/A

NO CONSENT NEEDED

DODDRIDGE

WEST END CONNECTOR

COTTRILL, WILLIAM F., JR.

ANTERO MIDSTREAM LLC

PERMANENT ACCESS ROAD AGREEMENT

8/23/2014

1-6-1

NO CONSENT NEEDED

DODDRIDGE

WEST END CONNECTOR

SPENCER,EARLDENE

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

8/18/2014

8-12-1

NO CONSENT NEEDED

DODDRIDGE

WEST END CONNECTOR

HOLTZ, FRANK JR.

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

9/4/2014

8-12-2

NO CONSENT NEEDED

DODDRIDGE

WEST END CONNECTOR

SHEPHERD, MICHAEL

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

8/18/2014

1-3-4

N/A

NO CONSENT NEEDED

DODDRIDGE

WEST END CONNECTOR

WALKER,SHARON & RONALD BURNS

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

8/16/2014

8-12-4

N/A

NO CONSENT NEEDED

DODDRIDGE

WEST END CONNECTOR

WALKER,SHARON & RONALD BURNS

ANTERO MIDSTREAM LLC

MODIFICATION OF OPTION AND PERMANENT EASEMENT AGREEMENT

9/15/2014

8-12-4

N/A

NO CONSENT NEEDED

DODDRIDGE

WEST END CONNECTOR

WALKER,SHARON & RONALD BURNS

ANTERO MIDSTREAM LLC

OPTION PAYMENT FOR TEMP. ACCESS ROAD AND WAREYARD

9/15/2014

8-12-4

N/A

NO CONSENT NEEDED

DODDRIDGE

WEST END CONNECTOR

CRISS, GRANVILLE JR. & ROSE MAE

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

8/17/2014

8-11-8

N/A

NO CONSENT NEEDED

DODDRIDGE

WEST END CONNECTOR

LOWTHER, PATRICIA L., ET AL

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

8/22/2014

8-11-9

NO CONSENT NEEDED

DODDRIDGE

WEST END CONNECTOR

STANLEY, WILLIAM J.

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

8/21/2014

1-18-10

N/A

NO CONSENT NEEDED

DODDRIDGE

WEST END CONNECTOR

WILLIAMS, LARRY

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

8/14/2014

8-7-10

N/A

NO CONSENT NEEDED

DODDRIDGE

WEST END CONNECTOR

JAMES, MICHAEL BRIAN

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

10/2/2014

1-4-12

NO CONSENT NEEDED

DODDRIDGE

WEST END CONNECTOR

GEORGE W. ASH

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

9/2/2014

1-17-13

NO CONSENT NEEDED

DODDRIDGE

WEST END CONNECTOR

CLARA, FORD A.

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

9/29/2014

8-7-13

NO CONSENT NEEDED

DODDRIDGE

WEST END CONNECTOR

JOHNSON,CHAD W.

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

10/3/2014
6 MONTH OPTION

8-12-14

NO CONSENT NEEDED

DODDRIDGE

WEST END CONNECTOR

FRALEY, ROBERT GLENN & SHELLY A.

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

8/20/2014

8-8-15

N/A

NO CONSENT NEEDED

DODDRIDGE

WEST END CONNECTOR

COTTRILL, TIMOTHY & ERMA

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

9/12/2014

8-13-15

NO CONSENT NEEDED

DODDRIDGE

WEST END CONNECTOR

LOONY,MICHAEL L.

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

9/16/2014

1-4-17

NO CONSENT NEEDED

DODDRIDGE

WEST END CONNECTOR

MORRIS,IKE

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

9/10/2014

8-16-17

NO CONSENT NEEDED

DODDRIDGE

WEST END CONNECTOR

SALINA,CHRISTOPHER AND KATHRYN

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

9/12/2014

8-7-18

NO CONSENT NEEDED

DODDRIDGE

WEST END CONNECTOR

SAMER,MATTHEW T., Et Al

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

9/9/2014

8-16-21

NO CONSENT NEEDED

DODDRIDGE

WEST END CONNECTOR

SPONAUGLE,CHALMER,ET AL

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

8/21/2014

8-7-25

NO CONSENT NEEDED

DODDRIDGE

WEST END CONNECTOR

MEREDITH,ROY ALFRED

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

9/3/2014

1-17-2.1
1-17-2.2
1-17-2.3
1-17-2

NO CONSENT NEEDED

DODDRIDGE

WEST END CONNECTOR

HUNTER,DAVID & JANE

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

9/3/2014

1-20-6.1

NO CONSENT NEEDED

DODDRIDGE

WEST END CONNECTOR

STINESPRING, VICTOR G. ET AL

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

8/19/2014

1-2-1
1-2-1.1

NO CONSENT NEEDED

DODDRIDGE

WEST END CONNECTOR

BEE,DORIS,HILEMAN & JAMES,JEFFERY

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

8/17/2014

1-3-13
1-3-15

NO CONSENT NEEDED

DODDRIDGE

WEST END CONNECTOR

SHEPHERD, MICHAEL

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

8/22/2014

1-3-9.1
1-3-11
1-4-10
1-4-11.1
1-4-14.1

NO CONSENT NEEDED

DODDRIDGE

WEST END CONNECTOR

CHIPPS, EUGENE VANCE,II

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

9/18/2014

1-4-11
1-4-13
1-4-14

NO CONSENT NEEDED

DODDRIDGE

WEST END CONNECTOR

HAYHURST,ELI, W. & HAYHURST, JEFFREY A.

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

9/22/2014

1-4-22.2

NO CONSENT NEEDED

DODDRIDGE

WEST END CONNECTOR

WYCKOFF, GEORGE

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

8/17/2014

8-12-13.1

NO CONSENT NEEDED

DODDRIDGE

WEST END CONNECTOR

LOWERY,EVA

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

9/24/2014

8-12-23
8-12-6

NO CONSENT NEEDED

DODDRIDGE

WEST END CONNECTOR

SPENCER ENTERPRISES, LLC

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

8/18/2014

8-12-59
8-12-68
8-34-3
8-8-40

N/A

NO CONSENT NEEDED

DODDRIDGE

WEST END CONNECTOR

SMITH, JOHN SAMUEL

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND ACCESS ROAD AGREEMENT

9/26/2014

8-12-8
8-12-9
8-12-10
8-12-12
8-8-52
8-12-99

NO CONSENT NEEDED

DODDRIDGE

WEST END CONNECTOR

SMITH, ERIC S.

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

8/23/2014

8-2-5
8-2-5.2

NO CONSENT NEEDED

DODDRIDGE

WEST END CONNECTOR

STRICKLING, JOHN PAUL
STRICKLING, REBECCA RUTH
STRICKLING, JAMES EARL

ANTERO MIDSTREAM LLC

OPTION AND PERMANENT EASEMENT AGREEMENT

7/26/2014

8-4-28; 8-4-36

N/A

NO CONSENT NEEDED

DODDRIDGE

WEST END CONNECTOR

RANDALL,LYNCH &CRAIG,DIXIE

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

8/26/2014

8-6-1
8-6-2
8-6-2.5

NO CONSENT NEEDED

DODDRIDGE

WEST END CONNECTOR

LIPSCOMB, SANDRA ELAINE

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

9/29/2014

8-7-11
8-7-12

NO CONSENT NEEDED

DODDRIDGE

WEST END CONNECTOR

KING,DAVID F.

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

9/22/2014

8-7-18.2

NO CONSENT NEEDED

DODDRIDGE

WEST END CONNECTOR

TRAVIS, BARBARA JEAN, Et Al

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

9/22/2014

8-7-26
8-7-27
8-7-28

NO CONSENT NEEDED

DODDRIDGE

WEST END CONNECTOR

TRAVIS, BARBARA JEAN, Et Al

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND ACCESS ROAD AGREEMENT

9/29/2014

8-7-26
8-7-27
8-7-28

NO CONSENT NEEDED

DODDRIDGE

WEST END CONNECTOR

WYCKOFF, GEORGE & SUSAN

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

8/17/2014

8-8-36.1

NO CONSENT NEEDED

DODDRIDGE

WEST END CONNECTOR

WALLS,TERRY & NEENA

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

9/4/2014

8-9-4.1

NO CONSENT NEEDED

DODDRIDGE

WHITE OAK SOUTH CS

KEY OIL COMPANY

ANTERO MIDSTREAM LLC

COMPRESSOR STATION OPTION AND EASEMENT AGREEMENT

7/1/2014

8-19-25

N/A

NO CONSENT NEEDED

DODDRIDGE

WHITEHAIR

COASTAL FOREST RESOURCES COMPANY

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

7/2/2012

6-12-17

10/5/2012

303/302 #167312

REQUIRED WITH WRITTEN CONSENT

DODDRIDGE

WILLARD

CARDER, GALENA DAWN AND DOROTHY J. DAVIS

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

8/24/2013

6-4-38

PENDING

NO CONSENT REQUIRED

DODDRIDGE

WILLARD

THE COMSTOCK IRREVOCABLE TRUST & THE SILVESTRE IRREVOCABLE TRUST

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

11/18/2013

6-8-39

PENDING

NO CONSENT REQUIRED

DODDRIDGE

WILLARD

BOWYER, NORMA SUE

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

7/25/2013

6-8-5

PENDING

NOT REQUIRED

DODDRIDGE

WILLARD

BOWYER, NORMA SUE

ANTERO RESOURCES CORPORATION

TEMPORARY ROAD ACCESS EASEMENT AGREMENT

12/17/2013

6-8-5

N/A

NO CONSENT REQUIRED

DODDRIDGE

WILLARD

BURBRIDGE, ERMAN DALE

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

1/9/2014

6-8-6

PENDING

NO CONSENT REQUIRED

DODDRIDGE

WILLARD

ROSS, GEORGE

ANTERO RESOURCES CORPORATION

SURFACE FACILITY AGREEMENT

8/15/2013

6-8-7

9/17/2013

313/94 #183248

NOT REQUIRED

DODDRIDGE

WILLARD

ROSS, GEORGE

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

8/25/2013

6-8-7

PENDING

NOT REQUIRED

DODDRIDGE

WILLARD

ROSS, GEORGE

ANTERO RESOURCES MIDSTREAM LLC

TEMPORARY WAREYARD AGREEMENT

2/1/2014

6-8-7

N/A

NO CONSENT REQUIRED

DODDRIDGE

WILLARD

ROSS, JAMES ET AL

ANTERO RESOURCES CORPORATION

OPTION OF PERMANENT EASEMENT AGREEMENT

8/21/2013

6-4-12
6-4-12.1

N/A

NOT REQUIRED

DODDRIDGE

WILLARD

MCCLAIN, ROGER A.

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMEN

6/19/2013

6-4-31
6-4-31.1

9/12/2013

312/501 #183037

NOT REQUIRED

DODDRIDGE

WILLARD

KELLY, DAVID K ET UX

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

9/4/2013

6-4-31
6-4-31.1

PENDING

NO CONSENT REQUIRED

DODDRIDGE

WILLARD

NICHOLSON, ROY K., ET UX

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

9/5/2013

6-4-32 & 6-4-37

PENDING

NO CONSENT REQUIRED

DODDRIDGE

WILLARD

PHILLIPS, KRISTEN A.

ANTERO RESOURCES CORPORATION

OPTION OF PERMANENT EASEMENT AGREEMENT

8/8/2013

6-8-6.1

N/A

NOT REQUIRED

DODDRIDGE

WILLIARD

KEPLINGER, II, DALE W. & MELISSA

ANTERO RESOURCES MIDSTREAM LLC

PERMANENT EASEMENT AGREEMENT

12/27/2013

6-8-17

PENDING

NO CONSENT REQUIRED

DODDRIDGE

WOLF PEN

MCCLAIN,ROGER ET AL

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

7/21/2014

6-8-40

PENDING

NO CONSENT NEEDED

DODDRIDGE

WOLF PEN

MCCLAIN,ROGER ET AL

ANTERO MIDSTREAM LLC

MODIFICATION OF OPTION AND PERMANENT EASEMENT AGREEMENT

7/21/2014

6-8-40

PENDING

NO CONSENT NEEDED

DODDRIDGE

WOLF PEN

ROSS, ALVIN
HART, SAMMIE MARIE

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

4/23/2014

6-5-7

PENDING

NO CONSENT REQUIRED

DODDRIDGE

WOLF PEN

SCHULTE, JOSEPH
JONES, JEANETTE
HICKS, REBECCA
NICHOLSON, ROBERT
NICHOLSON, JOYCE
WEEKLEY, CONNIE

ANTERO MIDSTREAM LLC

PERMANENT EASEMENT AGREEMENT

4/8/2014

6-8-8

PENDING

NO CONSENT REQUIRED

DODDRIDGE

WOLF PEN

SCHULTE, JOSEPH
JONES, JEANETTE
HICKS, REBECCA
NICHOLSON, ROBERT
NICHOLSON, JOYCE
WEEKLEY, CONNIE

ANTERO MIDSTREAM LLC

TEMPORARY ROAD ACCESS EASEMENT AGREEMENT

4/8/2014

6-8-8

N/A

NO CONSENT REQUIRED

DODDRIDGE

WOLF PEN

ROSS, GEORGE

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

8/25/2013

9-6-8-7

PENDING

DODDRIDGE

WVCS

NICHOLSON, RICHARD ET AL

ANTERO RESOURCES APPALACHIAN CORPORATION

OPTION FOR COMPRESSOR SITE

3/15/2013

6-12-33

N/A

NOT REQUIRED

DODDRIDGE

WVCS

CRISLIP, REXALL ET AL

ANTERO RESOURCES APPALACHIAN CORPORATION

SURFACE USE AGREEMENT

2/14/2012

6-12-34

3/2/2012

297/273

NOT REQUIRED

DODDRIDGE

WVCS

CRISLIP, REXALL ET AL

ANTERO RESOURCES APPALACHIAN CORPORATION

TANKER PIPELINE AREA AGREEMENT

6/28/2012

6-12-34

9/9/2013

312/286

NOT REQUIRED

DODDRIDGE

WVCS

CRISLIP, REXALL ET AL

ANTERO RESOURCES APPALACHIAN CORPORATION

DEED AND EASEMENT AGREEMENT

1/24/2012

6-12-34

3/2/2012

297/256

NOT REQUIRED

DODDRIDGE

WVCS

BORING, CLAUDIA D.
SECKMAN, DWAINE

ANTERO RESOURCES CORPORATION

OPTION TO PURCHASE COMPRESSOR SITE

11/24/2013

5-24-36

NO CONSENT REQUIRED

DODDRIDGE

WVCS

MCCLAIN, ROGER ET AL

ANTERO RESOURCES APPALACHIAN CORPORATION

COMPRESSOR SITE AGREEMENT

6/19/2013

6-8-40

N/A

NOT REQUIRED

DODDRIDGE

WVCS

COTTRILL, WILLIAM F., JR.

ANTERO RESOURCES CORPORATION

OPTION TO PURCHASE COMPRESSOR SITE

12/6/2013

1-6-1

NO CONSENT REQUIRED

DODDRIDGE

WVCS

KEY OIL COMPANY

ANTERO RESOURCES APPALACHIAN CORPORATION

OPTION FOR COMPRESSOR SITE

2/15/2013

7-11-1

N/A

NOT REQUIRED

DODDRIDGE

WVCS

NORMAN I. SINES AND VICTORIA D. SINES

ANTERO RESOURCES CORPORATION

MEMORANDUM OF LEASE AGREEMENT

8/1/2013

3-10-2

8/2/2013

311/545

90 DAY NOTIFICATION IF TO NON-AFFILIATE OR NON-SUBSIDIARY

DODDRIDGE

WVCS

NORMAN I. SINES AND VICTORIA D. SINES

ANTERO RESOURCES CORPORATION

LEASE AGREEMENT

8/1/2013

3-10-2

90 DAY NOTIFICATION IF TO NON-AFFILIATE OR NON-SUBSIDIARY

DODDRIDGE

WVCS

HAYES, SHIRLEY ET AL

ANTERO RESOURCES APPALACHIAN CORPORATION

OPTION FOR COMPRESSOR SITE

4/26/2013

5-12-3

N/A

NOT REQUIRED

DODDRIDGE

WVCS

MOORE, EMMA J.

ANTERO RESOURCES APPALACHIAN CORPORATION

OPTION FOR COMPRESSOR SITE

4/24/2013

5-18-4

N/A

NOT REQUIRED

DODDRIDGE

WVCS

KEY OIL COMPANY

ANTERO RESOURCES APPALACHIAN CORPORATION

OPTION FOR COMPRESSOR SITE

3/7/2013

8-19-25

N/A

NOT REQUIRED

DODDRIDGE

WVCS

DOTSON, RENDAL, ET UX

ANTERO RESOURCES BLUESTONE CORPORATION

COMPRESSOR SITE AGREEMENT

7/22/2011

20-9
20-16

12/19/2011

295/169

DODDRIDGE

WVCS

KEY OIL COMPANY

ANTERO RESOURCES APPALACHIAN CORPORATION

OPTION FOR COMPRESSOR SITE

5/9/2013

2-1-10.1; 2-1-11

N/A

NOT REQUIRED

DODDRIDGE

WVCS

PENNINGTON, DEAN ET UX

ANTERO RESOURCES APPALACHIAN CORPORATION

COMPRESSOR SITE AGREEMENT

3/20/2013

3-16-21
3-17-28

N/A

NOT REQUIRED

DODDRIDGE

WVCS

MCCLAIN, JOHN

ANTERO RESOURCES CORPORATION

OPTION FOR COMPRESSOR SITE

8/10/2013

5-11-25; 5-11-26; 5-11-26.1

N/A

NOT REQUIRED

DODDRIDGE

WVCS

GLASPELL, SHAWN

ANTERO RESOURCES APPALACHIAN CORPORATION

OPTION FOR COMPRESSOR SITE

4/20/2013

5-11-34; 5-11-34.2

N/A

NOT REQUIRED

DODDRIDGE

WVCS

GLASPELL, SHAWN

ANTERO RESOURCES CORPORATION

OPTION FOR COMPRESSOR SITE

8/11/2013

5-11-34; 5-11-34.2

PENDING

NOT REQUIRED

DODDRIDGE

WVCS

GLASPELL, MARY

ANTERO RESOURCES CORPORATION

OPTION FOR COMPRESSOR SITE

9/12/2013

5-12-7; 5-12-7.2

N/A

NOT REQUIRED

DODDRIDGE

WVCS

KEY OIL COMPANY
BUTLER, FRANKLIN

ANTERO MIDSTREAM LLC

COMPRESSOR STATION OPTION AND EASEMENT AGREEMENT

7/8/2014

8-12-64.1; 8-12-64; 8-12-71.1; 8-12-51; 8-12-50

N/A

NO CONSENT NEEDED

DODDRIDGE

YVONNE

SMITH, ROBERT J.
SMITH, CINDY L.

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

5/27/2014

3-4-9

NO CONSENT REQUIRED

DODDRIDGE

YVONNE

ANTERO RESOURCES CORPORATION

ANTERO MIDSTREAM LLC

PERMANENT EASEMENT AGREEMENT

6/5/2014

3-4-10

NO CONSENT REQUIRED

DODDRIDGE

WILLIAMS,LARRY

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

8/14/2014

8-7-10
8-4-34
8-4-37.1

NO CONSENT NEEDED

DODDRIDGE

KIRKWOOD LATERAL

BURWELL, CHARLES R. & CHAD R.

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

7/12/2014

12-00361.006

NO CONSENT REQUIRED

GUERNSEY

KIRKWOOD LATERAL

MCBURNEY, BRIAN

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

7/15/2014

12-00361.007

NO CONSENT REQUIRED

GUERNSEY

KIRKWOOD LATERAL

CARPENTER, JAMES S. & TERRY

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

7/12/2014

12-00361.008

NO CONSENT REQUIRED

GUERNSEY

KIRKWOOD LATERAL

CRAVAT COAL COMPANY

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

10/3/2014

12-00448.000
12-00449.000

NO CONSENT REQUIRED

GUERNSEY

KIRKWOOD LATERAL

JENKINS, JAMES J. & ARLENE M.

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

7/16/2014

12-00448.008

NO CONSENT REQUIRED

GUERNSEY

KIRKWOOD LATERAL

HALL, BOYD, & INEZ

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

7/13/2014

20-0000239.000
20-0000240.000

NO CONSENT REQUIRED

GUERNSEY

KIRKWOOD LATERAL

CLARK, PATRICK D. & DEBORAH M.

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

7/17/2014

20-0001245.000
20-0001241.000

NO CONSENT REQUIRED

GUERNSEY

KIRKWOOD LATERAL

BIRNEY, CARL J. ET UX

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

6/19/2014

20-00036

NO CONSENT REQUIRED

GUERNSEY

KIRKWOOD LATERAL

BOND, ROBERT W. & DONNA E.

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

7/14/2014

20-00065.000
20-00070.000
20-00071.000

NO CONSENT REQUIRED

GUERNSEY

KIRKWOOD LATERAL

PARSONS, GARY D ET UX

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

6/18/2014

20-00152

NO CONSENT REQUIRED

GUERNSEY

KIRKWOOD LATERAL

ST. CLAIR, JANICE

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

7/12/2014

20-00190.000

NO CONSENT REQUIRED

GUERNSEY

KIRKWOOD LATERAL

KAURICH, ADAM & KARRI

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

7/10/2014

20-00275.010
20-00275.011
20-00275.012

NO CONSENT REQUIRED

GUERNSEY

KIRKWOOD LATERAL

SHEPPARD, DAVID

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

7/26/2014

20-00574
20-00575

NO CONSENT REQUIRED

GUERNSEY

KIRKWOOD LATERAL

SHEPPARD, WILLIAM

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

8/3/2014

20-00575.001

NO CONSENT REQUIRED

GUERNSEY

KIRKWOOD LATERAL

STINE, DAVID ST UX

ANTERO MIDSTREAM LLC

SURFACE FACILITY EASEMENT AGREEMENT

6/19/2014

20-00596

NO CONSENT REQUIRED

GUERNSEY

KIRKWOOD LATERAL

STINE, DAVID ST UX

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

6/19/2014

20-00596

NO CONSENT REQUIRED

GUERNSEY

KIRKWOOD LATERAL

METTS, DURWARD D. & BETTY J.

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

7/29/2014

20-00667

NO CONSENT REQUIRED

GUERNSEY

KIRKWOOD LATERAL

HERSHBERGER, ELI A. & KATHERINE E.

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

8/12/2014

20-01189

NO CONSENT REQUIRED

GUERNSEY

BLUESTONE

LAMB, JOHN N ET UX

BLUESTONE ENERGY PARTNERS

PIPELINE RIGHT OF WAY

39599

HARRISON

BLUESTONE

MATTHEW , ROY J

BLUESTONE ENERGY PARTNERS

PIPELINE RIGHT OF WAY

3/18/2005

18-2603-43

3/18/2005

1374-571
#200500006327

HARRISON

BLUESTONE

SPENCER, FREDERICK A JR (LE)

BLUESTONE ENERGY PARTNERS

PIPELINE RIGHT OF WAY

9/18/2008

18-2603-62

9/25/2008

1422-559
#200800026739

HARRISON

BLUESTONE

DOLLY, MARY S

BLUESTONE ENERGY PARTNERS

PIPELINE RIGHT OF WAY

1/12/2009

18-261-13
18-281-10

1/29/2009

1427-129
#200900002766

HARRISON

BLUESTONE

DOLLY, MARY S

BLUESTONE ENERGY PARTNERS

PIPELINE RIGHT OF WAY

1/12/2009

18-261-13
18-281-10

1/29/2009

1427-129
#200900002766

HARRISON

BLUESTONE

MATTHEY, WILLIS LEE

BLUESTONE ENERGY PARTNERS

PIPELINE RIGHT OF WAY

3/17/2009

18-261-4

3/23/2009

1428-758
200900009616

HARRISON

BLUESTONE

MATTHEY, WILLIS LEE

BLUESTONE ENERGY PARTNERS

PIPELINE RIGHT OF WAY

3/17/2009

18-261-4

3/23/2009

1428-758
200900009616

HARRISON

BLUESTONE

HICKMAN, IVA S ET AL

BLUESTONE ENERGY PARTNERS

PIPELINE RIGHT OF WAY

3/17/2009

18-261-5

3/23/2009

1428-761
#200900009618

HARRISON

BLUESTONE

HICKMAN, IVA S ET AL

BLUESTONE ENERGY PARTNERS

PIPELINE RIGHT OF WAY

3/17/2009

18-261-5

3/23/2009

1428-761
#200900009618

HARRISON

BLUESTONE

POSTLEWAIT, RONALD W II ET AL

BLUESTONE ENERGY PARTNERS

PIPELINE RIGHT OF WAY

2/15/2013

18-261-6

4/16/2013

1509-652
#201300017600

HARRISON

BLUESTONE

DEHAVEN, WARREN R ET UX

BLUESTONE ENERGY PARTNERS

PIPELINE RIGHT OF WAY

18-280.1.1

4/16/2007

1402-651-653
#200700006287

HARRISON

BLUESTONE

TRAVIS, CHARLES ET UX

BLUESTONE ENERGY PARTNERS

PIPELINE RIGHT OF WAY

3/20/2008

18-280-1

4/14/2008

1416-691
#200800009060

HARRISON

BLUESTONE

TRAVIS, CHARLES ET UX

BLUESTONE ENERGY PARTNERS

PIPELINE RIGHT OF WAY

3/20/2008

18-280-1

4/14/2008

1416-691
#200800009060

HARRISON

BLUESTONE

SAMER, MATTHEW T ET UX

BLUESTONE ENERGY PARTNERS

PIPELINE RIGHT OF WAY

3/7/2008

18-280-1.2

4/14/2008

1416-691
#200800009060

HARRISON

BLUESTONE

SAMER, MATTHEW T ET UX

BLUESTONE ENERGY PARTNERS

PIPELINE RIGHT OF WAY

3/7/2008

18-280-1.2

4/14/2008

1416-691
#200800009060

HARRISON

BLUESTONE

RITTER, NEVA (LE)

BLUESTONE ENERGY PARTNERS

PIPELINE RIGHT OF WAY

9/21/2008

18-280-2

11/6/2008

1424-724
#200800031429

HARRISON

BLUESTONE

RITTER, NEVA (LE)

BLUESTONE ENERGY PARTNERS

PIPELINE RIGHT OF WAY

9/21/2008

18-280-2

11/6/2008

1424-724
#200800031429

HARRISON

BLUESTONE

DIOCESE OF WHEELING-CHARLESTON

BLUESTONE ENERGY PARTNERS

PIPELINE RIGHT OF WAY

18-281-11

HARRISON

BLUESTONE

VARNER, KENNETH L

BLUESTONE ENERGY PARTNERS

PIPELINE RIGHT OF WAY

18-281-12

HARRISON

BLUESTONE

CITY OF SALEM

BLUESTONE ENERGY PARTNERS

PIPELINE RIGHT OF WAY

6/22/2009

18-281-13
18-281-14
18-281-15
18-281-17
18-281-30
18-281-52

7/10/2009

1434-532
#200900022676

HARRISON

BLUESTONE

CITY OF SALEM

BLUESTONE ENERGY PARTNERS

PIPELINE RIGHT OF WAY

6/23/2009

18-281-13
18-281-14
18-281-15
18-281-17
18-281-30
18-281-52

7/10/2009

1434-532
#200900022676

HARRISON

BLUESTONE

CORNELL, ANTHONY P ET UX

BLUESTONE ENERGY PARTNERS

PIPELINE RIGHT OF WAY

5/28/2008

18-281-19

1/18/2011

1461-1075
#201100001737

HARRISON

BLUESTONE

CORNELL, ANTHONY P ET UX

BLUESTONE ENERGY PARTNERS

PIPELINE RIGHT OF WAY

5/28/2008

18-281-19

1/18/2011

1461-1075
#201100001737

HARRISON

BLUESTONE

BLUESTONE ENERGY PARTNERS

PIPELINE RIGHT OF WAY

3/20/2008

18-281-22

4/14/2008

1416-685
#200800009057

HARRISON

BLUESTONE

STOUT, RICHARD T.

BLUESTONE ENERGY PARTNERS

PIPELINE RIGHT OF WAY

3/20/2008

18-281-22

4/14/2008

1416-685
#200800009057

HARRISON

BLUESTONE

GRIFFIN, DONNIE F

BLUESTONE ENERGY PARTNERS

PIPELINE RIGHT OF WAY

11/25/2008

18-281-23

12/30/2008

1426-348
#200800036292

HARRISON

BLUESTONE

GRIFFIN, DONNIE F

BLUESTONE ENERGY PARTNERS

PIPELINE RIGHT OF WAY

11/25/2008

18-281-23

12/30/2008

1426-348
#200800036292

HARRISON

BLUESTONE

GORBY, BILLY LEE ET UX

BLUESTONE ENERGY PARTNERS

PIPELINE RIGHT OF WAY

12/3/2008

18-281-32.1

12/30/2008

1426-363
#200800036297

HARRISON

BLUESTONE

GORBY, BILLY LEE ET UX

BLUESTONE ENERGY PARTNERS

PIPELINE RIGHT OF WAY

12/3/2008

18-281-32.1

12/30/2008

1426-363
#200800036297

HARRISON

BLUESTONE

FOX, NATHAN G

BLUESTONE ENERGY PARTNERS

PIPELINE RIGHT OF WAY

18-282-113

HARRISON

BLUESTONE

BAILEY, DAVID D

BLUESTONE ENERGY PARTNERS

PIPELINE RIGHT OF WAY

10/1/2009

18-282-12
18-282-32.2

11/20/2009

1439-223
#200900038130

HARRISON

BLUESTONE

BAILEY, DAVID D

BLUESTONE ENERGY PARTNERS

PIPELINE RIGHT OF WAY

10/2/2009

18-282-12
18-282-32.2

11/20/2009

1439-223
#200900038130

HARRISON

BLUESTONE

KINNEY, CLYDE JR

BLUESTONE ENERGY PARTNERS

PIPELINE RIGHT OF WAY

11/25/2008

18-282-15

12/30/2008

1426-357
#200800036295

HARRISON

BLUESTONE

KINNEY, CLYDE JR

BLUESTONE ENERGY PARTNERS

PIPELINE RIGHT OF WAY

11/25/2008

18-282-15

12/30/2008

1426-357
#200800036295

HARRISON

BLUESTONE

HAUGHT, ROBERT J ET AL

BLUESTONE ENERGY PARTNERS

PIPELINE RIGHT OF WAY

18-282-35

HARRISON

BLUESTONE

STAMM, JEFFREY O

BLUESTONE ENERGY PARTNERS

PIPELINE RIGHT OF WAY

18-282-55

HARRISON

JARVISVILLE TO EQT

SPERRY, L. DIANE
SPERRY, CLARENCE E.
SPERRY, JANET L.

ANTERO RESOURCES MIDSTREAM LLC

PERMANENT EASEMENT AGREEMENT

1/7/2014

20-344-35
20-344-36

PENDING

NO CONSENT REQUIRED

HARRISON

JARVISVILLE TO EQT

POTH, KEVIN J.

ANTERO MIDSTREAM LLC

TEMPORARY WAREYARD AGREEMENT

8/4/2014

20-364-14

N/A

HARRISON

JARVISVILLE TO EQT

POTH, KEVIN

ANTERO RESOURCES MIDSTREAM LLC

PERMANENT EASEMENT AGREEMENT

2/24/2014

20-364-14

3/25/2014/4-3-2014

1528/872 #201400015247/1529/75 #201400016380

NO CONSENT REQUIRED

HARRISON

JARVISVILLE TO EQT

POTH, KEVIN

ANTERO RESOURCES MIDSTREAM LLC

SURFACE FACILITY EASEMENT AGREEMENT

2/24/2014

20-364-14

3/25/2014

1528/879 #201400015250

NO CONSENT REQUIRED

HARRISON

JARVISVILLE TO EQT

POTH, KEVIN J.

ANTERO RESOURCES MIDSTREAM LLC

PERMANENT ROAD ACCESS EASEMENT AGREEMENT

2/24/2014

20-364-14

3/25/2014

1528/883 #201400015252

NO CONSENT REQUIRED

HARRISON

JARVISVILLE TO EQT

MOUNTAIN LAKES, LLC.

ANTERO MIDSTREAM LLC

TEMPORARY WORKSPACE AGREEMENT

8/4/2014

20-364-2

N/A

NO CONSENT NEEDED

HARRISON

JARVISVILLE TO EQT

BENNETT, LAWRENCE E., ET UX

ANTERO RESOURCES CORPORATION

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

11/1/2013

20-344-17

N/A

NO CONSENT REQUIRED

HARRISON

JARVISVILLE TO EQT

ROBINSON, JAMES L., ET UX

ANTERO RESOURCES CORPORATION

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

10/28/2013

20-344-19.3

N/A

NO CONSENT REQUIRED

HARRISON

JARVISVILLE TO EQT

MOUNTAIN LAKES LLC

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

11/11/2013

20-364-2

PENDING

NO CONSENT REQUIRED

HARRISON

PIPEYARD

SPERRY HARDWOODS, INC.

ANTERO RESOURCES CORPORATION

GROUND LEASE

2/24/2014

18-282-62

NO CONSENT REQUIRED

HARRISON

SUA

SPERRY HARDWOODS, INC.

ANTERO RESOURCES APPALACHIAN CORPORATION

GROUND LEASE

6/6/2012

18-282-62

NOT REQUIRED

HARRISON

SUA

SPERRY HARDWOODS, INC.

ANTERO RESOURCES APPALACHIAN CORPORATION

GROUND LEASE

6/6/2012

18-282-62

NOT REQUIRED

HARRISON

WVCS

MATHEY, WILLIS LEE, ET AL

ANTERO RESOURCES APPALACHIAN CORPORATION

COMPRESSOR SITE AGREEMENT

5/1/2010

18-262-1

11/13/2011

1501/28

NOT REQUIRED

HARRISON

WVCS

CORDER, GERALD WAYNE, ET UX

ANTERO RESOURCES APPALACHIAN CORPORATION

LEASE

10/13/2011

20-361-10

40856

1479/616 #201100055303

NOT REQUIRED

HARRISON

WVCS

CORDER, GERALD WAYNE, ET UX

ANTERO RESOURCES APPALACHIAN CORPORATION

LEASE

10/13/2011

20-361-10

40856

1479/616 #201100055303

HARRISON

WVCS

CORDER, GERALD WAYNE, ET UX

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT ROAD ACCESS AGREEMENT

12/16/2011

20-361-11

4/2/2012

1486/976 #201200015178

NOT REQUIRED

HARRISON

WVCS

CORDER, GERALD WAYNE, ET UX

ANTERO RESOURCES APPALACHIAN CORPORATION

EASEMENT AGREEMENT (ROAD)

3/16/2012

20-361-11

41001

1486/981 #201200015181

NOT REQUIRED

HARRISON

WVCS

HURST, CLARA MAE

ANTERO RESOURCES APPALACHIAN CORPORATION

COMPRESSOR SITE AGREEMENT

3/10/2009

20-403-4

6/24/2009

1433/1196 #200900020750

NOT REQUIRED

HARRISON

WVCS

ROSS, MIKE AND IKE MORRIS

ANTERO RESOURCES APPALACHIAN CORPORATION

COMPRESSOR SITE AGREEMENT

2/5/2010

7-285-16

2/19/2011

1442/686

NOT REQUIRED

HARRISON

WVCS

MALE, KIMBERLY A

ANTERO RESOURCES APPALACHIAN CORPORATION

COMPRESSOR SITE AGREEMENT

1/24/2009

7-285-51

2/18/2009

1427/937

NOT REQUIRED

HARRISON

MARKWEST TO BOBCAT

WOOD, GREGG
WOOD, BARBARA
TRIPP, A. ROBERT
TRIPP, CAPTOLIA

ANTERO RESOURCES MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

1/21/2014

18-300-1
3-18-45

N/A

NO CONSENT REQUIRED

HARRISON AND DODDRIDGE

NIMORWICZ

WILLIAMS, TILLMAN LEE

ANTERO RESOURCES CORPORATION

EASEMENT AGREEMENT

8/28/2013

18-341-1
4-5-20

9/19/2013

313/312 #183438

NO CONSENT REQUIRED

HARRISON, DODDRIDGE

BETTS

BETTS, TIMOTHY R.
HENTHORN, VALERIE M.
LUMBATIS, LISA A. , AS TRUSTEE OF THE BETTS FAMILY TRUST

ANTERO MIDSTREAM LLC

OPTION & PERMANENT EASEMENT AGREEMENT

5/8/2014

20-014008
22-002004

YES

MONROE

BISHOP LATERAL

SCOTT, MARY D.

ANTERO RESOURCES MIDSTREAM LLC

OPTION/EASEMENT AGREEMENT

1/21/2014

20-015010.0000

CONSENT TO ASSIGN NOT REQUIRED

MONROE

BISHOP LATERAL

DAVISSON, FRED

ANTERO RESOURCES MIDSTREAM LLC

OPTION/EASEMENT AGREEMENT

2/6/2014

20-019011.0000

CONSENT TO ASSIGN NOT REQUIRED

MONROE

BISHOP LATERAL

TONKAVICH, LORA

ANTERO RESOURCES MIDSTREAM LLC

OPTION/EASEMENT AGREEMENT

2/7/2014

20-019012.0000

CONSENT TO ASSIGN NOT REQUIRED

MONROE

BISHOP LATERAL

RUBEL, STEPHEN

ANTERO RESOURCES MIDSTREAM LLC

OPTION/EASEMENT AGREEMENT

2/18/2014

20-019009.0000

CONSENT TO ASSIGN NOT REQUIRED

MONROE

BISHOP LATERAL

REED, ROGER ET AL

ANTERO RESOURCES MIDSTREAM LLC

OPTION/EASEMENT AGREEMENT

2/1/2014

21-022008.0000

CONSENT TO ASSIGN NOT REQUIRED

MONROE

BISHOP LATERAL

HARTSHORN, JOHN

ANTERO RESOURCES MIDSTREAM LLC

OPTION/EASEMENT AGREEMENT

2/11/2014

21-018015.0000

CONSENT TO ASSIGN NOT REQUIRED

MONROE

BISHOP LATERAL

DIMMERLING, DARREN AND KATHY L.

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

4/29/2014

06-01009.0000
06-01009.1000
06-02009.0000

NO CONSENT REQUIRED

MONROE

BISHOP LATERAL

DIMMERLING, DARREN

ANTERO MIDSTREAM LLC

TEMPORARY WAREYARD AGREEMENT

8/20/2014

06-02009.0000

NO CONSENT REQUIRED

MONROE

BISHOP LATERAL

DIMMERLING, DARREN

ANTERO MIDSTREAM LLC

TEMPORARY ROAD ACCESS EASEMENT AGREEMENT

8/20/2014

06-02009.0000

NO CONSENT REQUIRED

MONROE

BISHOP LATERAL

BIEDENBACH, GREGORY

ANTERO RESOURCES MIDSTREAM LLC

OPTION/EASEMENT AGREEMENT

2/6/2014

20-002003.000

CONSENT TO ASSIGN NOT REQUIRED

MONROE

BISHOP LATERAL

SPENCE, CARSON ET UX

ANTERO RESOURCES MIDSTREAM LLC

OPTION/EASEMENT AGREEMENT

1/9/2014

20-017003.1000
21-018001.0000

CONSENT TO ASSIGN NOT REQUIRED

MONROE

BISHOP LATERAL

ULRICH, FRED ET AL

ANTERO RESOURCES MIDSTREAM LLC

OPTION/EASEMENT AGREEMENT

2/20/2014

20-019007-0000
20-022004.0000

CONSENT TO ASSIGN NOT REQUIRED

MONROE

BISHOP LATERAL

DAVIISSON, CRAIG A., EXECUTOR, FOR ESTATE OF FRED DAVISSON

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

2/6/2014

20-19011.000

NO CONSENT REQUIRED

MONROE

BISHOP LATERAL

TONKOVICH, LORA J.

ANTERO MIDSTREAM LLC

TEMPORARY WAREYARD AGREEMENT

8/31/2014

20-19012

NO CONSENT REQUIRED

MONROE

BISHOP LATERAL

TONKOVICH, LORA J.

ANTERO MIDSTREAM LLC

TEMPORARY ROAD ACCESS EASEMENT AGREEMENT

8/31/2014

20-19012

NO CONSENT REQUIRED

MONROE

BISHOP LATERAL

TONKOVICH, LORA J.

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

2/7/2014

20-19012.000

9/26/2014

285 / 785-792
#201400078450

NO CONSENT REQUIRED

MONROE

BISHOP LATERAL

HUFFMAN, JERRY ET UX

ANTERO RESOURCES MIDSTREAM LLC

OPTION/EASEMENT AGREEMENT

2/23/2014

20-22002.000

CONSENT TO ASSIGN NOT REQUIRED

MONROE

BISHOP LATERAL

ULRICH, FRED J.

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

2/20/2014

20-22004.0000
20-19007.0000

NO CONSENT REQUIRED

MONROE

BISHOP LATERAL

HARTSHORN, JAMES D.

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

2/11/2014

21-18015.000

NO CONSENT REQUIRED

MONROE

BISHOP LATERAL

REED, ROGER

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

2/1/2014

21-22008.000

NO CONSENT REQUIRED

MONROE

BISHOP LATERAL

BIEDENBACH, GREGORY

ANTERO RESOURCES MIDSTREAM LLC

OPTION/EASEMENT AGREEMENT

2/6/2014

22-001001.0000

CONSENT TO ASSIGN NOT REQUIRED

MONROE

BISHOP LATERAL

OHIO GATHERING LLC

ANTERO MIDSTREAM LLC

PERMANENT EASEMENT

8/5/2014

06-002018.000
20-022013.0000

NO CONSENT REQUIRED

MONROE

COMPRESSOR
SITE

DAVISSON, CRAIG

ANTERO MIDSTREAM LLC

OPTION TO LEASE
AGREEMENT

5/18/2014

20-019011

NO CONSENT REQUIRED

MONROE

FARNSWORTH LATERAL

FARNSWORTH, BRADLEY ALLEN

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

9/24/2014

20-021004

NO CONSENT REQUIRED

MONROE

FARNSWORTH LATERAL

HUFFMAN, JERRY & REBECCA

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

7/20/2014

20-022002

NO CONSENT REQUIRED

MONROE

KURTZ LATERAL

RUBEL, DAVID

ANTERO MIDSTREAM LLC

SURFACE FACILITY EASEMENT AGREEMENT

6/30/2014

21-006009

NO CONSENT REQUIRED

MONROE

MELVIN LATERAL

RUBEL, DAVID

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

6/30/2014

21-006009

NO CONSENT REQUIRED

MONROE

MILLER LATERAL

RUBEL, THOMAS NEIL

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

9/4/2014

21-009006

NO CONSENT REQUIRED

MONROE

MONROE LATERAL

MONROE FAMILY FARM, LTD

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMEENT

7/2/2013

21-008020.000

3/6/2014

267/340-346
#201400073986

CONSENT TO ASSIGN NOT REQUIRED

MONROE

MONROE LATERAL

MCDOUGAL, RICK ET UX

ANTERO RESOURCES APPALACHIAN CORPORATION

OPTION FOR PERMANENT EASEMENT

10/17/2012
OPT EXT. 5/4/13

21-009025.0000

GRANTEE SHALL NOTIFY GRANTOR WITHIN 90DAYS, IF AND WHEN ANY ASSIGNMENT TO A NON-AFFILIATE OR NONSUBSIDIARY TO GRANTEE; FAILURE SHALL NOT AFFECT TRANSFERABILITY OF VALIDITY OF EASEMENT

MONROE

MONROE LATERAL

BRIGGS, BOBBY & CANDY

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

7/18/2012
OPT EXT. 5/4/13

21-009003.0000

3/6/2014

267/306-313
#201400073988

CONSENT TO ASSIGN NOT REQUIRED

MONROE

MONROE LATERAL

MCDOUGAL, RICK ET UX

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

10/17/2012
OPT EXT. 5/4/13

21-009025.0000
21-008013.0000

3/6/2014

267/332-339
#201400073989

GRANTEE SHALL NOTIFY GRANTOR WITHIN 90DAYS, IF AND WHEN ANY ASSIGNMENT TO A NON-AFFILIATE OR NONSUBSIDIARY TO GRANTEE; FAILURE SHALL NOT AFFECT TRANSFERABILITY OF VALIDITY OF EASEMENT

MONROE

MONROE LATERAL

BRIGGS, BOBBY D. ET UX

ANTERO RESOURCES CORPORATION

TEMPORARY WAREYARD AGREEMENT

10/30/2013

21-009003.0000

CONSENT TO ASSIGN NOT REQUIRED

MONROE

MONROE LATERAL

KLINKENBERG, CHARLES

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

6/21/2013

21-008014.0000

3/11/2014

267/306-312
201400073986

CONSENT TO ASSIGN NOT REQUIRED

MONROE

MONROE LATERAL

MONROE FAMILY FARM, LTD

ANTERO RESOURCES MIDSTREAM LLC

MODIFICATION OF OPTION AND PERMANENT EASEMENT AGREEMENT EXECUTED ON OR ABOUT 7/29/2013.

3/14/2014

21-008020

10/2/2014

286/407-409
#201400078625

CONSENT TO ASSIGN NOT REQUIRED

MONROE

MONROE LATERAL

VANFOSSEN, JANET M. & RUBEL, THOMAS N.

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

4/9/2013

21-009008.000
21-009007.000

3/6/2014

267/314-322
#201400073987

CONSENT TO ASSIGN NOT REQUIRED

MONROE

OHIO-COMP SITE

RUBEL, GARY A. & NANCY

ANTERO RESOURCES APPALACHIAN CORPORATION

OPTION TO PURCHASE AGREEMENT

10/4/2013
OPT ETX SIGNED 9/20/13

21-018007.000

CONSENT TO ASSIGN IS NOT REQUIRED

MONROE

OHIO-COMP SITE

RUBEL, GARY A. & NANCY

ANTERO RESOURCES APPALACHIAN CORPORATION

OPTION TO PURCHASE AGREEMENT

9/13/2013
OPT EXT SIGNED

21-0100060.000
21-0100070.000
20-0100030.000
20-0100040.000
20-0100020.000
21-0100080.000
21-0100050.000

CONSENT TO ASSIGN IS NOT REQUIRED

MONROE

REUSSER

WILLS, SHELBA

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

12/6/2012

20-010001.000
21-011006.000

6/12/2013

244/541-548
#201300068539

NOT REQUIRED

MONROE

REUSSER

RUBEL, JEFFERY

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

7/10/2012

20-0100160.000
20-010010.0000
20-0110020.000

6/12/2013

244/576-583
#201300068542

NOT REQUIRED

MONROE

REUSSER

RUBEL, JEFFERY

ANTERO RESOURCES APPALACHIAN CORPORATION

MODFICATION OF OPTION/EASEMENT AGREEMENT

3/19/2013

20-0100160.000
20-010010.0000
20-0110020.000

6/12/2013

244/584-592
#201300068543

CONSENT TO ASSIGN IS NOT REQUIRED

MONROE

REUSSER

WILLS, SHELBA

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT ACCESS ROAD

5/21/2013

20-010001.000
20-017001.000

CONSENT TO ASSIGN IS NOT REQUIRED

MONROE

REUSSER

DAVIDSON, CARRIE ET ALL

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

5/11/2013

20-011001.000

6/12/2013

244/553-575
#201300068451

GRANTEE SHALL NOTIFY GRANTOR WITHIN 90 DAYS IF, AS AND WHEN ANY ASSIGNMENT OF THE PIPELINE EASEMENT OCCURS TO ANY NON-AFFILIATE OR NON-SUBSIDIARY OF GRANTEE. HOWEVER, FAILURE TO PROVIDE GRANTOR SUCH NOTICES SHALL NOT AFFECT THE TRANSFERABILITY OR VALIDITY OR ENFORCEMENT OF THIS EASEMENT

MONROE

REUSSER

ESCHLIMAN, MARY M. & JOHN D.

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

2/1/2013

20-014005.0000
20-014011.0000

9/19/2013

252/682-689
#201300070487

CONSENT TO ASSIGN IS NOT REQUIRED

MONROE

REUSSER

SCOTT, MARY D.

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

12/31/2012

20-015010.000
20-016010.000

6/12/2013

244/602-610
#201300068546

NOT REQUIRED

MONROE

REUSSER

BIEDENBACH, ARTHUR

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

2/2/2013

20-0150160.000

6/12/2013

244/621-630
#201300068548

NOT REQUIRED

MONROE

REUSSER

OLIVER, JOHN N. , SR.

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

2/19/2013

20-015005.000

6/12/2013

244/657-664
#201300068552

CONSENT TO ASSIGN IS NOT REQUIRED

MONROE

REUSSER

BIEDENBACH, DENNIS & ELAINE

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

12/31/2012

20-0150120.000

6/12/2013

244/689-696
#201300068556

CONSENT TO ASSIGN IS NOT REQUIRED

MONROE

REUSSER

BIEDENBACH, DENNIS & ELAINE

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT ROAD ACCESS AGREEMENT

6/2/2013

20-0150120.000

6/12/2013

244/697-700
#201300068557

CONSENT TO ASSIGN IS NOT REQUIRED

MONROE

REUSSER

BIEDENBACH, DENNIS & ELAINE

ANTERO RESOURCES APPALACHIAN CORPORATION

SURFACE FACILITY AGREEMENT

6/5/2013

20-015012.000

9/19/2013

252/690-694
#201300070488

CONSENT TO ASSIGN IS NOT REQUIRED

MONROE

REUSSER

KUHN JOSEPH ETUX

ANTERO RESOURCES APPALACHIAN CORPORATION

SURFACE FACILITY EASEMENT

3/29/2013

20-016005.1
20-016005
20-017006
21-011010

9/19/2013

252/668-678 201300070485

CONSENT TO ASSIGN NOT REQUIRED

MONROE

REUSSER

HEFT, JR., URBAN LEWIS

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

3/26/2013

21-011012.000

6/12/2013

244/673-680
#201300068552

CONSENT TO ASSIGN IS NOT REQUIRED

MONROE

REUSSER

BLACKSTONE, DAVID & NICOLYN

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

12/31/2012

21-016008.000
20-016004.000

6/12/2013

244/681-688
#20130006855

CONSENT TO ASSIGN IS NOT REQUIRED

MONROE

REUSSER

BLACKSTONE, DAVID & NICOLYN

ANTERO RESOURCES APPALACHIAN CORPORATION

SURFACE FACILITY AGREEMENT

4/18/2013

20-016008.000

NOT RECORDED

CONSENT TO ASSIGN IS NOT REQUIRED

MONROE

REUSSER

DICK, CORNELIUS & CAROLYN

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

2/20/2013

22-001002
20-015003
20-015003.1

6/12/2013

244/649-656
#201300068551

CONSENT TO ASSIGN IS NOT REQUIRED

MONROE

REUSSER

HILL, LINDA K. & SCHWABEN, KATHY J.

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

2/12/2013

22-002009.000

6/12/2013

244/593-601
#201300068545

NOT REQUIRED

MONROE

REUSSER

BETTS FAMILY TRUST

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

2/7/2013

22-0020040.000
20-0140080.000

6/12/2013

244/611-620
#201300068547

NOT REQUIRED

MONROE

REUSSER

DICK, JOSEPH A.

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

11/30/2012

22-002010.000
22-002001.0000

6/12/2013

244/641-648
#201300068550

CONSENT TO ASSIGN IS NOT REQUIRED

MONROE

REUSSER

RUBEL, GARY A. & NANCY

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

2/17/2013

20-0100040000;
20-0100020000;
20-0100030000;
21-0100050000;
21-0100060000;
21-0100070000;
21-0100080000

6/12/2013

244/701-708
#201300068558

CONSENT TO ASSIGN IS NOT REQUIRED

MONROE

REUSSER

BURKHART, LEONARD E.

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

1/12/2013

200150070000
220010040000

6/12/2013

244/631-640
#201300068549

NOT REQUIRED

MONROE

REUSSER

KUHN JOSEPH ETUX

ANTERO RESOURCES APPALACHIAN CORPORATION

MODIFICATION OF PERMANENT EASEMENT

5/14/2013

200160050000
210160051000
210110100000

9/19/2013

252/663-667
#20130007084

CONSENT TO ASSIGN IS NOT REQUIRED

MONROE

SCOTT LATERAL

SCOTT, MARY D

ANTERO MIDSTREAM LLC

OPTION/PERMANENT EASEMENT AGREEMENT

7/15/2014

20-015010
20-016010

NOT REQUIRED

MONROE

SCOTT LATERAL

BIEDENBACH, MARY ET AL

ANTERO MIDSTREAM LLC

SURFACE FACILITY AGREEMENT

7/18/2014

20-015016

NOT REQUIRED

MONROE

SCOTT LATERAL

SCOTT, FRANKLIN & MARTHA

ANTERO MIDSTREAM LLC

OPTION/PERMANENT EASEMENT AGREEMENT

7/2/2014

20-016001

NOT REQUIRED

MONROE

SOUTH FORK CS

MCCONNELL, KAYLEE

ANTERO MIDSTREAM LLC

OPTION TO PURCHASE COMPRESSOR SITE

7/31/2014

06-0050050
06-0070050
06-0080021
06-0080020

NO CONSENT REQUIRED

MONROE

SOUTH FORKS

HUPP, ALBERT F.

ANTERO MIDSTREAM LLC

COMPRESSOR SITE AGREEMENT

7/6/2014

01-006007

NO CONSENT REQUIRED

MONROE

SOUTH FORKS

MILLER, RAYMOND F. & SALOMA J.

ANTERO MIDSTREAM LLC

COMPRESSOR SITE AGREEMENT

6/9/2014

20-008005

NO CONSENT REQUIRED

MONROE

SOUTH FORKS

TONKOVICH, LORA J.

ANTERO MIDSTREAM LLC

COMPRESSOR SITE AGREEMENT

6/17/2014

20-019012

NO CONSENT REQUIRED

MONROE

WILSON LATERAL

RUBEL, GARY ET UX

ANTERO MIDSTREAM LLC

PERMANENT EASEMENT AGREEMENT

4/16/2013

20-010002.000
20-010003.000
20-010004.000
21-010005.000
21-010006.000
21-010007.000
21-010008.000

2/12/2014

265/653-660
#201400073543

CONSENT TO ASSIGN IS NOT REQUIRED

MONROE

ANDES LATERAL

ERVIN, STEVE

ANTERO RESOURCES MIDSTREAM LLC

OPTION PERMANENT EASEMENT AGREEMENT

4/4/2014

01-0021322.001

241/110-123
#201400063622

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

ANDES LATERAL

LONG, MARTIN R.
LONG, ROBIN R.
LONG, MARTIN N.
LONG, CLINTON R.

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

6/20/2014

01-50095.000

NOT REQUIRED

NOBLE

ANDES LATERAL

LONG, ROGER L.
LONG, MARJORIE
LONG, RHONDA L.
LONG, GLEN A.
LONG, LORI L.

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

5/23/2014

01-50096.000

NO CONSENT REQUIRED

NOBLE

ANDES LATERAL

PIERCE, JAN D.
PIERCE, JUDITH E.

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

5/20/2014

36-0021058.000
36-0021059.000
36-0021060.000
36-0021061.000

NO CONSENT REQUIRED

NOBLE

ANDES LATERAL

MUFFET, JR., MICHAEL G.

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

7/2/2014

36-0021063.000
36-0051144.000
36-021076.000
36-021076.001

NO CONSENT REQUIRED

NOBLE

ANDES LATERAL

MUFFET, JR., MICHAEL G.

ANTERO MIDSTREAM LLC

ROAD ACCESS EASEMENT

36-0021063.000
36-0051144.000
36-021076.000
36-021076.001

NO CONSENT REQUIRED

NOBLE

ANDES LATERAL

MUFFET, JR., MICHAEL G.

ANTERO MIDSTREAM LLC

TEMPORARY WAREYARD

36-0021063.000
36-0051144.000
36-021076.000
36-021076.001

NO CONSENT REQUIRED

NOBLE

ANDES LATERAL

BONDY, GINGER, ET AL

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

8/14/2014

36-0021149.003

NO CONSENT REQUIRED

NOBLE

ANDES LATERAL

HILL, DUANE

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

36-0021153
36-0021154

NO CONSENT REQUIRED

NOBLE

ANDES LATERAL

WILLIAMS, JAMES F. AND CHARLENE

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

5/15/2014

36-0021224.00

NOT REQUIRED

NOBLE

ANDES LATERAL

ROBERTSON, RICHARD W. & SUE L.

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

9/25/2014

36-21031.000

NO CONSENT REQUIRED

NOBLE

ANDES LATERAL

GREGG, DELMAR H.
GREGG, JANE E.

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

5/30/2014

36-21037

NO CONSENT REQUIRED

NOBLE

ANDES LATERAL

TRAINER, MARY LOU

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

9/16/2014

36-21055.000

NO CONSENT REQUIRED

NOBLE

ANDES LATERAL

MUFFET, TREY M.

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

6/2/2014

36-21066.000
36-21067.000

NO CONSENT REQUIRED

NOBLE

ANDES LATERAL

LYTLE, JAMES E. & CAROL A.

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

5/6/2014

36-21066.002
36-21067.001

NO CONSENT REQUIRED

NOBLE

ANDES LATERAL

RICH, WILLIAM J.

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

8/15/2014

36-21141.000

NO CONSENT REQUIRED

NOBLE

ANDES LATERAL

HILL, DUANE

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

7/19/2014

36-21153
36-21154

NO CONSENT REQUIRED

NOBLE

ANDES LATERAL

HILL, DUANE J. & JANE E.

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

7/9/2014

36-21155

NO CONSENT REQUIRED

NOBLE

ANDES LATERAL

HILL, DUANE

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

7/9/2014

36-21155

NO CONSENT REQUIRED

NOBLE

ANDES LATERAL

ANDES, PHILIP

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

7/28/2014

36-21189

NO CONSENT REQUIRED

NOBLE

ANDES LATERAL

BERGMAN, WILLIAM & JOAN

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

9/30/2014

36-21223

NO CONSENT REQUIRED

NOBLE

ANDES LATERAL

TOMLINS, ROBERT O.
TOMLINS, VICTOR R.
TOMLINS, TRACY N.
WILLIAMS, JOSIE L.
TOMLINS, DAISY M.

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

6/9/2014

36-21224.001

NO CONSENT REQUIRED

NOBLE

ANDES LATERAL

KNIGHT, ELMER & DESSIE

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

4/30/2014

36-51035.002
36-51035.003
36-51035.004

NO CONSENT REQUIRED

NOBLE

ANDES LATERAL

WILLIAMS, JAMES FRANKLIN AND CHARLENE FAY WILLIAMS

ANTERO MIDSTREAM LLC

OPTION & PERMANENT EASEMENT AGREEMENT

5/15/2014

36-51074
36-21224

YES

NOBLE

BOND LATERAL

WEBER, BARBARA

ANTERO RESOURCES MIDSTREAM LLC

PERMANENT EASEMENT

2/11/2014

31-0021127.000

4/1/2014

244/627
#201400064359

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

BOND LATERAL

WARNER, VAN ET UX

ANTERO RESOURCES MIDSTREAM LLC

PERMANENT EASEMENT

2/27/2014

31-0051208.000

4/1/2014

244/618-626
#201400064358

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

BOND LATERAL

CRUM, CARLA (GRELLES) ET AL

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT

11/9/2013

31-0051218.000

4/1/2014

244/606
#201400064356

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

BOND LATERAL

ALESHIRE, ILANA G.

ANTERO RESOURCES MIDSTREAM LLC

PERMANENT ROAD ACCESS

3/10/2014

31-0051219.000

4/1/2014

244/614
#201400064357

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

BOND LATERAL

CRUM, CARLA (GRELLES) ET AL

ANTERO RESOURCES CORPORATION

SURFACE FACILITY EASEMENT AGREEMENT

11/9/2013

31-51218.000

4/1/2014

244/599-605
#201400064355

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

BOND LATERAL

ALESHIRE, ILANA G.

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT

11/20/2013

31-51219.000

4/1/2014

244/606-613
#201400064356

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

CLINE LATERAL (OH)

SIMMONS, ROBERT

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

8/19/2014

01-0021295.002

NO CONSENT REQUIRED

NOBLE

CLINE LATERAL (OH)

LUCAS, KENNETH

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

8/14/2014

01-0021319.000
01-0021319.002

NO CONSENT REQUIRED

NOBLE

CLINE LATERAL (OH)

LONG, DARRELL L.

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

8/21/2014

01-0021319.001

NO CONSENT REQUIRED

NOBLE

CLINE LATERAL (OH)

HOUSE, ROY D. & DIXIE

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

8/14/2014

01-0021321

NO CONSENT REQUIRED

NOBLE

CLINE LATERAL (OH)

MELLOTT, JUSTIN

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

8/14/2014

01-0021326

NO CONSENT REQUIRED

NOBLE

CLINE LATERAL (OH)

NEWELL, JAMES MARK

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

8/12/2014

01-0050044.000

NO CONSENT REQUIRED

NOBLE

CLINE LATERAL (OH)

PODRASKY, J.D.

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

8/19/2014

01-21292.000
01-0021295.000

NO CONSENT REQUIRED

NOBLE

CLINE LATERAL (OH)

BROCK, MARK T.

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

8/15/2014

01-21325.000
01-21320.000

NO CONSENT REQUIRED

NOBLE

CRUM COMPRESSOR

Crum, Carla Jean (Grelles)
Foraker, Debra Ann
Baker, Gary Brett
Hague, Terry Quaye

ANTERO MIDSTREAM LLC

PERMANENET EASEMENT AGREEMENT (ACCESS ROAD AND WORKSPACE)

31-0021105

NO CONSENT REQUIRED

NOBLE

CRUM LATERAL

OLIVER, KENNETH

ANTERO RESOURCES CORPORATION

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

5/2/2013

31-0021104

NO CONSENT REQUIRED

NOBLE

CYNTHIA LATERAL

LAW, MYRON ET AL

ANTERO RESOURCES CORPORATION

SURFACE FACILITY AGREEMENT

9/30/2013

31-0021287.000

10/8/2013

236/344-350
#201300062511

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

CYNTHIA LATERAL

LAW, MYRON ET AL

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

7/12/2013

31-0021287.000
31-0021240.000

10/8/2013

233/57-65
#201300061687

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

DEVOLLD LATERAL

HARBAUGH, ERNEST

ANTERO RESOURCES CORPORATION

OPTION/EASEMENT AGREEMENT

12/14/2013

07-0021143.001

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

DEVOLLD LATERAL

COOK, CHARLES ET UX

ANTERO RESOURCES CORPORATION

OPTION/EASEMENT AGREEMENT

10/4/2013

07-0021187.002

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

HILL CS LAT

DRAKE, JEFF & GREGG

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

6/23/2012

05-0021098.000

10/9/2012

211/779-788
#201200056315

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

HILL CS LAT

WILLIAMSON, NANCY

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

7/19/2012

05-0021101.000

10/9/2012

211/771-778
#201200056314

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

HILL CS LAT

HILL, SCOTT ET UX

ANTERO RESOURCES APPALACHIAN CORPORATION

SURFACE FACILITY EASEMENT AGREEMENT

7/27/2012

05-0021106.000

10/12/2012

212/107-116
#201200056431

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

HILL CS LAT

HILL, SCOTT ET UX

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

6/13/2012

05-0021106.000
05-0050836.000

10/9/2012

211/762-770
#201200056313

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

HILL CS LAT

COOPER, SAMMY ET UX

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

6/25/2012

05-0021179.000

10/9/2012

211/789-796
#201200056316

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

HILL CS LAT

COOPER, SAMMY ET UX

ANTERO RESOURCES APPALACHIAN CORPORATION

SURFACE FACILITY AGREEMENT

6/25/2012

05-21179.000

10/12/2012

212/101-106
#20120005630

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

HILL CS LAT

SCHEETZ, JON & MELANIE

ANTERO RESOURCES APPALACHIAN CORPORATION

MODIFICATION OF OPTION/EASEMENT

5/16/2013

31-0021267.000

7/26/2013

227/1125-1128
#201300060466

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

HILL CS LAT

SCHEETZ, JON & MELANIE

ANTERO RESOURCES CORPORATION

PERMANENT ROAD ACCESS EASEMENT

8/3/2013

31-0021267.000

9/19/2013

231/298-301
#201300061258

CONSENT TO ASSIGN IS NOT REQUIRED

NOBLE

HILL CS LAT

SCHEETZ, JON & MELANIE

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

11/16/2012

31-0021267.000
31-0021268.000

7/26/2013

227/1112-1124
#201300060467

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

HILL CS LAT

SCHEETZ, JON & MELANIE

ANTERO RESOURCES APPALACHIAN CORPORATION

MODIFICATION OF OPTION/EASEMENT

2/15/2013

31-0021267.000
31-0021268.000

7/26/2013

227/1121-1124
#201300060465

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

HILL CS LAT

REEVES, RODNEY & LINDA

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

7/13/2012

31-0021267.001

7/26/2013

227/1129-1136
#201300060467

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

HILL CS LAT

REEVES, RODNEY & LINDA

ANTERO RESOURCES APPALACHIAN CORPORATION

MODIFICATION OF OPTION/EASEMENT

2/19/2013

31-0021267.001

7/26/2013

227/1137-1140
#210300060468

CONSENT TO ASSIGN IS NOT REQUIRED

NOBLE

HILL CS LAT

MILEY, KIEL & SHIRLEY

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

1/20/2013

31-0021269.003

7/26/2013

227/1098-1105
#201300060462

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

HILL CS LAT

MILEY, KIEL & SHIRLEY

ANTERO RESOURCES APPALACHIAN CORPORATION

SURFACE FACILITY EASEMENT

1/20/2013

31-0021269.003

7/26/2013

227/1106-1111
#201300060463

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

HILL CS LAT

MILEY, KIEL & SHIRLEY

ANTERO RESOURCES APPALACHIAN CORPORATION

SURFACE FACILITY EASEMENT

1/20/2013

31-0021269.007

7/26/2013

227/1106-1111
#201300060463

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

HILL CS LAT

JUSTICE, TIMOTHY L

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT ROAD ACCCESS EASEMENT

6/21/2013

31-0021274.000

7/26/2013

227/1088-1092
#201300060460

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

HILL CS LAT

JUSTICE, TIMOTHY L

ANTERO RESOURCES APPALACHIAN CORPORATION

SURFACE FACILITY EASEMENT -

6/21/2013

31-0021274.000

7/26/2013

227/1093-1097
#201300060461

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

HILL CS LAT

JUSTICE, TIMOTHY L

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

1/19/2013

31-0021275.000

7/26/2013

227/1080-1087
#201300060459

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

HILL CS LAT

BLAKNEY, MATTHEW

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

12/25/2012

31-0021276.000

7/26/2013

227/1077-1079
#201300060458

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

HILL CS LAT

NEUHART, JOHN PAUL JR. ET AL

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

12/8/2012

31-0021331.000
32-21311.000

7/26/2013

227/951-960
#201300060436

NOT REQUIRED

NOBLE

HILL CS LAT

TRAILWAY INVESTMENTS, LLC - PAUL MILLER

ANTERO RESOURCES APPALACHIAN CORPORATION

SURFACE FACILITY EASEMENT AGREEMENT

2/5/2013

31-0051214.001

4/23/2013

222/493-498
#201300059911

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

HILL CS LAT

TRAILWAY INVESTMENTS, LLC - PAUL MILLER

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

2/5/2013

31-0051214.001

4/23/2013

227/897-904
#201300060429

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

HILL CS LAT

TRAILWAY INVESTMENTS, LLC - PAUL MILLER

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

6/10/2013

31-0051214.001

7/26/2013

227/905-911
#201300059110

CONSENT TO ASSIGN IS NOT REQUIRED

NOBLE

HILL CS LAT

COURTS, JAMES P.

ANTERO RESOURCES APPALACHIAN CORPORATION

SURFACE FACILITY EASEMENT

6/13/2013

31-0051214.002

7/26/2013

227/1168-1173
#201300060473

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

HILL CS LAT

COURTS, JAMES P.

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT ROAD ACCESS EASEMENT

6/19/2013

31-0051214.002

7/26/2013

227/1174-1177
#201300060473

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

HILL CS LAT

COURTS, JAMES P.

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

7/9/2012

31-0051214.002
31-0021267.003

7/26/2013

227/1147-1155
#201300060470

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

HILL CS LAT

COURTS, JAMES P.

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

6/6/2013

31-0051214.002
31-0021267.003

7/26/2013

227/1160-1167
#201300060472

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

HILL CS LAT

COURTS, JAMES P.

ANTERO RESOURCES APPALACHIAN CORPORATION

MODIFICATION OF OPTION/EASEMENT

2/19/2013

31-0051214.002
31-0021267.003

7/26/2013

227/1156-1159
#201300060471

CONSENT TO ASSIGN IS NOT REQUIRED

NOBLE

HILL CS LAT

MILEY, WAYNE & MARTHA

ANTERO RESOURCES APPALACHIAN CORPORATION

SURFACE FACILITY EASEMENT AGREEMENT

2/13/2013

31-0051214.005

4/23/2013

222/480-484
#201300059107

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

HILL CS LAT

MILEY, WAYNE & MARTHA

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

6/13/2013

31-0051214.005

9/19/2013

231/267-274
#201300061253

NOT REQUIRED

NOBLE

HILL CS LAT

MILEY, WAYNE & MARTHA

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

2/1/2013

31-0051214.005

9/19/2013

231/285-292
#201300061256

NOT REQUIRED

NOBLE

HILL CS LAT

MILEY, WAYNE & MARTHA

ANTERO RESOURCES CORPORATION

MODIFICATION OF OPTION/EASEMENT

7/22/2013

31-0051214.005

9/19/2013

231/275-276
#201300061254

CONSENT TO ASSIGN IS NOT REQUIRED

NOBLE

HILL CS LAT

NEUHART, GENE BRENT

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

12/8/2012

32-0021311.003

7/26/2013

227/943-950
#201300060453

NOT REQUIRED

NOBLE

HILL CS LAT

RICH, CARL & JANE

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

1/11/2013

32-0021313.000

7/26/2013

227/935-942
#201300060434

NOT REQUIRED; GRANTOR NOTIFY GRANTEE OF ASSIGNMENT AND CONTACT INFORMATION WITHIN 90 DAYS, IF AND WHEN ASSIGNMENT DOES OCCUR WITH OR NONSUBSDIARY OR NON-AFFILIATE OF GRANTEE,

NOBLE

HILL CS LAT

DETTRA, TODD & TABITHA

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

1/9/2013

32-0021315.000

7/26/2013

227/1030-1037
#201300060451

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

HILL CS LAT

DETTRA, TODD & TABITHA

ANTERO RESOURCES CORPORATION

PERMANENT ROAD ACCESS EASEMENT

7/18/2013

32-0021315.000

7/26/2013

227/1038-1042
#201300060452

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

HILL CS LAT

DETTRA, LANNY & SUSAN

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

12/21/2012

32-0021315.002

7/26/2013

227/1056-1063
#201300060455

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

HILL CS LAT

DETTRA, LANNY & SUSAN

ANTERO RESOURCES CORPORATION

PERMANENT ROAD ACCESS EASEMENT

7/18/2013

32-0021315.002

7/26/2013

227/1064-1068
#201300060456

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

HILL CS LAT

LEACH, LARRY T. JR. & TRUDI

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

1/9/2013

32-0021315.007

7/26/2013

227/1043-1050
#201300060453

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

HILL CS LAT

LEACH, LARRY T. JR. & TRUDI

ANTERO RESOURCES CORPORATION

PERMANENT ROAD ACCESS EASEMENT

7/18/2013

32-0021315.007

7/26/2013

227/1051-1055
#201300060454

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

HILL CS LAT

HILL, JEFFREY SCOTT & TAMMY Y., TRUSTEES

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

2/2/2013

32-0021323.000
37-0011332.000

7/26/2013

227/912-919
#201300060431

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

HILL CS LAT

HILL, JEFFREY S., TRUSTEE

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

1/11/2013

37-0011330.000
37-0011332.000

7/26/2013

227/920-927
#201300060432

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

JR LATERAL

BYLER, JACOB ET UX

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

8/12/2013

01-0021317.001

3/7/2014

242/667
#201400063991

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

JR LATERAL

BYLER, BENJAMIN

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

8/12/2013

01-0021317.003

3/7/2014

242/682
#201400063993

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

JR LATERAL

WYSCARVER, JAMES C.

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

8/2/2013

01-0021317.005
01-0021317.006

3/7/2014

242/675
#201400063992

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

JR LATERAL

ERVIN, STEVEN ET UX

ANTERO MIDSTREAM LLC

PERMANENT EASEMENT AGREEMENT

5/6/2013

01-0021322.001

3/7/2014

242/626-632
#201463984

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

JR LATERAL

NEWELL, JAMES M.

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

8/13/2013

01-0050044.000

3/7/2014

242/690
#201400063994

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

KRUPA LATERAL

FARRAH, DAVID

ANTERO MIDSTREAM LLC

OPTIONAGEEMENT / PERMANENT EASEMENT AGREEMENT FOR KRUPA

8/27/2014

31-0021142.001

NO CONSENT REQUIRED

NOBLE

KRUPA LATERAL

KRUPA, SJIRLEY

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

8/21/2014

31-021149.000

NO CONSENT REQUIRED

NOBLE

KRUPA LATERAL

STACK, DEAN O.

ANTERO MIDSTREAM LLC

OPTIONAGEEMENT / PERMANENT EASEMENT AGREEMENT FOR KRUPA

8/27/2014

31-21145.000

NO CONSENT REQUIRED

NOBLE

KRUPA LATERAL

SANFORD, DONALD H.

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

7/12/2014

31-21146

NO CONSENT REQUIRED

NOBLE

MILEY

MILEY, PAUL L. & JEAN A.

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

6/25/2012

31-0021340.000

4/23/2013

222/713-720
#201300059143

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

MILEY

MILEY, PAUL L. & JEAN A.

ANTERO RESOURCES APPALACHIAN CORPORATION

MODIFICATION OF OPTION/EASEMENT

11/7/2012

31-0021340.000

4/23/2013

222/721-725
#201300059144

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

MILEY

MILEY, PAUL L. & JEAN A.

ANTERO RESOURCES APPALACHIAN CORPORATION

SURFACE FACILITY EASEMENT AGREEMENT

2/2/2013

31-0021340.000

4/23/2013

222/726-731
#201300059145

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

MILEY

MILEY, PAUL L.

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

6/25/2012

31-0021356.000

4/23/2013

222/732-738 #201300059146

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

MILEY

MILEY, PAUL L.

ANTERO RESOURCES APPALACHIAN CORPORATION

MODIFICATION OF OPTION/EASMENT

11/9/2012

31-0021356.000

4/23/2013

222/739-743
#201300059147

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

MILEY

MILEY, JOHN W.

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

6/4/2012

31-0021357.000

4/23/2013

222/744-751
#201300059148

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

MILEY

MILEY, JOHN W.

ANTERO RESOURCES APPALACHIAN CORPORATION

MODIFICATION OF OPTION/EASEMENT

10/25/2012

31-0021357.000

4/23/2013

222/752-745
#201300059149

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

MILEY

MILEY, RAYMOND & MELEESA

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

6/22/2012

31-0021358.000

4/23/2013

222/755-763
#201300059150

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

MILEY

MILEY, RAYMOND & MELEESA

ANTERO RESOURCES APPALACHIAN CORPORATION

MODIFICATION OF OPTION/EASEMENT

10/27/2012

31-0021358.000

4/23/2013

222/764-765
#201300059151

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

MILEY

MILEY, RAYMOND & MELEESA

ANTERO RESOURCES CORPORATION

SURFACE FACILITY EASEMENT

7/12/2013

31-0021358.000

7/26/2013

227/986-989
#20300060422

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

MYRON

LAW, MYRON & CYNTHIA

ANTERO RESOURCES APPALACHIAN CORPORATION

PEMANENT EASEMENT AGREEMENT

5/30/2013

31-0021233.000

10/8/2013

233/97-105
#201300061693

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

MYRON

LAW, MYRON ET AL

ANTERO RESOURCES CORPORATION

SURFACE FACILITY AGREEMENT

9/30/2013

31-0021233.000
31-0051215.000

10/8/2013

233/119-123
#201300061697

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

MYRON

LAW, MYRON ET AL

ANTERO MIDSTREAM LLC

MODIFICATION OF OPTION/EASEMENT (EXHIBIT)

9/30/2013

31-0021235.000

10/8/2013

233/110-112
#201300061695

NOT REQUIRED

NOBLE

MYRON

LAW, MYRON & CYNTHIA

ANTERO RESOURCES APPALACHIAN CORPORATION

PEMANENT EASEMENT AGREEMENT

5/30/2013

31-0021235.000

10/8/2013

233/97-105
#201300061693

CONSENT TO ASSIGN IS NOT REQUIRED

NOBLE

MYRON

LAW, MYRON & CYNTHIA

ANTERO RESOURCES APPALACHIAN CORPORATION

MODIFICATION OF PERMANENT EASEMENT AGREEMENT

7/12/2013

31-0021235.000

10/8/2013

233/106-109
#201300061694

NOT REQUIRED

NOBLE

MYRON

LAW, MYRON ET AL

ANTERO RESOURCES CORPORATION

SURFACE FACILITY AGREEMENT

9/30/2013

31-0021235.000

10/8/2013

233/113-118
#2013000061696

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

MYRON

LAW, MYRON & CYNTHIA

ANTERO RESOURCES APPALACHIAN CORPORATION

PEMANENT EASEMENT AGREEMENT

7/12/2013

31-0021235.000
31-0051215.000
31-0021233.000

10/8/2013

233/106-109
#201300061694

CONSENT TO ASSIGN IS NOT REQUIRED

NOBLE

MYRON

FRAKES, I. ROLFE

ANTERO RESOURCES APPALACHIAN CORPORATION

MODIFICATION OF OPTION/EASEMENT

5/30/2013

31-0021237.000
31-21236.000
31-21230.000

3/7/2014

242/609

CONSENT TO ASSIGN IS NOT REQUIRED

NOBLE

MYRON

FRAKES, I. ROLFE

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

9/16/2012

31-0021237.000
31-21236.000
31-21230.000

5/30/2014

241/335-343
#201400063676

CONSENT TO ASSIGN IS NOT REQUIRED

NOBLE

MYRON

LAW, MYRON ET AL

ANTERO MIDSTREAM LLC

MODIFICATION OF EASEMENT (EXHIBIT)

9/30/2013

31-0021240.000

10/8/2013

233/83-85
#201300061690

NOT REQUIRED

NOBLE

MYRON

LAW, MYRON & CYNTHIA

ANTERO RESOURCES APPALACHIAN CORPORATION

MODIFICATION OF OPTION/EASEMENT

5/30/2013

31-0021240.000

10/8/2013

233/78-82
#201300061689

CONSENT TO ASSIGN IS NOT REQUIRED

NOBLE

MYRON

LAW, MYRON & CYNTHIA

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

9/16/2012

31-0021240.000

10/8/2013

233/66-77
#201300061688

NOT REQUIRED

NOBLE

MYRON

LAW, MYRON & CYNTHIA

ANTERO RESOURCES APPALACHIAN CORPORATION

MODIFICATION OF OPTION/EASEMENT

5/30/2013

31-0021240.000

10/8/2013

233/78-82
#201300061689

NOT REQUIRED

NOBLE

MYRON

LAW, MYRON & CYNTHIA

ANTERO RESOURCES CORPORATION

SURFACE FACILITY EASMENT AGREEMENT

7/15/2013

31-0021240.000

10/8/2013

233/86-91
#210300061691

NOT REQUIRED

NOBLE

MYRON

LAW, MYRON & CYNTHIA

ANTERO RESOURCES CORPORATION

PERMANENT ROAD ACCESS EASEMENT

7/12/2013

31-0021240.000

10/8/2013

233/92-96
#201300061692

NOT REQUIRED

NOBLE

MYRON

LAW, MYRON ET AL

ANTERO RESOURCES CORPORATION

TEMPORARY WAREYARD AGREEMENT

10/9/2013

31-0021240.000

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

MYRON

BATES, JOHN L. & BATES, TIMOTHY S., TRUSTEES

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

7/23/2013

31-0021262.000

10/8/2013

233/49-53
#201300061685

CONSENT TO ASSIGN IS NOT REQUIRED

NOBLE

MYRON

BATES, JOHN L. & BATES, TIMOTHY S., TRUSTEES

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

7/23/2012

31-0021262.000

10/8/2013

233/40-48
#201300061684

NOT REQUIRED

NOBLE

MYRON

BATES, JOHN L. & BATES, TIMOTHY S., TRUSTEES

ANTERO RESOURCES APPALACHIAN CORPORATION

MODIFICATION OF OPTION/EASEMENT

6/10/2013

31-0021262.000

10/8/2013

233/49-53
#201300061685

NOT REQUIRED

NOBLE

MYRON

BATES, JOHN L. & BATES, TIMOTHY S., TRUSTEES

ANTERO RESOURCES APPALACHIAN CORPORATION

MODIFICATION OF OPTION/EASEMENT

7/18/2013

31-0021262.000

10/8/2013

233/54-56
#201300061686

NOT REQUIRED

NOBLE

MYRON

BATES, JOHN, TRUSTEE ET AL

ANTERO RESOURCES CORPORATION

TEMPORARY WAREYARD AGREEMENT

10/9/2013

31-0021262.000

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

MYRON

REEVES, RODNEY & LINDA

ANTERO RESOURCES APPALACHIAN CORPORATION

SURFACE FACILITY EASEMENT AGREEMENT

5/30/2013

31-0021267.001

7/26/2013

227/1141-1146
#201300060469

NOT REQUIRED

NOBLE

MYRON

REEVES, RODNEY ET UX

ANTERO RESOURCES APPALACHIAN CORPORATION

MODIFICATION OF OPTION/EASEMENT (EXHIBIT)

9/13/2013

31-0021267.001

10/8/2013

233/28-31
#20130061682

NOT REQUIRED

NOBLE

MYRON

REEVES, RODNEY & LINDA

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

4/26/2013

31-0021267.001

10/8/2013

233/32-39
#201300061683

NOT REQUIRED

NOBLE

MYRON

MILLER, LOIS JANE

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

8/2/2013

31-0021270

12/3/2013

236/330
#201300062509

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

MYRON

MILLER, LOIS JANE

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

8/2/2013

31-0021270

12/3/2013

236/330
#201300062509

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

MYRON

LAW, MYRON & CYNTHIA

ANTERO RESOURCES CORPORATION

PERMANENT ROAD ACCESS EASEMENT

7/12/2013

31-0051169.000

10/8/2013

233/92-96
#201300061692

CONSENT TO ASSIGN IS NOT REQUIRED

NOBLE

MYRON

LAW, MYRON & CYNTHIA

ANTERO RESOURCES CORPORATION

PERMANENT ROAD ACCESS EASEMENT

7/12/2013

31-0051169.000

10/8/2013

233/92-96
#201300061692

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

MYRON

LAW, MYRON ET AL

ANTERO MIDSTREAM LLC

MODIFICATION OF OPTION/EASEMENT (EXHIBIT)

9/30/2013

31-0051215.000

10/8/2013

233/110-112
#201300061695

NOT REQUIRED

NOBLE

MYRON

LAW, MYRON & CYNTHIA

ANTERO RESOURCES APPALACHIAN CORPORATION

MODIFICATION OF PERMANENT EASEMENT AGREEMENT

7/12/2013

31-0051215.000

10/8/2013

233/106-109
#201300061694

NOT REQUIRED

NOBLE

MYRON

ADAMIK, THOMAS & JACQUELINE

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

10/22/2012

31-0051216.000

10/8/2013

233/124-131
#201300061698

NOT REQUIRED

NOBLE

NILA

SMITH, WILLIAM ET UX

ANTERO RESOURCES CORPORATION

SURFACE FACITY AGREEMENT AND PERMANENT ACCESS ROAD

2/23/2014

07-0021146.000

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

NILA

SMITH, WILLIAM ET UX

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

12/9/2013

07-0021146.000

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

NILA

ZALEHA, ANDY

ANTERO RESOURCES MIDSTREAM LLC

SURFACE FACITY AGREEMENT

1/7/2014

07-0021147.000

4/24/2014

246/64
201400064752

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

NILA

MILEY, JACK R., TRUSTEE ET UX

ANTERO RESOURCES CORPORATION

SURFACE FACILITY EASEMENT

8/8/2013

31-0051154.000

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

OHIO-COMP SITE

COBLENTZ, JOE

ANTERO RESOURCES CORPORATION

OPTION TO LEASE AGREEMENT

8/16/2013

01-0021199.000

CONSENT TO ASSIGN IS NOT REQUIRED

NOBLE

OHIO-COMP SITE

CARPENTER, DWIGHT J.

ANTERO RESOURCES CORPORATION

OPTION TO LEASE AGREEMENT

8/19/2013

23-0021075.000
23-0051062.000

CONSENT TO ASSIGN IS NOT REQUIRED

NOBLE

OHIO-COMP SITE

CARPENTER, DWIGHT J.

ANTERO RESOURCES CORPORATION

OPTION TO LEASE AGREEMENT

8/19/2013

23-0021075.000
23-0051062.000

NOT REQUIRED

NOBLE

OHIO-COMP SITE

AMERIWOOD, LTD.

ANTERO RESOURCES CORPORATION

OPTION TO LEASE AGREEMENT

8/19/2013

23-0021126.000

CONSENT TO ASSIGN IS NOT REQUIRED

NOBLE

OHIO-COMP SITE

RUBEL, GARY A. & NANCY

ANTERO RESOURCES APPALACHIAN CORPORATION

OPTION TO PURCHASE AGREEMENT

9/13/2013
OPT EXT SIGNED

23-0021137.000

CONSENT TO ASSIGN IS NOT REQUIRED

NOBLE

OHIO-COMP SITE

HAMONANGAN BROTHERS, INC.

ANTERO RESOURCES CORPORATION

OPTION TO LEASE AGREEMENT

8/19/2013

23-0021139.000

CONSENT TO ASSIGN IS NOT REQUIRED

NOBLE

OHIO-COMP SITE

MILEY, PAUL L. & JEAN A.

ANTERO RESOURCES APPALACHIAN CORPORATION

OPTION TO LEASE AGREEMENT

EXTENDED THROUGH 9/29/2015

31-0021340.000

CONSENT TO ASSIGN IS NOT REQUIRED

NOBLE

OHIO-COMP SITE

MILEY, PAUL L.

ANTERO RESOURCES APPALACHIAN CORPORATION

OPTION TO LEASE AGREEMENT

EXTENSION THROUGH 10/5/2015

31-0021356.000

CONSENT TO ASSIGN IS NOT REQUIRED

NOBLE

OHIO-COMP SITE

J. J. DETWEILER ENTERPRISES, INC

ANTERO RESOURCES APPALACHIAN CORPORATION

OPTION TO LEASE AGREEMENT

4/15/2013

36-0021039.000

CONSENT TO ASSIGN IS NOT REQUIRED

NOBLE

OHIO-COMP SITE

J. J. DETWEILER ENTERPRISES, INC

ANTERO RESOURCES CORPORATION

LEASE AGREEMENT

8/1/2013

36-0021039.000
36-0021042.000

NOT REQUIRED

NOBLE

OHIO-COMP SITE

J. J. DETWEILER ENTERPRISES, INC

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

8/1/2013

36-0021039.000
36-0021042.000

9/23/2013

231/696

NOT REQUIRED

NOBLE

OHIO-COMP SITE

J. J. DETWEILER ENTERPRISES, INC

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

8/1/2013

36-0021039.000
36-0021042.000

9/23/2013

231/712

NOT REQUIRED

NOBLE

OHIO-COMP SITE

J. J. DETWEILER ENTERPRISES, INC

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

8/1/2013

36-0021039.000
36-0021042.000

9/23/2013

231/704

NOT REQUIRED

NOBLE

OHIO-COMP SITE

J. J. DETWEILER ENTERPRISES, INC

ANTERO RESOURCES CORPORATION

MEMORANDUM OF LEASE AGREEMENT

8/1/2013

36-0021039.000
36-0021042.000

9/23/2013

231/690

NOT REQUIRED

NOBLE

OHIO-COMP SITE

HILL, JEFFREY SCOTT & TAMMY Y., TRUSTEES

ANTERO RESOURCES APPALACHIAN CORPORATION

OPTION TO LEASE AGREEMENT

12/19/2012

37-0021195.000
37-0021194.000

CONSENT TO ASSIGN IS NOT REQUIRED

NOBLE

RICH

RICH, LOUISE ANNETTE ET AL

ANTERO RESOURCES CORPORATION

SURFACE FACILITY AGREEMENT

11/18/2013

01-0021366.000

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

RICH

RICH, LOUISE ANNETTE ET AL

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

1/30/2013

31-0021366.000

4/23/2013

222/526-536
#201300059115

CONSENT TO ASSIGN IS NOT REQUIRED

NOBLE

RICH

RICH, LOUISE ANNETTE ET AL

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

11/18/2013

31-0021366.000

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

RICH

MILEY, JACK R., TRUSTEE ET UX

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

1/28/2013

31-0021369.000

4/23/2013

222/512-519
#201300059113

CONSENT TO ASSIGN IS NOT REQUIRED

NOBLE

RICH

MILEY, JACK R., TRUSTEE ET UX

ANTERO RESOURCES APPALACHIAN CORPORATION

SURFACE FACILITY AGREEMENT

11/12/2012

31-0021369.000

4/23/2013

222/520-525
#201300021253

CONSENT TO ASSIGN IS NOT REQUIRED

NOBLE

ROBERT

MILEY, ARDITH

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

6/29/2013

31-0021353.000

12/3/2013

236/426-433
#201300062524

NOT REQUIRED

NOBLE

ROBERT

MILEY, ARDITH

ANTERO RESOURCES APPALACHIAN CORPORATION

MODIFICATION OF OPTION/EASEMENT

8/6/2013

31-0021353.000

12/3/2013

236/434-438
201300062525

CONSENT TO ASSIGN IS NOT REQUIRED

NOBLE

ROBERT

MILEY, ROBERT ET UX

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

6/29/2013

31-0021354.000
31-0021355.000

12/3/2013

236/414-421
#201300062522

CONSENT TO ASSIGN IS NOT REQUIRED

NOBLE

ROBERT

MILEY, ROBERT ET UX

ANTERO RESOURCES APPALACHIAN CORPORATION

SURFACE FACILITY AGREEMENT

6/29/2013

31-0021355.000

12/3/2013

236/422-425
#201300062523

NOT REQUIRED

NOBLE

ROBERT

MILEY, RAYMOND ET UX

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

7/12/2013

31-0021358.000

12/3/2013

236/447-454
#201300062527

NOT REQUIRED

NOBLE

ROBERT

MILEY, JACK, TRUSTEE ET UX

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT ACCESS ROAD

7/1/2013

31-0021359.000

12/3/2013

236/439-446
#201300062526

NOT REQUIRED

NOBLE

ROBERT

MILEY, JACK, TRUSTEE ET UX

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

7/1/2013

31-0021359.000

12/3/2013

236/439-446
#201300062526

NOT REQUIRED

NOBLE

ROE

ROE, RUBY L.

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

8/2/2013

01-0021352.000

4/1/2014

244/548
201400064351

NOT REQUIRED

NOBLE

ROE

ROE, RUBY L.

ANTERO RESOURCES APPALACHIAN CORPORATION

SURFACE FACILITY AGREEMENT

8/2/2013

01-0021352.000

4/1/2014

244/557
201400064352

NOT REQUIRED

NOBLE

ROE

CARPENTER, SAHWN Q. & HERBERT

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

5/23/2013

01-0021355.000

4/1/2014

244/537
201400064349

NOT REQUIRED

NOBLE

ROE

CARPENTER, MAX ET AL

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

6/30/2013

01-0050092.000

4/1/2014

244/563
201400064353

NOT REQUIRED

NOBLE

ROE

CARPENTER, MAX ET AL

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

6/30/2013

01-0050092.000

4/1/2014

244/563
201400064353

NOT REQUIRED

NOBLE

ROE

DOLLSION, RICHARD & LINDA

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

4/26/2013

01-21324.000

4/1/2014

244/530
201400064348

NOT REQUIRED

NOBLE

SCHROEDER

ZALEHA, ANDY

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

3/22/2013

07-0021147.000

4/23/2013

222/699-706
#201300059141

NOT REQUIRED

NOBLE

SCHROEDER

MILEY, JACK R. & NORMA R., TRUSTEES

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANET EASEMENT AGREEMENT

8/3/2012

07-0021148.000

4/23/2013

222/791-798
#201300059155

CONSENT TO ASSIGN IS NOT REQUIRED

NOBLE

SCHROEDER

MILEY, JACK R. & NORMA R., TRUSTEES

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANET EASEMENT AGREEMENT

8/3/2012

07-0021148.000
31-0051154.000
07-0021148.000

4/23/2013

222/791-798
#201300059155

NOT REQUIRED

NOBLE

SCHROEDER

MILEY, RAYMOND & MELEESA

ANTERO RESOURCES APPALACHIAN CORPORATION

MODIFICATION OF EASEMENT

3/4/2013

31-0021358.000

4/23/2013

222/812-815
#201300059158

CONSENT TO ASSIGN IS NOT REQUIRED

NOBLE

SCHROEDER

MILEY, RAYMOND & MELEESA

ANTERO RESOURCES APPALACHIAN CORPORATION

SURFACE FACILITY AGREEMENT

6/26/2013

31-0021358.000

7/26/2013

227/990-993
#201300060443

CONSENT TO ASSIGN IS NOT REQUIRED

NOBLE

SCHROEDER

MILEY, RAYMOND & MELEESA

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

8/4/2012

31-0021370.000
31-0021358.000

4/23/2013

222/803-811
#201300059157

CONSENT TO ASSIGN IS NOT REQUIRED

NOBLE

SCHROEDER

MILEY, JACK R. & NORMA R., TRUSTEES

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANET EASEMENT AGREEMENT

8/3/2012

31-0051154.000

4/23/2013

222/791-798
#201300059155

NOT REQUIRED

NOBLE

SCHROEDER

MILEY, JACK R. & NORMA R., TRUSTEES

ANTERO RESOURCES APPALACHIAN CORPORATION

MODIFICATION OF EASEMENT

2/27/2013

31-0051154.000

4/23/2013

222/799-802
#201300059156

CONSENT TO ASSIGN IS NOT REQUIRED

NOBLE

SMIERCIAK LATERAL

SMIERCIAK, LOUIE

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

10/20/2013

01-0021369.006

2/14/2014

241/327
201400063675

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

SNODE LATERAL

WATSON, MARCIE

ANTERO RESOURCES CORPORATION

OPTION/EASEMENT AGREEMENT

9/19/2013

07-0021163.000

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

SNODE LATERAL

SNODE, CHARLES ET UX

ANTERO RESOURCES CORPORATION

OPTION/EASEMENT AGREEMENT

9/23/2013

07-0021182.001
07-0021186.002
07-0021168.001
07-0021183.001
07-0021182.002

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

SNODE LATERAL

SLEVIN, JAMES C.

ANTERO RESOURCES CORPORATION

OPTION/EASEMENT AGREEMENT

9/27/2013

07-0051077.000
07-0021172.000

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

TROYER LATERAL

BATESVILLE SPORTSMAN’S CLUB, INC

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

9/17/2014

01-50060.000

NO CONSENT REQUIRED

NOBLE

WAYNE

MILEY, WAYNE & MARTHA

ANTERO RESOURCES APPALACHIAN CORPORATION

MODIFICATION OF EASEMENT

2/1/2013

31-0021264.000

4/23/2013

222/457-463
#201300059104

CONSENT TO ASSIGN IS NOT REQUIRED

NOBLE

WAYNE

TRAILWAY INVESTMENTS, LLC

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

9/25/2012

31-0051214.001

4/23/2013

222/485-492
#201300059109

NOT REQUIRED

NOBLE

WAYNE

MILEY, WAYNE & MARTHA

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

8/24/2012

31-0051214.005

4/23/2013

222/447-456
#201300059103

CONSENT TO ASSIGN IS NOT REQUIRED

NOBLE

WAYNE

MILEY, WAYNE & MARTHA

ANTERO RESOURCES APPALACHIAN CORPORATION

MODIFICATION OF EASEMENT

2/1/2013

31-0051214.005

4/23/2013

222/457-463
#201300059104

CONSENT TO ASSIGN IS NOT REQUIRED

NOBLE

WAYNE

MILEY, WAYNE & MARTHA

ANTERO RESOURCES APPALACHIAN CORPORATION

MODIFICATION OF EASEMENT

10/29/2012

31-0051214.005

4/23/2013

222/464-469
#201300059105

CONSENT TO ASSIGN IS NOT REQUIRED

NOBLE

WILSON LATERAL

RUBEL, GARY ET UX

ANTERO MIDSTREAM LLC

PERMANENT EASEMENT AGREEMENT

4/16/2013

23-0021137.000

2/12/2014

241/47-54
#201400063609

CONSENT TO ASSIGN IS NOT REQUIRED

NOBLE

WILSON LATERAL

HAMONANGAN BROTHERS, INC.

ANTERO MIDSTREAM LLC

PERMANENT EASEMENT AGREEMENT

7/17/2013

23-0021139.000

2/12/2014

241/55-62
#201400063610

CONSENT TO ASSIGN IS NOT REQUIRED

NOBLE

WILSON LATERAL

HAMONANGAN BROTHERS, INC.

ANTERO RESOURCES CORPORATION

SURFACE FACILITY AGREEMENT

12/18/2013

23-0021139.000

2/12/2014

241/69
201400063613

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

NOLAND LINE

NOLAND, DARRELL A, ET UX

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

3-19-10.1, 11

NO CONSENT REQUIRED

RITCHE

ANNIE TO MONROE

HAYMOND, CHRISTOPHER
HAYMOND, JESSICA
HAYMOND, DANIEL

ANTERO MIDSTREAM LLC

TEMPORARY ACCESS ROAD AGREEMENT

7/3/2014

3-4-3

N/A

RITCHIE

BISON

THOMAS,JUANITA

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

8/30/2014

3-21-1
3-21-11

NO CONSENT NEEDED

RITCHIE

BISON

SELLERS, DENNIS J. & DELSA R.

ANTERO MIDSTREAM LLC

OPTION AND PERMANENT EASEMENT AGREEMENT

8/6/2014

3-21-30; 3-21-37; 3-21-37.1; 3-21-40

N/A

NO CONSENT NEEDED

RITCHIE

BISON

SELLERS, DENNIS J. & DELSA R.

ANTERO MIDSTREAM LLC

MODIFICATION OF OPTION AND PERMANENT EASEMENT AGREEMENT

9/2/2014

3-21-30; 3-21-37; 3-21-37.1; 3-21-40

N/A

NO CONSENT NEEDED

RITCHIE

BISON

COSTILOW,DONALD & PATRICIA

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

8/15/2014

3-21-39
3-21-39.3
3-21-39.1
3-21-39.2

NO CONSENT NEEDED

RITCHIE

BISON LINE

SHOWALTER, STEVE AND TERRY

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

9/8/2014

3-21-2

NO CONSENT NEEDED

RITCHIE

BISON LINE

BARNES,RANDY

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

8/26/2014

3-21-38
3-21-31

NO CONSENT NEEDED

RITCHIE

BUCK RUN

JONES, RANDY M. & CAROLYN M.

ANTERO MIDSTREAM LLC

OPTION AND PERMANENT EASEMENT AGREEMENT

8/6/2014

3-14-21

N/A

NO CONSENT NEEDED

RITCHIE

BUCK RUN

JACKSON STEPHENSON

ANTERO MIDSTREAM LLC

PAYMENT FOR EASEMENT AND VALUE SITE

8/15/2014

3-14-22

NO CONSENT NEEDED

RITCHIE

BUCK RUN

JACKSON,NORMAN L.

ANTERO MIDSTREAM LLC

OPTION PAYMENT EASEMENT AND VALUE SITE

8/15/2014

3-14-9.2

N/A

NO CONSENT NEEDED

RITCHIE

BUCK RUN

JACKSON,NORMAN L.

ANTERO MIDSTREAM LLC

PERMANENT ACCESS ROAD

8/15/2014

3-14-9.2

NO CONSENT NEEDED

RITCHIE

BUCK RUN

JACKSON STEPHENSON

ANTERO MIDSTREAM LLC

PERMANENT ACCESS ROAD AGREEMENT

8/15/2014

3-14-9.2

NO CONSENT NEEDED

RITCHIE

BUCK RUN

WILLIAMS, GUY R.
WILLIAMS, MARY KATHERINE

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

8/13/2014

9-3-13-21.5
9-3-13-21.6
9-3-13-21.7

N/A

NO CONSENT NEEDED

RITCHIE

BUCK RUN H2O

JACKSON, STEPHEN

ANTERO MIDSTREAM LLC

TEMPORARY SURFACE FACILITY EASEMENT AND OPTION AGREEMENT

7/24/2014

3-14-9
3-14-22

N/A

NO CONSENT REQUIRED

RITCHIE

CAMPBELL

CLAYTON, JOAN HIGH

ANTERO MIDSTREAM LLC

PERMANENT EASEMENT AGREEMENT

5/15/2012

10-13-32

6/28/2012

316/936 #201200002098

NOT REQUIRED

RITCHIE

CAMPBELL

CLAYTON, JOAN HIGH

ANTERO MIDSTREAM LLC

ADDITIONAL PIPELINE AGREEMENT

11/14/2012

10-13-32

2/21/2013

1/30/2014

NOT REQUIRED

RITCHIE

CAMPBELL

CLAYTON, JOAN HIGH

ANTERO MIDSTREAM LLC

PERMANENT ACCESS ROAD

11/14/2012

10-13-32

2/21/2013

319/26 #201300000810

NOT REQUIRED

RITCHIE

CAMPBELL

GRIMM, BARRY D.

ANTERO MIDSTREAM LLC

PERMANENT EASEMENT AGREEMENT

10/5/2012

10-9-17

2/7/2013

318/962 #201300000533

NOT REQUIRED

RITCHIE

CAMPBELL

ZINN, DARRELL R., ET UX

ANTERO MIDSTREAM LLC

PERMANENT EASEMENT AGREEMENT

6/26/2012

10-13-24.1; 10-13-23

5/22/2013

321/627 #201300002447

NOT REQUIRED

RITCHIE

CAMPBELL

ZINN, DARRELL R., ET UX

ANTERO MIDSTREAM LLC

MODIFICATION OF PERMANENT EASEMENT AGREEMENT

1/7/2013

10-13-24.1; 10-13-24

5/22/2013

321/634 #201300002448

NOT REQUIRED

RITCHIE

CAMPBELL

RICHARDS, GARY A.

ANTERO MIDSTREAM LLC

PERMANENT EASEMENT AGREEMENT

10/24/2012

10-13-25; 10-13-25.1

5/21/2013

321/752 #201300002521

NOT REQUIRED

RITCHIE

CAMPBELL

RICHARDS, GARY A.

ANTERO MIDSTREAM LLC

MODIFICATION OF PERMANENT EASEMENT AGREEMENT

11/23/2012

10-13-25; 10-13-25.1

11/17/2013

321/759 #201300002522

NOT REQUIRED

RITCHIE

CAMPBELL

CAMPBELL, JOHN & LINDA J.

ANTERO MIDSTREAM LLC

SURFACE FACILITY AGREEMENT

11/5/2012

10-13-30.2

5/28/2013

321/786 #201300002526

NOT REQUIRED

RITCHIE

CAMPBELL

CAMPBELL, JOHN & LINDA J.

ANTERO MIDSTREAM LLC

PERMANENT ACCESS ROAD AGREEMENT

12/15/2012

10-13-30.2

5/28/2013

791/794
#201300002

NOT REQUIRED

RITCHIE

CAMPBELL

CUNNINGHAM, FRANK & PAT

ANTERO MIDSTREAM LLC

MODIFICATION OF PERMANENT EASEMENT AGREEMENT

10/26/2012

10-13-31;

5/28/2013

321/727 #201300002515

NOT REQUIRED

RITCHIE

CAMPBELL

CUNNINGHAM, FRANK & PAT

ANTERO MIDSTREAM LLC

MODIFICATION OF PERMANENT EASEMENT AGREEMENT

11/8/2012

10-13-31;

5/28/2013

321/730 #201300002516

NOT REQUIRED

RITCHIE

CAMPBELL

NESS, ASHLEY E., JR.

ANTERO MIDSTREAM LLC

PERMANENT EASEMENT AGREEMENT

6/11/2012

10-14-1; 10-14-2; 10-14-5; 10-14-6; 10-14-7; 10-14-8

9/4/2013

322/803 #201300004109

NOT REQUIRED

RITCHIE

CAMPBELL

NESS, ASHLEY E., JR.

ANTERO MIDSTREAM LLC

MODIFICATION OF OPTION AND EASEMENT

11/8/2012

10-14-1; 10-14-2; 10-14-5; 10-14-6; 10-14-7; 10-14-8

9/4/2013

322/810 #201300004110

NOT REQUIRED

RITCHIE

CAMPBELL

NESS, ASHLEY E., JR.

ANTERO MIDSTREAM LLC

VALVE SITE

11/8/2012

10-14-1; 10-14-5; 10-14-6; 10-14-7

9/4/2013

322/812 #201300004111

NOT REQUIRED

RITCHIE

CAMPBELL

ANTILL - O’NEIL HEIRS

ANTERO MIDSTREAM LLC

PERMANENT EASEMENT AGREEMENT

5/23/2012

10-14-3.1
10-14-10

6/28/2012

316/981 #201200002133

NOT REQUIRED

RITCHIE

CAMPBELL

ANTILL - O’NEIL HEIRS

ANTERO MIDSTREAM LLC

DEED AND EASEMENT

6/4/2012

10-14-3.1
10-14-10

6/28/2012

316/956 #201200002131

NOT REQUIRED

RITCHIE

CAMPBELL

ANTILL - O’NEIL HEIRS

ANTERO RESOURCES APPALACHIAN CORPORATION

DEED AND EASEMENT

5/23/2012

10-14-3.1
10-14-10

6/28/2012

322/41

NOT REQUIRED

RITCHIE

CAMPBELL

CUNNINGHAM, FRANK & PAT

ANTERO MIDSTREAM LLC

PERMANENT EASEMENT AGREEMENT

9/20/2012

10-14-8.1; 10-13-31

5/28/2013

321/720 #201300002514

NOT REQUIRED

RITCHIE

CAMPBELL

CAMPBELL, JOHN & LINDA J.

ANTERO MIDSTREAM LLC

PERMANENT EASEMENT AGREEMENT

7/17/2012

10-19-4.1
10-13-28.3
10-13-30
10-13-30.1
10-13-30.2

5/28/2013

778/783
#201300002

NOT REQUIRED

RITCHIE

CAMPBELL

CAMPBELL, JOHN & LINDA J.

ANTERO MIDSTREAM LLC

MODIFICATION OF PERMANENT EASEMENT AGREEMENT

11/15/2012

10-19-4.1; 10-13-28.3; 10-13-30; 10-13-30.1; 10-13-30.2

5/28/2013

778/773 #201300002525

NOT REQUIRED

RITCHIE

CARLISLE

GROSE, CHRISTINA C.

ANTERO MIDSTREAM LLC

PERMANENT EASEMENT AGREEMENT

5/2/2013

10-14-16

OPTION ONLY PAID

OPTION ONLY

NOT REQUIRED

RITCHIE

CARLISLE

WEEKLEY, MARY LOU ET AL

ANTERO MIDSTREAM LLC

OPTION FOR PERMANENT EASEMENT AGREEMENT

5/2/2013

10-14-18.1

OPTION ONLY PAID

OPTION ONLY

NOT REQUIRED

RITCHIE

CARLISLE

WEEKLEY, MARY LOU ET AL

ANTERO MIDSTREAM LLC

OPTION FOR PERMANENT EASEMENT AGREEMENT

5/2/2013

10-14-18.1

OPTION ONLY PAID

OPTION ONLY

NOT REQUIRED

RITCHIE

CARLISLE

WEEKLEY, DAVID MARTIN

ANTERO MIDSTREAM LLC

PERMANENT EASEMENT AGREEMENT

5/2/2013

10-14-19; 10-14-20; 10-14-20.1; 10-14-20.7

OPTION ONLY PAID

OPTION ONLY

NOT REQUIRED

RITCHIE

CHARLENE

DEWBERRY, LINDA C. AS TRUSTEE OF THE LINDA C DEWBERRY TRUST

ANTERO RESOURCES CORPORATION

SURFACE FACILITY EASEMENT AGREEMENT

11/23/2013

3-19-49

9/4/2014

330/889 #20144669

NO CONSENT REQUIRED

RITCHIE

CHARLENE

KEISTER, BOBBY JO ET UX

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

11/8/2013

3-19-8

1/30/2014

324/442 #201400000503

NO CONSENT REQUIRED

RITCHIE

CHARLENE

JACKSON, STEPHEN

ANTERO RESOURCES MIDSTREAM LLC

TEMPORARY ROAD ACCESS EASEMENT AGREEMENT

1/23/2014

3-14-9

N/A

NO CONSENT REQUIRED

RITCHIE

CHARLENE

JACKSON, STEPHEN

ANTERO RESOURCES MIDSTREAM LLC

TEMPORARY WAREYARD AGREEMENT

1/23/2014

3-14-9

N/A

NO CONSENT REQUIRED

RITCHIE

CHARLENE

ROBINSON, LISA D.

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

12/13/2012

3-13-24

1/30/2014

324/416 #201400000499

NOT REQUIRED

RITCHIE

CHARLENE

SELLERS, LOREN AND LENISE

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

11/15/2013

3-13-19.1

1/30/2014

324/456 #201400000505

NO CONSENT REQUIRED

RITCHIE

CHARLENE

WAGGONER, EDDY D. ET UX

ANTERO RESOURCES APPALACHIAN CORPORATION

SURFACE FACILITY

11/3/2012

3-13-20; 3-13-19; 3-13-21

1/30/2014

324/294 #201400000482

NOT REQUIRED

RITCHIE

CHARLENE

WAGGONER, EDDY D. ET UX

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

11/12/2012

3-13-20; 3-13-19; 3-13-21

1/30/2014

324/484 #201400000509

NOT REQUIRED

RITCHIE

CHARLENE

WILLIAMS GUY R. & MARY KATHERINE

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

7/18/2013

3-13-21.6; 3-13-21.7

1/30/2014

324/423 #201400000500

NOT REQUIRED

RITCHIE

CHARLENE

JACKSON, KENNETH H. JR. & NANCY SUE

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

10/23/2012

3-19-9.1

1/30/2014

324/304 #201400000484

NOT REQUIRED

RITCHIE

CHARLENE H2O

TOMBLIN, EUSTACE M & RUTH P.

ANTERO MIDSTREAM LLC

TEMPORARY WORKSPACE AND TURNAROUND AGREEMENT

7/14/2014

3-14-12.1

N/A

NO CONSENT REQUIRED

RITCHIE

CHARLENE WATER

TOMBLIN, EUSTACE & RUTH

ANTERO MIDSTREAM LLC

TEMPORARY WORKSPACE AGREEMENT/TURN AROUND

7/14/2014

3-14-12.1

N/A

NO CONSENT REQUIRED

RITCHIE

EDWIN

MACKAY, JACK D.

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

9/5/2013

3-37-3

3/25/2014

327/81 #20141555

NO CONSENT REQUIRED

RITCHIE

EDWIN

PEALE, ANITA G. and MACKAY, JACK D.

ANTERO RESOURCES CORPORATION

MODIFICATION OF PERMANENT EASEMENT AGREEMENT

4/14/2014

3-37-3

9/4/2014

330/913 #201400004974

NO CONSENT REQUIRED

RITCHIE

EDWIN

WILLIAMS, EDWIN

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

9/3/2013

3-37-5

9/4/2014

330/918 #20144975

NO CONSENT REQUIRED

RITCHIE

EDWIN

WILLIAMS, EDWIN ET AL

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

10/14/2013

3-37-5.1

9/4/2014

330/906 #20144973

NO CONSENT REQUIRED

RITCHIE

EDWIN/PRIMM WEST

WILLIAMS, EDWIN G.

ANTERO MIDSTREAM LLC

SURFACE FACILITY EASEMENT AGREEMENT

4/14/2014

3-37-5

9/4/2014

330/924 #20144676

NO CONSENT REQUIRED

RITCHIE

IRELAND

ANTILL/O’NEILL

ANTERO RESOURCES APPALACHIAN CORPORATION

EASEMENT AGREEMENT

5/23/2012

10-14-10
10-14-3.1
10-14.3

6/28/2012

316/987 #201200002133

NOT REQUIRED

RITCHIE

IRELAND LINE

HARSHBARGER, JASON & MICHELLE

ANTERO RESOURCES MIDSTREAM LLC

PERMANENT EASEMENT AGREEMENT

4/22/2014

10-14-12.1
10-14-12.3
10-14-15
10-14-14.2

OPTION ONLY

90 DAY NOTICE

RITCHIE

JACKSON

HILVERS, PAUL W.

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

8/16/2014

3-19-31

N/A

NO CONSENT NEEDED

RITCHIE

JACKSON

DAVIS, JOSEPH P. & KELLY A.

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

7/8/2014

3-19-41

N/A

NO CONSENT REQUIRED

RITCHIE

JACKSON

NOLAND, DARRELL, ET UX

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

6/25/2014

3-19-10.1

N/A

NO CONSENT REQUIRED

RITCHIE

JACKSON

NOLAND, DARRELL, ET UX

ANTERO MIDSTREAM LLC

MODIFICATION OF OPTION AND PERMANENT EASEMENT AGREEMENT

9/4/2014

3-19-10.1

N/A

NO CONSENT REQUIRED

RITCHIE

JACKSON

NOLAND, JOY

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

6/25/2014

3-19-22
3-19-30
3-19-22.1

N/A

NO CONSENT REQUIRED

RITCHIE

JACKSON

NOLAND, JOY

ANTERO MIDSTREAM LLC

MODIFICATION OF OPTION AND PERMANENT EASEMENT

9/4/2014

3-19-22
3-19-30
3-19-22.1

N/A

NO CONSENT REQUIRED

RITCHIE

JACKSON

NOLAND, DARREL AND JOY LOU

ANTERO MIDSTREAM LLC

OPTION PAYMENT FOR TEMPORARY ROAD

9/4/2014

3-19-3
3-19-10
3-19-11

N/A

NO CONSENT REQUIRED

RITCHIE

JACKSON

NOLAND, JOY

ANTERO MIDSTREAM LLC

OPTION PAYMENT FOR TEMPORARY ROAD

9/4/2014

3-19-30
3-19-30.1

N/A

NO CONSENT REQUIRED

RITCHIE

JACKSON

WRIGHT, ROSA MARIE

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

8/14/2014

3-19-48
8-9-3

N/A

NO CONSENT NEEDED

RITCHIE

JACKSON

SELLERS, DENNIS J. & DELSA R.

ANTERO MIDSTREAM LLC

OPTION AND PERMANENT EASEMENT AGREEMENT

8/7/2014

8-1-69
8-1-69.2

N/A

NO CONSENT NEEDED

RITCHIE

JACKSON LATERAL

HORNER, FRANK JR

ANTERO MIDSTREAM LLC

OPTION & PERMANENT EASEMENT AGREEMENT

5/8/2014

3-19-36

N/A

NO CONSENT REQUIRED

RITCHIE

JACKSON LATERAL

TALKINGTON, MARGERY ANN

ANTERO MIDSTREAM LLC

OPTION & PERMANENT EASEMENT AGREEMENT

5/8/2014

3-19-47

N/A

NO CONSENT REQUIRED

RITCHIE

JACKSON LATERAL

DEWBERRY, LINDA C , TRUSTEE DEWBERRY LINDA C DEWBERRY TRUST

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

5/23/2014

3-19-49

N/A

NO CONSENT REQUIRED

RITCHIE

JACKSON LINE

HILVERS,PAUL W.

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

8/16/2014

3-19-31

N/A

NO CONSENT NEEDED

RITCHIE

JOHN CAMPBELL

CLAYTON, JOAN HIGH

ANTERO RESOURCES MIDSTREAM LLC

TEMPORARY ROAD ACCESS EASEMENT AGREEMENT

2/14/2014

10-13-32

N/A

NO CONSENT REQUIRED

RITCHIE

KELLEY

WAGGONER, EDDY D.
WAGGONER, KELLY D.

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

5/23/2014

3-13-20
3-13-21

NO CONSENT REQUIRED

RITCHIE

MACKAY

MACKAY, JACK D.

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

9/23/2013

3-37-3 3-37-3.2 3-37-10

3/25/2014

327/81 #201400001555

NO CONSENT REQUIRED

RITCHIE

MID CANTON CS

ATKINSON,LARRY & GEORGIA

ANTERO MIDSTREAM LLC

OPTION TO PURCHASE COMPRESSOR SITE

8/30/2014

3-39-17.3
3-39-17.5

NO CONSENT NEEDED

RITCHIE

MID-CANTON COMPRESSOR SITE

PENNSBORO BOARD OF PARK COMMISSIONERS

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT ROAD ACCESS EASEMENT AGREEMENT

5/15/2014

3-13-17
3-13-17.1
3-13-17.2

NO CONSENT REQUIRED

RITCHIE

MID-CANTON COMPRESSOR SITE

PENNSBORO BOARD OF PARK COMMISSIONERS

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT ROAD ACCESS EASEMENT AGREEMENT

5/15/2014

3-13-17
3-13-17.1
3-13-17.2

RITCHIE

MULVAY

MULVAY, EDWIN D. & PATRICIA L.

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

8/19/2014

3-15-10

N/A

NO CONSENT NEEDED

RITCHIE

MULVAY

MULVAY,EDWIN AND PATRICIA

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND TEMPORARY ACCESS ROAD AGREEMENT

9/17/2014

3-15-10

N/A

NO CONSENT NEEDED

RITCHIE

MULVAY

MULVAY,EDWIN AND PATRICIA

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND WAREYARD AGREEMENT

9/17/2014

3-15-10

N/A

NO CONSENT NEEDED

RITCHIE

MULVAY

SCHUMACHER,PETER & PATRICIA

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

8/20/2014

3-15-17.1

N/A

90 DAY CONSENT REQUIRED

RITCHIE

MULVAY

SCHUMACHER,PETER & PATRICIA

ANTERO MIDSTREAM LLC

OPTION PAYMENT FOR TEMPORARY ACCESS ROAD

9/2/2014

3-15-17.1

N/A

NO CONSENT NEEDED

RITCHIE

MULVAY

BRADLEY, RONALD

ANTERO MIDSTREAM LLC

OPTION AND EASEMENT AGREEMENT FOR SURFACE SITE FACILITY

8/21/2014

3-15-22.1

N/A

NO CONSENT NEEDED

RITCHIE

MULVAY

BRADLEY, RONALD

ANTERO MIDSTREAM LLC

OPTION AND EASEMENT AGREEMENT FOR PERMANENT ACCESS ROAD

8/21/2014

3-15-22.1

N/A

NO CONSENT NEEDED

RITCHIE

NOLAND

NOLAND, DARREL AND JOY LOU

ANTERO MIDSTREAM LLC

MODIFICATION OF OPTION AND PERMANEMT EASEMENT AGREEMENT

9/17/2014

3-19-11

NO CONSENT REQUIRED

RITCHIE

NOLAND

TERWILLIGER,RAYMOND AND BARBARA

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

9/25/2014

3-13-22

NO CONSENT NEEDED

RITCHIE

NOLAND

WELLS, BRYAN K.

ANTERO MIDSTREAM LLC

TEMPORARY WAREYARD

6/5/2014

3-19-4.5

N/A

NO CONSENT REQUIRED

RITCHIE

NOLAND

WELLS, BRYAN K.
WELLS, LISA A.

ANTERO MIDSTREAM LLC

WAREYARD AGREEMENT

6/5/2014

3-19-4.5

NO CONSENT REQUIRED

RITCHIE

NOLAND

WELLS, BRYAN K.
WELLS, LISA A.

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

6/17/2014

3-19-4.5

NO CONSENT REQUIRED

RITCHIE

NOLAND LINE

VAUGHAN, STEVEN EUGENE
VAUGHAN, MARY C.

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

5/23/2014

3-13-12
3-13-13

NO CONSENT REQUIRED

RITCHIE

OSBORNE

NESS, ASHLEY

ANTERO MIDSTREAM LLC

PERMANENT ACCESS ROAD EASEMENT AGREEMENT

7/21/2014

10-14-1

NO CONSENT REQUIRED

RITCHIE

OSBORNE

HARSHBARGER,JASON & MICHELLE

ANTERO MIDSTREAM LLC

PERMANENT ACCESS ROAD AGREEMENT

8/19/2014

10-14-2

NO CONSENT NEEDED

RITCHIE

OSBORNE

GRIMM, BARRY

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

6/1/2014

10-9-17

NO CONSENT REQUIRED

RITCHIE

OSBORNE

GRIMM, BARRY

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT ACCESS ROAD

7/11/2014

10-9-17

NO CONSENT REQUIRED

RITCHIE

OSBORNE

MORRISON, PHYLLIS T.

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

6/12/2014

10-9-20

NO CONSENT REQUIRED

RITCHIE

OSBORNE

LANGFORD, JACK & LINDA

ANTERO MIDSTREAM LLC

PERMANENT ACCESS ROAD EASEMENT AGREEMENT

7/16/2014

10-9-10
10-9-12.2

NO CONSENT REQUIRED

RITCHIE

OSBORNE

GUTHRIE, JACK R.

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

5/28/2014

10-9-18.1
10-9-18

NO CONSENT REQUIRED

RITCHIE

OSBORNE

GUTHRIE, JACK R.

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND ACCESS ROAD AGREEMENT

7/17/2014

10-9-18.1
10-9-18

NO CONSENT REQUIRED

RITCHIE

OSBORNE

GUTHRIE, JACK R.

ANTERO MIDSTREAM LLC

MODIFICATION OPTION AGREEMENT AND ACCESS ROAD AGREEMENT

8/14/2014

10-9-18.1
10-9-18

NO CONSENT REQUIRED

RITCHIE

OSBORNE

GUTHRIE, JACK R.

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND TEMPORARY WAREYARD AGREEMENT

7/17/2014

10-9-18.1
10-9-18

NO CONSENT REQUIRED

RITCHIE

RICHARDS

MCKINNEY, FRED & SHARON J.

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

5/18/2012

10-8-5

9/11/2013

322/992 #201300004220

NOT REQUIRED

RITCHIE

RICHARDS

MCKINNEY, FRED & SHARON J.

ANTERO RESOURCES APPALACHIAN CORPORATION

MODIFICATION OF PERMANENT EASEMENT (ADDITIONAL LINE)

11/20/2012

10-8-5

9/11/2013

322/992 #201300004220

NOT REQUIRED

RITCHIE

RICHARDS

MCKINNEY, FRED &SHARON J.

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

5/18/2012

10-8-5

9/11/2013

322/1006 #201300004222

NOT REQUIRED

RITCHIE

RICHARDS

LANGFORD, JACK ET UX

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

5/21/2012

10-8-6

10/2/2012

318/642 #201200004721

NOT REQUIRED

RITCHIE

RICHARDS

LANGFORD, JACK ET UX

ANTERO RESOURCES APPALACHIAN CORPORATION

ADDITIONAL PIPELINE AGREEMENT

12/3/2012

10-8-6

8/21/2013

322/699 #201300003939

NOT REQUIRED

RITCHIE

RICHARDS

RICHARDS, JOHN W.

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

5/21/2012

10-8-7

9/24/2013

323/10 #201300004412

NOT REQUIRED

RITCHIE

RICHARDS

RICHARDS, JOHN W.

ANTERO RESOURCES APPALACHIAN CORPORATION

MODIFICATION OF OPTION AND PERMANENT EASEMENT AGREEMENT

11/29/2012

10-8-7

5/28/2013

321/742 #2013000002519

NOT REQUIRED

RITCHIE

RICHARDS

RICHARDS, JOHN W.

ANTERO RESOURCES APPALACHIAN CORPORATION

MODIFICATION OF PERMANENT EASEMENT AGREEMENT

11/29/2012

10-8-7

5/28/2013

321/742 #2013000002519

NOT REQUIRED

RITCHIE

RICHARDS

BERKLEY, JUNE C. ET AL

ANTERO RESOURCES APPALACHIAN CORPORATION

ADDITIONAL PIPELINE AGREEMENT

12/3/2012

10-9-1
10-9-1.1
10-9-1.2

PENDING

NOT REQUIRED

RITCHIE

RICHARDS

BERKLEY,JUNE C. FAMILY TRUST

ANTERO MIDSTREAM LLC

PERMANENT ACCESS ROAD TO VALUE SITE

8/13/2014

10-9-1.1

PENDING

NO CONSENT NEEDED

RITCHIE

RICHARDS

BERKLEY, JUNE C. ET AL

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

5/21/2012

10-9-1.1

12/2/2012

318/651 #201200004723

NOT REQUIRED

RITCHIE

RICHARDS

BERKLEY, JUNE C. ET AL

ANTERO RESOURCES APPALACHIAN CORPORATION

SURFACE FACILITY AGREEMENT

1/18/2012

10-9-1.1

1/30/2014

324/299 #201400000483

NOT REQUIRED

RITCHIE

RICHARDS

BERKLEY, JUNE C. ET AL

ANTERO RESOURCES MIDSTREAM LLC

PERMANENT ACCESS ROAD TO VALUE SITE

8/13/2014

10-9-1.1

NOT REQUIRED

RITCHIE

RICHARDS

CAMPBELL, JOHN ET UX

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

5/30/2012

10-9-10.1

9/11/2013

322/1006 #201300004222

NOT REQUIRED

RITCHIE

RICHARDS

CAMPBELL, JOHN, ET UX

ANTERO RESOURCES APPALACHIAN CORPORATION

MODIFICATION OF PERMANENT EASEMENT (ADDITIONAL LINE)

11/15/2012

10-9-10.1

PENDING

NOT REQUIRED

RITCHIE

SOUTH WHITE OAK CS

JENNINGS,LINDA
HILEY,DANITA K.

ANTERO MIDSTREAM LLC

OPTION PAYMENT FOR COMPRESSOR SITE

9/5/2014

10-27-14
7-16-10

NO CONSENT NEEDED

RITCHIE

WALNUT WEST

JACKSON, CRAIG ET AL

ANTERO RESOURCES APPALACHIAN CORPORATION

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

10/23/2013

3-20-1

1/31/2014

324/559 #201400000549

NOT REQUIRED

RITCHIE

WALNUT WEST

SHAHAN, RICHARD A.

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

1/28/2013

3-20-4

N/A

NOT REQUIRED

RITCHIE

WALNUT WEST

MCCULLOUGH, ELSIE L.

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

11/2/2012

39527

N/A

NOT REQUIRED

RITCHIE

WALNUT WEST

HURST, JEFFERY & BRENDA K.

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

5/2/2013

3-14-11

1/30/2014

324/435 #201400000502

NOT REQUIRED

RITCHIE

WALNUT WEST

VAUGHAN, STEVEN EUGENE & MARY

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

10/25/2012

3-13-12; 3-13-13

2/24/2014

326/91 #2014942

NOT REQUIRED

RITCHIE

WALNUT WEST

WALNUT INVESTMENT COMAPNY

ANTERO MIDSTREAM LLC

PERMANENT EASEMENT AGREEMENT

6/7/2014

3-13-14; 3-13-15

PENDING

RITCHIE

WALNUT WEST

WELLS, ROGER D. ET UX

ANTERO RESOURCES APPALACHIAN CORPORATION

OPTION FOR PERMANENT EASEMENT AGREEMENT

12/29/2012

3-13-18.1

PENDING

NOT REQUIRED

RITCHIE

WALNUT WEST

WAGGONER, EDDY D. ET UX

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

11/12/2012

3-13-19; 3-13-20; 3-13-21

1/30/2014

324/484 #201400000509

NOT REQUIRED

RITCHIE

WALNUT WEST

WILLIAMS GUY R. & MARY KATHERINE

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

7/18/2013

3-13-21.6; 3-13-21.7

1/30/2014

324/423 #201400000500

NOT REQUIRED

RITCHIE

WALNUT WEST

BLANKENSHIP, DENNIS

ANTERO RESOURCES CORPORATION

TEMPORARY ROAD ACCESS EASEMENT AGREEMENT

8/2/2013

3-13-8, 3-13-8.1, 3-13-8.2

N/A

NOT REQUIRED

RITCHIE

WALNUT WEST

BLANKENSHIP, DENNIS

ANTERO RESOURCES CORPORATION

TEMPORARY WAREYARD AGREEMENT

8/2/2013

3-13-8.1 3-13-8.2

N/A

NOT REQUIRED

RITCHIE

WALNUT WEST

BLANKENSHIP, DENNIS

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

12/4/2012
EXTENSION 12/4/2013

3-13-8; 3-13-8.1; 3-13-8.2

8/21/2013

322/703 #201300003940

NOT REQUIRED

RITCHIE

WALNUT WEST

BUTCHER, FLOYD T. III

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

5/1/2013

3-14-11.10

1/30/2014

324/449 #201400000504

NOT REQUIRED

RITCHIE

WALNUT WEST

JACKSON, STEVEN

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

3/18/2013

3-14-22
3-14-9

1/30/2014

324/409 #201400000498

NOT REQUIRED

RITCHIE

WALNUT WEST

DAVIS, LEWIS PHILLIP & NORMA J.

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

12/6/2013

3-14-3; 3-14-4; 3-14-6; 3-14-12

1/30/2014

324/476 #201400000508

NOT REQUIRED

RITCHIE

WALNUT WEST

CUNNINGHAM, S.A.

ANTERO RESOURCES APPALACHIAN CORPORATION

OPTION FOR PERMANENT EASEMENT AGREEMENT

11/21/2012

3-20-5
3-20-5.1
3-20-5.2

N/A

NOT REQUIRED

RITCHIE

WALNUT WEST

CUNNINGHAM, S.A.

ANTERO RESOURCES APPALACHIAN CORPORATION

OPTION FOR PERMANENT EASEMENT AGREEMENT

4/3/2013

3-20-5; 3-20-5.1; 3-20-5; 3-20-6

N/A

NOT REQUIRED

RITCHIE

WEST MOUNTAIN

WAGGONER,EDDY D. Et Ux

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

10/11/2013

3-13-19
3-13-20
3-19-21

NO CONSENT NEEDED

RITCHIE

WEST MOUNTAIN COMPRESSOR SITE

BLANKENSHIP, DENNIS

ANTERO MIDSTREAM LLC

OPTION TO PURCHASE

5/19/2014

3-13-8
3-13-8.1
3-13-8.2

NO CONSENT REQUIRED

RITCHIE

WEST MOUNTAIN CS

PENNSBORO BOARD OF PARK

ANTERO MIDSTREAM LLC

PERMANENT ACCESS ROAD AGREEMENT

5/28/2014

3-13-17
3-13-17.1
3-13-17.2

NO CONSENT NEEDED

RITCHIE

WEST MOUNTAIN CS

WELLS, ROGER & NANCY

ANTERO MIDSTREAM LLC

PERMANENT ACCESS ROAD TO COMPRESSOR

7/29/2014

3-13-18.1

RITCHIE

WVCS

JACKSON, NORMAN

ANTERO RESOURCES APPALACHIAN CORPORATION

OPTION FOR COMPRESSOR SITE

5/14/2013

3-4-33

N/A

NOT REQUIRED

RITCHIE

WVCS

JACKSON, STEVEN

ANTERO RESOURCES APPALACHIAN CORPORATION

OPTION FOR COMPRESSOR SITE

5/20/2013

3-14-9

N/A

NOT REQUIRED

RITCHIE

WVCS

CHARITY GAS, INC.

ANTERO RESOURCES CORPORATION

OPTION TO PURCHASE COMPRESSOR SITE

9/9/2013

10-5-16

RITCHIE

WVCS

WILLIAMSON, ANDREW, ET UX

ANTERO RESOURCES APPALACHIAN CORPORATION

COMPRESSOR SITE ACCESS ROAD

1/14/2012

10-14-3.2

9/4/2014

330/877 #20144967

NOT REQUIRED

RITCHIE

WVCS

KNIGHT, TRACY C., ET UX

ANTERO RESOURCES APPALACHIAN CORPORATION

ROAD ACCESS AGREEMENT

1/13/2012

10-14-3.3
10-9-21

1/30/2014

324/311 #201400000485

NOT REQUIRED

RITCHIE

WVCS

KLEIN, BENITA

ANTERO RESOURCES APPALACHIAN CORPORATION

OPTION FOR COMPRESSOR SITE

6/11/2013

3-8-1.1

N/A

NOT REQUIRED

RITCHIE

WVCS

KLEIN, BENITA

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT ROAD ACCESS AGREEMENT

2/27/2014

3-8-1.1

NOT REQUIRED

RITCHIE

WVCS

MCCULLOUGH, TED A.

ANTERO RESOURCES CORPORATION

OPTION FOR COMPRESSOR SITE

8/19/2013

3-8-1.3

N/A

NOT REQUIRED

RITCHIE

YOLANDA

WILLIAMSON, ANDREW & YOLANDA

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT

1/14/2012

10-14-3.2

2/7/2013

318/951 #201300000530

NOT REQUIRED

RITCHIE

YOLANDA

WILLIAMSON, ANDREW & YOLANDA

ANTERO RESOURCES APPALACHIAN CORPORATION

MODIFICATION OF PERMANENT EASEMENT

1/3/2013

10-14-3.2

2/7/2013

318/960 #201300000532

NOT REQUIRED

RITCHIE

ZINN

ZINN, ERNEST E. III

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

3/19/2013

3-14-20
3-14-20.2
3-14-20.1

4/15/2013

319/460 #201300001717

NOT REQUIRED

RITCHIE

DOTSON

MORRIS, I. L.(IKE)

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

11/7/2013

3-37-1
1-11-8

1/31/2014

324/546 #201400000547

NO CONSENT REQUIRED

RITCHIE AND DODDRIDGE

CANTON NORTH AND CANTON WATER

WOLF, CHARLES E.

ANTERO MIDSTREAM LLC

PERMANENT EASEMENT AGREEMENT

9/16/2011

5-12-40

9/6/2013

425/192 #77269

NOT REQUIRED

TYLER

CANTON NORTH AND CANTON WATER

WOLF, CHARLES E.

ANTERO MIDSTREAM LLC

SURFACE FACILITY EASEMENT AGREEMENT

9/16/2011

5-12-40

9/6/2013

425/198 #77270

NOT REQUIRED

TYLER

CANTON NORTH AND CANTON WATER

TENNANT, JAMES ET AL

ANTERO MIDSTREAM LLC

PERMANENT EASEMENT AGREEMENT

7/3/2011

5-17-15

9/3/2013

424/821 #77106

NOT REQUIRED

TYLER

CANTON NORTH AND CANTON WATER

TENNANT, JAMES ET AL

ANTERO RESOURCES CORPORATION

ADDITIONAL PIPELINE AGREEMENT

8/2/2013

5-17-15

9/6/2013

425/213 #77273

NOT REQUIRED

TYLER

CANTON NORTH AND CANTON WATER

COASTAL FOREST RESOURCES COMPANY

ANTERO MIDSTREAM LLC

PERMANENT EASEMENT AGREEMENT

4/25/2012

5-12-39
5-17-03
5-17-11
5-17-12.1
5-17-14

5/16/2012

396/29 #59818

REQUIRED

TYLER

CANTON NORTH AND CANTON WATER

TAYLOR, BERNARD JR.

ANTERO MIDSTREAM LLC

SURFACE FACILITY EASEMENT AGREEMENT

8/5/2011

5-12-40.2

9/9/2013

2/610 #77380

NOT REQUIRED

TYLER

CANTON NORTH AND CANTON WATER

TAYLOR, BERNARD JR.

ANTERO MIDSTREAM LLC

PERMANENT EASEMENT AGREEMENT

2/3/2012

5-12-40.2

9/6/2013

425/186 #77268

NOT REQUIRED

TYLER

CANTON NORTH AND CANTON WATER

JONES, RONALD R., SR. ET AL

ANTERO MIDSTREAM LLC

PERMANENT EASEMENT AGREEMENT

6/8/2011

5-17-12
5-17-13

9/3/2013

424/813 #77105

NOT REQUIRED

TYLER

CANTON NORTH AND CANTON WATER

SWEENEY, RALPH ET AL

ANTERO MIDSTREAM LLC

PERMANENT EASEMENT AGREEMENT

7/2/2011

5-20-13
5-20-6.2
5-20-17.1

9/6/2013

425/208 #77272

NOT REQUIRED

TYLER

CANTON NORTH AND CANTON WATER

SWEENEY, RALPH ET AL

ANTERO MIDSTREAM LLC

PERMANENT EASEMENT AGREEMENT

1/12/2012

5-20-13
5-20-6.2
5-20-17.1

9/6/2013

425/208 #77272

NOT REQUIRED

TYLER

CANTON NORTH AND CANTON WATER

SWEENEY, RALPH ET AL

ANTERO MIDSTREAM LLC

ROAD ACCESS AGREEMENT

1/12/2012

5-20-13
5-20-6.2
5-20-17.1

9/9/2013

425/439 #77379

NOT REQUIRED

TYLER

CANTON NORTH AND CANTON WATER

SWEENEY, RALPH ET AL

ANTERO MIDSTREAM LLC

ADDITIONAL PIPELINE AGREEMENT

7/10/2013

5-20-13
5-20-6.2
5-20-17.1

9/6/2013

425/204 #77271

NOT REQUIRED

TYLER

COASTAL

COASTAL FOREST
RESOURCES COMPANY

ANTERO RESOURCES APPALACHIAN CORPORATION

PIPELINE RIGHT OF WAY AGREEMENT

7/18/2012

3-2-4.2
5-17-03

9/5/2013

425/167 #77237

GRANTOR’S PRIOR WRITTEN CONSENT REQUIRED

TYLER

COMPRESSOR

LEHMAN, KATHRYN S.

ANTERO RESOURCES CORPORATION

OPTION AGREEMENT

9/13/2013

10-6-4

N/A

NO CONSENT REQUIRED

TYLER

DALE LATERAL

UNDERWOOD, RAYMOND

ANTERO RESOURCES MIDSTREAM LLC

PERMANENT EASEMENT AGREEMENT

2/3/2014

1-4-13

3/20/2014

439/655 #84757

NO CONSENT REQUIRED

TYLER

DALE LATERAL

UNDERWOOD, RAYMOND

ANTERO RESOURCES MIDSTREAM LLC

SURFACE FACILITY EASEMENT AGREEMENT

2/3/2014

1-4-13

3/20/2014

439/662 #84758

NO CONSENT REQUIRED

TYLER

FOLGER

LITTLE,RICKIE

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

9/1/2014

4-12-51

NO CONSENT NEEDED

TYLER

FOLGER

NALLEY, ROBERT & VIRGINIA

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

9/9/2014

4-8-54

NO CONSENT NEEDED

TYLER

FOLGER

KINCAID, ROBERT & LUCY

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

9/9/2014

4-8-55
4-8-56

NO CONSENT NEEDED

TYLER

GRAFF LATERAL

GRAFF, JOHN AND FRANCES

ANTERO RESOURCES MIDSTREAM LLC

PERMANENT EASEMENT AGREEMENT

2/3/2014

1-4-15

8/15/2014

453/1 #91266

NO CONSENT REQUIRED

TYLER

GRAFF LINE

FERGUSON,ROGER

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

9/9/2014

1-4-10.2

N/A

TYLER

HARTLEY TO NOBLE

HARTLEY, DAVID M.

ANTERO MIDSTREAM LLC

TEMPORARY ROAD ACCESS EASEMENT AGREEMENT

6/10/2014

6-12-16
6-12-23
6-12-27

N/A

NO CONSENT REQUIRED

TYLER

HARTLEY TO NOBLE

HARTLEY, DAVID M.

ANTERO MIDSTREAM LLC

TEMPORARY WORKSPACE AGREEMENT

6/10/2014

6-12-16
6-12-23
6-12-27

N/A

NO CONSENT REQUIRED

TYLER

HARTLEY WATER

HARTLEY, DAVID M.

ANTERO MIDSTREAM LLC

TEMPORARY ROAD ACCESS EASEMENT AGREEMENT

7/30/2014

6-12-23
6-12-27

N/A

NO CONSENT NEEDED

TYLER

HEASTER

MCCRAY, JOSEPH

ANTERO MIDSTREAM LLC

SURFACE FACILITY EASEMENT AGREEMENT

5/2/2014

1-12-31

NO CONSENT REQUIRED

TYLER

HEASTER

MCCRAY, JOSEPH

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

5/2/2014

1-12-31

N/A

NO CONSENT REQUIRED

TYLER

HEASTER

DAVIS, BARBARA
DAVIS, ROBERT

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

5/8/2014

1-7-3

N/A

NO CONSENT REQUIRED

TYLER

HEASTER

RIGGS, DONALD O.

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

6/21/2014

1-7-16

N/A

NO CONSENT REQUIRED

TYLER

HEASTER

HALL, GARY & KATHADINA

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

5/13/2014

1-12-31.1
1-8-26

N/A

NO CONSENT REQUIRED

TYLER

HEASTER

STEWART, DAVID & R. DIANNA

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

5/6/2014

1-3-8
1-3-9
1-3-10
1-3-11
6-6-11

N/A

NO CONSENT REQUIRED

TYLER

HEASTER

STEWART, DAVID & DIANNA

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND ACCESS ROAD AGREEMENT

6/3/2014

1-3-8
6-6-11

N/A

NO CONSENT REQUIRED

TYLER

HEASTER

ASH, CATHY JO, ET AL

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

6/20/2014

1-4-6.4

N/A

NO CONSENT REQUIRED

TYLER

HEASTER

ASH, CATHY JO, ET AL

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT FOR VALVE SITE

6/20/2014

1-4-6.4

N/A

NO CONSENT REQUIRED

TYLER

HEASTER

MCMULLEN, LARRY D

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

6/20/2014

1-4-6.4

N/A

NO CONSENT REQUIRED

TYLER

HEASTER

MCMULLEN, LARRY D

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT FOR VALVE SITE

6/20/2014

1-4-6.4

N/A

NO CONSENT REQUIRED

TYLER

HEASTER

GERATH, ANITA

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

5/27/2014

1-7-18
1-7-18.1

N/A

NO CONSENT REQUIRED

TYLER

HEASTER

NEFF, LARRY L.

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

5/26/2014

1-7-18.3

N/A

NO CONSENT REQUIRED

TYLER

HEASTER

KING, JOSEPH F. & ELMA M.

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

5/14/2014

1-7-19.1
1-7-19.2

N/A

NO CONSENT REQUIRED

TYLER

HEASTER

MULLET, ELIZABETH

ANTERO MIDSTREAM LLC

PERMANENT EASEMENT AGREEMENT

7/10/2014

48-1-8-24.2

PENDING

NO CONSENT REQUIRED

TYLER

HEASTER

WILEY, TERRY LEE

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

6/23/2014

1-3-4
1-3-4.1

N/A

TYLER

HEASTER

ADKINS, RAY EDWARDS

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

7/11/2014

1-3-3

N/A

NO CONSENT REQUIRED

TYLER

HEASTER LATERAL

UNDERWOOD, RAYMOND

ANTERO MIDSTREAM LLC

PERMANENT EASEMENT AGREEMENT

4/24/2014

1-4-12

NO CONSENT REQUIRED

TYLER

KARL EXPRESS

GALLOP,HARRY & VONDA

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

9/3/2014

1-17-16

N/A

NO CONSENT NEEDED

TYLER

KARL EXPRESS

HURST,RONALD & FRANCES

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

8/16/2014

1-17-13.1
1-17-24.1

N/A

NO CONSENT NEEDED

TYLER

KARL EXPRESS

DAVIS,RYAN & CARRIE

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

8/18/2014

1-17-15
1-17-15.1
1-18-7

N/A

NO CONSENT NEEDED

TYLER

MID CANTON COMP SITE

BAKER, URSAL KAREN

ANTERO MIDSTREAM LLC

OPTION AGREEMENT COMPRESSOR SITE

6/27/2014

3-6-24

NO CONSENT REQUIRED

TYLER

MID CANTON CS

VANDINE,SAM

ANTERO MIDSTREAM LLC

OPTION PAYMENT TO PURCHASE

8/30/2014

1-12-33
1-12-34

NO CONSENT NEEDED

TYLER

MID-CANTON COMPRESSOR SITE

JARRETT, PETER D.
SATTERFIELD, LORI

ANTERO MIDSTREAM LLC

OPTION AGREEMENT
(COMPRESSOR SITE)

5/30/2014

1-12-2

NO CONSENT REQUIRED

TYLER

NALLEY

STILL,CLEATUS

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

7/9/2014

4-8-40

NO CONSENT NEEDED

TYLER

NALLEY

STILL,CLEATUS

ANTERO MIDSTREAM LLC

MODIFICATION OF OPTION AND PERMANENT EASEMENT AGREEMENT

9/2/2014

4-8-40

NO CONSENT NEEDED

TYLER

NALLEY

STILL,CLEATUS

ANTERO MIDSTREAM LLC

MODIFICATION OF OPTION AND TEMPORARY WAREYARD AGREEMENT

9/2/2014

4-8-40

NO CONSENT NEEDED

TYLER

NALLEY

WELLS, DAVID E.

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

6/19/2014

4-12-40

NO CONSENT REQUIRED

TYLER

NALLEY

WELLS, DAVID E.

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT ROAD ACCESS EASEMENT AGREEMENT

6/19/2014

4-12-40

NO CONSENT REQUIRED

TYLER

NALLEY

WELLS, DAVID E.

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND TEMPORARY WAREYARD AGREEMENT

6/19/2014

4-12-40

N/A

NO CONSENT REQUIRED

TYLER

NALLEY

BRIGHTWELL, JERRY
DAVIES, GWENDOLYN

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

6/18/2014

4-8-58

NO CONSENT REQUIRED

TYLER

NALLEY

BRIGHTWELL, JERRY
DAVIES, GWENDOLYN

ANTERO MIDSTREAM LLC

MODIFICATION OF OPTION AND PERMANENT EASEMENT AGREEMENT

8/30/2014

4-8-58

NO CONSENT REQUIRED

TYLER

NALLEY

FOLGER, BURL & COLLEEN

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

6/16/2014

4-8-59

NO CONSENT REQUIRED

TYLER

NALLEY

SMITH,MICHAEL V. & DEBRA K.

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

6/30/2014

4-9-18

NO CONSENT NEEDED

TYLER

NALLEY

SMITH,MICHAEL V. & DEBRA K.

ANTERO MIDSTREAM LLC

MODIFICATION OF OPTION AND PERMANENT EASEMENT AGREEMENT

9/2/2014

4-9-18

NO CONSENT NEEDED

TYLER

NALLEY

CRAIG, JACK

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

6/18/2014

4-12-20.2
4-12-17
4-12-41

NO CONSENT REQUIRED

TYLER

NALLEY

GOODFELLOW, JANET FAYE

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

6/5/2014

4-12-34.1
4-12-39

NO CONSENT REQUIRED

TYLER

NALLEY

LEWIS, RICHARD & RACHEL

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

6/19/2014

4-12-40.6

NO CONSENT REQUIRED

TYLER

NALLEY LP

MEREDITH,JAN WILLIAMS

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

6/27/2014

4-13-15

NO CONSENT REQUIRED

TYLER

NALLEY LP

RIFFLE, ETHAN A.& MARSHA

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

6/25/2014

4-9-17

NO CONSENT NEEDED

TYLER

NALLEY LP

RIFFLE, ETHAN A.& MARSHA

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND ACCESS ROAD AGREEMENT

6/25/2014

4-9-17

NO CONSENT NEEDED

TYLER

NALLEY LP

RIFFLE, ETHAN A.& MARSHA

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND WAREYARD AGREEMENT

6/25/2014

4-9-17

NO CONSENT NEEDED

TYLER

NALLEY LP

KAPRICH, LARRY G.

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

6/28/2014

4-9-6.1
4-9-6

NO CONSENT REQUIRED

TYLER

NALLEY TO EH

KYLE, DAVID, ET AL.

ANTERO MIDSTREAM LLC

OPTION AND PERMANENT EASEMENT AGREEMENT

6/13/2014

4-8-41

N/A

NO CONSENT NEEDED

TYLER

NALLEY TO EH

KYLE, DAVID, ET AL.

ANTERO MIDSTREAM LLC

OPTION AND TEMPORARY ACCESS ROAD AGREEMENT

8/26/2014

4-8-41

N/A

NO CONSENT NEEDED

TYLER

NALLEY TO EH

KYLE, DAVID, ET AL.

ANTERO MIDSTREAM LLC

OPTION AND TEMPORARY WAREYARD AGREEMENT

6/13/2014

4-8-41

N/A

NO CONSENT NEEDED

TYLER

NALLEY TO EH

CHRISTEN, ROBERT N.

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

7/1/2014

4-9-10

NO CONSENT REQUIRED

TYLER

NALLEY TO EH

RUSH, DONAL L. & RONAL W.

ANTERO MIDSTREAM LLC

MODIFICATION OF OPTION AND TEMPORARY WAREYARD AGREEMENT

9/4/2014

4-9-14

N/A

NO CONSENT NEEDED

TYLER

NALLEY TO EH

MEREDITH, JAMES R. & GLORIA I.

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND WAREYARD AGREEMENT

6/27/2014

4-13-15

NO CONSENT REQUIRED

TYLER

NALLEY TO EH

MEREDITH, JAMES R. & GLORIA I.

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

6/27/2014

4-13-15

NO CONSENT REQUIRED

TYLER

NALLEY TO EH

MEREDITH, JAN WILLIAM
BEARD, LUANNE M.

ANTERO MIDSTREAM LLC

PERMANENT ACCESS ROAD EASEMENT AGREEMENT

6/27/2014

4-13-15

NO CONSENT REQUIRED

TYLER

NALLEY TO EH

MEREDITH, JAN WILLIAM
BEARD, LUANNE M.

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND WAREYARD AGREEMENT

6/27/2014

4-13-15

NO CONSENT REQUIRED

TYLER

NALLEY TO EH

MEREDITH, JAN WILLIAM
BEARD, LUANNE M.

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

6/27/2014

4-13-15

NO CONSENT REQUIRED

TYLER

NALLEY TO EH

MEREDITH, JAMES R. & GLORIA I.

ANTERO MIDSTREAM LLC

TEMPORARY ACCESS ROAD EASEMENT AGREEMENT

7/4/2014

4-13-15

N/A

NO CONSENT REQUIRED

TYLER

NALLEY TO EH

GRIMES, DONALD

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

7/2/2014

4-9-16

NO CONSENT REQUIRED

TYLER

NALLEY TO EH

MEYERS, RUSSELL L.

ANTERO MIDSTREAM LLC

OPTION AND PERMANENT EASEMENT AGREEMENT

8/6/2014

4-9-19

N/A

NO CONSENT NEEDED

TYLER

NALLEY TO EH

KOONTZ, RALPH D. AND MARY JO.

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

6/24/2014

2-5-3
4-9-11

NO CONSENT REQUIRED

TYLER

NALLEY TO EH

KOONTZ, GARY K. & TRACY J.

ANTERO MIDSTREAM LLC

PERMANENT ACCESS ROAD AGREEMENT

6/23/2014

2-5-4; 2-6-33; 2-6-33.1

N/A

TYLER

NALLEY TO EH

MAGRUDER, PAUL E. & JANE ANN

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

6/24/2014

4-12-54.2

NO CONSENT REQUIRED

TYLER

NALLEY TO EH

MOFFIT, NEVEN

ANTERO MIDSTREAM LLC

OPTION AND PERMANENT EASEMENT AGREEMENT

6/26/2014

4-8-30.2

N/A

NO CONSENT NEEDED

TYLER

NALLEY TO EH

MOFFIT, NEVEN

ANTERO MIDSTREAM LLC

OPTION AND TEMPORARY ACCESS ROAD AGREEMENT

6/26/2014

4-8-30.2

N/A

NO CONSENT NEEDED

TYLER

NALLEY TO EH

MOFFIT, NEVEN

ANTERO MIDSTREAM LLC

OPTION AND TEMPORARY WAREYARD AGREEMENT

6/26/2014

4-8-30.2

N/A

NO CONSENT NEEDED

TYLER

NALLEY TO EH

PHILLIPS, GARY

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

6/22/2014

48-4-8-39.1

N/A

NO CONSENT REQUIRED

TYLER

NALLEY TO EH

NALLEY, ROBERT, ET UX

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

7/15/2014

4-8-54, 39; 4-12-13, 14

N/A

NO CONSENT REQUIRED

TYLER

NALLEY TO EH

STILL, CLEATUS T.

ANTERO MIDSTREAM LLC

OPTION AND PERMANENT EASEMENT AGREEMENT

7/9/2014

48-8-40

N/A

NO CONSENT NEEDED

TYLER

NALLEY TO EH

RUSH, DONAL L. & RONAL W.

ANTERO MIDSTREAM LLC

OPTION AND TEMPORARY WAREYARD AGREEMENT

7/12/2014

4-9-14
4-9-12

N/A

NO CONSENT NEEDED

TYLER

NALLEY TO EH

RUSH, DONAL L. & RONAL W.

ANTERO MIDSTREAM LLC

OPTION AND TEMPORARY ACCESS ROAD AGREEMENT

7/12/2014

4-9-14
4-9-12

N/A

NO CONSENT NEEDED

TYLER

NALLEY TO EH

RUSH, RONAL W.

ANTERO MIDSTREAM LLC

OPTION AND TEMPORARY WAREYARD AGREEMENT

7/12/2014

4-9-14.1

N/A

NO CONSENT NEEDED

TYLER

NALLEY TO EH

RUSH, RONAL W.

ANTERO MIDSTREAM LLC

OPTION AND TEMPORARY ACCESS ROAD AGREEMENT

7/12/2014

4-9-14.1

N/A

NO CONSENT NEEDED

TYLER

NALLEY TO EH

JOCHUM, LARRY M. & BETTY L.

ANTERO MIDSTREAM LLC

OPTION AND PERMANENT EASEMENT AGREEMENT

7/2/2014

4-9-15; 4-9-15.1; 4-9-43; 4-9-43.1

N/A

NO CONSENT NEEDED

TYLER

NALLEY TO EH

JOCHUM, LARRY M. & BETTY L.

ANTERO MIDSTREAM LLC

OPTION AND PERMANENT ROAD AGREEMENT

7/2/2014

4-9-15; 4-9-15.1; 4-9-43; 4-9-43.1

N/A

NO CONSENT NEEDED

TYLER

NALLEY TO EH

JOCHUM, LARRY M. & BETTY L.

ANTERO MIDSTREAM LLC

MODIFICATION OF OPTION AND TEMPORARY WAREYARD AGREEMENT

8/26/2014

4-9-15; 4-9-15.1; 4-9-43; 4-9-43.1

N/A

NO CONSENT NEEDED

TYLER

NALLEY TO EH

SMITH, MICHAEL AND DEBRA

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

6/30/2014

4-9-20
4-9-18

NO CONSENT REQUIRED

TYLER

PIERPOINT

MAHONEY, JAMES D.

ANTERO RESOURCES MIDSTREAM LLC

PERMANENT EASEMENT AGREEMENT

2/15/2014

3-9-1

N/A

NO CONSENT REQUIRED

TYLER

PIERPOINT

MAHONEY, JAMES D.

ANTERO RESOURCES MIDSTREAM LLC

TEMPORARY ROAD ACCESS EASEMENT AGREEMENT

2/15/2014

3-9-1

N/A

NO CONSENT REQUIRED

TYLER

PIERPOINT

MAHONEY, JAMES D.

ANTERO RESOURCES MIDSTREAM LLC

TEMPORARY WORKSPACE

3/24/2014

3-9-1

N/A

NO CONSENT REQUIRED

TYLER

PIERPOINT

LEASEBURG, WILLIAM C., ET UX

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

10/14/2013

1-8-2

3/26/2014

440/17 #3/26/2014

NO CONSENT REQUIRED

TYLER

PIERPOINT

SECKMAN, LLOYD C.
SECKMAN, RANDALL J.
SECKMAN, JEFFREY A.

ANTERO RESOURCES CORPORATION

PERMANENT ROAD ACCESS EASEMENT AGREEMENT

12/29/2013

1-4-3

9/4/2014

454/393 #92000

NOT REQUIRED

TYLER

PIERPOINT

SECKMAN, RANDALL J ET

ANTERO RESOURCES CORPORATION

EASEMENT AGREEMENT

8/22/2013

1-4-3

PENDING

NO CONSENT REQUIRED

TYLER

PIERPOINT

BAGLEY, LOREN

ANTERO RESOURCES MIDSTREAM LLC

TEMPORARY ACCESS ROAD

2/27/2014

1-11-3

N/A

NO CONSENT REQUIRED

TYLER

PIERPOINT

BEEM, TYRONE, ET AL

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

10/28/2013

1-11-4

PENDING

NO CONSENT REQUIRED

TYLER

PIERPOINT

BEEM, TYRONE L.
BEEM, DIANE
BEEM, DAVID
BEEM, BONITA

ANTERO RESOURCES MIDSTREAM LLC

TEMPORARY ROAD ACCESS EASEMENT AGREEMENT

1/9/2014

1-11-4

N/A

NO CONSENT REQUIRED

TYLER

PIERPOINT

HAYMOND, ANNIE B.

ANTERO RESOURCES MIDSTREAM LLC

PERMANENT EASEMENT AGREEMENT

2/20/2014

3-14-5

3/25/2014

327/130 #201400001562

NO CONSENT REQUIRED

TYLER

PIERPOINT

DOAK, ROSE ANN

ANTERO RESOURCES MIDSTREAM LLC

PERMANENT EASEMENT AGREEMENT

1/17/2014

3-4-6

3/25/2014

327/89 #201400001556

NO CONSENT REQUIRED

TYLER

PIERPOINT

HAYMOND, CHRISTOPHER
HAYMOND, DANIEL
HAYMOND, JESSICA

ANTERO RESOURCES MIDSTREAM LLC

TEMPORARY ROAD ACCESS EASEMENT AGREEMENT

4/11/2014

3-4-9

N/A

NO CONSENT REQUIRED

TYLER

PIERPOINT

HAYMOND, CHRISTOPHER
HAYMOND, DANIEL
HAYMOND, JESSICA

ANTERO RESOURCES MIDSTREAM LLC

TEMPORARY WORKSPACE

4/11/2014

3-4-9

N/A

NO CONSENT REQUIRED

TYLER

PIERPOINT

UNDERWOOD, RAYMOND

ANTERO RESOURCES MIDSTREAM LLC

SURFACE FACILITY EASEMENT AGREEMENT

2/15/2014

1-4-12

9/4/2014

454/375 #91996

NO CONSENT REQUIRED

TYLER

PIERPOINT

JONES, ALFRED LYNN

ANTERO RESOURCES CORPORATION

OPTION AGREEMENT FOR PERMANENT EASEMENT AGREEMENT

11/16/2013

3-4-12

N/A

NO CONSENT REQUIRED

TYLER

PIERPOINT

UNDERWOOD, RAYMOND V.

ANTERO MIDSTREAM LLC

MODIFICATION OF OPTION & PERMANENT EASEMENT AGREEMENT

10/1/2014

1-4-13

NO CONSENT REQUIRED

TYLER

PIERPOINT

UNDERWOOD, RAYMOND V.

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

11/1/2013

1-4-13

9/4/2014

454/386 #91998

NO CONSENT REQUIRED

TYLER

PIERPOINT

CHARITY GAS, INC

ANTERO RESOURCES CORPORATION

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

9/5/2014

10-5-16

N/A

NO CONSENT REQUIRED

TYLER

PIERPOINT

SCOTT, ROGER AND DONNA

ANTERO RESOURCES MIDSTREAM LLC

TEMPORARY ROAD ACCESS EASEMENT AGREEMENT

1/17/2014

3-9-19

N/A

NO CONSENT REQUIRED

TYLER

PIERPOINT

SCOTT, ROGER AND DONNA

ANTERO RESOURCES MIDSTREAM LLC

TEMPORARY ACCESS ROAD TO ENTER SOUTHERN WAREYARD ON MARSH RUN

8/15/2014

3-9-19

NO CONSENT REQUIRED

TYLER

PIERPOINT

HEINTZMAN, PATRICIA ANN

ANTERO RESOURCES MIDSTREAM LLC

TEMPORARY WORKSPACE

2/23/2014

1-11-22

N/A

NO CONSENT REQUIRED

TYLER

PIERPOINT

BURKHART, THOMAS L

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

8/31/2013

2-27-24

3/26/2014

440/10 #84990

NO CONSENT REQUIRED

TYLER

PIERPOINT

DAWSON, GARY D., ET AL

ANTERO RESOURCES CORPORATION

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

10/3/2013

1-12-28

N/A

NO CONSENT REQUIRED

TYLER

PIERPOINT

MCCRAY, JOSEPH L.

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

10/8/2013

1-11-11.1 1-12-31

2/24/2014

437/700 #83751

NO CONSENT REQUIRED

TYLER

PIERPOINT

MCCRAY, JOSEPH L.

ANTERO RESOURCES MIDSTREAM LLC

TEMPORARY ROAD ACCESS EASEMENT AGREEMENT AND TEMPORARY WAREYARD AGREEMENT

1/1/2015

1-11-11.1
1-12-31

N/A

NO CONSENT REQUIRED

TYLER

PIERPOINT

HEINTZMAN, PATRICIA

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

10/31/2013

1-11-16.1 1-11-22 1-14-1.1

PENDING

NO CONSENT REQUIRED

TYLER

PIERPOINT

DAWSON, GARY D., ET UX

ANTERO RESOURCES CORPORATION

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

10/3/2013

1-11-18 AND 1-12-25

N/A

NO CONSENT REQUIRED

TYLER

PIERPOINT

HERRING, MARY ELLEN ADKINS, ET AL

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

10/31/2013

1-11-5 1-8-7.1

PENDING

NO CONSENT REQUIRED

TYLER

PIERPOINT

DAWSON, GARY D., ET AL

ANTERO RESOURCES CORPORATION

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

10/3/2013

1-12-28 1-15-26 1-15-27

N/A

TYLER

PIERPOINT

HALL, GARY L. & KATHADINA T.

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

1/7/2014

1-12-31.1

PENDING

NO CONSENT REQUIRED

TYLER

PIERPOINT

HOSKINS, L. GENE & PAMELA

ANTERO RESOURCES MIDSTREAM LLC

TEMPORARY ROAD ACCESS EASEMENT AGREEMENT

1/17/2014

1-14-1
1-14-2

N/A

NO CONSENT REQUIRED

TYLER

PIERPOINT

HOSKINS, L. GENE ET UX

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMAMENT EASEMENT AGREEMENT

12/11/2012

1-14-1; 1-14-2 1-14-2.1; 1-14-3
1-11-23
1-11-24

3/20/2014

439/617 #84752

NOT REQUIRED

TYLER

PIERPOINT

FERGUSON, ROGER

ANTERO RESOURCES CORPORATION

TEMPORARY ROAD ACCESS AGREEMENT

12/30/2013

1-4-10.2

N/A

NOT REQUIRED

TYLER

PIERPOINT

SEDERS, SUSAN L SLIDER, JAMES

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

8/22/2013

1-4-10.7

PENDING

NO CONSENT REQUIRED

TYLER

PIERPOINT

UNDERWOOD, RAYMOND, ET AL

ANTERO RESOURCES CORPORATION

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

10/23/2013

1-4-13.1

N/A

NO CONSENT REQUIRED

TYLER

PIERPOINT

GRAFF, JOHN H. & FRANCES J.

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

7/29/2013

1-4-15
1-8-23

9/16/2013

426/262 #77764

NOT REQUIRED

TYLER

PIERPOINT

GRAFF, JOHN H. & FRANCES J.

ANTERO RESOURCES CORPORATION

TEMPORARY WAREYARD

3/6/2014

1-4-15
1-8-23

N/A

TYLER

PIERPOINT

WEESE, ROGER P

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

8/22/2013

1-4-4

PENDING

NO CONSENT REQUIRED

TYLER

PIERPOINT

BAKER,MARSHALL

ANTERO MIDSTREAM LLC

OPTION FOR PERMANENT EASEMENT

2/12/2014

1-4-4.1

N/A

NO CONSENT REQUIRED

TYLER

PIERPOINT

WEESE, RONALD P ET

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

8/22/2013

1-4-9.1
1-4-9.2
1-4-9.3

PENDING

NO CONSENT REQUIRED

TYLER

PIERPOINT

WEESE, BETTY AND RONALD

ANTERO RESOURCES CORPORATION

TEMPORARY ROAD ACCESS EASEMENT AGREEMENT

12/30/2014

1-4-9.1

1-4-9.2

N/A

NO CONSENT REQUIRED

TYLER

PIERPOINT

HALL, GARY & KATHADINA

ANTERO RESOURCES MIDSTREAM LLC

TEMPORARY ROAD ACCESS EASEMENT AGREEMENT

1/8/2014

1-7-20
1-7-20.1
1-7-20.2
1-7-20.3
1-12-31.1

N/A

NO CONSENT REQUIRED

TYLER

PIERPOINT

MONROE, EDNA

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

9/27/2013

1-8-1 1-8-3.4 1-8-5 1-8-6.2

PENDING

NO CONSENT REQUIRED

TYLER

PIERPOINT

MONROE, EDNA

ANTERO RESOURCES MIDSTREAM LLC

PERMANENT ROAD ACCESS EASEMENT AGREEMENT

2/27/2014

1-8-1
1-8-6.2
1-8-3.4

PENDING

NO CONSENT REQUIRED

TYLER

PIERPOINT

ESTLACK, E. THOMAS & CRYSTALEE T.

ANTERO MIDSTREAM LLC

TEMPORARY VEHICLE PULL-OFF AREA

7/23/2014

1-8-24.1

N/A

NO CONSENT REQUIRED

TYLER

PIERPOINT

ESTLACK, THOMAS & CRYSTALEE

ANTERO MIDSTREAM LLC

TEMPORARY ROAD ACCESS EASEMENT AGREEMENT

5/5/2014

1-8-24.3

N/A

NO CONSENT REQUIRED

TYLER

PIERPOINT

ESTLACK, E.THOMAS AND CRYSTALEE T.

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

3/12/2013

1-8-24.3

PENDING

NO CONSENT REQUIRED

TYLER

PIERPOINT

MONROE, EDNA

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

9/27/2013

1-8-3.4

PENDING

NO CONSENT REQUIRED

TYLER

PIERPOINT

MONROE, TERRY LEE, ET UX

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

9/27/2013

1-8-6 1-8-6.1

PENDING

NO CONSENT REQUIRED

TYLER

PIERPOINT

PERKINS OIL & GAS, INC.

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

12/11/2013

3-4-10
3-4-10.1
3-4-10.2
3-4-27
3-4-27.1

3/25/2014

327/96 #201400001557

NO CONSENT REQUIRED

TYLER

PIERPOINT

PERKINS OIL & GAS, INC.

ANTERO RESOURCES MIDSTREAM LLC

TEMPORARY WAREYARD AGREEMENT

1/9/2014

3-4-10
3-4-10.1
3-4-10.2
3-4-27
3-4-27.1

N/A

NO CONSENT REQUIRED

TYLER

PIERPOINT

PERKINS OIL & GAS, INC.

ANTERO RESOURCES MIDSTREAM LLC

TEMPORARY ROAD ACCESS EASEMENT AGREEMENT

1/9/2014

3-4-10.1
3-4-10.2
3-4-27

N/A

NO CONSENT REQUIRED

TYLER

PIERPOINT

PERKINS OIL & GAS, INC.

ANTERO RESOURCES MIDSTREAM LLC

MODIFICATION OF OPTION & PERMANENT EASEMENT AGREEMENT

9/22/2014

3-4-10.1
3-4-10.2
3-4-27

N/A

NO CONSENT REQUIRED

TYLER

PIERPOINT

HAYMOND, CHRISTOPHER K., TRUSTEE
IRENE NUTTER HAYMOND TRUST

ANTERO RESOURCES MIDSTREAM LLC

PERMANENT EASEMENT AGREEMENT

12/31/2013

3-4-3
3-4-4
3-4-8
3-4-9

PENDING

NO CONSENT REQUIRED

TYLER

PIERPOINT

HAYMOND, CHRISTOPHER K., TRUSTEE
IRENE NUTTER HAYMOND TRUST

ANTERO RESOURCES MIDSTREAM LLC

TEMPORARY ROAD ACCESS EASEMENT AGREEMENT

12/31/2013

3-4-3
3-4-4
3-4-8
3-4-9

N/A

NO CONSENT REQUIRED

TYLER

PIERPOINT

PIERCE, LEWIS

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMAMENT EASEMENT AGREEMENT

12/20/2012

3-9-23.1

9/4/2014

330/870 #20144966

NOT REQUIRED

TYLER

PIERPOINT

PIERCE, LEWIS, ET AL

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

11/6/2013

3-9-23.1

3/25/2014

327/111 #201400001559

NO CONSENT REQUIRED

TYLER

PIERPOINT

PIERCE, LEWIS AND BEATRICE
PIERCE, ERNEST
PIERCE, LEWIS F., JR.

ANTERO RESOURCES MIDSTREAM LLC

TEMPORARY ROAD ACCESS EASEMENT AGREEMENT

1/16/2014

3-9-23.1

N/A

NO CONSENT REQUIRED

TYLER

PIERPOINT

CLARK, RICHARD L.

ANTERO RESOURCES CORPORATION

OPTION FOR PERMANENT EASEMENT AGREEMENT

7/16/2013

5-6-35.1

N/A

NOT REQUIRED

TYLER

PIERPOINT EXT

FERGUSON, ROGER

ANTERO RESOURCES CORPORATION

OPTION FOR PERMANENT EASEMENT

8/25/2013

1-4-10.2

PENDING

NO CONSENT REQUIRED

TYLER

PIERPOINT EXT

FERGUSON, ROGER

ANTERO RESOURCES MIDSTREAM LLC

SURFACE FACILITY EASEMENT AGREEMENT

2/27/2014

1-4-10.2

8/15/2014

453/8 #91267

TYLER

SANCHO

RIPLEY,ROBERT
RIPLEY-WOLF, VIRGINIA

ANTERO MIDSTREAM LLC

PERMANENT ACCESS ROAD

8/29/2014

1-4-6

NO CONSENT NEEDED

TYLER

SANCHO

UNDERWOOD, RAYMOND

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

4/17/2014

1-4-12

NO CONSENT REQUIRED

TYLER

SANCHO

UNDERWOOD, RAYMOND

ANTERO MIDSTREAM LLC

SURFACE FACILITY EASEMENT AGREEMENT

4/18/2014

1-4-12

NO CONSENT REQUIRED

TYLER

SANCHO

UNDERWOOD, RAYMOND

ANTERO MIDSTREAM LLC

OPTION FOR ACCESS ROAD EASEMENT AGREEMENT

4/18/2014

1-4-12

NO CONSENT REQUIRED

TYLER

SANCHO

McMuLLEN, VIRGIL, ET AL

ANTERO MIDSTREAM LLC

OPTION AGREEMENTAND SURFACE FACILITY EASEMENT AGREEMENT

6/20/2014

1-4-6.4

N/A

TYLER

SANCHO

MCMULLEN, LARRY
MCMULLEN, DENVER
HEASTER, PATSY,
MCMULLEN, VIRGIL
WARNER, MARCIA
ASH, CATHY JO

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT ACCESS ROAD AGREEMENT

8/13/2014

1-4-6.4

N/A

NO CONSENT NEEDED

TYLER

SANCHO

HEASTER, CATHY JO, ET AL

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

6/2/2014

48-1-4-6.4

CONSENT NOT REQUIRED

TYLER

SNIDER

SNIDER, TERRY L.

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

10/17/2012

6-13-19

8/19/2013

423/774 #76558

NOT REQUIRED

TYLER

SNIDER

RITCHIE PETROLEUM CORPORATION, INC.

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

11/16/2012

6-13-22

8/19/2013

423/744 #76554

NOT REQUIRED

TYLER

SNIDER

RITCHIE PETROLEUM CORPORATION, INC.

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

3/1/2013

6-13-22

9/16/2013

426/255 #77763

NOT REQUIRED

TYLER

SNIDER

HARPER, MATTHEW & SHAUNA

ANTERO RESOURCES APPALACHIAN CORPORATION

VALVE SITE

11/15/2012

6-13-14 6-13-15 6-13-16 6-13-17 6-13-18

8/21/2013

424/43 #76613

NOT REQUIRED

TYLER

SNIDER

HARPER, MATTHEW & SHAUNA

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

3/12/2013

6-13-15; 6-13-16; 6-13-17; 6-13-18

8/21/2013

424/50 #76614

NOT REQUIRED

TYLER

SNIDER

RITCHIE PETROLEUM CORPORATION, INC.

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

1/8/2013

6-13-40 6-13-22

8/19/2013

423/763 #76556

NOT REQUIRED

TYLER

WALNUT WEST

SHEPHERD,JASON F.

ANTERO MIDSTREAM LLC

PERMANENT EASEMENT AGREEMENT

2/27/2013

6-13-24
6-13-24.2

NO CONSENT NEEDED

TYLER

WEIGLE EAST

SECKMAN, LLOYD C., ET AL

ANTERO RESOURCES CORPORATION

OPTION AGREEMENT AND RIGHT-OF-WAY AGREEMENT

10/2/2013

1-4-3

N/A

TYLER

WVCS

WOLFE, CHARLES

ANTERO RESOURCES APPALACHIAN CORPORATION

OPTION FOR COMPRESSOR SITE

4/2/2013

6-12-40

N/A

NOT REQUIRED

TYLER

WVCS

BAKER, URSAL KAREN

ANTERO MIDSTREAM LLC

COMPRESSOR STATION OPTION AND EASEMENT AGREEMENT

6/27/2014

38369

N/A

NO CONSENT NEEDED

TYLER

WVCS

JONES, HATTIE M.

ANTERO RESOURCES APPALACHIAN CORPORATION

OPTION FOR COMPRESSOR SITE

6/20/2013

6-15-5

N/A

NOT REQUIRED

TYLER

SUA - GROUND LEASE

KIRK K. MILLER PROPERTIES LLC

ANTERO RESOURCES APPALACHIAN CORPORATION

SURFACE USE AGREEMENT - PIPEYARD LEASE

10/1/2012

23-0085347.001, 23-0085343.002, 23-0085343.001, 23-0085345.001, 23-0079320.001, 23-0079308.001

NOT RECORDED

LESSEE SHALL NOT ASSIGN ITS INTEREST IN THIS LEASE OR SUBLEASE THE PREMISES WITHOUT THE PRIOR WRITTEN CONSENT OF LESSOR.

WASHINGTON

DUNN

DUNN JOSEPH

ANTERO RESOURCES CORPORATION

Freshwater Resevoir

1/27/2010

700-002-00-00-0011-00

6/22/2012

201218457

NOT REQUIRED

WASHINGTON

DOERFLER

ZEMBA, LUDWIG ET UX

ANTERO RESOURCES CORPORATION

TAP SITE

12/1/2010

700-003-00-00-0004-00

5/25/2011

201113827

NOT REQUIRED

WASHINGTON

DOERFLER

DOERFLER, FREDERICK G. ET UX &
DOERFLER, GREGORY L.

ANTERO RESOURCES APPALACHIAN CORPORATION

COMPRESSOR SITE AND TAP SITE EASEMENT

8/25/2009

700-004-00-00-0008-00;700-004-00-00-0025-01

WASHINGTON

DUNN

ZEMBA, LUDWIG ET UX

ANTERO RESOURCES CORPORATION

SURFACE USE

8/11/2010

700-003-00-00-0004-00

5/25/2011

201113826

NOT REQUIRED

WASHINGTON

DOERFLER

DOERFLER, FREDERICK G. ET UX &
DOERFLER, GREGORY L.

ANTERO RESOURCES CORPORATION

SURFACE USE

6/24/2009

700-004-00-00-0008-00
700-004-00-00-0042-02
700-004-00-00-0025-01

7/1/2009

200918333

UNKNOWN, NOT MENTIONED

WASHINGTON

DUNN

DOERFLER, FREDERICK G. ET UX &
DOERFLER, GREGORY L.

ANTERO RESOURCES CORPORATION

TAP SITE/PIPELINE RIGHT OF WAY

6/29/2009

700-004-00-00-0008-00
700-004-00-00-0042-02
700-004-00-00-0025-01

5/25/2011

201113832

NOT REQUIRED

WASHINGTON

DUNN

DOERFLER, FREDERICK G. ET UX &
DOERFLER, GREGORY L.

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

9/7/2009

700-004-00-00-0008-00
700-004-00-00-0042-02
700-004-00-00-0025-01

5/25/2011

201113829

NOT REQUIRED

WASHINGTON

DUNN

HOPKINS, MARTA C.

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

5/28/2009

700-004-00-00-0025-09

5/25/2011

201113830

NOT REQUIRED

WASHINGTON

DUNN

WEST PIKE RUN
TOWNSHIP SUPERVISORS

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

11/12/2012

700-004-00-00-0026-00

PENDING

NOT REQUIRED

WASHINGTON

DUNN

STATHERS, GEORGE JR. ET UX

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

8/8/2012

700-004-00-00-0026-01

9/17/2013

201328086

NOT REQUIRED

WASHINGTON

DUNN

DOERFLER, WILLIAM C.

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

8/24/2012

700-004-00-00-0028-00

9/17/2013

201328092

NOT REQUIRED

WASHINGTON

DUNN

DOERFLER, WILLIAM C.

ANTERO RESOURCES CORPORATION

PERMANENT ROAD ACCESS

10/18/2012

700-004-00-00-0028-00

9/17/2013

201328099

NOT REQUIRED

WASHINGTON

DUNN

WILLIAMS, RONALD ET UX

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

8/8/2012

700-004-00-00-0028-08

9/17/2013

201328087

NOT REQUIRED

WASHINGTON

DUNN

HARTMAN, CHARLES R. ET UX

ANTERO RESOURCES CORPORATION

PERMANENT ROAD ACCESS

8/8/2012

700-004-00-00-0028-09

6/28/2012

201205645

NOT REQUIRED

WASHINGTON

DUNN

HARTMAN, CHARLES R. ET UX

ANTERO RESOURCES CORPORATION

PERMANENT ROAD/ EASEMENT MODIFICATION

10/18/2012

700-004-00-00-0028-09

9/17/2013

201328085

NOT REQUIRED

WASHINGTON

DUNN

HARTMAN, CHARLES R. ET UX

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

6/13/2013

700-004-00-00-0028-09
700-004-00-00-0028-10

9/17/2013

201328084

NOT REQUIRED

WASHINGTON

DUNN

HRUTKAY, MARK J. ET UX

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

2/8/2011

700-004-00-00-0059-00

9/17/2013

201328085

NOT REQUIRED

WASHINGTON

ROBINSON

ROBISON, ROBERT C. ET UX

ANTERO RESOURCES APPALACHIAN CORPORATION

EASEMENT

11/6/2012

700-001-00-00-0024-00

NOT REQUIRED

WASHINGTON

ROBINSON

KELLER, JACK W. ET UX

ANTERO RESOURCES APPALACHIAN CORPORATION

EASEMENT

3/24/2012

700-001-00-00-0028-02

PENDING

NOT REQUIRED

WASHINGTON

ROBINSON

ROSS, DALE T. ET UX

ANTERO RESOURCES APPALACHIAN CORPORATION

EASEMENT

40977

700-004-00-00-0009-00
700-004-00-00-0011-00

PENDING

NOT REQUIRED

WASHINGTON

Kimberly A. Male

Antero Resources Appalachian Corporation

Memorandum of Surface Use Agreement

39836

7-285-51

39862

1427/937

Harrison

Kimberly A. Male

Antero Resources Appalachian Corporation

Amendment and Ratification of Surface Use Agreement

40744

07-285-51

40751

1473/1335

Harrison

Kimberly A. Male

Antero Resources Appalachian Corporation

Amendment and Ratification of Surface Use Agreement

41010

07-285-51

41031

1489/927

Harrison

Mike Ross ,inc. & I. L. Morris

Antero Resources Appalachian Corporation

Memorandum of Surface Facility Easement

40214

7-285-16

40228

1442/686

Harrison

Rendal J. Dotson & Sandra G. Dotson

Antero Resources Bluestone LLC

Memorandum of Amended and Restated Surface Use Lease and Appurtenant Rights of Way

40746

20-9 & 16

40896

295/169

Doddridge

Willis Lee Matthey & Forest Warner Mathhey

Antero Resources Appalachian Corporation

Memorandum of Surface Facility Easement

40299

18-262-1

41226

1501/28

Harrison

Clarence E. Sperry, L. Diane Sperry, Janet L. Sperry

Antero Resources Appalachian Corporation

Surface Facility Easement

40328

20-324-1, 20-344-1

40721

1472/1124

Harrison

Bernard W. Hurst, Clara Mae Hurst, Peggy L. Hurst

Antero Resources Appalachian Corporation

Memorandum of Compressor Facility Easement

39943

20-403-4

39988

1433/1198

Harrison

Bernard W. Hurst, Clara Mae Hurst, Peggy L. Hurst

Antero Resources Appalachian Corporation

Amendment and Ratification of Compressor Facility Easement

40670

20-403-4

40625

1465/268

Harrison

Neva A. Ritter, Debra Kay Cantrell, Mark Cantrell, Judy Rose Gardner, Lionel Gardner

Bluestone Energy Partners

Lease Agreement

39569

18-280-2

39812

1426/338

Harrison

Kimberly A. Male

Antero Resources Appalachian Corporation

Surface Use Agreement

39836

7-285-51

N/A

Harrison

Kimberly A. Male

Antero Resources Appalachian Corporation

Amendment and Ratification of Surface Use Agreement

40744

7-285-51

40751

1473/1335

Harrison

Norman I. Sines and Victoria D. Sines

Antero Resources Corporation

Lease Agreement

41487

Grant Dist., Doddridge Co., WV; TM/P: 10/2

N/A

Doddridge

Norman I. Sines and Victoria D. Sines

Antero Resources Corporation

Memorandum of Lease

41487

Grant Dist., Doddridge Co., WV; TM/P: 10/2

41488

311/545

Doddridge

Ronald G. Barnes

Antero Resources Appalachian Corporation

Ground Lease

41429

New Milton Dist., Doddridge Co., WV; TM/P: 1/10.3

N/A

Doddridge

Ronald G. Barnes

Antero Resources Appalachian Corporation

Memorandum of Ground Lease Agreement

41429

New Milton Dist., Doddridge Co., WV; TM/P: 1/10.3

41562

315/384

Doddridge

Doris J. Bee and Debbie Hileman, as Second Successor trustees of The Lawrence L. James Living Trust Dated July 18, 1996; and William Patrick James

Antero Resources Appalachian Corporation

Permanent Easement Agreement (Pipelines)

41248

Central District, Doddridge Co., WV; TM/P: 6/6

41249

304/242

Doddridge

Doris J. Bee and Debbie Hileman, as Second Successor trustees of The Lawrence L. James Living Trust Dated July 18, 1996; and William Patrick James

Antero Resources Appalachian Corporation

Permanent Easement Agreement (Electrical-Communication Lines)

41248

Central District, Doddridge Co., WV; TM/P: 6/6

41249

304/249

Doddridge

William Patrick James

Antero Resources Appalachian Corporation

Permanent Easement Agreement

41117

Central District, Doddridge Co., WV; TM/P: 6/6

41528

312/431

Doddridge

Dean R. Pennington and Martha A. Pennington

Antero Resources Corporation

Permanent Easement Agreement [Gas-Water Pipeline(s)]

41501

Grant Dist., Doddridge County, WV; TM/P: 16/21

41501

311/124

Doddridge

Shawn A. Glaspell

Antero Resources Corporation

Permanent Easement Agreement

41561

McClellan Dist., Doddridge Co., WV; TM/P: 11/34

41564

315/501

Doddridge

John H. McClain

Antero Resources Corporation

Agreement

41564

McClellan Dist., Doddridge Co., WV; TM/P: 11/25, 26, and 26.1

N/A

Doddridge

John H. McClain, Roger A. McClain, II, Roger A. McClain, by Bryan E Ash, his attorney-in-fact, and Stacy L. McClain, II

Antero Resources Corporation

Road Easement Agreement

41474

New Milton Dist., Doddridge Co., WV; TM/P: 8/40

41474

310/263

Doddridge

Mary Frances Harms, Nancy Louise Antill, Timothy R. O’Neill, Kathleen R. Hooven, Sharon S. O’Neill (formerly known as Sharon S. O’Neill Stainken), Karah Leigh Loftin, Kelcie Janeen Loftin, Daniel J. O’Neill, Romarlo, LLC, a Georgia limited liability company, Sean T. O’Neill and The O’Neill Family Trust, by Betty O’Neill Newsom and Daniel J. O’Neill, its Trustees; c/o Daniel J. O’Neill

Antero Resources Appalachian Corporation

Easement Agreement

41052

Union Dist., Ritchie Co., WV; TM/P: 14/10; 14/13.1; 14/3

41088

316/981

Ritchie

Hattie Markle Jones

Antero Resources Appalachian Corporation

Permanent Easement Agreement

41249

Meade Dist., Tyler Co., WV; TM/P: 15/5

41505

423/723

Tyler

W. Richard Robertson and L. Sue Robertson

Antero Resources Corporation

Lease Agreement

41487

36-0021031.000

N/A

Noble

W. Richard Robertson and L. Sue Robertson

Antero Resources Appalachian Corporation

Option and Permanent Easement Agreement

41443

36-0021031.000

41540

231/679

Noble

W. Richard Robertson and L. Sue Robertson

Antero Resources Corporation

Memorandum of Lease Agreement

41487

36-0021031.000

41540

231/674

Noble

J. J. Detweiler Enterprises, Inc.

Antero Resources Corporation

Lease Agreement

41487

36-0021039.000 and 36-0021042.000

N/A

Noble

J. J. Detweiler Enterprises, Inc.

Antero Resources Corporation

Permanent Easement Agreement (Pipelines)

41487

36-0021039.000 and 36-0021042.000

41540

231/696

Noble

J. J. Detweiler Enterprises, Inc.

Antero Resources Corporation

Permanent Easement Agreement (Access)

41487

36-0021039.000 and 36-0021042.000

41540

231/712

Noble

J. J. Detweiler Enterprises, Inc.

Antero Resources Corporation

Permanent Easement Agreement (Utilities)

41487

36-0021039.000 and 36-0021042.000

41540

231/704

Noble

J. J. Detweiler Enterprises, Inc.

Antero Resources Corporation

Memorandum of Lease Agreement

41487

36-0021039.000 and 36-0021042.000

41540

231/690

Noble

Carla Jean Grelles, fka Carla Jean Crum, Debra Ann Foraker, Gary Brett Baker, and Terry Quaye Hague

Antero Resources Midstream LLC

Lease Agreement

41666

31-0021106.000

N/A

Noble

Carla Jean Crum, Debra Ann Foraker, Gary Brett Baker and Terry Quaye Hague

Antero Resources Appalachian Corporation

Option Agreement and Permanent Easement Agreement

41426

31-0021106 & 31-0051218

41668

239/729

Noble

Carla Jean Grelles, fka Carla Jean Crum, Debra Ann Foraker, Gary Brett Baker and Terry Quaye Hague

Antero Resources Midstream LLC

Memorandum of Lease Agreement

41666

31-0021106.000

41668

239/720

Noble

Jeffrey Scott Hill and Tammy Y. Hill, Trustees of The Hill Family Trust, dated March 4, 2004 and amended in its entirety on March 27, 2012

Antero Resources Appalachian Corporation

Lease Agreement

41317

37-0011295.000 and 37-0021294.000

N/A

Noble

Jeffrey Scott Hill and Tammy Y. Hill, Trustees of The Hill Family Trust, dated March 4, 2004 and amended in its entirety on March 27, 2012

Antero Resources Appalachian Corporation

Permanent Easement Agreement (Pipelines)

41317

37-0011295.000 and 37-0021294.000

41338

219/726

Noble

Jeffrey Scott Hill and Tammy Y. Hill, Trustees of The Hill Family Trust, dated March 4, 2004 and amended in its entirety on March 27, 2012

Antero Resources Appalachian Corporation

Permanent Easement Agreement (Access)

41317

37-0011295.000 and 37-0021294.000

41338

219/734

Noble

Jeffrey Scott Hill and Tammy Y. Hill, Trustees of The Hill Family Trust, dated March 4, 2004 and amended in its entirety on March 27, 2012

Antero Resources Appalachian Corporation

Permanent Easement Agreement (Utilities)

41317

37-0011295.000 and 37-0021294.000

41338

219/742

Noble

Jeffrey Scott Hill and Tammy Y. Hill, Trustees of The Hill Family Trust, dated March 4, 2004 and amended in its entirety on March 27, 2012

Antero Resources Appalachian Corporation

Memorandum of Lease Agreement

41317

37-0011295.000 and 37-0021294.000

41338

219/719

Noble

LOC

LATERAL

GRANTOR

GRANTEE

AGREEMENT

EXECUTED
ON

PARCEL TAX ID

RECORDING
DATE

BOOK PAGE
INSTRUMENT

CONSENT TO ASSIGN

COUNTY

BARNESVILLE H2O

DAWSON, JAMES A.

ANTERO MIDSTREAM LLC

TEMPORARY ROAD ACCESS EASEMENT AGREEMENT

6/6/2014

37-00458
37-00459

NO CONSENT REQUIRED

BELMONT

BARNESVILLE H2O

MILLER, RICHARD

ANTERO MIDSTREAM LLC

TEMPORARY WAREYARD AGREEMENT

6/4/2014

37-00462

NO CONSENT REQUIRED

BELMONT

BARNESVILLE LINE

SMEAL, ROBERT

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

10/22/2013

37-0000214.000

3/19/2014

269/433
#201400074329

CONSENT TO ASSIGN NOT REQUIRED

BELMONT

BARNESVILLE LINE

GROVES, JUDY ET UX

ANTERO RESOURCES CORPORATION

OPTION/EASEMENT AGREEMENT

10/11/2013

37-0000330.000

CONSENT TO ASSIGN NOT REQUIRED

BELMONT

BARNESVILLE LINE

SCHNEGG, ROGER

ANTERO RESOURCES CORPORATION

OPTION/EASEMENT AGREEMENT

11/16/2013

37-0000355.000
37-0000395.003
37-0001288.000

CONSENT TO ASSIGN NOT REQUIRED

BELMONT

BARNESVILLE LINE

WILCOX, HELEN

ANTERO RESOURCES CORPORATION

OPTION/EASEMENT AGREEMENT

11/21/2013

37-0000358.000

CONSENT TO ASSIGN NOT REQUIRED

BELMONT

BARNESVILLE LINE

WEAVER, ADREW ET UX

ANTERO RESOURCES MIDSTREAM LLC

OPTION/EASEMENT AGREEMENT

11/25/2013

37-0000358.000

465/121
201400004473

CONSENT TO ASSIGN NOT REQUIRED

BELMONT

BARNESVILLE LINE

INHERST, FLOYD

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

10/27/2013

37-0000377.000

3/21/2014

466/39
#201400004696

CONSENT TO ASSIGN NOT REQUIRED

BELMONT

BARNESVILLE LINE

PHILLIPS, DANIEL ET UX

ANTERO RESOURCES CORPORATION

OPTION/EASEMENT AGREEMENT

11/1/2013

37-0000395.000

CONSENT TO ASSIGN NOT REQUIRED

BELMONT

BARNESVILLE LINE

KETTLEWELL, HARRY ET UX

ANTERO RESOURCES CORPORATION

OPTION/EASEMENT AGREEMENT

10/12/2013

37-0000409.000

CONSENT TO ASSIGN NOT REQUIRED

BELMONT

BARNESVILLE LINE

GROVES, JUDY ET UX

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

10/11/2013

37-0000446.000

3/24/2014

465/130
#201400004474

CONSENT TO ASSIGN NOT REQUIRED

BELMONT

BARNESVILLE LINE

DAWSON, JAMES

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

9/27/2013

37-0000458.000
37-0000459.000

3/21/2014

466/31-38
#201400004695

CONSENT TO ASSIGN NOT REQUIRED

BELMONT

BARNESVILLE LINE

MILLER, WESLEY ET AL

ANTERO RESOURCES CORPORATION

OPTION/EASEMENT AGREEMENT

9/26/2013

37-0000461.000

CONSENT TO ASSIGN NOT REQUIRED

BELMONT

BARNESVILLE LINE

TROYER, RUBEN

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

10/23/2013

37-0000530.007

3/21/2014

466/47
#201400004697

CONSENT TO ASSIGN NOT REQUIRED

BELMONT

BARNESVILLE LINE

TIMMONS, CHARLES ET UX

ANTERO RESOURCES CORPORATION

OPTION/EASEMENT AGREEMENT

12/5/2013

37-0000598.000

CONSENT TO ASSIGN NOT REQUIRED

BELMONT

BARNESVILLE LINE

PERKINS, ERIC ET UX

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

10/29/2013

37-0000642.000

3/18/2014

465/113
# 201400004472

CONSENT TO ASSIGN NOT REQUIRED

BELMONT

BARNESVILLE LINE

CHAPPELL, GEORGE ET UX

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

10/10/2013

37-0001194.000

3/18/2014

465/146
#201400004476

CONSENT TO ASSIGN NOT REQUIRED

BELMONT

BARNESVILLE LINE

JOHNSON, FREDERICK, TRUSTEE

ANTERO RESOURCES CORPORATION

OPTION/EASEMENT AGREEMENT

11/21/2013

37-0001302.001

CONSENT TO ASSIGN NOT REQUIRED

BELMONT

BARNESVILLE LINE

MILLER, RICHARD ET AL

ANTERO RESOURCES CORPORATION

OPTION/EASEMENT AGREEMENT

9/26/2013

37-00404.000
37-00403.000
37-00211.000

CONSENT TO ASSIGN NOT REQUIRED

BELMONT

BARNESVILLE LINE

DAWSON, JAMES A.

ANTERO MIDSTREAM LLC

MEMORANDUM OF CONSIDERATION FOR PERMANENT ROAD ACCESS EASEMENT AGREEMENT

9/29/2014

37-00458

NO CONSENT REQUIRED

BELMONT

BARNESVILLE LINE

DAWSON, JAMES A.

ANTERO MIDSTREAM LLC

MEMORANDUM OF CONSIDERATION FOR SURFACE FACILITY EASEMENT AGREEMENT

9/29/2014

37-00458

NO CONSENT REQUIRED

BELMONT

BARNESVILLE LINE

MILLER, RICHARD

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

9/26/2013

37-00462.000

3/14/2014

465/138-145
#201400004475

CONSENT TO ASSIGN NOT REQUIRED

BELMONT

BARNESVILLE LINE

TROYER, RUBEN

ANTERO RESOURCES MIDSTREAM LLC

TEMPORARY WAREYARD/ROAD ACCESS AGREEMENT

1/9/2013

37-00530.002
37-00530.007

CONSENT TO ASSIGN NOT REQUIRED

BELMONT

Hothem 3

Hothem Family Properties

ANTERO RESOURCES CORPORATION

Water Impoundment and Compensation Agmt FW 3

6/19/2014

37-00365.000 37-00364.000

BELMONT

Hothem Family Properties

ANTERO RESOURCES CORPORATION

Water Impoundment and Compensation Agmt FW 3

5/23/2014

Section 30 37-00365/37-00364

7/8/2014

278/796-797

Yes

BELMONT

The Village of Barnesville

ANTERO RESOURCES APPALACHIAN CORPORATION

WATER WITHDRAWL AGREEMENT

5/1/2013

Somerset Twshp

7/26/2013

408/357

yes

BELMONT

The Village of Barnesville

ANTERO RESOURCES APPALACHIAN CORPORATION

WATER WITHDRAWL AGREEMENT

5/1/2013

Warren Twshp-Section 13-Barnesville Park Lake

7/26/2013

408/355

yes

BELMONT

ROCK RUN WATER

DAVIS JONATHAN L. AND LOUELLA

ANTERO MIDSTREAM LLC

TEMP WATER LINE

7/25/2014

1-7-2

N/A

NO CONSENT NEEDED

DODDRIDGE

ADRIAN

ADRIAN, GEORGE ET AL

ANTERO RESOURCES MIDSTREAM LLC

TEMPORARY SURFACE FACILITY AND TEMPORARY ABOVE GROUND WATERLINE AND TEMPORARY ACCESS ROAD AGREEMENT

1/20/2014

6-3-1.1

NO CONSENT REQUIRED

DODDRIDGE

BEE LEWIS

TURNER, GERALD ET UX

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

10/5/2012

8-19-8

2/22/2013

305/333 #172479

NOT REQUIRED

DODDRIDGE

BEE LEWIS

TURNER, GERALD ET UX

ANTERO RESOURCES APPALACHIAN CORPORATION

SURFACE FACILITY EASEMENT

10/5/2012

8-19-8

9/4/2013

312/192 #182512

NOT REQUIRED

DODDRIDGE

BEE LEWIS

BEE, LEWIS PAUL

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

10/13/2012

8-19-6
8-19-1

1/11/2013

304/556 #170546

NOT REQUIRED

DODDRIDGE

BEE LEWIS

BEE, LEWIS PAUL

ANTERO RESOURCES APPALACHIAN CORPORATION

MODIFICATION FOR ADDITIONAL LINES

10/27/2012

8-19-6
8-19-1

1/11/2013

304/536 #170541

NOT REQUIRED

DODDRIDGE

BEE LEWIS TIE-IN

TURNER, GERALD &
JUANITA

ANTERO MIDSTREAM LLC

TEMPORARY WATER LINE AGREEMENT

5/14/2014

9-19-8

N/A

NO CONSENT REQUIRED

DODDRIDGE

BEE LEWIS TO FRITZ WATER

BARBARA J. LOVERN REVOCABLE LIVING TRUST
LOVERN, BARBARA (individually)

ANTERO MIDSTREAM LLC

TEMPORARY WATER LINE AGREEMENT AND OPTION

5/3/2014

8-22-5.4

N/A

NO CONSENT REQUIRED

DODDRIDGE

Bee Lewis Water Impoundment

Lewis Paul Bee

ANTERO RESOURCES APPALACHIAN CORPORATION

SUA and Compensation

8/4/2012

6-19

9/13/2013

312/700 183144

NO CONSENT REQUIRED

DODDRIDGE

Bee Lewis Water Impoundment

Key Oil Company

ANTERO RESOURCES APPALACHIAN CORPORATION

Water Impoundment and Compensation

2/19/2013

7-19

3/18/2013

305/534 173818

NO CONSENT REQUIRED

DODDRIDGE

BEE-HWY50

LAW, RONALD L.

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

1/12/2012

6-2-1

9/21/2012

302/696 #166790

NOT REQUIRED

DODDRIDGE

BEE-HWY50

LAW, RONALD L.

ANTERO RESOURCES APPALACHIAN CORPORATION

MODIFICATION OF EASEMENT AGREEMENT

2/20/2013

6-2-1

9/6/2013

312/277 #182687

NOT REQUIRED

DODDRIDGE

BEE-HWY50

SPIKER, SUE ANN

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

1/27/2012

6-3-1

9/21/2012

302/708 #166792

NOT REQUIRED

DODDRIDGE

BEE-HWY50

SPIKER, SUE ANN

ANTERO RESOURCES APPALACHIAN CORPORATION

ADDITIONAL PIPELINE AGREEMENT (WATER)

4/26/2013

6-3-1

8/19/2013

311/218 #181743

NOT REQUIRED

DODDRIDGE

BEE-HWY50

HEASTER, CHARLES P. AND PATSY J, ET AL

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

3/2/2012

8-23-1

2/22/2013

305/312 #172474

NOT REQUIRED

DODDRIDGE

BEE-HWY50

HEASTER, CHARLES P. AND PATSY J, ET AL

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMAMENT EASEMENT AGREEMENT

2/3/2013

8-23-1

2/22/2013

305/312 #172474

NOT REQUIRED

DODDRIDGE

BEE-HWY50

HEASTER, CHARLES P. AND PATSY J, ET AL

ANTERO RESOURCES APPALACHIAN CORPORATION

ADDITIONAL PIPELINE AGREEMENT

5/29/2013

8-23-1

9/4/2013

305/312 #172474

NOT REQUIRED

DODDRIDGE

BEE-HWY50

GAGNON, GEORGE L & SUSAN C.

ANTERO RESOURCES APPALACHIAN CORPORATION

MODIFICATION OF EASEMENT AGREEMENT

2/19/2013

6-3-2

9/12/2013

312/578 #183048

NOT REQUIRED

DODDRIDGE

BEE-HWY50

GAGNON, GEORGE L. & SUSAN C.

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

2/9/2012

6-3-2

6/28/2012

301/588 #163918

NOT REQUIRED

DODDRIDGE

BEE-HWY50

HOLLAND, MARY

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

4/24/2012

8-23-2

8/19/2013

311/201 #181740

ASSIGNMENT WITH LANDOWNER NOTICE AND APPROVAL REQUIRED. NO ASSIGNMENT WILL BE EFFECTIVE WITHOUT WRITTEN CONSENT FROM THE LANDOWNER, WHICH CONSENT WILL NOT BE UNREASONABLY WITHELD.

DODDRIDGE

BEE-HWY50

HOLLAND, MARY

ANTERO RESOURCES APPALACHIAN CORPORATION

SUPPLEMENT

6/18/2013

8-23-2

N/A

NOT REQUIRED

DODDRIDGE

BEE-HWY50

ADRIAN, GEORGE

ANTERO RESOURCES APPALACHIAN CORPORATION

MODIFICATION OF EASEMENT AGREEMENT

2/8/2012

6-3-6

6/19/2013

309/508 #178267

NOT REQUIRED

DODDRIDGE

BEE-HWY50

ADRIAN, GEORGE

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

2/11/2013

6-3-6

7/26/2012

302/135 #164846

NOT REQUIRED

DODDRIDGE

BEE-HWY50

LACY, RALPH M.

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

2/3/2012

6-1-8

9/21/2012

302/690 #166788

NOT REQUIRED

DODDRIDGE

BEE-HWY50

LACY, RALPH M.

ANTERO RESOURCES APPALACHIAN CORPORATION

MODIFICATION OF OPTION AND PERMANENT EASEMENT AGREEMENT

2/21/2013

6-1-8

9/6/2013

312/275 #182686

NOT REQUIRED

DODDRIDGE

BEE-HWY50

TURNER, GERALD C. & JUANITA L.

ANTERO RESOURCES APPALACHIAN CORPORATION

ADDITIONAL PIPELINE AGREEMENT (WATER)

11/10/2012

8-19-8

9/4/2013

312/219 #182514

NOT REQUIRED

DODDRIDGE

BEE-HWY50

TURNER, GERALD C. & JUANITA L.

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

2/22/2012

8-19-8

9/21/2012

303/61 #166806

NOT REQUIRED

DODDRIDGE

BEE-HWY50

TURNER, GERALD C. & JUANITA L.

ANTERO RESOURCES APPALACHIAN CORPORATION

MODIFICATION OF OPTION AND PERMANENT EASEMENT AGREEMENT

10/5/2012

8-19-8

9/4/2013

312/219 #182518

NOT REQUIRED

DODDRIDGE

BEE-HWY50

TURNER, GERALD C. & JUANITA L.

ANTERO RESOURCES APPALACHIAN CORPORATION

ADDITIONAL PIPELINE AGREEMENT (WATER)

4/24/2013

8-19-8

9/4/2013

312/219 #182514

NOT REQUIRED

DODDRIDGE

BEE-HWY50

BARNES, DONALD L.

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

1/20/2012

6-1-10

9/21/2012

302/702 #166791

NOT REQUIRED

DODDRIDGE

BEE-HWY50

BARNES, DONALD L.

ANTERO RESOURCES APPALACHIAN CORPORATION

MODIFICATION OF EASEMENT AGREEMENT

2/21/2013

6-1-10

6/18/2013

309/499 #178115

NOT REQUIRED

DODDRIDGE

BEE-HWY50

SECRIST, MARY FARR

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

4/6/2012

8-20-14

7/26/2012

302/129 #164845

NOT REQUIRED

DODDRIDGE

BEE-HWY50

SECRIST, MARY FARR

ANTERO RESOURCES APPALACHIAN CORPORATION

ADDITIONAL PIPELINE (WATER)

4/26/2013

8-20-14

8/19/2013

311/225 #181745

NOT REQUIRED

DODDRIDGE

BEE-HWY50

BRITTON, MICHAEL ET UX

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

3/2/2012

8-19-15

9/19/2013

303/17 #166798

NOT REQUIRED

DODDRIDGE

BEE-HWY50

BRITTON, MICHAEL ET UX

ANTERO RESOURCES APPALACHIAN CORPORATION

ADDITIONAL PIPELINE AGREEMENT (WATER)

4/24/2013

8-19-15

8/19/2013

311/222 #181744

NOT REQUIRED

DODDRIDGE

BEE-HWY50

PERINE, IRA H.

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

1/28/2012

8-19-22

9/21/2012

303/1 #166795

NOT REQUIRED

DODDRIDGE

BEE-HWY50

BARNES, RONALD G.

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

1/13/2012

6-1-10.3

9/21/2012

303/43 #166803

NOT REQUIRED

DODDRIDGE

BEE-HWY50

BARNES, RONALD G.

ANTERO RESOURCES APPALACHIAN CORPORATION

MODIFICATION OF OPTION AND EASEMENT AGREEMENT

3/14/2013

6-1-10.3

6/18/2013

309/499 #178115

NOT REQUIRED

DODDRIDGE

BEE-HWY50

BARNES, RONALD G.

ANTERO RESOURCES APPALACHIAN CORPORATION

GROUND LEASE AGREEMENT

6/4/2013

6-1-10.3

10/15/2013

315/384 #184756

NOT REQUIRED

DODDRIDGE

BEE-HWY50

RILL, ELWOOD & ELIZABETH

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

3/16/2012

6-1-3 ; 6-1-4

6/28/2012

301/610 #163923

NOT REQUIRED

DODDRIDGE

BEE-HWY50

RILL, ELWOOD & ELIZABETH

ANTERO RESOURCES APPALACHIAN CORPORATION

MODIFICATION OF OPTION AND PERMANENT EASEMENT AGREEMENT

3/15/2013

6-1-3
6-1-4

9/6/2013

312/277 #182687

NOT REQUIRED

DODDRIDGE

BEE-HWY50

ADRIAN, GEORGE W & BARBARA

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT

1/22/2012

6-3-1.1

7/26/2012

302/140 #164847

NOT REQUIRED

DODDRIDGE

BEE-HWY50

ADRIAN, GEORGE W. & BARBARA

ANTERO RESOURCES APPALACHIAN CORPORATION

ADDITIONAL PIPELINE AGREEMENT

5/8/2013

6-3-1.1

9/11/2013

312/467 #182978

NOT REQUIRED

DODDRIDGE

BEE-HWY50

MAXWELL, ROBERT G.

ANTERO RESOURCES APPALACHIAN CORPORATION

ROAD ACCESS AGREEMENT

5/2/2013

6-3-12
6-3-12.1

6/28/2012

301/565 #163909

NOT REQUIRED

DODDRIDGE

BEE-HWY50

MAXWELL, ROBERT G.

ANTERO RESOURCES APPALACHIAN CORPORATION

ROAD ACCESS AGREEMENT

4/27/2012

6-3-12.1

6/28/2012

301/565 #163909

NOT REQUIRED

DODDRIDGE

BEE-HWY50

MAXWELL, ROBERT G.

ANTERO RESOURCES APPALACHIAN CORPORATION

ADDITIONAL PIPELINE AGREEMENT

5/2/2013

6-3-12.1
6-3-12

6/19/2013

309/514 #178269

NOT REQUIRED

DODDRIDGE

BEE-HWY50

COGAR, LINDA

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

2/9/2012

6-3-2.2

8/23/2013

311/473 #181989

NOT REQUIRED

DODDRIDGE

BEE-HWY50

COGAR, LINDA

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

2/9/2012

6-3-2.2

8/23/2013

311/473 #181990

NOT REQUIRED

DODDRIDGE

BEE-HWY50

COGAR, LINDA

ANTERO RESOURCES APPALACHIAN CORPORATION

MODIFICATION OF OPTION AND PERMANENT EASEMENT AGREEMENT

2/26/2013

6-3-2.2

8/23/2013

311/473 #181990

NOT REQUIRED

DODDRIDGE

BEE-HWY50

CLYNE, TIMOTHY R.

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

1/27/2012

6-3-6.1

6/28/2012

301/621 #163925

NOT REQUIRED

DODDRIDGE

BEE-HWY50

CLAY, FREDDIE LEE & PATSY

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

2/21/2012

8-19-23.1

9/21/2012

302/720 #166794

NOT REQUIRED

DODDRIDGE

BEE-HWY50

NELSON, BAILEY

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

2/18/2012

8-19-23.2

9/21/2012

303/10 # 166797

NOT REQUIRED

DODDRIDGE

BEE-HWY50

NELSON, BAILEY

ANTERO RESOURCES APPALACHIAN CORPORATION

MODIFICATION OF OPTION AND PERMANENT EASEMENT AGREEMENT

4/27/2012

8-19-23.2

9/21/2012

303/7 #166796

NOT REQUIRED

DODDRIDGE

BEEL LEWIS TIE IN

TURNER, GERALD & JUANITA

ANTERO MIDSTREAM LLC

TEMPORARY ABOVE GROUND WATER LINE AGREEMENT

5/14/2014

8-19-8

NO CONSENT REQUIRED

DODDRIDGE

Bonnell to Swisher

Laura Hurst Nestor

ANTERO RESOURCES CORPORATION

Temp Above Ground WL AG

12/13/2013

12-7

Yes

DODDRIDGE

Bonnell to Swisher

James and Jacquline Bonnell

ANTERO RESOURCES APPALACHIAN CORPORATION

Water Impoundment

9/20/2012

12-15

10/25/2012

303-602

Yes

DODDRIDGE

Bonnell to Swisher

Coastal Forest Resources Company

ANTERO RESOURCES APPALACHIAN CORPORATION

SUA

3/22/2012

12-17

Whitehair Pad

Yes

DODDRIDGE

Bonnell to Swisher

Elton Whitehair

ANTERO RESOURCES APPALACHIAN CORPORATION

SUA

12/9/2011

12-18

1/30/2012

262-636

Yes

DODDRIDGE

Bonnell to Swisher

Dennis and Laura Cottrill

ANTERO RESOURCES CORPORATION

Temp Above Ground WL AG

12/13/2013

13-2

Yes

DODDRIDGE

Bonnell to Swisher

Leoan Swisher

ANTERO RESOURCES APPALACHIAN CORPORATION

SUA

7/18/2012

13-9

8/2/2012

302-271

Yes

DODDRIDGE

BONNELL TO WOLF PEN

DAVIS, DOROTHY ET AL

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

10/10/2013

6-4-38

NO CONSENT REQUIRED

DODDRIDGE

BONNELL TO WOLF PEN

COMSTOCK/SILVESTRE TRUSTS

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

11/18/2013
4/26/2013

6-8-39

NO CONSENT REQUIRED

DODDRIDGE

BONNELL TO WOLF PEN

DEVOL, NORMAN

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

8/27/2013

6-8-41

NO CONSENT REQUIRED

DODDRIDGE

BONNELL TO WOLF PEN

BOW, CHARLES T.

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

8/26/2013

6-12-2

NO CONSENT REQUIRED

DODDRIDGE

BONNELL TO WOLF PEN

BOWYER, NORMA SUE

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

5/9/2013

6-8-5

NO CONSENT REQUIRED

DODDRIDGE

BONNELL TO WOLF PEN

BURBRIDGE, ERMAN DALE

ANTERO MIDSTREAM LLC

TEMPORARY WATER LINE OPTION AND AGREEMENT

7/28/2014

6-8-6

N/A

NO CONSENT REQUIRED

DODDRIDGE

BONNELL TO WOLF PEN

BURBRIDGE, ERMAN DALE

ANTERO MIDSTREAM LLC

TEMPORARY ABOVE GROUND WATER LINE AGREEMENT

7/28/2014

6-8-6

NO CONSENT REQUIRED

DODDRIDGE

BONNELL TO WOLF PEN

BARR, JAMES ET UX

ANTERO RESOURCES APPALACHIAN CORPORATION

WATER IMPOUNDMENT AND COMPENSATION AGREEMENT

6/12/2014

6-12-10

NO CONSENT REQUIRED

DODDRIDGE

BONNELL TO WOLF PEN

KEPLINGER, DALE AND MELISSA

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

12/27/2013

6-8-17

NO CONSENT REQUIRED

DODDRIDGE

BONNELL TO WOLF PEN

BONNELL, JAMES & JACQUELINE

ANTERO RESOURCES APPALACHIAN CORPORATION

WATER IMPOUNDMENT AND COMPENSATION AGREEMENT

9/20/2012

6-12-15.1

NO CONSENT REQUIRED

DODDRIDGE

BONNELL TO WOLF PEN

COX, DENVER AND MARY

ANTERO MIDSTREAM LLC

TEMPORARY ABOVE GROUND WATER LINE AGREEMENT

7/17/2014

6-12-2.1

NO CONSENT REQUIRED

DODDRIDGE

Bonnell Water Impoundment

James Theodore Barr Jr & Bernice JoAnn Barr

ANTERO RESOURCES APPALACHIAN CORPORATION

Water Impoundment and Compensation

8/6/2012

10-12

DODDRIDGE

Bonnell Water Impoundment

James F Bonnell & Jacqueline S Bonnell

ANTERO RESOURCES APPALACHIAN CORPORATION

Water Impoundment and Compensation

5/12/2003

15-12

DODDRIDGE

CANTON CONNECTOR AND CANTON WATER

CUTRIGHT, EDWARD ET AL

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

2/27/2012

3-9-31

4/12/2012

299/113 #161846

NOT REQUIRED

DODDRIDGE

CANTON CONNECTOR AND CANTON WATER

CUTRIGHT, EDWARD ET AL

ANTERO RESOURCES APPALACHIAN CORPORATION

ADDITIONAL PIPELINE AGREEMENT

5/27/2013

3-9-31

2/19/2014

321/73 #193763

NOT REQUIRED

DODDRIDGE

CANTON CONNECTOR AND CANTON WATER

CUTRIGHT, EDWARD ET AL

ANTERO RESOURCES CORPORATION

RATIFACATION AND CONFIRMATION OF AGREEMENTS

11/9/2013

3-9-31

1/2/2014

319/423 #190099

NOT REQUIRED

DODDRIDGE

CANTON CONNECTOR AND CANTON WATER

MOORE, DWIGHT E. ET UX

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

12/9/2011

3-13-17
3-13-21
3-13-22
8-9-6

3/28/2012

297/589 #161379

NOT REQUIRED

DODDRIDGE

CANTON CONNECTOR AND CANTON WATER

MOORE, DWIGHT E. ET UX

ANTERO RESOURCES APPALACHIAN CORPORATION

ADDITIONAL PIPELINE AGREEMENT

6/12/2012

3-13-17
3-13-21
3-13-22
8-9-6

4/23/2013

306/128 #175462

NOT REQUIRED

DODDRIDGE

CANTON CONNECTOR AND CANTON WATER

SWENTZEL, FRANCES L.

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

3/10/2012

3-13-6
3-13-7
3-13-13
3-13-14

4/12/2012

299/123 #161847

NOT REQUIRED

DODDRIDGE

CANTON CONNECTOR AND CANTON WATER

SWENTZEL, FRANCES L.

ANTERO RESOURCES APPALACHIAN CORPORATION

ADDITIONAL PIPELINE AGREEMENT

5/16/2013

3-13-6
3-13-7
3-13-13
3-13-14

2/19/2014

321/78 #193765

NOT REQUIRED

DODDRIDGE

CANTON CONNECTOR AND CANTON WATER

MCMILLAN, ETHYLN ET AL

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

4/4/2012

3-6-26.9

10/3/2012

303/205 #167155

NOT REQUIRED

DODDRIDGE

CANTON CONNECTOR AND CANTON WATER

MCMILLAN, ETHYLN ET AL

ANTERO RESOURCES CORPORATION

BELOW GROUND WATER LINE

7/9/2013

3-6-26.9

2/19/2014

321/56 #193757

NOT REQUIRED

DODDRIDGE

CANTON CONNECTOR AND CANTON WATER

WILLIAMS, LARRY ET AL

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

3/2/2012

3-9-18
3-9-18.1
3-9-36

4/12/2012

299/129 #161848

NOT REQUIRED

DODDRIDGE

CANTON CONNECTOR AND CANTON WATER

WILLIAMS, LARRY ET AL

ANTERO RESOURCES APPALACHIAN CORPORATION

ADDITIONAL PIPELINE AGREEMENT

6/26/2013

3-9-18
3-9-18.1
3-9-36

1/2/2014

319/404 #190091

NOT REQUIRED

DODDRIDGE

CANTON CONNECTOR AND CANTON WATER

MCMILLAN, JOHN A.

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

3/3/2012

3-9-2.1

11/20/2012

304/89 #168825

NOT REQUIRED

DODDRIDGE

CANTON CONNECTOR AND CANTON WATER

MCMILLAN, JOHN A.

ANTERO RESOURCES APPALACHIAN CORPORATION

ADDITIONAL PIPELINE AGREEMENT

6/2/2013

3-9-2.1

2/19/2014

321/52 #193756

NOT REQUIRED

DODDRIDGE

CANTON CONNECTOR AND CANTON WATER

MCMILLAN, BRIAN ET AL

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

2/29/2012

3-9-2.2

10/3/2012

303/199 #167149

NOT REQUIRED

DODDRIDGE

CANTON CONNECTOR AND CANTON WATER

MCMILLAN, BRIAN ET AL

ANTERO RESOURCES CORPORATION

ADDITIONAL PIPELINE AGREEMENT

7/10/2013

3-9-2.2

2/19/2014

321/66 #193759

NOT REQUIRED

DODDRIDGE

CANTON CONNECTOR AND CANTON WATER

YERKEY, RONALD

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

3/20/2012

3-9-3
3-9-4
3-9-19
3-9-9

10/3/2012

303/129 #161848

NOT REQUIRED

DODDRIDGE

CANTON CONNECTOR AND CANTON WATER

YERKEY, RONALD

ANTERO RESOURCES APPALACHIAN CORPORATION

ADDITIONAL PIPELINE AGREEMENT

7/5/2013

3-9-3
3-9-4
3-9-19
3-9-9

8/7/2014

332/334 #206961

NOT REQUIRED

DODDRIDGE

CANTON SOUTH AND CANTON WATER

FORESTER, YVONNE

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

10/19/2011

3-5-3

4/12/2012

299/97 #161843

NOT REQUIRED

DODDRIDGE

CANTON SOUTH AND CANTON WATER

FORESTER, YVONNE

ANTERO RESOURCES APPALACHIAN CORPORATION

ADDITIONAL PIPELINE AGREEMENT

5/1/2013

3-5-3

5/13/2013

309/239 #176394

NOT REQUIRED

DODDRIDGE

CANTON SOUTH AND CANTON WATER

JACKSON, VANCE

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

9/13/2011

3-8-3

3/21/2012

297/479 #161188

NOT REQUIRED

DODDRIDGE

CANTON SOUTH AND CANTON WATER

JACKSON, VANCE

ANTERO RESOURCES APPALACHIAN CORPORATION

ADDITIONAL PIPELINE AGREEMENT

6/21/2013

3-8-3

1/2/2014

319/415 #190096

NOT REQUIRED

DODDRIDGE

CANTON SOUTH AND CANTON WATER

CRESSMAN, ERIC ARNOLD

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

2/24/2012

3-2-5

4/2/2012

298/354 #161480

NOT REQUIRED

DODDRIDGE

CANTON SOUTH AND CANTON WATER

CRESSMAN, ERIC ARNOLD

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

2/27/2012

3-2-5

4/2/2012

298/348 #161479

NOT REQUIRED

DODDRIDGE

CANTON SOUTH AND CANTON WATER

CRESSMAN, ERIC ARNOLD

ANTERO RESOURCES CORPORATION

ADDITIONAL PIPELINE AGREEMENT

8/28/2013

3-2-5

2/19/2014

321/70 #193760

NOT REQUIRED

DODDRIDGE

CANTON SOUTH AND CANTON WATER

DOAK, KENNETH WANYNE & KAREN HALL

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

11/22/2011

3-2-9

4/12/2012

299/86 #161841

NOT REQUIRED

DODDRIDGE

CANTON SOUTH AND CANTON WATER

DOAK, KENNETH WANYNE & KAREN HALL

ANTERO RESOURCES CORPORATION

ADDITIONAL PIPELINE AGREEMENT

8/6/2013

3-2-9

2/19/2014

321/33#193749

NOT REQUIRED

DODDRIDGE

CANTON SOUTH AND CANTON WATER

SMITH, ROBERT J. & CINDY L.

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

11/6/2011

3-5-9

4/12/2012

299/108 #161845

NOT REQUIRED

DODDRIDGE

CANTON SOUTH AND CANTON WATER

SMITH, ROBERT J. & CINDY L.

ANTERO RESOURCES APPALACHIAN CORPORATION

ADDITIONAL PIPELINE AGREEMENT

4/28/2013

3-5-9

5/13/2013

309/243 #176395

NOT REQUIRED

DODDRIDGE

CANTON SOUTH AND CANTON WATER

ASH, WALLACE & IDA CATHERINE

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

9/12/2011

3-6-24

3/21/2012

297/470 #161187

NOT REQUIRED

DODDRIDGE

CANTON SOUTH AND CANTON WATER

ASH, WALLACE & IDA CATHERINE

ANTERO RESOURCES APPALACHIAN CORPORATION

ADDITIONAL PIPELINE AGREEMENT

6/26/2013

3-6-24

9/6/2013

312/260 #182680

NOT REQUIRED

DODDRIDGE

CANTON SOUTH AND CANTON WATER

LUCAS, ROGER J. & CARRI

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

10/25/2011

3-2-4.1

4/12/2012

299/92 #161842

NOT REQUIRED

DODDRIDGE

CANTON SOUTH AND CANTON WATER

LUCAS, ROGER J. & CARRI

ANTERO RESOURCES CORPORATION

ADDITIONAL PIPELINE AGREEMENT

7/10/2013

3-2-4.1

9/6/2013

312/269 #182683

NOT REQUIRED

DODDRIDGE

CANTON SOUTH AND CANTON WATER

COASTAL FOREST RESOURCES COMPANY

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

3/23/2012

3-2-4.2

4/12/2012

299/75 #161840

REQUIRED

DODDRIDGE

CANTON SOUTH AND CANTON WATER

PRATT, DENZIL F. & SHIRLEY M.

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

3/21/2012

3-5-18
3-5-19
3-5-20
3-5-10

3/21/2012

297/480 #161189

NOT REQUIRED

DODDRIDGE

CANTON SOUTH AND CANTON WATER

PRATT, DENZIL F. & SHIRLEY M.

ANTERO RESOURCES APPALACHIAN CORPORATION

ADDITIONAL PIPELINE AGREEMENT

4/27/2013

3-5-18
3-5-19
3-5-20
3-5-10

5/10/2013

309/223 #176284

NOT REQUIRED

DODDRIDGE

CANTON SOUTH AND CANTON WATER

CHESTNUT GROVE CHURCH TRUSTEES

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

9/4/2011

3-5-30
3-5-30.1

3/21/2012

297/457 #161184

NOT REQUIRED

DODDRIDGE

CANTON SOUTH AND CANTON WATER

JORDAN FAMILY TRUST

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

11/4/2011

3-5-7
3-5-8

4/12/2012

299/102 #161844

NOT REQUIRED

DODDRIDGE

CANTON SOUTH AND CANTON WATER

JORDAN FAMILY TRUST

ANTERO RESOURCES APPALACHIAN CORPORATION

ADDITIONAL PIPELINE AGREEMENT

3/28/2013

3-5-7
3-5-8

5/10/2013

309/219 #176283

NOT REQUIRED

DODDRIDGE

CANTON SOUTH AND CANTON WATER

STANLEY, TOBY

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

9/7/2011

3-6-18.1

3/21/2012

297/465 #161186

NOT REQUIRED

DODDRIDGE

CANTON SOUTH AND CANTON WATER

STANLEY, TOBY

ANTERO RESOURCES APPALACHIAN CORPORATION

ADDITIONAL PIPELINE AGREEMENT

6/20/2013

3-6-18.1

2/19/2014

321/38 #193753

NOT REQUIRED

DODDRIDGE

CANTON SOUTH AND CANTON WATER

MARIN, GAETAN & MARY EDWINA

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

9/12/2011

3-9-35
3-9-2.1

3/22/2012

297/463 #161201

NOT REQUIRED

DODDRIDGE

CANTON SOUTH AND CANTON WATER

MARIN, GAETAN & MARY EDWINA

ANTERO RESOURCES APPALACHIAN CORPORATION

MODIFICATION OF EASEMENT

3/1/2012

3-9-35
3-9-2.1

3/21/2012

297/463 #161185

NOT REQUIRED

DODDRIDGE

CANTON SOUTH AND CANTON WATER

MARIN, GAETAN & MARY EDWINA

ANTERO RESOURCES APPALACHIAN CORPORATION

ADDITIONAL PIPELINE AGREEMENT

7/16/2013

3-9-35
3-9-2.1

9/6/2013

312/260 #182680

NOT REQUIRED

DODDRIDGE

CANTON SOUTH AND CANTON WATER

MOORE, FOREST C. AND BRENDA L.

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

9/30/2011

5-20-13.1

9/3/2013

424/826 #77107

NOT REQUIRED

DODDRIDGE

CANTON SOUTH AND CANTON WATER

MOORE, FOREST C. AND BRENDA L.

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

6/10/2012

5-20-13.1

5/28/2013

417/20 #72895

NOT REQUIRED

DODDRIDGE

CANTON SOUTH AND CANTON WATER

MOORE, FOREST C. AND BRENDA L.

ANTERO RESOURCES APPALACHIAN CORPORATION

SURFACE FACILITY EASEMENT

8/25/2012

5-20-13.1

5/28/2013

417/25 #72896

NOT REQUIRED

DODDRIDGE

CANTON SOUTH AND CANTON WATER

MOORE, FOREST C. AND BRENDA L.

ANTERO RESOURCES CORPORATION

OPTION FOR EASEMENT

7/21/2013

5-20-13.1

10/25/2013

429/765 #796645

NOT REQUIRED

DODDRIDGE

CANTON SOUTH AND CANTON WATER

MOORE, FOREST C. AND BRENDA L.

ANTERO RESOURCES CORPORATION

PARMANET EASEMENT AGREEMENT

7/21/2013

5-20-13.1

10/25/2013

429/765 #796645

NOT REQUIRED

DODDRIDGE

CANTON SOUTH AND CANTON WATER

HAMILTON, GARY L.

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

3/20/2012

5-20-15; 5-10-4

4/30/2012

395/386 #59334

NOT REQUIRED

DODDRIDGE

CANTON TO MELODY WATER

KIMBALL, MARVIN ET AL

ANTERO MIDSTREAM LLC

TEMPORARY WATER LINE AGREEMENT

8/1/2014

3-2-16

N/A

NO CONSENT NEEDED

DODDRIDGE

CANTON WATER

JUDITH A. NOLL

ANTERO RESOURCES CORPORATION

TEMPORARY WORKSPACE

10/1/2013

3-13-28

N/A

NO CONSENT REQUIRED

DODDRIDGE

CANTON WATER

BAKER, MARTY ET AL

ANTERO RESOURCES CORPORATION

TEMPORARY EASEMENT AGREEMENT

7/7/2014

3-2-2

N/A

NOT REQUIRED

DODDRIDGE

CANTON WATER

BLAND, ROBERT ET UX

ANTERO RESOURCES CORPORATION

TEMPORARY ROAD ACCESS AGREEMENT

10/28/2013

6-2-2

N/A

NO CONSENT REQUIRED

DODDRIDGE

CANTON WATER

HAUG, ROBERT ET UX

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

10/9/2013

8-9-2

8/7/2014

332/339 #206962

NO CONSENT REQUIRED

DODDRIDGE

CANTON WATER

MILLER, DOUG ET UX

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

9/18/2013

8-9-3

12/6/2013

318/564 #188593

NO CONSENT REQUIRED

DODDRIDGE

CANTON WATER

HAMILTON, GARY L.

ANTERO RESOURCES CORPORATION

TEMPORARY WORKSPACE AGREEMENT

11/8/2013

5-10-4

N/A

NO CONSENT REQUIRED

DODDRIDGE

CANTON WATER

MOORE, DWIGHT ET UX

ANTERO RESOURCES CORPORATION

TEMPORARY WORKSPACE AGREEMENT

9/1/2013

8-9-6

N/A

NO CONSENT REQUIRED

DODDRIDGE

CANTON WATER

HAYDUK, ELIZABETH

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT FOR HWY CROSSING

9/6/2013

3-16-15

8/18/2014

332/511 #207904

NO CONSENT REQUIRED

DODDRIDGE

CANTON WATER

LEATHERMAN, DELBERT E.

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

9/6/2013

3-16-15

8/18/2014

332/511 #207904

NO CONSENT REQUIRED

DODDRIDGE

CANTON WATER

LEATHERMAN, DONNA

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT FOR HWY CROSSING

9/6/2013

3-16-15

8/18/2014

332/511 #207904

NO CONSENT REQUIRED

DODDRIDGE

CANTON WATER

LEATHERMAN, MICHAEL

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT FOR HWY CROSSING

9/6/2013

3-16-15

8/18/2014

332/511 #207904

NO CONSENT REQUIRED

DODDRIDGE

CANTON WATER

SULLIVAN, J NELSON ET UX

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

9/9/2013

3-17-17

1/2/2014

319/443 #190108

NO CONSENT REQUIRED

DODDRIDGE

CANTON WATER

PENNINGTON, DEAN & MARTHA

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

10/30/2013

3-16-21

PENDING

NO CONSENT REQUIRED

DODDRIDGE

CANTON WATER

FRASHURE, CLYDE RYAN JR

ANTERO RESOURCES CORPORATION

PERMANENT AGREEMENT

9/12/2013

3-16-1
3-16-4

1/2/2014

319/408 #190093

NO CONSENT REQUIRED

DODDRIDGE

CANTON WATER

FRASHURE, CLYDE RYAN JR

ANTERO RESOURCES CORPORATION

TEMPORARY WORKSPACE

10/3/2013

3-16-1
3-16-4

N/A

NO CONSENT REQUIRED

DODDRIDGE

CANTON WATER

FRASHURE, CLYDE RYLAN, JR.

ANTERO RESOURCES CORPORATION

MODIFICATION OF PERMANENT EASEMENT AGREEMENT

3/15/2013

3-16-4
3-16-1

9/12/2013

312/581 #183049

NOT REQUIRED

DODDRIDGE

CANTON WATER

CHESTNUT GROVE CHRISTIAN CHURCH

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

10/2/2013

3-5-30
3-5-30.1

8/19/2013

311/213 #181742

NO CONSENT REQUIRED

DODDRIDGE

CANTON WATER

JORDAN FAMILY TRUST

ANTERO RESOURCES CORPORATION

VALVE SITE

3/28/2013

3-5-7; 3-5-8

9/9/2013

312/319 #182764

NO CONSENT REQUIRED

DODDRIDGE

CANTON WATER

STANLEY, TOBEY

ANTERO RESOURCES CORPORATION

TEMPORARY WORKSPACE

10/1/2013

3-6-18.1

N/A

NO CONSENT REQUIRED

DODDRIDGE

CANTON WATER

YERKEY, RONALD

ANTERO RESOURCES CORPORATION

TEMPORARY WORKSPACE

10/10/2013

3-9-3
3-9-4
3-9-19
3-9-9

N/A

NO CONSENT REQUIRED

DODDRIDGE

CANTON WATER

RILL, ELWOOD & ELIZABETH

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

10/31/2013

6-1-3
6-1-4

PENDING

NO CONSENT REQUIRED

DODDRIDGE

CLINE WATER

FLUHARTY, MICHAEL ET AL

ANTERO MIDSTREAM LLC

TEMPORARY ABOVE GROUND WATER LINE AGREEMENT

4/28/2014

6-15-1

NO CONSENT REQUIRED

DODDRIDGE

DAINE DAVIS WATER

DAVIS, JONATHAN

ANTERO MIDSTREAM LLC

TEMPORARY WATER LINE OPTION AND AGREEMENT

8/22/2013

1-7-2

N/A

NO CONSENT REQUIRED

DODDRIDGE

DIANE DAVIS

DAVIS, JONATHAN

ANTERO MIDSTREAM LLC

TEMPORARY ABOVE GROUND WATER LINE AGREEMENT

7/25/2014

1-7-1

NO CONSENT REQUIRED

DODDRIDGE

DIANE DAVIS

DAVIS, JONATHAN L.

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

8/22/2013

1-7-1

9/12/2013

312/523 #183040

NOT REQUIRED

DODDRIDGE

DIANE DAVIS

DAVIS, JONATHAN AND LOUELLA

ANTERO MIDSTREAM LLC

TEMPORARY ABOVE GROUND WATER LINE AGREEMENT

7/25/2014

1-7-2

NO CONSENT REQUIRED

DODDRIDGE

DIANE DAVIS

DAVIS, LOUELLA DIANE AND JONATHAN

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

8/22/2013

1-7-2

12/6/2013

318/500 #188582

NOT REQUIRED

DODDRIDGE

DIANE DAVIS LINE

DAVIS,JONATHAN L.

ANTERO MIDSTREAM LLC

OPTION TO PURCHASE TEMPORARY WATER LINE

8/25/2014

1-7-1

N/A

WRITTEN CONSENT

DODDRIDGE

DIANE DAVIS WATER

DAVIS, JONATHAN & LOUELLA

ANTERO MIDSTREAM LLC

TEMPORARY WATER LINE OPTION AND AGREEMENT

1-7-2

N/A

NO CONSENT REQUIRED

DODDRIDGE

DOTSON TO MCGILL WATER

D&M POWELL

ANTERO MIDSTREAM LLC

TEMPORARY ACCESS ROAD EASEMENT AGREEMENT

7/16/2014

1-9-38

N/A

NO CONSENT REQUIRED

DODDRIDGE

DOTSON-HOLLAND WATER

McCLOY, ALVADORE
McCLOY, FRANCES JEAN

ANTERO MIDSTREAM LLC

TEMPORARY WATER LINE OPTION AND AGREEMENT

5/12/2014

1-9-22

N/A

NO CONSENT REQUIRED

DODDRIDGE

DOTSON-HOLLAND WATER

TODD, KATHY R.

ANTERO MIDSTREAM LLC

TEMPORARY WATER LINE OPTION AND AGREEMENT

5/14/2014

1-9-27

N/A

NO CONSENT REQUIRED

DODDRIDGE

DOTSON-HOLLAND WATER

HOLLAND, KIMBERLEE K.

ANTERO MIDSTREAM LLC

TEMPORARY WATER LINE OPTION AND AGREEMENT

5/14/2014

1-9-26.1

N/A

NO CONSENT REQUIRED

DODDRIDGE

ERWIN HILLTOP

CRISLIP, REXALL ET AL

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

3/16/2012

6-12-34

4/2/2012

298/367 #161482

NOT REQUIRED

DODDRIDGE

ERWIN HILLTOP

CRISLIP, REXALL ET AL

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

3/16/2012

6-12-34

4/2/2012

298/360 #161481

NOT REQUIRED

DODDRIDGE

ERWIN HILLTOP

CRISLIP, REXALL ET AL

ANTERO RESOURCES APPALACHIAN CORPORATION

ROAD ACCESS EASEMENT AGREEMENT

11/16/2012

6-12-34

9/19/2013

313/269 #183431

DODDRIDGE

ERWIN HILLTOP

ERWIN, JOHN F.

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

3/19/2012

6-12-34

4/10/2012

298/695 #161755

NOT REQUIRED

DODDRIDGE

ERWIN HILLTOP

ERWIN, JOHN F.

ANTERO RESOURCES APPALACHIAN CORPORATION

MODIFICATION OF PERMANENT EASEMENT

9/13/2012

6-12-34

11/20/2012

304/100 #168827

NOT REQUIRED

DODDRIDGE

ERWIN HILLTOP

ERWIN, JOHN F.

ANTERO RESOURCES APPALACHIAN CORPORATION

SURFACE FACILITY EASEMENT

9/14/2012

6-12-34

11/20/2012

304/95 #168826

NOT REQUIRED

DODDRIDGE

ERWIN HILLTOP

FLUHARTY, MICHAEL ET AL

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

2/23/2012

6-15-1

4/10/2012

299/01 #161759

NOTICE WITHIN 60 DAYS AFTER ASSIGNMENT

DODDRIDGE

ERWIN HILLTOP

FLUHARTY, MICHAEL D., ET AL

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

9/25/2013

6-15-1

4/10/2012

299/61 161259

DODDRIDGE

ERWIN HILLTOP

CORNE, CHARLES W., JR. ET AL

ANTERO RESOURCES APPALACHIAN CORPORATION

SURFACE FACILITY EASEMENT

7/16/2012

6-14-16

9/12/2013

312/545 #183043

NOT REQUIRED

DODDRIDGE

ERWIN HILLTOP

CORNE, CHARLES W., JR. ET AL

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

4/24/2013

6-14-16

4/10/2012

298/709 #161757

NOT REQUIRED

DODDRIDGE

ERWIN HILLTOP

NICHOLSON, RICHARD KELLY ET AL

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

12/2/2011

6-12-33
6-15-2.2

9/17/2013

313/99 #183249

NOT REQUIRED

DODDRIDGE

ERWIN HILLTOP

NICHOLSON, RICHARD KELLY ET AL

ANTERO RESOURCES APPALACHIAN CORPORATION

MODIFICATION OF PERMANENT EASEMENT

5/13/2012

6-12-33
6-15-2.2

9/17/2013

313/105 #183250

NOT REQUIRED

DODDRIDGE

ERWIN HILLTOP

NICHOLSON, RICHARD KELLY ET AL

ANTERO RESOURCES APPALACHIAN CORPORATION

ADDITIONAL PIPELINE AGREEMENT

5/13/2013

6-12-33
6-15-2.2

9/17/2013

313/108 #183251

NOT REQUIRED

DODDRIDGE

ERWIN HILLTOP

HAWKINBERRY, DENZIL W., II ET UX

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

1/27/2012

6-14-16.3

4/10/2012

298/702 #161756

NOT REQUIRED

DODDRIDGE

ERWIN HILLTOP

CARL HINTER HEIRS;
BURTON, VIVIAN E. ET AL

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

12/28/2011

6-15-13.2

4/10/2012

298/687 #161754

NOT REQUIRED

DODDRIDGE

ERWIN HILLTOP

CARL HINTER HEIRS;
BURTON, VIVIAN E. ET AL

ANTERO RESOURCES APPALACHIAN CORPORATION

MODIFICATION OF PERMANENT EASEMENT AGREEMENT

8/12/2012

6-15-13.2

10/5/2012

303/300 #167311

NOT REQUIRED

DODDRIDGE

ERWIN HILLTOP

CONRAD, ROBERT G. ET AL

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

2/8/2012

6-15-13.2

4/10/2012

298/717 #161758

NOT REQUIRED

DODDRIDGE

ERWIN HILLTOP

CONRAD, ROBERT G. ET AL

ANTERO RESOURCES CORPORATION

ADDITIONAL PIPELINE AGREEMENT

6/24/2013

6-15-13.2

9/17/2013

313/7 #183232

NOT REQUIRED

DODDRIDGE

ERWIN HILLTOP

FARROW, JOAN R.

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

12/21/2011

6-15-2
6-15-3

4/10/2012

299/10 #161760

NOT REQUIRED

DODDRIDGE

ERWIN HILLTOP

FARROW, JOAN R.

ANTERO RESOURCES APPALACHIAN CORPORATION

ADDITIONAL PIPELINE AGREEMENT

6/18/2013

6-15-2
6-15-3

9/17/2013

313/56 #183244

NOT REQUIRED

DODDRIDGE

ERWIN HILLTOP

FRONC, JACEK

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

1/3/2012

6-15-2.1

10/24/2012

303/578 #167995

NOT REQUIRED

DODDRIDGE

ERWIN HILLTOP

FRONC, JACEK

ANTERO RESOURCES APPALACHIAN CORPORATION

ROAD ACCESS AGREEMENT

4/6/2012

6-15-2.1

12/9/2013

318/644 #188830

NOT REQUIRED

DODDRIDGE

ERWIN HILLTOP

FRONC, JACEK

ANTERO RESOURCES APPALACHIAN CORPORATION

ADDITIONALPIPELINE AGREEMENT

5/22/2013

6-15-2.1

9/17/2013

313/60 #183245

NOT REQUIRED

DODDRIDGE

Foreman Water Impoundment

Burner Land Co. Inc

ANTERO RESOURCES APPALACHIAN CORPORATION

SUA and Compensation

7/16/2012

9-7

7/25/2012

302/83 164798

NOT REQUIRED

DODDRIDGE

Foreman Water Impoundment

Dennis Foreman

ANTERO RESOURCES APPALACHIAN CORPORATION

SUA and Compensation

5/3/2012

10-7

5/24/2012

301/108 162979

NOT REQUIRED

DODDRIDGE

Foreman Water Impoundment

Lawrence J Jones and Jacqueline Jones

ANTERO RESOURCES APPALACHIAN CORPORATION

SUA and Compensation

8/16/2012

12.2-6

8/28/2012

275/456 165999

NOT REQUIRED

DODDRIDGE

Foreman Water Impoundment

Clevenger, Richard D. & Margeurite A.

ANTERO RESOURCES APPALACHIAN CORPORATION

Access Road Aggreeement

5/3/2012

21-7

NOT REQUIRED

DODDRIDGE

FRITZ WATER

KEY OIL COMPANY

ANTERO MIDSTREAM LLC

TEMPORARY ABOVE GROUND WATER LINE AGREEMENT

8/12/2014

8-19-7
8-19-13
8-19-19

NO CONSENT REQUIRED

DODDRIDGE

FRITZ WATER

DOTSON, LARRY

ANTERO MIDSTREAM LLC

TEMPORARY ABOVE GROUND WATER LINE AGREEMENT

4/27/2014

8-22-2
8-22-3
8-22-4

NO CONSENT REQUIRED

DODDRIDGE

FRITZ WATER

KILEY, JOSEPH & JACQUELINE

ANTERO MIDSTREAM LLC

TEMPORARY ABOVE GROUND WATER LINE AGREEMENT

4/26/2014

8-22-5.1

NO CONSENT REQUIRED

DODDRIDGE

FRITZ WATER

BARBARA LOVERN TRUST

ANTERO MIDSTREAM LLC

TEMPORARY ABOVE GROUND WATER LINE AGREEMENT

5/3/2014

8-22-5.4

NO CONSENT REQUIRED

DODDRIDGE

FRITZ WATER

MUMMA, CARROL

ANTERO MIDSTREAM LLC

TEMPORARY ABOVE GROUND WATER LINE AGREEMENT

4/29/2014

8-22-5.6

NO CONSENT REQUIRED

DODDRIDGE

FRITZ WATER LINE

DOTSON, LARRY

ANTERO MIDSTREAM LLC

TEMPORARY WATER LINE AGREEMENT AND OPTION

4/26/2014

8-22-2
8-22-3
8-22-4

N/A

NO CONSENT REQUIRED

DODDRIDGE

FRITZ WATER LINE

KILEY, JOSEPH & JACQUELINE

ANTERO MIDSTREAM LLC

TEMPORARY WATER LINE AGREEMENT AND OPTION

4/26/2014

8-22-5.1

N/A

NO CONSENT REQUIRED

DODDRIDGE

FRITZ WATER LINE

MUMMA, CARROLL
MUMMA, JOANN

ANTERO MIDSTREAM LLC

TEMPORARY WATER LINE AGREEMENT AND OPTION

4/29/2014

8-22-5.6

N/A

NO CONSENT REQUIRED

DODDRIDGE

Heflin Water Impoundment

Clifford Bash

ANTERO RESOURCES APPALACHIAN CORPORATION

SUA and Compensation

1/6/2012

32-11

2/25/2013

305/363 172511

NO CONSENT REQUIRED

DODDRIDGE

Heflin Water Impoundment

Bernard Hurst Jr and Carol Hurst

ANTERO RESOURCES APPALACHIAN CORPORATION

SUA and Compensation

10/9/2012

32-11

11/8/2012

304/13 168389

NO CONSENT REQUIRED

DODDRIDGE

Heflin Water Impoundment

Laura Matunda

ANTERO RESOURCES APPALACHIAN CORPORATION

SUA and Compensation

12/14/2012

32-11

2/25/2013

305/386 172520

NO CONSENT REQUIRED

DODDRIDGE

Heflin Water Impoundment

Kristi Nicholson

ANTERO RESOURCES APPALACHIAN CORPORATION

SUA and Compensation

10/17/2012

32-11

11/8/2012

304/23 168394

NO CONSENT REQUIRED

DODDRIDGE

Heflin Water Impoundment

Clarence Everett Sperry and Josephine H Sperry

ANTERO RESOURCES APPALACHIAN CORPORATION

SUA and Compensation

11/9/2012

32-11

12/5/2012

304/197 169164

NO CONSENT REQUIRED

DODDRIDGE

Heflin Water Impoundment

Janet Sperry

ANTERO RESOURCES APPALACHIAN CORPORATION

SUA and Compensation

11/3/2012

32-11

12/5/2012

304/195 169163

NO CONSENT REQUIRED

DODDRIDGE

Heflin Water Impoundment

Diane Sperry

ANTERO RESOURCES APPALACHIAN CORPORATION

SUA and Compensation

11/5/2012

32-11

12/5/2012

304/199 169165

NO CONSENT REQUIRED

DODDRIDGE

Heflin Water Impoundment

Jean A Nicholson

ANTERO RESOURCES APPALACHIAN CORPORATION

SUA and Compensation

10/10/2012

32-11

11/8/2012

304/21 168393

NO CONSENT REQUIRED

DODDRIDGE

Heflin Water Impoundment

Gary L Nicholson and Shirley Nicholson

ANTERO RESOURCES APPALACHIAN CORPORATION

SUA and Compensation

11/5/2012

32-11

12/5/2012

304/209 169170

NO CONSENT REQUIRED

DODDRIDGE

Heflin Water Impoundment

Katherine Taylor

ANTERO RESOURCES APPALACHIAN CORPORATION

SUA and Compensation

4/30/2013

32-11

7/23/2013

310/509 180217

NO CONSENT REQUIRED

DODDRIDGE

Heflin Water Impoundment

Jeffrey J Ford

ANTERO RESOURCES APPALACHIAN CORPORATION

SUA and Compensation

10/26/2012

36-11

11/8/2012

303/723 168379

NO CONSENT REQUIRED

DODDRIDGE

Hinter Heirs North Water Impoundment

David & Vivian Burton and Richard and Loreta Delaney

ANTERO RESOURCES APPALACHIAN CORPORATION

Water Impoundment and Compensation

12/20/2012

12-15

2/25/2013

305/383 172519

NO CONSENT REQUIRED

DODDRIDGE

Hinter Heirs South Water Impoundment

David & Vivian Burton and Richard and Loreta Delaney

ANTERO RESOURCES APPALACHIAN CORPORATION

Water Impoundment and Compensation

12/20/2012

12-15

NO CONSENT REQUIRED

DODDRIDGE

HINTER HEIRS TO CLINE WATER

FLUHARTY, MICHAEL D.
FLUHARTY, RICHARD P.
FLUHARTY, ROBERT L.

ANTERO MIDSTREAM LLC

TEMPORARY WATER LINE AGREEMENT AND OPTION

4/28/2014

6-15-1

N/A

NO CONSENT REQUIRED

DODDRIDGE

HWY 50 CROSSING

LAW, RONALD L.

ANTERO RESOURCES CORPORATION

TEMPORARY ROAD ACCESS

9/27/2013

6-2-1

N/A

NO CONSENT REQUIRED

DODDRIDGE

HWY 50 CROSSING

RACE, FRANK W., ET UX

ANTERO RESOURCES CORPORATION

TEMPORARY WORKSPACE

8/22/2013

8-13-18

N/A

NOT REQUIRED

DODDRIDGE

HWY 50 CROSSING

RILL, ELWOOD P., ET UX

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

10/31/2013

6-1-3 6-1-4

10/2/2014

336/89 #212302

NO CONSENT REQUIRED

DODDRIDGE

HWY 50 CROSSING

BALLENGER, JAMES M., ET UX

ANTERO RESOURCES CORPORATION

TEMPORARY WORKSPACE

10/22/2013

8-16-5
8-16-6
8-17-2
8-17-2.1

N/A

NO CONSENT REQUIRED

DODDRIDGE

HWY 50 XING

LAW, RONALD

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

8/8/2013

6-2-1

2/19/2014

321/161 #193872

NOT REQUIRED

DODDRIDGE

HWY 50 XING

COTTRILL, TIMOTHY ET UX

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

8/24/2013

8-13-15

2/26/2014

321/250

NOT REQUIRED

DODDRIDGE

HWY 50 XING

WASMER, SEAN

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

8/14/2013

8-13-17

PENDING

NOT REQUIRED

DODDRIDGE

HWY 50 XING

RACE, FRANK ET UX

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

5/21/2013

8-13-18

12/9/2013

318/627 #188822

NOT REQUIRED

DODDRIDGE

HWY 50 XING

BLAND, JAMES ET UX

ANTERO RESOURCES APPALACHIAN CORPORATION

ROAD ACCESS AGREEMENT

3/30/2012

3-16-15.2

12/9/2013

318/647 #188832

NOT REQUIRED

DODDRIDGE

HWY 50 XING

BLAND, JAMES ET UX

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

8/6/2012

3-16-15.2

PENDING

NOT REQUIRED

DODDRIDGE

HWY 50 XING

HALL DRILLING, LLC

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

9/12/2013

8-13-16.3

10/2/2014

336/70 #212299

NOT REQUIRED

DODDRIDGE

HWY 50 XING

WASMER, RODNEY

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

8/14/2013

8-13-16.5

PENDING

NOT REQUIRED

DODDRIDGE

HWY 50 XING

BALLENGER, JAMES ET UX

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

5/21/2013

8-16-5
8-16-6
8-17-2
8-17-2.1

2/26/2014

321/236 #194165

NOT REQUIRED

DODDRIDGE

HWY 50 X-ING

HICKMAN, MARK & BRENDA

ANTERO RESOURCES MIDSTREAM LLC

TEMPORARY WORKSPACE

3/26/2014

3-19-4

N/A

NO CONSENT REQUIRED

DODDRIDGE

HWY 50 X-ING

LEATHERMAN, MICHAEL ET AL

ANTERO RESOURCES CORPORATION

TEMPORARY ROAD ACCESS EASEMENT AGREMENT

12/11/2013

3-16-15

N/A

NO CONSENT REQUIRED

DODDRIDGE

HWY 50 X-ING

LEATHERMAN, MICHAEL ET AL

ANTERO RESOURCES CORPORATION

TEMPORARY WORKSPACE AGREEMENT

12/11/2013

3-16-15

N/A

NO CONSENT REQUIRED

DODDRIDGE

HWY 50 X-ING

BLAND, JAMES ET AL

ANTERO RESOURCES CORPORATION

TEMPORARY WORKSPACE AGREEMENT

12/13/2013

3-16-15.2

N/A

NO CONSENT REQUIRED

DODDRIDGE

HWY 50 X-ING

BLAND, JAMES A. & ANGELA
HASS, RONALD M. & JAMIE

ANTERO RESOURCES MIDSTREAM LLC

PERMANENT EASEMENT AGREEMENT

3/25/2014

3-16-15.2

8/18/2014

332/525 #207905

NO CONSENT REQUIRED

DODDRIDGE

HWY 50 X-ING

BLAND, JAMES A. & ANGELA
HASS, RONALD M. & JAMIE

ANTERO RESOURCES MIDSTREAM LLC

TEMPORARY ROAD ACCESS EASEMENT AGREEMENT

3/25/2014

3-16-15.2

N/A

NO CONSENT REQUIRED

DODDRIDGE

HWY 50 XING CANTON WATER

LEATHERMAN, DELBERT E. & DONNA M.

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

9/6/2013

3-16-15

8/18/2014

332/511 #207904

DODDRIDGE

HWY 50 XING CANTON WATER

LEATHERMAN, DELBERT E. & DONNA M.

ANTERO RESOURCES CORPORATION

PERMANENT ACCESS ROAD

8/19/2014

3-16-15

NO CONSENT REQUIRED

DODDRIDGE

HWY 50 XING
CANTON WATER

WALLS, TERRY ET UX

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

8/6/2013

8-9-4.1

12/9/2013

318/634 #188824

NOT REQUIRED

DODDRIDGE

HWY CROSSING

BOWYER, DAVID

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

9/11/2013

3-16-14

NO CONSENT REQUIRED

DODDRIDGE

HWY CROSSING

BOWYER, DAVID

ANTERO RESOURCES CORPORATION

TEMPORARY ACCESS ROAD AGREEMENT

9/11/2013

3-16-14

N/A

NO CONSENT REQUIRED

DODDRIDGE

HWY CROSSING

JETT, GLORIA J.

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

8/26/2013

3-16-19

OPTION ONLY

NO CONSENT REQUIRED

DODDRIDGE

HWY CROSSING

STRICKLING, JOHN P., ET UX

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT FOR HWY CROSSING

9/16/2013

8-13-16.1

10/2/2014

336/78 #212300

NO CONSENT REQUIRED

DODDRIDGE

James Webb Fresh Water Impoundment

James E Webb

ANTERO RESOURCES APPALACHIAN CORPORATION

Water Impoundment and Compensation

5/8/2013

3-15

DODDRIDGE

JON DAVIS

DAVIS, JONATHAN L.

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

6/20/2012

1-7-1

9/19/2013

313/263 #183430

NOT REQUIRED

DODDRIDGE

JON DAVIS

DAVIS, JONATHAN L.

ANTERO RESOURCES MIDSTREAM LLC

TEMPORARY ABOVE GROUND WATER LINE AGREEMENT

2/3/2014

1-7-1

N/A

NO CONSENT REQUIRED

DODDRIDGE

JON DAVIS

COTTRILL, BRENT SCOTT & LAURA MARIE

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

6/13/2012

1-7-20
(1-6-43)

9/11/2013

312/419 #182965

NOT REQUIRED

DODDRIDGE

JON DAVIS

COTTRILL, BRENT SCOTT & LAURA MARIE

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

10/28/2012

1-7-20
(1-6-43)

2/8/2013

305/111 #171726

NOT REQUIRED

DODDRIDGE

LAKE TO HEFLIN (TICHENAL H2O)

MORGAN, MONA LEE

ANTERO MIDSTREAM LLC

TEMPORARY WATER LINE OPTION AND AGREEMENT

7/17/2014

4-11-26

N/A

NO CONSENT REQUIRED

DODDRIDGE

Lake Water Impoundment

Big United Methodist Church

ANTERO RESOURCES APPALACHIAN CORPORATION

Access Road Aggreeement

3/4/2013

9-12

DODDRIDGE

LAW TO SHERWOOD

SUTTON, JEREMY AND AMANDA

ANTERO RESOURCES APPALACHIAN CORPORATION

MODIFICATION OF OPTION AND EASEMENT FOR ADDITIONAL PIPELINE

3/14/2012

3-19-39

6/19/2013

309/517 #178270

NOT REQUIRED

DODDRIDGE

LAW TO SHERWOOD

SUTTON, JEREMY AND AMANDA

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

4/26/2012

3-19-39

6/28/2012

301/615 #163924

NOT REQUIRED

DODDRIDGE

LAW TO SHERWOOD

POWELL, DENNIS AND MELLIE

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

11/7/2011

3-19-33; 3-19-32; 3-19-31.2; 3-19-31.1: 3-19-31; 3-19-10

11-7-2011 & 12-2-2011

294/579 #157890 & 295/38 #158340

NOT REQUIRED

DODDRIDGE

LAW TO SHERWOOD

RIVERS, HOWARD J. AND TAMMY S.

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

3/15/2012

6-2-11.1

9/12/2012

302/673 #166785

NOT REQUIRED

DODDRIDGE

LAW TO SHERWOOD

BLAND, ROBERT C. ET UX

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

1/12/2012

6-2-2
6-2-4
6-2-8

9/21/2012

302/682 #166787

NOT REQUIRED

DODDRIDGE

LAW TO SHERWOOD

BLAND, ROBERT C. ET UX

ANTERO RESOURCES APPALACHIAN CORPORATION

MODIFICATION FOR ADDITIONAL LINES

2/20/2013

6-2-2
6-2-4
6-2-8

9/18/2012

302/679 #166786

NOT REQUIRED

DODDRIDGE

LAW TO SHERWOOD

BLAND, ROBERT C. ET UX

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

2/20/2013

6-2-2
6-2-4
6-2-8

8/21/2013

311/459 #181869

NOT REQUIRED

DODDRIDGE

LAW TO SHERWOOD

NESLER, CHARLES E., II

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

5/8/2012

6-2-7
6-4-7

6/28/2012

301/593 #163919

NOT REQUIRED

DODDRIDGE

LAW TO SHERWOOD

NESLER, CHARLES E., II

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

3/15/2013

6-2-7
6-4-7

6/28/2012

301/593 #163919

NOT REQUIRED

DODDRIDGE

Lemley Water Impoundment

HFP LLC

ANTERO RESOURCES CORPORATION

SUA and Compensation

1/16/2014

5-13

DODDRIDGE

Lemley Water Impoundment

Mt Salem Revival Grounds

ANTERO RESOURCES CORPORATION

Water Impoundment Agreement

10/15/2013

10 -13 10.1-13

12/5/2013

318/452 188519

NO CONSENT REQUIRED

DODDRIDGE

Lemley Water Impoundment

Jefferey D Hill, Craig A Hill, and Phillip N Hill

ANTERO RESOURCES CORPORATION

SUA and Compensation

10/2/2013

11/11.2-13/11.3-13/35-13

12/5/2013

318/444 188516

NO CONSENT REQUIRED

DODDRIDGE

Lemley Water Impoundment

Brian D Lemley/Rick A Lemaster & Christy M Lemaster

ANTERO RESOURCES CORPORATION

SUA and Compensation

11/12/2013

11/11.2-13/11.3-13/35-13

1/23/2014

320/99 191544

NO CONSENT REQUIRED

DODDRIDGE

Lemley Water Impoundment

Dennis S Powell and Kay L Powell

ANTERO RESOURCES APPALACHIAN CORPORATION

SUA and Compensation

2/7/2013

7.8-10/25-10

DODDRIDGE

M.I.C TO NALLEY

FOSTER, YVONNE

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

2/15/2014

3-5-3

NO CONSENT REQUIRED

DODDRIDGE

Marsden Water Impoundment

Richard E Marsden & Wilma J Marsden

ANTERO RESOURCES APPALACHIAN CORPORATION

SUA and Compensation

3/-/2012

16-4

7/23/2014

331/436 205723

NO CONSENT REQUIRED

DODDRIDGE

MCGILL

LEWIS, ROBERT KEITH ET AL

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

12/4/2012

1-10-18

9/17/2013

313/19 #183234

NOT REQUIRED

DODDRIDGE

MCGILL

LEWIS, ROBERT KEITH ET AL

ANTERO RESOURCES APPALACHIAN CORPORATION

SURFACE FACILITY AGREEMENT

12/4/2012

1-10-18

9/17/2013

313/26 #183235

NOT REQUIRED

DODDRIDGE

MCGILL

CLARK, TERESA L.

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

9/6/2012

1-10-19

2/8/2013

305/104 #171725

NOT REQUIRED

DODDRIDGE

MCGILL

MOORE DARRELL

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

7/12/2012

1-10-20

2/8/2013

305/123 #171729

NOT REQUIRED

DODDRIDGE

MCGILL

MOORE, DARRELL

ANTERO RESOURCES APPALACHIAN CORPORATION

MODIFICATION OF OPTION AND PERMANENT EASEMENT AGREEMENT

10/30/2012

1-10-20

2/8/2013

305/129 #171730

NOT REQUIRED

DODDRIDGE

MCGILL

MOORE, DARRELL

ANTERO RESOURCES APPALACHIAN CORPORATION

SURFACE FACILITY AGREEMENT

5/29/2013

1-10-20

2/8/2013

305/131 #171731

NOT REQUIRED

DODDRIDGE

MCGILL

MOORE, DARRELL A.

ANTERO RESOURCES CORPORATION

TEMPORARY ABOVE GROUND WATER LINE

11/19/2013

1-10-20

N/A

NO CONSENT REQUIRED

DODDRIDGE

MCGILL

MOORE, DARRELL A.

ANTERO RESOURCES CORPORATION

TEMPORARY ABOVE GROUND WATER LINE

11/19/2013

1-10-20

NO CONSENT REQUIRED

DODDRIDGE

MCGILL

MCGILL, FRANK E. & SHIRLEY M.

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT

12/12/2012

1-9-21

9/17/2013

313/40 #183237

NOT REQUIRED

DODDRIDGE

MCGILL

LEWIS, ALBERT LAYTON

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

12/4/2012

1-10-18.1

9/17/2013

313/47 #183238

NOT REQUIRED

DODDRIDGE

MCGILL

LEWIS, ALBERT LAYTON

ANTERO RESOURCES CORPORATION

TEMPORARY ABOVE GROUND WATER LINE

12/6/2013

1-10-18.1

N/A

NO CONSENT REQUIRED

DODDRIDGE

MCGILL

LEWIS, ALBERT LAYTON

ANTERO RESOURCES CORPORATION

TEMPORARY ABOVE GROUND WATER LINE

12/6/2013

1-10-18.1

NO CONSENT REQUIRED

DODDRIDGE

MCGILL

MOORE, DARRELL

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT ACCESS ROAD

10/30/2012

1-10-20 & 1-10-25

2/8/2013

305/136 #171732

NOT REQUIRED

DODDRIDGE

MCGILL

CHIPPS, PERRY ET AL

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

8/19/2012

1-10-27; 1-10-26; 1-10-28

8/26/2012

311/494 #182040

NOT REQUIRED

DODDRIDGE

MCGILL TO DOTSON HOLLAND

MEYER, JOSEPH

ANTERO MIDSTREAM LLC

TEMPORARY ABOVE GROUND WATER LINE AGREEMENT

5/18/2014

1-9-30

NO CONSENT REQUIRED

DODDRIDGE

MCGILL TO DOTSON HOLLAND

D&M POWELL LLC

ANTERO MIDSTREAM LLC

TEMPORARY ABOVE GROUND WATER LINE AGREEMENT

5/28/2014

1-9-38

NO CONSENT REQUIRED

DODDRIDGE

MCGILL TO DOTSON HOLLAND

MCCLOY, ALVADORE

ANTERO MIDSTREAM LLC

TEMPORARY ABOVE GROUND WATER LINE AGREEMENT

5/12/2014

1-9-22

NO CONSENT REQUIRED

DODDRIDGE

MCGILL TO DOTSON HOLLAND

DOTSON, ALLEN ET AL

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

7/29/2013

1-9-23

NO CONSENT REQUIRED

DODDRIDGE

MCGILL TO DOTSON HOLLAND

TODD, KATHY

ANTERO MIDSTREAM LLC

TEMPORARY ABOVE GROUND WATER LINE AGREEMENT

5/14/2014

1-9-27

NO CONSENT REQUIRED

DODDRIDGE

MCGILL TO DOTSON HOLLAND

HOLLAND, KIMBERLEE

ANTERO MIDSTREAM LLC

TEMPORARY ABOVE GROUND WATER LINE AGREEMENT

5/14/2014

1-9-26.1

NO CONSENT REQUIRED

DODDRIDGE

McGILL TO DOTSON-HOLLAND WATER

MEYER, JOSEPH J.
MEYER, VIOLET F.

ANTERO MIDSTREAM LLC

TEMPORARY WATER LINE OPTION AND AGREEMENT

5/18/2014

1-9-30

N/A

NO CONSENT REQUIRED

DODDRIDGE

McGILL TO DOTSON-HOLLAND WATER

D & M POWELL, LLC

ANTERO MIDSTREAM LLC

TEMPORARY WATER LINE OPTION AND AGREEMENT

5/28/2014

3-14-7
3-14-17.1
3-14-13
3-14-14
3-14-14.1

N/A

NO CONSENT REQUIRED

DODDRIDGE

MELODY FWI TO MISERY

ANTERO RESOURCES CORPORATION

ANTERO MIDSTREAM LLC

PERMANENT EASEMENT AGREEMENT

5/1/2014

3-4-10
3-5-11
3-5-11.1

NO CONSENT REQUIRED

DODDRIDGE

MIDPT TO GARRY

FLUHARTY, MICHAEL D.

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

2/23/2012

6-15-1

8/19/2013

311/188 #181734

NOT REQUIRED

DODDRIDGE

MIDPT TO GARRY

FLUHARTY, MICHAEL D.

ANTERO RESOURCES APPALACHIAN CORPORATION

ADDITIONAL PIPELINE AGREEMENT

6/14/2013

6-15-1

8/19/2013

311/196 #181735

NOT REQUIRED

DODDRIDGE

MIDPT TO GARRY

ROBINSON, RICHARD GARRY

ANTERO RESOURCES APPALACHIAN CORPORATION

SURFACE FACILITY AGREEMENT

10/29/2011

6-14-9

2/8/2013

305/195

NOT REQUIRED

DODDRIDGE

MIDPT TO GARRY

ROBINSON, RICHARD GARRY

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

12/15/2011

6-14-9

2/8/2013

305/190 #171757

NOT REQUIRED

DODDRIDGE

MIDPT TO GARRY

BURTON, VIVIAN E.

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

12/28/2011

6-15-12

4/10/2012

298/687 #161754

NOT REQUIRED

DODDRIDGE

MIDPT TO GARRY

BURTON, VIVIAN E.

ANTERO RESOURCES CORPORATION

ADDITIONAL PIPELINE AGREEMENT

7/22/2013

6-15-12

4/10/2012

298/687 #161754

NOT REQUIRED

DODDRIDGE

MIDPT TO GARRY

WHEELER, DONNA C. & CORNE, CHARLES W.

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

2/29/2012

6-14-16

4/10/2012

298/709 #161757

NOT REQUIRED

DODDRIDGE

MIDPT TO GARRY

WHEELER, DONNA C. & CORNE, CHARLES W.

ANTERO RESOURCES APPALACHIAN CORPORATION

SURFACE FACILITY AGREEMENT

7/16/2012

6-14-16

9/12/2013

312/545 #183043

NOT REQUIRED

DODDRIDGE

MIDPT TO GARRY

NICHOLSON, RICHARD K.

ANTERO RESOURCES APPALACHIAN CORPORATION

ADDITIONAL PIPELINE AGREEMENT

5/13/2013

6-12-33 & 6-15-2.2

9/17/2013

313/108 #183251

NOT REQUIRED

DODDRIDGE

MIDPT TO GARRY

NICHOLSON, RICHARD K.

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

12/2/2011

6-12-33
6-15-2.2

9/17/2013

313/99 #183249

NOT REQUIRED

DODDRIDGE

MIDPT TO GARRY

NICHOLSON, RICHARD K.

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

12/2/2011

6-12-33
6-15-2.2

9/17/2013

313/99 #183249

NOT REQUIRED

DODDRIDGE

MIDPT TO GARRY

NICHOLSON, RICHARD K.

ANTERO RESOURCES APPALACHIAN CORPORATION

MODIFICATION OF OPTION AND PERMANENT EASEMENT

5/13/2012

6-12-33
6-15-2.2

9/17/2013

313/105 #183250

NOT REQUIRED

DODDRIDGE

MIDPT TO GARRY

CRISLIP, REXALL M. ET AL

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

5/9/2013

6-12-34
6-12-39

9/9/2013

312/292 #182713

NOT REQUIRED

DODDRIDGE

MIDPT TO GARRY

CONRAD, ROBERT G. & IRENE T. BUSCH

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

2/8/2012

6-15-13.2

4/10/2012

298/717 #161758

NOT REQUIRED

DODDRIDGE

MIDPT TO GARRY

CONRAD, ROBERT G. & IRENE T. BUSCH

ANTERO RESOURCES APPALACHIAN CORPORATION

ADDITIONAL PIPELINE AGREEMENT

6/24/2013

6-15-13.2

9/17/2013

313/7 #183232

NOT REQUIRED

DODDRIDGE

MIDPT TO GARRY

FARROW, JOAN R.

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

12/21/2011

6-15-2
6-15-3

4/10/2012

299/10 #161760

NOT REQUIRED

DODDRIDGE

MIDPT TO GARRY

FARROW, JOAN R.

ANTERO RESOURCES APPALACHIAN CORPORATION

ADDITIONAL PIPELINE AGREEMENT

6/18/2013

6-15-2
6-15-3

9/17/2013

313/56 #183244

NOT REQUIRED

DODDRIDGE

MIDPT TO GARRY

FRONC, JACEK

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

1/3/2012

6-15-2.1

10/24/2012

303/578 #167995

NOT REQUIRED

DODDRIDGE

MIDPT TO GARRY

FRONC, JACEK

ANTERO RESOURCES APPALACHIAN CORPORATION

ADDITIONAL PIPELINE AGREEMENT

5/22/2013

6-15-2.1

9/17/2013

313/60 #183245

NOT REQUIRED

DODDRIDGE

MIDPT TO GARRY

FRONC, JACEK

ANTERO RESOURCES CORPORATION

TEMPORARY WORKSPACE AGREEMENT

10/10/2013

6-15-2.1

N/A

NOT REQUIRED

DODDRIDGE

MIDPT TO GARRY

CRISLIP, REXALL M. ET AL

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

3/16/2012

6-15-8
6-15-9
6-12-34
6-12-39

4/2/2012

298/367 #161482

NOT REQUIRED

DODDRIDGE

MOORE

FRASHURE, CLYDE RYLAN, JR.

ANTERO RESOURCES APPALACHIAN CORPORATION

MODIFICATION OF PERMANENT EASEMENT AGREEMENT

3/15/2013

3-16-4
3-16-1

9/12/2013

312/581 #183049

NOT REQUIRED

DODDRIDGE

MOORE AND CANTON WATER

NOLL, JUDITH A.

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

12/22/2011

3-13-38

3/28/2012

297/533 #161369

NOT REQUIRED

DODDRIDGE

MOORE AND CANTON WATER

NOLL, JUDITH A.

ANTERO RESOURCES APPALACHIAN CORPORATION

ADDITIONAL PIPELINE AGREEMENT

3/29/2013

3-13-38

9/11/2013

312/463 #182976

NOT REQUIRED

DODDRIDGE

MOORE AND CANTON WATER

HAUG, ROBERT & BETTY

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT ROAD ACCESS

2/27/2012

8-9-2

3/28/2012

297/583 #161377

NOT REQUIRED

DODDRIDGE

MOORE AND CANTON WATER

FRASHURE, CLYDE RYLAN, JR.

ANTERO RESOURCES APPALACHIAN CORPORATION

ROAD ACCESS AGREEMENT

2/15/2012

38062

3/28/2012

297/529 #161368

NOT REQUIRED

DODDRIDGE

MOORE AND CANTON WATER

HOLDEN, PRESTON THEODORE, JR. ET AL

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

3/5/2012

3-16-13

3/28/2012

297/539 #161370

NOT REQUIRED

DODDRIDGE

MOORE AND CANTON WATER

HOLDEN, PRESTON THEODORE, JR. ET AL

ANTERO RESOURCES APPALACHIAN CORPORATION

ADDITIONAL PIPELINE AGREEMENT

8/9/2013

3-16-13

1/2/2014

319/433 #190105

NOT REQUIRED

DODDRIDGE

MOORE AND CANTON WATER

SULLIVAN, J. NELSON & ELLEN JOAN, H/W

ANTERO RESOURCES APPALACHIAN CORPORATION

ACCESS ROAD AGREEMENT

3/19/2012

3-17-17

4/27/2013

299/433 #162234

NOT REQUIRED

DODDRIDGE

MOORE AND CANTON WATER

JETT, GLORIA J.

ANTERO RESOURCES APPALACHIAN CORPORATION

ADDITIONAL PIPELINE AGREEMENT

6/25/2013

3-16-19

3/28/2012

297/563 #161374

NOT REQUIRED

DODDRIDGE

MOORE AND CANTON WATER

JETT, GLORIA J.

ANTERO RESOURCES APPALACHIAN CORPORATION

ADDITIONAL PIPELINE AGREEMENT

6/25/2013

3-16-19

1/2/2014

319/429 #190102

NOT REQUIRED

DODDRIDGE

MOORE AND CANTON WATER

UNDERWOOD, ROGER ET UX

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

12/17/2011

3-13-29

3/28/2012

297/570 #161375

NOT REQUIRED

DODDRIDGE

MOORE AND CANTON WATER

UNDERWOOD, ROGER ET UX

ANTERO RESOURCES APPALACHIAN CORPORATION

ADDITIONAL PIPELINE AGREEMENT

4/8/2013

3-13-29

9/19/2013

313/327 #183441

NOT REQUIRED

DODDRIDGE

MOORE AND CANTON WATER

MOORE, DWIGHT E. ET UX

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

12/9/2011

3-13-17
3-13-21
3-13-22
8-9-6

3/28/2012

297/589 #161379

NOT REQUIRED

DODDRIDGE

MOORE AND CANTON WATER

MOORE, DWIGHT E. ET UX

ANTERO RESOURCES APPALACHIAN CORPORATION

ADDITIONAL PIPELINE AGREEMENT

4/8/2012

3-13-17
3-13-21
3-13-22
8-9-6

9/4/2013

312/214 # 182517

NOT REQUIRED

DODDRIDGE

MOORE AND CANTON WATER

MOORE, DWIGHT E. ET UX

ANTERO RESOURCES APPALACHIAN CORPORATION

SURFACE FACILITY EASEMENT AGREEMENT

10/9/2012

3-13-17
3-13-21
3-13-22
8-9-6

11/5/2013

316/623 #186377

NOT REQUIRED

DODDRIDGE

MOORE AND CANTON WATER

FRASHURE, CLYDE RYLAN, JR.

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

11/20/2011

3-16-1
3-16-4

3/28/2012

297/553 #161372

NOT REQUIRED

DODDRIDGE

MOORE AND CANTON WATER

BLAND, JAMES ET UX AND HASS, RONALD ET UX

ANTERO RESOURCES APPALACHIAN CORPORATION

ACCESS ROAD AGREEMENT

3/30/2012

3-16-15.2

4/27/2012

299/437 #162235

NOT REQUIRED

DODDRIDGE

MOORE AND CANTON WATER

MERRITT, VIRGINIA M.

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

11/26/2011

3-16-4.2

3/28/2012

297/595 #161380

NOT REQUIRED

DODDRIDGE

MOORE AND CANTON WATER

MERRITT, VIRGINIA M.

ANTERO RESOURCES APPALACHIAN CORPORATION

ADDITIONAL PIPELINE AGREEMENT

5/12/2013

3-16-4.2

1/2/2014

319/419 #190097

NOT REQUIRED

DODDRIDGE

MOORE AND CANTON WATER

GRIM, TERRY L. & KATE R., H/W

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

12/10/2011

3-16-6
3-16-5

4/27/2012

299/427 #162233

NOT REQUIRED

DODDRIDGE

MOORE AND CANTON WATER

GRIM, TERRY L. & KATE R., H/W

ANTERO RESOURCES APPALACHIAN CORPORATION

ACCESS ROAD AGREEMENT

2/24/2012

3-16-6
3-16-5

3/28/2012

297/559 #161373

NOT REQUIRED

DODDRIDGE

MOORE AND CANTON WATER

GRIM, TERRY L. & KATE R., H/W

ANTERO RESOURCES APPALACHIAN CORPORATION

ADDITIONAL PIPELINE AGREEMENT

5/27/2013

3-16-6
3-16-5

2/19/2014

321/157 #193869

NOT REQUIRED

DODDRIDGE

MOORE CANTON TO MELODY

LORKOVICH, LEONA ET AL

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

7/10/20132

3-5-2

NO CONSENT REQUIRED

DODDRIDGE

MOORE CANTON TO MELODY

COSTILOW, CHARLRES

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

6/29/2013

3-5-6

NO CONSENT REQUIRED

DODDRIDGE

MOORE CANTON TO MELODY

KIMBALL, MARVIN ET AL

ANTERO MIDSTREAM LLC

TEMPORARY ABOVE GROUND WATER LINE AGREEMENT

8/11/2014

3-2-16

NO CONSENT REQUIRED

DODDRIDGE

MOORE CANTON TO MELODY

JORDAN FAMILY PARTNERSHIP

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

7/30/2013

3-5-7
3-5-8
3-5-15

NO CONSENT REQUIRED

DODDRIDGE

MOORE TO R. J. SMITH

RUBLE, SCOTTY & MARTHA

ANTERO RESOURCES MIDSTREAM LLC

TEMPORARY ABOVE GROUND WATER LINE AGREEMENT

1/16/2014

3-9-2

N/A

NO CONSENT REQUIRED

DODDRIDGE

MOORE TO R. J. SMITH

RUBLE, SCOTTY & MARTHA

ANTERO RESOURCES MIDSTREAM LLC

TEMPORARY ABOVE GROUND WATER LINE AGREEMENT

1/16/2014

3-9-2

NO CONSENT REQUIRED

DODDRIDGE

MORRIS

HILL, JAMES ET UX

ANTERO RESOURCES CORPORATION

PERMANENT AGREEMENT

11/22/2011

3-10-15
3-10-9

12/21/2011

295-263 #158687

NOT REQUIRED

DODDRIDGE

MOUNTAIN

COTTRILL, WILLIAM F., JR.

ANTERO RESOURCES APPALACHIAN CORPORATION

SURFACE FACILITY EASEMENT

8/17/2012

1-6-1

2/22/2013

305/300 #172471

NOT REQUIRED

DODDRIDGE

MOUNTAIN

COTTRILL, WILLIAM F., JR.

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

4/1/2014

1-6-1

2/22/2013

305/307 #172473

NOT REQUIRED

DODDRIDGE

MOUNTAIN

COTRILL, WILLIAM FINLEY, JR.

ANTERO RESOURCES CORPORATION

OPTION AGREEMENT TO PURCHASE COMPRESSOR SITE

10/27/2013

1-6-1

N/A

CONSENT REQUIRED
CONSENT SIGNED 11/15/2013

DODDRIDGE

MOUNTAIN

JAMES, WILLIAM PATRICK ET AL

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

7/27/2012

1-6-6

2/19/2013

408/549 #68567

NOT REQUIRED

DODDRIDGE

MOUNTAIN

FRAME, JOHN T.
HARRIS, GARY
HARRIS, MICHAEL
HARRIS, JANET

ANTERO MIDSTREAM LLC

PERMANENT ROAD ACCESS EASEMENT AGREEMENT

5/14/2014

1-6-14

NO CONSENT REQUIRED

DODDRIDGE

MOUNTAIN

KELLEY, CHARLES & KIMELA

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT ACCESS ROAD

7/22/2013

1-6-47; 1-6-12

9/19/2013

313/222 #183422

NOT REQUIRED

DODDRIDGE

MOUNTAIN

POWELL, DENNIS & MELLIE

ANTERO RESOURCES APPALACHIAN CORPORATION

TEMPORARY ROAD ACCESS EASEMENT AGREEMENT

5/2/2013

3-14-7 & 3-14-7.1 & 3-14-13 &3-14-14 & 3-14-14.1 & 3-14-18 & 3-14-18.1 &3-14-9 & 3-14-20 &3-14-20.1 & 3-14-20.2

N/A

NOT REQUIRED

DODDRIDGE

MOUNTAIN

POWELL, DENNIS & MELLIE

ANTERO MIDSTREAM LLC

TEMPORARY ROAD ACCESS EASEMENT AGREEMENT

4/28/2014

3-14-7
3-14-7.1
3-14-13
3-14-14
3-14-14.1
3-14-18
3-14-18.1
3-14-19
3-14-20
3-14-20.1
3-14-20.2
3-14-34.1

N/A

NO CONSENT REQUIRED

DODDRIDGE

MOUNTAIN

ZINN, ERNEST E & PATRICIA III

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

7/19/2012

3-14-7.1; 3-14-19; 3-14-20; 3-14-20.1; 3-14-20.2

2/21/2013

319/10 #201300000807

NOT REQUIRED

DODDRIDGE

MOUNTAIN

ZINN, ERNEST E & PATRICIA III

ANTERO RESOURCES APPALACHIAN CORPORATION

MODIFICATION OF OPTION AND PERMANENT EASEMENT AGREEMENT TO ADD WATER LANGUAGE TO AGREEMENTS

12/26/2012

3-14-7.1; 3-14-19; 3-14-20; 3-14-20.1; 3-14-20.2

2/21/2013

319/17 #201300000808

NOT REQUIRED

DODDRIDGE

NORTH CANTON CONNECTOR

YEATER, REXALL WAYNE

ANTERO RESOURCES CORPORATION

OPTION AGREEMENT

8/24/2013

5-12-35

N/A

NO CONSENT REQUIRED

DODDRIDGE

NORTH CANTON CONNECTOR

JONES, RONALD R., SR. ET AL

ANTERO RESOURCES APPALACHIAN CORPORATION

MODIFICATION OF PERMANENT EASEMENT AGREEMENT TO ADD WATER LINES

10/2/2012

5-17-12

PENDING

NOT REQUIRED

DODDRIDGE

Pearl Jean North Water Impoundment

Dean R Pennington and Martha A Pennington

ANTERO RESOURCES APPALACHIAN CORPORATION

SUA and Compensation

2/8/2013

21/28/1/51-16/17/20/20

DODDRIDGE

Pearl Jean South Water Impoundment

Dean R Pennington and Martha A Pennington

ANTERO RESOURCES APPALACHIAN CORPORATION

SUA and Compensation

2/8/2013

21/28/1/51-16/17/20/20

DODDRIDGE

PRIMM

BOYCE, CARLTON ET AL

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

1/24/2013

1-12-4

9/11/2013

312/396 #182955

NOT REQUIRED

DODDRIDGE

PRIMM

MITCHELL, DAVID ET AL

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

1/24/2013

1-12-6

9/12/2013

312/557 #183045

NOT REQUIRED

DODDRIDGE

PRIMM

PRIMM, LOREN ET UX

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

2/14/2013

1-15-17

N/A

NOT REQUIRED

DODDRIDGE

PRIMM

JONES, EVERETT

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

9/20/2012

1-12-21

9/12/2013

312/571 #183047

NONE REQUIRED

DODDRIDGE

PRIMM

CHIPPS, PERRY W. ET AL

ANTERO RESOURCES APPALACHIAN CORPORATION

SURFACE FACILITY EASEMENT AGREEMENT

10/15/2012

1-10-27

8/26/2013

311/509 #182042

NOT REQUIRED

DODDRIDGE

PRIMM

GAIN, TEDDY LEEMAN

ANTERO RESOURCES APPALACHIAN CORPORATION

SURFACE FACILITY EASEMENT AGREEMENT

12/19/2012

1-15-27

9/11/2013

312/426 #182967

NOT REQUIRED

DODDRIDGE

PRIMM

CHIPPS, PERRY W. ET AL

ANTERO RESOURCES APPALACHIAN CORPORATION

MODIFICATION OF PERMANENT EASEMENT AGREEMENT

2/27/2013

1-10-26
1-10-27

PENDING

NOT REQUIRED

DODDRIDGE

PRIMM

CHIPPS, PERRY W. ET AL

ANTERO RESOURCES APPALACHIAN CORPORATION

MODIFICATION OF OPTION & PERMANENT EASEMENT AGREEMENT

9/21/2012

1-10-26
1-10-27

NONE REQUIRED

DODDRIDGE

PRIMM

CHIPPS, PERRY W. ET AL

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

8/19/2012

1-10-26
1-10-27
1-10-28

8/26/2013

311/494 #182040

NONE REQUIRED

DODDRIDGE

PRIMM

CHIPPS, PERRY W. ET AL

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT ROAD ACCESS AGREEMENT

10/15/2012

1-10-27
1-10-28

8/26/2013

311/504 #182041

NOT REQUIRED

DODDRIDGE

PRIMM

DOTSON, PAUL E. ET UX

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

2/4/2013

1-12-10
1-12-12
1-12-13

9/12/2013

312/538 #183042

NOT REQUIRED

DODDRIDGE

PRIMM

DOTSON, PAUL E. ET UX

ANTERO RESOURCES APPALACHIAN CORPORATION

MODIFICATION OF PERMANENT EASEMENT AGREEMENT

3/7/2013

1-12-10
1-12-12
1-12-13

9/19/2013

313/343 #183446

NOT REQUIRED

DODDRIDGE

PRIMM

JONES, EVERETT T. ET AL

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

9/20/2012

1-12-11
1-12-28
1-12-29

9/19/2013

313/302 #183436

NONE REQUIRED

DODDRIDGE

PRIMM

PRIMM, OLIN E. ET UX

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

10/9/2012

1-12-3
1-12-17
1-13-30

9/12/2013

312/564 #183046

NOT REQUIRED

DODDRIDGE

PRIMM

PRIMM, OLIN E. ET UX

ANTERO RESOURCES APPALACHIAN CORPORATION

SURFACE FACILITY EASEMENT AGREEMENT

12/14/2012

1-12-3
1-12-17
1-13-30

9/12/2013

312/584 #183050

NOT REQUIRED

DODDRIDGE

PRIMM

PRIMM, OLIN E. ET UX

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

12/14/2012

1-12-3
1-12-17
1-13-30
1-15-16.1

9/12/2013

312/516 #183039

NOT REQUIRED

DODDRIDGE

PRIMM

PRIMM, OLIN E. ET UX

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

7/31/2012

1-12-3
1-12-30
1-12-17

9/19/2013

313/225 #183423

NOT REQUIRED

DODDRIDGE

PRIMM

BOYCE, CARLTON

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

2/25/2013

1-12-6.5

9/12/2013

312/538 #183042

NOT REQUIRED

DODDRIDGE

PRIMM

LLOYD, JR., CECIL F. & KATHRYN L.

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

1/24/2013

1-15-9.6

1/9/2014

319/96 #190618

NOT REQUIRED

DODDRIDGE

PRIMM

STOUT, RICHARD

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

1/28/2013

1-9-60
1-13—1

9/12/2013

312/550 #183044

NOT REQUIRED

DODDRIDGE

PRIMM WEST

PRIMM, OLIN ET UX

ANTERO RESOURCES APPALACHIAN CORPORATION

SURFACE FACILITY EASEMENT AGREEMENT

12/14/2012

1-12-30

9/12/2013

312/584 #183050

NONE REQUIRED

DODDRIDGE

PRIMM WEST

PRIMM, OLIN & MARY

ANTERO RESOURCES MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

1/23/2014

1-12-1

N/A

NO CONSENT REQUIRED

DODDRIDGE

PRIMM WEST

WEBB, STANLEY R. ET AL

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

10/16/2013

1-15-2

1/9/2014

319/570 #190612

NONE REQUIRED

DODDRIDGE

PRIMM WEST

WEBB, STANLEY R, ET AL

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

10/16/2013

1-15-2

1/9/2014

319/570 #190612

NO CONSENT REQUIRED

DODDRIDGE

PRIMM WEST

WEBB, JOSEPH EDWARD AND JAMES E.

ANTERO RESOURCES MIDSTREAM LLC

TEMPORARY ROAD ACCESS EASEMENT AGREEMENT

2/18/2014

1-15-2

N/A

NO CONSENT REQUIRED

DODDRIDGE

PRIMM WEST

WEBB, STANLEY
WEBB, BRIAN
WEBB, JAMES
WEBB, RICHARD

ANTERO RESOURCES MIDSTREAM LLC

TEMPORARY ROAD ACCESS EASEMENT AGREEMENT

2/5/2014

1-15-2

N/A

NO CONSENT REQUIRED

DODDRIDGE

PRIMM WEST

WEBB, JAMES (LE) ET AL

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

2/6/2013

1-15-3

1/9/2014

319/563 #190611

NONE REQUIRED

DODDRIDGE

PRIMM WEST

WEBB, JOSEPH E., ET AL

ANTERO RESOURCES CORPORATION

SURFACE FACILITY EASEMENT AGREEMENT

10/17/2013

1-15-3

PENDING

NO CONSENT REQUIRED

DODDRIDGE

PRIMM WEST

WEBB, JOSEPH EDWARD AND JAMES E.

ANTERO RESOURCES MIDSTREAM LLC

TEMPORARY ROAD ACCESS EASEMENT AGREEMENT

2/7/2014

1-15-3

N/A

NO CONSENT REQUIRED

DODDRIDGE

PRIMM WEST

MORRIS, I. L. (IKE)

ANTERO MIDSTREAM LLC

TEMPORARY ROAD ACCESS EASEMENT AGREEMENT

4/11/2014

1-11-8

N/A

NO CONSENT REQUIRED

DODDRIDGE

PRIMM WEST

BRITTON, ROBERT L., ET UX

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

10/2/2013

1-11-11

10/2/2014

336/62 #212298

NO CONSENT REQUIRED

DODDRIDGE

PRIMM WEST

BRITTON, ROBERT & JACQUELINE

ANTERO RESOURCES MIDSTREAM LLC

TEMPORARY ROAD ACCESS EASEMENT AGREEMENT

2/1/2014

1-11-11

N/A

NO CONSENT REQUIRED

DODDRIDGE

PRIMM WEST

PRIM, OLIN & MARY

ANTERO RESOURCES MIDSTREAM LLC

SURFACE FACILITY EASEMENT AGREEMENT

1/16/2014

1-12-17

PENDING

NO CONSENT REQUIRED

DODDRIDGE

PRIMM WEST

PRIMM, LOREN AND RUTH

ANTERO RESOURCES CORPORATION

TEMPORARY ROAD ACCESS EASEMENT AGREMENT

12/17/2013

1-15-17

N/A

NO CONSENT REQUIRED

DODDRIDGE

PRIMM WEST

MORRIS, I.L. (IKE)

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

2/28/2013

1-11-8
3-37-1

1/30/2014

324/491 #201400000510

NONE REQUIRED

DODDRIDGE

PRIMM WEST

PRIM, OLIN & MARY

ANTERO RESOURCES MIDSTREAM LLC

TEMPORARY ROAD ACCESS EASEMENT AGREEMENT

1/16/2014

1-12-17
1-12-30

N/A

NO CONSENT REQUIRED

DODDRIDGE

PRIMM WEST

PRIMM, OLIN ET UX

ANTERO RESOURCES CORPORATION

PERMANENT ROAD ACCESS AGREEMENT

7/31/2013

1-12-3
1-12-17
1-12-30

9/19/2013

313/225 #183423

NONE REQUIRED

DODDRIDGE

PRIMM WEST

PRIMM, OLIN ET UX

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT & VALVE SITE AGREEMENT

12/14/2012

1-12-3
1-12-17
1-12-30
1-15-16.1

9/12/2013

312/516 #183039

NONE REQUIRED

DODDRIDGE

PRIMM WEST

WILLIAMS, ROBERT C.

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT & VALVE SITE AGREEMENT

2/4/2013

1-12-36
1-12-37

PENDING

NONE REQUIRED

DODDRIDGE

PRIMM WEST

WILLIAMS, SHIRLEY JEAN

ANTERO MIDSTREAM LLC

PERMANENT ROAD AGREEMENT

9/22/2014

1-12-37.2
1-12-38

NO CONSENT REQUIRED

DODDRIDGE

PRIMM WEST

WILLIAMS, SHIRLEY JEAN

ANTERO MIDSTREAM LLC

SURFACE FACILITY EASEMENT AGREEM

9/22/2014

1-12-37.2
1-12-38

NO CONSENT REQUIRED

DODDRIDGE

PRIMM WEST

WILLIAMS, SHIRLEY JEAN

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

6/24/2013

1-12-37.2
1-12-38

PENDING

NONE REQUIRED

DODDRIDGE

PRIMM WEST

BRITTON, WILLIAM ET AL

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

1/8/2013

1-15-1.1
1-14-3
1-14-3.1

OPTION ONLY

NONE REQUIRED

DODDRIDGE

PRIMM WEST

HARRIS, JAMES E. AND ROBERT P.

ANTERO RESOURCES MIDSTREAM LLC

TEMPORARY ROAD ACCESS EASEMENT AGREEMENT

2/11/2014

1-15-2.9

N/A

NO CONSENT REQUIRED

DODDRIDGE

PRIMM WEST

WILLIAMS, ROBERT C.

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

10/3/2013

1-15-6 1-15-6.4

1/9/2014

319/586 #190616

NO CONSENT REQUIRED

DODDRIDGE

PRIMM WEST

WILLIAMS, ROBERT C.

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

10/10/2013

1-15-6.4

PENDING

NO CONSENT REQUIRED

DODDRIDGE

PRIMM WEST

WILLIAMS, ROBERT C.

ANTERO RESOURCES CORPORATION

SURFACE FACILITY EASEMENT AGREEMENT

10/10/2013

1-15-6.4

10/2/2014

336/49 #212296

NO CONSENT REQUIRED

DODDRIDGE

PRIMM WEST

WILLIAMS, ROBERT C

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

9/3/2013

1-15-6.4
1-12-36
1-12-37

PENDING

NO CONSENT REQUIRED

DODDRIDGE

PRIMM WEST

HILEY, ROGER L. & DANITA K

ANTERO RESOURCES MIDSTREAM LLC

PERMANENT EASEMENT AGREEMENT

1/16/2014

1-15-6.6
1-15-8

10/2/2014

336/54 #212298

NO CONSENT REQUIRED

DODDRIDGE

PRIMM WEST

HILEY, ROGER L. & DANITA K

ANTERO RESOURCES MIDSTREAM LLC

TEMPORARY ROAD ACCESS EASEMENT AGREEMENT

1/16/2014

1-15-6.6
1-15-8

N/A

NO CONSENT REQUIRED

DODDRIDGE

PRIMM WEST

HILEY, ROGER L. & DANITA K

ANTERO RESOURCES MIDSTREAM LLC

TEMPORARY WORKSPACE

1/16/2014

1-15-6.6
1-15-8

N/A

NO CONSENT REQUIRED

DODDRIDGE

PRIMM

DOTSON, PAUL & CYNTHIA AS TRUSTEES OF THE PAUL E. & CYNTHIA A. DOTON FAMILY TRUST

ANTERO MIDSTREAM LLC

TEMPORARY ROAD ACCESS EASEMENT AGREEMENT

2/27/2014

1-12-10
1-12-12
1-12-13

N/A

NO CONSENT REQUIRED

DODDRIDGE

R. J. SMITH

SWENTZEL, FRANCES

ANTERO RESOURCES MIDSTREAM LLC

TEMPORARY ABOVE GROUND WATER LINE AGREEMENT

1/28/2014

3-13-6
3-13-7
3-13-13
3-13-14

NO CONSENT REQUIRED

DODDRIDGE

R. J. SMITH

SWENTZEL, FRANCES

ANTERO RESOURCES MIDSTREAM LLC

TEMPORARY ABOVE GROUND WATER LINE AGREEMENT

1/28/2014

3-13-6
3-13-7
3-13-13
3-13-14

N/A

NO CONSENT REQUIRED

DODDRIDGE

RICHARD GARRY

ROBINSON, RICHARD GARY

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

12/15/2011

6-14-9

2/8/2013

305/190 #171757

NOT REQUIRED

DODDRIDGE

RICHARD GARRY

ROBINSON, RICHARD GARY

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

12/15/2011

6-14-9

2/8/2013

305/190 #171757

NOT REQUIRED

DODDRIDGE

RICHARD GARRY

ROBINSON, RICHARD GARY

ANTERO RESOURCES APPALACHIAN CORPORATION

MODIFICATION OF PIEPLINE EASEMENT

7/16/2012

6-14-9

2/8/2013

305/195 #171758

NOT REQUIRED

DODDRIDGE

RICHARD GARRY

CORNE, CHARLES W.
WHEELER, DONNA C.

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

2/29/2012

6-14-16

4/10/2012

298/709 #161757

NOT REQUIRED

DODDRIDGE

RICHARD GARRY

CORNE, CHARLES W.
WHEELER, DONNA C.

ANTERO RESOURCES APPALACHIAN CORPORATION

MODIFICATION OF PIPELINE EASEMENT

4/24/2013

6-14-16

9/17/2013

313/54 #183241

NOT REQUIRED

DODDRIDGE

RICHARD GARRY

CORNE, CHARLES W.
WHEELER, DONNA C.

ANTERO RESOURCES APPALACHIAN CORPORATION

SURFACE FACILITY AGREEMENT

7/16/2012

6-14-16

9/12/2013

312/545 #183043

NOT REQUIRED

DODDRIDGE

RICHARD GARRY

WHEELER, CHARLES W. & DONNA C.

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

2/29/2012

6-14-16

4/10/2012

298/709 #161757

NOT REQUIRED

DODDRIDGE

RICHARD GARRY

WHEELER, CHARLES W. & DONNA C.

ANTERO RESOURCES APPALACHIAN CORPORATION

SURFACE FACILITY AGREEMENT

7/16/2012

6-14-16

9/12/2013

312/545 #183043

NOT REQUIRED

DODDRIDGE

RICHARD GARRY

WHEELER, CHARLES W. & DONNA C.

ANTERO RESOURCES APPALACHIAN CORPORATION

MODIFICATION OF PIEPLINE EASEMENT

4/24/2013

6-14-16

9/17/2013

313/54 #183241

DODDRIDGE

RICHARDS WATER LINE

PENNINGTON, DEAN & MAUREEN

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

6/28/2013

6-11-3

NO CONSENT REQUIRED

DODDRIDGE

ROCK RUN

DAVIS, JONATHAN AND LOUELLA

ANTERO MIDSTREAM LLC

TEMPORARY ABOVE GROUND WATER LINE AGREEMENT

7/25/2014

1-7-2
1-4-33.1

NO CONSENT REQUIRED

DODDRIDGE

ROCK RUN WATER

DAVIS, JONATHAN & LOUELLA

ANTERO MIDSTREAM LLC

TEMPORARY WATER LINE OPTION AND AGREEMENT

1-7-2 & 1-4-33.1

N/A

NO CONSENT REQUIRED

DODDRIDGE

Spiker Water Impoundment

Sue Ann Spiker and John Spiker

ANTERO RESOURCES CORPORATION

Water Impoundment Agreement

10/15/2013

1-3

NO CONSENT REQUIRED

DODDRIDGE

Spiker Water Impoundment

George W Adrian, Nelson W Ellmore & Donna J Ellmore, Larry A Bassett & Cynthia E Bassett, Paul S Crowley & Rhema M Crowley, and Ronnie Yopp

ANTERO RESOURCES CORPORATION

Water Impoundment Agreement

3/10/2014

1.1.3

NO CONSENT REQUIRED

DODDRIDGE

SUA

I. L. (IKE) MORRIS

ANTERO RESOURCES APPALACHIAN CORPORATION

SURFACE USE AND COMPENSATION AGREEMENT

5/9/2013

6-7-1

7/23/2013

310/515 #180220

NOT REQUIRED

DODDRIDGE

TEMPORARY WATER PUMP

ADRIAN, GEORGE & BARBRA
ELLMORE, NELSON & DONNA
BASSETT, LARRY & CYNTHIA
CROWLEY, PAUL & RHEMA
YOPP, RONNIE

ANTERO RESOURCES MIDSTREAM LLC

TEMPORARY SURFACE FACILITY AND TEMPORARY ABOVE GROUND WATERLINE AND TEMPORARY ACCESS ROAD AGREEMENT

1/20/2014

6-3-1.1

N/A

NO CONSENT REQUIRED

DODDRIDGE

TICHENAL WATER

CORDER, DONALD B.
GREGORY, LINDA M.

ANTERO MIDSTREAM LLC

TEMPORARY WATER LINE OPTION AND AGREEMENT

6/18/2014

4-12-3

NO CONSENT REQUIRED

DODDRIDGE

TICHENAL WATER

GRAY, EDWARD B.

ANTERO MIDSTREAM LLC

TEMPORARY WATER LINE OPTION AND AGREEMENT

6/23/2014

4-12-4.1

DODDRIDGE

TICHENAL WATER
(LAKE TO HEFLIN)

CORDER, DONALD ET AL

ANTERO MIDSTREAM LLC

TEMPORARY ABOVE GROUND WATER LINE AGREEMENT

6/18/2014

4-12-3

NO CONSENT REQUIRED

DODDRIDGE

TICHENAL WATER
(LAKE TO HEFLIN)

MORGAN, MONA LEE

ANTERO MIDSTREAM LLC

TEMPORARY ABOVE GROUND WATER LINE AGREEMENT

7/17/2014

4-11-26

NO CONSENT REQUIRED

DODDRIDGE

TICHENAL WATER
(LAKE TO HEFLIN)

GRAY, EDWARD

ANTERO MIDSTREAM LLC

TEMPORARY ABOVE GROUND WATER LINE AGREEMENT

6/23/2014

4-12-4.1

NO CONSENT REQUIRED

DODDRIDGE

TOMS FORK

COASTAL FOREST RESOURCES COMPANY

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

3/27/2013

6-8-35

6/19/2013

309/530 #178273

REQUIRED WITH WRITTEN CONSENT

DODDRIDGE

TOMS FORK

SUTTON, JEREMY W. & AMANDA L. H/W

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

4/26/2012

3-19-39

6/28/2012

301/615
#163924

NOT REQUIRED

DODDRIDGE

TOMS FORK

SUTTON, JEREMY, W & AMANDA L., H/W

ANTERO RESOURCES APPALACHIAN CORPORATION

ADDITIONAL PIPELINE AGREEMENT

3/14/2013

3-19-39

3/14/2013

309/517 #178270

NOT REQUIRED

DODDRIDGE

TOMS FORK

BLAND, ROBERT ET AL

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

1/17/2012

6-2-1

9/21/2012

303/83
#166811

NOT REQUIRED

DODDRIDGE

TOMS FORK

BLAND, ROBERT ET UX (LE)
PAESANO, LISA ET UX

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

2/20/2013

6-2-1

8/21/2013

311/459
#181869

NOT REQUIRED

DODDRIDGE

TOMS FORK

LAW, RONALD L.

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

1/12/2012

6-2-1

9/6/2013

302/696
#166790

NOT REQUIRED

DODDRIDGE

TOMS FORK

LAW, RONALD L.

ANTERO RESOURCES APPALACHIAN CORPORATION

ADDITIONAL PIPELINE AGREEMENT

2/20/2013

6-2-1

9/6/2013

312/275 #182686

NOT REQUIRED

DODDRIDGE

TOMS FORK

MORRIS, I. L. (IKE)

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

6/2/2013

6-7-1

11/5/2013

316/611 #186368

NOT REQUIRED

DODDRIDGE

TOMS FORK

MORRIS, I. L. (IKE)

ANTERO RESOURCES APPALACHIAN CORPORATION

SURFACE FACILITY EASEMENT AGREEMENT

6/26/2013

6-7-1

11/5/2013

316/611 #186368

NOT REQUIRED

DODDRIDGE

TOMS FORK

GAGNON, GEORGE L.

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

2/9/2012

6-3-2

6/19/2013

309/503 #178266

NOT REQUIRED

DODDRIDGE

TOMS FORK

GAGNON, GEORGE L.

ANTERO RESOURCES APPALACHIAN CORPORATION

ADDITIONAL PIPELINE AGREEMENT

2/19/2013

6-3-2

9/12/2013

312/578 #183048

NOT REQUIRED

DODDRIDGE

TOMS FORK

GAGNON, GEORGE L.

ANTERO RESOURCES APPALACHIAN CORPORATION

SURFACE FACILITY EASEMENT AGREEMENT

5/13/2013

6-3-2

6/19/2013

309/504 #178266

NOT REQUIRED

DODDRIDGE

TOMS FORK

LUOTTO, JOHN S.

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

2/7/2013

6-11-2

6/18/2013

309/492
#178114

NOT REQUIRED

DODDRIDGE

TOMS FORK

MAXWELL, LEWIS F.

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

3/14/2013

6-11-2

6/19/2013

309/572
#178279

NOT REQUIRED

DODDRIDGE

TOMS FORK

BLAND, ROBERT AND TIMOTHY ET AL

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

1/17/2012

6-2-4

8/21/2013

311/466
#181870

NOT REQUIRED

DODDRIDGE

TOMS FORK

BLAND, ROBERT AND TIMOTHY ET AL

ANTERO RESOURCES APPALACHIAN CORPORATION

ADDITIONAL PIPELINE AGREEMENT

2/20/2013

6-2-4

8/21/2013

311/466
#181870

NOT REQUIRED

DODDRIDGE

TOMS FORK

YEAGER, CHARLES W. III

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

2/5/2012

6-11-4

DODDRIDGE

TOMS FORK

WALLACE, ROBERT ET AL

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

2/15/2013

6-11-5

9/9/2013

312/340 #182771

NOT REQUIRED

DODDRIDGE

TOMS FORK

ADRIAN, GEORGE ET UX

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

2/19/2013

6-3-6

9/6/2013

312/253 #182679

NOT REQUIRED

DODDRIDGE

TOMS FORK

ADRIAN, GEORGE W., ET UX

ANTERO RESOURCES CORPORATION

TEMPORARY WATER LINE AGREEMENT

10/28/2013

6-3-6

N/A

NO CONSENT REQUIRED

DODDRIDGE

TOMS FORK

LACY, RALPH ET UX

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

2/3/2012

6-1-8

9/21/2012

302-690 166788

NOT REQUIRED

DODDRIDGE

TOMS FORK

LACY, RALPH ET UX

ANTERO RESOURCES APPALACHIAN CORPORATION

ADDITIONAL PIPELINE AGREEMENT

2/21/2013

6-1-8

9/19/2013

313/331 #183442

NOT REQUIRED

DODDRIDGE

TOMS FORK

RANDOLPH, SALLY ANN

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

6/28/2013

6-7-8

9/19/2013

312/299 #182714

NOT REQUIRED

DODDRIDGE

TOMS FORK

ROBINSON, GREGORY ET UX

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT ACCESS ROAD AGREEMENT

2/3/2013

6-14-8

6/19/2013

309/583 #178281

NOT REQUIRED

DODDRIDGE

TOMS FORK

ROBINSON, GREGORY ET UX

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

2/3/2013

6-14-8

6/19/2013

309/583
#178281

NOT REQUIRED

DODDRIDGE

TOMS FORK

ROBINSON, RICHARD GARRY

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

2/11/2013

6-14-8

6/19/2013

305/190 #171757

NOT REQUIRED

DODDRIDGE

TOMS FORK

BARNES, DONALD

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

1/20/2012

6-1-10

9/21/2012

302/702
#166791

NOT REQUIRED

DODDRIDGE

TOMS FORK

BARNES, DONALD

ANTERO RESOURCES APPALACHIAN CORPORATION

ADDITIONAL PIPELINE AGREEMENT

2/21/2013

6-1-10

9/6/2013

312/273 #182687

NOT REQUIRED

DODDRIDGE

TOMS FORK

MAXWELL, ROBERT G.

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

3/6/2013

6-3-12

12/6/2013

318/557 #188592

NOT REQUIRED

DODDRIDGE

TOMS FORK

SWIGER, ROBERT

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

2/3/2013

6-8-12

6/19/2013

309/592
#178282

NOT REQUIRED

DODDRIDGE

TOMS FORK

SWIGER, ROBERT

ANTERO RESOURCES APPALACHIAN CORPORATION

ACCESS ROAD AGREEMENT

4/12/2013

6-8-12

6/19/2013

309/592 #178282

NOT REQUIRED

DODDRIDGE

TOMS FORK

DEAN, NORMA GRACE

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

3/4/2013

6-3-15

9/19/2013

309/550
#178275

NOT REQUIRED

DODDRIDGE

TOMS FORK

GOLA, DORTHY

ANTERO MIDSTREAM LLC

TEMPORARY ACCESS ROAD AGREEMENT

7/9/2014

44716

N/A

DODDRIDGE

TOMS FORK

POWELL, DENNIS ET UX

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

3-19-10, 31,31.1,31.2,32,33

NOT REQUIRED

DODDRIDGE

TOMS FORK

BARNES, RONALD G.

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

1/13/2012

6-1-10.3

9/21/2013

303/43
#166803

NOT REQUIRED

DODDRIDGE

TOMS FORK

BARNES, RONALD G.

ANTERO RESOURCES APPALACHIAN CORPORATION

ADDITIONAL PIPELINE AGREEMENT

3/14/2013

6-1-10.3

6/18/2013

309/499 #178115

NOT REQUIRED

DODDRIDGE

TOMS FORK

YEAGER, CHARLES W. III

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

2/5/2013

6-11-4; 6-11-5

6/19/2013

309/519
#178271

NOT REQUIRED

DODDRIDGE

TOMS FORK

YEAGER, CHARLES W. III

ANTERO RESOURCES APPALACHIAN CORPORATION

SURFACE FACILITY EASEMENT AGREEMENT

6/17/2013

6-11-4; 6-11-5

9/9/2013

312/314 #182763

NOT REQUIRED

DODDRIDGE

TOMS FORK

RILL, ELWOOD & ELIZABETH

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

3/16/2012

6-1-3
6-1-4

9/6/2013

301/610
#163923

NOT REQUIRED

DODDRIDGE

TOMS FORK

RILL, ELWOOD & ELIZABETH

ANTERO RESOURCES APPALACHIAN CORPORATION

ADDITIONAL PIPELINE AGREEMENT

3/15/2013

6-1-3
6-1-4

9/6/2013

312/277 #182687

NOT REQUIRED

DODDRIDGE

TOMS FORK

RIVERS, HOWARD J. ET UX

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

1/17/2012

6-2-11.1

9/21/2012

302/696
#166790

NOT REQUIRED

DODDRIDGE

TOMS FORK

RIVERS, HOWARD J. ET UX

ANTERO RESOURCES APPALACHIAN CORPORATION

ADDITIONAL PIPELINE AGREEMENT

2/22/2013

6-2-11.1

9/19/2013

313/341 #183445

NOT REQUIRED

DODDRIDGE

TOMS FORK

NESLER, CHARLES E. II

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

5/8/2012

6-2-7
6-4-7

6/28/2012

301/593
#163919

NOT REQUIRED

DODDRIDGE

TOMS FORK

NESLER, CHARLES E. II

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

5/8/2012

6-2-7
6-4-7

6/28/2012

301/593
#163919

NOT REQUIRED

DODDRIDGE

TOMS FORK

NESLER, CHARLES E. II

ANTERO RESOURCES APPALACHIAN CORPORATION

ADDITIONAL PIPELINE AGREEMENT

2/19/2013

6-2-7
6-4-7

6/24/2013

305/565 #178646

NOT REQUIRED

DODDRIDGE

TOMS FORK

GOLA, DOROTHY

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

2/13/2013

6-3-14
6-4-22

6/19/2013

309/557
#178276

NOT REQUIRED

DODDRIDGE

TOMS FORK

JETT, EDWARD ET AL

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

2/14/2013

6-3-14
6-4-22
6-3-13

6/19/2013

309/564
#178278

NOT REQUIRED

DODDRIDGE

TOMS FORK

JETT, EDWARD ET AL

ANTERO RESOURCES APPALACHIAN CORPORATION

SURFACE FACILITY EASEMENT AGREEMENT

6/26/2013

6-3-14
6-4-22
6-3-13

9/19/2013

313/276 #183432

NOT REQUIRED

DODDRIDGE

TOMS FORK

COGAR, LINDA

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

2/9/2012

6-3-2.2

8/23/2013

311/473
#181989

NOT REQUIRED

DODDRIDGE

TOMS FORK

COGAR, LINDA

ANTERO RESOURCES APPALACHIAN CORPORATION

ADDITIONAL PIPELINE AGREEMENT

2/26/2013

6-3-2.2

8/23/2013

311/479
#181990

NOT REQUIRED

DODDRIDGE

TOMS FORK

CLYNE, TIMOTHY R. & REBECCA

ANTERO RESOURCES APPALACHIAN CORPORATION

SURFACE FACILITY EASEMENT AGREEMENT

2/21/2013

6-3-6.1

6/19/2013

312/309 #182760

NOT REQUIRED

DODDRIDGE

TOMS FORK

CLYNE, TIMOTHY R. & REBECCA

ANTERO RESOURCES APPALACHIAN CORPORATION

ADDITIONAL PIPELINE AGREEMENT

3/20/2013

6-3-6.1

6/19/2013

309/511 #178268

NOT REQUIRED

DODDRIDGE

TOMS FORK

CLYNE, TIMOTHY R. & DENISE DONAHOO

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

2/21/2013

6-3-7.2

11/5/2013

316/595 #186364

NOT REQUIRED

DODDRIDGE

TOMS FORK

SUTTON FARMS, LLC

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

6/15/2013

6-7-2.1

9/19/2013

313/237 #183426

NOT REQUIRED

DODDRIDGE

TOMS FORK

DAVIS, DOROTHY J.

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

3/9/2013

6-8-1.1
6-8-2

6/19/2013

309/591
#178274

NOT REQUIRED

DODDRIDGE

TOM’S FORK

COASTAL FOREST RESOURCES COMPANY

ANTERO RESOURCES CORPORATION

EASEMENT AGREEMENT

9/27/2013

6-8-35

8/7/2014

332/347 #206964

CONSENT REQUIRED

DODDRIDGE

VOGT

JACKSON, ROBERT P. TRUSTEE OF THE JOELYNN FAMILY PRESERVATION TRUST

ANTERO RESOURCES MIDSTREAM LLC

TEMPORARY ABOVE GROUND WATER LINE AGREEMENT

1/31/2014

1-9-7

N/A

NO CONSENT REQUIRED

DODDRIDGE

VOGT

KNUDSEN, ELAINE

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

10/13/2012

1-6-31

NO CONSENT REQUIRED

DODDRIDGE

VOGT

JACKSON, ROBERT P.

ANTERO RESOURCES MIDSTREAM LLC

TEMPORARY ABOVE GROUND WATER LINE AGREEMENT

3/19/2014

1-6-37

NO CONSENT REQUIRED

DODDRIDGE

VOGT

JOELYNN FAMILY TRUST

ANTERO RESOURCES MIDSTREAM LLC

TEMPORARY ABOVE GROUND WATER LINE AGREEMENT

1/31/2014

1-9-7

NO CONSENT REQUIRED

DODDRIDGE

VOGT

COTTRILL, BRENT AND LAURA

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

6/13/2012

1-7-20

NO CONSENT REQUIRED

DODDRIDGE

VOGT

COASTAL FOREST RESOURCES COMPANY

ANTERO RESOURCES CORPORATION

PIPELINE RIGHT OF WAY AGREEMENT

3/26/2014

1-6-37.1

PRIOR WRITTEN CONSENT NEEDED

DODDRIDGE

VOGT WATER

COTTRILL, BRENT S. & LAURA M

ANTERO RESOURCES APPALACHIAN CORPORATION

ABOVE GROUND WATER

6/13/2012

1-6-43
1-7-20

N/A

NO CONSENT REQUIRED

DODDRIDGE

WEBB

MORRIS, I.L. (IKE)

ANTERO RESOURCES CORPORATION

SURFACE FACILITY AGREEMENT

6/26/2013

1-11-8

N/A

NOT REQUIRED

DODDRIDGE

WEBB TO WILLIAMS WATER

WILLIAMS, ROBERT C.

ANTERO MIDSTREAM LLC

TEMPORARY WATER LINE AGREEMENT AND OPTION

5/8/2014

1-15-6

NO CONSENT REQUIRED

DODDRIDGE

WEBB TO WILLIAMS WATER

WILLIAMS, ROBERT C.

ANTERO MIDSTREAM LLC

TEMPORARY ABOVE GROUND WATER LINE AGREEMENT

5/8/2014

1-15-6

NO CONSENT REQUIRED

DODDRIDGE

WEST UNION

CURRENCE TRUST

ANTERO RESOURCES CORPORATION

MODIFICATION OF OPTION AND PERMANENT EASMENT AGREEMENT

7/24/2012

1-6-38

2/8/2013

305/184 #171742

NOT REQUIRED

DODDRIDGE

WEST UNION

CURRENCE TRUST

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

7/24/2012

1-6-38

2/8/2013

305/177 #171741

NOT REQUIRED

DODDRIDGE

WEST UNION

WRIGHT, CRAIG ALLEN II

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

7/26/2012

1-10-38

2/8/2013

305/89 #171722

NOT REQUIRED

DODDRIDGE

WEST UNION

WEBB, MICHAEL G. AND ROSALIND

ANTERO RESOURCES CORPORATION

SURFACE FACILITY EASEMENT AGREEMENT

9/21/2013

1-7-85

NO CONSENT REQUIRED

DODDRIDGE

WEST UNION

WEBB, MICHAEL G. ET UX

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

7/23/2012

1-7-85

2/8/2013

305/96 #171723

NOT REQUIRED

DODDRIDGE

WEST UNION

WEBB, MICHAEL G. ET UX

ANTERO RESOURCES CORPORATION

MODIFICATION OF OPTION & PERMANENT EASEMENT AGREEMENT

10/9/2012

1-7-85

2/8/2013

305/102 #171724

NOT REQUIRED

DODDRIDGE

WEST UNION

FOUR LEAF LAND COMPANY

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

8/2/2012

1-10-2

1/11/2013

304/537 #170542

NOT REQUIRED

DODDRIDGE

WEST UNION

FOUR LEAF LAND COMPANY

ANTERO RESOURCES CORPORATION

MODIFICATION OF OPTION & PERMANENT EASEMENT AGREEMENT

8/30/2012

1-10-2

1/11/2013

304/544 #170543

NOT REQUIRED

DODDRIDGE

WEST UNION

FOUR LEAF LAND COMPANY

ANTERO RESOURCES CORPORATION

MODIFICATION OF OPTION & PERMANENT EASEMENT AGREEMENT

11/19/2012

1-10-2

1/11/2013

304/549 #170544

NOT REQUIRED

DODDRIDGE

WEST UNION

FOUR LEAF LAND COMPANY

ANTERO RESOURCES CORPORATION

PERMANENT ROAD ACCESS AGREEMENT

11/19/2012

1-10-2

1/11/2013

304/553 #170545

NOT REQUIRED

DODDRIDGE

WEST UNION

JAMES, WILLIAM P.

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

7/27/2012

1-6-6

9/11/2013

312/431 #182968

NOT REQUIRED

DODDRIDGE

WEST UNION

JACKSON, ROBERT P. TRUSTEE OF THE JOELYNN FAMILY PRESERVATION TRUST

ANTERO RESOURCES MIDSTREAM LLC

TEMPORARY ABOVE GROUND WATER LINE AGREEMENT

3/19/2014

1-9-7

NO CONSENT REQUIRED

DODDRIDGE

WEST UNION

KEY OIL COMPANY

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

7/23/2012

8-19-7

9/21/2013

303/66 #166807

NOT REQUIRED

DODDRIDGE

WEST UNION

TURNER, GERALD ET UX

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

7/17/2012

8-19-8

2/22/2013

305/327 #172478

NOT REQUIRED

DODDRIDGE

WEST UNION

TURNER, GERALD ET UX

ANTERO RESOURCES CORPORATION

ADDITIONAL PIPELINE AGREEMENT

11/10/2012

8-19-8

9/4/2013

312/200 #182514

NOT REQUIRED

DODDRIDGE

WEST UNION

BEE, LIVINGSTONE S. ET AL

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

7/13/2012

8-14-14

1/11/2013

304/564 #170548

NOT REQUIRED

DODDRIDGE

WEST UNION

BEE, LIVINGSTONE S. ET AL

ANTERO RESOURCES CORPORATION

ADDITIONAL PIPELINE AGREEMENT

10/27/2012

8-14-14

1/11/2013

304/571 #170549

NOT REQUIRED

DODDRIDGE

WEST UNION

LEWIS, ROBERT K.

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

10/7/2012

1-10-18

2/8/2013

305/82 #171721

NOT REQUIRED

DODDRIDGE

WEST UNION

CLARK, TERESA L.

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

9/6/2012

1-10-19

2/8/2013

305/104 #171725

NOT REQUIRED

DODDRIDGE

WEST UNION

CLARK, TERESA L.

ANTERO RESOURCES CORPORATION

SURFACE FACILITY

5/28/2013

1-10-19

9/4/2013

312/204 #182515

NOT REQUIRED

DODDRIDGE

WEST UNION

LEWIS, ALBERT L.

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

10/7/2012

1-10-18.1

2/8/2013

305/153 #171735

NOT REQUIRED

DODDRIDGE

WEST UNION

MOORE, DARRELL A.

ANTERO RESOURCES CORPORATION

SURFACE FACILITY EASEMENT AGREEMENT

9/24/2012

1-10-20; 1-10-25

2/8/2013

305/131 #171731

NOT REQUIRED

DODDRIDGE

WEST UNION

MOORE, DARRELL A.

ANTERO RESOURCES CORPORATION

ADDITIONAL PIPELINE AGREEMENT

10/30/2012

1-10-20; 1-10-25

2/8/2013

305/129 #171730

NOT REQUIRED

DODDRIDGE

WEST UNION

MOORE, DARRELL A.

ANTERO RESOURCES CORPORATION

PERMANENT ROAD ACCESS AGREEMENT

10/30/2012

1-10-20; 1-10-25

2/8/2013

305/136 #171732

NOT REQUIRED

DODDRIDGE

WEST UNION

MOORE, DARRELL A.

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

7/12/2013

1-10-20; 1-10-25

2/8/2013

305/123 #171729

NOT REQUIRED

DODDRIDGE

WEST UNION

CHIPPS, PERRY ET AL

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

8/19/2012

1-10-27
1-10-28

8/26/2013

311/494 #182040

NOT REQUIRED

DODDRIDGE

WEST UNION

CHIPPS, PERRY ET AL

ANTERO RESOURCES CORPORATION

SURFACE FACILITY AGREEMENT

10/15/2012

1-10-27
1-10-28

8/26/2013

311-509 182042

NOT REQUIRED

DODDRIDGE

WEST UNION

CHIPPS, PERRY ET AL

ANTERO RESOURCES CORPORATION

PERMANENT ROAD ACCESS AGREEMENT

10/15/2012

1-10-27
1-10-28

8/26/2013

311/504 #182041

NOT REQUIRED

DODDRIDGE

WEST UNION

CHIPPS, PERRY ET AL

ANTERO RESOURCES CORPORATION

SURFACE FACILITY AGREEMENT

10-15012

1-10-27
1-10-28

8/26/2013

311-509 182042

NOT REQUIRED

DODDRIDGE

WEST UNION

CHIPPS, PERRY ET AL

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT ACCESS ROAD

10/15/2012

1-10-27; 1-10-26; 1-10-28

8/26/2013

311/504 #182041

NOT REQUIRED

DODDRIDGE

WEST UNION

SPELLMAN, DONNA K.

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

6/12/2012

1-6-16, 20, 19, 4

1/11/2013

304/573 #170550

NOT REQUIRED

DODDRIDGE

WEST UNION

SPELLMAN, DONNA K.

ANTERO RESOURCES CORPORATION

MODIFICATION OF OPTION AND PERMANENT EASEMENT AGREEMENT

10/4/2012

1-6-16, 20, 19, 4

1/11/2013

304/579 #170551

NOT REQUIRED

DODDRIDGE

WEST UNION

SPELLMAN, DONNA K.

ANTERO RESOURCES CORPORATION

MODIFICATION OF OPTION AND PERMANENT EASEMENT AGREEMENT

10/14/2012

1-6-16, 20, 19, 4

1/11/2013

304/579 #170551

NOT REQUIRED

DODDRIDGE

WEST UNION

SPELLMAN, DONNA K.

ANTERO RESOURCES CORPORATION

MODIFICATION OF OPTION AND PERMANENT EASEMENT AGREEMENT

10/14/2012

1-6-16, 20, 19, 4

1/11/2013

304/579 #170551

NOT REQUIRED

DODDRIDGE

WEST UNION

KNUDSEN, ELAINE

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

6/11/2012

1-6-31.1

2/8/2013

305/160 #171736

NOT REQUIRED

DODDRIDGE

WEST UNION

KNUDSEN, ELAINE

ANTERO RESOURCES CORPORATION

SURFACE FACILITY

10/13/2012

1-6-31.1

2/8/2013

305/166 #171737

NOT REQUIRED

DODDRIDGE

WEST UNION

GAGNON, GEORGE L. ET AL

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

11/18/2012

1-6-31.2

2/8/2013, 2/8/2013

305/139 #171733, 305/146 #171734

NOT REQUIRED

DODDRIDGE

WEST UNION

COTTRILL, BRENT S. ET UX

ANTERO RESOURCES CORPORATION

SURFACE FACILITY

8/28/2012

1-7-20
1-5-43

2/8/2013

305/118 #171727

NOT REQUIRED

DODDRIDGE

WEST UNION

COTTRILL, BRENT S. ET UX

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

10/28/2012

1-7-20
1-5-43

9/11/2013

312/419 #182965

NOT REQUIRED

DODDRIDGE

WEST UNION

COTTRILL, BRENT S. ET UX

ANTERO RESOURCES CORPORATION

MODIFICATION OF OPTION AND PERMANENT EASEMENT AGREEMENT

10/28/2012

1-7-20
1-5-43

9/11/2013

312/419 #182965

NOT REQUIRED

DODDRIDGE

WEST UNION

BEE, LIVINGSTONE S.

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

8/2/2012

8-14-14;1-10-31

1/11/2013

304/522 #170538

NOT REQUIRED

DODDRIDGE

WEST UNION

BEE, LIVINGSTONE S.

ANTERO RESOURCES CORPORATION

ADDITIONAL PIPELINE AGREEMENT

10/27/2012

8-14-14;1-10-31

1/11/2013

304/529 #170539

NOT REQUIRED

DODDRIDGE

WEST UNION

BEE, LEWIS PAUL

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

7/13/2012

8-19-6; 8-19-1

1/11/2013

304/530 #170540

NOT REQUIRED

DODDRIDGE

WEST UNION

BEE, LEWIS PAUL ET AL

ANTERO RESOURCES CORPORATION

ADDITIONAL PIPELINE AGREEMENT

10/27/2012

8-9-1,6

1/11/2013

304/536 #170541

NOT REQUIRED

DODDRIDGE

WHITE OAK

SUTTON, JEREMY W. ET UX

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

4/26/2012

3-19-39

6/28/2012

301/615 #163924

NOT REQUIRED

DODDRIDGE

WHITE OAK

SUTTON, JEREMY W. ET UX

ANTERO RESOURCES APPALACHIAN CORPORATION

ADDITIONAL PIPELINE AGREEMENT

4/13/2013

3-19-39

6/19/2013

309/517 #178270

NOT REQUIRED

DODDRIDGE

WHITE OAK

LAW, RONALD L.

ANTERO RESOURCES APPALACHIAN CORPORATION

MODIFICATION OF PERMANENT EASEMENT AGREEMENT

2/20/2013

6-2-1

9/6/2013

312/275 #182686

NOT REQUIRED

DODDRIDGE

WHITE OAK

SPIKER, SUE ANN

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

1/18/2012

6-3-1

9/21/2012

302/708 #166792

NOT REQUIRED

DODDRIDGE

WHITE OAK

HEASTER, CHARLES ET AL

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

3/2/2012

8-23-1

6/3/2013

309/342 177343

NOT REQUIRED

DODDRIDGE

WHITE OAK

GAGNON, GEORGE L.

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

2/9/2013

6-3-2

6/8/2012

301/588 #163918

NOT REQUIRED

DODDRIDGE

WHITE OAK

GAGNON, GEORGE L.

ANTERO RESOURCES APPALACHIAN CORPORATION

ADDITIONAL PIPELINE AGREEMENT

2/19/2013

6-3-2

9/12/2013

312/578 #183048

NOT REQUIRED

DODDRIDGE

WHITE OAK

HOLLAND, MARY ESTATE

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

4/24/2012

8-23-2

8/19/2013

311/201 #181740

NOT REQUIRED

DODDRIDGE

WHITE OAK

FIFER, NANCY, TR OF THE FIFER FAMILY REV TR

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

2/28/2012

8-22-6

9/21/2012

303/49 #166804

NOT REQUIRED

DODDRIDGE

WHITE OAK

LACY, RALPH ET UX

ANTERO RESOURCES APPALACHIAN CORPORATION

MODIFICATION OF PERMANENT EASEMENT AGREEMENT

2/21/2013

6-1-8

9/19/2013

313/331 #183442

NOT REQUIRED

DODDRIDGE

WHITE OAK

TURNER, GERALD ET UX

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

2/22/2012

8-19-8

9/21/2012

303/61 #166806

NOT REQUIRED

DODDRIDGE

WHITE OAK

TURNER, GERALD ET UX

ANTERO RESOURCES APPALACHIAN CORPORATION

ADDITIONAL PIPELINE AGREEMENT

11/10/2012

8-19-8

9/4/2013

312/200 #182514

NOT REQUIRED

DODDRIDGE

WHITE OAK

BARNES, DONALD L

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

1/20/2012

6-1-10

9/21/2012

302/702 #166791

NOT REQUIRED

DODDRIDGE

WHITE OAK

BARNES, DONALD L

ANTERO RESOURCES APPALACHIAN CORPORATION

MODIFICATION OF PERMANENT EASEMENT AGREEMENT

2/21/2013

6-1-10

9/6/2013

312/267 #182682

NOT REQUIRED

DODDRIDGE

WHITE OAK

SECRIST, MARY FARR

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

4/6/2012

8-20-14

7/6/2012

302/129 #164845

NOT REQUIRED

DODDRIDGE

WHITE OAK

SETH, JAMES

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

3/22/2012

1-15-21

9/21/2012

303/23 #166799

NOT REQUIRED

DODDRIDGE

WHITE OAK

GAIN, TEDDY L.

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

2/22/2012

1-15-27

9/21/2012

303/37 #166802

NOT REQUIRED

DODDRIDGE

WHITE OAK

GAIN, TEDDY L.

ANTERO RESOURCES APPALACHIAN CORPORATION

ADDITIONAL PIPELINE AGREEMENT (WATER)

11/21/2012

1-15-27

9/19/2013

313/337 #183444

NOT REQUIRED

DODDRIDGE

WHITE OAK

GAIN, TEDDY L.

ANTERO RESOURCES APPALACHIAN CORPORATION

SURFACE FACILITY EASEMENT AGREEMENT

12/19/2012

1-15-27

9/11/2013

312/426 #182967

NOT REQUIRED

DODDRIDGE

WHITE OAK

HINZMAN, CECIL A. ET UX

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

1/14/2012

1-15-26
1-15.25.1

6/12/2012

301/556 #163907

NOT REQUIRED

DODDRIDGE

WHITE OAK

HINZMAN, CECIL A. ET UX

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

1/14/2012

1-15-26
1-15-25.1

6/28/2012

301/556 #163907

NOT REQUIRED

DODDRIDGE

WHITE OAK

HINZMAN, CECIL A. ET UX

ANTERO RESOURCES APPALACHIAN CORPORATION

MODIFICATION OF PERMANENT EASEMENT AGREEMENT

4/27/2012

1-15-26
1-15-25.1

6/28/2012

301/562 #163908

NOT REQUIRED

DODDRIDGE

WHITE OAK

HINZMAN, CHRISTOPHER A. ET UX

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

1/14/2012

1-15-26.1
1-15-2.2

6/28/2012

301/599 #163921

NOT REQUIRED

DODDRIDGE

WHITE OAK

CUNNINGHAM, GRANT ALAN

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

2/23/2012

1-15-29.1
1-15-29.2

6/28/2012

301/583 #163917

NOT REQUIRED

DODDRIDGE

WHITE OAK

BARNES, RONALD G

ANTERO RESOURCES APPALACHIAN CORPORATION

MODIFICATION OF PERMANENT EASEMENT AGREEMENT

3/14/2013

6-1-10.3

6/18/2013

309/499 #178115

NOT REQUIRED

DODDRIDGE

WHITE OAK

BARNES, RONALD G.

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

1/13/2012

6-1-10.3

9/21/2012

303/43 #166803

NOT REQUIRED

DODDRIDGE

WHITE OAK

LAW, RONALD L.

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

1/12/2012

6-1-3 6-1-4

9/21/2012

302/696 #166790

NOT REQUIRED

DODDRIDGE

WHITE OAK

RILL, ELWOOD ET UX

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

3/16/2012

6-1-3
6-1-4

6/28/2012

301/610 #163923

NOT REQUIRED

DODDRIDGE

WHITE OAK

RILL, ELWOOD ET UX

ANTERO RESOURCES APPALACHIAN CORPORATION

MODIFICATION OF PERMANENT EASEMENT AGREEMENT

3/15/2013

6-1-3
6-1-4

9/6/2013

312/277 #182687

NOT REQUIRED

DODDRIDGE

WHITE OAK

RIVERS, HOWARD J. ET UX

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

1/15/2012

6-2-11.1

9/21/2012

302/673 #166785

NOT REQUIRED

DODDRIDGE

WHITE OAK

RIVERS, HOWARD J. ET UX

ANTERO RESOURCES APPALACHIAN CORPORATION

ADDITIONAL PIPELINE AGREEMENT

2/22/2013

6-2-11.1

9/19/2013

313/341 #183445

NOT REQUIRED

DODDRIDGE

WHITE OAK

BLAND, ROBERT AND TIMOTHY ET AL

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

1/17/2012

6-2-4
6-2-4.1
6-24-2.3
6-4-1.7

9/21/2012

302-667 #166784

NOT REQUIRED

DODDRIDGE

WHITE OAK

BLAND, ROBERT AND TIMOTHY ET AL

ANTERO RESOURCES APPALACHIAN CORPORATION

ROAD ACCESS AGREEMENT

4/27/2012

6-2-4
6-2-4.1
6-24-2.3
6-4-1.7

9/19/2012

313/288 #183434

NOT REQUIRED

DODDRIDGE

WHITE OAK

BLAND, ROBERT C. ET AL

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

1/17/2012

6-2-4
6-2-4.1
6-24-2.3
6-4-1.7

9/21/2012

303/83 #166811

NOT REQUIRED

DODDRIDGE

WHITE OAK

BLAND, ROBERT ET AL

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

1/12/2012

6-2-4
6-2-4.1
6-24-2.3
6-4-1.7

9/21/2012

302/682 #166787

NOT REQUIRED

DODDRIDGE

WHITE OAK

BLAND, ROBERT ET AL

ANTERO RESOURCES APPALACHIAN CORPORATION

ADDITIONAL PIPELINE AGREEMENT

8/23/2012

6-2-4
6-2-4.1
6-24-2.3
6-4-1.7

9/21/2012

302/678 #166786

NOT REQUIRED

DODDRIDGE

WHITE OAK

NESLER, CHARLES III

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

5/8/2012

6-2-7;6-4-7

6/28/2012

301/593 #163919

NOT REQUIRED

DODDRIDGE

WHITE OAK

NESLER, CHARLES III

ANTERO RESOURCES APPALACHIAN CORPORATION

ADDITIONAL PIPELINE AGREEMENT

2/19/2013

6-2-7;6-4-7

6/24/2013

305/565 #178646

NOT REQUIRED

DODDRIDGE

WHITE OAK

ADRIAN, GEORGE W. ET AL

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

1/22/2012

6-3-1.1

7/26/2012

302/140 #164847

NOT REQUIRED

DODDRIDGE

WHITE OAK

ADRIAN, GEORGE W. ET AL

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

2/8/2012

6-3-1.1

7/26/2012

302/135 #164846

NOT REQUIRED

DODDRIDGE

WHITE OAK

ADRIAN, GEORGE W. ET AL

ANTERO RESOURCES APPALACHIAN CORPORATION

ADDITIONAL PIPELINE AGREEMENT

3/14/2013

6-3-1.1

6/19/2013

309/508 #178267

NOT REQUIRED

DODDRIDGE

WHITE OAK

ADRIAN, GEORGE W. ET AL

ANTERO RESOURCES APPALACHIAN CORPORATION

ADDITIONAL PIPELINE AGREEMENT

3/14/2013

6-3-1.1

6/19/2013

309/508 #178267

NOT REQUIRED

DODDRIDGE

WHITE OAK

ADRIAN, GEORGE W. ET AL

ANTERO RESOURCES APPALACHIAN CORPORATION

ADDITIONAL PIPELINE AGREEMENT

5/8/2013

6-3-1.1

9/11/2013

312/467 #182978

NOT REQUIRED

DODDRIDGE

WHITE OAK

MAXWELL, ROBERT G.

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

3/26/2012

6-3-12; 6-3-12.1

6/28/2012

301/569 #163915

NOT REQUIRED

DODDRIDGE

WHITE OAK

MAXWELL, ROBERT G.

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT ROAD ACCES AGREEMENT

4/27/2012

6-3-12; 6-3-12.1

6/28/2012

301/565 #163909

NOT REQUIRED

DODDRIDGE

WHITE OAK

MAXWELL, ROBERT G.

ANTERO RESOURCES APPALACHIAN CORPORATION

ADDITIONAL PIPELINE AGREEMENT

5/2/2013

6-3-12; 6-3-12.1

6/19/2013

309/514 #178269

NOT REQUIRED

DODDRIDGE

WHITE OAK

COGAR, LINDA

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

2/9/2012

6-3-2.2

8/23/2013

311/473 #181989

NOT REQUIRED

DODDRIDGE

WHITE OAK

CLYNE, TIMOTHY R.

ANTERO RESOURCES APPALACHIAN CORPORATION

ADDITIONAL PIPELINE AGREEMENT

3/20/2013

6-3-6.1 6-3-7.2

6/19/2013

309/511 #178268

NOT REQUIRED

DODDRIDGE

WHITE OAK

CLYNE, TIMOTHY ET UX

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

1/27/2012

6-3-6.1; 6-3-7.2

6/28/2012

301/621 163925

NOT REQUIRED

DODDRIDGE

WHITE OAK

CLYNE, TIMOTHY ET UX

ANTERO RESOURCES APPALACHIAN CORPORATION

MODIFICATION OF THE PERMANENT EASEMENT AGREEMENT

3/20/2013

6-3-6.1; 6-3-7.2

6/19/2013

309/511 #178268

NOT REQUIRED

DODDRIDGE

WHITE OAK

KELLEY, NORMA L.

ANTERO RESOURCES APPALACHIAN CORPORATION

ROAD ACCESS AGREEMENT

4/17/2012

6-4-2.1

12/9/2013

318/641 #188828

NOT REQUIRED

DODDRIDGE

WHITE OAK

TRAVIS, MARVIN E. ET UX

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT ROAD ACCESS AGREEMENT

4/27/2012

6-4-2.5

1/9/2014

319/578 #190612

NOT REQUIRED

DODDRIDGE

WHITE OAK

JAMES, ELAINE

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

3/22/2012

7-1-4
7-1-5
7-1-6
7-1-7
7-1-9
7-1-10

9/21/2012

303/89 #166812

NOT REQUIRED

DODDRIDGE

WHITE OAK

PERINE, PATRICIA A.

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

1/28/2012

8-19-22; 8-19-23; 8-19-23.3

9/21/2012

303/01 #166795

NOT REQUIRED

DODDRIDGE

WHITE OAK

CLAY, PATSY KAY

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

2/21/2012

8-19-23.1

9/21/2012

302/720 166794

NOT REQUIRED

DODDRIDGE

WHITE OAK

NELSON, RUSSELL L.ET AL

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

2/18/2012

8-19-23.2

9/21/2012

303/10 #16797

NOT REQUIRED

DODDRIDGE

WHITE OAK

KEY OIL COMPANY

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

3/12/2012

8-19-7; 8-19-13; 8-19-19

9/21/2012

303/66 #166807

NOT REQUIRED

DODDRIDGE

WHITE OAK

DOTSON, LARRY

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

1/27/2012

8-22-2,3,4

9/21/2012

303/73 #166808

NOT REQUIRED

DODDRIDGE

WHITE OAK

DOTSON, LARRY

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT ACCESS ROAD AGREEMENT

4/25/2012

8-22-2,3,4

10/25/2012

303/610 #168037

NOT REQUIRED

DODDRIDGE

WHITE OAK

KILEY, JACQUELINE ANN

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

1/28/2012

8-22-5.1

6/28/2012

301/628 #163926

NOT REQUIRED

DODDRIDGE

WHITE OAK

MUMMA, CARROLL W. ET UX

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

3/21/2012

8-22-5.2,5.6

9/21/2012

303/55 #166805

NOT REQUIRED

DODDRIDGE

WHITE OAK

MUMMA, CARROLL W. ET UX

ANTERO RESOURCES APPALACHIAN CORPORATION

ADDITIONAL PIPELINE AGREEMENT

11/20/2012

8-22-5.2,5.6

9/19/2013

313/333 #183443

NOT REQUIRED

DODDRIDGE

WHITE OAK

LOVERN, BARBARA J. TRUSTEE ET AL

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT ROAD ACCESS AGREEMENT

3/28/2012

8-22-5.4

9/21/2012

303/28 #166800

NOT REQUIRED

DODDRIDGE

WHITEHAIR

NICHOLSON, MILTON DEAN

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

11/29/2011

6-12-30

10/24/2012

303/572 #167994

NOT REQUIRED

DODDRIDGE

WHITEHAIR

WHITEHAIR, ELTON DALE & JUDITH

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

5/7/2012

6-12-18 & 6-12-19

10/24/2012

303/561 #167991

NOT REQUIRED

DODDRIDGE

WHITEHAIR

WHITEHAIR, ELTON DALE & JUDITH

ANTERO RESOURCES APPALACHIAN CORPORATION

SURFACE FACILITY AGREEMENT

10/11/2012

6-12-18 & 6-12-19

9/11/2013

312/403 #182959

NOT REQUIRED

DODDRIDGE

WHITEHAIR

WHITEHAIR, ELTON DALE & JUDITH

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

3/16/2012

6-12-18 6-12-19

4/2/2012

298/367 #161482

NOT REQUIRED

DODDRIDGE

Whitehair Freshwater Impoundment

Costal Forest Resource Company

ANTERO RESOURCES APPALACHIAN CORPORATION

SUA

3/6/2012

17-12

NOT REQUIRED

DODDRIDGE

Whitehair Freshwater Impoundment

Elton D Whitehair & Judith Whitehair

ANTERO RESOURCES APPALACHIAN CORPORATION

Water Impoundment and Compensation

8/14/2012

18-12

1/30/2012

262/636 159745

NO CONSENT REQUIRED

DODDRIDGE

Whitehair Freshwater Impoundment

Rush Lynn Hickman & Judith Ann Hickman

ANTERO RESOURCES APPALACHIAN CORPORATION

Water Impoundment and Compensation

7/16/2012

33-12

7/25/2012

302/85 164799

NO CONSENT REQUIRED

DODDRIDGE

WOLF PEN TO HARDWOOD

WATSON, JUSTIN AND MIRANDA

ANTERO MIDSTREAM LLC

TEMPORARY ABOVE GROUND WATER LINE AGREEMENT

7/31/2014

6-5-6

NO CONSENT REQUIRED

DODDRIDGE

WOLF PEN TO HARDWOOD

ROSS, GEORGE

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

8/25/2014

6-8-7

NO CONSENT REQUIRED

DODDRIDGE

WOLF PEN TO HARDWOOD

ROSS, ALVIN

ANTERO MIDSTREAM LLC

TEMPORARY ABOVE GROUND WATER LINE AGREEMENT

7/31/2014

6-5-8

NO CONSENT REQUIRED

DODDRIDGE

YVONNE WATER

SMITH, ROBERT AND CINDY

ANTERO MIDSTREAM LLC

TEMPORARY ABOVE GROUND WATER LINE AGREEMENT

5/27/2014

3-4-9

NO CONSENT REQUIRED

DODDRIDGE

YVONNE WATER

SMITH, ROBERT J.
SMITH, CINDY L.

ANTERO MIDSTREAM LLC

TEMPORARY WATER LINE OPTION AND AGREEMENT

5/27/2014

3-4-9

NO CONSENT REQUIRED

DODDRIDGE

ZINN

DAVIS, NORMA AND LEWIS

ANTERO MIDSTREAM LLC

TEMPORARY SURFACE FACILITY EASEMENT OPTION AND AGREEMENT

7/18/2014

3-14-12

NO CONSENT REQUIRED

DODDRIDGE

ZINN LATERAL

DAVIS, LEWIS & NORMA

ANTERO MIDSTREAM LLC

TEMPORARY SURFACE FACILITY EASEMENT AND OPTION AGREEMENT

7/18/2014

3-14-3
3-14-4
3-14-12
3-14-6

NO CONSENT REQUIRED

DODDRIDGE

ZINN LATERAL

DAVIS, LEWIS P. & NORMA J.

ANTERO MIDSTREAM LLC

OPTION AND PERMANENT EASEMENT AGREEMENT

7/18/2014

3-14-3; 3-14-4; 3-14-12

N/A

CONSENT NEEDED

DODDRIDGE

ZINN LATERAL

DAVIS, LEWIS P. & NORMA J.

ANTERO MIDSTREAM LLC

TEMPORARY SURFACE SITE FACILITY

7/18/2014

3-14-3; 3-14-4; 3-14-12

N/A

DODDRIDGE

ZINNIA

MCCLAIN, ROGER A.

ANTERO RESOURCES CORPORATION

TEMPORARY ROAD ACCESS AGREEMENT

7/19/2013

6-8-40

N/A

NOT REQUIRED

DODDRIDGE

ZINNIA

CORDER, DONALD B.
GREGORY, LINDA M.

ANTERO MIDSTREAM LLC

SURFACE FACILITY EASEMENT AGREEMENT

3/25/2014

4-12-3

NO CONSENT REQUIRED

DODDRIDGE

ZINNIA

MARTIN, GARY D. & REBECCA M.

ANTERO MIDSTREAM LLC

TEMPORARY ROAD ACCESS AGREEMENT

9/18/2014

4-4-21

N/A

NOT REQUIRED

DODDRIDGE

ZINNIA

CLARK, ROSALIE

ANTERO RESOURCES APPALACHIAN CORPORATION

RIGHT-OF-WAY AGREEMENT

6/12/2013

4-4-26

3/5/2014

321/414 #194707

NOT REQUIRED

DODDRIDGE

Milton D Nicholson

ANTERO RESOURCES APPALACHIAN CORPORATION

ACCESS AGREEMENT

12/9/2011

6-12-30

1/30/2012

262/636

yes

DODDRIDGE

Clarence Sweeney

ANTERO RESOURCES APPALACHIAN CORPORATION

WATER WITHDRAWL AGREEMENT

2/23/2012

5-12-33

3/8/2012

297/303

yes

DODDRIDGE

Randall P Hutson

ANTERO RESOURCES APPALACHIAN CORPORATION

TEMPORARY WATER LINE AGREEMENT

8/8/2012

5-25-36

N/A

yes

DODDRIDGE

Freda M Hutson

ANTERO RESOURCES APPALACHIAN CORPORATION

TEMPORARY WATER LINE AGREEMENT

8/8/2012

5-25-37

N/A

yes

DODDRIDGE

Kevin D Hutson

ANTERO RESOURCES APPALACHIAN CORPORATION

TEMPORARY WATER LINE AGREEMENT

8/7/2012

5-25-38

N/A

yes

DODDRIDGE

Annabell Riffle and Troy Cunningham

ANTERO RESOURCES APPALACHIAN CORPORATION

ACCESS AGREEMENT

6/20/2012

1-6-41

7/10/2012

271/438

yes

DODDRIDGE

Troy D. Cunningham and Annabelle Rifle

ANTERO RESOURCES CORPORATION

TANK PAD AGREEMENT

7/5/2013

1-6-41

7/23/2013

310/527

yes

DODDRIDGE

Robert and Sue Cook

ANTERO RESOURCES APPALACHIAN CORPORATION

TEMPORARY WATER LINE AGREEMENT

8/7/2012

5-25-59

N/A

yes

DODDRIDGE

John and Sandra Erwin

ANTERO RESOURCES APPALACHIAN CORPORATION

TANK PAD AGREEMENT

10/25/2012

6-19-1

11/8/2012

303/719

yes

DODDRIDGE

George and Susan Gagnon

ANTERO RESOURCES APPALACHIAN CORPORATION

TANK PAD AGREEMENT

9/10/2012

6-3-2

10/9/2012

303/321

yes

DODDRIDGE

George G Hamilton; Gary L Hamilton

ANTERO RESOURCES APPALACHIAN CORPORATION

TANK PAD AGREEMENT

6/10/2013

6-10-4

7/23/2013

310/549; 310/553

yes

DODDRIDGE

M & R investments

ANTERO RESOURCES APPALACHIAN CORPORATION

TEMPORARY WATER LINE AGREEMENT

4/1/2013

8-13-5

N/A

yes

DODDRIDGE

Rendal and Sandy Dotson

ANTERO RESOURCES APPALACHIAN CORPORATION

TEMPORARY WATER LINE AGREEMENT

2/6/2013

6-20-9

N/A

yes

DODDRIDGE

Dennis Foreman

ANTERO MIDSTREAM LLC

Waterline Easement and ROW

4/8/2014

4/7/2010

Yes

DODDRIDGE

John and Sandra Erwin

ANTERO RESOURCES APPALACHIAN CORPORATION

TANK PAD AGREEMENT

8/30/2012

6-19-10

10/9/2012

303/332

yes

DODDRIDGE

Lewis and Norma Davis

ANTERO RESOURCES APPALACHIAN CORPORATION

TEMPORARY WATER LINE AGREEMENT

11/7/2012

3-14-12

N/A

yes

DODDRIDGE

David and Vivian Burton

ANTERO RESOURCES APPALACHIAN CORPORATION

ACCESS AGREEMENT

12/20/2012

6-15-12

2/25/2013

305/381

yes

DODDRIDGE

Vivian and David Burton

ANTERO RESOURCES APPALACHIAN CORPORATION

TANK PAD AGREEMENT

6/23/2011

6-15-12

8/12/2011

017/129

yes

DODDRIDGE

Delbert, Donna, and Michael Leatherman and Elizabeth Hayduk

ANTERO RESOURCES APPALACHIAN CORPORATION

TANK PAD AGREEMENT

1/23/2013

3-16-15

N/A

yes

DODDRIDGE

Richard and Wilma Marsden

ANTERO MIDSTREAM LLC

Water Impoundment and Compensation Agmt

5/20/2014

4/4/2016

7/23/2014

331-436

Yes

DODDRIDGE

Richard E. Marsden and Wilma J. Marsden

ANTERO RESOURCES APPALACHIAN CORPORATION

TANK PAD AGREEMENT

4/30/2013

4-4-16

6/3/2013

309-381

yes

DODDRIDGE

David M. Hartley

ANTERO RESOURCES APPALACHIAN CORPORATION

ACCESS AGREEMENT

11/14/2012

6-12-26

12/13/2012

404/846

yes

DODDRIDGE

Allen and Janet Ash

ANTERO RESOURCES APPALACHIAN CORPORATION

TEMPORARY WATER LINE AGREEMENT

2/26/2013

6-20-26

N/A

yes

DODDRIDGE

Jonathan L. Davis and Louella d. Davis

ANTERO RESOURCES APPALACHIAN CORPORATION

TEMPORARY WATER LINE AGREEMENT

6/12/2013

1-7-1

yes

DODDRIDGE

Troy D. Cunningham and Annabelle Rifle

ANTERO RESOURCES APPALACHIAN CORPORATION

TANK PAD AGREEMENT

7/5/2013

1-6-41

7/23/2013

310/527

yes

DODDRIDGE

Jerry Norman and Michael Norman

ANTERO RESOURCES APPALACHIAN CORPORATION

ACCESS AGREEMENT

10/17/2011

1-9-16

11/8/2011

294/645

yes

DODDRIDGE

Mt. Salem Revival Grounds, Inc

ANTERO RESOURCES CORPORATION

Temp Above Ground Waterline Agmt

2/21/2014

3-13-15.1

Yes

DODDRIDGE

Dwight and Tina Moore

Antero Resources Corporation

Temp Above Ground Waterline Agmt

2/21/2014

3-13-17,21,22

Yes

DODDRIDGE

Dennis Powell and Mellie M. Powell

ANTERO RESOURCES APPALACHIAN CORPORATION

TANK PAD AGREEMENT

8/21/2012

3-19-31, 31.1, 31.2,32

9/6/2012

302/559

yes

DODDRIDGE

Dennis Powell and Mellie M. Powell

ANTERO RESOURCES APPALACHIAN CORPORATION

TANK PAD AGREEMENT

11/8/2012

3-19-31, 31.1, 31.2,32

11/30/2012

304/140

yes

DODDRIDGE

James T. Barr, Jr. and Bernice J Barr

ANTERO RESOURCES APPALACHIAN CORPORATION

TANK PAD AGREEMENT

10/23/2012

4-12-10,10.1

11/8/2012

304/3

yes

DODDRIDGE

Gabriele Smith aka Gariele Hoover

ANTERO RESOURCES APPALACHIAN CORPORATION

TANK PAD AGREEMENT

2/25/2013

4-15-16,16.1,33

3/18/2013

305/530

yes

DODDRIDGE

James and Bernice Barr

ANTERO RESOURCES APPALACHIAN CORPORATION

TANK PAD AGREEMENT

10/23/2012

6-12-10,10.1

11/8/2012

304/3

yes

DODDRIDGE

Jordan Swiger

ANTERO RESOURCES APPALACHIAN CORPORATION

TEMPORARY ACCESS ROAD AGREEMENT

8/28/2012

6-12-27.1

10/9/2012

303/330

yes

DODDRIDGE

Naomi and Frank Williams

ANTERO RESOURCES APPALACHIAN CORPORATION

TEMPORARY ACCESS ROAD AGREEMENT

8/22/2012

6-12-34,36,39

9/6/2012

302/563

yes

DODDRIDGE

Gary and Gayenne Crislip

ANTERO RESOURCES APPALACHIAN CORPORATION

TEMPORARY ACCESS ROAD AGREEMENT

8/22/2012

6-12-34,36,39

10/9/2012

303/340

yes

DODDRIDGE

Dorothy Davis

ANTERO RESOURCES APPALACHIAN CORPORATION

TEMPORARY ACCESS ROAD AGREEMENT

8/22/2013

6-12-34,36,39

11/8/2012

304/11

yes

DODDRIDGE

Rexall and Deborah Crislip

ANTERO RESOURCES APPALACHIAN CORPORATION

TEMPORARY ACCESS ROAD AGREEMENT

8/24/2012

6-12-34,36,39

8/24/2012

304/343

yes

DODDRIDGE

Dorothy Davis

ANTERO RESOURCES APPALACHIAN CORPORATION

TEMPORARY WATER LINE AGREEMENT

10/23/2012

6-12-34,36,39

11/8/2012

303/725

yes

DODDRIDGE

Rexall Crislip

ANTERO RESOURCES APPALACHIAN CORPORATION

TEMPORARY WATER LINE AGREEMENT

10/24/2012

6-12-34,36,39

11/8/2012

304/1

yes

DODDRIDGE

Frank and Naomi Williams

ANTERO RESOURCES APPALACHIAN CORPORATION

TEMPORARY WATER LINE AGREEMENT

10/23/2012

6-12-34,36,39

11/8/2012

304/5

yes

DODDRIDGE

Gary and Gayenne Crislip

ANTERO RESOURCES APPALACHIAN CORPORATION

TEMPORARY WATER LINE AGREEMENT

10/23/2012

6-12-34,36,39

11/8/2012

304/7

yes

DODDRIDGE

James and Sharon Devericks

ANTERO RESOURCES APPALACHIAN CORPORATION

TANK PAD AGREEMENT

10/27/2012

6-12-37.5

11/8/2012

303/715

yes

DODDRIDGE

Thomas Johns and Celia Arbogast

ANTERO RESOURCES APPALACHIAN CORPORATION

TEMPORARY ACCESS ROAD AGREEMENT

11/12/2012

6-12-5,5.1,40

1/16/2013

304/651

yes

DODDRIDGE

Garry R. Norton

ANTERO RESOURCES APPALACHIAN CORPORATION

TANK PAD AGREEMENT

2/7/2013

6-16-15; 6-19-6

3/18/2013

305/542

yes

DODDRIDGE

Allen Ash, Jr

ANTERO RESOURCES APPALACHIAN CORPORATION

TEMPORARY WATER LINE AGREEMENT

1/11/2013

6-25-6.1

N/A

yes

DODDRIDGE

David and Barbara K Thompson

ANTERO RESOURCES APPALACHIAN CORPORATION

TEMPORARY WATER LINE AGREEMENT

3/5/2013

McClellan District, Doddridge County(NO TM or PCL listed on Agmt)

N/A

yes

DODDRIDGE

BONNELL TO WOLF PEN

LOWTHER, KENNETH ET AL

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

6/23/2013

6-8-4

NO CONSENT REQUIRED

DODDRIDGE

CANTON NORTH; CANTON SOUTH; CANTON WATER

COASTAL FOREST RESOURCES COMPANY

ANTERO RESOURCES CORPORATION

EASEMENT AGREEMENT

9/27/2013

3-2-1
3-2-4.2
5-12-39
5-17-14
5-17-12.1
5-17-11
5-17-3

8/7/2014

332/347 #206964

CONSENT REQUIRED

DODDRIDGE AND TYLER

LASKO LATERAL

N.I.E.D INDUSTRIES, INC.

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

7/25/2014

31-0000405.002

NO CONSENT REQUIRED

GEURNSEY

LASKO LATERAL

COMBS, MARLIN E. & JANE ANN

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

7/25/2014

31-000060

NO CONSENT REQUIRED

GEURNSEY

LASKO LATERAL

TRENI, KATHLEEN

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

8/8/2014

31-000319

NO CONSENT REQUIRED

GEURNSEY

LASKO LATERAL

YES

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

8/8/2014

31-000319

NO CONSENT REQUIRED

GEURNSEY

LASKO LATERAL

SECREST, JASON

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

8/4/2014

31-00280
31-00280.002
31-00230.003

NO CONSENT REQUIRED

GEURNSEY

LASKO LATERAL

SECREST, JASON

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

8/8/2014

31-00280
31-00280.002
31-00230.003

NO CONSENT REQUIRED

GEURNSEY

LASKO LATERAL

NEUHART, BRENDA

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

8/21/2014

31-00385

NO CONSENT REQUIRED

GEURNSEY

LASKO LATERAL

FRIDAY, CARMAN D.

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

8/2/2014

31-00512.000
35-00034.000

NO CONSENT REQUIRED

GEURNSEY

LASKO LATERAL

KRISE, KENNETH & PAMELA

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

7/28/2014

31-01442.000

NO CONSENT REQUIRED

GEURNSEY

LASKO LATERAL

MAYNARD, DONALD G SR.

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

8/4/2014

31-02972

NO CONSENT REQUIRED

GEURNSEY

LASKO LATERAL

NEUHART, HAROLD K

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

5/27/2014

31-03080

NO CONSENT REQUIRED

GEURNSEY

Lasko SFWI

Timothy Lasko

ANTERO RESOURCES CORPORATION

Water Impoundment

9/23/2013

31-00244
31-00246

12/10/2013

510/2253-2254

Yes

GEURNSEY

LASKO WATERLINE

BURNS, JAMES B TRUSTEE

ANTERO MIDSTREAM LLC

OPTION/EASEMENT AGREEMENT

6/4/2014

31-00043
31-01477
31-01478
31-01604

CONSENT NOT REQUIRED

GEURNSEY

LASKO WATERLINE

ELLSION, BARBARA

ANTERO RESOURCES MIDSTREAM LLC

OPTION/EASEMENT AGREEMENT

1/24/2014

31-00052.000

CONSENT TO ASSIGN NOT REQUIRED

GEURNSEY

LASKO WATERLINE

RUBEL, GARY ET UX

ANTERO MIDSTREAM LLC

OPTION/EASEMENT AGREEMENT

6/26/2014

31-00221
31-00015

CONSENT NOT REQUIRED

GEURNSEY

LASKO WATERLINE

ALESHIRE, CHRISTOPHER ET UX

ANTERO MIDSTREAM LLC

OPTION/EASEMENT AGREEMENT

7/2/2014

31-00231.5
31-00231.6
31-00231.7
31-00231.11
31-00231.12

CONSENT NOT REQUIRED

GEURNSEY

LASKO WATERLINE

LASKO, TIMOTHY GEORGE

ANTERO RESOURCES MIDSTREAM LLC

OPTION/EASEMENT AGREEMENT

2/10/2014

31-00244.000
31-00246.000

CONSENT TO ASSIGN NOT REQUIRED

GEURNSEY

LASKO WATERLINE

DODD, LINDA ET AL

ANTERO MIDSTREAM LLC

OPTION/EASEMENT AGREEMENT

6/2/2014

31-00314

CONSENT NOT REQUIRED

GEURNSEY

LASKO WATERLINE

COWDEN, WILLIAM ET UX

ANTERO MIDSTREAM LLC

OPTION/EASEMENT AGREEMENT

7/3/2014

31-00321
31-00324

CONSENT NOT REQUIRED

GEURNSEY

LASKO WATERLINE

DAYMUT, GARY ET UX

ANTERO RESOURCES MIDSTREAM LLC

OPTION/EASEMENT AGREEMENT

1/29/2014

31-00395.000

CONSENT TO ASSIGN NOT REQUIRED

GEURNSEY

LASKO WATERLINE

KENNEY, DAVID ET UX

ANTERO MIDSTREAM LLC

OPTION/EASEMENT AGREEMENT

7/28/2014

31-00405

CONSENT NOT REQUIRED

GEURNSEY

LASKO WATERLINE

HALL, TIMOTHY

ANTERO MIDSTREAM LLC

OPTION/EASEMENT AGREEMENT

10/7/2014

31-00426

CONSENT NOT REQUIRED

GEURNSEY

LASKO WATERLINE

BARBA, CAROLYN ET AL

ANTERO RESOURCES MIDSTREAM LLC

OPTION/EASEMENT AGREEMENT

3/17/2014

31-00470.001

CONSENT TO ASSIGN NOT REQUIRED

GEURNSEY

LASKO WATERLINE

GRAZIANO, DOMINIC ET UX

ANTERO RESOURCES MIDSTREAM LLC

OPTION/EASEMENT AGREEMENT

2/19/2014

31-00470.004

CONSENT TO ASSIGN NOT REQUIRED

GEURNSEY

LASKO WATERLINE

KUNES, MARY

ANTERO RESOURCES MIDSTREAM LLC

OPTION/EASEMENT AGREEMENT

3/17/2014

31-00493.000

CONSENT TO ASSIGN NOT REQUIRED

GEURNSEY

LASKO WATERLINE

KUNES, MARY

ANTERO RESOURCES MIDSTREAM LLC

OPTION TEMPORARY WAREYARD AGREEMENT

3/19/2013

31-00493.000

CONSENT TO ASSIGN NOT REQUIRED

GEURNSEY

LASKO WATERLINE

BERGIN, STEPHEN ET AL

ANTERO RESOURCES MIDSTREAM LLC

OPTION/EASEMENT AGREEMENT

2/5/2014

31-00539.000
31-00540.000

CONSENT TO ASSIGN NOT REQUIRED

GEURNSEY

LASKO WATERLINE

NEWCOMER, CLARENCE

ANTERO RESOURCES MIDSTREAM LLC

OPTION/EASEMENT AGREEMENT

2/5/2014

31-01193.000

CONSENT TO ASSIGN NOT REQUIRED

GEURNSEY

LASKO WATERLINE

HANING, THOMAS H

ANTERO MIDSTREAM LLC

OPTION/EASEMENT AGREEMENT

6/28/2014

31-01431
31-00405.1

CONSENT NOT REQUIRED

GEURNSEY

LASKO WATERLINE

PICKENS, TRAVIS

ANTERO RESOURCES MIDSTREAM LLC

OPTION/EASEMENT AGREEMENT

2/4/2014

31-02547.000

CONSENT TO ASSIGN NOT REQUIRED

GEURNSEY

LASKO WATERLINE

CARPENTER, JEFFERY

ANTERO RESOURCES MIDSTREAM LLC

OPTION/EASEMENT AGREEMENT

2/21/2014

31-02894.000

CONSENT TO ASSIGN NOT REQUIRED

GEURNSEY

LASKO WATERLINE

CARPENTER, PAUL

ANTERO RESOURCES MIDSTREAM LLC

OPTION/EASEMENT AGREEMENT

2/21/2014

31-02894.004

CONSENT TO ASSIGN NOT REQUIRED

GEURNSEY

LASKO WATERLINE

BURNS, ROY L.

ANTERO RESOURCES MIDSTREAM LLC

OPTION/EASEMENT AGREEMENT

3/7/2014

31-02894.006

CONSENT TO ASSIGN NOT REQUIRED

GEURNSEY

LASKO WATERLINE

BURNS, ROY L.

ANTERO RESOURCES MIDSTREAM LLC

OPTION PERMANENT ROAD ACCESS AGREEMENT

3/7/2014

31-02894.006

CONSENT TO ASSIGN NOT REQUIRED

GEURNSEY

LASKO WATERLINE

HOSSMAN, KAREN (W-VICTORIA SAVAGE)

ANTERO MIDSTREAM LLC

OPTION/EASEMENT AGREEMENT

8/2/2014

31-02953.037

CONSENT NOT REQUIRED

GEURNSEY

LASKO WATERLINE

GRIMES, CARLA

ANTERO MIDSTREAM LLC

OPTION/EASEMENT AGREEMENT

7/11/2014

31-02959.009

CONSENT NOT REQUIRED

GEURNSEY

LASKO WATERLINE

SCOTT, BUNNIE S.

ANTERO MIDSTREAM LLC

OPTION/EASEMENT AGREEMENT

6/17/2014

31-03080
31-03080.018

CONSENT NOT REQUIRED

GEURNSEY

LASKO WATERLINE

BLACK, TREVOR ET UX

ANTERO MIDSTREAM LLC

OPTION/EASEMENT AGREEMENT

6/6/2014

31-03080.010

CONSENT NOT REQUIRED

GEURNSEY

LASKO WATERLINE

DAVIS, GLEN A ET UX

ANTERO MIDSTREAM LLC

OPTION/EASEMENT AGREEMENT

5/30/2014

31-03080.9
31-03080.8

CONSENT NOT REQUIRED

GEURNSEY

LASKO WATERLINE

SOMERS, JAMES E.

ANTERO RESOURCES MIDSTREAM LLC

OPTION/EASEMENT AGREEMENT

3/7/2014

35-06004.000

CONSENT TO ASSIGN NOT REQUIRED

GEURNSEY

Lasko

Timothy George Lasko

ANTERO RESOURCES CORPORATION

Water Impoundment Agreement

9/23/2013

GUERNSEY

Timothy and Julia Hall

ANTERO RESOURCES APPALACHIAN CORPORATION

WATER WITHDRAWL AGREEMENT

1/25/2013

Section 21-31-00426.000

N/A

500/554

yes

GUERNSEY

Nimorwicz East Water Impoundment

Tilman Lee Williams

ANTERO RESOURCES APPALACHIAN CORPORATION

Water Impoundment and Compensation

4/1/2013

1-341

HARRISON

Nimorwicz East Water Impoundment

Robert Nimorwicz and Dona Framento FKA Donna M Dacunha

ANTERO RESOURCES APPALACHIAN CORPORATION

Water Impoundment and Compensation

4/23/2013

2-341

HARRISON

Nimorwicz West Water Impoundment

Tilman Lee Williams

ANTERO RESOURCES APPALACHIAN CORPORATION

Water Impoundment and Compensation

4/1/2013

1-341

HARRISON

Nimorwicz West Water Impoundment

Robert Nimorwicz and Dona Framento FKA Donna M Dacunha

ANTERO RESOURCES APPALACHIAN CORPORATION

Water Impoundment and Compensation

4/23/2013

2-341

HARRISON

Quinn Water Impoundment

Leonard Courtney

ANTERO RESOURCES APPALACHIAN CORPORATION

Access Road Aggreeement

8/3/2012

40/001&003-383/403

HARRISON

Salem to Varner West

Carolyn Plaugher

ANTERO RESOURCES CORPORATION

Temp Above Ground WL AG

11/20/2013

4-6

Yes

HARRISON

Salem to Varner West

Willis Mathey

ANTERO RESOURCES CORPORATION

Temp Above Ground WL AG

7/26/2013

27-08-166

Yes

HARRISON

Salem to Varner West

Eric L Cochran

ANTERO RESOURCES CORPORATION

Temp Above Ground WL AG

7/17/2013

302321-78
302321-10

Yes

HARRISON

Salem to Varner West

Frank and Martha Brunetti

ANTERO RESOURCES CORPORATION

Temp Above Ground WL AG

9/11/2013

302-61
302-66
302-65

Yes

HARRISON

Salem to Varner West

Black Rock Enterprises

ANTERO RESOURCES CORPORATION

Temp Above Ground WL AG

10/18/2013

302-78
302-51

Yes

HARRISON

Salem to Varner West

Daniel and Rachel Tucker

ANTERO RESOURCES CORPORATION

Temp Above Ground WL AG

9/24/2013

321-19

Yes

HARRISON

Salem to Varner West

Anthony Feathers

ANTERO RESOURCES CORPORATION

Temp Above Ground WL AG

9/26/2013

321-30

Yes

HARRISON

Salem to Varner West

Mark and Sabrina Benedum

ANTERO RESOURCES CORPORATION

Temp Above Ground WL AG

8/25/2013

321302-10.1
321302-18

Yes

HARRISON

Salem to Varner West

James A. Varner Sr.

ANTERO RESOURCES APPALACHIAN CORPORATION

SUA and Compensation

11/6/2012

322-18

11/19/2012

1501-499

Yes

HARRISON

Salem to Varner West

Lyle and Betty Benedum

ANTERO RESOURCES CORPORATION

Temp Above Ground WL AG

10/18/2013

322-6
322-2

Yes

HARRISON

TOMS FORK

STOUT, PAUL ET AL

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

2/20/2013

20-361-1

9/19/2013

313/281 #183433

NOT REQUIRED

HARRISON

Vickie Lynn Singleton

ANTERO RESOURCES APPALACHIAN CORPORATION

ACCESS AGREEMENT

5/11/2011

14-265-96

5/13/2011

1469/1195

yes

HARRISON

Kimberly A. Male

ANTERO RESOURCES APPALACHIAN CORPORATION

WATER EASEMENT

4/8/2009

7-285-49

yes

HARRISON

Kimberly A. Male

ANTERO RESOURCES APPALACHIAN CORPORATION

ACCESS AGREEMENT

2/7/2009

7-285-51

2/18/2009

1427/943

yes

HARRISON

Rita A Walker

ANTERO RESOURCES APPALACHIAN CORPORATION

TEMPORARY WATER LINE AGREEMENT

1116/2011

9-266A-2,16

11/21/2011

1480/22

yes

HARRISON

David and Debra Shrieves (G.A.L)

ANTERO RESOURCES APPALACHIAN CORPORATION

WATER WITHDRAWL AGREEMENT

3/21/2012; 3/21/13

12-424-17

N/A

1486/537

yes

HARRISON

GAL Land Company

ANTERO RESOURCES CORPORATION

Amendment of Temp Water WD Lease Agmt

4/25/2014

12-424-17.1

Yes

HARRISON

Janet L. Baxter

ANTERO RESOURCES APPALACHIAN CORPORATION

ACCESS AGREEMENT

5/11/2011

14-265-90,91

5/13/2011

1469/1191

yes

HARRISON

Roger and Sandy Weese

ANTERO RESOURCES CORPORATION

Water WD and Temp Waterline Agreement Option

1/20/2014

1-4-4/5

12/5/2013

318-452

Yes

HARRISON

Dorotha J Post

ANTERO RESOURCES APPALACHIAN CORPORATION

TEMPORARY WATER LINE AGREEMENT

8/13/2012

18-242-35

N/A

yes

HARRISON

Willis Lee Mathey

ANTERO RESOURCES APPALACHIAN CORPORATION

TEMPORARY WATER LINE AGREEMENT

7/26/2013

18-2708-166

yes

HARRISON

The City of Salem

ANTERO RESOURCES APPALACHIAN CORPORATION

WATER WITHDRAWL AGREEMENT

11/9/2011

18-2708-98

11/21/2011

1480/28

yes

HARRISON

William J Boggs

ANTERO RESOURCES APPALACHIAN CORPORATION

TEMPORARY WATER LINE AGREEMENT

7/9/2013

18-281-31

N/A

yes

HARRISON

Blackrock Enterprises, LLC

ANTERO RESOURCES CORPORATION

TEMPORARY WATER LINE AGREEMENT

8/10/2013

18-302-51

N/A

yes

HARRISON

Eric L Cochran

ANTERO RESOURCES CORPORATION

TEMPORARY WATER LINE AGREEMENT

7/17/2013

18-302-78;
18-321-10

N/A

yes

HARRISON

Lyle and Betty R Benedum

ANTERO RESOURCES CORPORATION

TEMPORARY WATER LINE AGREEMENT

8/10/2013

18-302-78;
18-322-6, 2

N/A

yes

HARRISON

Mark and Sabrina Benedum

ANTERO RESOURCES CORPORATION

TEMPORARY WATER LINE AGREEMENT

8/25/2013

18-321-10.1,18
18-302-22

N/A

yes

HARRISON

Patrick J Shaver

ANTERO RESOURCES CORPORATION

TEMPORARY WATER LINE AGREEMENT

7/3/2013

18-321-31.2

N/A

yes

HARRISON

John and Marianne Clevenger

ANTERO RESOURCES APPALACHIAN CORPORATION

TEMPORARY WATER LINE AGREEMENT

7/16/2013

18-321-39

N/A

yes

HARRISON

Don and Heidi Huffman

ANTERO RESOURCES APPALACHIAN CORPORATION

TEMPORARY WATER LINE AGREEMENT

7/22/2012

18-324-2

N/A

yes

HARRISON

Gregory Myers

ANTERO RESOURCES APPALACHIAN CORPORATION

TEMPORARY WATER LINE AGREEMENT

8/24/2012

20-241-1

N/A

yes

HARRISON

Phyllis Smith

ANTERO RESOURCES APPALACHIAN CORPORATION

TEMPORARY WATER LINE AGREEMENT

8/29/2012

20-242-2

N/A

yes

HARRISON

Nancy Powers

ANTERO RESOURCES APPALACHIAN CORPORATION

WATER WITHDRAWL AGREEMENT

6/18/2012

20-324-19

7/3/2012

1494/645

yes

HARRISON

Nancy Powers

ANTERO RESOURCES APPALACHIAN CORPORATION

WATER WITHDRAWL AGREEMENT

9/6/2012

20-343-14

10/4/2012

1499/317

yes

HARRISON

Kevin J Poth

ANTERO RESOURCES APPALACHIAN CORPORATION

WATER WITHDRAWL AGREEMENT

4/12/2012

20-364-14

4/24/2012

1489/930

yes

HARRISON

Mountain Lakes, LLC

ANTERO RESOURCES APPALACHIAN CORPORATION

TEMPORARY WATER LINE AGREEMENT

4/13/2012

20-364-2

N/A

yes

HARRISON

Freddie R Daugherty

ANTERO RESOURCES APPALACHIAN CORPORATION

TEMPORARY WATER LINE AGREEMENT

1/22/2013

20-383-22

N/A

yes

HARRISON

Freddie Daugherty

ANTERO RESOURCES CORPORATION

Extension of Temp Waterline Agmt

12/16/2013

20-383-22

HARRISON

James K Lightner

ANTERO RESOURCES APPALACHIAN CORPORATION

TEMPORARY WATER LINE AGREEMENT

12/20/2012

20-383-24

N/A

yes

HARRISON

Robert and Patricia Bennett

ANTERO RESOURCES APPALACHIAN CORPORATION

TEMPORARY WATER LINE AGREEMENT

2/4/2013

20-383-25

N/A

yes

HARRISON

Matthew and Lisa D Bowyer

ANTERO RESOURCES APPALACHIAN CORPORATION

TEMPORARY WATER LINE AGREEMENT

12/17/2012

20-383-31,23

N/A

yes

HARRISON

David and Blanche Stutler

ANTERO RESOURCES APPALACHIAN CORPORATION

TEMPORARY WATER LINE AGREEMENT

12/17/2012

20-383-32

N/A

yes

HARRISON

Robert Lewis

ANTERO RESOURCES APPALACHIAN CORPORATION

ACCESS AGREEMENT

6/6/2012

20-383-47

6/18/2012

1493/589

yes

HARRISON

James and Ashley Heffinger

ANTERO RESOURCES APPALACHIAN CORPORATION

ACCESS AGREEMENT

3/5/2013

20-403-13.2

3/20/2013

1506/1307

yes

HARRISON

Everett M and Shirley Myer

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT WATER LINE AGREEMENT

11/19/2012

20-403-22

N/A

yes

HARRISON

Ronald Mark Hitt

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT WATER LINE AGREEMENT

1/28/2013

20-403-30,31

2/21/2013

1502/802

yes

HARRISON

Christopher and Kimberly Turner

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT WATER LINE AGREEMENT

1/28/2013

20-403-32

2/21/2013

1505/797

yes

HARRISON

Clara Mae and Peggy Hurst

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT WATER LINE AGREEMENT

10/1/2012

20-403-4

N/A

yes

HARRISON

Bernard, Clara Mae, and Peggy Hurst

ANTERO RESOURCES APPALACHIAN CORPORATION

TANK PAD AGREEMENT

10/17/2012

20-403-4

11/19/2012

1501/530

yes

HARRISON

Carol Hurst, Peggy Hurst, Clara Hurst

ANTERO RESOURCES CORPORATION

Tank Pad, Storage Yard, Offloading and Ware Yard Agmt

3/7/2014

20-403-4

4/15/2024

1531-826

Yes

HARRISON

David and Lisa A Gaines

ANTERO RESOURCES APPALACHIAN CORPORATION

TEMPORARY WATER LINE AGREEMENT

12/2/2013

20-403-4.2

N/A

yes

HARRISON

Charles N Tyree

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT WATER LINE AGREEMENT

2/4/2013

20-404-30.1

2/21/2013

1505/800

yes

HARRISON

Ronald C Fragmin

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT WATER LINE AGREEMENT

1/28/2013

20-404-39

2/21/2013

1505/790

yes

HARRISON

William McDonald

ANTERO RESOURCES CORPORATION

Water WD Agreement

3/12/2014

20-424-002

5/21/2014

1533-1207

Yes

HARRISON

James Ivan McDonald

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT WATER LINE AGREEMENT

1/28/2013

20-424-1; 20-424-14

2/21/2013

1505/805

yes

HARRISON

Brenda and Michael Tuckwiller

ANTERO RESOURCES APPALACHIAN CORPORATION

ACCESS AGREEMENT

3/11/2013

20-424-16

4/19/2013

1509/1060

yes

HARRISON

Brenda and Thomas Tuckwiller

ANTERO RESOURCES CORPORATION

Extension of Temporary Pumpting Area Agmt

9/17/2014

20-424-16

Yes

HARRISON

William M McDonald

ANTERO RESOURCES APPALACHIAN CORPORATION

ACCESS AGREEMENT

1/31/2013

20-424-2

N/A

HARRISON

William M McDonald

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT WATER LINE AGREEMENT

9/30/2012

20-424-2

11/19/2012

1501/526

yes

HARRISON

James and Brenda Raines; Clarence Mutschelknaus, Patrick Deem

ANTERO RESOURCES APPALACHIAN CORPORATION

WATER FACILITY AGREEMENT

1/23/2012

7-267-24.2

1/26/2012

1482/1123

yes

HARRISON

James Raines, Clarence Mutschelknaus, Patrick Deem

ANTERO RESOURCES CORPORATION

Ext and Reatification of Water Use Agmt

2/19/2014

7-267-24.2

3/13/2014

1528-145

Yes

HARRISON

IL Morris, Mike Ross Inc

ANTERO RESOURCES CORPORATION

Water Treatmenet Facility Agmt

7/29/2014

7-285-16

10/3/2014

1539-758

Yes

HARRISON

Lorrain P. Laverdierre

ANTERO RESOURCES APPALACHIAN CORPORATION

ACCESS AGREEMENT

4/20/2010

7-285-3

5/6/2010

1146/1010

yes

HARRISON

Curt Myers and James E. Raines

ANTERO RESOURCES APPALACHIAN CORPORATION

TEMPORARY WATER LINE AGREEMENT

11/7/2011

9-266A-5

11/21/2011

1480/25

yes

HARRISON

Donald L. Phillips and Mary V. Phillips

ANTERO RESOURCES APPALACHIAN CORPORATION

TEMPORARY WATER LINE AGREEMENT

10/28/2011

9-266A-6.1

11/21/2011

1480/32

yes

HARRISON

Arthur J. Rockwell

ANTERO RESOURCES APPALACHIAN CORPORATION

WATER WITHDRAWL AGREEMENT

7/24/2012

9-304-15

8/2/2012

1117/503

yes

HARRISON

BARNESVILLE H2O

CHRISTMAN, JOHN S.

ANTERO MIDSTREAM LLC

TEMPORARY WAREYARD AGREEMENT

12-001006
12-001009

NO CONSENT REQUIRED

MONROE

BARNESVILLE H2O

CHRISTMAN, JOHN S.

ANTERO MIDSTREAM LLC

TEMPORARY ROAD ACCESS EASEMENT AGREEMENT

12-001006
12-001009

NO CONSENT REQUIRED

MONROE

BARNESVILLE H2O

KUHNS, RAYMOND A.
BYLER, JOE E.

ANTERO MIDSTREAM LLC

TEMPORARY WAREYARD AGREEMENT

12-001010
21-006013
21-006016

NO CONSENT REQUIRED

MONROE

BARNESVILLE H2O

KUHNS, RAYMOND A.
BYLER, JOE E.

ANTERO MIDSTREAM LLC

ROAD ACCESS EASEMENT

12-001010
21-006013
21-006016

NO CONSENT REQUIRED

MONROE

BARNESVILLE H2O

STEPHEN, DREW PRESTON
STEPHEN, TRACEY ANN

ANTERO MIDSTREAM LLC

TEMPORARY WAREYARD AGREEMENT

7/3/2014

12-001015.000

NO CONSENT REQUIRED

MONROE

BARNESVILLE H2O

STEPHEN, DREW PRESTON
STEPHEN, TRACEY ANN

ANTERO MIDSTREAM LLC

ROAD ACCESS EASEMENT

7/3/2014

12-001015.0000

NO CONSENT REQUIRED

MONROE

BARNESVILLE H2O

HILL, MARK A. , TRUSTEE & MARIE B.

ANTERO MIDSTREAM LLC

ROAD ACCESS EASEMENT

12-005006.000
12-005017.000
12-006014.000

NO CONSENT REQUIRED

MONROE

BARNESVILLE H2O

HILL, MARK A. , TRUSTEE & MARIE B.

ANTERO MIDSTREAM LLC

TEMPORARY WAREYARD AGREEMENT

12-006014.000

NO CONSENT REQUIRED

MONROE

BARNESVILLE H2O

PIATT, THOMAS T.
PIATT, RHONDA J.

ANTERO MIDSTREAM LLC

TEMPORARY WAREYARD AGREEMENT

6/2/2014

12-009006

NO CONSENT REQUIRED

MONROE

BARNESVILLE H2O

PIATT, THOMAS T.
PIATT, RHONDA J.

ANTERO MIDSTREAM LLC

TEMPORARY ROAD ACCESS EASEMENT AGREEMENT

12-009006

NO CONSENT REQUIRED

MONROE

BARNESVILLE H2O

HEADLEY, MARK E.

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

1/14/2014

21-007004

NO CONSENT REQUIRED

MONROE

BARNESVILLE H2O

HEADLEY, MARK E.
HEADLEY, VALERIA K.

ANTERO MIDSTREAM LLC

TEMPORARY WAREYARD AGREEMENT

5/22/2014

21-007034

NO CONSENT REQUIRED

MONROE

BARNESVILLE H2O

ROE, DELLANO D. & MALCOLM B.

ANTERO MIDSTREAM LLC

ROAD ACCESS EASEMENT

7/9/2014

21-012011.000

NO CONSENT REQUIRED

MONROE

BARNESVILLE H2O

HEADLEY, MARK E.

ANTERO MIDSTREAM LLC

SURFACE FACILITY EASEMENT AGREEMENT

5/22/2014

21-012017

NO CONSENT REQUIRED

MONROE

BARNESVILLE LINE

GINGERICH, DANIEL ET UX

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

10/21/2013

12-008008.000

3/19/2014

269/425
#201400074328

CONSENT TO ASSIGN NOT REQUIRED

MONROE

BARNESVILLE LINE

GIRARD, EMIL ET UX

ANTERO RESOURCES CORPORATION

OPTION/EASEMENT AGREEMENT

11/7/2013

21-007007.000

CONSENT TO ASSIGN NOT REQUIRED

MONROE

BARNESVILLE LINE

YODER, ANTHONY

ANTERO RESOURCES CORPORATION

OPTION/EASEMENT AGREEMENT

10/16/2013

120020000000

CONSENT TO ASSIGN NOT REQUIRED

MONROE

BARNESVILLE LINE

PIATT, THOMAS ET UX

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

9/30/2013

12-009006.0000
12-006007.0000
12-014012.0000
12-009005.0000
12-014013.0000

3/19/2014

269/379-388
#201400074322

CONSENT TO ASSIGN NOT REQUIRED

MONROE

BARNESVILLE LINE

HOTHEM FAMILY PROPERTIES, LTD

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

12/2/2013

12-008006.0000
12-007002.0000

3/19/2014

269/389
#201400074323

CONSENT TO ASSIGN NOT REQUIRED

MONROE

BARNESVILLE LINE

POWELL, DONALD ET UX

ANTERO RESOURCES CORPORATION

OPTION/EASEMENT AGREEMENT

9/20/2013

12-008014

CONSENT TO ASSIGN NOT REQUIRED

MONROE

BARNESVILLE LINE

MELLOT, HENRY ET AL

ANTERO RESOURCES CORPORATION

OPTION/EASEMENT AGREEMENT

10/24/2013

12-008002

CONSENT TO ASSIGN NOT REQUIRED

MONROE

BARNESVILLE LINE

PFALZGRAF, GEORGE

ANTERO RESOURCES CORPORATION

OPTION/EASEMENT AGREEMENT

12/6/2013

20-0130110.000

CONSENT TO ASSIGN NOT REQUIRED

MONROE

BARNESVILLE LINE

WAHL, JAMES M.

ANTERO RESOURCES CORPORATION

OPTION/EASEMENT AGREEMENT

10/28/2013

20-014001.000

CONSENT TO ASSIGN NOT REQUIRED

MONROE

BARNESVILLE LINE

WEISEND, DAVID L.

ANTERO RESOURCES
APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

4/8/2013

20-015001.0000

3/24/2014

268/822
#201400074422

CONSENT TO ASSIGN NOT REQUIRED

MONROE

BARNESVILLE LINE

WILLS, SHELBA

ANTERO RESOURCES
APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

12/6/2012

20-015008.0000
20-015008.0000

3/24/2014

269/814
201400074420

CONSENT TO ASSIGN NOT REQUIRED

MONROE

BARNESVILLE LINE

STEPHEN, DREW ET UX

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

10/25/2013

12-001007.000

3/19/2014

269/451
#201400074331

CONSENT TO ASSIGN NOT REQUIRED

MONROE

BARNESVILLE LINE

MONTER, ROLLIN J.

ANTERO RESOURCES CORPORATION

OPTION/EASEMENT AGREEMENT

9/16/2013

21-005004.0000

CONSENT TO ASSIGN NOT REQUIRED

MONROE

BARNESVILLE LINE

RUBEL, DAVID ET AL

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

10/15/2013

21-006009.0000
21-006009

3/24/2014

269/839
#201400074424

CONSENT TO ASSIGN NOT REQUIRED

MONROE

BARNESVILLE LINE

MCPEEK, JAYNE ET AL

ANTERO RESOURCES CORPORATION

OPTION/EASEMENT AGREEMENT

11/6/2013

21-006001.0000

CONSENT TO ASSIGN NOT REQUIRED

MONROE

BARNESVILLE LINE

MILLER, ALLEN ET UX

ANTERO RESOURCES CORPORATION

OPTION/EASEMENT AGREEMENT

10/26/2013

210070000000

CONSENT TO ASSIGN NOT REQUIRED

MONROE

BARNESVILLE LINE

YOMMER, WILLARD ET UX

ANTERO RESOURCES CORPORATION

OPTION/EASEMENT AGREEMENT

10/26/2013

210070000000

CONSENT TO ASSIGN NOT REQUIRED

MONROE

BARNESVILLE LINE

SMITH, ROBERT

ANTERO RESOURCES CORPORATION

OPTION/EASEMENT AGREEMENT

11/12/2013

210070000000

CONSENT TO ASSIGN NOT REQUIRED

MONROE

BARNESVILLE LINE

FARNSWORTH, CLAYTON ET UX

ANTERO RESOURCES CORPORATION

OPTION/EASEMENT AGREEMENT

11/16/2013

210070000000

CONSENT TO ASSIGN NOT REQUIRED

MONROE

BARNESVILLE LINE

MILLER, MARVIN ET UX

ANTERO RESOURCES MIDSTREAM LLC

OPTION/EASEMENT AGREEMENT

1/7/2014

210070000000

CONSENT TO ASSIGN NOT REQUIRED

MONROE

BARNESVILLE LINE

SNYDER, TIMOTHY ET UX

ANTERO RESOURCES CORPORATION

OPTION/EASEMENT AGREEMENT

11/8/2013

210110000000

CONSENT TO ASSIGN NOT REQUIRED

MONROE

BARNESVILLE LINE

ROE, DELLANO

ANTERO RESOURCES
APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

4/10/2013

210120000000

3/24/2014

269/830
#201400074423

CONSENT TO ASSIGN NOT REQUIRED

MONROE

BARNESVILLE LINE

BRINSON, ROY ET UX

ANTERO RESOURCES CORPORATION

OPTION/EASEMENT AGREEMENT

11/30/2013

210120000000

CONSENT TO ASSIGN NOT REQUIRED

MONROE

BARNESVILLE LINE

PATCHIN, TROY

ANTERO RESOURCES CORPORATION

OPTION/EASEMENT AGREEMENT

9/18/2013

120010051000
120010050000

CONSENT TO ASSIGN NOT REQUIRED

MONROE

BARNESVILLE LINE

CHRISTMAN, JOHN

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

10/31/2013

120010060000
120010090000

3/19/2014

269/416
#201400074327

CONSENT TO ASSIGN NOT REQUIRED

MONROE

BARNESVILLE LINE

BYLER, ELMER

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

10/26/2013

12-0010100.000
12-0060030.000
12-0060160.000

2/13/2014

265/661
#20140073544

CONSENT TO ASSIGN NOT REQUIRED

MONROE

BARNESVILLE LINE

STEPHEN, DREW ET AL

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

11/1/2013

12-001015.0000

3/19/2014

269/443
#201400074330

CONSENT TO ASSIGN NOT REQUIRED

MONROE

BARNESVILLE LINE

BURKHART, WILMA

ANTERO RESOURCES CORPORATION

OPTION/EASEMENT AGREEMENT

10/10/2013

12-0050130.000

CONSENT TO ASSIGN NOT REQUIRED

MONROE

BARNESVILLE LINE

CAMPBELL, MALVERN ET UX

ANTERO RESOURCES CORPORATION

OPTION/EASEMENT AGREEMENT

10/9/2013

12-0060070.000

CONSENT TO ASSIGN NOT REQUIRED

MONROE

BARNESVILLE LINE

YODER, ADEN

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

12/11/2014

120060100000
120060200000

3/19/2014
3/19/2014

269/397
#20140074324

CONSENT TO ASSIGN NOT REQUIRED

MONROE

BARNESVILLE LINE

HILL, MARK, TRUSTEE, ET UX

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

10/8/2013

12-006014.0000

3/19/2014

269/407-415
#201400074326

CONSENT TO ASSIGN NOT REQUIRED

MONROE

BARNESVILLE LINE

VARGO, EDWARD ET UX

ANTERO RESOURCES CORPORATION

OPTION/EASEMENT AGREEMENT

9/23/2013

120060190000
120010020000

CONSENT TO ASSIGN NOT REQUIRED

MONROE

BARNESVILLE LINE

WILLIAMS, LEONARD ET UX

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

11/20/2013

120080040000
37-0000288.000

3/18/2014
3/24/2014

465/154
#201400004477
269/758
#201400074414

CONSENT TO ASSIGN NOT REQUIRED

MONROE

BARNESVILLE LINE

HILL, MARK, TRUSTEE, ET UX

ANTERO RESOURCES CORPORATION

OPTION/EASEMENT AGREEMENT

10/8/2013

12-008006.0000
12-008017.0000

CONSENT TO ASSIGN NOT REQUIRED

MONROE

BARNESVILLE LINE

PFALZGRAF, GEORGE ET UX

ANTERO RESOURCES CORPORATION

OPTION/EASEMENT AGREEMENT

12/6/2013

200140100000
200130110000

CONSENT TO ASSIGN NOT REQUIRED

MONROE

BARNESVILLE LINE

BIEDENBACH, DENNIS & ELAINE

ANTERO RESOURCES
APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

4/3/2013

20-015012.0000

3/24/2014

269/806
#201400074420

CONSENT TO ASSIGN NOT REQUIRED

MONROE

BARNESVILLE LINE

GENTILE, ANTHONY ET UX

ANTERO RESOURCES CORPORATION

OPTION/EASEMENT AGREEMENT

10/14/2013

210013004000
120020030000
120020020000

CONSENT TO ASSIGN NOT REQUIRED

MONROE

BARNESVILLE LINE

BROWNFIELD, RANDALL

ANTERO RESOURCES CORPORATION

OPTION/EASEMENT AGREEMENT

9/16/2013

210050010000
210050011000
210010030000

CONSENT TO ASSIGN NOT REQUIRED

MONROE

BARNESVILLE LINE

HEIDBREDER, ROBERT ET UX

ANTERO RESOURCES CORPORATION

OPTION/EASEMENT AGREEMENT

9/26/2013

210050051000
210050050000

CONSENT TO ASSIGN NOT REQUIRED

MONROE

BARNESVILLE LINE

RUSH, VIRGIL ET UX

ANTERO RESOURCES CORPORATION

OPTION/EASEMENT AGREEMENT

10/18/2013

210060110000
210070110000

CONSENT TO ASSIGN NOT REQUIRED

MONROE

BARNESVILLE LINE

HEADLEY, MARK E. ET UX

ANTERO RESOURCES MIDSTREAM LLC

PERMANENT EASEMENT AGREEMENT

1/14/2014

21-007030.000
21-007034.000
21-007035.000
21-007036.000
21-012017.000
21-007004.0000
21-007033.0000

3/24/2014

269/790
#20140074418
269/782
#20140074417
269/774
#20140074416
269/766
#201400074415
269/798
#201400074419

CONSENT TO ASSIGN NOT REQUIRED

MONROE

BARNESVILLE LINE

WILLS, SHELBA

ANTERO RESOURCES CORPORATION

OPTION/EASEMENT AGREEMENT

12/14/2013

210110090000
210110130000

CONSENT TO ASSIGN NOT REQUIRED

MONROE

BARNESVILLE LINE

YOMMER, WILLARD ET UX

ANTERO RESOURCES CORPORATION

OPTION/EASEMENT AGREEMENT

10/7/2013

210130110000
210130030000
210060070000

CONSENT TO ASSIGN NOT REQUIRED

MONROE

BARNESVILLE LINE

BURKHART, CYRIL, TRUSTEE

ANTERO RESOURCES CORPORATION

OPTION/EASEMENT AGREEMENT

11/8/2013

20-004003.000

CONSENT TO ASSIGN NOT REQUIRED

MONROE

CARPENTER

HEFT, RUBY

ANTERO RESOURCES
APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

3/29/2013

200170000000

6/12/2013

244/665-672
#201300068553

CONSENT TO ASSIGN NOT REQUIRED

MONROE

CARPENTER

CARPENTER, WALLACE & JUDY

ANTERO RESOURCES
APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

10/19/2012

200170000000

4/24/2013

240/1002-1009
#201300067756

NOT REQUIRED

MONROE

CARPENTER

CARPENTER, WALLACE & JUDY

ANTERO RESOURCES
APPALACHIAN CORPORATION

SURFACE FACLITY EASEMENT

11/1/2012

200170000000

4/24/2013

240/1010-1014
#210300067757

NOT REQUIRED

MONROE

CARPENTER

CARPENTER, WALLACE & JUDY

ANTERO RESOURCES
APPALACHIAN CORPORATION

MODIFCATION OF SURFACE FACILITY

5/23/2013

200170000000

6/12/2013

244/709-711
#201300068559

CONSENT TO ASSIGN IS NOT REQUIRED

MONROE

CARPENTER

CARPENTER, WALLACE & JUDY

ANTERO RESOURCES
APPALACHIAN CORPORATION

MODIFICATION OF PERMANENT EASEMENT

5/17/2013

200170000000

6/12/2013

244/712-714
#201300068560

NOT REQUIRED

MONROE

CARPENTER

COBLENTZ, MARVIN D.

ANTERO RESOURCES
APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

10/25/2012

200170000000

4/24/2013

240/1015-1022
#201300067758

CONSENT TO ASSIGN IS NOT REQUIRED

MONROE

CARPENTER

KUHN JOSEPH ETUX

ANTERO RESOURCES
APPALACHIAN CORPORATION

MODIFICATION OF PERMANENT EASEMENT

5/14/2013

200170060000
200160050000
210160051000
210110100000

9/19/2013

252/663-667
#20130007084

CONSENT TO ASSIGN NOT REQUIRED

MONROE

Carpenter FWI

Wallace R & Judy A Carpenter Vol 177PG 430

ANTERO RESOURCES APPALACHIAN CORPORATION

MEMORANDUM OFWELL OPERATIONS EASEMENT AND SURFACE USE COMPENSATION AGREEMENT

7/6/2012

210170030000

8/20/2012

225/24 201200063235

CONSENT TO ASSIGN NOT REQUIRED

MONROE

ERVIN

BYLER, DANIEL A. & ROSE G.

ANTERO RESOURCES
APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

10/15/2012

21-001010.0000
21-001009.0000

9/24/2013

253/26-35
#201300070590

CONSENT TO ASSIGN NOT REQUIRED

MONROE

ERVIN

BYLER, DANIEL A. & ROSE G.

ANTERO RESOURCES
APPALACHIAN CORPORATION

PERMANENT ROAD ACCESS AGREEMENT

3/9/2013

21-001010.0000

9/24/2013

253/41-45
#201300070593

CONSENT TO ASSIGN NOT REQUIRED

MONROE

ERVIN

BYLER, DAN D. & SALLY G.

ANTERO RESOURCES
APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

2/6/2013

21-001013.0000

9/24/2013

OR253/53-60
#201300070595

CONSENT TO ASSIGN NOT REQUIRED

MONROE

ERVIN

BOYD, HARRY & HOLLY

ANTERO RESOURCES
APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

3/15/2013

21-002017.000

9/24/2013

253/46-52
#201300070594

CONSENT TO ASSIGN NOT REQUIRED

MONROE

ERVIN

HOCHSTETLER, JAKE & SARAH

ANTERO RESOURCES
APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

1/9/2013

21-002008.0000

9/24/2013

253/69-76
#201300070597

CONSENT TO ASSIGN NOT REQUIRED

MONROE

ERVIN

MILLER, JONAS & BARBARA

ANTERO RESOURCES
APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

12/12/2012

21-002005.0000

9/24/2013

253/77-84
#201300070598

CONSENT TO ASSIGN NOT REQUIRED

MONROE

ERVIN

CARPENTER, JAMES DALE & RICHARD ALAN

ANTERO RESOURCES
APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

12/7/2012

21-002006.0000
21-008002.0000

9/24/2013

253/94-102
#201300070600

CONSENT TO ASSIGN NOT REQUIRED

MONROE

ERVIN

VANFOSSEN, JANET M. & RUBEL, THOMAS N.

ANTERO RESOURCES
APPALACHIAN CORPORATION

SURFACE FACLITY EASEMENT

2/12/2013

21-009008.000
21-009007.000

4/24/2012

240/981-987
#201300067753

CONSENT TO ASSIGN NOT REQUIRED

MONROE

ERVIN

VANFOSSEN, JANET M. & RUBEL, THOMAS N.

ANTERO RESOURCES
APPALACHIAN CORPORATION

PERMANENT ACCESS ROAD

5/5/2013

21-009008.000
21-009007.000

6/6/2013

244/715-719
#201300068561

CONSENT TO ASSIGN NOT REQUIRED

MONROE

ERVIN

LEACH, ERIN M. & DERRICK

ANTERO RESOURCES
APPALACHIAN CORPORATION

PERMANENT ACCESS ROAD

3/15/2013

21-009001.000
21-00918.0000

9/24/2013

253/36-40
#201300070592

CONSENT TO ASSIGN NOT REQUIRED

MONROE

ERVIN

LEACH, ERIN M. & DERRICK

ANTERO RESOURCES
APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

7/9/2012

21-009001.000
21-00918.0000

2/13/2014

265/669-676
#201400073545

CONSENT TO ASSIGN NOT REQUIRED

MONROE

ERVIN

BYLER, DAVID & FANNIE

ANTERO RESOURCES
APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

1/10/2013

21-002004.000
21-001002.000

9/24/2013

253/61-68
#201300070596

CONSENT TO ASSIGN NOT REQUIRED

MONROE

ERVIN

SCHEESER, ELIZABETH

ANTERO RESOURCES
APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

1/7/2013

21-002002.2000
21-002002.0000
21-002002.1000

12/3/2013

259/224-227
#201300072119
259/228-26
#201300072120

CONSENT TO ASSIGN NOT REQUIRED

MONROE

ERVIN

VANFOSSEN, JANET M. & RUBEL, THOMAS N.

ANTERO RESOURCES
APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

2/15/2013

21-009008.000
21-009007.000

9/24/2013

253/85-93
#201300070599

CONSENT TO ASSIGN NOT REQUIRED

MONROE

ERVIN LATERAL

BYLER, DANIEL & ROSE

ANTERO MIDSTREAM LLC

SURFACE FACILITY EASEMENT AGREEMENT

4/21/2014

21-001010.0000
21-001009.0000

MONROE

ERVIN LATERAL

BYLER, DAN & SALLY

ANTERO MIDSTREAM LLC

SURFACE FACILITY EASEMENT AGREEMENT

4/21/2014

21-001013.0000

NO CONSENT REQUIRED

MONROE

ERVIN LATERAL

HOCHSTETLER, JAKE M. ET UX

ANTERO MIDSTREAM LLC

SURFACE FACILITY EASEMENT AGREEMENT

4/18/2014

21-002008.000

NO CONSENT REQUIRED

MONROE

ERVIN LINE

LEACH, ERIN M. (FORMERLY REX)

ANTERO RESOURCES
APPALACHIAN CORPORATION

MODIFICATION OF OPTION/EASEMENT AGREEMENT

9/26/2013

21-009001.0000
21-00918.0000

9/26/2013

265/677-678
#201400073546

CONSENT TO ASSIGN NOT REQUIRED

MONROE

ERVIN LINE

CARPENTER, JAMES DALE & CARPENTER, RICHARD ALAN

ANTERO RESOURCES CORPORATION

EXTRA TEMPORARY WORKSPACE

11/19/2013

21-002006.0000
21-008002.0000

CONSENT TO ASSIGN NOT REQUIRED

MONROE

Hothem 1

Hothem Family Properties

ANTERO RESOURCES CORPORATION

Water Impoundment and Compensation Agreement FW 1

MONROE

MONROE LATERAL

KLINKENBERG, CHARLES

ANTERO RESOURCES APPALACHIAN CORPORATION

TEMPORARY ABOVE GROUND WATER LINE

6/21/2013

21-0080140.000

3/11/2014

267/306-312
201400073986

CONSENT TO ASSIGN NOT REQUIRED

MONROE

URBAN LATERAL

HEFT, URBAN LEWIS JR.

ANTERO RESOURCES
APPALACHIAN CORPORATION

MODIFICATION OF EASEMENT

10/6/2013

210110000000

2/14/2014

265/754-756
#201400073570

CONSENT TO ASSIGN IS NOT REQUIRED

MONROE

URBAN LATERAL

HEFT, URBAN LEWIS JR.

ANTERO RESOURCES CORPORATION

SURFACE FACILITY EASEMENT

10/6/2013

210110000000

12/3/2013

259/240-244
#201300072122

CONSENT TO ASSIGN NOT REQUIRED

MONROE

URBAN LATERAL

HEFT, URBAN LEWIS JR.

ANTERO RESOURCES MIDSTREAM LLC

MEMORANDUM OF CONSIDERATION FOR ABOVE GROUND WATERLINE

1/10/2014

21-011012

CONSENT TO ASSIGN IS NOT REQUIRED

MONROE

URBAN LATERL

HEFT, URBAN LEWIS

ANTERO RESOURCES MIDSTREAM LLC

MEMOORANDOM OF CONSIDERATION FOR ABOVE GROUND WATER

1/10/2014

21-011012

NO CONSENT REQUIRED

MONROE

UTICA

RUBEL, GARY A. & NANCY

ANTERO RESOURCES
APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

2/17/2013

20010006000

4/24/2013

240/980-988
#201300067754

NOT REQUIRED

MONROE

UTICA

RUBEL, GARY A. & NANCY

ANTERO RESOURCES
APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

2/17/2013

200170000000

4/24/2013

240/980-988
#201300067754

NOT REQUIRED

MONROE

UTICA

VANFOSSEN, JANET M. & RUBEL, THOMAS N.

ANTERO RESOURCES
APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

6/20/2012

210090000000

4/24/2013

240/952-960
#201300067749

NOT REQUIRED

MONROE

UTICA

VANFOSSEN, JANET M. & RUBEL, THOMAS N.

ANTERO RESOURCES
APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

6/20/2012

210090000000

4/24/2013

240/952-960
#201300067749

NOT REQUIRED

MONROE

UTICA

VANFOSSEN, JANET M. & RUBEL, THOMAS N.

ANTERO RESOURCES
APPALACHIAN CORPORATION

MODIFICATION OF OPTION/EASEMENT

6/20/2012

210090000000

4/24/2013

240/961-966
#201300067750

CONSENT TO ASSIGN IS NOT REQUIRED

MONROE

UTICA

VANFOSSEN, JANET M. & RUBEL, THOMAS N.

ANTERO RESOURCES
APPALACHIAN CORPORATION

MODIFICATION OF OPTION/EASEMENT

6/20/2012

210090000000

4/24/2013

240/961-966
#201300067750

NOT REQUIRED

MONROE

UTICA

RUBEL, THOMAS NEIL

ANTERO RESOURCES
APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

6/26/2012

210090000000

4/24/2013

240/967-975
#201300067751

NOT REQUIRED

MONROE

UTICA

RUBEL, THOMAS NEIL

ANTERO RESOURCES
APPALACHIAN CORPORATION

MODIFICATION OF OPTION/EASEMENT AGREEMENT

1/26/2013

210090000000

4/24/2013

240/976-80
#201300067752

NOT REQUIRED

MONROE

UTICA

VANFOSSEN, JANET M. & RUBEL, THOMAS N.

ANTERO RESOURCES
APPALACHIAN CORPORATION

PERMANENT ROAD ACCESS EASEMENT

5/5/2013

210090000000

6/12/2013

244/715-
#201300068561

NOT REQUIRED

MONROE

UTICA

RUBEL, GARY A. & NANCY

ANTERO RESOURCES
APPALACHIAN CORPORATION

SURFACE FACILITY EASEMENT

2/17/2013

200100020000
200100030000
200100040000
210100050000
210100060000
210100070000
210100080000

4/24/2013

240/996-1001
#201300067755

NOT REQUIRED

MONROE

Guy and Josephine Brown

ANTERO RESOURCES APPALACHIAN CORPORATION

WATER WITHDRAWL AGREEMENT

10/24/2012

Jackson Twshp-Section 18-10-015001.000; Jackson Twshp-Section 24-10-016026.000

4/4/2013

239/437

yes

MONROE

Forrest Frank

ANTERO RESOURCES CORPORATION

Water Impoundment and Compensation Agmt Exhibit A

3/10/2014

Section 15 and 16 120120050000/120130060000

4/18/2014

272/92-93

Yes

MONROE

Forrest Frank

ANTERO RESOURCES CORPORATION

Water Impoundment and Compensation Agmt Exhibit B

3/10/2014

Section 15 and 16 120120050000/120130060000

4/18/2014

272/94-95

Yes

MONROE

Carson and Teresa Spence

ANTERO RESOURCES APPALACHIAN CORPORATION

WATER WITHDRAWL AGREEMENT

1/20/2013

Section 21-20-0170031.000

2/21/2013

236/860

yes

MONROE

Hothem Family Properties

ANTERO RESOURCES CORPORATION

Water Impoundment and Compensation Agmt FW 1&2

5/23/2014

Section 30 37-00365/37-00364

7/8/2014

278/936-937

Yes

MONROE

BATESVILLE

ERVIN, STEVEN & KATHERINE

ANTERO RESOURCES
APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

5/6/2013

01-0021322.001

3/7/2014

242/660-666
#201400063990

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

BATESVILLE

WYSCARVER, JAMES CLINTON AND AMY DIANNE

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

8/2/2013

01-21323

3/7/2014

242/618 # 201400063983

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

BATESVILLE

JANOSKO, JOHN R., ET UX

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

9/5/2013

36-0051151.000

NOT RECORDED

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

BATESVILLE

DOLLISON, CARL & LORI

ANTERO RESOURCES
APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

7/11/2013

36-0021026.000

2/13/2014

241/110-123
#201400063622

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

BATESVILLE

DOLLISON, CARL ET UX

ANTERO RESOURCES CORPORATION

TEMPORARY ROAD ACCESS AGREEMENT

11/7/2013

36-0021026.000

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

BATESVILLE

DOLLISON, CARL ET UX

ANTERO RESOURCES CORPORATION

TEMPORARY WAREYARD AGREEMENT

12/10/2013

36-0021026.000

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

BATESVILLE

BARKHEIMER REALTY, LTD

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

8/7/2013

36-0021028.000

2/14/2014

241/311

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

BATESVILLE

FRYE, TERRY L., ET AL

ANTERO RESOURCES CORPORATION

EXHIBIT MODIFICATION

11/21/2013

36-0021029.000

2/13/2014

241/106-109
#201400063621

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

BATESVILLE

FRYE, TERRY L., ET AL

ANTERO RESOURCES CORPORATION

EXHIBIT MODIFICATION

11/21/2013

36-0021036.000

2/13/2014

241/106-109
#201400063621

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

BATESVILLE

FRYE, TERRY L., ET AL

ANTERO RESOURCES CORPORATION

EXHIBIT MODIFICATION

11/21/2013

36-0021036.000
36-0021029.000

2/13/2014

241/102-105
#201400063620

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

BATESVILLE

FRYE, TERRY L., ET AL

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

7/20/2013

36-0021036.000
36-0021029.000

2/13/2014

241/92-101
#201400063619

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

BATESVILLE

GREGG, DELMAR H. & JANE E.

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

7/16/2013

36-0021037.000

2/12/2014

241/75-82
#201400063614

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

BATESVILLE

JANOSKO, JOHN R. AND CATHLEEN M.

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

9/5/2013

36-0051151.000

2/14/2014

241/319 #201400063674

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

BATESVILLE

FRYE, TERRY L., ET AL

ANTERO RESOURCES CORPORATION

MODIFICATION OF PERMANENT EASEMENT AGREEMENT

11/21/2013

36-21029 & 36-21036

2/13/2014

241/102 # 201400063620

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

BATESVILLE

GREGG, DELMAR H. & JANE E.

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

7/16/2013

36-21037

2/12/2014

241/75 # 201400063614

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

BATESVILLE LATERAL

HAVRAN,PATRICK;ROOSEN,VICTORIA;HAVRAN,HAVRAN;HORN, CAROL

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

5/16/2014

31-21109.000
31-21110.000

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

CLINE LATERAL (OH)

KARST, JOHN TRUSTEE

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

8/20/2014

01-0021295.001

NO CONSENT REQUIRED

NOBLE

East Law FWI

Myron & Cynthia Law OR 103 P 593 31-21233,000

ANTERO RESOURCES APPALACHIAN CORPORATION

MEMORANDUM OF WATER IMPOUNDMENT AND COMPENSATION AGREEMENT

4/25/2013

310021235000 310021233000

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

East Law FWI

Myron & Cynthia Law & John C aw OR 138 P 593 31 21235,00

ANTERO RESOURCES APPALACHIAN CORPORATION

WATER IMPOUNDMENT AND COMPENSATION AGREEMENT

4/25/2013

310021235000 310021233000

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

ERVIN

LONG, OMER ET AL

ANTERO RESOURCES
APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

11/18/2012

01-0021193.000
01-0021191.000
01-0021196.000

10/8/2013

233/17-27
#201300061681

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

ERVIN

SLAGLE, PORTER DAVID & CHARLOTTE ELIZABETH

ANTERO RESOURCES
APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

1/29/2013

01-0021195.001

12/3/2013

236/356-363
#20130062513

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

ERVIN

BATES, STEVE G. & JANET, TRUSTEES

ANTERO RESOURCES
APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

12/10/2012

01-0021200.000

9/23/2013

231/471-479
#201300061295

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

ERVIN

BATES, STEVE G. & JANET, TRUSTEES

ANTERO RESOURCES
APPALACHIAN CORPORATION

PERMANENT ROAD ACCESS

3/12/2013

01-0021200.000

9/23/2013

231/480-483
#201300061296

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

ERVIN

CARPENTER, MICKEY & DEBORAH

ANTERO RESOURCES
APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

12/11/2012

01-0021211.000

9/23/2013

231/446-453;
#201300061292

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

ERVIN

PICKENPAUGH, QUINTELLA & WILLIAM

ANTERO RESOURCES
APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

01-0021218.000
01-0021217.000
01-0050083.000

10/8/2013

233/132-143
#201300061699

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

ERVIN

MILLER, HARVEY J. & ALMA D., ET AL

ANTERO RESOURCES
APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

12/3/2012

01-0021223.000
01-0021222.004
01-0021224.000
01-0021223.002

9/23/2013

231/462-470
#201300061294

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

ERVIN

LONG, DARRELL

ANTERO RESOURCES
APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

10/7/2012

01-0021319.001

9/23/2013

231/493-500
#201300061299

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

ERVIN

LONG, DARRELL

ANTERO RESOURCES
APPALACHIAN CORPORATION

SURFACE FACILITY EASEMENT

7/10/2013

01-0021319.001

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

ERVIN

ERVIN, STEVEN & KATHERINE

ANTERO RESOURCES
APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

10/12/2012

01-0021322.001

3/7/2014

242/633-641
#201400063985

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

ERVIN

DOLLISON, RICHARD & LINDA

ANTERO RESOURCES
APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

10/12/2012

01-0021324.000

9/23/2013

231/484-492; #201300061297

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

ERVIN

DOLLISON, RICHARD & LINDA

ANTERO RESOURCES
APPALACHIAN CORPORATION

SURFACE FACILITY EASEMENT

6/20/2013

01-0021324.000

12/3/2013

236/391-395
#201300062518

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

ERVIN

BROCK, MARK T.

ANTERO RESOURCES
APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

10/11/2012

01-0021325.000

9/23/2013

231/501-509 #201300061300

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

ERVIN

MANGES, JERRY C. & ROSA LEE

ANTERO RESOURCES
APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

10/20/2012

01-0021326.000

12/3/2013

236/371-379
#201300062515

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

ERVIN

MANGES, JERRY C. & ROSA LEE

ANTERO RESOURCES
APPALACHIAN CORPORATION

SURFACE FACILITY EASEMENT AGREEMENT

1/19/2013

01-0021326.000

12/3/2013

236/385-390
#201300062517

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

ERVIN

MANGES, JERRY C. & ROSA LEE

ANTERO RESOURCES
APPALACHIAN CORPORATION

PERMANENT ROAD ACCESS

1/19/2013

01-0021326.000

12/3/2013

236/389-84
#201300062516

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

ERVIN

PICKENPAUGH, QUINTELLA & PATRICIA MORRIS

ANTERO RESOURCES
APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

1/4/2013

01-0021344.000
01-0021217.000

236/400-408
#201300062520

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

ERVIN

GRISSOM, JAMES ET UX

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

8/14/2013

01-0021349.000

9/23/2013

231/438-445
#201300061291

GRANTEE HAS THE RIGHT TO ASSIGN THE OPTION; GRANTEE MUST OBTAIN WRITTEN CONSENT FROM GRANTOR TO ASSIGN THE EASEMENT BUT CONSENT SHALL NOT BE UNREASONABLY WITHHELD. CONSENT IS NOT A NECESSITY IF GRANTEE IS ASSIGNING THIS EASMENT TO AFFILIATE OR SUBSIDIARY COMPANY OF THE GRANTEE.

NOBLE

ERVIN

ROE, GARY

ANTERO RESOURCES
APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

2/14/2013

01-0021486.000

9/23/2013

OR231/518-525; 201300061303

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

ERVIN

NEUHART, TONY M. & JANICE M.

ANTERO RESOURCES
APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

1/10/2013

01-0021486.001

9/23/2013

231/510-517 #201300061302

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

ERVIN

POTOCHNIK, ANTHONY JR, TRUSTEE

ANTERO RESOURCES
APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

2/1/2013

01-0021490.000
01-0021491.000

2/12/2014

241/34-46
#201400063607

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

ERVIN

POTOCHNIK, ANTHONY JR, TRUSTEE

ANTERO RESOURCES
APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

2/1/2013

01-0021490.000
01-0021491.000

2/1/2014

241/34

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

ERVIN

POTOCHNIK, ANTHONY JR, TRUSTEE

ANTERO RESOURCES
APPALACHIAN CORPORATION

MODIFICATION OF OPTION/EASEMENT

3/1/2013

01-0021491.000
01-0021490.000

2/1/2014

241/43

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

ERVIN

MILLER, JOE J. & BETTY D.

ANTERO RESOURCES
APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

10/24/2012

01-0050070.000

9/23/2013

231/454-46;
#201300061293

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

ERVIN

PICKENPAUGH, QUINTELLA & WILLIAM

ANTERO RESOURCES
APPALACHIAN CORPORATION

SURFACE FACILITY EASEMENT

8/7/2013

01-0050083.000

10/8/2013

233/144-148
#201300061701

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

ERVIN

ROE, KATHY ET AL

ANTERO RESOURCES
APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

11/23/2012

01-0050111.000

10/8/2013

233/1-16 #201300061680

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

ERVIN

ROE, KATHY ET AL

ANTERO RESOURCES CORPORATION

PERMANENT ROAD ACCESS EASEMENT

6/28/2013

01-0050111.000

12/3/2013

236/364-70
#201300062514

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

ERVIN LATERAL

BATES,STEVE, TRUSTEE, ET UX

ANTERO MIDSTREAM LLC

SURFACE FACILITY EASEMENT AGREEMENT

4/10/2014

01-21200.000

NO CONSENT REQUIRED

NOBLE

ERVIN LATERAL

ERVIN, STEVEN E. ET AL

ANTERO MIDSTREAM LLC

SURFACE FACILITY EASEMENT AGREEMENT

4/2/2014

01-21322.001

NO CONSENT REQUIRED

NOBLE

ERVIN LATERAL

ANTHONY POTOCHNIK, JR., TRUSTEE

ANTERO MIDSTREAM LLC

SURFACE FACILITY EASEMENT AGREEMENT

01-21490
01-21491

NO CONSENT REQUIRED

NOBLE

ERVIN LINE

SLAGLE, PORTER DAVID ET UX

ANTERO RESOURCES CORPORATION

TEMPORARY ACCESS ROAD AGREEMENT

11/7/2013

01-0021195.001

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

ERVIN LINE

LONG, OMER ET AL

ANTERO RESOURCES CORPORATION

TEMPORARY ACCESS ROAD AGREEMENT

9/30/2013

01-0021196.000

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

ERVIN LINE

PICKENPAUGH, WILLIAM ET UX

ANTERO RESOURCES CORPORATION

PERMANENT ROAD ACCESS AGREEMENT

11/8/2013

01-0021217.000

12/3/2013

236/409-413
#201300062521

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

ERVIN LINE

MILLER, HARVEY ET AL

ANTERO RESOURCES CORPORATION

TEMPORARY ACCESS ROAD AGREEMENT

10/17/2013

01-0021223.002

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

ERVIN LINE

ERVIN, STEVE ET UX

ANTERO RESOURCES CORPORATION

SURFACE FACILITY AGREEMENT

8/14/2013

01-0021322.001

3/7/2014

242/642
#201400063987

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

ERVIN LINE

ERVIN, STEVE ET UX

ANTERO RESOURCES CORPORATION

SURFACE FACILITY AGREEMENT

1/13/2014

01-0021322.001

3/7/2014

242/648
#201400063988

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

ERVIN LINE

ERVIN, STEVE ET UX

ANTERO RESOURCES CORPORATION

SURFACE FACILITY AGREEMENT

1/13/2014

01-0021322.001

3/7/2014

242/654
#201400063989

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

ERVIN LINE

DOLLISON, RICHARD ET UX

ANTERO RESOURCES CORPORATION

MODIFICATION OF SURFACE FACILITY AGREEMENT

9/7/2013

01-0021324.000

12/3/2013

236/396-399
#201300062519

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

ERVIN LINE

PICKENPAUGH, QUINTELLA & MORRIS, PATRICIA

ANTERO RESOURCES CORPORATION

PERMANENT ROAD ACCESS AGREEMENT

11/18/2013

01-0021344.000

NOT RECORDED

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

ERVIN LINE

ROMONT FARMS, LLC

ANTERO RESOURCES CORPORATION

TEMPORARY ACCESS ROAD AGREEMENT

9/28/2013

02-0022100.000
01-0021195.000

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

Hill

Jeffrey S Hill, Trustee of the Wilford S Hill Keystone Inheritance Trust Dated March 9 2010

ANTERO RESOURCES CORPORATION

Water Impoundment and Compensation

4/28/2014

NOBLE

Justice FWI

Timoth J Justice OR 94 P 673 46.92 AC 31-21275.000

ANTERO RESOURCES APPALACHIAN CORPORATION

Memorandum of Well Operations Easement and Surface Use Compensation Agremeent

9/12/2012

31-21275.000

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

Justice FWI

Kiel & Shirley Miley OR 5 P 869 7.327 AC 31-21269.003

ANTERO RESOURCES APPALACHIAN CORPORATION

NOBLE

LASKO LATERAL

HAYES, ERNEST & SHARON

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

7/28/2014

37-11309

NO CONSENT REQUIRED

NOBLE

LASKO LATERAL

RICH, DONALD HERBERT

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

8/26/2014

37-11311.000

NO CONSENT REQUIRED

NOBLE

MUSKINGUM ABOVE GROUND H2O

OLIVER, KENNETH J.

ANTERO RESOURCES
APPALACHIAN CORPORATION

TEMPORARY WATER LINE AGREEMENT AND OPTION

4/17/2013

31-0021104

NO CONSENT REQUIRED

NOBLE

MUSKINGUM ABOVE GROUND H2O

OLIVER, KENNETH

ANTERO RESOURCES
APPALACHIAN CORPORATION

TEMPORARY ABOVE GROUND WATER LINE AGREEMENT

4/17/2013

31-0021104

NO CONSENT REQUIRED

NOBLE

MUSKINGUM ABOVE GROUND H2O

ANTERO RESOURCES MIDSTREAM LLC

SURFACE FACILITY AGREEMENT

11/9/2013

31-0021106

NO CONSENT REQUIRED

NOBLE

MUSKINGUM ABOVE GROUND H2O

CRUM, FORAKER

ANTERO RESOURCES
APPALACHIAN CORPORATION

TEMPORARY WATER LINE AGREEMENT AND OPTION

6/1/2013

31-0021106
31-0051218

NO CONSENT REQUIRED

NOBLE

MUSKINGUM ABOVE GROUND H2O

CRUM, FORAKER

ANTERO RESOURCES
APPALACHIAN CORPORATION

TEMPORARY ABOVE GROUND WATER LINE AGREEMENT

6/1/2013

31-0021106
31-0051218

NO CONSENT REQUIRED

NOBLE

MUSKINGUM ABOVE GROUND H2O

CRUM, CARLA (GRELLES) ET AL

ANTERO RESOURCES MIDSTREAM LLC

SURFACE FACILITY AGREEMENT

11/9/2013

31-0021106.000

4/1/2014

244/635-642
#201400064360

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

MUSKINGUM ABOVE GROUND H2O

ROYER, SAMUEL T. III

ANTERO RESOURCES
APPALACHIAN CORPORATION

TEMPORARY WATER LINE AGREEMENT AND OPTION

4/12/2013

31-0021114

NO CONSENT REQUIRED

NOBLE

MUSKINGUM ABOVE GROUND H2O

ROYER, SAMUEL III

ANTERO RESOURCES
APPALACHIAN CORPORATION

TEMPORARY ABOVE GROUND WATER LINE AGREEMENT

4/12/2013

31-0021114

NO CONSENT REQUIRED

NOBLE

MUSKINGUM ABOVE GROUND H2O

FARRAH, DAVID

ANTERO RESOURCES
APPALACHIAN CORPORATION

TEMPORARY WATER LINE AGREEMENT AND OPTION

4/18/2013

31-0021142.001

NO CONSENT REQUIRED

NOBLE

MUSKINGUM ABOVE GROUND H2O

FARRAH, DAVID

ANTERO RESOURCES
APPALACHIAN CORPORATION

TEMPORARY ABOVE GROUND WATER LINE AGREEMENT

4/18/2013

31-0021142.001

NO CONSENT REQUIRED

NOBLE

MUSKINGUM ABOVE GROUND H2O

STACK, DEAN O.

ANTERO RESOURCES
APPALACHIAN CORPORATION

TEMPORARY ABOVE GROUND WATER LINE AGREEMENT

4/10/2013

31-0021145

NO CONSENT REQUIRED

NOBLE

MUSKINGUM ABOVE GROUND H2O

ALESHIRE, ILANA

ANTERO RESOURCES MIDSTREAM LLC

TEMPORARY ABOVE GROUND WATER LINE AGREEMENT

3/25/2014

31-0051219

NO CONSENT REQUIRED

NOBLE

MUSKINGUM ABOVE GROUND H2O

STOWE, MARGARET

ANTERO RESOURCES MIDSTREAM LLC

TEMPORARY WATER LINE AGREEMENT

3/26/2014

31-0051219.3

NO CONSENT REQUIRED

NOBLE

MUSKINGUM ABOVE GROUND H2O

STACK, DEAN O.

ANTERO RESOURCES
APPALACHIAN CORPORATION

TEMPORARY WATER LINE AGREEMENT AND OPTION

4/10/2013

31-21145

NO CONSENT REQUIRED

NOBLE

MUSKINGUM ABOVE GROUND H2O

ALESHIRE, ILANA G.

ANTERO RESOURCES MIDSTREAM LLC

TEMPORARY WATER LINE AGREEMENT

NOBLE

OH-MONROE

KLINKENBERG, CHARLES

ANTERO RESOURCES
APPALACHIAN CORPORATION

TEMPORARY ABOVE GROUND WATER LINE

6/21/2013

21-0080140.000

NOT REQUIRED

NOBLE

PRICE LATERAL

PRICE, JOSEPH A. ET AL

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

11/13/2013

31-0021383.003

4/1/2014

244/665
201400064366

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

Rich FWI

Louise Annette Rich et al Vol 129 pg11 127.15 AC P.N. 31-0021366.000

ANTERO RESOURCES APPALACHIAN CORPORATION

NOBLE

Rich FWI

Jack R & Norma R Miley Trustees SOR Vol 3 Pg 629 71.14 AC P.N. 31-0021369.000

ANTERO RESOURCES APPALACHIAN CORPORATION

NOBLE

Rich FWI

Wayne F & Martha J Miley S: OR Vol 126 Pg 750 40 ac P.N.31-0021264.000

ANTERO RESOURCES APPALACHIAN CORPORATION

ACCESS ROAD AGREEMENT

8/27/2012

310021264.0000 310051214.005

NOBLE

Rich FWI

Louise Annette Rich et al Vol 129 Pg 11 104.00 P.N. 31-0021349.000

ANTERO RESOURCES APPALACHIAN CORPORATION

NOBLE

Schroeder FWI

Anthony L & Christina A Schroeder S Deed Vol 162 PG 431 82.06 AC P.N. 07-21143.000

ANTERO RESOURCES APPALACHIAN CORPORATION

NOBLE

Schroeder FWI

Anthony L & Christina A Schroeder S: Deed Vol 162 Pg 431 76.681 AC P.N. 07-21142.000

ANTERO RESOURCES APPALACHIAN CORPORATION

NOBLE

SCHULTZ

POSTLEWAIT, RODNEY ET UX

ANTERO RESOURCES CORPORATION

OPTION/EASEMENT AGREEMENT

10/29/2013

01-0021367.000
01-0021368.004

N/A

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

SCHULTZ

BOMBORIS, RICHARD M. ET UX

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

11/14/2013

01-0021374.004

4/1/2014

244/652
201400064364

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

SCHULTZ

BOMBORIS, RICHARD M. ET UX

ANTERO RESOURCES MIDSTREAM LLC

SURFACE FACILITY EASEMENT AGREEMENT

1/15/2014

01-0021374.004

4/1/2014

244/660
201400064365

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

SCHULTZ

BARKHEIMER REALTY, LTD

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT WATER LINE

3/7/2014

01-0021384.003
01-0021385.000
01-0050052.000
36-0021032.000
36-0021033.000
36-0021034.000

4/1/2014

244/691
201400064369

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

SCHULTZ

SCHULTZ, LARRY M.

ANTERO RESOURCES MIDSTREAM LLC

PERMANENT EASEMENT AGREEMENT

1/8/2014

01-0021404.000
01-0021404.002
01-0021374.002
01-0021374.003

PENDING

N/A

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

SCHULTZ

BARKHEIMER REALTY, LTD

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT

3/7/2014

36-0021032.000
36-0021033.000
36-0021034.000
01-0021385.000
01-0021384.003

4/1/2014

244/691
201400064369

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

SHULTZ LATERAL

SCHULTZ, LARRY

ANTERO MIDSTREAM LLC

TEMPORARY WAREYARD AGREEMENT

9/5/2014

01-21374.003

NO CONSENT REQUIRED

NOBLE

Traska

Frank Traksa and Charise A Traska

ANTERO RESOURCES CORPORATION

Water Impoundment and Compensation

8/6/2013

NOBLE

Traska SFWI

Frank and Charisse

ANTERO RESOURCES CORPORATION

Water Impoundment

8/6/2013

01-21433

9/27/2013

231/963-964

Yes

NOBLE

TRASKA WATER LINE

TRASKA, FRANK ET AL

ANTERO RESOURCES MIDSTREAM LLC

PERMANENT EASEMENT AGREEMENT

1/9/2014

01-0021406.001
01-0021433.000
01-0021375.003
01-0021378.002

4/1/2014

244/ 683
#201400064368

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

UTICA

MILEY, WAYNE SR. ET UX

ANTERO RESOURCES CORPORATION

SURFACE FACILITY AGREEMENT

10/3/2013

01-0021264.000

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

UTICA

BATES, MARLENE A., TRUSTEE

ANTERO RESOURCES
APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

11/5/2012

23-0021070.000

6/6/2013

225/287-297
#201300059759

CONSENT TO ASSIGN IS NOT REQUIRED

NOBLE

UTICA

CARPENTER, DWIGHT J.

ANTERO RESOURCES
APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

10/11/2012

23-0021074.000
23-0021080.000
23-0051062.000
23-0021073.000

4/23/2013

222/608-616
#210300059128

CONSENT TO ASSIGN IS NOT REQUIRED

NOBLE

UTICA

SHREVE, ROGER

ANTERO RESOURCES
APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

8/31/2012

23-0021078.000

4/23/2013

222/608-616
#210300059128

CONSENT TO ASSIGN IS NOT REQUIRED

NOBLE

UTICA

SHREVE, ROGER

ANTERO RESOURCES
APPALACHIAN CORPORATION

MODIFICATION OF OPTION/EASEMENT AGREEMENT

11/28/2012

23-0021078.000

4/23/2013

222/631-636
#201300059131

CONSENT TO ASSIGN IS NOT REQUIRED

NOBLE

UTICA

BRITS, CLARA (AKA CHAVIES)

ANTERO RESOURCES
APPALACHIAN CORPORATION

SURFACE FACILITY EASEMENT

6/12/2013

23-0021090.000

7/26/2013

227/1015-1019
#201300060448

NOT REQUIRED

NOBLE

UTICA

BRITS, CLARA (AKA CHAVIES)

ANTERO RESOURCES
APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

9/4/2012

23-0021090.000
23-0051012.000

4/23/2013

222/507-597
#201300059125

NOT REQUIRED

NOBLE

UTICA

BRITS, CLARA (AKA CHAVIES)

ANTERO RESOURCES
APPALACHIAN CORPORATION

MODIFICATION OF EASEMENT

2/14/2013

23-0021090.000
23-0051012.000

4/23/2013

222/598-603
#201300059126

CONSENT TO ASSIGN IS NOT REQUIRED

NOBLE

UTICA

BRITS, CLARA (AKA CHAVIES)

ANTERO RESOURCES
APPALACHIAN CORPORATION

MODIFICATION OF EASEMENT

4/16/2013

23-0021090.000
23-0051012.000

4/23/2013

222/604-607
#201300059127

CONSENT TO ASSIGN IS NOT REQUIRED

NOBLE

UTICA

BRITS, CLARA (AKA CHAVIES)

ANTERO RESOURCES
APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

4/16/2013

23-0021090.000
23-0051012.000

4/23/2013

222/604-607
#201300059127

CONSENT TO ASSIGN IS NOT REQUIRED

NOBLE

UTICA

MORRIS, DONALD & CARINA

ANTERO RESOURCES
APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

9/21/2012

23-0021125.000

4/23/2013

222/645-652
#201300059133

CONSENT TO ASSIGN IS NOT REQUIRED

NOBLE

UTICA

MORRIS, DONALD & CARINA

ANTERO RESOURCES
APPALACHIAN CORPORATION

MODIFCATION OF PERMANENT EASEMENT & OPTION AGREEMENT

11/11/2012

23-0021125.000

4/23/2013

222/653-658
#201300059134

CONSENT TO ASSIGN IS NOT REQUIRED

NOBLE

UTICA

AMERIWOOD, LTD.

ANTERO RESOURCES
APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

11/2/2012

23-0021126.000

4/23/2013

222/637-644
#210300059132

CONSENT TO ASSIGN IS NOT REQUIRED

NOBLE

UTICA

AMERIWOOD, LTD.

ANTERO RESOURCES
APPALACHIAN CORPORATION

SURFACE FACILITY EASEMENT

6/4/2013

23-0021126.000

7/26/2013

227/994-998
#20130

NOT REQUIRED

NOBLE

UTICA

COBLENTZ, MARVIN D.

ANTERO RESOURCES
APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

10/25/2012

23-0021144.000

4/23/2013

222/659-666
#201300059136

CONSENT TO ASSIGN IS NOT REQUIRED

NOBLE

UTICA

BONAR, KENNETH & AUDREY

ANTERO RESOURCES
APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

9/20/2012

23-0021151.000

4/23/2013

222/675-682
#201300059138

CONSENT TO ASSIGN IS NOT REQUIRED

NOBLE

UTICA

FOLWARCZNY, WILLIAM & PATRICIA

ANTERO RESOURCES
APPALACHIAN CORPORATION

MODIFICATION OF PERMANENT EASEMENT

1/4/2013

23-0021160.000

9/19/2013

231/265-266
#201300061252

CONSENT TO ASSIGN IS NOT REQUIRED

NOBLE

UTICA

FOLWARCZNY, WILLIAM & PATRICIA

ANTERO RESOURCES
APPALACHIAN CORPORATION

MODIFICATION OF PERMANENT EASEMENT

1/4/2013

23-0021161.000

9/19/2013

231/265-266
#201300061252

NOT REQUIRED

NOBLE

UTICA

FOLWARCZNY, WILLIAM & PATRICIA

ANTERO RESOURCES
APPALACHIAN CORPORATION

MODIFICATION OF PERMANENT EASEMENT

11/16/2012

23-0021161.000
23-21240.000

6/6/2013

225/306-308
#201300059761

CONSENT TO ASSIGN IS NOT REQUIRED

NOBLE

UTICA

MCVICKER, JAMES & JANIS

ANTERO RESOURCES
APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

11/17/2012

23-0021238.000

4/23/2013

222/691-698
#201300059140

CONSENT TO ASSIGN IS NOT REQUIRED

NOBLE

UTICA

THOMPSON, DENNIS

ANTERO RESOURCES
APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

11/24/2012

23-0021238.002

4/23/2013

222/783-790
201300059154

CONSENT TO ASSIGN IS NOT REQUIRED

NOBLE

UTICA

FOLWARCZNY, WILLIAM & PATRICIA

ANTERO RESOURCES
APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

12/14/2012

23-0021244.000

4/23/2013

222/683-690
#201300059139

CONSENT TO ASSIGN IS NOT REQUIRED

NOBLE

UTICA

FOLWARCZNY, WILLIAM & PATRICIA

ANTERO RESOURCES
APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

12/14/2012

23-0021244.000

9/19/2013

231/263-264
#201300061251

NOT REQUIRED

NOBLE

UTICA

HANNAHS, NORMA J.

ANTERO RESOURCES
APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

9/26/2012

23-0051016.000
23-0021125.002

4/23/2013

222/767-774
#201300059152

CONSENT TO ASSIGN IS NOT REQUIRED

NOBLE

UTICA

GRAY, JOHN

ANTERO RESOURCES
APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

7/26/2012

23-0051017.000

6/6/2013

225/325-332
201300059675

CONSENT TO ASSIGN IS NOT REQUIRED

NOBLE

UTICA

GRAY, JOHN

ANTERO RESOURCES
APPALACHIAN CORPORATION

MODIFCATION OF PERMANENT EASEMENT & OPTION AGREEMENT

3/3/2013

23-0051017.000

6/6/2013

225/333-335
#201300067749

NOT REQUIRED

NOBLE

UTICA

GRAY, JOHN

ANTERO RESOURCES
APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

7/26/2012

23-0051017.000

6/6/2013

225/325-332
201300059675

NOT REQUIRED

NOBLE

UTICA

CARPENTER, DWIGHT J.

ANTERO RESOURCES
APPALACHIAN CORPORATION

PERMANENT ROAD ACCESS EASEMENT AGREEMENT

2/4/2013

23-0051062.000

4/23/2013

222/617-621
#201300059129

CONSENT TO ASSIGN IS NOT REQUIRED

NOBLE

UTICA

HANNAHS, DOUGLAS & BETH

ANTERO RESOURCES
APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

9/26/2012

23-0051064.000

4/23/2013

222/775-782
201300059153

CONSENT TO ASSIGN IS NOT REQUIRED

NOBLE

UTICA

CAMPBELL, MICHAEL & PATRICIA

ANTERO RESOURCES
APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

10/2/2012

23-0051118.000

4/23/2013

222/783-790; #201300059154

CONSENT TO ASSIGN IS NOT REQUIRED

NOBLE

UTICA

CAMPBELL, MICHAEL & PATRICIA

ANTERO RESOURCES
APPALACHIAN CORPORATION

PERMANENT ROAD ACCESS AGREEMENT

4/26/2013

23-0051118.000

7/26/2013

227/961-965
#201300060437

NOT REQUIRED

NOBLE

UTICA

FOLWARCZNY, WILLIAM & PATRICIA

ANTERO RESOURCES
APPALACHIAN CORPORATION

MODIFICATION OF PERMANENT EASEMENT

1/4/2013

23-21240.000

9/19/2013

231/265-266
#201300061252

NOT REQUIRED

NOBLE

UTICA

FOLWARCZNY, WILLIAM & PATRICIA

ANTERO RESOURCES
APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

10/1/2012

23-21240.000
23-0021160.000

6/6/2013

225/298-305
#201300059760

CONSENT TO ASSIGN IS NOT REQUIRED

NOBLE

UTICA

DIMMERLING, RONALD J.(NOW IECM, LLC)

ANTERO RESOURCES
APPALACHIAN CORPORATION

PERMANENT ROAD ACCESS EASEMENT

5/18/2013

31-0021054.000

6/6/2013

225/282-286
#201300059758

CONSENT TO ASSIGN IS NOT REQUIRED

NOBLE

UTICA

DIMMERLING, RONALD J.(NOW IECM, LLC)

ANTERO RESOURCES
APPALACHIAN CORPORATION

SURFACE FACILITY EASEMENT

6/18/2013

31-0021054.000

7/26/2013

227/1025-1029
#201300060450

NOT REQUIRED

NOBLE

UTICA

BATES, WILMA

ANTERO RESOURCES
APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

10/20/2012

31-0021056.000
31-0021057.000

4/23/2013

222/563-570
#201300059120

CONSENT TO ASSIGN IS NOT REQUIRED

NOBLE

UTICA

BATES, WILMA

ANTERO RESOURCES
APPALACHIAN CORPORATION

MODIFICATION OF OPTION/EASEMENT

2/11/2013

31-0021056.000
31-0021057.000

4/23/2012

222/571-574
#201300059121

CONSENT TO ASSIGN IS NOT REQUIRED

NOBLE

UTICA

BATES, WILMA

ANTERO RESOURCES
APPALACHIAN CORPORATION

MODIFICATION OF OPTION/EASEMENT

3/26/2013

31-0021056.000
31-0021057.000

4/23/2012

222/575-578
#201300059122

CONSENT TO ASSIGN IS NOT REQUIRED

NOBLE

UTICA

BATES, WILMA

ANTERO RESOURCES
APPALACHIAN CORPORATION

SURFACE FACILITY EASEMENT

6/10/2013

31-0021057.000

7/26/2013

227/966-970
#201300060438

NOT REQUIRED

NOBLE

UTICA

DIMMERLING, RONALD J.(NOW IECM, LLC)

ANTERO RESOURCES
APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

10/18/2012

31-0021069.000
31-0021054.000
31-0051149.000
31-0021070.000

4/17/2013

222/101-109
#201300059024

CONSENT TO ASSIGN IS NOT REQUIRED

NOBLE

UTICA

DIMMERLING, RONALD J.(NOW IECM, LLC)

ANTERO RESOURCES
APPALACHIAN CORPORATION

SURFACE FACILITY EASEMENT

6/18/2013

31-0021070.000

7/26/2013

227/1020-1024
#201300060449

NOT REQUIRED

NOBLE

UTICA

CLEARY, JON, ETUX

ANTERO RESOURCES
APPALACHIAN CORPORATION

MODIFICATION OF EASEMENT - ADD TRACTS

10/19/2012

31-0021071.000
31-0021101.000
31-0021126.004
31-0051132.003

6/6/2013

225/319-322
#201300059763

CONSENT TO ASSIGN IS NOT REQUIRED

NOBLE

UTICA

CLEARY, JON, ETUX

ANTERO RESOURCES
APPALACHIAN CORPORATION

MODIFICATION OF EASEMENT- MULTIPLE LINES

3/1/2013

31-0021071.000
31-0021101.000
31-0021126.004
31-0051132.003

6/6/2013

225/323-324
#201300059764

CONSENT TO ASSIGN IS NOT REQUIRED

NOBLE

UTICA

CLEARY, JON, ETUX

ANTERO RESOURCES
APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

10/19/2012

31-0021101.000
31-0051132.003

6/6/2013

225/309-318
#201300059762

CONSENT TO ASSIGN IS NOT REQUIRED

NOBLE

UTICA

OLIVER, KENNY & LISA

ANTERO RESOURCES
APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

8/18/2012

31-0021104.000

4/23/2013

222/579-586
#201300059123

NOT REQUIRED

NOBLE

UTICA

OLIVER, KENNY & LISA

ANTERO RESOURCES
APPALACHIAN CORPORATION

MODIFICATION OF EASEMENT

10/25/2012

31-0021104.000

4/23/2013

222/587-589
#201300059124

CONSENT TO ASSIGN IS NOT REQUIRED

NOBLE

UTICA

OLIVER, KENNY & LISA

ANTERO RESOURCES
APPALACHIAN CORPORATION

SURFACE FACILITY EASEMENT

5/2/2013

31-0021104.000

7/26/2013

227/1004-1008
#201300060446

NOT REQUIRED

NOBLE

UTICA

OLIVER, KENNY & LISA

ANTERO RESOURCES
APPALACHIAN CORPORATION

PERMANENT ACCESS ROAD AGREEMENT

5/2/2013

31-0021104.000

7/26/2013

227/999-1003
#201300060445

NOT REQUIRED

NOBLE

UTICA

OLIVER, KENNY & LISA

ANTERO RESOURCES CORPORATION

SURFACE FACILITY EASEMENT

7/27/2013

31-0021104.000

9/19/2013

231/293-297
201300061257

NOT REQUIRED

NOBLE

UTICA

CAIN, DOUGLAS & DEBBIE, ETUX

ANTERO RESOURCES
APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

8/24/2012

31-0021111.000

6/6/2013

225/258-268
#201300059755

CONSENT TO ASSIGN IS NOT REQUIRED

NOBLE

UTICA

MILEY, ADAM L & JAMIE L

ANTERO RESOURCES
APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

7/14/2012

31-0021251.000

4/23/2013

222/537-544
#201300059116

NOT REQUIRED

NOBLE

UTICA

MILEY, ADAM L & JAMIE L

ANTERO RESOURCES
APPALACHIAN CORPORATION

MODIFICATION OF PERMANENT EASEMENT

`11/10/12

31-0021251.000

4/23/2013

222/545-549
#201300059117

CONSENT TO ASSIGN IS NOT REQUIRED

NOBLE

UTICA

MILEY, ADAM L & JAMIE L

ANTERO RESOURCES
APPALACHIAN CORPORATION

SURFACE FACILITY EASEMENT

7/10/2013

31-0021251.000

7/26/2013

227/971-975
#201300060439

NOT REQUIRED

NOBLE

UTICA

MILEY, WAYNE & MARTHA

ANTERO RESOURCES
APPALACHIAN CORPORATION

SURFACE FACILITY EASEMENT

6/13/2013

31-0021255.000
31-0051115.007

7/26/2013

227/976-980
#20130006440

NOT REQUIRED

NOBLE

UTICA

MILEY, WAYNE & MARTHA

ANTERO RESOURCES
APPALACHIAN CORPORATION

PERMANENT ROAD ACCESS EASEMENT

2/1/2013

31-0021261.000

4/23/2013

222/470-474
#201300059106

CONSENT TO ASSIGN IS NOT REQUIRED

NOBLE

UTICA

MILEY, WAYNE & MARTHA

ANTERO RESOURCES
APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

8/24/2012

31-0021261.000
31-0021255.000
31-0021264.000
31-0021038.000
31-0051115.007

4/23/2013

222/447-456
#201300059103

CONSENT TO ASSIGN IS NOT REQUIRED

NOBLE

UTICA

MILEY, WAYNE & MARTHA

ANTERO RESOURCES
APPALACHIAN CORPORATION

MODIFICATION OF EASEMENT

2/1/2013

31-0021261.000
31-0021255.000
31-0021264.000
31-0021038.000
31-0051115.007

4/23/2013

222/457-463
#201300059104

CONSENT TO ASSIGN IS NOT REQUIRED

NOBLE

UTICA

MILEY, WAYNE & MARTHA

ANTERO RESOURCES
APPALACHIAN CORPORATION

SURFACE FACILITY EASEMENT

10/29/2012

31-0021264.000

4/23/2013

222/475-479
201300059107

NOT REQUIRED

NOBLE

UTICA

MILEY, WAYNE & MARTHA

ANTERO RESOURCES
APPALACHIAN CORPORATION

SURFACE FACILITY EASEMENT

6/13/2013

31-0021264.000

7/26/2013

227/981-985
#201300060441

NOT REQUIRED

NOBLE

UTICA

MILEY, PAUL L. & JEAN A.

ANTERO RESOURCES
APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

8/28/2012

31-0021340.000

12/11/2012

215/176
#201200057194

CONSENT TO ASSIGN IS NOT REQUIRED

NOBLE

UTICA

MILEY, PAUL L. & JEAN A.

ANTERO RESOURCES
APPALACHIAN CORPORATION

MODIFICATION OF EASEMENT

8/28/2012

31-0021340.000

12/11/2012

215/184-188
#201200057195

CONSENT TO ASSIGN IS NOT REQUIRED

NOBLE

UTICA

MILEY, PAUL L. & JEAN A.

ANTERO RESOURCES
APPALACHIAN CORPORATION

SURFACE FACILITY EASEMENT

2/2/2013

31-0021340.000

4/23/2013

222/726-731
#201300059145

CONSENT TO ASSIGN IS NOT REQUIRED

NOBLE

UTICA

MILEY, PAUL L. & JEAN A.

ANTERO RESOURCES
APPALACHIAN CORPORATION

MODIFICATION OF OPTION/EASEMENT

8/28/2012

31-0021340.000

12/11/2012

CONSENT TO ASSIGN IS NOT REQUIRED

NOBLE

UTICA

FINCANNON, DALE E.

ANTERO RESOURCES
APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

7/14/2012

31-0021342.000
31-0021346.000
31-0021347.000

12/11/2012

215/145-156
#201200057190

CONSENT TO ASSIGN IS NOT REQUIRED

NOBLE

UTICA

FINCANNON, DALE E.

ANTERO RESOURCES
APPALACHIAN CORPORATION

MODIFICATION OF EASEMENT

10/25/2012

31-0021342.000
31-0021346.000
31-0021347.000

12/11/2012

215/157-162
#201300057191

CONSENT TO ASSIGN IS NOT REQUIRED

NOBLE

UTICA

FINCANNON, DALE E.

ANTERO RESOURCES
APPALACHIAN CORPORATION

PERMANENT ROAD ACCESS EASEMENT

12/4/2012

31-0021342.000
31-0021346.000
31-0021347.000

4/23/2013

222/436-441
#20130005

CONSENT TO ASSIGN IS NOT REQUIRED

NOBLE

UTICA

FINCANNON, DALE E.

ANTERO RESOURCES
APPALACHIAN CORPORATION

PERMANENT ROAD ACCESS EASEMENT

12/4/2012

31-0021342.001

4/23/2013

222/436-441
#20130005

CONSENT TO ASSIGN IS NOT REQUIRED

NOBLE

UTICA

FINCANNON, DALE E.

ANTERO RESOURCES
APPALACHIAN CORPORATION

MODIFICATION OF PERMANENT ROAD ACCESS EASEMENT

2/13/2013

31-0021342.001

4/23/2013

222/442
#20130005

CONSENT TO ASSIGN IS NOT REQUIRED

NOBLE

UTICA

MILEY, PAUL J., JR.

ANTERO RESOURCES
APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

6/29/2012

31-0021343.000

12/11/2012

215/136-143
#201200057188

CONSENT TO ASSIGN IS NOT REQUIRED

NOBLE

UTICA

FINCANNON, DALE E.

ANTERO RESOURCES
APPALACHIAN CORPORATION

PERMANENT ROAD ACCESS EASEMENT

12/4/2012

31-0021346.000

4/23/2013

222/436-441
#20130005

CONSENT TO ASSIGN IS NOT REQUIRED

NOBLE

UTICA

FINCANNON, DALE E.

ANTERO RESOURCES
APPALACHIAN CORPORATION

SURFACE FACILITY AGREEMENT

12/4/2012

31-0021347.000

4/23/2013

222/436-441
#20130005

CONSENT TO ASSIGN IS NOT REQUIRED

NOBLE

UTICA

FINCANNON, DALE E.

ANTERO RESOURCES
APPALACHIAN CORPORATION

SURFACE FACILITY EASEMENT

12/4/2012

31-0021347.000

NOT REQUIRED

NOBLE

UTICA

RICH, LOUISE ANNETTE, ETUX

ANTERO RESOURCES
APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

8/24/2012

31-0021349.000

4/17/2013

222/110-120
#201300059025

CONSENT TO ASSIGN IS NOT REQUIRED

NOBLE

UTICA

RICH, LOUISE ANNETTE, ETUX

ANTERO RESOURCES
APPALACHIAN CORPORATION

MODIFICATION OF OPTION/EASEMENT

11/11/2012

31-0021349.000

4/17/2013

222/121-127
#201300059026

CONSENT TO ASSIGN IS NOT REQUIRED

NOBLE

UTICA

RICH, LOUISE ANNETTE, ETUX

ANTERO RESOURCES
APPALACHIAN CORPORATION

SURFACE FACILITY EASEMENT

7/28/2013

31-0021349.000

9/19/2013

231/277-284
#201300061255

NOT REQUIRED

NOBLE

UTICA

RICH, LOUISE ANNETTE, ETUX

ANTERO RESOURCES CORPORATION

PERMANENT ROAD ACCESS

7/28/2013

31-0021349.000

9/19/2013

231/255-262
201300061250

NOT REQUIRED

NOBLE

UTICA

MILEY, PAUL L.

ANTERO RESOURCES
APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

8/28/2012

31-0021356.000

12/11/2012

215/163-170
#201200057192

CONSENT TO ASSIGN IS NOT REQUIRED

NOBLE

UTICA

MILEY, PAUL L.

ANTERO RESOURCES
APPALACHIAN CORPORATION

MODIFICATION OF EASEMENT

11/9/2012

31-0021356.000

12/11/2012

215/171-175
#201200057193

CONSENT TO ASSIGN IS NOT REQUIRED

NOBLE

UTICA

RICH, LOUISE ANNETTE, ETUX

ANTERO RESOURCES CORPORATION

PERMANENT ROAD ACCESS

7/28/2013

31-0021366.000

222/ 447-456; #201300059103

CONSENT TO ASSIGN IS NOT REQUIRED

NOBLE

UTICA

MILEY, JACK R. & NORMA R., TRUSTEES

ANTERO RESOURCES
APPALACHIAN CORPORATION

MODIFICATION OF OPTION/EASEMENT

11/12/2012

31-0051028.000
31-0021369.000

4/23/2013

222/499-503
#201300059111

NOT REQUIRED

NOBLE

UTICA

MILEY, JACK R. & NORMA R., TRUSTEES

ANTERO RESOURCES
APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

6/22/2012

31-0051028.000
31-0021369.000

4/23/2013

222/504-511
#201300059112

NOT REQUIRED

NOBLE

UTICA

MILEY, WAYNE & APRIL

ANTERO RESOURCES
APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

7/26/2012

31-0051115.002

4/23/2013

222/550-557
#201300059118

NOT REQUIRED

NOBLE

UTICA

MILEY, WAYNE & APRIL

ANTERO RESOURCES
APPALACHIAN CORPORATION

MODIFICATION OF OPTION/EASEMENT

11/6/2013

31-0051115.002

4/23/2013

222/558-562
#201300059119

CONSENT TO ASSIGN IS NOT REQUIRED

NOBLE

UTICA

MILEY, WAYNE & MARTHA

ANTERO RESOURCES
APPALACHIAN CORPORATION

MODIFICATION OF EASEMENT

10/29/2012

31-0051115.007
31-0021038.000
31-0021255.000

4/23/2013

222/464-469
#201300059105

CONSENT TO ASSIGN IS NOT REQUIRED

NOBLE

UTICA

MILEY, WAYNE & MARTHA

ANTERO RESOURCES
APPALACHIAN CORPORATION

PERMANENT ROAD ACCESS EASEMENT

2/1/2013

31-0051214.005

4/23/2013

222/470-474
#201300059106

NOT REQUIRED

NOBLE

WARNER

WARNER, AYDREY

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

12/12/2013

23-21150

NO CONSENT REQUIRED

NOBLE

WARNER LATERAL

HAMONAGAN BROTHERS

ANTERO RESOURCES MIDSTREAM LLC

PERMANENT EASEMENT AGREEMENT

2/9/2014

23-0021139

3/7/2014

242/698
#201400063995

CONSENT TO ASSIGN IS NOT REQUIRED

NOBLE

WARNER LATERAL

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

5/7/2014

23-0021150

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

WARNER LATERAL

WARNER, AUDREY BETTY

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

12/12/2013

23-0021150.000

3/7/2014

242/706
201400063996

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

WARNER LATERAL

WARNER, AUDREY BETTY

ANTERO RESOURCES MIDSTREAM LLC

PERMANENT ROAD ACCESS EASEMENT AGREEMENT

2/27/2014

23-0021150.000

2/27/2014

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

WARNER LATERAL

WARNER, AUDREY BETTY

ANTERO RESOURCES MIDSTREAM LLC

TEMPORARY WAREYARD AGREEMENT

2/27/2014

23-0021150.000

2/27/2014

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

Wayne FWI

Wayne F & Martha J Miley OR 126 P 750, 31-5124.005

ANTERO RESOURCES APPALACHIAN CORPORATION

Memorandum of Well Operations Easement and Surface Use Compensation Agremeent

8/14/2012

310051214.005

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

WILLS CREEK

ELLISON, BARBARA J.

ANTERO RESOURCES
APPALACHIAN CORPORATION

PERMANENT ROAD ACCESS EASEMENT

6/13/2013

31-0000052.000

2/13/2014

513/536-539
#201400001406

CONSENT TO ASSIGN IS NOT REQUIRED

NOBLE

WILLS CREEK

ELLISON, BARBARA J.

ANTERO RESOURCES
APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

2/7/2013

31-0000052.000

2/13/2014

513/528

CONSENT TO ASSIGN IS NOT REQUIRED

NOBLE

WILLS CREEK

HALL, TIMOTHY & JULIA S.

ANTERO RESOURCES
APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

2/13/2013

31-0000426.000

2/13/2014

513/518-524
#201400001403

CONSENT TO ASSIGN IS NOT REQUIRED

NOBLE

WILLS CREEK

HALL, TIMOTHY & JULIA S.

ANTERO RESOURCES
APPALACHIAN CORPORATION

MODIFICATION OF PERMANENT EASEMENT

3/14/2013

31-0000426.000

2/13/2014

513/525-527
#201400001404

CONSENT TO ASSIGN IS NOT REQUIRED

NOBLE

WILLS CREEK

RICH,DONALD & PATRICIA

ANTERO RESOURCES
APPALACHIAN CORPORATION

SURFACE FACILITY AGREEMENT

6/18/2013

37-0011311.000

2/13/2014

241/132-137
#201400063625

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

WILLS CREEK

RICH,DONALD & PATRICIA

ANTERO RESOURCES
APPALACHIAN CORPORATION

PERMANENT ROAD ACCESS EASEMENT

6/18/2013

37-0011311.000

2/13/2014

241/138-141
#201400063626

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

WILLS CREEK

SAYRE, DWAYNE

ANTERO RESOURCES
APPALACHIAN CORPORATION

PERMANENT ROAD ACCESS AGREEMENT

4/20/2013

37-0011328.000

7/26/2013

227/928-934
#201300060433

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

WILLS CREEK

HILL, JEFFREY SCOTT, TRUSTEE

ANTERO RESOURCES
APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

2/12/2013

37-11304.001

CONSENT TO ASSIGN IS NOT REQUIRED

NOBLE

WILLS CREEK

RICH,DONALD & PATRICIA

ANTERO RESOURCES
APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

2/15/2013

37-11311

2/13/2014

241/124

CONSENT TO ASSIGN NOT REQUIRED

NOBLE

WILLS CREEK

HILL, JEFFREY SCOTT & TAMMY Y., TRUSTEES

ANTERO RESOURCES
APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

2/12/2013

37-21308.000

CONSENT TO ASSIGN IS NOT REQUIRED

NOBLE

WILLS CREEK

HILL, JEFFREY SCOTT & TAMMY Y., TRUSTEES

ANTERO RESOURCES
APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

2/12/2013

37-29074.000
37-21318.000
37-11295.000

CONSENT TO ASSIGN IS NOT REQUIRED

NOBLE

MYRON

Ian Rolfe Frakes

ANTERO RESOURCES CORPORATION

Temp Above Ground Waterline Agmt

12/5/2013

31-21237

2/24/2014

437-715

Yes

NOBLE

Michael and Judy Arnold

ANTERO RESOURCES APPALACHIAN CORPORATION

TANK PAD AGREEMENT

2/28/2013

Buffalo Twshp-Section 28-05-002125.002

7/22/2013

227/746

yes

NOBLE

The Hill Principle Protection Trust

ANTERO RESOURCES CORPORATION

Water Impoundment and Compensation Agmt

3/18/2014

Section 18 32.21323

7/14/2014

250/404-405

Yes

NOBLE

Jeffrey Hill, Trustee of The Wilford Hill Keystone Inheritance Trust

ANTERO RESOURCES CORPORATION

Water Impoundment and Compensation Agmt

4/28/2014

Section 18 37-11330

7/14/2014

250/406-407

Yes

NOBLE

James Singer and Dennis F. Gerst

ANTERO RESOURCES APPALACHIAN CORPORATION

STORAGE AGREEMENT

4/18/2013

Section 6-28-2137.000

N/A

yes

NOBLE

ERVIN LINE

BROCK, MARK T.

ANTERO RESOURCES
APPALACHIAN CORPORATION

MODIFICATION OF OPTION/EASEMENT

11/3/2012

01-0021325.000

9/23/2013

231/508-509
#201300061301

CONSENT TO ASSIGN IS NOT REQUIRED

NOBLE

OHIO TO ANNIE

MEES, SARAH

ANTERO RESOURCES CORPORATION

PERMANENT ROAD ACCESS AGREEMENT

9/30/2013

7-6-70

PENDING

NO CONSENT REQUIRED

PLEASANTS

OHIO TO ANNIE

SAMS, HARRY N.., ET UX

ANTERO RESOURCES CORPORATION

PERMANENT ROAD ACCESS EASEMENT AGREEMENT

9/26/2013

7-6-71

NO CONSENT REQUIRED

PLEASANTS

OHIO TO ANNIE

TICE, JOHN R.

ANTERO RESOURCES CORPORATION

EXTENSION OF WAREYARD AGREEMENT

10/4/2013

7-15-7

N/A

PLEASANTS

OHIO TO ANNIE

BARTLETT, LINDSEY

ANTERO RESOURCES CORPORATION

EXTENSION OF TEMPORARY ROAD ACCESS AGREEMENT

10/23/2013

4-8-8

N/A

NO CONSENT REQUIRED

PLEASANTS

OHIO TO ANNIE

SMITH, JOHN A. AND EDITH U.

ANTERO RESOURCES CORPORATION

EXTENSION OF TEMPORARY WORKSPACE

12/3/2013

7-11-16

N/A

NO CONSENT REQUIRED

PLEASANTS

OHIO TO ANNIE

BARTLETT, LINDSEY, ET AL

ANTERO RESOURCES CORPORATION

EXTENSION OF TEMPORARY WAREYARD AGREEMENT

10/23/2013

4-8-18

N/A

PLEASANTS

OHIO TO ANNIE

BARTRUG, MARK ET UX

ANTERO RESOURCES CORPORATION

TEMPORARY AGREEMENT

9/7/2013

7-16-23

N/A

NO CONSENT REQUIRED

PLEASANTS

OHIO TO ANNIE

POWELL, JAMES, ET AL

ANTERO RESOURCES CORPORATION

EXTENSION OF TEMPORARY ROAD ACCESS AGREEMENT

10/26/2013

7-11-47 7-12-21

N/A

PLEASANTS

OHIO TO ANNIE

POWELL, JAMES, ET AL

ANTERO RESOURCES CORPORATION

EXTENSION OF TEMPORARY WAREYARD AGREEMENT

10/26/2013

7-11-47; 7-11-46

N/A

PLEASANTS

OHIO TO ANNIE

BARTRUG, MARK W. ET UX

ANTERO RESOURCES CORPORATION

TEMPORARY ACCESS ROAD

11/20/2013

7-16-11.1
7-16-12
7-16-12.1
7-16-23

N/A

NO CONSENT REQUIRED

PLEASANTS

OHIO TO ANNIE

BARTRUG, MARK ET UX

ANTERO RESOURCES CORPORATION

TEMPORARY ROAD ACCESS AGREEMENT

9/7/2013

7-16-12 7-16-23

N/A

NO CONSENT REQUIRED

PLEASANTS

OHIO TO ANNIE

BUTLER, ROBERT W. ET UX

ANTERO RESOURCES CORPORATION

TEMPORARY ACCESS ROAD

11/19/2013

7-6-67
7-6-103

N/A

NO CONSENT REQUIRED

PLEASANTS

OHIO TO ANNIE

BARNHART, HENRY & JUDITH

ANTERO RESOURCES MIDSTREAM LLC

LEASED ROAD ACCESS EASEMENT AGREEMENT

2/10/2014

7-6-72
7-6-73

N/A

NO CONSENT REQUIRED

PLEASANTS

OHIO-ANNIE

TAYLOR, MATTHEW A. AND DAWNA M.

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

12/21/2012

7-11-45

8/21/2013

292/621 #605076

NOT REQUIRED

PLEASANTS

OHIO-ANNIE

BUTLER, ROBERT WILLIAM, & PERACCHIO-BUTLER, CATHLEEN LOUISA

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

2/7/2013

7-6-67

8/20/2013

292/517 #605041

NOT REQUIRED

PLEASANTS

OHIO-ANNIE

MEES, SARAH E.

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

3/23/2013

7-6-70

8/21/2013

292/589 #605071

NOT REQUIRED

PLEASANTS

OHIO-ANNIE

MEES, SARAH E.

ANTERO RESOURCES CORPORATION

MEMORANDUM OF LEASE OF PIPARIAN RIGHTS AND WATER AND LAND USE

8/23/2013

7-6-70

9/3/2013

292/679 #605268

NOT REQUIRED

PLEASANTS

OHIO-ANNIE

TICE, JOHN R.

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

3/5/2013

7-15-7

8/21/2013

292/614 #605075

NOT REQUIRED

PLEASANTS

OHIO-ANNIE

BARTLEY, LINDSEY

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

1/23/2013

4-8-8

8/21/2013

292/628 #605077

NOT REQUIRED

PLEASANTS

OHIO-ANNIE

CHILDERS, TYRELL W.

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

12/18/2012

7-6-13

8/21/2013

292/559 #605067

NOT REQUIRED

PLEASANTS

OHIO-ANNIE

BARTLETT, LINDSEY & CAROLYN

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

1/23/2013

4-8-18

8/20/2013

292/503 #605039

NOT REQUIRED

PLEASANTS

OHIO-ANNIE

BARBER, DARIN J. & EDITH C.

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

1/12/2013

7-11-27

8/20/2013

292/496 #605037

NOT REQUIRED

PLEASANTS

OHIO-ANNIE

FINNEY, ROSANNA MARIE

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

1/23/2012

4-5-11
4-5-12

8/21/2013

292/575 #605069

NOT REQUIRED

PLEASANTS

OHIO-ANNIE

COLVIN, STEPHEN LEE

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

12/18/2012

4-5-14
4-5-15
4-8-7.3

8/20/2013

292/538 #605044

NOT REQUIRED

PLEASANTS

OHIO-ANNIE

HEARTWOOD FOREST FUND IV LIMITED

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

2/1/2013

4-5-2; 7-6-64 7-6-109;7-10-18A

8/21/2013

292/565 #605068

NOT REQUIRED

PLEASANTS

OHIO-ANNIE

COLVIN, STEPHEN LEE

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

1/5/2013

4-8-3.1

8/20/2013

292/525 #605042

NOT REQUIRED

PLEASANTS

OHIO-ANNIE

COLVIN, STEPHEN LEE & MELISSA

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

12/18/2012

4-8-3.1

8/20/2013

292/532 #605043

NOT REQUIRED

PLEASANTS

OHIO-ANNIE

KAUFFMAN, ROBERT W.

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

12/27/2012

4-8-8.3

8/21/2013

292/582 #605070

NOT REQUIRED

PLEASANTS

OHIO-ANNIE

WESTBROOK, GREGORY A. & BRENDA

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

1/5/2013

4-8-9;
4-8-10.5
4-8-10.6

8/21/2013

292/605 #605073

NOT REQUIRED

PLEASANTS

OHIO-ANNIE

HOLMES, ROGER Q.

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

3/8/2013

7-11-25.9;7-11-5

8/20/2013

292/483 #605036

NOT REQUIRED

PLEASANTS

OHIO-ANNIE

HFP, LLC

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

1/17/2013

7-11-28 7-11-29

8/21/2013

292/552 #605066

NOT REQUIRED

PLEASANTS

OHIO-ANNIE

POWELL, JAMES

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

1/18/2012

7-11-46; 7-11-47

8/21/2013

292/596 #605072

NOT REQUIRED

PLEASANTS

OHIO-ANNIE

BEN’S RUN LAND COMPANY LIMITED PARTNERSHIP

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

3/20/2013

7-1-3;7-5-3; 10-7-2

8/19/2013

423/751 #75555

NOT REQUIRED

PLEASANTS

OHIO-ANNIE

BARTRUG, MARK W. ET UX

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

3/13/2012

7-16-11.1; 12; 23

8/20/2013

292/510 #605040

NOT REQUIRED

PLEASANTS

Annie Water Impoundment

Annie B Haymond

ANTERO RESOURCES APPALACHIAN CORPORATION

SUA and Compensation

5/-/2012

5-14

RITCHIE

BUCK RUN

JACKSON, STEPHEN

ANTERO MIDSTREAM LLC

TEMPORARY SURFACE FACILITY EASEMENT OPTION AND AGREEMENT

7/24/2014

3-14-9

NO CONSENT REQUIRED

RITCHIE

CHARLENE

DEWBERRY, LINDA TRUSTEE, THE LINDA C. DEWBERRY TRUST

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

8/21/2013

3-19-49

1/30/2014

324/393 #201400000496

NOT REQUIRED

RITCHIE

CHARLENE

JACKSON, STEPHEN

ANTERO RESOURCES MIDSTREAM LLC

TEMPORARY ABOVE GROUND WATER LINE AGREEMENT

1/15/2014

3-14-9

N/A

90 DAY CONSENT REQUIRED

RITCHIE

CHARLENE

HEFLIN, B. MORGAN, TRUSTEE THE B. MORGAN HEFLIN TRUST

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

2/25/2013

3-19-9

1/30/2014

324/401 #201400000497

NOT REQUIRED

RITCHIE

CHARLENE

HURST, JEFFERY AND BRENDA

ANTERO RESOURCES CORPORATION

TEMPORARY ABOVE GROUND WATER LINE

11/18/2013

3-14-11

NO CONSENT REQUIRED

RITCHIE

CHARLENE

DAVIS, LEWIS & NORMA

ANTERO RESOURCES MIDSTREAM LLC

TEMPORARY ROAD ACCESS EASEMENT AGREEMENT

2/18/2014

3-14-12

N/A

NO CONSENT REQUIRED

RITCHIE

CHARLENE

DAVIS, LEWIS PHILLIP, ET UX

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

10/22/2013

3-14-3 3-14-4 3-14-6 3-14-12

1/30/2014

324/532 #201400000522

NOT REQUIRED

RITCHIE

CHARLENE

DAVIS, LEWIS & NORMA

ANTERO RESOURCES MIDSTREAM LLC

TEMPORARY ABOVE GROUND WATER LINE AGREEMENT

3/24/2014

3-14-3
3-14-4
3-14-6
3-14-12

N/A

NO CONSENT REQUIRED

RITCHIE

CHARLENE

DAVIS, LEWIS & NORMA

ANTERO RESOURCES MIDSTREAM LLC

TEMPORARY ABOVE GROUND WATER LINE AGREEMENT

3/24/2014

3-14-3
3-14-4
3-14-6
3-14-12

NO CONSENT REQUIRED

RITCHIE

CHARLENE

JACKSON, H. KENNETH, JR., ET UX

ANTERO RESOURCES CORPORATION

EXTENSION OF OPTION AGREEMENT AND PERMANENT EASEMENT AGREEMENT

10/22/2013

3-19-9.1

N/A

NOT REQUIRED

RITCHIE

CHARLENE ABOVE GROUND WATER LINE

HEFLIN, B. MORGAN, TRUSTEE OF THE B. MORGAN HEFLIN TRUST

ANTERO MIDSTREAM LLC

TEMPORARY WATER LINE AGREEMENT

5/2/2014

3-19-9

N/A

NO CONSENT REQUIRED

RITCHIE

CHARLENE ABOVE GROUND WATER LINE

ROBINSON, LISA

ANTERO MIDSTREAM LLC

TEMPORARY ABOVE GROUND WATER LINE AGREEMENT

4/29/2014

3-13-24

N/A

NO CONSENT REQUIRED

RITCHIE

CHARLENE ABOVE GROUND WATER LINE

LAHUE, DAVID W.

ANTERO MIDSTREAM LLC

TEMPORARY WATER LINE AGREEMENT AND OPTION

4/22/2014

3-13-21.4

N/A

NO CONSENT REQUIRED

RITCHIE

CHARLENE ABOVE GROUND WATER LINE

PERKINS PRODUCTION COMPANY, LLC

ANTERO MIDSTREAM LLC

TEMPORARY WATER LINE AGREEMENT AND OPTION

4/28/2014

3-13-21.8

N/A

NO CONSENT REQUIRED

RITCHIE

CHARLENE ABOVE GROUND WATER LINE

JACKSON, NORMAN & GLADYS

ANTERO MIDSTREAM LLC

TEMPORARY ABOVE GROUND WATER LINE AGREEMENT

4/24/2014

3-19-6.4

N/A

NO CONSENT REQUIRED

RITCHIE

CHARLENE ABOVE GROUND WATER LINE

JACKSON, STEPHEN

ANTERO MIDSTREAM LLC

TEMPORARY WATER LINE AGREEMENT

4/24/2014

3-19-6.4

N/A

NO CONSENT REQUIRED

RITCHIE

CHARLENE AND KELLEY ABOVE GROUND WATER

WAGGONER, EDDY D.
WAGGONER, KELLY D.

ANTERO MIDSTREAM LLC

TEMPORARY WATER LINE OPTION AND AGREEMENT

8/4/2014

3-13-19
3-13-20
3-3-21

N/A

NO CONSENT NEEDED

RITCHIE

CHARLENE AND KELLEY LATERAL WATER

WAGGONER, EDDY AND KELLY

ANTERO MIDSTREAM LLC

TEMPORARY ABOVE GROUND WATER LINE AGREEMENT

5/16/2014

3-13-21

NO CONSENT REQUIRED

RITCHIE

CHARLENE AND KELLEY LATERAL WATER

WAGGONER, EDDY AND KELLY

ANTERO MIDSTREAM LLC

TEMPORARY ABOVE GROUND WATER LINE AGREEMENT

8/4/2014

3-13-19
3-13-20
3-13-21

NO CONSENT REQUIRED

RITCHIE

CHARLENE TEE TO WALNUT WEST

DRAIN, KENNETH AND MARY

ANTERO MIDSTREAM LLC

TEMPORARY WATER LINE OPTION AND AGREEMENT

7/22/2014

3-13-10.1
3-13-10.10

N/A

NO CONSENT REQUIRED

RITCHIE

CHARLENE TEE TO WALNUT WEST

DRAIN, KENNETH AND MARY

ANTERO MIDSTREAM LLC

TEMPORARY ABOVE GROUND WATER LINE AGREEMENT

7/22/2014

3-13-10.1
3-13-10.10

NO CONSENT REQUIRED

RITCHIE

CHARLENE TEE TO WALNUT WEST

WELLS, ROGER AND NANCY

ANTERO MIDSTREAM LLC

TEMPORARY WATER LINE OPTION AND AGREEMENT

7/29/2014

3-13-18.1

N/A

NO CONSENT REQUIRED

RITCHIE

CHARLENE TEE TO WALNUT WEST

WELLS, ROGER AND NANCY

ANTERO MIDSTREAM LLC

TEMPORARY ABOVE GROUND WATER LINE AGREEMENT

7/29/2014

3-13-18.1

NO CONSENT REQUIRED

RITCHIE

CHARLENE TEE TO WALNUT WEST

SELLERS, LOREN AND LENISE

ANTERO MIDSTREAM LLC

TEMPORARY WATER LINE OPTION AND AGREEMENT

7/29/2014

3-13-19.1
3-13-10.12

N/A

NO CONSENT REQUIRED

RITCHIE

CHARLENE TEE TO WALNUT WEST

SELLERS, LOREN AND LENISE

ANTERO MIDSTREAM LLC

TEMPORARY ABOVE GROUND WATER LINE AGREEMENT

7/29/2014

3-13-19.1
3-13-10.12

NO CONSENT REQUIRED

RITCHIE

CHARLENE WATER

KEISTER, BOBBY JO
KEISTER, MARANDA

ANTERO MIDSTREAM LLC

TEMPORARY WATER LINE AGREEMENT AND OPTION

3/28/2014

3-19-8

N/A

NO CONSENT REQUIRED

RITCHIE

CHARLENE WATER

KEISTER, BOBBY JO & MARANDA

ANTERO MIDSTREAM LLC

TEMPORARY ABOVE GROUND WATER LINE AGREEMENT

4/28/2014

3-19-8

NO CONSENT REQUIRED

RITCHIE

CHARLENE WATER

JACKSON, STEVEN

ANTERO MIDSTREAM LLC

TEMPORARY ABOVE GROUND WATER LINE AGREEMENT

4/24/2014

3-14-9

90 DAYS TO ANY NON-AFFILIATE

RITCHIE

CHARLENE WATER

B. MORGAN HEFLIN TRUST

ANTERO MIDSTREAM LLC

TEMPORARY ABOVE GROUND WATER LINE AGREEMENT

5/2/2014

3-19-9

NO CONSENT REQUIRED

RITCHIE

CHARLENE WATER

WAGGONER, EDDY D.
WAGGONER, KELLY D.

ANTERO MIDSTREAM LLC

TEMPORARY WATER LINE OPTION AND AGREEMENT

5/16/2014

3-13-21

N/A

NO CONSENT REQUIRED

RITCHIE

CHARLENE WATER

ROBINSON, LISA D.

ANTERO MIDSTREAM LLC

TEMPORARY ABOVE GROUND WATER LINE AGREEMENT

4/29/2014

3-13-24

NO CONSENT REQUIRED

RITCHIE

CHARLENE WATER

LAHUE, DAVID

ANTERO MIDSTREAM LLC

TEMPORARY ABOVE GROUND WATER LINE AGREEMENT

4/22/2014

3-13-21.4

NO CONSENT REQUIRED

RITCHIE

CHARLENE WATER

WILLIAMS, GUY R.
WILLIAMS, MARY KATHERINE

ANTERO MIDSTREAM LLC

TEMPORARY WATER LINE AGREEMENT

5/6/2014

3-13-21.5
3-13-21.6
3-13-21.7

N/A

NO CONSENT REQUIRED

RITCHIE

CHARLENE WATER

WILLIAMS, GUY AND MARY

ANTERO MIDSTREAM LLC

TEMPORARY ABOVE GROUND WATER LINE AGREEMENT

5/6/2014

3-13-21.5
3-13-21.6
3-13-21.7

NO CONSENT REQUIRED

RITCHIE

CHARLENE WATER

PERKINS OIL AND GAS

ANTERO MIDSTREAM LLC

TEMPORARY ABOVE GROUND WATER LINE AGREEMENT

4/28/2014

3-13-21.8

NO CONSENT REQUIRED

RITCHIE

CHARLENE WATER

BUTCHER, FLOYD ET UX

ANTERO RESOURCES APPALACHIAN CORPORATION

TEMPORARY ABOVE GROUND WATER LINE AGREEMENT

3/1/2014

3-14-11.10

NO CONSENT REQUIRED

RITCHIE

CHARLENE WATER

JACKSON, NORMAN

ANTERO MIDSTREAM LLC

TEMPORARY ABOVE GROUND WATER LINE AGREEMENT

2/24/2014

3-19-6.4

90 DAYS TO ANY NON-AFFILIATE

RITCHIE

CHARLENE WATER

JACKSON, KENNETH ET UX

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

10/23/2012

3-19-9.1

NO CONSENT REQUIRED

RITCHIE

EDWIN LATERAL WATER

MACKAY, EDWIN ET AL

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

12/6/2013

3-37-3

NO CONSENT REQUIRED

RITCHIE

EDWIN LATERAL WATER

WILLIAMS, EDWIN

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

9/3/2013

3-37-5

NO CONSENT REQUIRED

RITCHIE

EDWIN TEMPORARY ABOVE GROUND WATER LINE

WILLIAMS, EDWIN G.

ANTERO MIDSTREAM LLC

TEMPORARY ABOVE GROUND WATER LINE AGREEMENT

4/9/2014

3-37-5

N/A

NO CONSENT REQUIRED

RITCHIE

GLASS

RICHARDS, JOHN W. ET UX

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

5/31/2012

10-13-19

5/28/2013

321/736 #201300002518

NOT REQUIRED

RITCHIE

GLASS

RICHARDS, JOHN W. ET UX

ANTERO RESOURCES APPALACHIAN CORPORATION

ADDITIONAL LINE AGREEMENT

11/29/2012

10-13-19

5/28/2013, corrected Modification 1/31/2014

321/742 #201300002519; 324/568 #201400000550

NOT REQUIRED

RITCHIE

GLASS

HARMS, MARY ET AL (ANTILL/ONEILL)

ANTERO RESOURCES APPALACHIAN CORPORATION

PIPELINE AGREEMENT

7/19/2012

45212

9/4/2013

322/837 #201300004113

NOT REQUIRED

RITCHIE

GLASS

HARMS, MARY ET AL (ANTILL/ONEILL)

ANTERO RESOURCES APPALACHIAN CORPORATION

ADDITIONAL LINE AGREEMENT

12/14/2012

45212

1/30/2014

324/374 #201400000495

NOT REQUIRED

RITCHIE

GLASS

ZINN, JUANITA ET AL

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT WITH VALVE SITE

4/18/2013

10-13-24

5/28/2013

321/761 #201300002523

NOT REQUIRED

RITCHIE

GRIMM TO CAMPBELL WATER

CLAYTON, JOAN

ANTERO MIDSTREAM LLC

TEMPORARY ABOVE GROUND WATER LINE AGREEMENT

4/28/2014

10-13-32

NO CONSENT REQUIRED

RITCHIE

GRIMM TO CAMPBELL WATER

GRIMM, BARRY

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

10/5/2012

10-9-17

NO CONSENT REQUIRED

RITCHIE

GRIMM TO CAMPBELL WATER

RICHARDS, GARY AND FREDIA

ANTERO MIDSTREAM LLC

TEMPORARY ABOVE GROUND WATER LINE AGREEMENT

4/24/2014

10-13-25
10-13-25.1

NO CONSENT REQUIRED

RITCHIE

GRIMM TO CAMPBELL WATER

CAMPBELL, JOHN & LINDA

ANTERO MIDSTREAM LLC

TEMPORARY ABOVE GROUND WATER LINE AGREEMENT

4/30/2014

10-13-28.3
10-13-30
10-13-30.1
10-13-30.2
10-19-4.1

NO CONSENT REQUIRED

RITCHIE

GRIMM TO CAMPBELL WATER

CUNNINGHAM, FRANK AND PATRICK

ANTERO MIDSTREAM LLC

TEMPORARY ABOVE GROUND WATER LINE AGREEMENT

4/22/2014

10-13-31
10-14-8.1

NO CONSENT REQUIRED

RITCHIE

GRIMM TO CAMPBELL WATER

O’NEIL FAMILY TRUST

ANTERO RESOURCES APPALACHIAN CORPORATION

ADDITIONAL PIPELINE AGREEMENT

12/15/2012

10-14-3
10-14-3.1
10-14-10

NO CONSENT REQUIRED

RITCHIE

GRIMM TO CAMPBELL WATER/NESS

NESS, ASHLEY

ANTERO MIDSTREAM LLC

TEMPORARY ABOVE GROUND WATER LINE AGREEMENT

4/14/2014

10-14-1
10-14-5
10-14-6
10-14-7

NO CONSENT REQUIRED

RITCHIE

GRIMM TO JOHN CAMPBELL

CAMPBELL, JOHN & LINDA

ANTERO MIDSTREAM LLC

TEMPORARY ROAD ACCESS EASEMENT AGREEMENT

4/30/2014

10-13-30

N/A

NO CONSENT REQUIRED

RITCHIE

GRIMM TO JOHN CAMPBELL

CLAYTON, JOAN HIGH

ANTERO MIDSTREAM LLC

TEMPORARY WATER LINE AGREEMENT AND OPTION

4/28/2014

10-13-32

N/A

NO CONSENT REQUIRED

RITCHIE

GRIMM TO JOHN CAMPBELL

RICHARDS, GARY & FREDIA

ANTERO MIDSTREAM LLC

TEMPORARY WATER LINE AGREEMENT AND OPTION

4/24/2014

10-13-25
10-13-25.1

N/A

NO CONSENT REQUIRED

RITCHIE

GRIMM TO JOHN CAMPBELL

CAMPBELL, JOHN & LINDA

ANTERO MIDSTREAM LLC

TEMPORARY WATER LINE AGREEMENT AND OPTION

4/30/2014

10-13-28.3
10-13-30
10-13-30.1
10-13-30.2
10-19-4.1

N/A

NO CONSENT REQUIRED

RITCHIE

GRIMM TO JOHN CAMPBELL

CUNNINGHAM, PATRICK
CUNNINGHAM, FRANK

ANTERO MIDSTREAM LLC

TEMPORARY ABOVE GROUND WATER LINE AGREEMENT

4/22/2014

10-13-31
10-14-8.1

N/A

NO CONSENT REQUIRED

RITCHIE

GRIMM TO JOHN CAMPBELL

NESS, ASHLEY E., JR.

ANTERO MIDSTREAM LLC

TEMPORARY WATER LINE AGREEMENT

4/14/2014

10-14-1
10-14-5
10-14-6
10-14-7

N/A

NO CONSENT REQUIRED

RITCHIE

GRIMM TO JOHN CAMPBELL

BETTY O. NEWSOME, TRUSTEE O’NEIL FAMILY TRUST

ANTERO MIDSTREAM LLC

OPTION TO INSTALL ADDITIONAL PIPELINE (WATER) AND AGREED UPON PRICE.

10-14-10
10-14-3.1
10-14-3

NO CONSENT REQUIRED

RITCHIE

Harshbarger North Water Impoundment

Timothy R O’Neil

ANTERO RESOURCES APPALACHIAN CORPORATION

Access Road and Impoundment

11/5/2012

10-14

RITCHIE

Harshbarger North Water Impoundment

Sharon S O’Neil

ANTERO RESOURCES APPALACHIAN CORPORATION

Access Road and Impoundment

11/2/2012

10-14

RITCHIE

Harshbarger North Water Impoundment

Mary Frances Harmes & Nancy Louise Antil

ANTERO RESOURCES APPALACHIAN CORPORATION

Access Road and Impoundment

11/6/2012

10-14

RITCHIE

Harshbarger North Water Impoundment

Romarlo LLC

ANTERO RESOURCES APPALACHIAN CORPORATION

Access Road and Impoundment

11/27/2012

10-14

RITCHIE

Harshbarger North Water Impoundment

Kathleen R Hooven

ANTERO RESOURCES APPALACHIAN CORPORATION

Access Road and Impoundment

11/7/2012

10-14

RITCHIE

Harshbarger North Water Impoundment

Karah L Loftin and Kelcie J Loftin

ANTERO RESOURCES APPALACHIAN CORPORATION

Access Road and Impoundment

11/3/2012

10-14

RITCHIE

Harshbarger North Water Impoundment

O’Neil Family Trust, Daniel J O’Neil, Sean T O’Neil

ANTERO RESOURCES APPALACHIAN CORPORATION

Access Road and Impoundment

11/27/2012

10-14

RITCHIE

Harshbarger North Water Impoundment

Jason S Harshbarger and Michelle D Harshbarger

ANTERO RESOURCES APPALACHIAN CORPORATION

Water Impoundment and Compensation

12/6/2012

15-14

RITCHIE

Harshbarger South Water Impoundment

Timoth R O’Neil

ANTERO RESOURCES APPALACHIAN CORPORATION

Access Road and Impoundment

11/5/2012

10-14

RITCHIE

Harshbarger South Water Impoundment

Sharon S O’Neil

ANTERO RESOURCES APPALACHIAN CORPORATION

Access Road and Impoundment

11/2/2012

10-14

RITCHIE

Harshbarger South Water Impoundment

Mary Frances Harmes & Nancy Louise Antil

ANTERO RESOURCES APPALACHIAN CORPORATION

Access Road and Impoundment

11/6/2012

10-14

RITCHIE

Harshbarger South Water Impoundment

Romarlo LLC

ANTERO RESOURCES APPALACHIAN CORPORATION

Access Road and Impoundment

11/27/2012

10-14

RITCHIE

Harshbarger South Water Impoundment

Kathleen R Hooven

ANTERO RESOURCES APPALACHIAN CORPORATION

Access Road and Impoundment

11/7/2012

10-14

RITCHIE

Harshbarger South Water Impoundment

Karah L Loftin and Kelcie J Loftin

ANTERO RESOURCES APPALACHIAN CORPORATION

Access Road and Impoundment

11/3/2012

10-14

RITCHIE

Harshbarger South Water Impoundment

O’Neil Family Trust, Daniel J O’Neil, Sean T O’Neil

ANTERO RESOURCES APPALACHIAN CORPORATION

Access Road and Impoundment

11/27/2012

10-14

RITCHIE

Harshbarger South Water Impoundment

Jason S Harshbarger and Michelle D Harshbarger

ANTERO RESOURCES APPALACHIAN CORPORATION

Water Impoundment and Compensation

12/6/2012

15-14

RITCHIE

LANGFORD

GRIMM, BARRY D.

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

2/28/2012

10-9-17

7/23/2012

317/174 #2476

NOT REQUIRED

RITCHIE

LANGFORD

GRIMM, BARRY D.

ANTERO RESOURCES APPALACHIAN CORPORATION

MODIFICATION OF PERMANENT EASEMETN

9/17/2012

10-9-17

5/28/2013

321/733 # 201300002517

NOT REQUIRED

RITCHIE

LANGFORD

GRIMM, BARRY D.

ANTERO RESOURCES APPALACHIAN CORPORATION

ADDITIONAL PIPELINE AGREEMENT

12/17/2012

10-9-17

7/23/2012

317/174 #20122476

NOT REQUIRED

RITCHIE

LANGFORD

O’NEILL FAMILY TRUST/ANTILL

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

6/4/2012

10-14-10,
10-14-3.1
10-14-3

6/28/2012

316/956 #2131

NOT REQUIRED

RITCHIE

LANGFORD

LANGFORD, JACK & LINDA

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

5/21/2012

10-8-6, 10-9-4
19-9-10,
10-9-12.1,
10-9-12.2,
10-9-27

12/28/2012

318/642 #4721

NOT REQUIRED

RITCHIE

LANGFORD

LANGFORD, JACK & LINDA

ANTERO RESOURCES APPALACHIAN CORPORATION

ADDITIONAL PIPELINE AGREEMENT

12/3/2012

10-8-6, 10-9-4
19-9-10,
10-9-12.1,
10-9-12.2,
10-9-27

8/21/2013

322/699 #201300003939

NOT REQUIRED

RITCHIE

LANGFORD

LANGFORD/ BERKLEY FAMILY TRUST ET AL

ANTERO RESOURCES APPALACHIAN CORPORATION

ADDITIONAL PIPELINE AGREEMENT

12/3/2012

10-8-6.2
3-40-25

1/30/2014

324/500 #201400000512

NOT REQUIRED

RITCHIE

LANGFORD

LANGFORD/ BERKLEY FAMILY TRUST ET AL

ANTERO RESOURCES APPALACHIAN CORPORATION

MODIFICATION OF PERMANENT EASEMETN

10/8/2012

10-9-1.1

12/28/2012

318/659 201200004724

NOT REQUIRED

RITCHIE

LANGFORD

LANGFORD/ BERKLEY FAMILY TRUST ET AL

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

5/21/2012

10-9-1.1,
10-8-6.2,
3-40-25

12/28/2012

318/651 #4723

NOT REQUIRED

RITCHIE

LANGFORD

LANGFORD, JACK & LINDA

ANTERO RESOURCES APPALACHIAN CORPORATION

MODIFICATION OF PERMANENT EASEMETN

10/8/2012

10-9-10
10-9-12.1
10-9-12.2

12/28/2012

318/649 #201200004722

NOT REQUIRED

RITCHIE

LANGFORD

CAMPBELL, JOHN A. & LINDA

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

5/30/2012

10-9-10.1

9/11/2013

322/1006 #201300004222

NOT REQUIRED

RITCHIE

LANGFORD

CAMPBELL, JOHN A. & LINDA

ANTERO RESOURCES APPALACHIAN CORPORATION

ADDITIONAL PIPELINE AGREEMENT

11/15/2012

10-9-10.1

1/30/2014

324/505 #201400000513

NOT REQUIRED

RITCHIE

LANGFORD TO HARSHBARGER

O’NEILL FAMILY TRUST, ET AL

ANTERO MIDSTREAM LLC

MODIFICATION OF OPTION AND PERMANENT EASEMENT DATED 5/23/2012

4/9/2014

10-14-3
10-14-3.1
10.14-10

NO CONSENT REQUIRED

RITCHIE

LANGFORD TO HARSHBARGER

LANGFORD, JACK & LINDA

ANTERO MIDSTREAM LLC

PERMANENT ACCESS ROAD

7/16/2014

10-14-3
10-14-3.1
10.14-10

NO CONSENT REQUIRED

RITCHIE

LANGFORD TO HARSHBARGER

LANGFORD, JACK & LINDA

ANTERO MIDSTREAM LLC

TEMPORARY WORKSPACE AGREEMENT

6/17/2014

10-9-10
10-9-12.2

N/A

NO CONSENT REQUIRED

RITCHIE

LANGFORD TO HARSHBARGER

BERKLEY FAMILY TRUST, ET AL

ANTERO MIDSTREAM LLC

PERMANENT ROAD ACCESS EASEMENT AGREEMENT

3-40-25

NO CONSENT REQUIRED

RITCHIE

LANGFORD TO HARSHBARGER

BERKLEY FAMILY TRUST, ET AL

ANTERO MIDSTREAM LLC

SURFACE FACILITY EASEMENT AGREEMENT

3-40-25

NO CONSENT REQUIRED

RITCHIE

LANGFORD WEST TO JOHN RICHARDS

CUNNINGHAM, PATRICK & FRANK

ANTERO RESOURCES MIDSTREAM LLC

TEMPORARY ROAD ACCESS EASEMENT AGREEMENT

2/26/2014

10-13-31

N/A

NO CONSENT REQUIRED

RITCHIE

LANGFORD WEST TO JOHN RICHARDS

NESS, ASHLEY E.

ANTERO RESOURCES MIDSTREAM LLC

TEMPORARY ROAD ACCESS EASEMENT AGREEMENT

2/12/2014

10-14-1

N/A

NO CONSENT REQUIRED

RITCHIE

MIDDLE ISLAND CR

BISHOP, VELDA M.

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EAEMENT AGREEMENT

12/12/2012

3-4-35

PENDING

NOT REQUIRED

RITCHIE

MIDDLE ISLAND CR

BISHOP, VELDA M.

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EAEMENT AGREEMENT

12/12/2012

3-4-35

3/25/2014

327/123 #201400001561

NOT REQUIRED

RITCHIE

MIDDLE ISLAND CR

SCHRIVER, WILLIAM E.

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

12/12/2012

3-4-36

9/4/2014

330/894 #20144670

RITCHIE

MIDDLE ISLAND CR

MAHONEY, JAMES D.

ANTERO RESOURCES CORPORATION

PERMAMENT EASEMENT AGREEMENT 12/19/2012. MODIFICATION 3/8/2014.

3/8/2014

3-9-1

3/25/2014

327/74 #201400001554

NOT REQUIRED

RITCHIE

MIDDLE ISLAND CR

JONES, LEWIS G.

ANTERO RESOURCES CORPORATION

PERMAMENT EASEMENT AGREEMENT

12/12/2012

3-4-35.1

3/25/2014

327/104 #201400001558

NOT REQUIRED

RITCHIE

MOUNTAIN

KELLY, WILLIAM PAUL

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

10/5/2012

5-23-1

5/23/2013

321/650 #201300002467

NOT REQUIRED

RITCHIE

MOUNTAIN

KELLY, WILLIAM PAUL

ANTERO RESOURCES APPALACHIAN CORPORATION

MODIFICATION OF OPTION AND PERMANENT EASEMENT AGREEMENT

12/1/2012

5-23-1

5/23/2013

321/657 #201300002468

NOT REQUIRED

RITCHIE

MOUNTAIN

HAYMOND, ANNIE B. (LE) ET AL

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

8/24/2012

3-14-5

5/28/2013

321/709 #201300002508

NOT REQUIRED

RITCHIE

MOUNTAIN

HAYMOND, ANNIE B. (LE) ET AL

ANTERO RESOURCES APPALACHIAN CORPORATION

MODIFICATION OF OPTION AND PERMANENT EASEMENT AGREEMENT

10/31/2012

3-14-5

5/28/2013

321/716 #201300002509

NOT REQUIRED

RITCHIE

MOUNTAIN

HAYMOND, ANNIE B. (LE) ET AL

ANTERO RESOURCES APPALACHIAN CORPORATION

MODIFICATION OF OPTION AND PERMANENT EASEMENT AGREEMENT

10/31/2012

3-14-5

5/28/2013

321/716 #201300002509

NOT REQUIRED

RITCHIE

MOUNTAIN

HAYMOND, ANNIE B. (LE) ET AL

ANTERO RESOURCES APPALACHIAN CORPORATION

TEMPORARY ROAD ACCESS EASEMENT AGREEMENT

5/4/2013

3-14-5

N/A

NOT REQUIRED

RITCHIE

MOUNTAIN

HAYMOND, ANNIE B. (LE) ET AL

ANTERO RESOURCES APPALACHIAN CORPORATION

TEMPORARY ROAD ACCESS EASEMENT AGREEMENT

5/4/2013

3-14-5

N/A

NOT REQUIRED

RITCHIE

MOUNTAIN

HAYMOND, ANNIE B. (LE) ET AL

ANTERO RESOURCES CORPORATION

MODIFICATION OF OPTION AND PERMANENT EASEMENT AGREEMENT

8/3/2013

3-14-5

PENDING

NOT REQUIRED

RITCHIE

MOUNTAIN

HAYMOND, ANNIE B. (LE) ET AL

ANTERO RESOURCES CORPORATION

MODIFICATION OF OPTION AND PERMANENT EASEMENT AGREEMENT

8/3/2013

3-14-5

9/4/2014

330/903 #20144972

RITCHIE

MOUNTAIN

TERRELL, EDWARD LEE & JUDY M.

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

8/20/2012

3-21-10

2/21/2013

319/19 #201300000809

NOT REQUIRED

RITCHIE

MOUNTAIN

GARNER, MICHAEL ALLAN & RUBY SUE

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

11/5/2012

3-15-24

5/28/2013

321/745 #201300002520

NOT REQUIRED

RITCHIE

MOUNTAIN

SCHUMACHER, PETER J. & PATRICIA J.

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

10/5/2012

3-15-17.1

5/23/2013

321/659 #201300002469

NO CONSENT REQUIRED TO ASSIGN. ANTERO SHALL NOTIFY GRANTOR WITHIN 90 DAYS OF AN ASSIGNMENT TO A NON-AFFILIATE OR SUBSIDIARY.

RITCHIE

MOUNTAIN

SCHUMACHER, PETER J. & PATRICIA J.

ANTERO RESOURCES APPALACHIAN CORPORATION

MODIFICATION OF OPTION AND PERMANENT EASEMENT AGREEMENT

2/12/2013

3-15-17.1

5/23/2013

321/668 #201300002471

NO CONSENT REQUIRED TO ASSIGN. ANTERO SHALL NOTIFY GRANTOR WITHIN 90 DAYS OF AN ASSIGNMENT TO A NON-AFFILIATE OR SUBSIDIARY.

RITCHIE

MOUNTAIN

SCHUMACHER, PETER J. & PATRICIA J.

ANTERO RESOURCES APPALACHIAN CORPORATION

MODIFICATION OF OPTION AND PERMANENT EASEMENT AGREEMENT

11/14/2013

3-15-17.1

5/23/2013

321/666 #201300002470

NO CONSENT REQUIRED TO ASSIGN. ANTERO SHALL NOTIFY GRANTOR WITHIN 90 DAYS OF AN ASSIGNMENT TO A NON-AFFILIATE OR SUBSIDIARY.

RITCHIE

MOUNTAIN

KELLY, WILLIAM

ANTERO MIDSTREAM LLC

TEMPORARY ROAD ACCESS EASEMENT AGREEMENT

4/7/2014

3-15-18
3-15-19

N/A

NO CONSENT REQUIRED

RITCHIE

MOUNTAIN

JEWELL, MAX & LINDA
DEMOSS, ANGELA D.
DEMOSS, MELINDA D.

ANTERO MIDSTREAM LLC

TEMPORARY ROAD ACCESS EASEMENT AGREEMENT

4/5/2014

3-15-21
3-21-6

N/A

NO CONSENT REQUIRED

RITCHIE

MOUNTAIN

JEWELL, MAX & LINDA S.

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

10/6/2012

3-15-21
3-21-6

9/4/2013

322/795 #201300004108

NOT REQUIRED

RITCHIE

MOUNTAIN

JEWELL, MAX & LINDA S.

ANTERO RESOURCES APPALACHIAN CORPORATION

MODIFICATION OF OPTION AND PERMANENT EASEMENT AGREEMENT

11/30/2012

3-15-21
3-21-6

9/4/2013

ATTACHED TO 322/795 #201300004108

NOT REQUIRED

RITCHIE

MOUNTAIN

ALBERT, ANDREW E., III ET AL

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

10/18/2012

3-15-21.1; 3-21-8

5/28/2013

321/699 #201300002506

NOT REQUIRED

RITCHIE

MOUNTAIN

ALBERT, ANDREW E., III ET AL

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

10/18/2012

3-15-21.1; 3-21-8

5/28/2013

321/699 #201300002506

NOT REQUIRED

RITCHIE

MOUNTAIN

BRADLEY, RONALD M.

ANTERO RESOURCES APPALACHIAN CORPORATION

MODIFICATION OF OPTION AND PERMANENT EASEMENT AGREEMENT

2/6/2013

3-15-22.1

5/23/2013

321/676 #201300002473

NOT REQUIRED

RITCHIE

MOUNTAIN

BRADLEY, RONALD M.

ANTERO RESOURCES APPALACHIAN CORPORATION

MODIFICATION OF OPTION AND PERMANENT EASEMENT AGREEMENT

2/6/2013

3-15-22.1

5/23/2013

321/676 #201300002473

NOT REQUIRED

RITCHIE

MOUNTAIN

BRADLEY, RONALD M.

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

6/17/2012

3-15-22.1; 3-15-22

5/23/2013

321/670 #201300002472

NOT REQUIRED

RITCHIE

MOUNTAIN CS

KIRK, TROY C. & CAROL

ANTERO RESOURCES MIDSTREAM LLC

OPTION TO PURCHASE

3/26/2014

3-8-7

N/A

NO CONSENT REQUIRED

RITCHIE

MOUNTIAN CS

KIRK, TROY C. & JOZETTA CAROL

ANTERO RESOURCES CORPORATION

TEMPORARY ROAD ACCESS EASEMENT AGREMENT

12/3/2013

3-8-7

N/A

NO CONSENT REQUIRED

RITCHIE

OHIO-ANNIE

LAMB, EMMA ET UX

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

12/7/2012

3-8-1

8/21/2012

322/690 #201300003938

NOT REQUIRED

RITCHIE

OHIO-ANNIE

KUHENBEAKER, CLARENCE & PAMELA

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

10/26/2012

3-8-4

8/21/2013

322/661 #201300003934

NOT REQUIRED

RITCHIE

OHIO-ANNIE

HAYMOND, ANNIE

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

1/4/2013

3-14-5

8/21/2013

322/682 #201300003937

NOT REQUIRED

RITCHIE

OHIO-ANNIE

KIRK, TROY C. & JOZETTA CAROL

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

11/29/2012

3-18-18.2

8/21/2013

322/668 #201300003935

NOT REQUIRED

RITCHIE

OHIO-ANNIE

MCCULLOUGH, TED A.

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

12/7/2012

3-8-1.3

8/21/2013

322/675

NOT REQUIRED

RITCHIE

PRIMM WEST

COTTRILL, JUNIOR GARY ET AL

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

4/3/2013

3-36-11

1/30/2014

324/552 #201400000548

NONE REQUIRED

RITCHIE

PRIMM WEST

COTTRILL, JUNIOR & CAROLYN

ANTERO RESOURCES MIDSTREAM LLC

TEMPORARY WAREYARD AGREEMENT

1/13/2014

3-36-11

N/A

NO CONSENT REQUIRED

RITCHIE

PRIMM WEST

COTTRILL, JUNIOR & CAROLYN

ANTERO RESOURCES MIDSTREAM LLC

PERMANENT ROAD ACCESS EASEMENT AGREEMENT

1/13/2014

3-36-11
3-36-21

PENDING

NO CONSENT REQUIRED

RITCHIE

PRIMM WEST

COTTRILL, GARY W.

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT & PERMANENT ACCESS ROAD AGREEMENT

4/23/2013

3-36-11.5

2/24/2014

326/110 #201400000946

NONE REQUIRED

RITCHIE

PRIMM WEST

TAYLOR, BRIAN ET AL

ANTERO RESOURCES APPALACHIAN CORPORATION

OPTION FOR PERMANENT EASEMENT & ACCESS ROAD AGREEMENT

4/23/2013

3-36-15
3-36-29

N/A

NONE REQUIRED

RITCHIE

PRIMM WEST

MCATEE, CAROL ET AL

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

2/20/2013

3-36-20

4/2/2014

327/391 #201400001726

NONE REQUIRED

RITCHIE

PRIMM WEST

COTTRILL, JUNIOR GARY ET AL

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

5/6/2013

3-36-21 3-26-11

1/30/2014

324/361 #201400000493

NONE REQUIRED

RITCHIE

PRIMM WEST

JETT, JEFFERY L. ET AL

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

3/9/2013

3-36-21.1

1/30/2014

324/341 #201400000490

NONE REQUIRED

RITCHIE

PRIMM WEST

JETT, JEFFERY L. AND ROSE M.

ANTERO RESOURCES CORPORATION

TEMPORARY ROAD ACCESS EASEMENT AGREMENT

3-36-21.1

N/A

NO CONSENT REQUIRED

RITCHIE

PRIMM WEST

JETT, JEFFERY & ROSE

ANTERO MIDSTREAM LLC

TEMPORARY WAREYARD AGREEMENT

5/6/2014

3-36-21.1
3-36-21.2

N/A

NO CONSENT REQUIRED

RITCHIE

PRIMM WEST

RICHARDS, TERRY LEE

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

2/15/2013

3-36-30

9/4/2014

330/882 #20144968

NONE REQUIRED

RITCHIE

PRIMM WEST

PUGH, ROBERT F. ET AL

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

4/2/2013

3-36-31
3-40-10.1

1/30/2014

324/334 #201400000489

NONE REQUIRED

RITCHIE

PRIMM WEST

PUGH, ROBERT AND IRENE

ANTERO RESOURCES MIDSTREAM LLC

TEMPORARY ROAD ACCESS EASEMENT AGREEMENT

2/14/2014

3-36-31
3-40-6

N/A

NO CONSENT REQUIRED

RITCHIE

PRIMM WEST

HALL, RUTH (LE) ET AL

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

4/30/2013

3-36-32
3-36-33
3-36-19

1/30/2014

324/367 #201400000494

NONE REQUIRED

RITCHIE

PRIMM WEST

COTTRILL, FAITH E. (aka BEE)

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

4/11/2013

3-36-8.2

2/24/2014

326/117 #201400000947

NONE REQUIRED

RITCHIE

PRIMM WEST

HILVERS, PAUL

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT & ACCESS ROAD AGREEMENT

4/3/2013

3-36-9

1/30/2014

324/348 #201400000491

NONE REQUIRED

RITCHIE

PRIMM WEST

MORRIS, I.L. (IKE)

ANTERO RESOURCES APPALACHIAN CORPORATION

SURFACE FACILITY EASEMENT AGREEMENT

4/24/2013

3-37-1

PENDING

NONE REQUIRED

RITCHIE

PRIMM WEST

MORRIS, IKE

ANTERO RESOURCES MIDSTREAM LLC

TEMPORARY ROAD ACCESS EASEMENT AGREEMENT

2/19/2014

3-37-1

N/A

NO CONSENT REQUIRED

RITCHIE

PRIMM WEST

DODD, RONALD R. ET AL

ANTERO RESOURCES APPALACHIAN CORPORATION

OPTION FOR PERMANENT EASEMENT AGREEMENT

4/10/2013

3-37-2

N/A

NONE REQUIRED

RITCHIE

PRIMM WEST

MACKAY, JACK D. ET AL

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

5/3/2013

3-37-3
3-37-3.2
3-37.10

1/30/2014

324/469 #201400000507

NONE REQUIRED

RITCHIE

PRIMM WEST

MACKAY, JACK D. ET AL

ANTERO RESOURCES APPALACHIAN CORPORATION

MODIFICATION OF EASEMENT

8/7/2013

3-37-3
3-37-3.2
3-37.10

1/30/2014

324/528 #201400000520

NONE REQUIRED

RITCHIE

PRIMM WEST

JETT, JEFFERY L.

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

1/14/2013

3-37-4

1/30/2014

324/354 #201400000492

NONE REQUIRED

RITCHIE

PRIMM WEST

WILLIAMS, EDWIN G.

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

3/19/2013

3-37-5

1/30/2014

324/328 #201400000488

NONE REQUIRED

RITCHIE

PRIMM WEST

WILLIAMS, ROGER D. ET AL

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

3/11/2013

3-37-5.2

1/30/2014

324/463 #201400000506

NONE REQUIRED

RITCHIE

PRIMM WEST

SIMMONS, MARY AGNESS WILLIAMS (LE) ET AL

ANTERO RESOURCES APPALACHIAN CORPORATION

OPTION FOR PERMANENT EASEMENT AGREEMENT

3/12/2013

3-37-7

N/A

NONE REQUIRED

RITCHIE

PRIMM WEST

LANGFORD, JACK H, ET UX

ANTERO RESOURCES CORPORATION

SURFACE USE AGREEMENT AND ROAD ACCESS AGREEMENT

9/9/2013

3-40-25

1/30/2014

324/323 #201400000487

NO CONSENT REQUIRED

RITCHIE

PRIMM WEST

LANGFORD, JACK H., ET UX, ET AL

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

9/9/2013

3-40-25

1/30/2014

324/316 #201400000486

NO CONSENT REQUIRED

RITCHIE

PRIMM WEST

BERKLEY FAMILY TRUST, ET AL

ANTERO RESOURCES MIDSTREAM LLC

TEMPORARY ROAD ACCESS EASEMENT AGREEMENT

2/24/2014

3-40-25

N/A

NO CONSENT REQUIRED

RITCHIE

RICHARDS WATER LINE

MCKINNEY, FRED & SHARON

ANTERO RESOURCES MIDSTREAM LLC

TEMPORARY ABOVE GROUND WATER LINE AGREEMENT

3/30/2014

10-8-5

N/A

NO CONSENT REQUIRED

RITCHIE

RICHARDS WATER LINE

MCKINNEY, FRED & SHARON

ANTERO RESOURCES MIDSTREAM LLC

TEMPORARY ABOVE GROUND WATER LINE AGREEMENT

3/30/2014

10-8-5

NO CONSENT REQUIRED

RITCHIE

RICHARDS WATER LINE

LANGFORD, JACK & LINDA

ANTERO RESOURCES MIDSTREAM LLC

TEMPORARY ABOVE GROUND WATER LINE AGREEMENT

3/28/2014

10-8-6

N/A

NO CONSENT REQUIRED

RITCHIE

RICHARDS WATER LINE

LANGFORD, JACK & LINDA

ANTERO RESOURCES MIDSTREAM LLC

TEMPORARY ABOVE GROUND WATER LINE AGREEMENT

3/28/2014

10-8-6

NO CONSENT REQUIRED

RITCHIE

RICHARDS WATER LINE

RICHARDS, JOHN WAYNE

ANTERO RESOURCES MIDSTREAM LLC

TEMPORARY ABOVE GROUND WATER LINE AGREEMENT

3/29/2014

10-8-7

N/A

NO CONSENT REQUIRED

RITCHIE

RICHARDS WATER LINE

RICHARDS, JOHN WAYNE

ANTERO RESOURCES MIDSTREAM LLC

TEMPORARY ABOVE GROUND WATER LINE AGREEMENT

3/29/2014

10-8-7

NO CONSENT REQUIRED

RITCHIE

RICHARDS WATER LINE

BERKLEY, JUNE TRUSTEE
LANGFORD, JACK & LINDA
LANGFORD, JOSEPH & WANDA
MALSTER, JOY & WILLIAM

ANTERO RESOURCES MIDSTREAM LLC

TEMPORARY ABOVE GROUND WATER LINE AGREEMENT

3/28/2014

10-9-1
10-9-1.1
10-9-1.2

N/A

NO CONSENT REQUIRED

RITCHIE

RICHARDS WATER LINE

BERKLEY, JUNE TRUSTEE
LANGFORD, JACK & LINDA
LANGFORD, JOSEPH & WANDA
MALSTER, JOY & WILLIAM

ANTERO RESOURCES MIDSTREAM LLC

TEMPORARY ABOVE GROUND WATER LINE AGREEMENT

3/28/2014

10-9-1.1

NO CONSENT REQUIRED

RITCHIE

RICHARDS WATER LINE

CAMPBELL, JOHN & LINDA

ANTERO RESOURCES MIDSTREAM LLC

TEMPORARY ABOVE GROUND WATER LINE AGREEMENT

3/28/2014

10-9-10.1

N/A

NO CONSENT REQUIRED

RITCHIE

RICHARDS WATER LINE

CAMPBELL, JOHN & LINDA

ANTERO RESOURCES MIDSTREAM LLC

TEMPORARY ABOVE GROUND WATER LINE AGREEMENT

3/28/2014

10-9-10.1

NO CONSENT REQUIRED

RITCHIE

SNIDER

HAYMOND, ANNIE

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

8/24/2012

3-14-5

5/28/2013

321/709 #201300002508

NOT REQUIRED

RITCHIE

SNIDER

HAYMOND, ANNIE

ANTERO RESOURCES APPALACHIAN CORPORATION

MODIFICATION OF PIPELINE EASEMENT

10/13/2012

3-14-5

5/28/2013

321/716 #201300002509

NOT REQUIRED

RITCHIE

SNIDER

HAYMOND, ANNIE

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

1/4/2013

3-14-5

8/21/2013

322/682 3201300003937

NOT REQUIRED

RITCHIE

SNIDER

KUHENBEAKER, CLARENCE

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

10/26/2012

3-18-18.2

8/21/2013

322/661 #201300003934

NOT REQUIRED

RITCHIE

SNIDER

MCCULLOUGH, JULIA ET AL

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

12/7/2012

3-8-1.3

8/21/2013

322/690 #201300003938

NOT REQUIRED

RITCHIE

SNIDER

MCCULLOUGH, TED

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

12/7/2012

3-8-1.3

8/21/2013

322/675 #201300003936

NOT REQUIRED

RITCHIE

SNIDER

KIRK, TROY C. & JOZETTA C.

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

11/29/2012

3-8-18.2

8/21/2013

322/668 #201300003935

NOT REQUIRED

RITCHIE

SUA

GOFF, WILLIAM N.

ANTERO RESOURCES APPALACHIAN CORPORATION

GROUND LEASE

6/1/2012
EXTENDED UNTIL9/20/2016

3-25-13

NOT REQUIRED

RITCHIE

SUA

CAMPBELL, JOHN A. & LINDA J.

ANTERO RESOURCES APPALACHIAN CORPORATION

SURFACE USE AGREEMENT

1/6/2012

10-13-28.3

NOT REQUIRED

RITCHIE

SUA

CAMPBELL, JOHN A. & LINDA J.

ANTERO RESOURCES APPALACHIAN CORPORATION

SURFACE USE AGREEMENT

1/6/2012

10-19-4.1

NOT REQUIRED

RITCHIE

WALNUT WEST

WAGGONER, EDDY D. ET UX

ANTERO RESOURCES APPALACHIAN CORPORATION

SURFACE FACILITY EASEMENT AGREEMENT

11/3/2012

3-13-19; 3-13-20; 3-13-21

9/24/2013

323/17 #201300004413

NOT REQUIRED

RITCHIE

WHITE OAK

KEHRER, ALBERT ET UX

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

3/30/2012

10-9-6

10/24/2012

318/164 #201200003761

NOT REQUIRED

RITCHIE

WHITE OAK

KEHRER, ALBERT ET UX

ANTERO RESOURCES APPALACHIAN CORPORATION

MODIFICATION OF PERMANENT EASEMENT AGREEMENT

4/23/2012

10-9-6

1/30/2014

324/511 #201400000515

NOT REQUIRED

RITCHIE

WHITE OAK

GRIMM, BARRY D.

ANTERO RESOURCES APPALACHIAN CORPORATION

MODIFICATION OF PERMANENT EASEMENT AGREEMENT

9/17/2012

10-9-17

5/28/2013

321/733 #201300002517

NOT REQUIRED

RITCHIE

WHITE OAK

GRIMM, BARRY D.

ANTERO RESOURCES APPALACHIAN CORPORATION

SURFACE FACILITY EASEMENT AGREEMENT

9/17/2012

10-9-17

12/20/2012

318/591 #201200004621

NOT REQUIRED

RITCHIE

WHITE OAK

GRIMM, BARRY D.

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

10/5/2012

10-9-17

2/7/2013

318/962 320130000053

NOT REQUIRED

RITCHIE

WHITE OAK

GRIMM, BARRY D.

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT. 16” ABOVE GROUND WATER LINE

10/5/2012

10-9-17

2/7/2013

318/962 320130000053

NOT REQUIRED

RITCHIE

WHITE OAK

GRIMM, BARRY D.

ANTERO RESOURCES APPALACHIAN CORPORATION

MODIFICATION OF PERMANENT EASEMETN

9/17/2012

10-9-17

5/28/2013

321/733 # 201300002517

NOT REQUIRED

RITCHIE

WHITE OAK

CONSTABLE, FRED ET AL

ANTERO RESOURCES APPALACHIAN CORPORATION

TEMPORAREY ROAD ACCSS EASEMENT AGREEMENT

7/18/2012

10-9-28

N/A

NOT REQUIRED

RITCHIE

WHITE OAK

BERKLEY, JUNE TRUSTEE ET AL

ANTERO RESOURCES APPALACHIAN CORPORATION

MODIFICATION OF PERMANENT EASEMENT AGREEMENT

4/23/2012

10-9-1
10-9-1.1
10-9-1.2

1/30/2014

324/518 #201400000517

NOT REQUIRED

RITCHIE

WHITE OAK

BERKLEY, JUNE TRUSTEE ET AL

ANTERO RESOURCES APPALACHIAN CORPORATION

ADDITIONAL PIPELINE AGREEMENT (WATER)

12/3/2012

10-9-1
10-9-1.1
10-9-1.2

12/28/2012

318/651 #201200004723

NOT REQUIRED

RITCHIE

WHITE OAK

BERKLEY, JUNE TRUSTEE, ET AL

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

3/30/2012

10-9-1
10-9-1.1
10-9-1.2

10/24/2012

318/155 #201200003760

NOT REQUIRED

RITCHIE

WHITE OAK

BERKLEY, JUNE TRUSTEE ET AL

ANTERO RESOURCES APPALACHIAN CORPORATION

SURFACE FACILITY EASEMENT AGREEMENT

1/18/2013

10-9-1.1

1/30/2014

324/299 #201400000483

NOT REQUIRED

RITCHIE

WHITE OAK

LANGFORD/ BERKLEY FAMILY TRUST ET AL

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

5/21/2012

10-9-1.1,
10-8-6.2,
3-40-25

12/28/2012

318/651 #201200004723

NOT REQUIRED

RITCHIE

WHITE OAK

LANGFORD, JACK & LINDA

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

3/30/2012

10-9-3
10-9-4
10-9-10
10-9-12.1
10-9-12.2
10-9-27

10/24/2012

318/149 #201200003759

NOT REQUIRED

RITCHIE

WHITE OAK

LANGFORD, JACK & LINDA

ANTERO RESOURCES APPALACHIAN CORPORATION

MODIFICATION OF PERMANENT EASEMENT AGREEMENT

4/23/2012

10-9-3
10-9-4
10-9-10
10-9-12.1
10-9-12.2
10-9-27

1/30/2014

324/514 #201400000516

NOT REQUIRED

RITCHIE

WHITE OAK

LANGFORD, JACK & LINDA

ANTERO RESOURCES APPALACHIAN CORPORATION

ADDITIONAL PIPELINE AGREEMENT (WATER)

12/3/2012

10-9-3
10-9-4
10-9-10
10-9-12.1
10-9-12.2
10-9-27

8/21/2013

322/699 #201300003939

NOT REQUIRED

RITCHIE

Lilburn C Wilburn and Jessie G. Wilburn

ANTERO RESOURCES APPALACHIAN CORPORATION

TEMPORARY WATER LINE AGREEMENT

3/28/2013

10-19-30

yes

RITCHIE

Annie Haymond and Eddie Landrum

ANTERO RESOURCES APPALACHIAN CORPORATION

TEMPORARY WATER LINE AGREEMENT

9/24/2012

3-14-5

N/A

yes

RITCHIE

Sharon S. O’Neill; Romarlo LLC; Timothy O’Neill; Karah and Kelcie Lofitin; O’Neill Family Trust; Nancy Antill; Mary Harms; O’Neill Family Trust c/o Daniel O’Neill; Kathleen Hooven

ANTERO RESOURCES APPALACHIAN CORPORATION

TANK PAD AGREEMENT

1/19/2013; 1/14/2013; 1/11/13; 1/7/13; 1/9/13 ; 1/11/13; 1/12/13; 1/11/13 1/14/2013

10-13-23

2/20/2013

318/1067; 318/1072; 318/1068;318/1073; 318/1076; 318/1085;318/1082; 318/1079; 319/330

yes

RITCHIE

Andrew and Yolanda Wiliamson

ANTERO RESOURCES APPALACHIAN CORPORATION

WATER WITHDRAWL AGREEMENT

8/12/2012

10-14-3.2

10/29/2012

259/225

yes

RITCHIE

Andrew and Yolanda Williamson

ANTERO RESOURCES APPALACHIAN CORPORATION

TANK PAD AGREEMENT

8/23/12

10-14-3.2

10/9/2012

258/924

yes

RITCHIE

Tracy and Stephanie Knight

ANTERO RESOURCES APPALACHIAN CORPORATION

TEMPORARY WATER LINE AGREEMENT

10/10/2012

10-14-3.3

N/A

yes

RITCHIE

Sleepy Hollow Hunting Club

ANTERO RESOURCES APPALACHIAN CORPORATION

TEMPORARY WATER LINE AGREEMENT

3/4/2013

10-19-9,10,12.1, 12.2, 12.3,12.4,12.5,12.6

yes

RITCHIE

Ritchie County Cooperative Marketing Association

ANTERO RESOURCES APPALACHIAN CORPORATION

TANK PAD AGREEMENT

2/8/2013

3-34-31

4/2/2013

319/328

yes

RITCHIE

City of Pennsboro

ANTERO RESOURCES APPALACHIAN CORPORATION

WATER WITHDRAWL AGREEMENT

6/4/2013

Pennsboro Water Reservoir (TM/P not listed on agmt)

N/A

yes

RITCHIE

MOUNTAIN

MCCULLOUGH, GARY I.

ANTERO RESOURCES APPALACHIAN CORPORATION

MODIFICATION OF OPTION AND PERMANENT EASEMENT AGREEMENT

2/16/2013

3-15-23; 3-15-27; 1-21-1; 3-15-28; 3-21-22; 3-15-29

1/30/2014

324/523 #201400000518

NOT REQUIRED

RITCHIE AND TYLER

MOUNTAIN

MCCULLOUGH, GARY I.

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

10/4/2012

3-15-27; 1-21-1; 3-15-28; 3-21-22; 3-15-29

2/19/2013

408/541 #68565

NOT REQUIRED

RITCHIE AND TYLER

MOUNTAIN

MCCULLOUGH, GARY I.

ANTERO RESOURCES APPALACHIAN CORPORATION

MODIFICATION OF OPTION AND PERMANENT EASEMENT AGREEMENT

12/17/2012

3-15-27; 1-21-1; 3-15-28; 3-21-22; 3-15-29

2/19/2013

408/549 #68567

NOT REQUIRED

RITCHIE AND TYLER

Regina Rager, James and Loreli Hart

ANTERO RESOURCES APPALACHIAN CORPORATION

WATER WITHDRAWL AGREEMENT

9/27/2010

Taylor county 5-2-1.1

10/20/2010

60/28

Yes

TAYLOR

CANTON WATER

HAMILTON, GARY L.

ANTERO RESOURCES CORPORATION

MODIFICATION OF PERMANENT EASEMENT AGREEMENT

11/8/2013

5-20-15

N/A

NO CONSENT REQUIRED

TYLER

CANTON WATER CANTON NORTH

JONES, RONALD R., SR. ET AL

ANTERO RESOURCES CORPORATION

ADDITIONAL PIPELINE

8/17/2013

5-17-12
5-17-13

1/2/2014

434/180 #81797

NOT REQUIRED

TYLER

HARTLEY

HARTLEY, DAVID M

ANTERO RESOURCES APPALACHIAN CORPORATION

SURFACE FACILITY EASEMENT AGREEMENT

5/13/2013

6-12-21; 6-12-23; 6-12-27

8/21/2013

424/52 #76615

NOT REQUIRED

TYLER

HARTLEY

HARTLEY, DAVID M

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

8/6/2013

6-12-21; 6-12-23; 6-12-27

8/21/2013

424/26 #76610

NOT REQUIRED

TYLER

HARTLEY EAST

HARTLEY DAVID.M

ANTERO MIDSTREAM LLC

PERMANET EASEMENT AGREEMENT

3/12/2013

6-12-14; 6-12-15, 6-12-16-, 6-12-17, 6-12-18, 6-12-19, 6-12-21, 6-12-22, 6-12-23, 6-12-27

NO CONSENT NEEDED

TYLER

HARTLEY EAST

HARPER,MATTHEW AND SHAUNA

ANTERO MIDSTREAM LLC

PERMANET EASEMENT AGREEMENT

3/1/2013

6-13-14
6-13-15
6-13-16

NO CONSENT NEEDED

TYLER

HARTLEY EAST

SHEPHERD DANIEL AND BRENDA

ANTERO MIDSTREAM LLC

TEMPORARY WAREYARD

9/10/2014

6-13-24.3

NO CONSENT NEEDED

TYLER

HARTLEY EAST

SHEPHERD DANIEL AND BRENDA

ANTERO MIDSTREAM LLC

PERMANENT EASEMENT AGREEMENT

2/27/2013

6-13-24.3

NO CONSENT NEEDED

TYLER

HARTLEY TO NOBLE

HARTLEY, DAVID M.

ANTERO MIDSTREAM LLC

TEMPORARY WATER LINE OPTION AND AGREEMENT

6/10/2014

6-12-16
6-12-23
6-12-27

N/A

NO CONSENT REQUIRED

TYLER

HARTLEY TO NOBLE

HARTLEY. DAVID

ANTERO MIDSTREAM LLC

TEMPORARY ABOVE GROUND WATER LINE AGREEMENT

6/10/2014

6-12-23
6-12-16
6-12-27

NO CONSENT REQUIRED

TYLER

HARTLEY WATER

HARTLEY. DAVID

ANTERO RESOURCES CORPORATION

PERMANENT EASEMENT AGREEMENT

8/6/2013

6-12-21
6-12-23
6-12-27

NO CONSENT REQUIRED

TYLER

Heaster Water Impoundment

Ray Edward Adkins and Susan P Adkins

ANTERO RESOURCES CORPORATION

SUA and Compensation

9/16/2013

3-3

TYLER

Heflin Water Impoundment

James D Cavezza & Virginia Catherine Cavezza

ANTERO RESOURCES APPALACHIAN CORPORATION

SUA and Compensation

9/27/2012

32-11

TYLER

M.I.C TO NALLEY

LITTLETON, RICKIE

ANTERO MIDSTREAM LLC

TEMPORARY ABOVE GROUND WATER LINE AGREEMENT

5/28/2014

4-12-51

NO CONSENT REQUIRED

TYLER

M.I.C TO NALLEY

TENNANT, LESLIE

ANTERO MIDSTREAM LLC

TEMPORARY ABOVE GROUND WATER LINE AGREEMENT

7/2/2014

4-12-52

NO CONSENT REQUIRED

TYLER

M.I.C TO NALLEY

STARKEY, JOHN AND LEAH

ANTERO MIDSTREAM LLC

TEMPORARY ABOVE GROUND WATER LINE AGREEMENT

6/7/2014

4-12-58

NO CONSENT REQUIRED

TYLER

M.I.C TO NALLEY

TENNANT, LESLIE ET AL

ANTERO MIDSTREAM LLC

TEMPORARY ABOVE GROUND WATER LINE AGREEMENT

7/2/2014

4-12-62

NO CONSENT REQUIRED

TYLER

M.I.C TO NALLEY

BENNETT, DAVID AND DEBRA

ANTERO MIDSTREAM LLC

TEMPORARY ABOVE GROUND WATER LINE AGREEMENT

5/30/2014

4-15-10

NO CONSENT REQUIRED

TYLER

M.I.C TO NALLEY

WEEKLEY, ROGER AND CLAUDIA

ANTERO MIDSTREAM LLC

LEASE OR RIPARIAN AND WATER AND LAND USE

5/27/2014

4-15-12

NO CONSENT REQUIRED

TYLER

M.I.C TO NALLEY

INGRAM, WILLIAM

ANTERO MIDSTREAM LLC

TEMPORARY ABOVE GROUND WATER LINE AGREEMENT

5/20/2014

4-12-27

NO CONSENT REQUIRED

TYLER

M.I.C TO NALLEY

CONKLIN, WARREN AND ERICA

ANTERO MIDSTREAM LLC

TEMPORARY ABOVE GROUND WATER LINE AGREEMENT

6/11/2014

4-12-28

NO CONSENT REQUIRED

TYLER

M.I.C TO NALLEY

FLETCHER, WILLIAM AND TRACY

ANTERO MIDSTREAM LLC

TEMPORARY ABOVE GROUND WATER LINE AGREEMENT

8/14/2014

4-12-24.1
4-12-36

NO CONSENT REQUIRED

TYLER

M.I.C TO NALLEY

GOODFELLOW, JANET

ANTERO MIDSTREAM LLC

TEMPORARY ABOVE GROUND WATER LINE AGREEMENT

5/27/2014

4-12-34.1
4-12-39

NO CONSENT REQUIRED

TYLER

M.I.C TO NALLEY

RIDGETOP CAPITAL LP

ANTERO MIDSTREAM LLC

TEMPORARY ABOVE GROUND WATER LINE AGREEMENT

6/5/2014

4-15-8
4-15-9
4-12-64

NO CONSENT REQUIRED

TYLER

M.I.C. TO NALLEY

FLETCHER, WILLIAM & TRACY

ANTERO MIDSTREAM LLC

TEMPORARY WATER LINE OPTION AND AGREEMENT

8/14/2014

4-12-27.1
4-12-36

N/A

NO CONSENT NEEDED

TYLER

M.I.C. to NALLEY WATER

INGRAM, WILLIAM P.

ANTERO MIDSTREAM LLC

TEMPORARY WATER LINE OPTION AND AGREEMENT

5/20/2014

4-12-27

N/A

TYLER

Melody Water Impoundment

Robert J Smith and Cindy L Smith

ANTERO RESOURCES CORPORATION

SUA and Compensation

9-4

TYLER

Melody Water Impoundment

Larry M Sams and Carolyn A Sams

ANTERO RESOURCES CORPORATION

SUA and Compensation

7/10/2013

3&4/5/8

TYLER

MIC TO NALLEY

TENNANT, LESLIE R.

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND TEMPORARY ACCESS ROAD AGREEMENT

7/29/2014

4-12-67

NO CONSENT REQUIRED

TYLER

MIC TO NALLEY

TENNANT, LESLIE R.

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND TEMPORARY WAREYARD AGREEMENT

7/29/2014

4-12-67

NO CONSENT REQUIRED

TYLER

MIC TO NALLEY

TENNANT, LESLIE R. ET AL

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND TEMPORARY ACCESS ROAD AGREEMENT

7/29/2014

4-12-67

NO CONSENT REQUIRED

TYLER

MIC TO NALLEY

INGRAM, WILLIAM

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND TEMPORARY ACCESS ROAD AGREEMENT

7/28/2014

31-0021374.000
31-0021379.000
31-0021380.000

NO CONSENT REQUIRED

TYLER

MIC to NALLEY WATER

LITTLETON, RICKIE LEE
LITTLETON, MARY F.

ANTERO MIDSTREAM LLC

TEMPORARY WATER LINE OPTION AND AGREEMENT

5/26/2014

4-12-51

N/A

NO CONSENT REQUIRED

TYLER

MIC to NALLEY WATER

LITTLETON, RICKIE LEE
LITTLETON, MARY F.

ANTERO MIDSTREAM LLC

OPTION AGREEMENT TEMPORARY ACCESS ROAD

8/25/2014

4-12-51

NO CONSENT REQUIRED

TYLER

MIC to NALLEY WATER

TENNANT, LESLIE R.
FREY, LONNIE C.
FREY, DEBORAH

ANTERO MIDSTREAM LLC

TEMPORARY WATER LINE OPTION AND AGREEMENT

7/2/2014

4-12-52

N/A

NO CONSENT REQUIRED

TYLER

MIC to NALLEY WATER

STARKEY, JOHN W.
STARKEY, LEAH D.

ANTERO MIDSTREAM LLC

TEMPORARY WATER LINE OPTION AND AGREEMENT

6/7/2014

4-12-58

N/A

NO CONSENT REQUIRED

TYLER

MIC to NALLEY WATER

TENNANT, LESLIE R.

ANTERO MIDSTREAM LLC

TEMPORARY WATER LINE OPTION AND AGREEMENT

7/2/2014

4-12-62

N/A

NO CONSENT REQUIRED

TYLER

MIC to NALLEY WATER

RIDGETOP CAPITAL, LP

ANTERO MIDSTREAM LLC

TEMPORARY WATER LINE OPTION AND AGREEMENT

4-15-8

N/A

NO CONSENT REQUIRED

TYLER

MIC to NALLEY WATER

HAUGHT, DORIS E. (LE)
BENNETT, DAVID A.
BENNETT, DEBRA K.

ANTERO MIDSTREAM LLC

TEMPORARY WATER LINE OPTION AND AGREEMENT

4-15-10

N/A

NO CONSENT REQUIRED

TYLER

MIC to NALLEY WATER

WEEKLEY, ROGER
WEEKLEY, CLAUDIA

ANTERO MIDSTREAM LLC

LEASE OF RIPARIAN RIGHTS AND WATER AND LAND USE

5/27/2014

4-15-12

N/A

YES

TYLER

MIC to NALLEY WATER

INGRAM, WILLIAM P.

ANTERO MIDSTREAM LLC

TEMPORARY WATER LINE OPTION AND AGREEMENT

7/21/2014

4-12-27

N/A

NO CONSENT REQUIRED

TYLER

MIC to NALLEY WATER

CONKLIN, WARREN C.
CONKLIN, ERICA N.

ANTERO MIDSTREAM LLC

TEMPORARY WATER LINE OPTION AND AGREEMENT

6/11/2014

4-12-28

N/A

NO CONSENT REQUIRED

TYLER

MIC TO NALLEY WATER

CONKLIN, WARREN C.& ERICA N.

ANTERO MIDSTREAM LLC

OPTION OF TEMP ABOVE GROUND WATER LINE AGREEMENT

6/11/2014

4-12-28

NO CONSENT NEEDED

TYLER

MIC TO NALLEY WATER

CONKLIN, WARREN C.& ERICA N.

ANTERO MIDSTREAM LLC

MODIFICATION OF TEMP ABOVE GROUND WATER LINE AGREEMENT

9/7/2014

4-12-28

NO CONSENT NEEDED

TYLER

MIC to NALLEY WATER

GOODFELLOW, JANEY FAYE

ANTERO MIDSTREAM LLC

TEMPORARY WATER LINE OPTION AND AGREEMENT

5/27/2014

4-12-34.1
4-12-39

N/A

NO CONSENT REQUIRED

TYLER

MIC TO NALLEY

FLETCHER,WILLIAM & TRACY

ANTERO MIDSTREAM LLC

OPTION AGREEMENT AND ACCESS ROAD AGREEMENT

10/3/2014

4-12-26
4-12-27.1

NO CONSENT NEEDED

TYLER

MIDDLE ISLAND CR

HADLEY, LARRY F. ET UX

ANTERO RESOURCES CORPORATION

MODIFICATION OF OPTION AND PERMANENT EASEMENT AGREEMENT

2/9/2013

1-15-12

N/A

NOT REQUIRED

TYLER

MIDDLE ISLAND CR

HADLEY, LARRY F. ET UX

ANTERO RESOURCES CORPORATION

OPTION AND PERMANENT EASEMENT AGREEMENT

2/9/2013

1-15-12

N/A

NOT REQUIRED

TYLER

MIDDLE ISLAND CR

SCOTT ROGER L. & DONNA J.

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMAMENT EASEMENT AGREEMENT

12/7/2012

3-9-19

3/25/2014

327/65 #201400001553

NOT REQUIRED

TYLER

MIDDLE ISLAND CR

UNDERWOOD RALPH JR., ET AL

ANTERO RESOURCES CORPORATION

PERMAMENT EASEMENT AGREEMENT

4/27/2013

1-15-25

N/A

NOT REQUIRED

TYLER

MOUNTAIN

HAMMETT, SAMUEL & SHERRI
HAMMETT, ROBERT

ANTERO MIDSTREAM LLC

ADDITIONAL PIPELINE AGREEMENT

3/27/2014

1-21-4

NO CONSENT REQUIRED

TYLER

MOUNTAIN

HAMMETT, SAMUEL C. & SHERRI L. ET AL

ANTERO RESOURCES APPALACHIAN CORPORATION

MODIFICATION OF OPTION AND PERMANENT EASEMENT AGREEMENT

12/1/2012

1-21-4

2/19/2013

408/559 #68569

NOT REQUIRED

TYLER

OHIO TO ANNIE

HARPER, MATTHEW B., ET UX

ANTERO RESOURCES CORPORATION

MEMORANDUM OF CONSIDERATION FOR ROAD ACCESS EASEMENT AGREEMENT

10/15/2013

6-15-14

PENDING

TYLER

OHIO TO ANNIE

SHEPHERD, DANIEL MARK ET UX

ANTERO RESOURCES CORPORATION

EXTENSION OF
TEMPORARY
AGREEMENT

9/12/2013

6-13-24.3

N/A

NO CONSENT REQUIRED

TYLER

OHIO-ANNIE

CURRY, ROGER & DAVID BELCHER

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

12/10/2012

6-12-1

8/19/2013

423/713 #76549

NOT REQUIRED

TYLER

OHIO-ANNIE

BEN’S RUN LAND COMPANY LIMITED PARTNERSHIP

ANTERO RESOURCES APPALACHIAN CORPORATION

WATER WITHDRAWAL AGREEMENT

3/20/2013

10-7-2

11/26/2013

432/292 #80779

NOT REQUIRED. NOTIFY THE GRANTOR WITHIN 30 DAYS OF ASSIGNMENT

TYLER

OHIO-ANNIE

MARKLE, TERRY ALLEN ET AL

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

12/13/2012

6-15-3

8/19/2013

423/737 #76553

NOT REQUIRED

TYLER

OHIO-ANNIE

RITCHIE PETROLEUM CORPORATION INC.

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

1/8/2013

6-13-22

8/19/2013

423/763 #76556

NOT REQUIRED

TYLER

OHIO-ANNIE

SHEPHERD, JASON F.

ANTERO RESOURCES APPALACHIAN CORPORATION

MODIFICATION OF PERMANENT EASEMENT AGREEMENT

2/27/2013

6-13-24

8/21/2013

424/40 #76612

NOT REQUIRED

TYLER

OHIO-ANNIE

HARTLEY, DAVID M.

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

1/21/2013

6-12-14; 6-12-15, 6-12-16-, 6-12-17, 6-12-18, 6-12-19, 6-12-21, 6-12-22, 6-12-23, 6-12-27

8/21/2013

424/57 #76616

NOT REQUIRED

TYLER

OHIO-ANNIE

HARPER, MATTHEW & SHAUNA

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

11/15/2012

6-13-14; 6-13-15

8/21/2013

424/43 #76613

NOT REQUIRED

TYLER

OHIO-ANNIE

HARPER, MATTHEW & SHAUNA

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT/ VALVE SITE

3/1/2013

6-13-14; 6-13-16

8/21/2013

424/50 #76614

NOT REQUIRED

TYLER

OHIO-ANNIE

SHEPHERD, DANIEL MARK & BRENDA J.

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

2/27/2013

6-13-24.3

8/21/2013

424/19 #76609

NOT REQUIRED

TYLER

OHIO-ANNIE

SHEPHERD, JASON F.

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

2/27/2013

6-13-24; 6-14-24.2

8/21/2013

424/33 #76611

NOT REQUIRED

TYLER

OHIO-ANNIE

SHEPHERD, JASON F.

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

3/8/2013

6-13-24; 6-14-24.2

8/21/2013

424/40 #76612

NOT REQUIRED

TYLER

OHIO-ANNIE

COLLINS, LILA & NEAL A.

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

12/1/2012

6-15-4.1

8/19/2013

423/730 #76552

NOT REQUIRED

TYLER

Pierpoint Water Impoundment

Lloyd Carl Seckman, Jeffery Allen Seckman, Randall Joseph Seckman

ANTERO RESOURCES CORPORATION

SUA and Compensation

7/15/2013

3-4

TYLER

SNIDER

MARKLE, TERRY ALLEN ET AL

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

12/13/2012

6-15-3

8/19/2013

423/737 #76553

NOT REQUIRED

TYLER

SNIDER

COLLINS, NEAL A. ET UX

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

12/1/2012

6-15-4.1

8/19/2013

423/730 #76552

NOT REQUIRED

TYLER

SNIDER

JONES, HATTIE MARKLE

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

12/6/2012

6-15-5
6-15-7

8/19/2013

423/723 #76551

NOT REQUIRED

TYLER

Gary and Rella Dawson

ANTERO RESOURCES APPALACHIAN CORPORATION

WATER WITHDRAWL AGREEMENT

11/13/2012

1-15-1

12/13/2012

404/842

yes

TYLER

Betty Weese

ANTERO RESOURCES CORPORATION

Temp Above Ground Waterline Agmt

1/22/2014

Jan-09

Yes

TYLER

MOUNTAIN

HAMMETT, SAMUEL C. & SHERRI L. ET AL

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

10/2/2012

1-21-4
3-5-25
3-8-2.1
5-17-5

2/19/2013

408/551 #68568

NOT REQUIRED

TYLER AND DODDRIDGE

MOUNTAIN

HAMMETT, SAMUEL C. & SHERRI L. ET AL

ANTERO RESOURCES APPALACHIAN CORPORATION

MODIFICATION OF OPTION AND PERMANENT EASEMENT AGREEMENT

12/1/2012

1-21-4
3-5-25
3-8-2.1
5-17-5

2/19/2013

408/559 #68569

NOT REQUIRED

TYLER AND DODDRIDGE

WHITE OAK

CUNNINGHAM, NAOMI

ANTERO RESOURCES APPALACHIAN CORPORATION

PERMANENT EASEMENT AGREEMENT

4/12/2012

7-4-1
1-15-29;
1-15-31; 10-9-9

7/23/2012

317/167 #201200002475

NOT REQUIRED

TYLER, RITCHIE & DODDRIDGE

Larry Alderman

ANTERO RESOURCES APPALACHIAN CORPORATION

WATER WITHDRAWL AGREEMENT

7/20/2012

4H-18

8/2/2012

506/451

yes

UPSHUR

Lewis F. Grimes

ANTERO RESOURCES APPALACHIAN CORPORATION

WATER WITHDRAWL AGREEMENT

11/15/2012

Grandview Twshp-Section 18-15-57020.000; Grandview Twshp-Section 24-15-57024.000

4/15/2013

543/2193

yes

WASHINGTON

ROBINSON

MOLEK A. RANDALL

ANTERO RESOURCES APPALACHIAN CORPORATION

WATER IMPOUNDMENT

3/11/2012

700-001-00-00-0016-00
320-012-00-00-0011-00

6/4/2012

201216256

NOT REQUIRED

WASHINGTON

Frederick, Lonnie and Gregory Doerfler

ANTERO RESOURCES APPALACHIAN CORPORATION

WATER EASEMENT AGREEMENT

4/30/2013

PA-West Pike Run Twshp-7000040000000800

N/A

yes

WASHINGTON

SCHEDULE 5.08(c)

Leased Real Property

None.

SCHEDULE 5.14

Subsidiaries and Other Equity Investments; Loan Parties

Subsidiary		Restricted/Unrestricted
Antero Midstream LLC		Restricted

SCHEDULE 5.23

Material Contracts

Amended and Restated Contribution Agreement, between Antero Corp and the Borrower, dated as of November 10, 2014.

Gathering and Compression Agreement, between Antero Corp and Antero Midstream LLC, dated as of November 10, 2014.

Right of First Offer Agreement, between Antero Corp and Antero Midstream LLC, dated as of November 10, 2014.

Water Services Agreement, between Antero Corp and Antero Midstream LLC, dated as of the date thereof.

License Agreement, between Antero Corp and the Borrower, dated as of November 10, 2014.

Services Agreement, by and among Antero Corp, the Borrower and Antero Midstream LLC, dated as of November 10, 2014.

Joint Use Agreement, by and among the Borrower, Antero Midstream LLC and Antero Water LLC, dated as of November 10, 2014.

SCHEDULE 6.12

Guarantors

Antero Midstream LLC

SCHEDULE 7.02

Existing Indebtedness

None.

SCHEDULE 7.03(f)

Existing Investments

None.

SCHEDULE 7.08

Affiliate Transactions

None.

SCHEDULE 7.09

Burdensome Agreements

None.

SCHEDULE 10.02

Administrative Agent’s Office, Certain Addresses for Notices

Borrower:

Antero Midstream Partners LP

Attn: Al Schopp

1625 17th Street, 3rd Floor

Denver, Colorado 80202

Administrative Agent, Swingline Lender and an L/C Issuer:

Wells Fargo Bank, National Association

c/o Wells Fargo Energy Group

Attn: Suzanne F. Ridenhour

1700 Lincoln St., 6th Floor

Denver, CO 80203 MAC C7300-061

EXHIBIT A-1

FORM OF LOAN NOTICE

Date: ,

To: Wells Fargo Bank, National Association, as Administrative Agent

Ladies and Gentlemen:

Reference is made to that certain Credit Agreement, dated as of March [ · ], 2014 (as amended, amended and restated, extended, supplemented or otherwise modified in writing from time to time, the “Agreement;” the terms defined therein being used herein as therein defined), among Antero Midstream Partners LP (the “Borrower”), the Lenders from time to time party thereto, and Wells Fargo Bank, National Association, as Administrative Agent, Swingline Lender and L/C Issuer.

The undersigned hereby requests (select one):

o A Borrowing of Loans

o A conversion or continuation of Loans

1. On (a Business Day).

2. In the amount of $ .

3. Requested Loan is to be a [Base Rate Loan][Eurodollar Rate Loan].

4. For Eurodollar Rate Loans: with an initial Interest Period of months.

The Borrowing, if any, requested herein complies with the provisos to the first sentence of Section 2.01 of the Agreement.

	ANTERO MIDSTREAM PARTNERS LP


	By:
	Name:
	Title:

Exhibit A-1

Form of Loan Notice

EXHIBIT A-2

FORM OF SWINGLINE LOAN NOTICE

Date: ,

To: Wells Fargo Bank, National Association, as Administrative Agent

Ladies and Gentlemen:

The undersigned hereby requests a Borrowing of Swingline Loans.

1. On (a Business Day).

2. In the amount of $ .

3. For the term of [days][months].

4. Disbursed to (account number) in (location).

The Borrowing, if any, requested herein complies with the provisos to the first sentence of Section 2.01 of the Agreement and the first sentence of Section 2.16(a) of the Agreement.

	ANTERO MIDSTREAM PARTNERS LP


	By:
	Name:
	Title:

Exhibit A-2

Form of Swingline Loan Notice

EXHIBIT B

FORM OF NOTE

$[ ]

[ ], 2014

FOR VALUE RECEIVED, the undersigned (the “Borrower”), hereby promises to pay to [ ] (the “Lender”), on the Maturity Date (as defined in the Agreement referred to below) the principal amount of [ and No/100 Dollars] ($[ ]), or such lesser principal amount of Loans (as defined in such Agreement) due and payable by the Borrower to the Lender on the Maturity Date under that certain Credit Agreement, dated as of March [ · ], 2014 (as amended, amended and restated, extended, supplemented or otherwise modified in writing from time to time, the “Agreement;” the terms defined therein being used herein as therein defined), among the Borrower, the Lenders from time to time party thereto, and Wells Fargo Bank, National Association, as Administrative Agent, Swingline Lender and L/C Issuer.

The Borrower promises to pay interest on the unpaid principal amount of each Loan from the date of such Loan until such principal amount is paid in full, at such interest rates, and at such times as are specified in the Agreement. All payments of principal of and interest on this Note shall be made to the Administrative Agent for the account of the Lender in Dollars in immediately available funds at the Administrative Agent’s Office. If any amount is not paid in full when due hereunder, such unpaid amount shall bear interest, to be paid upon demand, from the due date thereof until the date of actual payment (and before as well as after judgment) computed at the per annum rate set forth in the Agreement.

This Note is one of the Notes referred to in the Agreement, is entitled to the benefits thereof and is subject to optional and mandatory prepayment in whole or in part as provided therein. This Note is also entitled to the benefits of the Guaranty and is secured by the Collateral. Upon the occurrence and continuance of one or more of the Events of Default specified in the Agreement, all amounts then remaining unpaid on this Note shall become, or may be declared to be, immediately due and payable all as provided in the Agreement. The Loans made by the Lender shall be evidenced by one or more loan accounts or records maintained by the Lender in the ordinary course of business. The Lender may also attach schedules to this Note with respect to the date, amount, Type and maturity of its Loans and payments with respect thereto.

The Borrower, for itself, its successors and assigns, hereby waives diligence, presentment, protest and demand and, except for notices for which provision is expressly made in the Loan Documents, notice of protest, demand, intent to accelerate, acceleration, dishonor and non-payment of this Note.

Exhibit B

Form of Note

THIS NOTE SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK.

	ANTERO MIDSTREAM PARTNERS LP


	By:
	Name:
	Title:

Exhibit B

Form of Note

LOANS AND PAYMENTS WITH RESPECT THERETO

Date

Type of
Loan Made

Amount of
Loan Made

End of
Interest
Period

Amount of
Principal or
Interest
Paid This
Date

Outstanding
Principal
Balance
This Date

Notation
Made By

Exhibit B

Form of Note

EXHIBIT C

FORM OF COMPLIANCE CERTIFICATE

Financial Statement Date:

To: Wells Fargo Bank, National Association, as Administrative Agent under the Agreement defined below

Ladies and Gentlemen:

The undersigned Responsible Officer hereby certifies as of the date hereof that he/she is the of the Borrower, that, as such, he/she is authorized to execute and deliver this Certificate to the Administrative Agent on the behalf of the Borrower, and that:

[Use following for fiscal year-end financial statements]

1. Attached hereto as Schedule 1 are the fiscal year-end audited financial statements required by Section 6.01(a) of the Agreement (or in lieu of such audited financial statements of the Borrower and the Restricted Subsidiaries, a detailed reconciliation, reflecting such financial information for the Borrower and the Restricted Subsidiaries, on the one hand, and the Borrower and the Subsidiaries, on the other hand, reflecting adjustments necessary to eliminate the accounts of Unrestricted Subsidiaries (if any) from such financial statements) for the fiscal year of the Borrower and its Subsidiaries and, if different, the Borrower and its Restricted Subsidiaries, in each case, ended as of the date set forth above as the Financial Statement Date, together with the report and opinion of an independent certified public accountant required by such section.

[Use following for fiscal quarter-end financial statements]

1. Attached hereto as Schedule 1 are the unaudited financial statements required by Section 6.01(b) of the Agreement (or in lieu of such unaudited financial statements of the Borrower and the Restricted Subsidiaries, a detailed reconciliation, reflecting such financial information for the Borrower and the Restricted Subsidiaries, on the one hand, and the Borrower and the Subsidiaries, on the other hand, reflecting adjustments necessary to eliminate the accounts of Unrestricted Subsidiaries (if any) from such consolidated financial statements) for the fiscal quarter of the Borrower and its Subsidiaries and, if different, the Borrower and its Restricted Subsidiaries, in each case, ended as of the date set forth above as the Financial Statement Date. Such financial statements fairly present the financial condition, results of operations, stockholders’ equity and cash flows of the Borrower and its Restricted Subsidiaries or

Exhibit C

Form of Compliance Certificate

Borrower and its Subsidiaries, as applicable, in accordance with GAAP as at such date and for such period, subject only to normal year-end audit adjustments and the absence of footnotes.

2. The undersigned has reviewed and is familiar with the terms of the Agreement and has made, or has caused to be made under his/her supervision, a detailed review of the transactions and condition (financial or otherwise) of the Borrower and its Subsidiaries during the accounting period covered by the attached financial statements.

3. A review of the activities of the Borrower and its Subsidiaries during such fiscal period has been made under the supervision of the undersigned with a view to determining whether during such fiscal period the Borrower and its Subsidiaries performed and observed all their Obligations under the Loan Documents [add, if applicable: except as hereinafter listed], and to the best knowledge of the undersigned as of the date hereof no Default or Event of Default under the Agreement has occurred and is continuing as of the date hereof [add, if applicable: except the following list of each Default or Event of Default under the Agreement, and its nature and status, that has occurred and is continuing as of the date of this Certificate], and, as of the date hereof, the Mortgage Requirement has been satisfied.

4. The financial covenant analyses and information set forth on Schedule 2 attached hereto are true and accurate on and as of the date set forth above as the Financial Statement Date.

5. Attached hereto as Schedule 3 is a discussion of budgeted versus actual results with respect to the financial statements for the fiscal [year-end][quarter] of the Borrower ended as of the date set forth as the Financial Statement Date.

6. Attached hereto as Schedule 4 are reports of the throughput with respect to each of the Pipeline Systems as of the date of this Certificate.

7. Attached hereto as Schedule 5 is an updated Perfection Certificate.

IN WITNESS WHEREOF, the undersigned has executed this Certificate as of , 20 .

	ANTERO MIDSTREAM PARTNERS LP


	By:
	Name:
	Title:

Exhibit C

Form of Compliance Certificate

SCHEDULE 1

to the Compliance Certificate

in accordance with the Agreement

(See attached)

Exhibit C

Form of Compliance Certificate

For the Fiscal Quarter/Year ended , 20 (“Financial Statement Date”)

SCHEDULE 2

to the Compliance Certificate

in accordance with the Agreement

($ in 000’s)

I. Section 7.11(a) — Consolidated Interest Coverage Ratio. [Complete for Measurement Periods ending prior to the occurrence of an Investment Grade Rating Event.]

A. Consolidated EBITDA for the Measurement Period:

1.	Consolidated Net Income for the Measurement Period:	$

2.	Consolidated Interest Charges for the Measurement Period	$

3.	Income tax expense (including any franchise taxes to the extent based upon net income) for the Measurement Period:	$

4.	Depreciation and amortization expense for the Measurement Period:	$

5.	Other non-cash items reducing Consolidated Net Income for the Measurement Period:	$

6.	Material Project Consolidated EBITDA Adjustments for the Measurement Period:	$

7.	Income tax credits (including with respect to franchise taxes to the extent based upon net income) for the Measurement Period:	$

8.	Non-cash items increasing Consolidated Net Income for the Measurement Period:	$

9.	Consolidated EBITDA (Lines I.A.1 + I.A.2 +I.A.3 + I.A.4 + I.A.5 + I.A.6 - I.A.7 - I.A.8):	$

B.	Consolidated Interest Charges (Line I.A.2):	$

C.	Consolidated Interest Coverage Ratio (Line I.A.9 ÷ Line I.B)	to 1.00

Minimum Required:		2.50 to 1.00

II. Section 7.11(b) — Consolidated Total Leverage Ratio.

A.	Consolidated Funded Indebtedness as of the Financial Statement Date:	$

B.	Consolidated EBITDA for the Measurement Period (Line I.A.9):	$

C.	Consolidated Total Leverage Ratio (Line II.A ÷ Line II.B):	to 1.00

Exhibit C

Form of Compliance Certificate

Maximum Permitted under Section 7.11(b):

5.00 to 1.00(1) (or on any date of determination during an Acquisition Period, 5.50 to 1.00)

III. Section 7.11(c) — Consolidated Senior Secured Leverage Ratio. [Complete for Measurement Periods in which a Notes Offering Election is made.]

A. Consolidated Senior Secured Indebtedness:

1.	Consolidated Funded Indebtedness as of the Financial Statement Date (Line II.A.3):	$

2.	Consolidated Funded Indebtedness that is not secured by a Lien for the Measurement Period:	$

3.	Consolidated Senior Secured Indebtedness (Line III.A.1 — Line III.A.2):	$

B.	Consolidated EBITDA (Line I.A.9):	$

C.	Consolidated Senior Secured Leverage Ratio (Line III.A.3 ÷ Line III.B.):	to 1.00

Maximum Permitted under Section 7.11(c):		3.75 to 1.00

(1) Increases to 5.25 to 1.00 for Measurement Periods in which a Notes Offering Election is made.

Exhibit C

Form of Compliance Certificate

SCHEDULE 3

to the Compliance Certificate

in accordance with the Agreement

Exhibit C

Form of Compliance Certificate

SCHEDULE 4

to the Compliance Certificate

in accordance with the Agreement

Exhibit C

Form of Compliance Certificate

SCHEDULE 5

to the Compliance Certificate

in accordance with the Agreement

(See attached)

Exhibit C

Form of Compliance Certificate

EXHIBIT D-1

ASSIGNMENT AND ASSUMPTION

This Assignment and Assumption (this “Assignment and Assumption”) is dated as of the Effective Date set forth below and is entered into by and between [the][each](2) Assignor identified in item 1 below ([the][each, an] “Assignor”) and [the][each](3) Assignee identified in item 2 below ([the][each, an] “Assignee”). [It is understood and agreed that the rights and obligations of [the Assignors][the Assignees](4) hereunder are several and not joint.](5) Capitalized terms used but not defined herein shall have the meanings given to them in the Credit Agreement identified below (the “Credit Agreement”), receipt of a copy of which is hereby acknowledged by the Assignee. The Standard Terms and Conditions set forth in Annex 1 attached hereto are hereby agreed to and incorporated herein by reference and made a part of this Assignment and Assumption as if set forth herein in full.

For an agreed consideration, [the][each] Assignor hereby irrevocably sells and assigns to [the Assignee][the respective Assignees], and [the][each] Assignee hereby irrevocably purchases and assumes from [the Assignor][the respective Assignors], subject to and in accordance with the Standard Terms and Conditions and the Credit Agreement, as of the Effective Date inserted by the Administrative Agent as contemplated below (i) all of [the Assignor’s][the respective Assignors’] rights and obligations in [its capacity as a Lender][their respective capacities as Lenders] under the Credit Agreement and any other documents or instruments delivered pursuant thereto to the extent related to the amount and percentage interest identified below of all of such outstanding rights and obligations of [the Assignor][the respective Assignors] under the respective facilities identified below (including, without limitation, the Swingline Loans and the Letters of Credit included in such facilities) and (ii) to the extent permitted to be assigned under applicable law, all claims, suits, causes of action and any other right of [the Assignor (in its capacity as a Lender)][the respective Assignors (in their respective capacities as Lenders)] against any Person, whether known or unknown, arising under or in connection with the Credit Agreement, any other documents or instruments delivered pursuant thereto or the loan transactions governed thereby or in any way based on or related to any of the foregoing, including, but not limited to, contract claims, tort claims, malpractice claims, statutory claims and all other claims at law or in equity related to the rights and obligations sold and assigned pursuant to clause (i) above (the rights and obligations sold and assigned by [the][any] Assignor to [the][any] Assignee pursuant to clauses (i) and (ii) above being referred to herein collectively as [the][an] “Assigned Interest”). Each such sale and assignment is without recourse to [the][any] Assignor and, except as expressly provided in this Assignment and Assumption, without representation or warranty by [the][any] Assignor.

1.	Assignor[s]:

(2) For bracketed language here and elsewhere in this form relating to the Assignor(s), if the assignment is from a single Assignor, choose the first bracketed language. If the assignment is from multiple Assignors, choose the second bracketed language.

(3) For bracketed language here and elsewhere in this form relating to the Assignee(s), if the assignment is to a single Assignee, choose the first bracketed language. If the assignment is to multiple Assignees, choose the second bracketed language.

(4) Select as appropriate.

(5) Include bracketed language if there are either multiple Assignors or multiple Assignees.

Exhibit D-1

Form of Assignment and Assumption

2.	Assignee[s]:

[for each Assignee, indicate [Affiliate][Approved Fund] of [identify Lender]]

3. Borrower(s): Antero Midstream Partners LP

4. Administrative Agent: Wells Fargo Bank, National Association, as the administrative agent under the Credit Agreement

5. Credit Agreement: Credit Agreement dated as of March [ · ], 2014, among Antero Midstream Partners LP, as the Borrower, the Lenders from time to time party thereto, and Wells Fargo Bank, National Association, as Administrative Agent, Swingline Lender and L/C Issuer

6. Assigned Interest[s]:

Assignor[s](6)

Assignee[s](7)

Aggregate
Amount of
Commitment/Loans
for all Lenders(8)

Amount of
Commitment
/Loans
Assigned

Percentage
Assigned of
Commitment/
Loans(9)

CUSIP
Number

[7. Trade Date: ](10)

Effective Date: , 20 [TO BE INSERTED BY ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.]

The terms set forth in this Assignment and Assumption are hereby agreed to:

	ASSIGNOR
	[NAME OF ASSIGNOR]

	By:
		Title:

	ASSIGNEE
	[NAME OF ASSIGNEE]

(6) List each Assignor, as appropriate.

(7) List each Assignee, as appropriate.

(8) Amounts in this column and in the column immediately to the right to be adjusted by the counterparties to take into account any payments or prepayments made between the Trade Date and the Effective Date.

(9) Set forth, to at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunder.

(10) To be completed if the Assignor and the Assignee intend that the minimum assignment amount is to be determined as of the Trade Date.

Exhibit D-1

Form of Assignment and Assumption

	By:
		Title:

[Consented to and](11) Accepted:

WELLS FARGO, NATIONAL ASSOCIATION, as
Administrative Agent

By:
		Title:

[Consented to:](12)

By:
	Title:

(11) To be added only if the consent of the Administrative Agent is required by the terms of the Credit Agreement.

(12) To be added only if the consent of the Borrower and/or other parties (e.g., L/C Issuer) is required by the terms of the Credit Agreement.

Exhibit D-1

Form of Assignment and Assumption

ANNEX 1 TO ASSIGNMENT AND ASSUMPTION

STANDARD TERMS AND CONDITIONS FOR

ASSIGNMENT AND ASSUMPTION

1. Representations and Warranties.

1.1. Assignor. [The][Each] Assignor (a) represents and warrants that (i) it is the legal and beneficial owner of [the][[the relevant] Assigned Interest, (ii) [the][such] Assigned Interest is free and clear of any lien, encumbrance or other adverse claim and (iii) it has full power and authority, and has taken all action necessary, to execute and deliver this Assignment and Assumption and to consummate the transactions contemplated hereby; and (b) assumes no responsibility with respect to (i) any statements, warranties or representations made in or in connection with the Credit Agreement or any other Loan Document, (ii) the execution, legality, validity, enforceability, genuineness, sufficiency or value of the Loan Documents or any collateral thereunder, (iii) the financial condition of the Borrower, any of its Restricted Subsidiaries or Affiliates or any other Person obligated in respect of any Loan Document or (iv) the performance or observance by the Borrower, any of its Restricted Subsidiaries or Affiliates or any other Person of any of their respective obligations under any Loan Document.

1.2. Assignee. [The][Each] Assignee (a) represents and warrants that (i) it has full power and authority, and has taken all action necessary, to execute and deliver this Assignment and Assumption and to consummate the transactions contemplated hereby and to become a Lender under the Credit Agreement, (ii) it meets all the requirements to be an assignee under Section 10.06(b)(iii), (v) and (vii) of the Credit Agreement (subject to such consents, if any, as may be required under Section 10.06(b)(iii) of the Credit Agreement), (iii) from and after the Effective Date, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and, to the extent of [the][the relevant] Assigned Interest, shall have the obligations of a Lender thereunder, (iv) it is sophisticated with respect to decisions to acquire assets of the type represented by [the][such] Assigned Interest and either it, or the Person exercising discretion in making its decision to acquire [the][such] Assigned Interest, is experienced in acquiring assets of such type, (v) it has received a copy of the Credit Agreement, and has received or has been accorded the opportunity to receive copies of the most recent financial statements delivered pursuant to Section 6.01 thereof, as applicable, and such other documents and information as it deems appropriate to make its own credit analysis and decision to enter into this Assignment and Assumption and to purchase [the][such] Assigned Interest, (vi) it has, independently and without reliance upon the Administrative Agent or any other Lender and based on such documents and information as it has deemed appropriate, made its own credit analysis and decision to enter into this Assignment and Assumption and to purchase [the][such] Assigned Interest, and (vii) if it is a Foreign Lender, attached hereto is any documentation required to be delivered by it pursuant to the terms of the Credit Agreement, duly completed and executed by [the][such] Assignee; and (b) agrees that (i) it will, independently and without reliance upon the Administrative Agent, [the][any] Assignor or any other Lender, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Loan Documents, and (ii) it will perform in accordance with their terms all of the obligations which by the terms of the Loan Documents are required to be performed by it as a Lender.

Exhibit D-1

Form of Assignment and Assumption

2. Payments. From and after the Effective Date, the Administrative Agent shall make all payments in respect of [the][each] Assigned Interest (including payments of principal, interest, fees and other amounts) to [the][the relevant] Assignor for amounts which have accrued to but excluding the Effective Date and to [the][the relevant] Assignee for amounts which have accrued from and after the Effective Date.

3. General Provisions. This Assignment and Assumption shall be binding upon, and inure to the benefit of, the parties hereto and their respective successors and assigns. This Assignment and Assumption may be executed in any number of counterparts, which together shall constitute one instrument. Delivery of an executed counterpart of a signature page of this Assignment and Assumption by telecopy shall be effective as delivery of a manually executed counterpart of this Assignment and Assumption. This Assignment and Assumption shall be governed by, and construed in accordance with, the law of the State of New York.

Exhibit D-1

Form of Assignment and Assumption

EXHIBIT D-2

FORM OF ADMINISTRATIVE QUESTIONNAIRE

[Form of Administrative Questionnaire follows this cover page.]

Exhibit D-2

Form of Administrative Questionnaire

[Company Logo]	[Company Legal Name]
	ADMINISTRATIVE DOCUMENTS

FORM OF COMMITMENT LETTER

[On Participant’s Letterhead]

, 2013

Wells Fargo Securities, LLC

Debt Capital Markets Group

600 California Street, 20th Floor

San Francisco, CA 94108

Attention:	Maggie Tsan
Phone:	(415) 222-1850
Email:	admindetailsforms@wellsfargo.com

Re:	Borrower:	[Company Name]
	Facility:	[$XXX,XXX,XXX Credit Facilit(y)(ies)]

Ladies and Gentlemen:

We have reviewed the Information Memorandum and Summary of Terms and Conditions for the above [Facility] We are pleased to confirm our commitment to participate in the [Facility] in the amount of $ .

We have made our own independent analysis and decision to enter into this commitment, based on the financial statements of the above Borrower and its affiliates and such other documents and information as we have deemed appropriate, without relying on you, any of your affiliates, or any of your or their directors, officers, employees, advisors, attorneys, agents or other representatives.

Our commitment is subject only to our satisfaction with the terms of the loan documents and their execution and delivery by all parties thereto. You shall have no obligation to us if this does not occur for any reason.

Very truly yours,

[Name of Participant]

By:

Title:

CONFIDENTIAL

[Company Logo]	[Company Legal Name]
	ADMINISTRATIVE DOCUMENTS

[COMPANY LEGAL NAME]

[$XXX,XXX,XXX SENIOR CREDIT FACILIT(Y)(IES)]

ADMINISTRATIVE DETAILS FORM

It is very important that all of the requested information be completed accurately and that this questionnaire be returned promptly. If your institution is sub-allocating its allocation, please fill out an administrative questionnaire for each legal entity.

Legal Name of Lender to appear in Documentation:

Signature Block Information:

o Signing Credit Agreement:	o	Yes	o	No

o Coming in via Assignment:	o	Yes	o	No

Type of Lender:

(Bank, Asset Manager, Broker/Dealer, CLO/CDO, Finance Company, Hedge Fund, Insurance, Mutual Fund, Pension Fund, Other Regulated Investment Fund, Special Purpose Vehicle or Other, please specify)

Taxpayer ID Number:

MEI Number:

Foreign Entity:	Yes o No o

If yes, please complete and return appropriate FOREIGN IRS Form (usually Form W-8BEN or W-ECI) as well as provide SWIFT Code for Patriot Act certification purposes and fill out the 2 below fields:

SWIFT

Country of Origin

FOR INTERNAL PURPOSES ONLY (FOREIGN INSTITUTIONS)

Patriot Act Certification Effective Date:

Patriot Act Certification Expiration Date:

[Company Logo]	[Company Legal Name]
	ADMINISTRATIVE DOCUMENTS

Contacts/Notification Methods: Borrowings, Paydowns, Interest, Fees, etc.

	Primary Credit Contact		Secondary Credit Contact

Name:
Title:
Address:

Telephone:
Facsimile:
E-Mail Address:


	Primary Operations Contact		Secondary Operations Contact

Name:
Title:
Address:

Telephone:
Facsimile:
E-Mail Address:


	Primary L/C Contact		Secondary L/C Contact

Name:
Title:
Address:

Telephone:
Facsimile:
E-Mail Address:


	Electronic Distribution	Contact		Information
Name:		Address cont’d:
Title:		Telephone:
Address:		E-Mail Address:

[Company Logo]	[Company Legal Name]
	ADMINISTRATIVE DOCUMENTS

	Lender’s Domestic Wire Instructions

Bank Name:
City and State:
ABA/Routing No.:
Account Name:
Account No.:
FFC Account Name:
FFC Account No.:
Attention:
Reference:


	Lender’s Foreign Wire Instructions (please include wiring instructions for EACH currency as applicable)

Bank Name:
ABA/Routing No.:
Account Name:
Account No.:
FFC Account Name:
FFC Account No.:
Attention:
Reference:
SWIFT:
Country of Origin:

, hereby authorizes Wells Fargo Bank to rely on the payment instructions contained in this Administrative Details Form.

By:

Its:

[Company Logo]	[Company Legal Name]
	ADMINISTRATIVE DOCUMENTS

TAX REPORTING INFORMATION (PLEASE REVIEW THE INFORMATION BELOW AND SUBMIT THE APPROPRIATE IRS TAX FORM ALONG WITH THIS COMPLETED ADMINISTRATIVE DETAILS QUESTIONNAIRE).

TAX DOCUMENTS

U.S. DOMESTIC INSTITUTIONS:

If your institution is incorporated or organized within the United States, you must complete and return Form W-9 (Request for Taxpayer Identification Number and Certification). Please be advised that we request that you submit an original Form W-9.

o Attach Form W-9 for current Tax Year

o Confirm Tax ID Number:

FOREIGN INSTITUTIONS:

I. Corporations:

If your institution is incorporated outside of the United States for U.S. federal income tax purposes, and is the beneficial owner of the interest and other income it receives, you must complete one of the following three tax forms, as applicable to your institution:

a.) Form W8BEN (Certificate of Foreign Status of Beneficial Owner),

b.) Form W-8ECI (Income Effectively Connected to a U.S. Trade or Business),

c.) Form W-8EXP (Certificate of Foreign Government or Governmental Agency).

A U.S. taxpayer identification number is required for any institution submitting Form W-8ECI. It is also required on Form W-8BEN for certain institutions claiming the benefits of a tax treaty with the U.S. Please be advised that U.S. tax regulations do not permit the acceptance of faxed forms. An original tax form must be submitted.

o Attach Form W-8 for current Tax Year

o Confirm Tax ID Number:

II. Flow-Through Entities:

If your institution is organized outside the U.S., and is classified for U.S. federal income tax purposes as either a Partnership, Trust, Qualified or Non-Qualified Intermediary, or other non U.S. flow-through entity, an original Form W-8IMY (Certificate of Foreign Intermediary, Foreign Flow-Through Entity, or Certain U.S. Branches for United States Tax Withholding) must be completed by the intermediary together with a withholding statement. Flow-through entities other than Qualified Intermediaries are required to include tax forms for each of the underlying beneficial owners. Please be advised that U.S. tax regulations do not permit the acceptance of faxed forms. Original tax form(s) must be submitted.

o Attach Form W-8 for current Tax Year

o Confirm Tax ID Number:

Pursuant to the language contained in the tax section of the Credit Agreement, the applicable tax form for your institution must be completed and returned prior to the first payment of income. Failure to provide the proper tax form when requested may subject your institution to U.S. tax withholding.

EXHIBIT E

FORM OF PERFECTION CERTIFICATE

[Form of Perfection Certificate follows this cover page.]

Exhibit E

Form of Perfection Certificate

EXHIBIT E

PERFECTION CERTIFICATE

Reference is made to that certain Credit Agreement (as amended, restated, amended and restated, replaced, refinanced, supplemented or otherwise modified from time to time, the “Credit Agreement”) by and among Antero Midstream Partners LP, a Delaware limited partnership (the “Debtor”)(1), the lenders party thereto and Wells Fargo Bank, National Association, as Administrative Agent (in such capacity and together with its successors and assigns, the “Administrative Agent”) and Swingline Lender (in such capacity and together with its successors and assigns, the “Swingline Lender”), and the lenders party thereto.

In connection with the Credit Agreement, the Debtor intends to enter into the Security Agreement, the Mortgages and other collateral documents (collectively, the “Security Documents”).

As of the Certification Date (as defined below), each of the undersigned (the “Grantors”) hereby certifies to the Administrative Agent as follows:

I. CURRENT INFORMATION

A. Legal Names, Organizations, Jurisdictions of Organization and Organizational Identification Numbers. The full and exact legal name (as it appears in each respective certificate or articles of incorporation, limited liability membership agreement or similar organizational documents, in each case as amended to date), the type of organization, the jurisdiction of organization (or formation, as applicable), and the organizational identification number (not tax i.d. number) of the Debtor and each other Grantor are as follows:

B. Chief Executive Offices and Mailing Addresses. The chief executive office address and the preferred mailing address (if different than chief executive office) of the Debtor and each other Grantor are as follows:

Name of Debtor/Grantor	Address of Chief Executive Office	Mailing Address (if different than CEO)

(1) Please fill out the Perfection Certificate pro forma for the Debtor and Grantors as they will exist on the Closing Date (i.e., immediately upon giving effect to the initial public offering).

C. Special Debtors. Except as specifically identified below none of the Grantors is a: (i) transmitting utility (as defined in Section 9-102(a)(80) of the New York Uniform Commercial Code), (ii) primarily engaged in farming operations (as defined in Section 9-102(a)(35) of the New York Commercial Code), (iii) a trust, (iv) a foreign air carrier within the meaning of the federal aviation act of 1958, as amended or (v) a branch or agency of a bank which bank is not organized under the law of the United States or any state thereof.

Name of Debtor/Grantor		Type of Special Grantor

D. Trade Names/Assumed Names.

Current Trade Names. Set forth below is each trade name or assumed name currently used by the Debtor or any other Grantor or by which the Debtor or any Grantor is known or is transacting any business:

Debtor/Grantor		Trade/Assumed Name

E. Changes in Names, Jurisdiction of Organization or Corporate Structure.

Except as set forth below, neither the Debtor nor any other Grantor has changed its name, jurisdiction of organization or its corporate structure in any way (e.g. by merger, consolidation, change in corporate form, change in jurisdiction of organization or otherwise) within the past five (5) years:

Debtor/Grantor	Date of Change	Description of Change

F. Prior Addresses.

Except as set forth below, neither the Debtor nor any other Grantor has changed its chief executive office, within the past five (5) years:

Debtor/Grantor		Prior Address/City/State/Zip Code

B-2

G. Acquisitions of Equity Interests or Assets.

Except as set forth below, neither the Debtor nor any Grantor has acquired the equity interests of another entity or substantially all the assets of another entity within the past five (5) years:

Debtor/Grantor	Date of Acquisition	Description of Acquisition

H. Corporate Ownership and Organizational Structure.

Attached as Exhibit A hereto is a true and correct chart showing the ownership relationship of the Debtor and all of its subsidiaries.

II. INFORMATION REGARDING CERTAIN COLLATERAL

A. Investment Related Property

1. Equity Interests. Set forth below is a list of all equity interests owned by the Debtor and each Grantor together with the type of organization which issued such equity interests (e.g. corporation, limited liability company, partnership or trust):

Debtor/Grantor

Issuer

Type of
Organization

# of
Shares
Owned

Total Shares
Outstanding

% of
Interest
Pledged

Certificate No.
(if uncertificated,
please indicate so)

Par Value

2. Securities Accounts. Set forth below is a list of all securities accounts in which the Debtor or any other Grantor customarily maintains securities or other assets:

Debtor/Grantor	Type of Account	Name & Address of Financial Institutions

3. Commodities Accounts. Set forth below is a list of all commodities accounts in which the Debtor or any other Grantor has an interest:

Debtor/Grantor	Type of Account	Name & Address of Commodity Broker or Financial Institutions

B-3

4. Deposit Accounts. Set forth below is a list of all bank accounts (checking, savings, money market or the like) of the Debtor or any other Grantor:

Debtor/Grantor	Type of Account	Name & Address of Financial Institutions

5. Debt Securities & Instruments. Set forth below is a list of all debt securities and instruments owed to the Debtor or any other Grantor:

6. Letter of Credit Rights. Set forth below is a list of all letters of credit issued in favor of the Debtor or any other Grantor, as beneficiary thereunder:

Issuer	Beneficiary	Principal Amount	Date of Issuance	Maturity Date

B. Intellectual Property. Set forth below is a list of all copyrights, patents, and trademark, all applications and licenses thereof and other intellectual property owned or used, or hereafter adopted, held or used, by the Debtor and each other Grantor:

1. Copyrights, Copyright Applications and Copyright Licenses

Debtor/Grantor	Title	Filing Date/Issued Date	Status	Application/ Registration No.

2. Patents, Patent Applications and Patent Licenses

Debtor/Grantor	Title	Filing Date/Issued Date	Status	Application/ Registration No.

B-4

3. Trademarks, Trademark Applications and Trademark Licenses

Debtor/Grantor	Title	Filing Date/Issued Date	Status	Application/ Registration No.

C. Tangible Personal Property in Possession of Warehousemen, Bailees and Other Third Parties. Except as set forth below, no persons (including, without limitation, warehousemen and bailees) other than the Debtor or any other Grantor have possession of any material amount (fair market value of $1,000,000 or more) of tangible personal property of the Debtor or any other Grantor:

D. Real Estate and Related UCC Collateral

1. Real Property Interests. Set forth below are all the locations where the Debtor or any other Grantor owns or leases any real property interest including, without limitation, pipeline rights of way, easements, leases, multiple line easements, oil, gas and other mineral property rights and undivided record title or operating rights interests in the properties:

(2) Please note if property is on Indian lands, Federal lands (including OCS) or offshore State lands.

B-5

2. Water Rights. Set forth below are all water rights (other than groundwater, riparian rights and other similar rights owned by virtue of or appurtenant to a fee interest in real property):

Debtor/Grantor	Address/City/State/Zip Code	County

3. “As Extracted” Collateral. Set forth below are all the locations where the Debtor or any other Grantor owns, leases or has an interest in any wellhead or minehead:

Debtor/Grantor	Address/City/State/Zip Code	County

4. Timber to be Cut. Set forth below are all locations where the Debtor or any other Grantor owns goods that are timber to be cut:

Debtor/Grantor	Address/City/State/Zip Code	County

5. Flood Hazard Property. Set forth below is a schedule of any real property on which a building (broadly defined as required by regulation) or mobile home,(3) is located:

(3) A building is an (a) structure with two or more outside rigid walls and a fully secured roof, that is affixed to a permanent site; or (b) a manufactured home (a “manufactured home,” also known as a mobile home, is a structure built on a permanent chassis, transported to its site in one or more sections, and affixed to a permanent foundation); or (c) A travel trailer without wheels, built on a chassis and affixed to a permanent foundation, that is regulated under the community’s floodplain management and building ordinances or laws. “Building” does not mean a gas or liquid storage tank or a recreational vehicle, park trailer, or other similar vehicle, except as described above.

B-6

Debtor/Grantor	Address/City/State/Zip Code/County	Type of Building

E. Contracts:

1. Burdensome Contracts. Set forth below is a list of all contracts that contain a restriction on pledge (including the pledge of equity or other assets) or contain another restriction affecting consummation of the proposed transaction.

Description of Material Contract	Type Restriction on Pledge (if any)	Other Restriction Affecting Consummation of the Proposed Transaction

2. Government Contracts Set forth below is a list of contracts with government or quasi-government agencies (including U.S. federal, state or local government or agencies as well as any foreign government or agency).

Description of Material Contract	Type Restriction on Pledge (if any)	Other Restriction Affecting Consummation of the Proposed Transaction

B-7

III. AUTHORITY TO FILE FINANCING STATEMENTS

The undersigned, on behalf of the Debtor and each other Grantor, hereby authorizes the Administrative Agent to file financing or continuation statements, and amendments thereto, in all jurisdictions and with all filing offices as the Administrative Agent may determine, in its reasonable discretion, are necessary or advisable to perfect all security interests granted or to be granted to the Administrative Agent under the Security Documents. Such financing statements may describe the collateral in the same manner as described in the Security Documents or may contain an indication or description of collateral that describes such property in any other manner as the Administrative Agent may determine, in its reasonable discretion, is necessary, advisable or prudent to ensure the perfection of the security interest in the collateral granted to the Administrative Agent, including, without limitation, describing such property as “all assets” or “all personal property.”

B-8

IN WITNESS WHEREOF, the undersigned hereto has caused this Perfection Certificate to be executed as of this [ · ] day of [ · ][ · ], 2014 (the “Certification Date”) by its officer thereunto duly authorized.

	ANTERO MIDSTREAM PARTNERS LP, as Debtor


	By:
		Name:
		Title:


	[[INSERT NAMES OF ADDITIONAL GRANTORS]


	By:
		Name:
		Title:]

EXHIBIT F

FORM OF SECURITY AGREEMENT

[Form of Security Agreement follows this cover page.]

Exhibit F

Form of Security Agreement

GUARANTY AND COLLATERAL AGREEMENT

dated as of
[ ], 2014

made by

ANTERO MIDSTREAM PARTNERS LP,

and

each of the other Grantors party hereto

in favor of

WELLS FARGO BANK, NATIONAL ASSOCIATION

as Administrative Agent

TABLE OF CONTENTS

ARTICLE I
Definitions

Section 1.01	Definitions	1
Section 1.02	Other Definitional Provisions; References	3

ARTICLE II
Guaranty

Section 2.01	Guaranty	4
Section 2.02	Payments	4
Section 2.03	Keepwell	4

ARTICLE III
Grant of Security Interest

Section 3.01	Grant of Security Interest	5
Section 3.02	Transfer of Pledged Securities	6
Section 3.03	Grantors Remain Liable under Accounts, Chattel Paper and Payment Intangibles	6

ARTICLE IV
Acknowledgments, Waivers and Consents

Section 4.01	Acknowledgments, Waivers and Consents	7
Section 4.02	No Subrogation, Contribution or Reimbursement	9

ARTICLE V
Representations and Warranties

Section 5.01	Representations in Credit Agreement	9
Section 5.02	Benefit to the Guarantor	10
Section 5.03	Title; No Other Liens	10
Section 5.04	Perfected First Priority Liens	10
Section 5.05	Legal Name, Organizational Status, Chief Executive Office	10
Section 5.06	Prior Names and Addresses	10
Section 5.07	Pledged Securities	10
Section 5.08	Goods	11
Section 5.09	Instruments and Chattel Paper	11
Section 5.10	Accounts	11
Section 5.11	Excluded Assets	11
Section 5.12	Patents, Trademarks and Copyrights	11
Section 5.13	Deposit Accounts and Securities Accounts	12

ARTICLE VI
Covenants

Section 6.01	Covenants in Credit Agreement	12
Section 6.02	Maintenance of Perfected Security Interest; Further Documentation	12
Section 6.03	Maintenance of Records	13

Section 6.04	Right of Inspection	14
Section 6.05	Further Identification of Collateral	14
Section 6.06	Changes in Locations, Name, etc.	14
Section 6.07	Limitations on Dispositions of Collateral	14
Section 6.08	Pledged Securities	14
Section 6.09	Instruments and Tangible Chattel Paper	15
Section 6.10	Limitations on Modifications, Waivers, Extensions of Agreements Giving Rise to Accounts	15
Section 6.11	Patents, Trademarks, Copyrights	16
Section 6.12	Commercial Tort Claims	17

ARTICLE VII
Remedial Provisions

Section 7.01	Pledged Securities	17
Section 7.02	Collections on Accounts, Etc.	19
Section 7.03	Proceeds	19
Section 7.04	UCC and Other Remedies	19
Section 7.05	Standards of Exercising Rights and Remedies	20
Section 7.06	Private Sales of Pledged Securities	21
Section 7.07	Waiver; Deficiency	21
Section 7.08	Non-Judicial Enforcement	22

ARTICLE VIII
The Administrative Agent

Section 8.01	Administrative Agent’s Appointment as Attorney-in-Fact, Etc.	22
Section 8.02	Duty of Administrative Agent	23
Section 8.03	Financing Statements	24
Section 8.04	Authority of Administrative Agent	24

ARTICLE IX
Subordination of Indebtedness

Section 9.01	Subordination of All Grantor Claims	24
Section 9.02	Claims in Bankruptcy	24
Section 9.03	Payments Held in Trust	25
Section 9.04	Liens Subordinate	25
Section 9.05	Notation of Records	25

ARTICLE X
Miscellaneous

Section 10.01	Waiver	25
Section 10.02	Notices	25
Section 10.03	Payment of Expenses, Indemnities, Etc.	26
Section 10.04	Amendments in Writing	26
Section 10.05	Successors and Assigns	26
Section 10.06	Third Party Beneficiaries	26
Section 10.07	Invalidity	27
Section 10.08	Counterparts	27

Section 10.09	Survival	27
Section 10.10	Captions	27
Section 10.11	No Oral Agreements	27
Section 10.12	Governing Law; Submission to Jurisdiction	27
Section 10.13	Acknowledgments	28
Section 10.14	Additional Grantors	30
Section 10.15	Set-Off	30
Section 10.16	Releases	30
Section 10.17	Reinstatement; Fraudulent Transfers	31
Section 10.18	Acceptance	32

SCHEDULES:

1. Notice Addresses

2. Description of Pledged Securities

3. Filings and Other Actions Required to Perfect Security Interests

4. Legal Name, Location of Jurisdiction of Organization, Organizational Identification Number, Taxpayer Identification Number and Chief Executive Office

5. Prior Names and Prior Chief Executive Offices

6. Description of Patents and Patent Licenses

7. Description of Trademark and Trademark Licenses

8. Description of Copyrights and Copyright Licenses

9. Deposit Accounts and Securities Accounts

ANNEXES:

I. Form of Joinder Agreement

II. Form of Acknowledgment and Consent

iii

This GUARANTY AND COLLATERAL AGREEMENT, dated as of [ ], 2014, (this “Agreement”) is made by Antero Midstream Partners, LP, a Delaware limited partnership (“Borrower”), each of the other Grantors (as defined below) and Guarantors signatory hereto, in favor of Wells Fargo Bank, National Association, as administrative agent (in such capacity, together with its successors in such capacity, the “Administrative Agent”) for the Secured Parties, as defined in the Credit Agreement, dated as of [ ], 2014 (as amended, supplemented, restated or otherwise modified from time to time, the “Credit Agreement”), among the Borrower, each lender and L/C Issuer from time to time party thereto (the “Lenders”) and the Administrative Agent.

WHEREAS, the Borrower entered into the Credit Agreement pursuant to which the Lenders agreed to make certain extensions of credit to the Borrower;

WHEREAS, it is a condition precedent to the effectiveness of the Credit Agreement that the parties hereto enter into this Agreement (as defined below), and the parties hereto have agreed to enter into this Agreement to secure the Obligations.

NOW, THEREFORE, in consideration of the premises herein and to induce the Administrative Agent and the Lenders to enter into the Credit Agreement and to induce the Lenders to make their respective extensions of credit to the Borrower thereunder, each Grantor hereby agrees with the Administrative Agent, for the ratable benefit of the Secured Parties, as follows:

ARTICLE I

Definitions

Section 1.01 Definitions.

(a) Unless otherwise defined herein, terms defined in the Credit Agreement and used herein shall have the meanings given to them in the Credit Agreement, and the following terms as well as all uncapitalized terms which are defined in the UCC (as defined below) on the date hereof are used herein as so defined: Accounts, Chattel Paper, Commercial Tort Claims, Commodity Accounts, Deposit Accounts, Documents, Electronic Chattel Paper, Equipment, Fixtures, General Intangibles, Goods, Instruments, Inventory, Investment Property, Letter-of-Credit Rights, Payment Intangibles, Proceeds, Securities Accounts, Supporting Obligations, and Tangible Chattel Paper.

(b) The following terms shall have the following meanings:

“Account Debtor” shall mean a Person (other than any Grantor) obligated on an Account, Chattel Paper, or General Intangible.

“Administrative Agent” shall have the meaning assigned to such term in the preamble hereto.

“Agreement” shall mean this Guaranty and Collateral Agreement, as the same may be amended, supplemented, restated or otherwise modified from time to time.

“Bankruptcy Proceeding” shall have the meaning assigned to such term in Section 10.17(b).

“Borrower” shall have the meaning assigned to such term in the preamble hereto.

“Borrower Parties” shall mean, collectively, the Borrower and its Related Parties.

“Collateral” shall have the meaning assigned to such term in Section 3.01.

“Copyright” shall mean any copyright issued in the United States pursuant to the Copyright Act of 1976 or any similar right conferred in any other country, including any thereof referred to in Schedule 8 hereto.

“Copyright Licenses” shall mean all written agreements providing for the grant by or to any Grantor of any right to use any material covered by any Copyright, including any thereof referred to in Schedule 8 hereto.

“Credit Agreement” shall have the meaning assigned to such term in the preamble hereto.

“Credit Agreement Termination” shall occur upon termination of the Aggregate Commitments and payment in full of all Obligations (other than (A) contingent indemnification obligations and (B) obligations and liabilities under Secured Cash Management Agreements and Secured Hedge Agreements as to which arrangements satisfactory to the applicable Cash Management Bank or Hedge Bank shall have been made) and the expiration or termination of all Letters of Credit (other than Letters of Credit as to which other arrangements satisfactory to the Administrative Agent, the Swingline Lender and the L/C Issuer shall have been made).

“Excluded Bank Account” means (a) any Deposit Account with a balance of less than $100,000 at any time and (b) any Deposit Account that is exclusively used for payroll, payroll taxes or other employee wage and benefit payments to or for the benefit of any Grantor’s employees.

“Grantor Claims” shall have the meaning assigned to such term in Section 9.01.

“Grantors” shall mean, collectively, (a) the Borrower and (b) the Guarantors.

“Guarantor” shall mean, collectively, (a) the Borrower, with respect to the obligations to the extent that the Borrower is not the primary obligor with respect thereto and (b) each Restricted Subsidiary of the Borrower that becomes a party hereto from time to time.

“Guaranty” shall have the meaning assigned to such term in Section 2.01(b).

“Issuers” shall mean, collectively, each issuer of a Pledged Security.

“Lenders” shall have the meaning assigned to such term in the preamble hereto.

“Maximum Liability” shall have the meaning assigned to such term in Section 10.17(b).

“Patent License” shall mean all written agreements providing for the grant by or to any Grantor of any right to manufacture, use or sell any invention covered by a Patent, including any thereof referred to in Schedule 6 hereto.

“Patents” shall mean patents, patent applications, and patent rights, including any such rights granted upon any reissue, reexamination, division, extension, provisional, continuation, continuation-in-part or other application, certificates of invention and other indicia of invention ownership, and equivalent or similar rights anywhere in the world in inventions and discoveries, including any of the foregoing referred to in Schedule 6 hereto.

“Perfection Exceptions” shall have the meaning assigned to such term in Section 6.02(f).

“Pledged Securities” shall mean, with respect to any Grantor: (a) all Equity Interests owned, held of record or beneficially owned by such Grantor, including but not limited to each of the Equity Interests described or referred to in Schedule 2; and (b) (i) the certificates or instruments, if any, representing such equity interests, (ii) all dividends (cash, stock or otherwise), cash, instruments, rights to subscribe, purchase or sell and all other rights and property from time to time received, receivable or otherwise distributed in respect of or in exchange for any or all of such Equity Interests, (iii) all replacements, additions to and substitutions for any of the property referred to in this definition, including claims against third parties, (iv) the proceeds, interest, profits and other income of or on any of the property referred to in this definition and (v) all books and records pertaining to any of the property referred to in this definition.

“Qualified ECP Guarantor” means, in respect of any Swap Obligation, each Guarantor that has total assets exceeding $10,000,000 at the time the relevant Guarantee or grant of the relevant security interest becomes effective with respect to such Swap Obligation or such other person as constitutes an “eligible contract participant” under the Commodity Exchange Act or any regulations promulgated thereunder and can cause another person to qualify as an “eligible contract participant” at such time by entering into a keepwell under Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.

“Securities Act” shall mean the Securities Act of 1933, as amended.

“Trademark License” shall mean any written agreement providing for the grant by or to any Grantor of any right to use any Trademark, including any thereof referred to in Schedule 7 hereto.

“Trademarks” shall mean: (a) all trademarks, trade names, corporate names, company names, business names, fictitious business names, trade styles, service marks, logos and other source or business identifiers, and the goodwill associated therewith, now existing or hereafter adopted or acquired, all registrations and recordings thereof, and all applications in connection therewith, whether in the United States Patent and Trademark Office or in any similar office or agency of the United States, any State thereof or any other country or any political subdivision thereof, or otherwise, including any thereof referred to in Schedule 7 hereto, and (b) all renewals thereof.

“UCC” shall mean the Uniform Commercial Code, as it may be amended, from time to time in effect in the State of New York; provided, that if by reason of mandatory provisions of law, the perfection or the effect of perfection or non-perfection of the security interests in any Collateral is governed by the Uniform Commercial Code as in effect in a jurisdiction other than New York, “UCC” shall mean the Uniform Commercial Code as in effect in such other jurisdiction for purposes of the provisions hereof relating to such perfection or effect of perfection or non-perfection.

“Vehicles” shall mean all cars, trucks, trailers, construction and earth moving equipment and other vehicles covered by a certificate of title law of any state and, in any event, shall include all tires and other appurtenances to any of the foregoing.

Section 1.02 Other Definitional Provisions; References. The definitions of terms herein shall apply equally to the singular and plural forms of the terms defined. Whenever the context may require, any pronoun shall include the corresponding masculine, feminine and neuter forms. The words “include”, “includes” and “including” shall be deemed to be followed by the phrase “without limitation”. The word “will” shall be construed to have the same meaning and effect as the word “shall”. Unless the context requires otherwise (a) any definition of or reference to any agreement, instrument or other document herein shall be construed as referring to such agreement, instrument or other document as from time to time amended, supplemented or otherwise modified (subject to any restrictions on such amendments, supplements or modifications set forth in the Loan Documents), (b) any reference to any law shall include all statutory and regulatory provisions consolidating, amending, replacing or interpreting

such law and any reference to any law or regulation shall, unless otherwise specified, refer to such law or regulation as amended, modified or supplemented from time to time, (c) any reference herein to any Person shall be construed to include such Person’s successors and assigns (subject to the restrictions contained in the Loan Documents), (d) the words “herein”, “hereof”, “hereby” and “hereunder”, and words of similar import, shall be construed to refer to this Agreement in its entirety and not to any particular provision hereof, (e) with respect to the determination of any time period, the word “from” means “from and including” and the word “to” means “to and including”, (f) the words “asset” and “Property” shall be construed to have the same meaning and effect and to refer to any and all tangible and intangible assets and properties, including cash, securities, accounts and contract rights, and (g) any reference herein to Articles, Sections, Annexes, Exhibits and Schedules shall be construed to refer to Articles and Sections of, and Annexes, Exhibits and Schedules to, this Agreement. No provision of this Agreement or any other Loan Document shall be interpreted or construed against any Person solely because such Person or its legal representative drafted such provision. Where the context requires, terms relating to the Collateral or any part thereof, when used in relation to a Grantor, shall refer to such Grantor’s Collateral or the relevant part thereof.

ARTICLE II
Guaranty

Section 2.01 Guaranty.

(a) Each of the Guarantors hereby, jointly and severally, unconditionally and irrevocably, guarantees to the Administrative Agent, for the ratable benefit of the Secured Parties and each of their respective successors, endorsees, transferees and assigns, the prompt and complete payment and performance by the Borrower and the Guarantors when due (whether at the stated maturity, by acceleration or otherwise) of the Obligations. This is a guarantee of payment and not collection, and the liability of each Guarantor is primary and not secondary.

(b) Each Guarantor agrees that if the maturity, or other date for the payment, of any of the Obligations is accelerated by bankruptcy or otherwise, such maturity or payment date shall also be deemed accelerated for the purpose of the guarantee contained in this Article II (the “Guaranty”) without demand or notice to such Guarantor. This Guaranty shall remain in full force and effect until the Credit Agreement Termination, notwithstanding that from time to time during the term of the Credit Agreement, no Obligations may be outstanding.

(c) No payment made by the Borrower, any of the Guarantors, any other guarantor or any other Person or received or collected by the Administrative Agent or any other Secured Party from Borrower, any of the Guarantors, any other guarantor or any other Person by virtue of any action or proceeding or any set-off or appropriation or application at any time or from time to time in reduction of or in payment of the Obligations shall be deemed to modify, reduce, release or otherwise affect the liability of any Guarantor hereunder which shall, notwithstanding any such payment (other than any payment made by such Guarantor in respect of the Obligations or any payment received or collected from such Guarantor in respect of the Obligations), remain liable for the Obligations up to the maximum liability of such Guarantor hereunder until the Credit Agreement Termination.

Section 2.02 Payments. Each Guarantor hereby agrees and guarantees that payments hereunder will be paid to the Administrative Agent without set-off or counterclaim in dollars at the Administrative Agent’s Office specified pursuant to the Credit Agreement.

Section 2.03 Keepwell. Each Qualified ECP Guarantor hereby jointly and severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support as

may be needed from time to time by each other Guarantor to honor all of its obligations under this Guaranty in respect of Swap Obligations (provided, however, that each Qualified ECP Guarantor shall only be liable under this Section 2.03 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 2.03, or otherwise under this Guaranty, voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Guarantor under this Section shall remain in full force and effect until such Guarantor is released from its obligations hereunder in accordance with Section 10.16 hereof. Each Qualified ECP Guarantor intends that this Section 2.03 constitute, and this Section 2.03 shall be deemed to constitute, a “keepwell, support, or other agreement” for the benefit of each other Loan Party for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.

ARTICLE III
Grant of Security Interest

Section 3.01 Grant of Security Interest.

(a) Each Grantor hereby pledges, assigns and transfers to the Administrative Agent, and grants to the Administrative Agent, for the ratable benefit of the Secured Parties, a security interest in all of the following property now owned or at any time hereafter acquired by such Grantor or in which such Grantor now has or at any time in the future may acquire any right, title or interest and whether now existing or hereafter coming into existence, excluding in all cases all of each Grantor’s right, title and interest in, to and under the Excluded Assets, (collectively, the “Collateral”), as collateral security for the prompt and complete payment and performance when due (whether at the stated maturity, by acceleration or otherwise) of the Obligations:

(i) all Accounts;

(ii) all Chattel Paper (whether Tangible Chattel Paper or Electronic Chattel Paper);

(iii) all Commercial Tort Claims;

(iv) all Copyright Licenses and Copyrights;

(v) all Deposit Accounts;

(vi) all Documents;

(vii) all General Intangibles (including rights and interests in, to and under all Secured Hedge Agreements)

(viii) all Goods (including all Inventory, all Equipment and all Fixtures);

(ix) all Instruments;

(x) all Investment Property;

(xi) all Letter-of-Credit Rights (whether or not the letter of credit is evidenced by a writing);

(xii) all Patent Licenses and Patents;

(xiii) all Pledged Securities;

(xiv) all Securities Accounts;

(xv) all Supporting Obligations;

(xvi) all Trademark Licenses and Trademarks;

(xvii) all Vehicles;

(xviii) all books and records pertaining to the Collateral; and

(xix) to the extent not otherwise included, all Proceeds and products of any and all of the foregoing and all collateral security, guarantees and other Supporting Obligations given with respect to any of the foregoing.

Notwithstanding anything to the contrary in this Agreement if and when any Property shall cease to be an Excluded Asset, a Lien on and security in such Property shall be deemed granted therein.

Section 3.02 Transfer of Pledged Securities. All certificates and instruments representing or evidencing the Pledged Securities shall be delivered to and held pursuant hereto by the Administrative Agent or a Person designated by the Administrative Agent and, in the case of an instrument or certificate in registered form, shall be duly indorsed to the Administrative Agent or in blank by an effective endorsement (whether on the certificate or instrument or on a separate writing), and accompanied by any required transfer tax stamps to effect the pledge of the Pledged Securities to the Administrative Agent in accordance with Section 6.08 hereof. During the continuance of an Event of Default, the Administrative Agent shall have the right, at any time in its discretion and without notice, to transfer to or to register in the name of the Administrative Agent, any Secured Party or any of its nominees any or all of the Pledged Securities. In addition, during the continuance of an Event of Default, the Administrative Agent shall have the right at any time to exchange certificates or instruments representing or evidencing limited partnership interests or shares for certificates or instruments of smaller or larger denominations.

Section 3.03 Grantors Remain Liable under Accounts, Chattel Paper and Payment Intangibles. Anything herein to the contrary notwithstanding, each Grantor shall remain liable under each of the Accounts, Chattel Paper and Payment Intangibles to observe and perform all the conditions and obligations to be observed and performed by it thereunder, all in accordance with commercially reasonable procedures and with the terms of any agreement giving rise to each such Account, Chattel Paper or Payment Intangible. Neither the Administrative Agent nor any other Secured Party shall have any obligation or liability under any Account, Chattel Paper or Payment Intangible (or any agreement giving rise thereto) by reason of or arising out of this Agreement or the receipt by the Administrative Agent or any such other Secured Party of any payment or security interest relating to such Account, Chattel Paper or Payment Intangible, pursuant hereto, nor shall the Administrative Agent or any other Secured Party be obligated in any manner to perform any of the obligations of any Grantor under or pursuant to any Account, Chattel Paper or Payment Intangible (or any agreement giving rise thereto), to make any payment, to make any inquiry as to the nature or the sufficiency of any payment received by it or as to the sufficiency of any performance by any party under any Account, Chattel Paper or Payment Intangible (or any agreement giving rise thereto), to present or file any claim, to take any action to enforce

any performance or to collect the payment of any amounts which may have been assigned to it or to which it may be entitled at any time or times.

ARTICLE IV
Acknowledgments, Waivers and Consents

Section 4.01 Acknowledgments, Waivers and Consents.

(a) Each Grantor acknowledges and agrees that the obligations undertaken by it under this Agreement involve the guarantee of, and/or the provision of collateral security for, the obligations of Persons other than such Grantor and that such Grantor’s guarantee and/or provision of collateral security for the Obligations are absolute, irrevocable and unconditional under any and all circumstances. In full recognition and furtherance of the foregoing, each Grantor understands and agrees, to the fullest extent permitted under applicable law and except as may otherwise be expressly and specifically provided in the Loan Documents, that each Grantor shall remain obligated hereunder (including with respect to the Guaranty made and/or the collateral security provided by such Grantor herein) and the enforceability and effectiveness of this Agreement and the liability of such Grantor, and the rights, remedies, powers and privileges of the Administrative Agent and the other Secured Parties under this Agreement and the other Loan Documents shall not be affected, limited, reduced, discharged or terminated in any way:

(i) notwithstanding that, without any reservation of rights against any Grantor and without notice to or further assent by any Grantor, (A) any demand for payment of any of the Obligations made by the Administrative Agent or any other Secured Party may be rescinded by the Administrative Agent or such other Secured Party and any of the Obligations continued; (B) the Obligations, the liability of any other Person upon or for any part thereof or any collateral security or guarantee therefor or right of offset with respect thereto, may, from time to time, in whole or in part, be renewed, extended, amended, modified, accelerated, compromised, waived, surrendered or released by, or any indulgence or forbearance in respect thereof granted by, the Administrative Agent or any other Secured Party; (C) the Credit Agreement, the other Loan Documents, any Secured Hedge Agreement, Secured Cash Management Agreement or any other documents executed and delivered in connection therewith may be amended, modified, supplemented or terminated, in whole or in part, as provided herein or therein; (D) the Borrower, any other Grantor or any other Person may from time to time accept or enter into new or additional agreements, security documents, guarantees or other instruments in addition to, in exchange for or relative to, any Loan Document, Secured Hedge Agreement or any Secured Cash Management Agreement, all or any part of the Obligations or any Collateral now or in the future serving as security for the Obligations; (E) any collateral security, guarantee (including the Guaranty) or right of offset at any time held by the Administrative Agent or any other Secured Party for the payment of the Obligations may be sold, exchanged, waived, surrendered or released; and (F) any other event shall occur which constitutes a defense or release of sureties generally; and

(ii) without regard to, and each Grantor hereby expressly waives to the fullest extent permitted by law any defense now or in the future arising by reason of, (A) the illegality, invalidity or unenforceability of the Credit Agreement, any other Loan Document, any Secured Hedge Agreement, any Secured Cash Management Agreement, any of the Obligations or any other collateral security therefor or guarantee or right of offset with respect thereto at any time or from time to time held by the Administrative Agent or any other Secured Party; (B) any defense, set-off or counterclaim (other than a defense of payment or performance) which may at any time be available to or be asserted by any Grantor or any other Person against the Administrative Agent or any other Secured Party; (C) the insolvency, bankruptcy arrangement, reorganization, adjustment, composition, liquidation, disability, dissolution or lack of power of the Borrower or any other Grantor or any other Person at any time liable

for the payment of all or part of the Obligations or the failure of the Administrative Agent or any other Secured Party to file or enforce a claim in bankruptcy or other proceeding with respect to any Person; or any sale, lease or transfer of any or all of the assets of any Grantor, or any changes in the shareholders of any Grantor; (D) the fact that any Collateral or Lien contemplated or intended to be given, created or granted as security for the repayment of the Obligations shall not be properly perfected or created, or shall prove to be unenforceable or subordinate to any other Lien, it being recognized and agreed by each Grantor that they are not entering into this Agreement in reliance on, or in contemplation of the benefits of, the validity, enforceability, collectability or value of any of the Collateral for the Obligations; (E) any failure of the Administrative Agent or any other Secured Party to marshal assets in favor of any Grantor or any other Person, to exhaust any Collateral for all or any part of the Obligations, to pursue or exhaust any right, remedy, power or privilege it may have against any Grantor or any other Person or to take any action whatsoever to mitigate or reduce any Grantor’s liability under this Agreement, any other Loan Document, any Secured Cash Management Agreement or any Secured Hedge Agreement; (F) any law which provides that the obligation of a surety or guarantor must neither be larger in amount nor in other respects more burdensome than that of the principal or which reduces a surety’s or guarantor’s obligation in proportion to the principal obligation; (G) the possibility that the Obligations may at any time and from time to time exceed the aggregate liability of such Grantor under this Agreement; or (H) any other circumstance or act whatsoever, including any action or omission of the type described in Section 4.01(a)(i) (with or without notice to or knowledge of any Grantor), which constitutes, or might be construed to constitute, an equitable or legal discharge or defense of the Borrower for the Obligations, or of such Guarantor under the Guaranty or with respect to the collateral security provided by any Grantor herein, or which might be available to a surety or guarantor, in bankruptcy or in any other instance (other than the defense of payment or performance).

(b) Each Grantor hereby waives to the extent permitted by law: (i) except as expressly provided otherwise in any Loan Document, all notices to such Grantor, or to any other Person, including notices of the acceptance of this Agreement, the Guaranty or the provision of collateral security provided herein, or the creation, renewal, extension, modification, accrual of any Obligations, or notice of or proof of reliance by the Administrative Agent or any other Secured Party upon the Guaranty or upon the collateral security provided herein, or of default in the payment or performance of any of the Obligations owed to the Administrative Agent or any other Secured Party and enforcement of any right or remedy with respect thereto; or notice of any other matters relating thereto; the Obligations, and any of them, shall conclusively be deemed to have been created, contracted or incurred, or renewed, extended, amended or waived, in reliance upon the Guaranty and the collateral security provided herein and no notice of creation of the Obligations or any extension of credit already or hereafter contracted by or extended to the Borrower need be given to any Guarantor; and all dealings between the Borrower and any of the other Grantors, on the one hand, and the Administrative Agent and the other Secured Parties, on the other hand, likewise shall be conclusively presumed to have been had or consummated in reliance upon the Guaranty and on the collateral security provided herein; (ii) diligence and demand of payment, presentment, protest, dishonor and notice of dishonor; (iii) any statute of limitation affecting any Grantor’s liability hereunder or the enforcement thereof; (iv) all rights of revocation with respect to the Obligations, the Guaranty and the provision of collateral security herein; and (v) all principles or provisions of law which conflict with the terms of this Agreement and which can, as a matter of law, be waived.

(c) When making any demand hereunder or otherwise pursuing its rights and remedies hereunder against any Grantor, the Administrative Agent or any other Secured Party may, but shall be under no obligation to, join or make a similar demand on or otherwise pursue or exhaust such rights and remedies as it may have against the Borrower, any other Grantor, or any other Person or against any collateral security or guarantee for the Obligations or any right of offset with respect thereto, and any failure by the Administrative Agent or any other Secured Party to make any such demand, to pursue such

other rights or remedies or to collect any payments from the Borrower, any other Grantor or any other Person or to realize upon any such collateral security or guarantee or to exercise any such right of offset, or any release of the Borrower, any other Grantor, or any other Person or any such collateral security, guarantee or right of offset, shall not relieve any Grantor of any obligation or liability hereunder, and shall not impair or affect the rights and remedies, whether express, implied or available as a matter of law, of the Administrative Agent or any other Secured Party against any Grantor. For the purposes hereof “demand” shall include the commencement and continuance of any legal proceedings. Neither the Administrative Agent nor any other Secured Party shall have any obligation to protect, secure, perfect or insure any Lien at any time held by it as security for the Obligations or for the Guaranty or any property subject thereto.

Section 4.02 No Subrogation, Contribution or Reimbursement. Notwithstanding any payment made by any Grantor hereunder or any set-off or application of funds of any Grantor by the Administrative Agent or any other Secured Party, no Grantor shall be entitled to be subrogated to any of the rights of the Administrative Agent or any other Secured Party against the Borrower or any other Grantor or any collateral security or guarantee or right of offset held by the Administrative Agent or any other Secured Party for the payment of the Obligations, nor shall any Grantor seek or be entitled to seek any indemnity, exoneration, participation, contribution or reimbursement from the Borrower or any other Grantor in respect of payments made by such Grantor hereunder, until the Credit Agreement Termination shall have occurred, and each Grantor hereby expressly waives, releases, and agrees not to exercise any such rights of subrogation, reimbursement, indemnity and contribution until the Credit Agreement Termination shall have occurred. If any amount shall be paid to any Grantor on account of such subrogation rights at any time prior to the Credit Agreement Termination, such amount shall be held by such Grantor in trust for the Administrative Agent for the benefit of the Secured Parties, and shall, forthwith upon receipt by such Grantor, be turned over to the Administrative Agent in the exact form received by such Grantor (duly indorsed by such Grantor to the Administrative Agent, if required), to be applied against the Obligations, whether matured or unmatured, in accordance with Section 8.03 of the Credit Agreement. Each Grantor further agrees that to the extent that such waiver and release set forth herein is found by a court of competent jurisdiction to be void or voidable for any reason, any rights of subrogation, reimbursement, indemnity and contribution such Grantor may have against the Borrower, any other Grantor, or against any collateral, security, guarantee or right of offset held by the Administrative Agent or any other Secured Party, shall be junior and subordinate to any rights the Administrative Agent and the other Secured Parties may have against the Borrower or such other Grantor and to all right, title and interest the Administrative Agent and the other Secured Parties may have in any collateral or security or guarantee or right of offset. The Administrative Agent, for the benefit of the Secured Parties, may use, sell or dispose of any item of Collateral or security as it sees fit without regard to any subrogation rights any Grantor may have, and upon any disposition or sale, any rights or subrogation any Grantor may have shall terminate.

ARTICLE V
Representations and Warranties

To induce the Administrative Agent and the other Secured Parties to enter into the Credit Agreement and to induce the Lenders to make their respective extensions of credit to the Borrower thereunder and to induce the Lenders and Affiliates of the Lenders to enter into Secured Hedge Agreements, each Grantor hereby represents and warrants to the Administrative Agent and each other Secured Party that:

Section 5.01 Representations in Credit Agreement. In the case of each Guarantor, the representations and warranties set forth in Article V of the Credit Agreement as they relate to such Guarantor (in its capacity as a Subsidiary of the Borrower, as a Guarantor or as a Borrower Party)

or to the Loan Documents or other agreements to which such Grantor is a party are true and correct in all material respects (except that any such representations and warranties that are qualified by materiality shall be true and correct in all respects), except to the extent any such representations and warranties are expressly limited to an earlier date, in which case, such representations and warranties shall be true and correct in all material respects (except that any such representations and warranties that are qualified by materiality shall be true and correct in all respects) as of such specified earlier date; provided, that each reference in each such representation and warranty to the Borrower’s knowledge shall, for the purposes of this Section 5.01, be deemed to be a reference to such Guarantor’s knowledge.

Section 5.02 Benefit to the Guarantor. The Borrower is a member of an affiliated group of companies that includes each Guarantor, and the Borrower and the Guarantors are engaged in related businesses permitted pursuant to Section 7.07 of the Credit Agreement. Each Guarantor (other than the Borrower) is a Subsidiary of the Borrower, and in each case, the guaranty and surety obligations of such Guarantor pursuant to this Agreement are expected to benefit, directly or indirectly, such Guarantor; and it has determined that this Agreement is necessary and convenient to the conduct, promotion and attainment of the business of such Guarantor.

Section 5.03 Title; No Other Liens. No Grantor has consented to the filing of any financing statement or other public notice with respect to all or any part of the Collateral except such as have been filed in favor of the Administrative Agent, for the ratable benefit of the Secured Parties, or to evidence Permitted Encumbrances.

Section 5.04 Perfected First Priority Liens. Subject to the Perfection Exceptions (as defined below), the security interests granted pursuant to this Agreement (a) upon completion of the filings and other actions specified on Schedule 3 (all of which, in the case of all filings and other documents referred to on said Schedule, have been delivered to the Administrative Agent in duly completed and duly executed form, as applicable, and may be filed by the Administrative Agent at any time on or after the date hereof), the taking of possession or control by the Administrative Agent of the Collateral with respect to which a security interest may be perfected only by possession or control and the taking of other perfection action in accordance with this Agreement, will constitute valid perfected security interests to the extent required hereby in all of the Collateral in favor of the Administrative Agent, for the ratable benefit of the Secured Parties, as collateral security for such Grantor’s obligations, enforceable in accordance with the terms hereof against all creditors of such Grantor and any Persons purporting to purchase any Collateral from such Grantor and (b) are prior to all other Liens on the Collateral in existence on the date hereof, other than Permitted Encumbrances that have priority over the Liens on the Collateral by operation of law.

Section 5.05 Legal Name, Organizational Status, Chief Executive Office. On the date hereof, the correct legal name of such Grantor, its jurisdiction of organization, organizational identification number (if applicable), federal taxpayer identification number and the location of such Grantor’s chief executive office or sole place of business are specified on Schedule 4.

Section 5.06 Prior Names and Addresses. Schedule 5 correctly sets forth (a) all legal names that such Grantor has used in the five years prior to the date hereof and (b) any jurisdictions of organization or chief executive offices of such Grantor in the five years prior to the date hereof (if different from that which is set forth in Section 5.05 above).

Section 5.07 Pledged Securities. The shares (or such other interests) of Pledged Securities pledged by such Grantor hereunder constitute all the issued and outstanding shares (or such other interests) of all classes of the Equity Interests of each Issuer owned by such Grantor. All the shares (or such other interests) of the Pledged Securities have been duly and validly issued and are fully

paid and nonassessable; all documentary, stamp, or other taxes or fees owing in connection with the issuance, transfer and/or pledge of such Pledged Securities hereunder have been paid and such Grantor is the record and beneficial owner of, and has good title to, such Pledged Securities pledged by it hereunder, free of any and all Liens (except for Permitted Encumbrances), options, warrants, puts, calls, or other rights of third Persons, and restrictions or options in favor of, or claims of, any other Person, and has full right and authority to pledge the Pledged Securities for the purposes and upon the terms set out herein and the power to transfer the Pledged Securities, free and clear of any Lien (except for Permitted Encumbrances). No dispute, right of setoff, counterclaim or defense exists with respect to all or any part of the Pledged Securities. Except to the extent permitted by the Credit Agreement, there are no restrictions on transfer in the Organizational Documents, or other agreement or document governing the Pledged Securities or any other agreement relating thereto which would limit or restrict (a) the grant of a security interest in the Pledged Securities, (b) the perfection of such security interest or (c) the exercise of remedies in respect of such perfected security interest in the Pledged Securities; in each case, as contemplated by this Agreement. Upon the exercise of remedies in respect of the Pledged Securities, a transferee or assignee of a membership interest or partnership interest, as the case may be, of such Person, shall become a member or partner, as the case may be, of such Person, entitled to participate in the management thereof and, upon the transfer of the entire interest of such Grantor, such Grantor shall cease to be a member or partner, as the case may be.

Section 5.08 Goods. No material portion of the Collateral constituting Goods is in the possession of a bailee that has issued a negotiable or non-negotiable document covering such Collateral, except in the case of Goods covered by a negotiable or non-negotiable documents that is subject hereto and has been delivered to the Administrative Agent.

Section 5.09 Instruments and Chattel Paper. Such Grantor has delivered to the Administrative Agent all Collateral constituting Instruments and Chattel Paper evidencing Indebtedness, in each case individually in an original amount in excess of $1,000,000. No Collateral constituting Chattel Paper or Instruments contains any statement therein to the effect that such Collateral has been assigned to an identified party other than the Administrative Agent, and the grant of a security interest in such Collateral in favor of the Administrative Agent hereunder does not violate the rights of any other Person as a secured party.

Section 5.10 Accounts. The place where each Grantor keeps its records concerning the Accounts, Chattel Paper and Payment Intangibles is [1625 17th Street, Denver, Colorado 80202], or such other location as such Grantor provides notice of pursuant to Section 6.06.

Section 5.11 Excluded Assets. Each Grantor hereby represents and warrants that the Excluded Assets, when taken as a whole, are not material to the business operations or financial condition of the Borrower Parties, taken as a whole.

Section 5.12 Patents, Trademarks and Copyrights. Schedule 6 hereto includes all material Patents and Patent Licenses owned by such Grantor in its own name as of the date hereof. Schedule 7 hereto includes all material Trademarks and Trademark Licenses owned by such Grantor in its own name as of the date hereof. Schedule 8 herein includes all material Copyright and Copyright Licenses owned by such Grantor in its own name as of the date hereof. To the best of each such Grantor’s knowledge each Patent, Trademark and Copyright is valid, subsisting, unexpired, enforceable and has not been abandoned. Except as set forth in either such Schedules, none of such Patents, Trademarks and Copyrights is the subject of any licensing or franchise agreement. No holding, decision or judgment has been rendered by any Governmental Authority which would limit, cancel or question the validity of any Patent, Trademark or Copyright. No action or proceeding is pending seeking to limit,

cancel or question the validity of any Patent, Trademark or Copyright, and which, if adversely determined would have a material adverse effect on the value of any Patent, Trademark or Copyright.

Section 5.13 Deposit Accounts and Securities Accounts. Schedule 9 correctly sets forth each Deposit Account and each Securities Account held or maintained by such Grantor on the date hereof and identifies whether such Deposit Account is an Excluded Bank Account as of the date hereof.

ARTICLE VI
Covenants

Each Grantor covenants and agrees with the Administrative Agent and the other Secured Parties that, from and after the date of this Agreement until the earliest to occur of (i) the Credit Agreement Termination, (ii) as to any Grantor, the date upon which all the Equity Interests of such Grantor shall have been sold or otherwise disposed of (to a Person other than a Grantor) in accordance with the terms of the Credit Agreement or (iii) as to any Grantor, the designation of such Grantor as an Unrestricted Subsidiary in accordance with Section 6.17 of the Credit Agreement:

Section 6.01 Covenants in Credit Agreement. In the case of each Guarantor, such Guarantor shall take, or shall refrain from taking, as the case may be, each action that is necessary to be taken or not taken, as the case may be, so that no Default or Event of Default is caused by the failure to take such action or to refrain from taking such action by such Guarantor or any Restricted Subsidiary of which it is the parent.

Section 6.02 Maintenance of Perfected Security Interest; Further Documentation.(a)

(a) Such Grantor shall maintain the security interest created by this Agreement as a perfected security interest having at least the priority described in Section 5.04 and shall use commercially reasonable efforts to defend such security interest against the claims and demands of all Persons whomsoever except for, in each case, Permitted Encumbrances.

(b) At any time and from time to time, upon the reasonable request of the Administrative Agent or the Required Lenders through the Administrative Agent, and at the sole expense of such Grantor, such Grantor will promptly and duly give, execute, deliver, indorse, file or record any and all financing statements, continuation statements, amendments, notices (including notifications to financial institutions and any other Person), contracts, agreements, assignments, certificates, stock powers or other instruments, obtain any and all governmental approvals and consents and take or cause to be taken any and all steps or acts as the Administrative Agent, or the Required Lenders through the Administrative Agent, may reasonably require in order to create, perfect, establish the priority of, or to preserve the validity, perfection or priority of, the Liens granted by this Agreement or to enable the Administrative Agent or the Required Lenders through the Administrative Agent to enforce, assure, convey, grant, assign, transfer, preserve, protect and confirm more effectively its rights, remedies, powers and privileges under this Agreement with respect to such Liens or to otherwise obtain or preserve the full benefits of this Agreement and the rights, powers and privileges herein granted.

(c) Without limiting the obligations of the Grantors under Section 6.02(b): (i) each Grantor shall take or cause to be taken all actions (other than any actions required to be taken by the Administrative Agent) to cause the Administrative Agent to (A) have “control” (within the meaning of Sections 9-104, 9-105, 9-106, 9-107 and 8-106 of the UCC) over any Collateral constituting (1) Deposit Accounts (other than Excluded Bank Accounts), (2) Security Accounts, (3) Commodity Accounts, (4)

Electronic Chattel Paper (5) Investment Property (including the Pledged Securities) or (6) Letter of Credit Rights, including executing and delivering any agreements, in form and substance reasonably satisfactory to the Administrative Agent, with depositary banks, securities intermediaries, commodity intermediaries, issuers or other Persons in order to establish “control”, and each Grantor shall promptly notify the Administrative Agent and the other Secured Parties of such Grantor’s acquisition of any such Collateral, and (B) be a “protected purchaser” (as defined in Section 8-303 of the UCC) (ii) each Grantor shall provide ten (10) days’ prior notice to the Administrative Agent (or such shorter period as agreed to by the Administrative Agent) before such Grantor opens a new Deposit Account, Securities Account or Commodity Account; (iii) with respect to Collateral (other than certificated securities and goods covered by a document) in the possession of a Person other than such Grantor or the Administrative Agent, such Grantor shall obtain written acknowledgement that such Person holds possession for the Administrative Agent’s benefit; and (iv) with respect to any Collateral constituting Goods that are in the possession of a bailee, such Grantor shall provide prompt notice to the Administration Agent and the other Secured Parties of any such Collateral then in the possession of such bailee, and such Grantor shall take or cause to be taken all actions (other than any actions required to be taken by the Administrative Agent or any other Secured Party) necessary or reasonably requested by the Administrative Agent to cause the Administrative Agent to have a perfected security interest in such Collateral under applicable law.

(d) Each Grantor shall promptly give notice to the Administrative Agent of, and shall use commercially reasonable efforts to defend the Collateral against, and shall take such other action as may be necessary to remove, any Lien (except for Permitted Encumbrances), suit, action or proceeding that involves the Collateral or that could adversely affect in any material respect the Lien granted by it hereunder, and such Grantor shall use commercially reasonable efforts to defend the security interest and Lien created by this Agreement against the claims and demands of all persons whomsoever.

(e) This Section 6.02 and the obligations imposed on each Grantor by this Section 6.02 shall be interpreted as broadly as possible in favor of the Administrative Agent and the other Secured Parties in order to effectuate the purpose and intent of this Agreement.

(f) Notwithstanding anything to the contrary contained herein, no Grantor shall be required to (y) take any action in any jurisdiction (other than the United States of America, any state thereof and the District of Columbia) to perfect any security interest in any Collateral (including Equity Interests of Foreign Subsidiaries) or (z) perfect the security interest in the following other than by the filing of a UCC financing statement in such Debtor’s jurisdiction of organization: (1) Fixtures, except to the extent that the same are Equipment or are related to real property covered or intended by the Loan Documents to be covered by a Mortgage, (2) Goods other than Inventory or Equipment and (3) goods included in Collateral received by any Person from any Grantor for “sale or return” within the meaning of Section 2-326 of the Uniform Commercial Code of the applicable jurisdiction, to the extent of claims of creditors of such Person (clauses (y) and (z), collectively, the “Perfection Exceptions”).

Section 6.03 Maintenance of Records. Such Grantor will keep and maintain at its own cost and expense proper books of record and account, in which full, true and correct entries in conformity with GAAP consistently applied are made of all financial transactions and matters involving the assets and business of such Grantor in accordance with Section 6.09 of the Credit Agreement, including satisfactory and complete records of the Collateral and a record of all payments received and all credits granted with respect to the Accounts, in accordance with GAAP. For the Administrative Agent’s and the other Secured Parties’ further security, the Administrative Agent, for the ratable benefit of the Secured Parties, shall have a security interest in all of such Grantor’s books and records pertaining to the Collateral, and such Grantor shall make available any such books and records to the Administrative Agent or to its representatives during normal business hours in accordance with Section 6.10 of the Credit

Agreement and shall provide such clerical and other assistance as may be reasonably requested with regard thereto.

Section 6.04 Right of Inspection. The Administrative Agent and the other Secured Parties and their respective representatives and independent contractors shall upon reasonable prior notice, have access at reasonable times during normal business hours to all the books, correspondence and records of such Grantor, and the Administrative Agent and the other Secured Parties and their respective representatives may examine the same, take extracts therefrom, make photocopies thereof, and shall, upon reasonable prior notice, also have the right to enter into and upon any premises where any of the Collateral (including Inventory or Equipment) is located for the purpose of inspecting the same, observing its use or otherwise protecting its interests therein, in each case, in accordance with and subject to the limitations contained in Sections 6.10 of the Credit Agreement, and such Grantor agrees to render to the Administrative Agent and the other Secured Parties and their respective representatives, at such Grantor’s sole cost and expense, such clerical and other assistance as may be reasonably requested with regard to any of the foregoing.

Section 6.05 Further Identification of Collateral. Such Grantor will furnish to the Administrative Agent and the Secured Parties from time to time, at such Grantor’s sole cost and expense, statements and schedules further identifying and describing the Collateral and such other reports in connection with the Collateral as the Administrative Agent may reasonably request, all in reasonable detail.

Section 6.06 Changes in Locations, Name, etc. Such Grantor recognizes that financing statements pertaining to the Collateral have been or may be filed where such Grantor maintains any Collateral or is organized. Without limitation of any other covenant herein, such Grantor will not cause or permit any change (i) to be made to such Grantor’s name, identity or corporate, limited liability company or limited partnership structure; or (ii) to the identity of any warehouseman, common carrier, other third party transporter, bailee or any agent or processor in possession or control of any Collateral or (iii) to the location of such Grantor’s chief executive office or such Grantor’s jurisdiction of organization, unless such Grantor shall have first (A) notified the Administrative Agent of such change at least thirty (30) days prior to the effective date of such change (or such shorter time period agreed to in writing by the Administrative Agent), and (B) taken all action reasonably requested by the Administrative Agent or any other Secured Party for the purpose of maintaining the perfection and priority of the Administrative Agent’s security interests under this Agreement. In any notice furnished pursuant to this Section 6.06, such Grantor will expressly state in a conspicuous manner that the notice is required by this Agreement and contains facts that may require additional filings of financing statements or other notices for the purposes of continuing perfection of the Administrative Agent’s security interest in the Collateral.

Section 6.07 Limitations on Dispositions of Collateral. The Administrative Agent and the other Secured Parties do not authorize, and such Grantor agrees not to sell, transfer, lease or otherwise dispose of any of the Collateral, or attempt, offer or contract to do so, except to the extent permitted by the Credit Agreement.

Section 6.08 Pledged Securities.

(a) If such Grantor owns, holds or shall receive any stock certificate or other instrument (including, without limitation, any certificate or instrument representing a dividend or a distribution in connection with any reclassification, increase or reduction of capital or any certificate or instrument issued in connection with any reorganization), option or rights in respect of the Equity Interests of any Issuer or shall acquire any additional certificated Equity Interests of any Issuer other than Equity Interests that constitute Excluded Assets, whether in addition to, in substitution of, as a conversion

of, or in exchange for, any shares (or such other interests) of the Pledged Securities, or otherwise in respect thereof, such Grantor shall (i) accept the same as the agent of the Administrative Agent and the other Secured Parties, hold the same in trust for the Administrative Agent and the other Secured Parties and deliver the same forthwith to the Administrative Agent in the exact form received, duly indorsed by such Grantor to the Administrative Agent, if required, together with an undated stock power or other equivalent instrument of transfer reasonably acceptable to the Administrative Agent covering such certificate or instrument duly executed in blank by such Grantor, to be held by the Administrative Agent, subject to the terms hereof, as additional collateral security for the Obligations, and (ii) deliver a supplement (in form and substance reasonably satisfactory to the Administrative Agent) to this Agreement updating the Pledged Securities described on Schedule 2 hereto and (iii) take all such further actions as may be reasonably requested by the Administrative Agent, as to permit the Administrative Agent to be a “protected purchaser” to the extent of its security interest as provided in Section 8-303 of the UCC (if the Administrative Agent otherwise qualifies as a protected purchaser.

(b) In the case of each Grantor which is an Issuer, such Issuer agrees that (i) it will be bound by the terms of this Agreement relating to the Pledged Securities issued by it and will comply with such terms insofar as such terms are applicable to it, (ii) it will notify the Administrative Agent promptly in writing of the occurrence of any of the events described in Section 6.08(a) with respect to the Pledged Securities issued by it and (iii) the terms of Section 7.01(c) and Section 7.05 shall apply to it, mutatis mutandis, with respect to all actions that may be required of it pursuant to Section 7.01(c) or Section 7.05 with respect to the Pledged Securities issued by it. In the case of any Issuer that is not a Grantor hereunder, such Grantor shall promptly cause such Issuer to execute and deliver to the Administrative Agent an Acknowledgment and Consent in substantially the form of Annex II.

(c) Such Grantor shall furnish to the Administrative Agent such stock powers and other equivalent instruments of transfer as may be required by the Administrative Agent to assure the transferability of and the perfection of the security interest in the Pledged Securities when and as often as may be reasonably requested by the Administrative Agent.

(d) The Pledged Securities will at all times constitute not less than 100% of the Equity Interests of the Issuer thereof owned by any Grantor (except (i) in the case of any Subsidiary which is a first-tier CFC, in which case, the Pledged Securities will at all times constitute (A) not less than 65% of the total voting power of all outstanding Voting Stock of such Subsidiary and (B) 100% of the first-tier CFC’s Equity Interests not constituting Voting Stock or (ii) such Equity Interests otherwise constitute an Excluded Asset).

Section 6.09 Instruments and Tangible Chattel Paper. If any amount payable under or in connection with any of the Collateral shall be or become evidenced by any Instrument or Tangible Chattel Paper, such Instrument or Tangible Chattel Paper shall be delivered promptly to the Administrative Agent, duly endorsed in a manner reasonably satisfactory to the Administrative Agent, to be held as Collateral pursuant to this Agreement (provided that such Grantor shall not be required to deliver such Instrument or Tangible Chattel Paper to the Administrative Agent the extent the original principal amount thereof is equal to or less than $1,000,000).

Section 6.10 Limitations on Modifications, Waivers, Extensions of Agreements Giving Rise to Accounts. Such Grantor will not (a) amend, modify, terminate or waive any provision of any Chattel Paper, Instrument or any agreement giving rise to an Account or Payment Intangible in each case constituting Collateral, or (b) fail to exercise promptly and diligently each and every material right which it may have under any Chattel Paper, Instrument and each agreement giving rise to an Account or Payment Intangible (other than any right of termination), except in the case of (a) or

(b) where such action or the failure to do so, as the case may be, individually or in the aggregate, could not reasonably be expected to have a Material Adverse Effect.

Section 6.11 Patents, Trademarks, Copyrights.

(a) Such Grantor (either itself or through licensees) will, except with respect to any Trademark that such Grantor shall reasonably determine is of negligible economic value to it, (i) continue to use each Trademark to the extent necessary in order to maintain such Trademark in full force free from any claim of abandonment for non-use, (ii) maintain as in the past the quality of products and services offered under such Trademark, (iii) employ such Trademark with the appropriate notice of registration, (iv) not adopt or use any mark which is confusingly similar or a colorable imitation of such Trademark unless the Administrative Agent, for the ratable benefit of the Secured Parties, shall obtain a perfected security interest in such mark pursuant to this Agreement, and (v) not (and not permit any licensee or sublicensee thereof to) do any act or knowingly omit to do any act whereby any Trademark may become invalidated;

(b) Such Grantor will not , except within respect to any Patent that such Grantor shall reasonably determine is of negligible economic value to it, do any act, or omit to do any act, whereby any Patent may become abandoned or dedicated;

(c) Such Grantor (either itself or through its licensees) will, consistent with past practice, for each work covered by a Copyright that is material to the conduct of such Grantor’s business, continue to mark such work with appropriate copyright notices as necessary and sufficient to establish and preserve its rights under applicable copyright laws;

(d) Such Grantor will notify the Administrative Agent promptly if it knows, or has reason to know, that any application or registration relating to any material Patent, Trademark, or Copyright may become abandoned or dedicated, or of any adverse determination or development (including the institution of, or any such determination or development in, any proceeding in the United States Patent and Trademark Office, United States Copyright Office, or any court or tribunal in any country) regarding such Grantor’s ownership of any such Patent, Trademark, or Copyright or its right to register the same or to keep and maintain the same;

(e) Whenever a Grantor, either by itself or through any agent, employee, licensee or designee, shall file an application for the registration of any material Patent, Trademark, or Copyright with the United States Patent and Trademark Office or the United States Copyright Office other than United States intent-to-use trademark applications that constitute Excluded Assets, such Grantor shall report such filing to the Administrative Agent within five (5) Business Days after the last day of the fiscal quarter in which such filing occurs. Upon request of the Administrative Agent, such Grantor shall execute and deliver any and all agreements, instruments, documents, and papers as the Administrative Agent may reasonably request to evidence the Administrative Agent’s and the other Secured Parties’ security interest in any such Patent, Trademark, or Copyright and the goodwill and General Intangibles of such Grantor relating thereto or represented thereby, and such Grantor hereby constitutes the Administrative Agent its attorney-in-fact to execute and file all such writings for the foregoing purposes, all acts of such attorney being hereby ratified and confirmed; such power being coupled with an interest is irrevocable until the security interest of such Grantor is released in accordance with Section 10.16 hereof;

(f) Such Grantor will take all reasonable and necessary steps, including in any proceeding before the United States Patent and Trademark Office or the United States Copyright Office to maintain and pursue each application (and to obtain the relevant registration) and to maintain each

registration of the Patents, Trademarks, and Copyrights that are material to the business of such Grantor, including filing of applications for renewal, affidavits of use and affidavits of incontestability; and

(g) In the event that any material Patent, Trademark, or Copyright included in the Collateral is infringed, misappropriated or diluted by a third party shall, unless such Grantor shall reasonably determine that such Patent, Trademark, or Copyright is of negligible economic value to such Grantor which determination such Grantor shall promptly report to the Administrative Agent, such Grantor shall promptly notify the Administrative Agent after it learns thereof and promptly sue for infringement, misappropriation or dilution, to seek injunctive relief where appropriate and to recover any and all damages for such infringement, misappropriation or dilution, or take such other actions as such Grantor shall reasonably deem appropriate under the circumstances to protect such Patent, Trademark, or Copyright.

Section 6.12 Commercial Tort Claims. If such Grantor shall at any time hold or acquire a Commercial Tort Claim that satisfies the requirements of the following sentence, such Grantor shall, within thirty (30) days after such Commercial Tort Claim satisfies such requirements, notify the Administrative Agent and the other Secured Parties in a writing signed by such Grantor containing a brief description thereof, and granting to the Administrative Agent in such writing (for the ratable benefit of the Secured Parties) a security interest therein and in the Proceeds thereof, all upon the terms of this Agreement, with such writing to be in form and substance reasonably satisfactory to the Administrative Agent. The provisions of the preceding sentence shall apply only to a Commercial Tort Claim that satisfies the following requirements: (a) the monetary value claimed by or payable to the relevant Grantor in connection with such Commercial Tort Claim shall exceed $1,000,000, and (b) either (i) such Grantor shall have filed a lawsuit or counterclaim or otherwise commenced legal proceedings (including arbitration proceedings) against the Person against whom such Commercial Tort Claim is made, or (ii) such Grantor and the Person against whom such Commercial Tort Claim is asserted shall have entered into a settlement agreement with respect to such Commercial Tort Claim. In addition, to the extent that the existence of any Commercial Tort Claim held or acquired by any Grantor is disclosed by such Grantor in any public filing with the Securities Exchange Commission or any successor thereto or analogous Governmental Authority, or to the extent that the existence of any such Commercial Tort Claim is disclosed in any press release issued by any Grantor, then, upon the request of the Administrative Agent, the relevant Grantor shall, within thirty (30) days after such request is made, transmit to the Administrative Agent and the other Secured Parties a writing signed by such Grantor containing a brief description of such Commercial Tort Claim and granting to the Administrative Agent in such writing (for the benefit of the Secured Parties) a security interest therein and in the Proceeds thereof, all upon the terms of this Agreement, with such writing to be in form and substance reasonably satisfactory to the Administrative Agent.

ARTICLE VII
Remedial Provisions

Section 7.01 Pledged Securities.

(a) Unless an Event of Default shall have occurred and be continuing and the Administrative Agent shall have given notice to the relevant Grantor of the Administrative Agent’s intent to exercise its corresponding rights pursuant to Section 7.01(b), each Grantor shall be permitted to receive all cash dividends or distributions paid in respect of the Pledged Securities, to the extent permitted in the Credit Agreement, and to exercise all voting and corporate or other entity rights with respect to the Pledged Securities. Any sums paid upon or in respect of any Pledged Securities upon the liquidation or dissolution of any Issuer, any non-cash distribution of capital made on or in respect of any Pledged Securities or any property distributed upon or with respect to any Pledged Securities pursuant to the

recapitalization or reclassification of the capital of any Issuer or pursuant to the reorganization thereof shall, unless otherwise subject to a perfected security interest in favor of the Administrative Agent or except as otherwise permitted by the Credit Agreement, be delivered to the Administrative Agent to be held by it hereunder as additional collateral security for the Obligations. If any sum of money or property so paid or distributed in respect of any Pledged Securities shall be received by such Grantor, such Grantor shall hold such money or property in trust for the Administrative Agent for the benefit of the Secured Parties, segregated from other funds of such Grantor, as additional security for the Obligations.

(b) If an Event of Default shall occur and be continuing, then at any time in the Administrative Agent’s discretion without notice, (i) the Administrative Agent shall have the right to receive any and all cash dividends, payments, Property or other Proceeds paid in respect of the Pledged Securities and make application thereof to the Obligations in accordance with Section 8.03 of the Credit Agreement, and (ii) any or all of the Pledged Securities shall be registered in the name of the Administrative Agent or its nominee, and the Administrative Agent or its nominee may thereafter exercise (A) all voting, corporate and other rights pertaining to such Pledged Securities at any meeting of shareholders (or other equivalent body) of the relevant Issuer or Issuers or otherwise and (B) any and all rights of conversion, exchange and subscription and any other rights, privileges or options pertaining to such Pledged Securities as if it were the absolute owner thereof (including the right to exchange at its discretion any and all of the Pledged Securities upon the merger, amalgamation, consolidation, reorganization, recapitalization or other fundamental change in the organizational structure of any Issuer, or upon the exercise by any Grantor or the Administrative Agent of any right, privilege or option pertaining to such Pledged Securities, and in connection therewith, the right to deposit and deliver any and all of the Pledged Securities with any committee, depositary, transfer agent, registrar or other designated agency upon such terms and conditions as the Administrative Agent may determine), all without liability except to account for property actually received by it, but the Administrative Agent shall have no duty to any Grantor to exercise any such right, privilege or option and shall not be responsible for any failure to do so or delay in so doing.

(c) Each Grantor hereby authorizes and instructs each Issuer of any Pledged Securities pledged by such Grantor hereunder (and each Issuer party hereto hereby agrees) to (i) comply with any instruction received by it from the Administrative Agent in writing that (A) states that an Event of Default has occurred and is continuing and (B) is otherwise in accordance with the terms of this Agreement, without any other or further instructions from such Grantor, and each Grantor agrees that each Issuer shall be fully protected in so complying, and (ii) unless otherwise expressly permitted hereby, pay any dividends or other payments with respect to the Pledged Securities directly to the Administrative Agent.

(d) After the occurrence and during the continuation of an Event of Default, if the Issuer of any Pledged Securities is the subject of bankruptcy, insolvency, receivership, custodianship or other proceedings under the supervision of any Governmental Authority, then all rights of any Grantor in respect thereof to exercise the voting and other consensual rights which such Grantor would otherwise be entitled to exercise with respect to the Pledged Securities issued by such Issuer shall cease, and all such rights shall thereupon become vested in the Administrative Agent who shall thereupon have the sole right to exercise such voting and other consensual rights, but the Administrative Agent shall have no duty to exercise any such voting or other consensual rights and shall not be responsible for any failure to do so or delay in so doing.

(e) Each Grantor hereby authorizes each Issuer (and shall instruct each Issuer by separate instrument) to comply with any request received by it from the Administrative Agent in writing that states that an Event of Default has occurred and is continuing and that seeks to exercise or enforce any of the rights granted to the Administrative Agent pursuant to Section 7.01(b), (c), or (d) or Section

3.02. Each Grantor agrees that the foregoing authorization and instruction shall be sufficient to authorize the Administrative Agent’s exercise or enforcement of such rights, and that such Issuer shall not be required to investigate the accuracy of any request made by the Administrative Agent pursuant to this Section 7.01(e).

Section 7.02 Collections on Accounts, Etc. The Administrative Agent hereby authorizes each Grantor to collect upon the Accounts, Instruments, Chattel Paper and Payment Intangibles constituting Collateral; provided that, the Administrative Agent may curtail or terminate said authority at any time after the occurrence and during the continuance of an Event of Default. Upon the request of the Administrative Agent at any time after the occurrence and during the continuance of an Event of Default, each Grantor shall notify the Account Debtors that the applicable Accounts, Chattel Paper and Payment Intangibles have been assigned to the Administrative Agent for the ratable benefit of the Secured Parties and that payments in respect thereof shall be made directly to the Administrative Agent. The Administrative Agent may, upon the occurrence and during the continuance of an Event of Default, in its own name or in the name of others, communicate with the Account Debtors to verify with them to its satisfaction the existence, amount and terms of any Accounts, Chattel Paper or Payment Intangibles.

Section 7.03 Proceeds. If required by the Administrative Agent at any time after the occurrence and during the continuance of an Event of Default, any payments of Accounts, Instruments, Chattel Paper and Payment Intangibles, when collected or received by any Grantor, and any other cash or non-cash Proceeds received by any Grantor upon the sale or other disposition of any Collateral, shall be forthwith (and, in any event, within two (2) Business Days) deposited by such Grantor in the exact form received, duly indorsed by such Grantor to the Administrative Agent if required, in a special collateral account maintained by the Administrative Agent, subject to withdrawal by the Administrative Agent for the ratable benefit of the Secured Parties only, as hereinafter provided, and, until so turned over, shall be held by such Grantor in trust for the Administrative Agent for the ratable benefit of the Secured Parties, segregated from other funds of any such Grantor. Each deposit of any such Proceeds shall be accompanied by a report identifying in reasonable detail the nature and source of the payments included in the deposit. All Proceeds (including Proceeds constituting collections of Accounts, Chattel Paper or Instruments) while held by the Administrative Agent (or by any Grantor in trust for the Administrative Agent for the ratable benefit of the Secured Parties) shall continue to be collateral security for all of the Obligations and shall not constitute payment thereof until applied as hereinafter provided. At such intervals as may be agreed upon by such Grantor and the Administrative Agent, or, if an Event of Default shall have occurred and be continuing, at any time at the Administrative Agent’s election, the Administrative Agent shall apply all or any part of the funds on deposit in said special collateral account on account of the Obligations in such order as the Administrative Agent may elect, and any part of such funds which the Administrative Agent elects not so to apply and deems not required as collateral security for the Obligations shall be paid over from time to time by the Administrative Agent to such Grantor or to whomsoever may be lawfully entitled to receive the same.

Section 7.04 UCC and Other Remedies.

(a) If an Event of Default shall occur and be continuing, the Administrative Agent, on behalf of the Secured Parties, may exercise in its discretion, in addition to all other rights, remedies, powers and privileges granted to them in this Agreement, the other Loan Documents, any Secured Hedge Agreement, any Secured Cash Management Agreement and in any other instrument or agreement securing, evidencing or relating to the Obligations, all rights, remedies, powers and privileges of a secured party under the UCC (whether the UCC is in effect in the jurisdiction where such rights, remedies, powers or privileges are asserted) or any other applicable law or otherwise available at law or equity. Without limiting the generality of the foregoing, the Administrative Agent, without demand of performance or other demand, presentment, protest, advertisement or notice of any kind (except any

notice required by law) to or upon any Grantor or any other Person (all and each of which demands, defenses, advertisements and notices are hereby waived to the extent permitted by applicable law), may in such circumstances forthwith collect, receive, appropriate and realize upon the Collateral, or any part thereof, and/or may forthwith sell, lease, assign, give option or options to purchase, or otherwise dispose of and deliver the Collateral or any part thereof (or contract to do any of the foregoing), in one or more parcels at public or private sale or sales, at any exchange, broker’s board or office of the Administrative Agent or any other Secured Party or elsewhere upon such terms and conditions as it may deem advisable and at such prices as it may deem best, for cash or on credit or for future delivery without assumption of any credit risk. The Administrative Agent or any other Secured Party shall have the right upon any such public sale or sales, and, to the extent permitted by law, upon any such private sale or sales, to purchase the whole or any part of the Collateral so sold, free of any right or equity of redemption in any Grantor, which right or equity is hereby waived and released. If an Event of Default shall occur and be continuing, each Grantor further agrees, at the Administrative Agent’s request, to assemble the Collateral and make it available to the Administrative Agent at places which the Administrative Agent shall reasonably select, whether at such Grantor’s premises or elsewhere. Any such sale or transfer by the Administrative Agent either to itself or to any other Person shall be absolutely free from any claim of right by any Grantor, including any equity or right of redemption, stay or appraisal which any Grantor has or may have under any rule of law, regulation or statute now existing or hereafter adopted. Upon any such sale or transfer, the Administrative Agent shall have the right to deliver, assign and transfer to the purchaser or transferee thereof the Collateral so sold or transferred. The Administrative Agent shall apply the net proceeds of any action taken by it pursuant to this Section 7.04, after deducting all reasonable costs and expenses of every kind incurred in connection therewith or incidental to the care or safekeeping of any of the Collateral or in any way relating to the Collateral or the rights of the Administrative Agent and the other Secured Parties hereunder, including reasonable attorneys’ fees and disbursements, to the payment in whole or in part of the Obligations, in accordance with Section 8.03 of the Credit Agreement, and only after such application and after the payment by the Administrative Agent of any other amount required by any provision of law, including Section 9-615 of the UCC, need the Administrative Agent account for the surplus, if any, to any Grantor. To the extent permitted by applicable law, each Grantor waives all claims, damages and demands it may acquire against the Administrative Agent or any other Secured Party arising out of the exercise by them of any rights hereunder. If any notice of a proposed sale or other disposition of Collateral shall be required by law, such notice shall be deemed reasonable and proper if given at least ten (10) days before such sale or other disposition.

(b) In the event that the Administrative Agent elects not to sell the Collateral, the Administrative Agent retains its rights to dispose of or utilize the Collateral or any part or parts thereof in any manner authorized or permitted by law or in equity, and to apply the proceeds of the same towards payment of the Obligations. Each and every method of disposition of the Collateral described in this Agreement shall constitute a commercially reasonable disposition to the extent permitted by applicable law. The Administrative Agent may appoint any Person as agent to perform any act or acts necessary or incident to any sale or transfer of the Collateral.

Section 7.05 Standards of Exercising Rights and Remedies. To the extent that Laws impose duties on the Administrative Agent to exercise remedies in a commercially reasonable manner, each Grantor acknowledges and agrees, to the extent permitted by applicable law, that it is not commercially unreasonable for the Administrative Agent: (a) to fail to incur expenses reasonably deemed significant by the Administrative Agent to prepare Collateral for disposition; (b) to fail to obtain third party consents for access to Collateral to be disposed of, or to obtain or, if not required by other law, to fail to obtain third party consents for the collection or disposition of Collateral to be collected or disposed of; (c) to fail to remove Liens or encumbrances on or any adverse claims against Collateral; (d) to exercise collection remedies directly or through the use of collection agencies and other collection specialists; (e) to contact other Persons, whether or not in the same business as such Grantor, for

expressions of interest in acquiring all or any portion of the Collateral; (f) to disclaim disposition warranties; (g) to purchase insurance or credit enhancements to insure the Administrative Agent against risks of loss, collection or disposition of Collateral or to provide to the Administrative Agent a guaranty return from the collection or disposition of Collateral or (h) to the extent deemed appropriate by the Administrative Agent, to obtain the services of other brokers, investment bankers, consultants and other professionals to assist the Administrative Agent in the collection or disposition of any of the Collateral. Each Grantor acknowledges that the purpose of this Section 7.05 is to provide non-exhaustive indications of what actions or omissions by the Administrative Agent would fulfill the Administrative Agent’s duties under the UCC or other law or any other relevant jurisdiction in the Administrative Agent’s exercise of remedies against the Collateral and that other actions or omissions by the Administrative Agent shall not be deemed to fail to fulfill such duties solely on account of not being indicated in this Section 7.05. Without limitation upon the foregoing, nothing contained in this Section 7.05 shall be construed to grant any rights to each Grantor or to impose any duties on the Administrative Agent that would not have been granted or imposed by this Agreement or by any Law in the absence of this Section 7.05.

Section 7.06 Private Sales of Pledged Securities.

(a) Each Grantor acknowledges and agrees that the Administrative Agent may be unable to effect a public sale of any or all the Pledged Securities, by reason of certain prohibitions contained in the Securities Act and applicable state securities laws or otherwise, and may be compelled to resort to one or more private sales thereof to a restricted group of purchasers which will be obliged to agree, among other things, to acquire such securities for their own account for investment and not with a view to the distribution or resale thereof. Each Grantor acknowledges and agrees that any such private sale may result in prices and other terms less favorable than if such sale were a public sale and, notwithstanding such circumstances, agrees that, to the extent permitted by applicable law, any such private sale shall be deemed to have been made in a commercially reasonable manner. The Administrative Agent shall be under no obligation to delay a sale of any of the Pledged Securities for the period of time necessary to permit the Issuer thereof to register such securities for public sale under the Securities Act, or under applicable state securities laws, even if such Issuer would agree to do so. Each Grantor agrees to use commercially reasonable efforts to do or cause to be done all such other acts as may reasonably be necessary to make such sale or sales of all or any portion of the Pledged Securities pursuant to this Section 7.06 valid and binding and in compliance with any and all other applicable Law. Each Grantor further agrees that a breach of any of the covenants contained in this Section 7.06 will cause irreparable injury to the Administrative Agent and the other Secured Parties, that the Administrative Agent and the other Secured Parties have no adequate remedy at law in respect of such breach and, as a consequence, that each and every covenant contained in this Section 7.06 shall, to the extent permitted by applicable law, be specifically enforceable against such Grantor, and such Grantor hereby waives and agrees not to assert any defenses against an action for specific performance of such covenants. The Administrative Agent may appoint any Person as its agent to perform any act or acts necessary or incident to any sale or transfer of the Collateral.

Section 7.07 Waiver; Deficiency. To the extent permitted by applicable law, each Grantor waives, and agrees not to assert, all claims, damages and demands it may acquire against the Administrative Agent or any Secured Party arising out of the exercise by any of them of any rights hereunder, except to the extent arising solely from the gross negligence or willful misconduct of the Administrative Agent. Each Grantor shall remain liable for any deficiency if the proceeds of any sale or other disposition of the Collateral are insufficient to pay its Obligations and the fees and disbursements of any attorneys employed by the Administrative Agent or any other Secured Party to collect such deficiency.

Section 7.08 Non-Judicial Enforcement. The Administrative Agent may enforce its rights hereunder without prior judicial process or judicial hearing, and to the extent permitted by law, each Grantor expressly waives any and all legal rights which might otherwise require the Administrative Agent to enforce its rights by judicial process.

ARTICLE VIII
The Administrative Agent

Section 8.01 Administrative Agent’s Appointment as Attorney-in-Fact, Etc.

(a) Each Grantor hereby irrevocably constitutes and appoints the Administrative Agent and any officer or agent thereof, with full power of substitution, as its true and lawful attorney-in-fact with full irrevocable power and authority in the place and stead of such Grantor and in the name of such Grantor or in its own name, for the purpose of carrying out the terms of this Agreement, to take any and all reasonably appropriate action and to execute any and all documents and instruments which may be reasonably necessary or desirable to accomplish the purposes of this Agreement, and, without limiting the generality of the foregoing, each Grantor hereby gives the Administrative Agent the power and right, on behalf of such Grantor, without notice to or assent by such Grantor, to do any or all of the following:

(i) unless being disputed under Section 5.12 of the Credit Agreement, pay or discharge Taxes and Liens levied or placed on or threatened against the Collateral, effect any repairs or any insurance called for by the terms of this Agreement and pay all or any part of the premiums therefor and the costs thereof;

(ii) execute, in connection with any sale provided for in Section 7.04 or Section 7.06, any endorsements, assignments or other instruments of conveyance or transfer with respect to the Collateral; and

(iii) (A) direct any party liable for any payment under any of the Collateral to make payment of any and all moneys due or to become due thereunder directly to the Administrative Agent or as the Administrative Agent shall direct; (B) in the name of such Grantor or its own name, take possession of and indorse and collect any checks, drafts, notes, acceptances or other instruments for the payment of moneys due under any Account, Instrument, General Intangible, Chattel Paper or Payment Intangible or with respect to any other Collateral, and to file any claim or to take any other action or proceeding in any court of law or equity or otherwise deemed appropriate by the Administrative Agent for the purpose of collecting any and all such moneys due under any Account, Instrument or General Intangible or with respect to any other Collateral whenever payable; (C) ask or demand for, collect, and receive payment of and receipt for, any and all moneys, claims and other amounts due or to become due at any time in respect of or arising out of any Collateral; (D) sign and indorse any invoices, freight or express bills, bills of lading, storage or warehouse receipts, drafts against debtors, assignments, verifications, notices and other documents in connection with any of the Collateral; (E) receive, change the address for delivery, open and dispose of mail addressed to any Grantor, and to execute, assign and indorse negotiable and other instruments for the payment of money, documents of title or other evidences of payment, shipment or storage for any form of Collateral on behalf of and in the name of any Grantor; (F) commence and prosecute any suits, actions or proceedings at law or in equity in any court of competent jurisdiction to collect the Collateral or any portion thereof and to enforce any other right in respect of any Collateral; (G) defend any suit, action or proceeding brought against such Grantor with respect to any Collateral; (H) settle, compromise or adjust any such suit, action or proceeding and, in connection therewith, give such discharges or releases as the Administrative Agent may deem appropriate; (I) assign any Patent, Trademark, or Copyright (along with the goodwill of the business to which any such Trademark pertains), throughout the world for such term or terms, on such conditions,

and in such manner, as the Administrative Agent shall in its sole discretion determine; and (J) generally, sell, transfer, pledge and make any agreement with respect to or otherwise deal with any of the Collateral as fully and completely as though the Administrative Agent were the absolute owner thereof for all purposes, and do, at the Administrative Agent’s option and such Grantor’s expense, at any time, or from time to time, all acts and things which the Administrative Agent reasonably deems necessary to protect, preserve or realize upon the Collateral and the Administrative Agent’s and the other Secured Parties’ security interests therein and to effect the intent of this Agreement, all as fully and effectively as such Grantor might do.

(b) If any Grantor fails to perform or comply with any of its agreements contained herein within the applicable grace periods, the Administrative Agent, at its option, but without any obligation so to do, may perform or comply, or otherwise cause performance or compliance, with such agreement.

(c) The expenses of the Administrative Agent incurred in connection with actions undertaken as provided in this Section 8.01, together with interest thereon at the post-default rate specified in Section 2.07(b) of the Credit Agreement from the date of payment by the Administrative Agent to the date reimbursed by the relevant Grantor, shall be payable by such Grantor to the Administrative Agent on demand.

(d) Each Grantor hereby ratifies all that said attorneys shall lawfully do or cause to be done by virtue and in compliance hereof. All powers, authorizations and agencies contained in this Agreement are coupled with an interest and are irrevocable until this Agreement is terminated and the security interests created hereby are released.

Anything in Section 8.01(a) to the contrary notwithstanding, the Administrative Agent agrees that it will not exercise any rights under the power of attorney provided for in Section 8.01(a) unless an Event of Default shall have occurred and be continuing.

Section 8.02 Duty of Administrative Agent. The Administrative Agent’s sole duty with respect to the custody, safekeeping and physical preservation of the Collateral in its possession, under Section 9-207 of the UCC or otherwise, shall be to deal with it in the same manner as the Administrative Agent deals with similar property for its own account and shall be deemed to have exercised reasonable care in the custody and preservation of the Collateral in its possession if the Collateral is accorded treatment substantially equal to that which comparable secured parties accord comparable collateral. Neither the Administrative Agent, any other Secured Party nor any of their respective officers, directors, employees or agents shall be liable for failure to demand, collect or realize upon any of the Collateral or for any delay in doing so or shall be under any obligation to sell or otherwise dispose of any Collateral upon the request of any Grantor or any other Person or to take any other action whatsoever with regard to the Collateral or any part thereof. The powers conferred on the Administrative Agent and the other Secured Parties hereunder are solely to protect the Administrative Agent’s and the other Secured Parties’ interests in the Collateral and shall not impose any duty upon the Administrative Agent or any other Secured Party to exercise any such powers. The Administrative Agent and the other Secured Parties shall be accountable only for amounts that they actually receive as a result of the exercise of such powers, and neither they nor any of their officers, directors, employees or agents shall be responsible to any Grantor for any act or failure to act hereunder, except for their own gross negligence or willful misconduct. To the fullest extent permitted by applicable law, the Administrative Agent shall be under no duty whatsoever to make or give any presentment, notice of dishonor, protest, demand for performance, notice of non-performance, notice of intent to accelerate, notice of acceleration, or other notice or demand in connection with any Collateral or the Obligations, or to take any steps necessary to preserve any rights against any Grantor or other Person or ascertaining or taking action with

respect to calls, conversions, exchanges, maturities, tenders or other matters relative to any Collateral, whether or not it has or is deemed to have knowledge of such matters. Each Grantor, to the extent permitted by applicable law, waives any right of marshaling in respect of any and all Collateral, and waives any right to require the Administrative Agent or any other Secured Party to proceed against any Grantor or other Person, exhaust any Collateral or enforce any other remedy which the Administrative Agent or any other Secured Party now has or may hereafter have against each Grantor or other Person.

Section 8.03 Financing Statements. Pursuant to the UCC and any other applicable law, each Grantor irrevocably authorizes the Administrative Agent, its counsel or its representative, at any time and from time to time, to file or record financing statements, continuation statements, amendments thereto and other filing or recording documents or instruments with respect to the Collateral without the signature of such Grantor in such form and in such offices as the Administrative Agent reasonably determines appropriate to perfect the security interests of the Administrative Agent under this Agreement. Additionally, each Grantor authorizes the Administrative Agent, its counsel or its representative, at any time and from time to time, to file or record such financing statements that describe the collateral covered thereby as “all assets of the Debtor”, “all personal property of the Debtor”, in each case “whether now owned or hereafter acquired or arising” or words of similar effect.

Section 8.04 Authority of Administrative Agent. Each Grantor acknowledges that the rights and responsibilities of the Administrative Agent under this Agreement with respect to any action taken by the Administrative Agent or the exercise or non-exercise by the Administrative Agent of any option, voting right, request, judgment or other right or remedy provided for herein or resulting or arising out of this Agreement shall, as between the Administrative Agent and the other Secured Parties, be governed by the Credit Agreement and by such other agreements with respect thereto as may exist from time to time among them, but, as between the Administrative Agent and the Grantors, the Administrative Agent shall be conclusively presumed to be acting as agent for the Secured Parties with full and valid authority so to act or refrain from acting, and no Grantor shall be under any obligation, or entitlement, to make any inquiry respecting such authority.

ARTICLE IX
Subordination of Indebtedness

Section 9.01 Subordination of All Grantor Claims. As used herein, the term “Grantor Claims” shall mean all debts and obligations of the Borrower or any other Grantor, on the one hand, to any other Grantor on the other hand, whether such debts and obligations now exist or are hereafter incurred or arise, or whether the obligation of the debtor thereon be direct, contingent, primary, secondary, several, joint and several, or otherwise, and irrespective of whether such debts or obligations be evidenced by note, contract, open account, or otherwise, and irrespective of the Person or Persons in whose favor such debts or obligations may, at their inception, have been, or may hereafter be created, or the manner in which they have been or may hereafter be acquired. After and during the continuation of an Event of Default, no Grantor shall receive or collect, directly or indirectly, from any obligor in respect thereof any amount upon the Grantor Claims.

Section 9.02 Claims in Bankruptcy. In the event of receivership, bankruptcy, reorganization, arrangement, debtor’s relief or other insolvency proceedings involving any Grantor, the Administrative Agent on behalf of the Secured Parties shall have the right to prove their claim in any proceeding, so as to establish their rights hereunder and receive directly from the receiver, trustee or other court custodian, dividends and payments which would otherwise be payable upon Grantor Claims. Each Grantor hereby assigns such dividends and payments to the Administrative Agent for the benefit of the Secured Parties for application against the Obligations as provided under Section 8.03 of the Credit Agreement. Should the Administrative Agent or any other Secured Party receive, for application upon

the Obligations, any such dividend or payment which is otherwise payable to any Grantor, and which, as between such Grantors, shall constitute a credit upon the Grantor Claims, then upon payment in full of the Obligations, the intended recipient shall become subrogated to the rights of the Administrative Agent and the other Secured Parties to the extent that such payments to the Administrative Agent and the other Secured Parties on the Grantor Claims have contributed toward the liquidation of the Obligations, and such subrogation shall be with respect to that proportion of the Obligations which would have been unpaid if the Administrative Agent and the other Secured Parties had not received dividends or payments upon the Grantor Claims.

Section 9.03 Payments Held in Trust. In the event that, notwithstanding Section 9.01 and Section 9.02, any Grantor should receive any funds, payments, claims or distributions which are prohibited by such Sections, then it agrees: (a) to hold in trust for the Administrative Agent and the other Secured Parties an amount equal to the amount of all funds, payments, claims or distributions so received, and (b) that it shall have absolutely no dominion over the amount of such funds, payments, claims or distributions except to pay them promptly to the Administrative Agent, for the benefit of the Secured Parties; and each Grantor covenants promptly to pay the same to the Administrative Agent.

Section 9.04 Liens Subordinate. Each Grantor agrees that, until the Credit Agreement Termination, any Liens securing payment of the Grantor Claims shall be and remain inferior and subordinate to any Liens securing payment of the Obligations, regardless of whether such encumbrances in favor of such Grantor, the Administrative Agent or any other Secured Party presently exist or are hereafter created or attach. Without the prior written consent of the Administrative Agent, upon the occurrence and during the continuation of an Event of Default, no Grantor, during the period in which any of the Obligations are outstanding or any Commitments are in effect, shall (a) exercise or enforce any creditor’s right it may have against any debtor in respect of the Grantor Claims, or (b) foreclose, repossess, sequester or otherwise take steps or institute any action or proceeding (judicial or otherwise, including the commencement of or joinder in any liquidation, bankruptcy, rearrangement, debtor’s relief or insolvency proceeding) to enforce any Lien held by it.

Section 9.05 Notation of Records. Upon the request of the Administrative Agent, all promissory notes and all accounts receivable ledgers or other evidence of the Grantor Claims accepted by or held by any Grantor shall contain a specific written notice thereon that the indebtedness evidenced thereby is subordinated under the terms of this Agreement.

ARTICLE X
Miscellaneous

Section 10.01 Waiver. No failure on the part of the Administrative Agent or any other Secured Party to exercise and no delay in exercising, and no course of dealing with respect to, any right, remedy, power or privilege under any of the Loan Documents shall operate as a waiver thereof, nor shall any single or partial exercise of any right, power or privilege, or any abandonment or discontinuance of steps to enforce such right, remedy, power or privilege, under this Agreement or any of the other Loan Documents preclude any other or further exercise thereof or the exercise of any other right, remedy, power or privilege. The rights, remedies, powers and privileges provided herein are cumulative and not exclusive of any rights, remedies, powers and privileges provided by law. The exercise by the Administrative Agent of any one or more of the rights, powers and remedies herein shall not be construed as a waiver of any other rights, powers and remedies, including any rights of set-off.

Section 10.02 Notices. All notices and other communications provided for herein shall be given in the manner and subject to the terms of Section 10.02 of the Credit Agreement;

provided that any such notice, request or demand to or upon any Grantor shall be addressed to any such Grantor at its notice address set forth on Schedule 1.

Section 10.03 Payment of Expenses, Indemnities, Etc.

(a) Each Grantor agrees to pay or promptly reimburse the Administrative Agent for all reasonable out-of-pocket expenses incurred by the Administrative Agent and its Affiliates in connection with the preservation and perfection of the Lien of this Agreement to the extent the Borrower would be required to do so pursuant to Section 10.04 of the Credit Agreement.

(b) Each Grantor agrees to pay or promptly reimburse the Administrative Agent and each other Secured Party to the extent the Borrower would be required to do so pursuant to Section 10.04 of the Credit Agreement, for all out-of-pocket expenses (including all costs and expenses of holding, preparing for sale and selling, collecting or otherwise realizing upon the Collateral and all attorneys’ fees, legal expenses and court costs incurred by any Secured Party in connection with (i) the exercise of its respective rights and remedies hereunder against such Grantor or the Collateral, including any out-of-pocket expenses that may be incurred in any effort to enforce any of the provisions of this Agreement or any obligation of any Grantor in respect of the Collateral, (ii) any actual or attempted sale, lease, disposition, exchange, collection, compromise, settlement or other realization in respect of, or care of, the Collateral, including all such costs and expenses incurred in any bankruptcy, reorganization, workout or other similar proceeding, or (iii) collecting against such Guarantor under the Guaranty or otherwise enforcing or preserving any rights under this Agreement and the other Loan Documents to which such Grantor is a party.

(c) Each Grantor agrees to pay, and to save the Administrative Agent and the other Secured Parties harmless from, any and all liabilities, obligations, losses, damages, penalties, actions, judgments, suits, costs, expenses or disbursements of any kind or nature whatsoever (including court costs and attorneys’ fees, any and all liabilities with respect to, or resulting from any delay in paying, any and all stamp, excise, sales or other taxes which may be payable or determined to be payable with respect to any of the Collateral or in connection with any of the transactions contemplated by this Agreement) incurred because of, incident to, or with respect to, the Collateral (including any exercise of rights or remedies in connection therewith) or the execution, delivery, enforcement, performance and administration of this Agreement, to the extent the Borrower would be required to do so pursuant to Section 10.04 of the Credit Agreement. All amounts for which any Grantor is liable pursuant to this Section 10.03 shall be due and payable by such Grantor to the Secured Parties upon demand.

Section 10.04 Amendments in Writing. None of the terms or provisions of this Agreement may be waived, amended, supplemented or otherwise modified except in accordance with Section 10.01 of the Credit Agreement.

Section 10.05 Successors and Assigns. This Agreement shall be binding upon the successors and assigns of each Grantor and shall inure to the benefit of the Administrative Agent and the other Secured Parties and their successors and assigns; provided, that except as permitted by the Credit Agreement, no Grantor may assign, transfer or delegate any of its rights or obligations under this Agreement without the prior written consent of the Administrative Agent and the Lenders, and any such purported assignment, transfer or delegation shall be null and void.

Section 10.06 Third Party Beneficiaries. Each Grantor acknowledges that each Secured Party is an express third party beneficiary of this Agreement, and that this Agreement shall be and inure for the benefit of each Secured Party, and its respective permitted successors and assigns. In furtherance of, and not in limitation of, the preceding sentence, provisions herein that provide the

Administrative Agent with rights and remedies shall not be deemed to exclude any other applicable Secured Parties from exercising such rights and remedies in the event that the Administrative Agent fails to exercise such rights and remedies.

Section 10.07 Invalidity. In the event that any one or more of the provisions contained in this Agreement or in any of the Loan Documents to which a Grantor is a party shall, for any reason, be held invalid, illegal or unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective to the extent of such invalidity, illegality or unenforceability without affecting the validity, legality and enforceability of the remaining provisions hereof or thereof; and the invalidity of a particular provision in a particular jurisdiction shall not invalidate such provision in any other jurisdiction.

Section 10.08 Counterparts. This Agreement may be executed in any number of counterparts, all of which taken together shall constitute one and the same instrument and any of the parties hereto may execute this Agreement by signing any such counterpart. Delivery of an executed counterpart of a signature page of this Agreement by facsimile or other electronic transmission shall be effective as delivery of a manually executed counterpart of this Agreement.

Section 10.09 Survival. The obligations of the parties under Section 10.03 shall survive the repayment of the Loans and the termination of the Letters of Credit, Secured Hedge Agreements, Secured Cash Management Agreements, Credit Agreement, and aggregate Committed Amounts. To the extent that any payments on the Obligations or proceeds of any Collateral are subsequently invalidated, declared to be fraudulent or preferential, set aside or required to be repaid to a trustee, debtor in possession, receiver or other Person under any bankruptcy law, common law or equitable cause, then to such extent, the Obligations so satisfied shall be revived and continue as if such payment or proceeds had not been received and the Administrative Agent’s and the other Secured Parties’ Liens, security interests, rights, powers and remedies under this Agreement and each Collateral Document shall continue in full force and effect. In such event, each Collateral Document shall be automatically reinstated and each Grantor shall take such action as may be reasonably requested by the Administrative Agent and the other Secured Parties to effect such reinstatement.

Section 10.10 Captions. Captions and section headings appearing herein are included solely for convenience of reference and are not intended to affect the interpretation of any provision of this Agreement.

Section 10.11 No Oral Agreements. The Loan Documents embody the entire agreement and understanding between the parties and supersede all other agreements and understandings between such parties relating to the subject matter hereof and thereof. The Loan Documents represent the final agreements among the parties and may not be contradicted by evidence of prior, contemporaneous or subsequent oral agreements of the parties. There are no unwritten oral agreements among the parties.

Section 10.12 Governing Law; Submission to Jurisdiction.

(a) THIS AGREEMENT AND THE OTHER LOAN DOCUMENTS SHALL BE GOVERNED BY, AND CONSTRUED IN ACCORDANCE WITH, THE LAWS OF THE STATE OF NEW YORK.

(b) ANY LEGAL ACTION OR PROCEEDING WITH RESPECT TO THE LOAN DOCUMENTS SHALL BE BROUGHT IN THE COURTS OF THE STATE OF NEW YORK OR OF THE UNITED STATES OF AMERICA FOR THE SOUTHERN DISTRICT OF NEW YORK, AND, BY EXECUTION AND DELIVERY OF THIS AGREEMENT, EACH PARTY HEREBY ACCEPTS FOR ITSELF AND (TO THE EXTENT PERMITTED BY LAW) IN RESPECT OF ITS PROPERTY,

GENERALLY AND UNCONDITIONALLY, THE JURISDICTION OF THE AFORESAID COURTS. EACH PARTY HEREBY IRREVOCABLY WAIVES ANY OBJECTION, INCLUDING, WITHOUT LIMITATION, ANY OBJECTION TO THE LAYING OF VENUE OR BASED ON THE GROUNDS OF FORUM NON CONVENIENS, WHICH IT MAY NOW OR HEREAFTER HAVE TO THE BRINGING OF ANY SUCH ACTION OR PROCEEDING IN SUCH RESPECTIVE JURISDICTIONS. THIS SUBMISSION TO JURISDICTION IS NON-EXCLUSIVE AND DOES NOT PRECLUDE A PARTY FROM OBTAINING JURISDICTION OVER ANOTHER PARTY IN ANY COURT OTHERWISE HAVING JURISDICTION.

(c) EACH PARTY IRREVOCABLY CONSENTS TO THE SERVICE OF PROCESS OF ANY OF THE AFOREMENTIONED COURTS IN ANY SUCH ACTION OR PROCEEDING BY THE MAILING OF COPIES THEREOF BY REGISTERED OR CERTIFIED MAIL, POSTAGE PREPAID, TO IT AT THE ADDRESS SPECIFIED IN SECTION 10.02 OR SUCH OTHER ADDRESS AS IS SPECIFIED PURSUANT TO SECTION 10.02 (OR ITS ASSIGNMENT AND ASSUMPTION), SUCH SERVICE TO BECOME EFFECTIVE THIRTY (30) DAYS AFTER SUCH COPIES ARE DEPOSITED IN THE MAIL. NOTHING HEREIN SHALL AFFECT THE RIGHT OF A PARTY OR ANY HOLDER OF A NOTE TO SERVE PROCESS IN ANY OTHER MANNER PERMITTED BY LAW OR TO COMMENCE LEGAL PROCEEDINGS OR OTHERWISE PROCEED AGAINST ANOTHER PARTY IN ANY OTHER JURISDICTION.

(d) EACH PARTY HEREBY (i) IRREVOCABLY AND UNCONDITIONALLY WAIVES, TO THE FULLEST EXTENT PERMITTED BY LAW, TRIAL BY JURY IN ANY LEGAL ACTION OR PROCEEDING RELATING TO THIS AGREEMENT OR ANY OTHER LOAN DOCUMENT AND FOR ANY COUNTERCLAIM THEREIN; (ii) IRREVOCABLY WAIVES, TO THE MAXIMUM EXTENT NOT PROHIBITED BY LAW, ANY RIGHT IT MAY HAVE TO CLAIM OR RECOVER IN ANY SUCH LITIGATION ANY SPECIAL, EXEMPLARY, PUNITIVE OR CONSEQUENTIAL DAMAGES, OR DAMAGES OTHER THAN, OR IN ADDITION TO, ACTUAL DAMAGES; (iii) CERTIFIES THAT NO PARTY HERETO NOR ANY REPRESENTATIVE OR AGENT OF COUNSEL FOR ANY PARTY HERETO HAS REPRESENTED, EXPRESSLY OR OTHERWISE, OR IMPLIED THAT SUCH PARTY WOULD NOT, IN THE EVENT OF LITIGATION, SEEK TO ENFORCE THE FOREGOING WAIVERS, AND (iv) ACKNOWLEDGES THAT IT HAS BEEN INDUCED TO ENTER INTO THIS AGREEMENT, THE LOAN DOCUMENTS AND THE TRANSACTIONS CONTEMPLATED HEREBY AND THEREBY BY, AMONG OTHER THINGS, THE MUTUAL WAIVERS AND CERTIFICATIONS CONTAINED IN THIS SECTION 10.12.

Section 10.13 Acknowledgments.

(a) Each Grantor hereby agrees and acknowledges that:

(i) each Lender and its respective Affiliates (collectively, solely for purposes of this Section 10.13, the “Lenders”) may have economic interests that conflict with those of the Grantor;

(ii) the transactions with the Lenders contemplated by the Loan Documents, the Secured Hedge Agreements and the Secured Cash Management Agreements are arm’s-length commercial transactions between the Lenders, on the one hand, and the applicable Grantors, on the other;

(iii) it has been advised by counsel in the negotiation, execution and delivery of this Agreement and the other Loan Documents to which it is a party;

(iv) nothing in any Loan Document, any Secured Hedge Agreement or any Secured Cash Management Agreement will be deemed to create an advisory, fiduciary or agency relationship between the Lenders and the Grantors, their partners or their Affiliates;

(v) in connection with the transactions contemplated by the Loan Documents and with the process leading to such transactions each Lender is acting solely as a principal and not the agent or fiduciary of any Borrower Party, or of any Borrower Party’s management, partners, creditors or other Affiliates;

(vi) no Lender has assumed a fiduciary responsibility in favor of any Grantor with respect to the transactions with Lenders contemplated by the Loan Documents, any Secured Hedge Agreement or any Secured Cash Management Agreement or the process leading thereto (irrespective of whether any Lender or any of its Affiliates has advised or is currently advising any Borrower Party on other matters);

(vii) such Person has consulted its own legal and financial advisors to the extent it deemed appropriate;

(viii) it is responsible for making its own independent judgment with respect to such transactions and the process leading thereto; and

(ix) it will not claim that any Lender owes a fiduciary duty to such Person in connection with the Loan Documents, any Secured Hedge Agreement or any Secured Cash Management Agreement or the process leading thereto.

(b) EACH OF THE PARTIES HERETO SPECIFICALLY AGREES THAT IT HAS A DUTY TO READ THIS AGREEMENT AND THE OTHER LOAN DOCUMENTS AND AGREES THAT IT IS CHARGED WITH NOTICE AND KNOWLEDGE OF THE TERMS OF THIS AGREEMENT AND THE OTHER LOAN DOCUMENTS; THAT IT HAS IN FACT READ THIS AGREEMENT AND IS FULLY INFORMED AND HAS FULL NOTICE AND KNOWLEDGE OF THE TERMS, CONDITIONS AND EFFECTS OF THIS AGREEMENT; THAT IT HAS BEEN REPRESENTED BY INDEPENDENT LEGAL COUNSEL OF ITS CHOICE THROUGHOUT THE NEGOTIATIONS PRECEDING ITS EXECUTION OF THIS AGREEMENT AND THE OTHER LOAN DOCUMENTS; AND HAS RECEIVED THE ADVICE OF ITS ATTORNEY IN ENTERING INTO THIS AGREEMENT AND THE OTHER LOAN DOCUMENTS; AND THAT IT RECOGNIZES THAT CERTAIN OF THE TERMS OF THIS AGREEMENT AND THE OTHER LOAN DOCUMENTS RESULT IN ONE PARTY ASSUMING THE LIABILITY INHERENT IN SOME ASPECTS OF THE TRANSACTION AND RELIEVING THE OTHER PARTY OF ITS RESPONSIBILITY FOR SUCH LIABILITY. EACH PARTY HERETO AGREES AND COVENANTS THAT IT WILL NOT CONTEST THE VALIDITY OR ENFORCEABILITY OF ANY EXCULPATORY PROVISION OF THIS AGREEMENT AND THE OTHER LOAN DOCUMENTS ON THE BASIS THAT THE PARTY HAD NO NOTICE OR KNOWLEDGE OF SUCH PROVISION OR THAT THE PROVISION IS NOT “CONSPICUOUS.”

(c) Each Grantor warrants and agrees that each of the waivers and consents set forth in this Agreement are made voluntarily and unconditionally after consultation with outside legal counsel and with full knowledge of their significance and consequences, with the understanding that events giving rise to any defense or right waived may diminish, destroy or otherwise adversely affect rights which such Grantor otherwise may have against the Borrower, any other Grantor, the Secured Parties or any other Person or against any collateral. If, notwithstanding the intent of the parties that the terms of this

Agreement shall control in any and all circumstances, any such waivers or consents are determined to be unenforceable under applicable law, such waivers and consents shall be effective to the maximum extent permitted by law.

Section 10.14 Additional Grantors. Each Subsidiary of the Borrower that is required to become a party to this Agreement pursuant to Section 6.12 of the Credit Agreement and is not a signatory hereto shall become a Guarantor (and therefore a Grantor) for all purposes of this Agreement upon execution and delivery by such Subsidiary of a Joinder Agreement in the form of Annex I hereto.

Section 10.15 Set-Off. Each Grantor agrees that, in addition to (and without limitation of) any right of set-off, bankers’ lien or counterclaim a Secured Party may otherwise have, each Secured Party shall have the right and be entitled upon the occurrence and during the continuation of an Event of Default (after consultation with the Administrative Agent), at its option, to offset (a) balances held by it or by any of its Affiliates for account of any Grantor or any Subsidiary at any of its offices, in dollars or in any other currency, and (b) other obligations at any time owing by such Secured Party in connection with any Obligations to or for the credit or account of any Grantor or any Subsidiary, against any principal of or interest on any of such Secured Party’s Loans, or any other amount due and payable to such Secured Party hereunder, which is not paid when due (regardless of whether such balances are then due to such Person), in which case it shall promptly notify the Borrower and the Administrative Agent thereof, provided that such Secured Party’s failure to give such notice shall not affect the validity thereof.

Section 10.16 Releases.

(a) Release Upon Payment in Full. Subject to Section 10.09, paragraphs (b) and (c) of this Section 10.16 and Section 10.17, the grant of a security interest hereunder and all other obligations of the Grantors hereunder and all of rights, powers and remedies in connection herewith shall remain in full force and effect until the Administrative Agent has executed a written release or termination statement. Upon the Credit Agreement Termination, the Administrative Agent, at the written request and expense of the Borrower, will promptly execute a written release or termination statement and release, reassign and transfer the Collateral to the Grantors and declare this Agreement to be of no further force or effect.

(b) Further Assurances. If any of the Collateral shall be sold, transferred or otherwise disposed of by any Grantor (other than any sale, transfer or disposition to another Grantor) in a transaction permitted by the Credit Agreement, then the Administrative Agent, at the request and sole expense of such Grantor, shall promptly (but in any event within ten (10) Business Days of receipt by the Administrative Agent of a written notice from a Borrower Party with respect to such disposition) execute and deliver to such Grantor all releases or other documents reasonably necessary or desirable for the release of the Liens created hereby on such Collateral. At the request and sole expense of the Borrower, any Grantor (other than the Borrower) shall be released from its obligations hereunder in the event that all the Equity Interests of such Grantor shall be sold, transferred or otherwise disposed of (other than to another Grantor) in a transaction permitted by the Credit Agreement or such Grantor is designated as an Unrestricted Subsidiary in accordance with the Credit Agreement; provided, that in the case of a disposition of Equity Interests, the Borrower shall have delivered to the Administrative Agent, at least ten (10) Business Days prior to the date of the proposed release, a written request for release identifying the relevant Grantor and the terms of the sale or other disposition in reasonable detail, including the price thereof and any expenses in connection therewith, together with a certification by the Borrower stating that such transaction is in compliance with the Credit Agreement and the other Loan Documents.

(c) Retention in Satisfaction. Except as may be expressly applicable pursuant to Section 9-620 of the UCC, no action taken or omission to act by the Administrative Agent or the other

Secured Parties hereunder, including any exercise of voting or consensual rights or any other action taken or inaction, shall be deemed to constitute a retention of the Collateral in satisfaction of the Obligations or otherwise to be in full satisfaction of the Obligations, and the Obligations shall remain in full force and effect, until the Administrative Agent and the other Secured Parties shall have applied payments (including collections from Collateral) towards the Obligations in the full amount then outstanding or until such subsequent time as is provided in Section 10.16(a).

Section 10.17 Reinstatement; Fraudulent Transfers.

(a) The obligations of each Grantor under this Agreement (including with respect to the Guaranty and the provision of Collateral herein) shall continue to be effective, or be reinstated, as the case may be, if at any time payment, or any part thereof, of any of the Obligations is rescinded, is declared to be fraudulent or preferential or must otherwise be restored or returned by the Administrative Agent or any other Secured Party upon the insolvency, bankruptcy, dissolution, liquidation or reorganization of the Borrower or any Grantor, or upon or as a result of the appointment of a receiver, intervenor or conservator of, or trustee or similar officer for, the Borrower or any Grantor or any substantial part of its property, or otherwise, all as though such payments had not been made. In such event, each Collateral Document shall be automatically reinstated and each Grantor shall take such actions as may be reasonably requested by the Administrative Agent or any other Secured Party to effect such reinstatement.

(b) Each Grantor, and by its acceptance of this Agreement and the rights hereunder or benefits hereof, the Administrative Agent and each other Secured Party, hereby agrees and confirms that (i) it is the intention of all such Persons that this Agreement and the obligations of each Guarantor under the Guaranty and the Loan Documents not constitute a fraudulent transfer or conveyance for purposes of any Bankruptcy Proceeding (as defined below), the Uniform Fraudulent Conveyance Act (as adopted by any applicable state), the Uniform Fraudulent Transfer Act (as adopted by any applicable state) or any similar Law to the extent applicable to this Agreement and the obligations of each Guarantor under the Guaranty and the Loan Documents and (ii) the aggregate liability of the Guarantor under the Guaranty and the Loan Documents and under the other Loan Documents at any time (but after giving effect to the right of contribution described in Section 4.02) shall not exceed the maximum amount (as to each Grantor, its “Maximum Liability”), (A) that will result in the aggregate obligations of each Grantor under the Guaranty and the Loan Documents not constituting a fraudulent transfer or conveyance under any Bankruptcy Proceeding or any of the other aforementioned acts and laws or (B) which can be secured by each Grantor under any other applicable Law relating to the insolvency of debtors. For purposes hereof, “Bankruptcy Proceeding” with respect to any Person, means (i) any proceeding that shall be instituted or consented to by such Person seeking to adjudicate it a bankrupt or insolvent, or seeking liquidation, winding up, reorganization, arrangement, adjustment, protection, relief, or composition of it or its debts under any law relating to bankruptcy, insolvency or reorganization or relief of debtors, or seeking the entry of an order for relief or the appointment of a receiver, trustee, or other similar official for it or for any substantial part of its property, (ii) any such proceeding shall have been instituted against such Person and either such proceeding shall not be stayed or dismissed for sixty (60) consecutive days or any of the actions referred to above sought in such proceeding (including the entry of an order for relief against it or the appointment of a receiver, trustee, custodian or other similar official for it or any substantial part of its property) shall occur, or (iii) any proceeding of the type referred to in the Bankruptcy Code, or any similar foreign, federal or state law for the relief of debtors.

(c) Each Grantor agrees to the extent permitted by applicable law that the Obligations may at any time and from time to time exceed the Maximum Liability of such Grantor hereunder without impairing the grant of a security interest in the Collateral hereunder or affecting the rights and remedies of each Grantor or any Secured Party hereunder.

Section 10.18 Acceptance. Each Grantor hereby expressly waives notice of acceptance of this Agreement, acceptance on the part of the Administrative Agent and the other Secured Parties being conclusively presumed by their request for this Agreement and delivery of the same to the Administrative Agent.

[Signature Pages Follow]

IN WITNESS WHEREOF, each of the undersigned has caused this Agreement to be duly executed and delivered as of the date first above written.

BORROWER AND GRANTOR:

	ANTERO MIDSTREAM PARTNERS LP


	By:
		Name:
		Title:


	ANTERO RESOURCES MIDSTREAM OPERATING LLC


	By:
		Name:
		Title:

Signature Page to
Guaranty and Collateral Agreement

	Acknowledged and Agreed to as
	of the date hereof by:

ADMINISTRATIVE AGENT:	WELLS FARGO BANK, NATIONAL ASSOCIATION, as Administrative Agent


	By:
		Name:
		Title:

Signature Page to
Guaranty and Collateral Agreement

Schedule 1
Guaranty and Collateral Agreement

NOTICE ADDRESSES

Grantor		Address

[ ]		[ ]

Schedule 1

Guaranty and Collateral Agreement

Schedule 2
Guaranty and Collateral Agreement

DESCRIPTION OF PLEDGED SECURITIES

Issuer	Holder	Percent of Ownership	Certificate No.	Number of Shares

[ ]	[ ]	[ ]	[ ]	[ ]

Schedule 2

Guaranty and Collateral Agreement

Schedule 3
Guaranty and Collateral Agreement

FILINGS AND OTHER REQUIRED ACTIONS
TO PERFECT SECURITY INTEREST

Filings

Grantor	State ID#	Jurisdiction of Organization	Filing Type	Filing Jurisdiction

[ ]	[ ]	[ ]	[ ]	[ ]
[ ]	[ ]	[ ]	[ ]	[ ]

Other Required Actions

[ ].

Schedule 3

Guaranty and Collateral Agreement

Schedule 4
Guaranty and Collateral Agreement

LEGAL NAME, LOCATION OF JURISDICTION OF ORGANIZATION, ORGANIZATIONAL IDENTIFICATION NUMBER, TAXPAYER IDENTIFICATION NUMBER AND CHIEF EXECUTIVE OFFICE

Grantor	State ID#	Taxpayer ID#	Jurisdiction of Organization	Location of Chief Executive Office

[ ]	[ ]	[ ]	[ ]	[ ]

Schedule 4

Guaranty and Collateral Agreement

Schedule 5
Guaranty and Collateral Agreement

PRIOR NAMES AND PRIOR CHIEF EXECUTIVE OFFICES

Grantor	Prior Names and Trade Names	Jurisdiction Used

[ ]	[ ]	[ ]

Schedule 5

Guaranty and Collateral Agreement

Schedule 6
Guaranty and Collateral Agreement

PATENTS, PATENT APPLICATIONS AND PATENT LICENSES

Schedule 6

Guaranty and Collateral Agreement

Schedule 7
Guaranty and Collateral Agreement

TRADEMARKS, TRADEMARK APPLICATIONS AND TRADEMARK LICENSES

Owner	Trademark	Application No.	Application Date	Reg. No.	Reg. Date

Schedule 7

Guaranty and Collateral Agreement

Schedule 8
Guaranty and Collateral Agreement

COPYRIGHTS AND COPYRIGHT LICENSES

Owner	Title	Copyright No.

Schedule 8

Guaranty and Collateral Agreement

Schedule 9
Guaranty and Collateral Agreement

DEPOSIT ACCOUNTS AND SECURITIES ACCOUNTS

Grantor	Type of Account	Account Number	Name & Address of Financial Institutions	Excluded Bank Account?
[ ]	[ ]	[ ]	[ ]	[ ]
[ ]	[ ]	[ ]	[ ]	[ ]
[ ]	[ ]	[ ]	[ ]	[ ]

Schedule 9

Guaranty and Collateral Agreement

Annex I

Joinder Agreement

JOINDER AGREEMENT, dated as of , 20 , made by , a (the “Additional Grantor”), in favor of Wells Fargo Bank, National Association, as Administrative Agent (in such capacity, the “Administrative Agent”) for the Secured Parties as defined in the Credit Agreement referred to below. All capitalized terms not defined herein shall have the meaning ascribed to them in such Credit Agreement.

W I T N E S S E T H:

WHEREAS, Antero Midstream Partners LP (the “Borrower”), the financial institutions from time to time party thereto (the “Lenders”), and the Administrative Agent, have entered into a Credit Agreement, dated as of [ ], 2014 (as amended, supplemented or otherwise modified from time to time, the “Credit Agreement”);

WHEREAS, in connection with the Credit Agreement, the Borrower and certain of the Borrower’s Subsidiaries have entered into the Guaranty and Collateral Agreement, dated as of [ ], 2014 (as amended, supplemented or otherwise modified from time to time, the “Guaranty and Collateral Agreement”) in favor of the Administrative Agent for the benefit of the Secured Parties;

WHEREAS, the Credit Agreement requires the Additional Grantor to become a party to the Guaranty and Collateral Agreement; and

WHEREAS, the Additional Grantor has agreed to execute and deliver this Joinder Agreement in order to become a party to the Guaranty and Collateral Agreement;

NOW, THEREFORE, IT IS AGREED:

1. Guaranty and Collateral Agreement. By executing and delivering this Joinder Agreement, the Additional Grantor, as provided in Section 10.14 of the Guaranty and Collateral Agreement, hereby becomes a party to the Guaranty and Collateral Agreement as a Grantor (and therefore a Guarantor) thereunder with the same force and effect as if originally named therein as a Grantor and, without limiting the generality of the foregoing, hereby (a) gives the Guaranty provided for therein, (b) expressly assumes all obligations and liabilities of a Grantor and Guarantor thereunder and (c) expressly grants to the Administrative Agent, as and to the extent set forth in the Guaranty and Collateral Agreement, for the ratable benefit of the Secured Parties, a security interest in all Collateral owned by such Additional Grantor to secure all of the Obligations. The information set forth in Annex 1-A hereto is hereby added to the information set forth in Schedules 1 through 9 to the Guaranty and Collateral Agreement. The Additional Grantor hereby represents and warrants that each of the representations and warranties contained in Article V of the Guaranty and Collateral Agreement is true and correct in all material respects (except that any such representations and warranties that are qualified by materiality shall be true and correct in all respects) on and as the date hereof (after giving effect to this Joinder Agreement) as if made on and as of such date.

2. Governing Law. THIS JOINDER AGREEMENT SHALL BE GOVERNED BY, AND CONSTRUED AND INTERPRETED IN ACCORDANCE WITH, THE LAW OF THE STATE OF NEW YORK.

Annex I - 1

Guaranty and Collateral Agreement

3. Miscellaneous. This Joinder Agreement is a Loan Document executed in connection with the Credit Agreement. Delivery of an executed counterpart of a signature page of this Joinder Agreement by facsimile or other electronic transmission shall be effective as delivery of a manually executed counterpart of this Joinder Agreement.

IN WITNESS WHEREOF, the undersigned has caused this Joinder Agreement to be duly executed and delivered as of the date first above written.

	*[ADDITIONAL GRANTOR]*


	By:
	Name:
	Title:

Annex I - 2

Guaranty and Collateral Agreement

Annex II

[Form of]

Issuer’s Acknowledgment

The undersigned hereby (i) acknowledges receipt of a copy of that certain Guaranty and Collateral Agreement, dated as of [ ], 2014 (as amended, supplemented or otherwise modified from time to time, the “Guaranty and Collateral Agreement”; capitalized terms used but not otherwise defined herein shall have the meanings assigned to such terms in the Guaranty and Security Agreement), made by Antero Midstream Partners LP (the “Borrower”) and certain of the Borrower’s Subsidiaries in favor of the Wells Fargo Bank, National Association, as Administrative Agent (in such capacity, the “Administrative Agent”) for the benefit of the Secured Parties, (ii) agrees promptly to note on its books the security interests granted to the Administrative Agent and confirmed under the Guaranty and Collateral Agreement, (iii) agrees that it will comply with instructions of the Administrative Agent with respect to the applicable Pledged Securities (including all Equity Interests of the undersigned) without further consent by the applicable Grantor, (iv) agrees to notify the Administrative Agent upon obtaining knowledge of any interest in favor of any person in the applicable Pledged Securities that is adverse to the interest of the Administrative Agent therein and (v) waives any right or requirement at any time hereafter to receive a copy of the Guaranty and Collateral Agreement in connection with (a) the registration of any Pledged Securities thereunder in the name of the Administrative Agent or its nominee or (b) the exercise of voting rights by the Administrative Agent or its nominee.

	*[ISSUER]*


	By:
	Name:
	Title:

Annex II - 1

Guaranty and Collateral Agreement

EXHIBIT G-1

FORM OF U.S. TAX CERTIFICATE (FOR FOREIGN LENDERS THAT ARE NOT PARTNERSHIPS FOR U.S. FEDERAL INCOME TAX PURPOSES)

Pursuant to the provisions of Section 3.01 of the Agreement, the undersigned hereby certifies that (i) it is the sole record and beneficial owner of the Loan(s) (as well as any Note(s) evidencing such Loan(s)) in respect of which it is providing this certificate, (ii) it is not a bank within the meaning of Section 881(c)(3)(A) of the Code, (iii) it is not a ten percent shareholder of the Borrower within the meaning of Section 871(h)(3)(B) of the Code and (iv) it is not a controlled foreign corporation related to the Borrower as described in Section 881(c)(3)(C) of the Code.

The undersigned has furnished the Administrative Agent and the Borrower with a certificate of its non-U.S. Person status on IRS Form W-8BEN. By executing this certificate, the undersigned agrees that (1) if the information provided on this certificate changes, the undersigned shall promptly so inform the Borrower and the Administrative Agent, and (2) the undersigned shall have at all times furnished the Borrower and the Administrative Agent with a properly completed and currently effective certificate in either the calendar year in which each payment is to be made to the undersigned, or in either of the two calendar years preceding such payments.

Unless otherwise defined herein, terms defined in the Agreement and used herein shall have the meanings given to them in the Agreement.

WELLS FARGO BANK, NATIONAL ASSOCIATION


By:
	Name:
	Title:

Date: , 20[ ]

Exhibit G-1

Form of U.S. Tax Certificate (For Foreign Lenders that are not Partnerships for U.S. Federal Income Tax Purposes)

EXHIBIT G-2

FORM OF U.S. TAX CERTIFICATE (FOR FOREIGN PARTICIPANTS THAT ARE NOT PARTNERSHIPS FOR U.S. FEDERAL INCOME TAX PURPOSES)

Pursuant to the provisions of Section 3.01 of the Agreement, the undersigned hereby certifies that (i) it is the sole record and beneficial owner of the participation in respect of which it is providing this certificate, (ii) it is not a bank within the meaning of Section 881(c)(3)(A) of the Code, (iii) it is not a ten percent shareholder of the Borrower within the meaning of Section 871(h)(3)(B) of the Code, and (iv) it is not a controlled foreign corporation related to the Borrower as described in Section 881(c)(3)(C) of the Code.

The undersigned has furnished its participating Lender with a certificate of its non-U.S. Person status on IRS Form W-8BEN. By executing this certificate, the undersigned agrees that (1) if the information provided on this certificate changes, the undersigned shall promptly so inform such Lender in writing, and (2) the undersigned shall have at all times furnished such Lender with a properly completed and currently effective certificate in either the calendar year in which each payment is to be made to the undersigned, or in either of the two calendar years preceding such payments.

Unless otherwise defined herein, terms defined in the Agreement and used herein shall have the meanings given to them in the Agreement.

[NAME OF PARTICIPANT]


By:
	Name:
	Title:

Date: , 20[ ]

Exhibit G-2

Form of U.S. Tax Certificate (For Foreign Lenders that are Partnerships for U.S. Federal Income Tax Purposes)

EXHIBIT G-3

FORM OF U.S. TAX CERTIFICATE (FOR FOREIGN PARTICIPANTS THAT ARE PARTNERSHIPS FOR U.S. FEDERAL INCOME TAX PURPOSES)

Pursuant to the provisions of Section 3.01 of the Agreement, the undersigned hereby certifies that (i) it is the sole record owner of the participation in respect of which it is providing this certificate, (ii) its direct or indirect partners/members are the sole beneficial owners of such participation, (iii) with respect such participation, neither the undersigned nor any of its direct or indirect partners/members is a bank extending credit pursuant to a loan agreement entered into in the ordinary course of its trade or business within the meaning of Section 881(c)(3)(A) of the Code, (iv) none of its direct or indirect partners/members is a ten percent shareholder of the Borrower within the meaning of Section 871(h)(3)(B) of the Code and (v) none of its direct or indirect partners/members is a controlled foreign corporation related to the Borrower as described in Section 881(c)(3)(C) of the Code.

The undersigned has furnished its participating Lender with IRS Form W-8IMY accompanied by one of the following forms from each of its partners/members that is claiming the portfolio interest exemption: (i) an IRS Form W-8BEN or (ii) an IRS Form W-8IMY accompanied by an IRS Form W-8BEN from each of such partner’s/member’s beneficial owners that is claiming the portfolio interest exemption. By executing this certificate, the undersigned agrees that (1) if the information provided on this certificate changes, the undersigned shall promptly so inform such Lender and (2) the undersigned shall have at all times furnished such Lender with a properly completed and currently effective certificate in either the calendar year in which each payment is to be made to the undersigned, or in either of the two calendar years preceding such payments.

Unless otherwise defined herein, terms defined in the Agreement and used herein shall have the meanings given to them in the Agreement.

[NAME OF PARTICIPANT]


By:
	Name:
	Title:

Date: , 20[ ]

Exhibit G-3

Form of U.S. Tax Certificate (For Foreign Participants that are Partnerships for U.S. Federal Income Tax Purposes)

EXHIBIT G-4

FORM OF U.S. TAX CERTIFICATE (FOR FOREIGN LENDERS THAT ARE PARTNERSHIPS FOR U.S. FEDERAL INCOME TAX PURPOSES)

Pursuant to the provisions of Section 3.01 of the Agreement, the undersigned hereby certifies that (i) it is the sole record owner of the Loan(s) (as well as any Note(s) evidencing such Loan(s)) in respect of which it is providing this certificate, (ii) its direct or indirect partners/members are the sole beneficial owners of such Loan(s) (as well as any Note(s) evidencing such Loan(s)), (iii) with respect to the extension of credit pursuant to this Agreement or any other Loan Document, neither the undersigned nor any of its direct or indirect partners/members is a bank extending credit pursuant to a loan agreement entered into in the ordinary course of its trade or business within the meaning of Section 881(c)(3)(A) of the Code, (iv) none of its direct or indirect partners/members is a ten percent shareholder of the Borrower within the meaning of Section 871(h)(3)(B) of the Code and (v) none of its direct or indirect partners/members is a controlled foreign corporation related to the Borrower as described in Section 881(c)(3)(C) of the Code.

The undersigned has furnished the Administrative Agent and the Borrower with IRS Form W-8IMY accompanied by one of the following forms from each of its partners/members that is claiming the portfolio interest exemption: (i) an IRS Form W-8BEN or (ii) an IRS Form W-8IMY accompanied by an IRS Form W-8BEN from each of such partner’s/member’s beneficial owners that is claiming the portfolio interest exemption. By executing this certificate, the undersigned agrees that (1) if the information provided on this certificate changes, the undersigned shall promptly so inform the Borrower and the Administrative Agent, and (2) the undersigned shall have at all times furnished the Borrower and the Administrative Agent with a properly completed and currently effective certificate in either the calendar year in which each payment is to be made to the undersigned, or in either of the two calendar years preceding such payments.

Unless otherwise defined herein, terms defined in the Agreement and used herein shall have the meanings given to them in the Agreement.

WELLS FARGO BANK, NATIONAL ASSOCIATION


By:
	Name:
	Title:

Date: , 20[ ]

Exhibit G-4

Form of U.S. Tax Certificate (For Foreign Lenders that are Partnerships for U.S. Federal Income Tax Purposes)

EXHIBIT H

FORM OF MORTGAGE

[Form of Mortgage follows this cover page.]

Exhibit G-4H

Form of Mortgage

EXHIBIT H

WHEN RECORDED OR FILED,

PLEASE RETURN TO:

Latham & Watkins LLP

811 Main Street

Suite 3700

Houston, Texas 77002

Attention: Dee Alaniz

Telephone: (713) 546-7448

(OH, WV)

Space above for County Recorder’s Use

A CREDIT LINE DEED OF TRUST, OPEN-END MORTGAGE, MULTIPLE INDEBTEDNESS MORTGAGE, FIXTURE FILING, ASSIGNMENT OF AS-EXTRACTED COLLATERAL, SECURITY AGREEMENT AND FINANCING STATEMENT

FROM

[ ],

AS TRUSTOR,

IN THE CASE OF THE DEED OF TRUST PROPERTY (AS HEREIN DEFINED) LOCATED IN A DEED OF TRUST STATE (AS HEREIN DEFINED),

[ ],

AS TRUSTEE

FOR THE BENEFIT OF

WELLS FARGO BANK, NATIONAL ASSOCIATION,

AS ADMINISTRATIVE AGENT,

AS BENEFICIARY

AND

IN THE CASE OF THE DEED OF TRUST PROPERTY (AS HEREIN DEFINED) LOCATED IN A MORTGAGE STATE (AS HEREIN DEFINED),

IN FAVOR OF

WELLS FARGO BANK, NATIONAL ASSOCIATION,

AS ADMINISTRATIVE AGENT,
AS BENEFICIARY

[ ], 201[ ]

West Virginia, Ohio

THIS CREDIT LINE DEED OF TRUST SECURES AN OBLIGATION THAT MAY INCREASE AND DECREASE FROM TIME TO TIME.

NOTICE OF CONFIDENTIALITY RIGHTS: IF YOU ARE A NATURAL PERSON, YOU MAY REMOVE OR STRIKE ANY OF THE FOLLOWING INFORMATION FROM THIS INSTRUMENT BEFORE IT IS FILED FOR RECORD IN THE PUBLIC RECORDS: YOUR SOCIAL SECURITY NUMBER OR YOUR DRIVER’S LICENSE NUMBER.

A POWER OF SALE HAS BEEN GRANTED IN THIS INSTRUMENT. IN CERTAIN STATES, A POWER OF SALE MAY ALLOW THE TRUSTEE TO TAKE THE DEED OF TRUST PROPERTY AND SELL IT WITHOUT GOING TO COURT IN A FORECLOSURE ACTION UPON DEFAULT BY THE TRUSTOR UNDER THIS INSTRUMENT.

A CARBON, PHOTOGRAPHIC, OR OTHER REPRODUCTION OF THIS INSTRUMENT IS SUFFICIENT AS A FINANCING STATEMENT.

THIS INSTRUMENT CONTAINS AFTER-ACQUIRED PROPERTY PROVISIONS, SECURES PAYMENT OF FUTURE ADVANCES, AND COVERS PROCEEDS OF THE DEED OF TRUST PROPERTY.

THIS INSTRUMENT COVERS PIPELINES, GATHERING, DELIVERY, TREATING AND PROCESSING FACILITIES, PLANTS AND SYSTEMS AND RIGHTS-OF-WAY, EASEMENTS, PERMITS, LICENSES AND LEASES PERTAINING THERETO AND IS AMONG OTHER THINGS, A MORTGAGE ON BOTH REAL AND PERSONAL PROPERTY, A COLLATERAL PLEDGE AND ASSIGNMENT OF RENTS AND LEASES, AND A SECURITY AGREEMENT AND FINANCING STATEMENT UNDER THE UNIFORM COMMERCIAL CODE ON PERSONAL PROPERTY. THIS INSTRUMENT IS TO BE FILED FOR RECORD (INCLUDING AS A FIXTURE FILING AND AS A FINANCING STATEMENT COVERING GATHERING AND PIPELINE SYSTEMS, FIXTURES, OIL, GAS AND OTHER MINERALS), AMONG OTHER PLACES, IN THE REAL PROPERTY RECORDS OR SIMILAR RECORDS OF THE COUNTY RECORDERS OF THE COUNTIES LISTED ON EXHIBIT A HERETO. TRUSTOR HAS AN INTEREST OF RECORD IN THE REAL ESTATE/IMMOVABLE PROPERTY CONCERNED, WHICH INTEREST IS DESCRIBED IN SECTION 2.01 OF THIS INSTRUMENT. THIS INSTRUMENT IS ALSO TO BE INDEXED IN THE INDEX OF FINANCING STATEMENTS. THE ADDRESSES OF TRUSTOR AND BENEFICIARY ARE CONTAINED IN THIS INSTRUMENT.

THIS FINANCING STATEMENT IS TO BE FILED OR FILED FOR RECORD, AMONG OTHER PLACES, IN THE REAL ESTATE RECORDS OR SIMILAR RECORDS OF THE RECORDERS OF THE COUNTIES LISTED ON EXHIBIT A HERETO. THE TRUSTOR HAS AN INTEREST OF RECORD IN THE IMMOVABLE PROPERTY CONCERNED, WHICH INTEREST IS DESCRIBED IN THE EXHIBIT ATTACHED HERETO.

TABLE OF CONTENTS

		Page

ARTICLE I.
Definitions

Section 1.01	Terms Defined Above	1
Section 1.02	UCC and Other Defined Terms	2
Section 1.03	Definitions	2

ARTICLE II.
Grant of Lien and Obligations

Section 2.01	Grant of Liens	3
Section 2.02	Grant of Security Interest	7
Section 2.03	Obligations	8
Section 2.04	Fixture Filing, Etc.	8
Section 2.05	Pro Rata Benefit	9

ARTICLE III.
Assignment of Rents, Leases and Production

Section 3.01	Assignment	9
Section 3.02	No Modification of Payment Obligations	11

ARTICLE IV.
Representations, Warranties and Covenants

Section 4.01	Title	11
Section 4.02	Perfected Liens; Defend Title; Further Assurances	11
Section 4.03	Further Assurances	12
Section 4.04	Power to Create Lien and Security	13
Section 4.05	Abandonment, Sales	13
Section 4.06	Further Identification of Collateral	13
Section 4.07	Failure to Perform	13

ARTICLE V.
Rights and Remedies

Section 5.01	Event of Default	13
Section 5.02	Foreclosure and Sale	13
Section 5.03	Collections on Accounts, Etc.	16
Section 5.04	Proceeds	17
Section 5.05	Substitute Trustee, Beneficiary and Agents	17
Section 5.06	Judicial Foreclosure; Receivership	17
Section 5.07	Foreclosure for Installments	18

Section 5.08	Separate Sales	18
Section 5.09	Possession of Deed of Trust Property and Collateral	19
Section 5.10	Occupancy After Foreclosure	19
Section 5.11	Remedies Cumulative, Concurrent and Nonexclusive	19
Section 5.12	No Release of Obligations	20
Section 5.13	No Impairment of Security	20
Section 5.14	Release of and Resort to Collateral	20
Section 5.15	Sales Acknowledgment	20
Section 5.16	Waiver of Redemption, Notice and Marshalling of Assets, Etc.	21
Section 5.17	Discontinuance of Proceedings	21
Section 5.18	Application of Proceeds	21
Section 5.19	Resignation of Operator	22
Section 5.20	INDEMNITY	22
Section 5.21	Beneficiary Not “Beneficiary-In-Possession”	23

ARTICLE VI.
Trustee

Section 6.01	Duties, Rights, and Powers of Trustee	23
Section 6.02	Successor Trustee	23
Section 6.03	Retention of Moneys	24
Section 6.04	Beneficiary Attorney-In-Fact	24

ARTICLE VII.
Special Provisions

Section 7.01	Ohio	24
Section 7.02	West Virginia	25

ARTICLE VIII.
Miscellaneous

Section 8.01	Instrument Construed as Mortgage, Etc.	26
Section 8.02	Release of Deed of Trust	26
Section 8.03	Severability	26
Section 8.04	Partial Releases	27
Section 8.05	Successors and Assigns of Parties	27
Section 8.06	Satisfaction of Prior Encumbrance	27
Section 8.07	Subrogation of Trustee	27
Section 8.08	Nature of Covenants	27
Section 8.09	Notices	27
Section 8.10	Amendments	27
Section 8.11	Counterparts	28
Section 8.12	GOVERNING LAW	28
SECTION 8.13	EXCULPATION PROVISIONS	28
Section 8.14	Terms Generally; Rules of Construction	28

Section 8.15		Recording	29
Section 8.16		Application of Payments to Certain Obligations	29
Section 8.17		Compliance with Usury Laws	29

Exhibit A	-	Deed of Trust Property

iii

A CREDIT LINE DEED OF TRUST, OPEN-END MORTGAGE, MULTIPLE INDEBTEDNESS MORTGAGE, FIXTURE FILING, ASSIGNMENT OF AS-EXTRACTED COLLATERAL, SECURITY AGREEMENT AND FINANCING STATEMENT

This CREDIT LINE DEED OF TRUST, OPEN-END MORTGAGE, MULTIPLE INDEBTEDNESS MORTGAGE, FIXTURE FILING, ASSIGNMENT OF AS-EXTRACTED COLLATERAL, SECURITY AGREEMENT AND FINANCING STATEMENT (as the same may from time to time be amended, supplemented, amended and restated or otherwise modified, supplemented or replaced, this “Deed of Trust”) is entered into as of [ ], 201[ ] by [ ], a [ ] (“Trustor”),whose address for notice is [1625 17th Street, Denver, Colorado 80202], (i) in the case of the Deed of Trust Property (as hereinafter defined) located in the Deed of Trust State (as hereinafter defined), in favor of [ ], a resident of [ ] County, West Virginia, as trustee, whose address for notice hereunder is [ ] (“Trustee”), for the benefit of Wells Fargo Bank, National Association, as Administrative Agent for the Secured Parties (as hereinafter defined), and (ii) in the case of the Deed of Trust Property located in or adjacent to the Mortgage State (as hereinafter defined), in favor of Wells Fargo Bank, National Association, as Administrative Agent for the Secured Parties (in its capacity under each of (i) and (ii) above, the Administrative Agent, together with its successors and assigns in such capacity, being herein referred to as “Beneficiary”), whose address for notice hereunder is 550 South Tryon Street, 6th Floor, Charlotte, North Carolina 28202.

R E C I T A L S:

A. On [ ], 2014, [Trustor] [ ], as borrower, each of the Lenders party thereto (the “Lenders”), the Beneficiary, as administrative agent for the Lenders, and the other financial institutions party thereto as agents entered into that certain Credit Agreement dated as of [ ], 2014 (such agreement, as may from time to time be amended, supplemented, amended and restated or otherwise modified from time to time, the “Credit Agreement”) pursuant to which, upon the terms and conditions stated therein, the Lenders agreed to make loans and other extensions of credit to the Borrower.

B. Beneficiary and the Lenders have conditioned their obligations under the Credit Agreement upon the execution and delivery by Trustor of this Deed of Trust, and Trustor has agreed to enter into this Deed of Trust to secure the full and punctual payment and performance of the Obligations.

C. Therefore, in order to comply with the terms and conditions of the Credit Agreement and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Trustor hereby agrees as follows:

ARTICLE I.
Definitions

Section 1.01 Terms Defined Above. As used in the Deed of Trust, each term defined above has the meaning indicated above.

Section 1.02 UCC and Other Defined Terms. Unless otherwise defined in the Uniform Commercial Code, each capitalized term used in this Deed of Trust and not defined in this Deed of Trust but defined in the Credit Agreement shall have the meaning ascribed to such term in the Credit Agreement. Any capitalized term not defined in either this Deed of Trust or the Credit Agreement shall have the meaning ascribed to such term in the Uniform Commercial Code.

Section 1.03 Definitions. As used herein, the following terms have the meanings specified below:

“Bankruptcy Code” has the meaning ascribed to such term in Section 3.01(c).

“Beneficiary” has the meaning ascribed to such term in the introductory paragraph hereto.

“Collateral” has the meaning ascribed to such term in Section 2.02.

“Credit Agreement” has the meaning ascribed to such term in Recital A hereto.

“Credit Agreement Termination” means the termination of the Aggregate Commitments and payment in full of all Obligations (other than (A) contingent indemnification obligations and (B) obligations and liabilities under Secured Cash Management Agreements and Secured Hedge Agreements as to which arrangements satisfactory to the applicable Cash Management Bank or Hedge Bank shall have been made) and the expiration or termination of all Letters of Credit (other than Letters of Credit as to which other arrangements satisfactory to the Administrative Agent, the Swingline Lender and the L/C Issuer shall have been made).

“Deed of Trust” has the meaning ascribed to such term in the introductory paragraph hereto.

“Deed of Trust Property” has the meaning ascribed to such term in Section 2.01(c).

“Deed of Trust State” has the meaning ascribed to such term in Section 2.01(a).

“Event of Default” has the meaning ascribed to such term in Section 5.01.

“Grantor” has the meaning ascribed to such term in the Security Agreement.

“Hydrocarbons” has the meaning ascribed to such term in Section 2.01(c)(v).

“Indemnified Parties” has the meaning ascribed to such term in Section 5.20.

“Lenders” has the meaning ascribed to such term in Recital A hereto.

“Mortgage State” has the meaning ascribed to such term in Section 2.01(b).

“Real Property” has the meaning ascribed to such term in Section 2.01(c)(i).

“Rents” means all amounts, proceeds or accounts (including accounts in the form of joint

interest billings) and general intangibles of Trustor now or hereafter existing, or hereafter acquired by, or on behalf of, Trustor or Trustor’s successors-in-interest, relating to the sale, purchase, marketing, exchange, processing, treating, compressing, handling, storage, transporting, transmitting or gathering of Hydrocarbons, payable to or to become payable to Trustor or to which Trustor is or becomes entitled under all leases, assignments, agreements, instruments or other contracts or transactions now or hereafter to become a part of the Deed of Trust Property.

“Trustee” has the meaning ascribed to such term in the introductory paragraph hereto.

“Trustor” has the meaning ascribed to such term in the introductory paragraph hereto.

“Uniform Commercial Code” means the Uniform Commercial Code presently in effect in the State of New York, as the same may be amended from time to time, and any successor statute thereto, except to the extent that the Uniform Commercial Code of some other jurisdiction applies mandatorily or as is specified herein.

ARTICLE II.
Grant of Lien and Obligations

Section 2.01 Grant of Liens. To secure the prompt and complete payment and performance when due (whether at the stated maturity, by acceleration or otherwise) of the Obligations and the performance of the covenants and obligations herein contained, Trustor does by these presents hereby:

(a) GRANT, BARGAIN, SELL, CONVEY, TRANSFER, ASSIGN AND SET OVER to Trustee, and grant to Trustee, for the benefit of the Beneficiary, for its benefit and the ratable benefit of the Secured Parties, a POWER OF SALE (pursuant to this Deed of Trust and applicable law) with respect to the Deed of Trust Property that is located in (or cover or relate to properties located in) the State of West Virginia (the “Deed of Trust State”); and

(b) GRANT, BARGAIN, SELL, MORTGAGE, ASSIGN, WARRANT, PLEDGE AND HYPOTHECATE to the Beneficiary and grant to the Beneficiary, in each case, for its benefit and the ratable benefit of the Secured Parties, a POWER OF SALE (pursuant to this Deed of Trust and applicable law) with respect to the Deed of Trust Property that is not granted to Trustee in clause (a) above and shall include, without limitation, the Deed of Trust Property that is located in (or covers or relates to properties located within) the State of Ohio (the “Mortgage State”).

(c) The “Deed of Trust Property” shall mean, collectively, all of Trustor’s rights, titles, interests and estates now owned or hereafter acquired by Trustor in and to the following property (but excluding Excluded Assets; provided that nothing herein shall be construed to limit the Loan Parties’ obligation to satisfy the Mortgage Requirement):

(i) all that certain real property described in Exhibit A attached hereto and made a part hereof, including any lands, easements or rights-of-way, the description of which is contained in Exhibit A attached hereto or is contained in any instrument or

document described in Exhibit A which descriptions of land contained in such instruments or documents are hereby incorporated herein by reference together with all right, title, interest, and privileges of Trustor in and to (a) all streets, roadways, alleys, leases, easements, rights-of-way, permits, licenses, rights of ingress and egress, vehicle parking rights and public places, existing or proposed, abutting, adjacent, used in connection with or pertaining to such real property or the improvements thereon; (b) any strips or gores of real property between such real property and abutting or adjacent properties; (c) all water and water rights, timber and crops pertaining to such real estate; and (d) all appurtenances and all reversions and remainders in or to such real property (collectively, the “Real Property”), it being agreed and understood that the Real Property shall include (1) all of Trustor’s rights, titles, interests, and estates therein even though Trustor’s interests therein may be incorrectly described or a description of a part or all thereof or of Trustor’s interests therein be omitted or incomplete, it being intended by Trustor and Beneficiary herein to cover and affect hereby all interests which Trustor may now own or may hereafter acquire therein and thereto notwithstanding that the interests as specified on Exhibit A may be limited to particular lands, specified depths or particular types of property interests, and (2) any enlargements thereof arising from the discharge of any payments out of production or by the removal of any charges or Liens permitted to exist by Section 7.01 of the Credit Agreement to which any of the Real Property is subject, or otherwise.

(ii) All rights, titles, interests and estates now owned or hereafter acquired by Trustor in and to all (A) contracts and agreements for the purchase of all or any portion of the Deed of Trust Property, whether such contracts are now or at any time hereafter existing, including, but without limitation, any and all earnest money or other deposits escrowed or to be escrowed or letters of credit provided or to be provided by the purchasers under the contracts, including all amendments and supplements to and renewals and extensions of the contracts at any time made, and together with all payments, earnings, income, and profits arising from the sale of all or any portion of the Deed of Trust Property or from the contracts and all other sums due or to become due under and pursuant thereto and together with any and all earnest money, security, letters of credit or other deposits under any of the contracts; (B) contracts, licenses, or permits which are directly or indirectly related to, or connected with, the development, ownership, maintenance or operation of the Deed of Trust Property, whether such contracts, licenses, and permits are now or at any time thereafter existing, and all contacts relating to improvements constructed or to be constructed on or in relation to the Deed of Trust Property; (C) any and all right, title, and interest Trustor may have in any financing arrangements relating to the financing of or the purchase of all or any portion of the Deed of Trust Property by future purchasers; and (D) all other contracts which in any way relate to the use, enjoyment, occupancy, operation, maintenance, repair, management or ownership of the Deed of Trust Property, including, but not limited to, maintenance and service contracts and management agreements; provided that “contracts” shall not include amounts owing to mechanics, materialmen, supplier and other third-parties for goods or services received by Trustor in the ordinary course of business.

(iii) All rights, titles, interests, and estates now owned or hereafter acquired by Trustor in and to all geological, geophysical, engineering, accounting, title, and other technical or business data concerning any of the Real Property, or any other items of Deed of Trust Property which are in the possession of Trustor or in which Trustor can otherwise grant a security interest, and all books, files, records, magnetic media, computer records, and other forms of recording or obtaining access to such data.

(iv) All rights, titles, interests, and estates now owned or hereafter acquired by Trustor in and to all improvements, systems, plants, facilities, and Hydrocarbons, insofar as the same constitute line fill and/or line pack, used in connection with the gas gathering and gas treating plants and facilities and pipeline systems, and/or oil, refrigeration, processing, treating, gathering, storage or transportation systems, and all other plants and facilities now owned by Trustor, or hereafter acquired, including all equipment used or useful in connection with such systems, plants and facilities whether now owned or hereafter acquired, and further including without limitation, all loops, laterals, pipe, fittings, connections, valves, side valves, blowdown valves, mainline valves, test leads, mains, meters, dehydrators, scrubbers, controls, casing, casing insulators, casing vents, tubing and piping used in connection with the systems, plants and facilities located on the Real Property, and all of their accessories or component parts, whether or not particularly described herein, constructed for the sale, purchase, marketing, exchange, processing, treating, compressing, handling, storing, transporting, transmitting or gathering of Hydrocarbons consisting of equipment, facilities, compressors, lengths of pipe and any and all other types of pipe actually employed in its construction, including all casings surrounding any piping, all casing seals, casing insulators and casing vents, and all joints, connections or flanges, rods, gauges and all compressor, tank and pump sites, pipe, piping, pipe racks, pumps, engines, compressors, block valves, heaters, coolers, filters, refrigerators, dehydrators, extractors, measurement and pigging facilities, tanks, storage tanks, loading racks, scales, markers of any and all markers, including caution signs, aerial markers, navigable waterway marks, mile posts, and ground markers, and all types of, cathodic protection test stations, regulators, starters, motors, engines, housing, leaders, orifices, skid-mounted equipment, exchangers, regenerators, reboilers, refrigeration equipment, separators, meters, valves, block valves and generators and all other natural gas and all surface or underground facilities, and all fences, and all pressure gauges and other gauges, and all interconnections with other pipelines, and all side valves, blowdown valves, mainline valves, and all test leads, and all materials or gas products or by-products processing, treating, fractionating, refuting, refrigeration, gas gathering, transporting, storing, delivering and/or marketing equipment and all other items or types of equipment and associated or component parts or supplies, including any and all machinery, tools, blueprints, plans, furniture, furnishings, fixtures and other goods of Trustor, whether now owned or hereafter acquired and all spare parts, replacements or substitutions thereof and replacements therefor; appurtenances or any portion of the systems, plants, facilities or their above-described associated or component parts as presently existing or as hereafter existing whether as a result of repair, replacement or addition and whether attached to, incorporated with the systems, plants, and facilities or used in connection with the systems, plants and facilities insofar as such additions are used in connection with the systems, plants and facilities, located on the

Real Property, and owned by Trustor or any Affiliate of Trustor.

(v) All rights, titles, interests and estates now owned or hereafter acquired by Trustor in and to all production and inventory, of whatever kind, type or nature, including specifically but without limitation all oil, gas, casinghead gas, drip gasoline, natural gasoline, condensate, distillate, liquid hydrocarbons, gaseous hydrocarbons and all products refined or separated therefrom and all other minerals (collectively, “Hydrocarbons”) which may be produced, saved from, attributable to or transported through any of the Deed of Trust Property, including all oil in tanks, line fill and or line pack in any pipelines and all rents, issues, profits, proceeds, products, revenues and other income from or attributable to any of the Deed of Trust Property, including specifically but without limitation all Liens securing payment of proceeds from the sale of Hydrocarbons, including, without limitation, those liens and security interests securing payment of the proceeds thereof, or owned by Trustor and which may be placed in or is in the process of being passed through, any part of the Deed of Trust Property including as provided in Section 9.343 of the Uniform Commercial Code or any similar statutory provision in the State of Ohio and the State of West Virginia.

(vi) All tenements, hereditaments, appurtenances and properties in any way appertaining, belonging, affixed or incidental to any of the Real Property that are now owned or which may hereafter be acquired by Trustor, including, without limitation, any and all property, real, immovable or personal, now owned or hereafter acquired and situated upon, used, held for use, or useful in connection with the operating, working or development of any of the Real Property and including any and all surface leases, rights-of-way, easements, servitudes, licenses and other surface and subsurface rights together with all additions, substitutions, replacements, accessions and attachments to any and all of the foregoing properties.

(vii) Any property that may from time to time hereafter, by delivery or by writing of any kind, be subjected to the Lien and security interest hereof by Trustor or by anyone on Trustor’s behalf (and Trustee is hereby authorized to receive the same at any time as additional security hereunder).

(viii) Any and all renewals and extensions of any of the Deed of Trust Property described in paragraphs (i) through (vii) above, including all contracts and agreements supplemental to or amendatory of or in substitution for the contracts and agreements described or mentioned above, and any and all additional interests of any kind hereafter acquired by Trustor therein or thereto.

(ix) All property of every kind and character which Trustor has or at any time hereafter acquires, whether real, immovable or personal property, tangible or intangible, or mixed, all other interests of every kind and character which Trustor has or at any time hereafter acquires in and to the types and items of property and interests described in paragraphs (i) through (viii) preceding, all property which is used or useful in connection with the Deed of Trust Property or otherwise, and the proceeds and products of all of the foregoing, whether now owned or hereafter acquired, including, without limitation:

A. All present and future personal property;

B. All present and future increases, profits, combinations, reclassifications, improvements and products of, accessions, attachments and other additions to, tools, parts and equipment used in connection with, and substitutes and replacements for, all or any part of the Deed of Trust Property described in this or any other clause of this paragraph (ix);

C. All present and future As-Extracted Collateral, Accounts, Equipment, Inventory, contract rights, General Intangibles, Chattel Paper, Documents, Instruments, Fixtures, cash and noncash Proceeds and other rights arising from or by virtue of, or from the voluntary or involuntary sale or other disposition of, or collections with respect to, or insurance proceeds or unearned insurance premiums payable with respect to, or proceeds payable by virtue of warranty or other claims against manufacturers of, or claims against any other Person with respect to, all or any part of the Deed of Trust Property; and

D. All present and future security for the payment to Trustor of any of the Deed of Trust Property and goods which gave or will give rise to any of such Deed of Trust Property or are evidenced, identified, or represented therein or thereby.

TO HAVE AND TO HOLD (a) the Deed of Trust Property located in the State of West Virginia unto the Trustee, and its successors or substitutes in this trust, and to its or their successors and assigns, in trust, however, upon the terms, provisions and conditions herein set forth, and (b) the other Deed of Trust Property unto Beneficiary, and Beneficiary’s successors and assigns, upon the terms, provisions and conditions herein set forth.

Section 2.02 Grant of Security Interest. Trustor hereby grants to Beneficiary, for its benefit and the ratable benefit of the Secured Parties, a security interest in and to all of Trustor’s right, title and interest in and to the following Property of Trustor now owned or at any time hereafter acquired by Trustor or in which Trustor now has or at any time in the future may acquire any right, title or interest and whether now existing or hereafter coming into existence, excluding in all cases all of Trustor’s right, title and interest in, to and under the Excluded Assets, (collectively, the “Collateral”) as collateral security for the prompt and complete payment and performance when due (whether at the stated maturity, by acceleration or otherwise) of the Obligations:

(a) all Accounts;

(b) all Chattel Paper (whether Tangible Chattel Paper or Electronic Chattel Paper);

(d) all Deposit Accounts, all Commodities Accounts and all Securities Accounts;

(e) all Documents;

(f) all General Intangibles (including, without limitation, rights in and under any Hedging Agreement) and all rights under insurance contracts and rights to insurance proceeds;

(g) all Instruments;

(h) all Goods (including, without limitation, all Inventory, all Equipment and all Fixtures relating to the Deed of Trust Property);

(i) all Investment Property;

(j) all Letter-of-Credit Rights (whether or not the letter of credit is evidenced by a writing);

(k) all As-Extracted Collateral;

(l) all books and records pertaining to the Collateral;

(m) to the extent not otherwise included in the Collateral, the Deed of Trust Property insofar as the Deed of Trust Property consists of personal property of any kind or character; and

(n) to the extent not otherwise included, all Proceeds and products of any and all of the foregoing and all collateral security, guarantees and other Supporting Obligations given with respect to any of the foregoing.

Notwithstanding anything herein to the contrary, if and when any property shall cease to be an Excluded Asset, a Lien on and security interest in such property shall be deemed granted herein.

Section 2.03 Obligations. This Deed of Trust is executed and delivered by Trustor to secure and enforce the Obligations, whether now in existence or hereafter arising, whether by acceleration or otherwise, and all renewals, restatements, extensions, amendments, increases and changes of, or substitutions or replacements for, all or any part of the Obligations.

Section 2.04 Fixture Filing, Etc. Without in any manner limiting the generality of any of the other provisions of this Deed of Trust: (a) some portions of the goods described or to which reference is made herein are or are to become fixtures on the land described or to which reference is made herein or on Exhibit A; (b) the security interests created hereby under applicable provisions of the Uniform Commercial Code will attach to all As-Extracted Collateral, including the Hydrocarbons or the accounts resulting from the sale thereof at the wellhead or minehead located on the land described or to which reference is made herein; (c) with respect to the Deed of Trust Property located in the State of West Virginia, this Deed of Trust is to be filed of record in the real estate records of the county in which the Deed of Trust Property is located as a financing statement, a fixture filing and an As-Extracted Collateral filing; (d) with respect to the Deed of Trust Property located in the State of Ohio, this Deed of Trust is to be attached as an addendum to a completed Form UCC-1 Financing Statement and filed of

record with the Clerk of Court for any county in the State of Ohio as a financing statement, a fixture filing and an As-Extracted Collateral filing; (e) Trustor (debtor) is the record owner of the real estate/immovable property or interests in the real estate/immovable property comprised of the Deed of Trust Property; (f) the name and address of Trustor (debtor) is set forth on Signature Page 1 of this Deed of Trust; and (g) the name and address of the Beneficiary (secured party) is set forth on Signature Page 2 of this Deed of Trust. A carbon, photographic, facsimile or other reproduction of this Deed of Trust or of any financing statement relating to this Deed of Trust shall be sufficient as a financing statement for any of the purposes referred to in this Section 2.04.

Section 2.05 Pro Rata Benefit. This Deed of Trust is executed and granted for the pro rata benefit and security of the Secured Parties, any Person secured hereby and any and all future holders of an interest in the Obligations and the interest thereon until the Credit Agreement Termination or until the Liens hereby created are released by Beneficiary; it being understood and agreed that possession of any Note at any time by Trustor shall not in any manner extinguish the Obligations, such Notes or this Deed of Trust securing payment thereof, and Trustor shall have the right to issue and reissue any of the Notes from time to time as its interest or as convenience may require, without in any manner extinguishing or affecting the Obligations, the obligations under any of the Notes or other Loan Documents, or the security of this Deed of Trust.

ARTICLE III.
Assignment of Rents, Leases and Production

Section 3.01 Assignment.

(a) In furtherance of and in addition to the assignment made by Trustor herein, Trustor hereby absolutely and unconditionally assigns, sells, transfers, and conveys unto Beneficiary, its successors and assigns, for the ratable benefit of the Secured Parties, in and to all of Trustor’s rights, title and interests in and to all leases, whether now existing or hereafter entered into, and all of Trustor’s rights, title and interests in and to all Rents and Hydrocarbons and the proceeds thereof. This assignment is an absolute assignment and not an assignment for additional security only. So long as no Event of Default shall have occurred and be continuing, Trustor shall have a revocable license from Beneficiary to exercise all rights extended to the landlord under the leases, and with respect to the Hydrocarbons and the proceeds thereof, including the right to receive and collect all Rents and all proceeds of Hydrocarbons and to hold the Rents and proceeds of Hydrocarbons in trust for use in the payment and performance of the Obligations and to otherwise use the same. The foregoing license is granted subject to the conditional limitation that no Event of Default shall have occurred and be continuing. Upon the occurrence and during the continuance of an Event of Default, whether or not legal proceedings have commenced, and without regard to waste, adequacy of security for the Obligations or solvency of Trustor, the license herein granted shall expire and terminate upon notice by Beneficiary to the Trustor at the address of the Borrower set forth in the introductory paragraph hereto.

(b) All Rents and proceeds of Hydrocarbons shall be paid directly to Beneficiary, with no duty or obligation of any party paying the same to inquire into the rights of

Beneficiary to receive the same, what application is made thereof, or as to any other matter. Trustor agrees to perform all such acts, and to execute all such further assignments, transfers and division orders, and other instruments as may be required or desired by Beneficiary or any party in order to have said Rents and proceeds so paid to Beneficiary. In addition to any and all rights of a secured party under Sections 9-607 and 9-609 of the Uniform Commercial Code, Beneficiary is fully authorized to receive and receipt for said Rents and proceeds; to endorse and cash any and all checks and drafts payable to Trustor or Beneficiary for the account of Trustor received from or in connection with said Rents or proceeds and to hold such Rents and proceeds thereof in a bank account as additional collateral securing the Obligations; and to execute and transfer any division orders in the name of Trustor, or otherwise, with warranties binding Trustor. During the continuation of an Event of Default, all Rents and proceeds received by Beneficiary pursuant to this assignment shall be at Beneficiary’s sole discretion either remitted to Trustor or applied as provided in the Credit Agreement. Beneficiary shall not be liable for any delay, neglect, or failure to effect collection of any proceeds or to take any other action in connection therewith or hereunder; but Beneficiary shall have the right, at its election, in the name of Trustor or otherwise, to prosecute and defend any and all actions or legal proceedings deemed advisable by Beneficiary in order to collect such funds and to protect the interests of Beneficiary and/or Trustor with all reasonable, out-of-pocket costs, expenses and attorneys’ fees incurred in connection therewith being paid by Trustor. Trustor hereby appoints Beneficiary as its attorney-in-fact to pursue any and all rights of Trustor to Liens on and security interests in any property securing payment of proceeds of Hydrocarbons. In addition to the rights granted to Beneficiary in Section 2.01 of this Deed of Trust, Trustor hereby further transfers and assigns to Beneficiary any and all such Liens, security interests, financing statements or similar interests of Trustor attributable to its interest in the Hydrocarbons, the Rents and the proceeds of the Hydrocarbons arising under or created by any statutory provision, judicial decision or otherwise. The power of attorney granted to Beneficiary in this Section 3.01, being coupled with an interest, shall be irrevocable until the Credit Agreement Termination or all of the Liens hereby created are released in writing by Beneficiary. Until such time as an Event of Default has occurred and is continuing, (i) Beneficiary hereby grants to Trustor a license to sell such Hydrocarbons and receive proceeds from the sale of Hydrocarbons which license and agreement shall terminate upon such Event of Default and for so long as the same continues upon notice by Beneficiary to the Trustor at the address of the Borrower set forth in the introductory paragraph hereto and (ii) Beneficiary hereby agrees not to exercise any of the rights set forth in this Section 3.01(b).

(c) Trustor acknowledges that Beneficiary has taken all reasonable actions necessary to obtain, and that upon recordation of this Deed of Trust, Beneficiary shall have, to the extent permitted under applicable law, a valid and fully perfected, first priority, present assignment of the Rents arising out of the leases and all security for such leases, and the Hydrocarbons and the proceeds thereof, subject to the Permitted Encumbrances and in the case of security deposits, rights of depositors and requirements of law. Trustor acknowledges and agrees that upon recordation of this Deed of Trust, Beneficiary’s interest in the Rents, Hydrocarbons and proceeds thereof shall be deemed to be fully perfected, “choate” and enforced as to Trustor and all third parties, including, without limitation, any subsequently appointed trustee in any case under Title 11 of the United States Code (the “Bankruptcy Code”), without the necessity of commencing a foreclosure action with respect to this Deed of Trust, making

formal demands for the Rents, Hydrocarbons or proceeds thereof, obtaining the appointment of a receiver or taking any other affirmative action.

(d) Without limitation of the absolute nature of the assignment of the Rents, Hydrocarbons and proceeds thereof hereunder, Trustor and Beneficiary agree that (i) this Deed of Trust shall constitute a “security agreement” for purposes of Section 552(b) of the Bankruptcy Code, (ii) the security interests created by this Deed of Trust extends to property of Trustor acquired before the commencement of a case in bankruptcy and to all amounts paid as Rents, Hydrocarbons or proceeds thereof acquired by the estate after the commencement of any case in bankruptcy.

Section 3.02 No Modification of Payment Obligations. Nothing herein contained shall modify or otherwise alter the obligation of Trustor to make prompt payment of all principal and interest owing on the Obligations when and as the same become due regardless of whether the Rents and proceeds of the Hydrocarbons are sufficient to pay the same and the rights provided in accordance with the foregoing assignment provision shall be cumulative of all other security of any and every character now or hereafter existing to secure payment of the Obligations. Nothing in this ARTICLE III is intended to be an acceptance of collateral in satisfaction of the Obligations.

ARTICLE IV.
Representations, Warranties and Covenants

Trustor hereby represents, warrants and covenants as follows:

Section 4.01 Title. To the extent of the undivided interests specified on attached Exhibit A, Trustor has good record and defensible title to and is possessed of the Deed of Trust Property material to the ordinary conduct of its business, except for such defects in record or title as could not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect, and subject to Permitted Encumbrances. The Deed of Trust Property is free of any and all Liens other than Permitted Encumbrances. Trustor is the legal and beneficial owner of the Collateral free and clear of any and all Liens except Permitted Encumbrances. Trustor has not consented to the filing of any financing statement or other public notice with respect to all or any part of the Collateral, except such as have been filed in favor of Beneficiary, for its benefit and the ratable benefit of the Secured Parties, pursuant to this Deed of Trust, the Security Instruments or as are filed to secure Permitted Encumbrances.

Section 4.02 Perfected Liens; Defend Title; Further Assurances.

(a) This Deed of Trust is, and always will be kept, a direct first priority Lien and security interest upon the real and personal property presently constituting the Deed of Trust Property, subject only to Permitted Encumbrances. The security interests granted in the Collateral pursuant to this Deed of Trust upon the filing of financing statements in the appropriate offices in the appropriate jurisdictions (which filings have been delivered to Beneficiary in completed form) and the filing of this Deed of Trust in each county in which the Deed of Trust Property is located, will constitute valid perfected (subject only to Permitted Encumbrances) security interests in all of the Collateral in which it is possible to perfect a

security interest therein by filing financing statements in such offices and jurisdictions and this Deed of Trust in such counties in favor of Beneficiary, for the ratable benefit of the Secured Parties, as collateral security for the Obligations, enforceable in accordance with the terms hereof prior to all other Liens on the Collateral in existence on the date hereof except for Permitted Encumbrances.

(b) Trustor will not create or suffer to be created or permit to exist any Lien, security interest or charge prior to or on a parity with the Lien and security interest of this Deed of Trust upon the Deed of Trust Property or the Collateral or any part thereof or upon the rents, issues, revenues, profits and other income therefrom other than Permitted Encumbrances. Trustor will not create or suffer to be created or permit to exist any Lien, security interest or charge junior to the Lien and security interest of this Deed of Trust upon the Deed of Trust Property or the Collateral or any part thereof or upon the rents, issues, revenues, profits and other income therefrom other than Permitted Encumbrances.

(c) Trustor will use commercially reasonable efforts to defend the title to the Deed of Trust Property and the Collateral against the claims and demands of all other Persons whomsoever and will maintain and preserve the Lien created hereby until the Credit Agreement Termination (subject to Permitted Encumbrances) or until the Liens hereby created are released by Beneficiary. Should an adverse claim (other than as contemplated by this Section 4.02) be made against or a cloud develop upon the title which materially affects part of the Deed of Trust Property or the Collateral, Trustor agrees it will use commercially reasonable efforts to promptly defend against such adverse claim or take appropriate action to remove such cloud at Trustor’s cost and expense, and upon the occurrence and during the continuation of an Event of Default, Trustor further agrees that Trustee and/or Beneficiary may take such other action as they deem advisable to protect and preserve their interests in the Deed of Trust Property and the Collateral, and in such event Trustor will indemnify Trustee and Beneficiary against any and all cost, attorney’s fees and other expenses which they may incur in defending against any such adverse claim or taking action to remove any such cloud.

Section 4.03 Further Assurances. Subject to the limitations set forth in Section 6.02 of the Security Agreement, at any time and from time to time, upon the reasonable request of Trustee, Beneficiary or the Required Lenders through the Administrative Agent, and at the sole expense of Trustor, Trustor will promptly and duly give, execute, deliver, indorse, file or record any and all financing statements, continuation statements, amendments, notices (including, without limitation, notifications to financial institutions and any other Person), contracts, agreements, assignments, certificates, stock powers or other instruments, obtain any and all governmental approvals and consents and take or cause to be taken any and all steps or acts that the Trustee, Beneficiary or the Required Lenders through the Administrative Agent, may reasonably require in order to create, perfect, establish the priority of, or to preserve the validity, perfection or priority of the Liens granted by this Deed of Trust or to enable Trustee, Beneficiary or any Required Lenders through the Administrative Agent to enforce, assure, convey, grant, assign, transfer, preserve, protect and confirm more effectively its rights, remedies, powers and privileges under this Deed of Trust and any other Loan Document with respect to such Liens or to otherwise obtain or preserve the full benefits of this Deed of Trust and the rights, powers and privileges herein granted.

Section 4.04 Power to Create Lien and Security. Trustor has full power and lawful authority to grant, bargain, sell, assign, transfer, mortgage, and convey a security interest in all of the Deed of Trust Property and the Collateral in the manner and form herein provided and without obtaining any material authorization, approval, consent or waiver of any lessor, sublessor, Governmental Authority or other party or parties whomsoever that has not been obtained or made.

Section 4.05 Abandonment, Sales. Trustor will not sell, lease, assign, transfer or otherwise dispose or abandon any of the Deed of Trust Property or the Collateral except as permitted by the Credit Agreement or this Deed of Trust.

Section 4.06 Further Identification of Collateral. Trustor will furnish to Trustee, Beneficiary and the Lenders from time to time, at Trustor’s sole cost and expense, statements and schedules further identifying and describing the Deed of Trust Property and the Collateral and such other reports in connection with the Deed of Trust Property and Collateral as Trustee or Beneficiary may reasonably request, all in reasonable detail.

Section 4.07 Failure to Perform. Upon the occurrence and during the continuance of an Event of Default, Trustor agrees that if Trustor fails to perform any act or to take any action which Trustor is required to perform or take hereunder or pay any money which Trustor is required to pay hereunder, each of Beneficiary and Trustee in Trustor’s name or its or their own name may, but shall not be obligated to, perform or cause to perform such act or take such action or pay such money, and any expenses so incurred by either of them and any money so paid by either of them shall be a demand obligation owing by Trustor to Beneficiary or Trustee, as the case may be, and each of Beneficiary and Trustee, upon making such payment, shall be subrogated to all of the rights of the Person receiving such payment. Each amount due and owing by Trustor to each of Beneficiary and Trustee pursuant to this Deed of Trust shall bear interest from the date of such expenditure or payment or other occurrence which gives rise to such amount being owed to such Person until paid at the default rate set forth in the Credit Agreement, and all such amounts together with such interest thereon shall be a part of the Obligations.

ARTICLE V.
Rights and Remedies

Section 5.01 Event of Default. An “Event of Default” under the Credit Agreement shall be an Event of Default under this Deed of Trust.

Section 5.02 Foreclosure and Sale. (a) If an Event of Default shall occur and be continuing, to the extent provided by applicable law, Beneficiary shall become and be entitled, as of right, without notice and without regard to the adequacy of the Deed of Trust Property or the Collateral as security for the Obligations hereby secured (a) to employ counsel to enforce payment of the obligations secured hereby, (b) to proceed with foreclosure by: (i) with respect to that portion of the Deed of Trust Property located in or adjacent to the Deed of Trust State directing the Trustee to proceed by power of sale, and (ii) with respect to that portion of the Deed of Trust Property located in or adjacent to the Mortgage State, (A) judicial action or proceeding, or (B) if permitted in the Mortgage State by power of sale to sell all or any portion of such Deed

of Trust Property and (c) to exercise such other rights and remedies granted herein, in any other Loan Document or by law and equity, which rights and remedies shall be cumulative and not exclusive. Trustee or Beneficiary (as the case may be) may sell said Deed of Trust Property either as a whole or in separate parcels, and in such order as it may determine. The purchase price shall be payable in lawful money of the United States at the time of the sale. In exercising the power of sale contained herein, Trustee or Beneficiary (as the case may be) may hold one or more sales of all or any portion of the Deed of Trust Property by public announcement at the time and place of sale set forth in the notice thereof, and from time to time thereafter may postpone such sale or sales of all or any portion of the Deed of Trust Property to the same or separate days by public announcement at such time fixed by the preceding postponement. Any Person, including Trustee or Beneficiary, may purchase at such sale. Beneficiary may credit bid at any such sale, and if Beneficiary is the successful purchaser, it may apply any of the outstanding Obligations secured hereby in settlement of the purchase price. Beneficiary may resort to and realize upon the security hereunder and any other real or personal property security now or hereafter held by Beneficiary for the Obligations secured hereby in such order and manner as Beneficiary may, in its sole discretion, determine. Resort to any or all such security may be taken concurrently or successively and in one or several consolidated or independent judicial actions or nonjudicial proceedings, or both. Nothing contained herein shall be construed so as to limit in any way Trustee’s or Beneficiary’s (as the case may be) rights to sell the Deed of Trust Property, or any portion thereof, by private sale if, and to the extent that, such private sale is permitted under the laws of the applicable jurisdiction or by public or private sale after entry of a judgment by any court of competent jurisdiction so ordering. Trustor hereby irrevocably appoints Trustee, with respect to the Deed of Trust Properties located in the Deed of Trust State, and Beneficiary, with respect to the Deed of Trust Properties located in the Mortgage State, to be the attorney of Trustor and in the name and on behalf of Trustor to execute and deliver any deeds, transfers, conveyances, assignments, assurances and notices which Trustor ought to execute and deliver and do and perform any and all such acts and things which Trustor ought to do and perform under the covenants herein contained and generally, to use the name of Trustor in the exercise of all or any of the powers hereby conferred on Trustee and Beneficiary, provided, however, that Trustee and Beneficiary each hereby agree not to exercise its rights under this power of attorney unless an Event of Default has occurred and is continuing. At any such sale: (i) whether made under the power herein contained or any other legal enactment, or by virtue of any judicial proceedings or any other legal right, remedy or recourse, it shall not be necessary for Trustee or Beneficiary to have physically present, or to have constructive possession of, the Deed of Trust Property and the title to and right of possession of any such property shall pass to the purchaser thereof as completely as if the same had been actually present and delivered to purchaser at such sale, (ii) each instrument of conveyance executed by Trustee or Beneficiary shall contain a general warranty of title, binding upon Trustor and its successors and assigns, (iii) any and all prerequisites to the validity thereof shall be conclusively presumed to have been performed, (iv) the receipt of Trustee or Beneficiary or of such other party or officer making the sale shall be a sufficient discharge to the purchaser or purchasers for its purchase money and no such purchaser or purchasers, or its assigns or personal representatives, shall thereafter be obligated to see to the application of such purchase money, or be in any way answerable for any loss, misapplication or nonapplication thereof, (v) to the fullest extent permitted by law, Trustor shall be completely and irrevocably divested of all of its right, title, interest, claim and demand whatsoever, either at law or in equity, in and to the property sold

and such sale shall be a perpetual bar both at law and in equity against Trustor, and against any and all other persons claiming or to claim the property sold or any part thereof, by, through or under Trustor and (vi) to the extent and under such circumstances as are permitted by law, Beneficiary may be a purchaser at any such sale, and shall have the right, after paying or accounting for all costs of said sale or sales, to credit the amount of the bid upon the amount of the Obligations in lieu of cash payment.

(b) Upon the happening and during the continuance of any of the Events of Default, Beneficiary is and shall be entitled to all of the rights, powers and remedies afforded a secured party by the Uniform Commercial Code with respect to the Collateral, or Trustee or Beneficiary may proceed as to both the real/immovable and personal property covered hereby in accordance with the rights and remedies granted under this Deed of Trust in respect of the real/immovable property covered hereby. Without limiting the generality of the foregoing, Beneficiary, without demand of performance or other demand, presentment, protest, advertisement, notice of intent to accelerate, notice of acceleration or notice of any kind (except any notice required by law referred to below) to or upon Trustor or any other Person (all and each of which demands, defenses, advertisements and notices are hereby waived), may in such circumstances forthwith collect, receive, appropriate and realize upon the Collateral, or any part thereof, and/or may forthwith sell, lease, assign, give option or options to purchase, or otherwise dispose of and deliver the Collateral or any part thereof (or contract to do any of the foregoing), in one or more parcels at public or private sale or sales, at any exchange, broker’s board or office of Beneficiary, Trustee or any Lender or elsewhere upon such terms and conditions as it may deem advisable and at such prices as it may deem best, for cash or on credit or for future delivery without assumption of any credit risk. Beneficiary, Trustee or any Lender shall have the right upon any such public sale or sales, and, to the extent permitted by law, upon any such private sale or sales, to purchase the whole or any part of the Collateral so sold, free of any right or equity of redemption in Trustor, which right or equity is hereby waived and released. If an Event of Default shall occur and be continuing, Trustor further agrees, at Beneficiary’s request, to assemble the Collateral and make it available to Beneficiary at places which Beneficiary shall reasonably select, whether at Trustor’s premises or elsewhere. Any such sale or transfer by Beneficiary either to itself or to any other Person shall be absolutely free from any claim of right by Trustor, including any equity or right of redemption, stay or appraisal which Trustor has or may have under any rule of law, regulation or statute now existing or hereafter adopted. Upon any such sale or transfer, Beneficiary shall have the right to deliver, assign and transfer to the purchaser or transferee thereof the Collateral so sold or transferred. Beneficiary shall apply the net proceeds of any action taken by it pursuant to this Section 5.02, after deducting all reasonable out-of-pocket costs and expenses of every kind incurred in connection therewith or incidental to the care or safekeeping of any of the Collateral or in any way relating to the Collateral or the rights of Beneficiary and the Secured Parties hereunder, including, without limitation, reasonable attorneys’ fees and disbursements, to the payment in whole or in part of the Obligations, in accordance with Section 8.03 of the Credit Agreement, and only after such application and after the payment by Beneficiary of any other amount required by any provision of law, including, without limitation, Section 9-615 of the Uniform Commercial Code, need Beneficiary account for the surplus, if any, to Trustor. To the extent permitted by applicable law, Trustor waives all claims, damages and demands it may acquire against Trustee, Beneficiary or any Lender arising out of the exercise by them of any rights hereunder. If any notice of a proposed sale or other

disposition of Collateral shall be required by law, such notice shall be deemed reasonable and proper if given at least ten (10) days before such sale or other disposition.

(c) In the event that Beneficiary elects not to sell the Collateral, Beneficiary retains its rights to dispose of or utilize the Collateral or any part or parts thereof in any manner authorized or permitted by law or in equity, and to apply the proceeds of the same towards payment of the Obligations. The disposition of the Collateral described in this Deed of Trust shall constitute a disposition in a commercially reasonable manner to the extent permitted by law. Beneficiary may appoint any Person as agent to perform any act or acts necessary or incident to any sale or transfer of the Collateral.

(d) Beneficiary may proceed as to the Deed of Trust Property constituting Collateral in accordance with Beneficiary’s rights and remedies in respect to the Deed of Trust Property or sell the Deed of Trust Property constituting Collateral separately and without regard to the remainder of the Deed of Trust Property in accordance with Beneficiary’s rights and remedies provided by this Deed of Trust, the other Loan Documents, the Uniform Commercial Code, as well as other rights and remedies at law or in equity.

(e) Upon the occurrence and during the continuance of an Event of Default, this Deed of Trust may be foreclosed as to the Deed of Trust Property, or any part thereof, in any manner permitted by applicable law. Cumulative of the foregoing and the other provisions of this Section 5.02:

(i) WAIVER OF JURY TRIAL. TO THE EXTENT NOT PROHIBITED BY LAW, TRUSTOR AND BENEFICIARY KNOWINGLY AND INTENTIONALLY WAIVE THE RIGHT, WHICH A PARTY MAY HAVE TO A TRIAL BY JURY WITH RESPECT TO ANY LITIGATION ARISING FROM THE OBLIGATIONS, OR ANY OTHER AGREEMENT EXECUTED IN CONJUNCTION WITH THE OBLIGATIONS AND THIS DEED OF TRUST. TRUSTOR AND BENEFICIARY EACH ACKNOWLEDGE THAT THIS SECTION HAS EITHER BEEN BROUGHT TO THE ATTENTION OF EACH PARTY’S LEGAL COUNSEL OR THAT EACH PARTY HAD THE OPPORTUNITY TO DO SO.

(ii) The Beneficiary is authorized and empowered to do all things permitted to be done by a mortgagee under Sections 1311.14, 5301.232 and 5301.233 of the Ohio Revised Code and any amendments, supplements, or successor legislation thereto.(1)

Section 5.03 Collections on Accounts, Etc. Beneficiary hereby authorizes Trustor to collect upon the Accounts, Instruments, Chattel Paper and Payment Intangibles subject to Beneficiary’s direction and control, and Beneficiary may curtail or terminate said authority at any time after the occurrence and during the continuance of an Event of Default. Upon the request of Beneficiary at any time after the occurrence and during the continuance of an Event of Default, Trustor shall notify the Account Debtors that the applicable Accounts, Chattel Paper and

(1) NTD: Subject to review and comment by local counsel.

Payment Intangibles have been assigned to Beneficiary, for its benefit and the ratable benefit of the Secured Parties, and that payments in respect thereof shall be made directly to Beneficiary. Beneficiary may in its own name or in the name of others communicate with the Account Debtors to verify with them to its satisfaction the existence, amount and terms of any Accounts, Chattel Paper or Payment Intangibles.

Section 5.04 Proceeds. If required by Beneficiary at any time after the occurrence and during the continuance of an Event of Default, any payments of Accounts, Instruments, Chattel Paper and Payment Intangibles, when collected or received by Trustor, and any other cash or non-cash Proceeds received by Trustor upon the sale or other disposition of any Collateral, shall be forthwith (and, in any event, within two (2) Business Days) deposited by Trustor in the exact form received, duly indorsed by Trustor to Beneficiary if required, in a special collateral account maintained by Beneficiary, subject to withdrawal by Beneficiary, for its benefit and the ratable benefit of the Secured Parties, only, as hereinafter provided, and, until so turned over, shall be held by Trustor in trust for Beneficiary, for its benefit and the ratable benefit of the Secured Parties, segregated from other funds of Trustor. All Proceeds (including, without limitation, Proceeds constituting collections of Accounts, Chattel Paper, and Instruments) while held by Beneficiary (or by Trustor in trust for Beneficiary, for its benefit and the ratable benefit of the Secured Parties) shall continue to be collateral security for all of the Obligations and shall not constitute payment thereof until applied as hereinafter provided. If an Event of Default shall have occurred and be continuing, at any time at Beneficiary’s election, Beneficiary shall apply all or any part of the funds on deposit in said special collateral account on account of the Obligations in such order as Beneficiary may elect, and any part of such funds which Beneficiary elects not so to apply and deems not required as collateral security for the Obligations shall be paid over from time to time by Beneficiary to Trustor or to whomsoever may be lawfully entitled to receive the same.

Section 5.05 Substitute Trustee, Beneficiary and Agents. Each of Trustee and Beneficiary or its successor or substitute may appoint or delegate[, with respect to the Deed of Trust State only by an instrument recorded wherever this Deed of Trust is recorded in the State of West Virginia,] (2) any one or more Persons as agent to perform any act or acts necessary or incident to any sale held by Trustee or Beneficiary, including, without limitation, the posting of notices and the conduct of sale, but in the name and on behalf of Trustee or Beneficiary or its successor or substitute, as applicable. If Trustee or Beneficiary or its successor or substitute shall have given notice of sale hereunder, any successor or substitute to such Person thereafter appointed may complete the sale and the conveyance of the property pursuant thereto as if such notice had been given by the successor or substitute conducting the sale.

Section 5.06 Judicial Foreclosure; Receivership. If any of the Obligations shall become due and payable and shall not be promptly paid and such failure to pay shall constitute an Event of Default, for so long as such Event of Default is continuing, Trustee or Beneficiary shall have the right and power to proceed by a suit or suits in equity or at law, whether for the specific performance of any covenant or agreement herein contained or in aid of the execution of any power herein granted, or for any foreclosure hereunder or for the sale of the Deed of Trust

(2) NTD: Subject to review and comment by local counsel.

Property or the Collateral under the judgment or decree of any court or courts of competent jurisdiction, or for the appointment of a receiver pending any foreclosure hereunder or the sale of the Deed of Trust Property or the Collateral under the order of a court or courts of competent jurisdiction or under executory or other legal process, or for the enforcement of any other appropriate legal or equitable remedy. Any money advanced by Trustee and/or Beneficiary in connection with any such receivership shall be a demand obligation (which obligation Trustor hereby expressly promises to pay) owing by Trustor to Trustee and/or Beneficiary and shall bear interest from the date of making such advance by Trustee and/or Beneficiary until paid at the default rate set forth in the Credit Agreement. In addition, Trustor agrees that, upon the occurrence and during the continuation of an Event of Default, Trustee or Beneficiary shall as a matter of right be entitled to the appointment of a receiver or receivers for all or any part of the Deed of Trust Property, whether such receivership be incident to a proposed sale (or sales) of such property or otherwise, and without regard to the value of the Deed of Trust Property or the solvency of any person or persons liable for the payment of the Obligations, and Trustor does hereby consent to the appointment of such receiver or receivers, waives any and all defenses to such appointment, and agrees not to oppose any application therefor by Trustee or Beneficiary and agrees that such appointment shall in no manner impair, prejudice or otherwise affect the rights of Trustee or Beneficiary under ARTICLE III hereof. Trustor expressly waives notice of a hearing for appointment of a receiver and the necessity for bond or an accounting by the receiver. Nothing herein is to be construed to deprive Trustee, Beneficiary or any other Lender of any other right, remedy or privilege it may now or hereafter have under the law to have a receiver appointed. Any money advanced by Trustee, Beneficiary or any other Lender in connection with any such receivership shall be a demand obligation (which obligation Trustor hereby expressly promises to pay) owing by Trustor to Trustee, Beneficiary or such Lender and shall bear interest from the date of making such advancement by Trustee, Beneficiary or such Lender until paid, at the default rate set forth in the Credit Agreement.

Section 5.07 Foreclosure for Installments. Beneficiary shall also have the option to proceed with foreclosure in satisfaction of any installments of the Obligations which have not been paid when due either through the courts or by directing Trustee or his successors in trust to proceed with foreclosure in satisfaction of the matured but unpaid portion of the Obligations as if under a full foreclosure, conducting the sale as herein provided and without declaring the entire principal balance and accrued interest due; such sale may be made subject to the unmatured portion of the Obligations, and any such sale shall not in any manner affect the unmatured portion of the Obligations, but as to such unmatured portion of the Obligations this Deed of Trust shall remain in full force and effect just as though no sale had been made hereunder. It is further agreed that several sales may be made hereunder without exhausting the right of sale for any unmatured part of the Obligations, it being the purpose hereof to provide for a foreclosure and sale of the security for any matured portion of the Obligations without exhausting the power to foreclose and sell the Deed of Trust Property for any subsequently maturing portion of the Obligations.

Section 5.08 Separate Sales. The Deed of Trust Property may be sold in one or more parcels and to the extent permitted by applicable law and in such manner and order as Beneficiary, in its sole discretion, may elect, it being expressly understood and agreed that the right of sale arising out of any Event of Default shall not be exhausted by any one or more sales.

Section 5.09 Possession of Deed of Trust Property and Collateral. Trustor agrees to the full extent that it lawfully may, that, in case one or more of the Events of Default shall have occurred and shall not have been remedied, then, and in every such case, Trustee or Beneficiary shall have the right and power to enter into and upon and take possession of all or any part of the Deed of Trust Property or the Collateral in the possession of Trustor, its successors or assigns, or its or their agents or servants, and may exclude Trustor, its successors or assigns, and all Persons claiming under Trustor, and its or their agents or servants wholly or partly therefrom; and, holding the same, Trustee and/or Beneficiary may use, administer, manage, operate and control the Deed of Trust Property or the Collateral and conduct the business thereof to the same extent as Trustor, its successors or assigns, might at the time do and may exercise all rights and powers of Trustor, in the name, place and stead of Trustor, or otherwise as Trustee and/or Beneficiary shall deem best. All reasonable and customary costs, expenses and liabilities incurred by Trustee and/or Beneficiary in administering, managing, operating, and controlling the Deed of Trust Property or the Collateral shall constitute a demand obligation (which obligation Trustor hereby expressly promises to pay) owing by Trustor to Trustee and/or Beneficiary and shall bear interest from the date of expenditure until paid at the default rate set forth in the Credit Agreement, all of which shall constitute a portion of the Obligations and shall be secured by this Deed of Trust and all other Security Instruments.

Section 5.10 Occupancy After Foreclosure. In the event there is a foreclosure sale hereunder and at the time of such sale Trustor or Trustor’s heirs, devisees, representatives, successors or assigns or any other Person claiming any interest in the Deed of Trust Property or the Collateral by, through or under Trustor are occupying or using the Deed of Trust Property or the Collateral or any part thereof, each and all shall immediately become the tenant of the purchaser at such sale, which tenancy shall be a tenancy from day to day, terminable at the will of either the landlord or tenant, or at a reasonable rental per day based upon the value of the property occupied, such rental to be due daily to the purchaser; to the extent permitted by applicable law, the purchaser at such sale shall, notwithstanding any language herein apparently to the contrary, have the sole option to demand immediate possession following the sale or to permit the occupants to remain as tenants at will. In the event the tenant fails to surrender possession of said property upon demand, the purchaser shall be entitled to institute and maintain a summary action for possession of the Deed of Trust Property or the Collateral (such as an action for forcible entry and detainer) in any court having jurisdiction.

Section 5.11 Remedies Cumulative, Concurrent and Nonexclusive. Each and every right, power, privilege and remedy shall be cumulative and in addition to those granted to Trustee, Beneficiary or any Lender under this Deed of Trust, any other Loan Document and in any other instrument or agreement securing, evidencing or relating to the Obligations, all rights, remedies, powers and privileges of a secured party under the applicable Uniform Commercial Code (whether the Uniform Commercial Code is in effect in the jurisdiction where such rights, remedies, powers or privileges are asserted) or any other applicable law or otherwise available at law or equity; each and every right, power, privilege and remedy whether specifically herein given or otherwise existing may be exercised from time to time and so often and in such order as may be deemed expedient by Trustee, Beneficiary or any Secured Party and the exercise, or the beginning of the exercise, or the abandonment, of any such right, power, privilege or remedy shall not be deemed a waiver of the right to exercise, at the same time or thereafter any other

right, power, privilege or remedy. No delay or omission by Trustee, Beneficiary or any Secured Party in the exercise of any right, power, privilege or remedy shall impair any such right, power, privilege or remedy or operate as a waiver thereof or of any other right, power, privilege or remedy then or thereafter existing.

Section 5.12 No Release of Obligations. Neither Trustor nor any other Person hereafter obligated for payment of all or any part of the Obligations shall be relieved of such obligation by reason of (a) the failure of Trustee or Beneficiary to comply with any request of Trustor or any other Person so obligated to foreclose the Lien of this Deed of Trust or to enforce any provision hereunder or under the Credit Agreement, (b) the release, regardless of consideration, of the Deed of Trust Property or the Collateral or any portion thereof or interest therein or the addition of any other property to the Deed of Trust Property or the Collateral, (c) any agreement or stipulation between any subsequent owner of the Deed of Trust Property or the Collateral and Trustee and/or and Beneficiary extending, renewing, rearranging or in any other way modifying the terms of this Deed of Trust without first having obtained the consent of, given notice to or paid any consideration to Trustor or such other Person, and in such event Trustor, guarantor and all such other Persons shall continue to be liable to make payment according to the terms of any such extension or modification agreement unless expressly released and discharged in writing by Trustee and/or Beneficiary or (d) by any other act or occurrence save and except the complete payment of the Obligations and the complete fulfilment of all obligations hereunder or under the Credit Agreement.

Section 5.13 No Impairment of Security. The Lien, security interest and other security rights of Trustee or Beneficiary hereunder shall not be impaired by any indulgence, moratorium or release granted by Trustee or Beneficiary including, but not limited to, any renewal, extension or modification which Trustee or Beneficiary may grant with respect to any of the Obligations, or any surrender, compromise, release, renewal, extension, exchange or substitution which Trustee or Beneficiary may grant in respect of the Deed of Trust Property or any part thereof or any interest therein, or any release or indulgence granted to any endorser, guarantor or surety of any of the Obligations.

Section 5.14 Release of and Resort to Collateral. Beneficiary may release, regardless of consideration, any part of the Deed of Trust Property or the Collateral without, as to the remainder, in any way impairing, affecting, subordinating or releasing the Lien or security interest created in or evidenced by this Deed of Trust or its stature as a first and prior Lien and security interest in and to the Deed of Trust Property and the Collateral, and without in any way releasing or diminishing the liability of any Person or entity liable for the repayment of the Obligations. For payment of the Obligations, Beneficiary may resort to any other security therefor held by Beneficiary or Trustee in such order and manner as Beneficiary may elect.

Section 5.15 Sales Acknowledgment. With respect to any sale held in foreclosure of the liens and/or security interests covered hereby, it shall not be necessary for Trustee, Beneficiary, or any public officer acting under execution or order of the court or any other party, to have physically present or constructively in his/her or its possession either at the time of or prior to such sale, the Deed of Trust Property or any part thereof.

Section 5.16 Waiver of Redemption, Notice and Marshalling of Assets, Etc. To the fullest extent permitted by law, Trustor hereby irrevocably and unconditionally waives and releases (a) all benefits that might accrue to Trustor by virtue of any present or future moratorium law or other law exempting the Deed of Trust Property or the Collateral from attachment, levy or sale on execution or providing for any appraisement, valuation, stay of execution, exemption from civil process, redemption or extension of time for payment, (b) all notices of any Event of Default or of Beneficiary’s intention to accelerate maturity of the Obligations or of Trustee’s election to exercise or his actual exercise of any right, remedy or recourse, except as provided for hereunder or under the Credit Agreement and (c) any rights, legal and equitable, to a marshalling of assets or a sale in inverse order of alienation. Each successor and assign of Trustor, including without limitation, a holder of a Lien subordinate to the Lien created hereby (without implying that Trustor has, except as expressly provided herein or in the Credit Agreement, a right to grant an interest in, or a subordinate Lien on, the Deed of Trust Property or the Collateral), by acceptance of its interest or Lien agrees that it shall be bound by the above waiver, as if it gave the waiver itself. The right to plead any and all statutes of limitation as a defense to any demand secured by or made pursuant to this Deed of Trust is hereby waived to the full extent permitted by law. If any law referred to in this Deed of Trust and now in force, of which Trustor or its successor or successors might take advantage despite the provisions hereof, shall hereafter be repealed or cease to be in force, such law shall thereafter be deemed not to constitute any part of the contract herein contained or to preclude the operation or application of the provisions hereof. Trustee and Beneficiary may enforce its rights hereunder without prior judicial process or judicial hearing to the extent permitted by law, and to the extent permitted by law, Trustor expressly waives any and all legal rights which might otherwise require Trustee or Beneficiary to enforce its rights by judicial process. Trustor waives and agrees not to assert any rights or privileges which it may acquire under the Uniform Commercial Code or any other applicable law. Trustor shall remain liable for any deficiency if the proceeds of any sale or other disposition of the Deed of Trust Property or the Collateral are insufficient to pay its Obligations and the fees and disbursements of any attorneys employed by Trustee, Beneficiary and any Lender to collect such deficiency.

Section 5.17 Discontinuance of Proceedings. In case Beneficiary shall have proceeded to invoke any right, remedy or recourse permitted hereunder or under the Credit Agreement and shall thereafter elect to discontinue or abandon same for any reason, Beneficiary shall have the unqualified right so to do and, in such an event, Trustor and Beneficiary shall be restored to their former positions with respect to the Obligations, this Deed of Trust, the Credit Agreement, the Deed of Trust Property and the Collateral and otherwise, and the rights, remedies, recourses and powers of Beneficiary shall continue as if same had never been invoked.

Section 5.18 Application of Proceeds. The proceeds of any sale of the Deed of Trust Property or the Collateral or any part thereof and all other monies received by Trustee in any proceedings for the enforcement hereof, whose application has not elsewhere herein been specifically provided for, shall be applied first to the payment of all reasonable, out-of-pocket expenses incurred by Trustee or Beneficiary incident to the enforcement of this Deed of Trust, the Credit Agreement or any of the Obligations (including, without limiting the generality of the foregoing, expenses of any entry or taking of possession, of any sale, of advertisement thereof, and of conveyances, and court costs, compensation of agents and employees, legal fees and a

reasonable commission to Trustee acting), and to the payment of all other reasonable charges, expenses, liabilities and advances incurred or made by Trustee or Beneficiary under this Deed of Trust or in executing any trust or power hereunder; and then as set forth in Section 8.03 of the Credit Agreement.

Section 5.19 Resignation of Operator. In addition to all rights and remedies under this Deed of Trust, at law and in equity, if any Event of Default shall occur and be continuing and Trustee or Beneficiary shall exercise any remedies under this Deed of Trust with respect to any portion of the Deed of Trust Property or the Collateral (or Trustor shall transfer any Deed of Trust Property or the Collateral “in lieu of” foreclosure), Beneficiary or Trustee shall have the right to request that any operator of any Deed of Trust Property which is either Trustor or any Affiliate of Trustor to resign as operator under any joint operating agreement applicable thereto, and no later than sixty (60) days after receipt by Trustor of any such request, Trustor shall resign (or cause such other party to resign) as operator of such Deed of Trust Property.

Section 5.20 INDEMNITY. IN CONNECTION WITH ANY ACTION TAKEN BY TRUSTEE AND/OR BENEFICIARY PURSUANT TO THIS DEED OF TRUST, TRUSTEE, BENEFICIARY, EACH AGENT, THE ISSUING BANK, THE SECURED PARTIES AND THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, REPRESENTATIVES, AGENTS, ATTORNEYS, ACCOUNTANTS AND EXPERTS (“INDEMNIFIED PARTIES”) SHALL NOT BE LIABLE FOR ANY LOSS SUSTAINED BY TRUSTOR RESULTING FROM AN ASSERTION THAT BENEFICIARY HAS RECEIVED FUNDS FROM THE PRODUCTION OF HYDROCARBONS CLAIMED BY THIRD PERSONS OR ANY ACT OR OMISSION OF ANY INDEMNIFIED PARTY IN ADMINISTERING, MANAGING, OPERATING OR CONTROLLING THE DEED OF TRUST PROPERTY OR THE COLLATERAL INCLUDING SUCH LOSS WHICH MAY RESULT FROM THE ORDINARY NEGLIGENCE OF AN INDEMNIFIED PARTY UNLESS SUCH LOSS IS CAUSED BY THE WILFUL MISCONDUCT OR GROSS NEGLIGENCE OF AN INDEMNIFIED PARTY, NOR SHALL TRUSTEE, BENEFICIARY AND ANY OTHER INDEMNIFIED PARTY BE OBLIGATED TO PERFORM OR DISCHARGE ANY OBLIGATION, DUTY OR LIABILITY OF TRUSTOR. TO THE EXTENT THE BORROWER WOULD BE REQUIRED TO DO SO PURSUANT TO SECTION 10.04 OF THE CREDIT AGREEMENT, TRUSTOR SHALL AND DOES HEREBY AGREE TO INDEMNIFY EACH INDEMNIFIED PARTY FOR, AND TO HOLD EACH INDEMNIFIED PARTY HARMLESS FROM, ANY AND ALL LIABILITY, LOSS OR DAMAGE WHICH MAY OR MIGHT BE INCURRED BY ANY INDEMNIFIED PARTY BY REASON OF THIS DEED OF TRUST OR THE EXERCISE OF RIGHTS OR REMEDIES HEREUNDER; SHOULD TRUSTEE AND/OR BENEFICIARY MAKE ANY EXPENDITURE ON ACCOUNT OF ANY SUCH LIABILITY, LOSS OR DAMAGE, THE AMOUNT THEREOF, INCLUDING COSTS, EXPENSES AND REASONABLE OUT OF POCKET ATTORNEYS’ FEES, SHALL BE A DEMAND OBLIGATION (WHICH OBLIGATION TRUSTOR HEREBY EXPRESSLY PROMISES TO PAY) OWING BY TRUSTOR TO TRUSTEE AND/OR BENEFICIARY AND SHALL BEAR INTEREST FROM THE DATE EXPENDED UNTIL PAID AT THE DEFAULT RATE SET FORTH IN THE CREDIT AGREEMENT, SHALL BE A PART OF THE OBLIGATIONS AND SHALL BE SECURED BY THIS

DEED OF TRUST AND ANY OTHER LOAN DOCUMENT. TRUSTOR HEREBY ASSENTS TO, RATIFIES AND CONFIRMS ANY AND ALL ACTIONS OF TRUSTEE AND/OR BENEFICIARY WITH RESPECT TO THE DEED OF TRUST PROPERTY OR THE COLLATERAL TAKEN UNDER THIS DEED OF TRUST. THE LIABILITIES OF TRUSTOR AS SET FORTH IN THIS SECTION 5.20 SHALL SURVIVE THE TERMINATION OF THIS DEED OF TRUST.

Section 5.21 Beneficiary Not “Beneficiary-In-Possession”. It is understood and agreed that neither the assignment of the Rents, the leases, the Hydrocarbons and the products, revenues and proceeds therefrom to Beneficiary pursuant to Section 3.01 nor the exercise by Beneficiary of any of its rights or remedies hereunder shall be deemed to make Beneficiary a “beneficiary-in-possession” or otherwise responsible or liable in any manner with respect to the Deed of Trust Property or the use, occupancy, enjoyment or operation of all or any portion thereof, nor shall appointment of a receiver for the Deed of Trust Property by any court at the request of Beneficiary or by agreement with Trustor or the entering into possession of the Deed of Trust Property or any part thereof by such receiver be deemed to make Beneficiary a “beneficiary-in-possession” or otherwise responsible or liable in any manner with respect to the Deed of Trust Property or the use, occupancy, enjoyment or operation of all or any portion thereof.

ARTICLE VI.
Trustee

Section 6.01 Duties, Rights, and Powers of Trustee. It shall be no part of the duty of Trustee to see to any recording, filing or registration of this Deed of Trust or any other instrument in addition or supplemental thereto, or to give any notice thereof, or to see to the payment of or be under any duty in respect of any tax or assessment or other governmental charge which may be levied or assessed on the Deed of Trust Property, or any part thereof, or against Trustor, or to see to the performance or observance by Trustor of any of the covenants and agreements contained herein. Trustee shall not be responsible for the execution, acknowledgment or validity of this Deed of Trust or of any instrument in addition or supplemental hereto or for the sufficiency of the security purported to be created hereby, and makes no representation in respect thereof or in respect of the rights of Beneficiary. Trustee shall have the right to advise with counsel upon any matters arising hereunder and shall be fully protected in relying as to legal matters on the advice of counsel. Trustee shall not incur any personal liability hereunder except for Trustee’s own gross negligence or wilful misconduct; and Trustee shall have the right to rely on any instrument, document or signature authorizing or supporting any action taken or proposed to be taken by him hereunder, believed by him in good faith to be genuine.

Section 6.02 Successor Trustee. Trustee may resign by written notice addressed to Beneficiary or be removed at any time with or without cause by an instrument in writing duly executed on behalf of Beneficiary. In case of the death, resignation or removal of Trustee, a successor Trustee may be appointed by Beneficiary by instrument of substitution complying with any applicable requirements of law, or, in the absence of any such requirement, without other formality than appointment and designation in writing. Written notice of such appointment and designation shall be given by Beneficiary to Trustor, but the validity of any such appointment shall not be impaired or affected by failure to give such notice or by any defect therein. Such

appointment and designation shall be full evidence of the right and authority to make the same and of all the facts therein recited, and, upon the making of any such appointment and designation, this Deed of Trust shall vest in the successor Trustee all the estate and title in and to all of the Deed of Trust Property in the Deed of Trust State, and the successor Trustee shall thereupon succeed to all of the rights, powers, privileges, immunities and duties hereby conferred upon Trustee named herein, and one such appointment and designation shall not exhaust the right to appoint and designate a successor Trustee hereunder but such right may be exercised repeatedly as long as any Obligations remains unpaid hereunder. To facilitate the administration of the duties hereunder, Beneficiary may appoint multiple Trustees to serve in such capacity or in such jurisdictions as Beneficiary may designate.

Section 6.03 Retention of Moneys. All moneys received by Trustee shall, until used or applied as herein provided, be held in trust for the purposes for which they were received, but need not be segregated in any manner from any other moneys (except to the extent required by law), and Trustee shall be under no liability for interest on any moneys received by him hereunder.

Section 6.04 Beneficiary Attorney-In-Fact. Trustor hereby irrevocably constitutes and appoints Beneficiary the attorney-in-fact of Trustor, and in such capacity, Beneficiary, its counsel or its representative, may from time to time, execute, deliver and file with the appropriate filing officer or office such security agreements, financing statements, continuation statements, amendments, other filing or recording documents or instruments as Beneficiary may request or require, in such form as Beneficiary reasonably determines appropriate, in order to impose, perfect, protect, preserve the priority of, or enforce, the Liens on the Deed of Trust Property and the Collateral.

ARTICLE VII.
Special Provisions(3)

Section 7.01 Ohio.

(a) As to the Deed of Trust Property that is located in (or cover or relate to properties located in) the Mortgage State, this Deed of Trust is an open-end mortgage made pursuant to Section 5301.232 of the Ohio Revised Code, and shall secure the payment of all advances Lenders have made and are required to make from time to time in accordance with the Credit Agreement, all of which are intended to be obligatory. The aggregate maximum principal amount of the indebtedness and other obligations secured hereunder at any one time shall not exceed the sum of five hundred million and no/100 dollars ($500,000,000), together with interest on such principal amounts and other amounts due under the Obligations and the amounts set forth in the following sentence. As permitted and provided in Section 5301.233 of the Ohio Revised Code, this Deed of Trust shall also secure unpaid balances of advances made with respect to the Deed of Trust Property for the payment of taxes, assessments, insurance premiums, or costs incurred for the protection of the Deed of Trust Property and other costs which the Beneficiary is authorized by this Deed of Trust to pay on Trustor’s behalf, plus interest thereon, regardless of the time when such advances are made.

(3) NTD: Subject to review and comment by local counsel.

Section 7.02 West Virginia.

(a) The granting language contained in Sections 2.01, 2.02 and 3.01 shall be construed such that the grants therein are made “WITH COVENANTS OF GENERAL WARRANTY” for purposes of West Virginia law.

(b) THIS DEED OF TRUST IS A CREDIT LINE DEED OF TRUST FOR THE PURPOSES OF W. VA. CODE SECTION 38-1-14, AND SECURES A MAXIMUM PRINCIPAL AMOUNT NOT TO EXCEED FIVE HUNDRED MILLION AND NO/100 DOLLARS ($500,000,000), and this Deed of Trust is also security for the payment of interest on such principal sums, for certain hedging obligations and other Obligations described in Section 2.03, and for expenses incurred by Beneficiary or Trustee pursuant to the provisions of this Deed of Trust, the Credit Agreement and the other Loan Documents. This Deed of Trust secures future advances that the Lenders are obligated or elect to make to Trustor, any other Loan Party or any Restricted Subsidiary in accordance with the terms of the Credit Agreement as it may be amended, supplemented, restated or otherwise modified. All future advances which may be advanced under the terms of this Deed of Trust, the Notes, the Credit Agreement, the other Loan Documents and the Secured Hedge Agreements are intended to be obligatory advances which the applicable Secured Party has legally obligated itself to make in the absence of a default, breach or other such event. Obligatory advances include, but are not limited to, advances which the Secured Parties have agreed to make as a term or condition of this Deed of Trust, the Notes, the Credit Agreement, the other Loan Documents or the Secured Hedge Agreements, obligations arising out of the occurrence of a condition, event or circumstance contemplated by such agreements, obligations arising on a specified date or time, or advances made upon application therefor by Trustor, any other Loan Party or any Restricted Subsidiary under this Deed of Trust, the Notes, the Credit Agreement, the other Loan Documents or the Secured Hedge Agreements secured thereby.

(c) Notwithstanding the provisions of Section 8.09 to the contrary, the following provisions shall apply insofar as any portion of the Deed of Trust Property situated in the State of West Virginia is concerned:

(i) Notice of foreclosure sale shall be made by publication in some newspaper of general circulation in the county wherein the Property is located, or if there be no such newspaper, in a qualified newspaper of general circulation in said county, once a week for two successive weeks prior o the day of sale. When a notice of foreclosure sale is mailed, a copy of such notice shall be served on Trustor by certified mail, return receipt requested, directed to the address specified in the introductory paragraph hereto or such other address given to Beneficiary in writing. A notice shall be deemed complete when such notice is mailed to the aforesaid address, notwithstanding the fact that such mail may be returned as refused or undeliverable. A copy of such notice shall be served by certified mail, at least twenty (20) days prior to the sale, upon any subordinate lien holder who has previously notified Beneficiary by certified mail of the existence of a subordinate lien. The address to which such notice to Beneficiary shall be mailed is the address specified in the introductory paragraph hereto.

(ii) Trustor hereby waives personal service of notice of any sale made hereunder, upon Trustor, its devisees, agents, successors and assigns and also waive the posting of notice of sale at any courthouse.

(d) From the proceeds of any foreclosure sale with respect to any Deed of Trust Property, Trustee shall pay (a) first, the costs and expenses of executing this trust including Beneficiary’s and Trustee’s legal fees and other expenses, but Trustee shall be entitled to commission, (b) second, to Beneficiary all sums paid for taxes, insurance, repairs and all other costs and expenses incurred or paid under the provisions of this Deed of Trust, together with interest thereof at the rate specified in the Loan Documents from the date of payment, (c) third, to Beneficiary the full amount due and unpaid on the Obligations, and (d) fourth, the balance, if any, to Trustor and its successors and assigns upon delivery of and surrender to the purchasers of possession of the Deed of Trust Property less the expense, if any, of obtaining such possession. If foreclosure proceedings are instituted but not completed, Trustee shall be reimbursed for all costs and expenses incurred by Trustee in commending such proceedings. Any sale may be adjourned from time to time by oral proclamation by Trustee.

ARTICLE VIII.
Miscellaneous

Section 8.01 Instrument Construed as Mortgage, Etc. With respect to any portions of the Deed of Trust Property located in any state or other jurisdiction the laws of which do not provide for the use or enforcement of a deed of trust or the office, rights and authority of Trustee as herein provided, the general language of conveyance hereof to Trustee is intended and the same shall be construed as words of mortgage unto and in favor of Beneficiary and the rights and authority granted to Trustee herein may be enforced and asserted by Beneficiary in accordance with the laws of the jurisdiction in which such portion of the Deed of Trust Property is located and the same may be foreclosed at the option of Beneficiary as to any or all such portions of the Deed of Trust Property in any manner permitted by the laws of the jurisdiction in which such portions of the Deed of Trust Property is situated. This Deed of Trust may be construed as a mortgage, deed of trust, chattel mortgage, conveyance, assignment, security agreement, pledge, financing statement, hypothecation or contract, or any one or more of them, in order fully to effectuate the Liens hereof and the purposes and agreements herein set forth.

Section 8.02 Release of Deed of Trust. Upon a Credit Agreement Termination or the release of the Trustor as a Grantor under the Security Agreement, Beneficiary shall forthwith cause reconveyance, satisfaction and discharge of this Deed of Trust to be entered upon the record at the expense of Trustor and shall execute and deliver or cause to be executed and delivered such instruments of reconveyance, satisfaction and reassignment as may be appropriate. Otherwise, this Deed of Trust shall remain and continue in full force and effect.

Section 8.03 Severability. If any provision hereof is invalid or unenforceable in any jurisdiction, the other provisions hereof shall remain in full force and effect in such jurisdiction and the remaining provisions hereof shall be liberally construed in favor of Trustee and Beneficiary in order to effectuate the provisions hereof, and the invalidity or unenforceability of any provision hereof in any jurisdiction shall not affect the validity or enforceability of any such provision in any other jurisdiction.

Section 8.04 Partial Releases. If any of the Deed of Trust Property or Collateral shall be sold, transferred or otherwise disposed of by Trustor in a transaction permitted by the Credit Agreement, then Trustee, at the request and sole expense of Trustor, shall promptly execute and deliver to Trustor all releases or other documents reasonably necessary or desirable for the release of the Liens created hereby on the Deed of Trust Property or Collateral.

Section 8.05 Successors and Assigns of Parties. The term “Beneficiary” as used herein shall mean and include Wells Fargo Bank, National Association, and its successors and assigns acting as Administrative Agent for the benefit of any legal owner, holder, assignee or pledgee of any of the Obligations secured hereby. The terms used to designate Trustee, Beneficiary and Trustor shall be deemed to include the respective heirs, legal representatives, successors and assigns of such parties.

Section 8.06 Satisfaction of Prior Encumbrance. To the extent that proceeds of the Credit Agreement are used to pay indebtedness secured by any outstanding Lien, security interest, charge or prior encumbrance against the Deed of Trust Property, such proceeds have been advanced by Beneficiary at Trustor’s request, and Beneficiary shall be subrogated to any and all rights, security interests and Liens owned by any owner or holder of such outstanding Liens, security interests, charges or encumbrances, irrespective of whether said Liens, security interests, charges or encumbrances are released, and it is expressly understood that, in consideration of the payment of such other indebtedness by Beneficiary, Trustor hereby waives and releases all demands and causes of action for offsets and payments to, upon and in connection with the said indebtedness.

Section 8.07 Subrogation of Trustee. This Deed of Trust is made with full substitution and subrogation of Trustee and his successors in this trust and his and their assigns in and to all covenants and warranties by others heretofore given or made in respect of the Deed of Trust Property or any part thereof.

Section 8.08 Nature of Covenants. The covenants and agreements herein contained shall constitute covenants running with the land and interests covered or affected hereby and shall be binding upon the heirs, legal representatives, successors and assigns of the parties hereto.

Section 8.09 Notices. All notices, requests, consents, demands and other communications required or permitted hereunder shall be in writing and shall be deemed sufficiently given or furnished if delivered by registered or certified United States mail, postage prepaid, or by personal service (including express or courier service) at the addresses specified at the end of this Deed of Trust (unless changed by similar notice in writing given by the particular party whose address is to be changed). Any such notice or communication shall be deemed to have been given either at the time of personal delivery or, in the case of delivery at the address and in the manner provided herein, upon receipt; provided that, service of notice as required by the laws of any state in which portions of the Deed of Trust Property may be situated shall for all purposes be deemed appropriate and sufficient with the giving of such notice.

Section 8.10 Amendments. Neither this Deed of Trust nor any provision hereof may be waived, amended or modified except in accordance with Section 10.01 of the Credit Agreement.

Section 8.11 Counterparts. This Deed of Trust is being executed in several counterparts, all of which are identical, except that to facilitate recordation, if the Deed of Trust Property is situated in more than one county, descriptions of only those portions of the Deed of Trust Property located in the county in which a particular counterpart is recorded shall be attached as Exhibit A thereto. An Exhibit A containing a description of all Deed of Trust Property wheresoever situated will be attached to that certain counterpart to be attached to a Financing Statement and filed with the Secretary of State of Delaware in the Uniform Commercial Code Records. Each of such counterparts shall for all purposes be deemed to be an original and all such counterparts shall together constitute but one and the same instrument.

Section 8.12 GOVERNING LAW. INSOFAR AS PERMITTED BY OTHERWISE APPLICABLE LAW, THIS DEED OF TRUST AND THE OBLIGATIONS SHALL BE CONSTRUED UNDER AND GOVERNED BY THE LAWS OF THE STATE OF NEW YORK (EXCLUDING CHOICE OF LAW AND CONFLICT OF LAW RULES); PROVIDED, HOWEVER, THAT THE LAWS OF THE STATE IN WHICH THE DEED OF TRUST PROPERTY OR COLLATERAL IS LOCATED SHALL APPLY TO THE EXTENT OF PROCEDURAL AND SUBSTANTIVE MATTERS RELATING ONLY TO THE CREATION, PERFECTION, FORECLOSURE OF LIENS AND ENFORCEMENT OF RIGHTS AND REMEDIES AGAINST THE DEED OF TRUST PROPERTY OR COLLATERAL.

SECTION 8.13 EXCULPATION PROVISIONS. EACH OF THE PARTIES HERETO SPECIFICALLY AGREES THAT IT HAS A DUTY TO READ THIS DEED OF TRUST AND THE OTHER LOAN DOCUMENTS AND AGREES THAT IT IS CHARGED WITH NOTICE AND KNOWLEDGE OF THE TERMS OF THIS DEED OF TRUST AND THE OTHER LOAN DOCUMENTS; THAT IT HAS IN FACT READ THIS DEED OF TRUST AND IS FULLY INFORMED AND HAS FULL NOTICE AND KNOWLEDGE OF THE TERMS, CONDITIONS AND EFFECTS OF THIS DEED OF TRUST; THAT IT HAS BEEN REPRESENTED BY INDEPENDENT LEGAL COUNSEL OF ITS CHOICE THROUGHOUT THE NEGOTIATIONS PRECEDING ITS EXECUTION OF THIS DEED OF TRUST AND THE OTHER LOAN DOCUMENTS; AND HAS RECEIVED THE ADVICE OF ITS ATTORNEY IN ENTERING INTO THIS DEED OF TRUST AND THE OTHER LOAN DOCUMENTS; AND THAT IT RECOGNIZES THAT CERTAIN OF THE TERMS OF THIS DEED OF TRUST AND THE OTHER LOAN DOCUMENTS RESULT IN ONE PARTY ASSUMING THE LIABILITY INHERENT IN SOME ASPECTS OF THE TRANSACTION AND RELIEVING THE OTHER PARTY OF ITS RESPONSIBILITY FOR SUCH LIABILITY. EACH PARTY HERETO AGREES AND COVENANTS THAT IT WILL NOT CONTEST THE VALIDITY OR ENFORCEABILITY OF ANY EXCULPATORY PROVISION OF THIS DEED OF TRUST AND THE OTHER LOAN DOCUMENTS ON THE BASIS THAT THE PARTY HAD NO NOTICE OR KNOWLEDGE OF SUCH PROVISION OR THAT THE PROVISION IS NOT “CONSPICUOUS.”

Section 8.14 Terms Generally; Rules of Construction. The definitions of terms herein shall apply equally to the singular and plural forms of the terms defined. Whenever the context may require, any pronoun shall include the corresponding masculine, feminine and neuter forms.

The words “include”, “includes” and “including” shall be deemed to be followed by the phrase “without limitation”. The word “will” shall be construed to have the same meaning and effect as the word “shall”. Unless the context requires otherwise (a) any definition of or reference to any agreement, instrument or other document herein shall be construed as referring to such agreement, instrument or other document as from time to time amended, supplemented or otherwise modified (subject to any restrictions on such amendments, supplements or modifications set forth in the Loan Documents), (b) any reference herein to any law shall be construed as referring to such law as amended, modified, codified or reenacted, in whole or in part, and in effect from time to time, (c) any reference herein to any Person shall be construed to include such Person’s successors and assigns (subject to the restrictions contained in the Loan Documents), (d) the words “herein”, “hereof” and “hereunder”, and words of similar import, shall be construed to refer to this Agreement in its entirety and not to any particular provision hereof, (e) with respect to the determination of any time period, the word “from” means “from and including” and the word “to” means “to and including” and (f) any reference herein to Articles, Sections and Exhibits shall be construed to refer to Articles and Sections of, and Exhibits to, this Deed of Trust. No provision of this Deed of Trust or any other Loan Document shall be interpreted or construed against any Person solely because such Person or its legal representative drafted such provision.

Section 8.15 Recording. Trustor will cause this Deed of Trust and all amendments and supplements thereto and substitutions therefor and all financing statements and continuation statements relating thereto to be recorded, filed, re-recorded and refiled in such a manner and in such places as Trustee or Beneficiary shall reasonably request and will pay all such recording, filing, re-recording and refiling taxes, fees and other charges.

Section 8.16 Application of Payments to Certain Obligations. If any part of the Obligations cannot be lawfully secured by this Deed of Trust or if any part of the Deed of Trust Property cannot be lawfully subject to the lien and security interest hereof to the full extent of the Obligations, then all payments made shall be applied on said Obligations first in discharge of that portion thereof which is not secured by this Deed of Trust.

Section 8.17 Compliance with Usury Laws. It is the intention of the parties hereto that Beneficiary and all Lenders conform strictly to usury laws applicable to them, and this Deed of Trust is expressly made subject to the provisions of the Credit Agreement pertaining to applicable usury laws. In furtherance thereof, it is stipulated and agreed that none of the terms and provisions contained herein shall ever be construed to create a contract to pay, for the use, forbearance or detention of money, interest in excess of the maximum amount of interest permitted to be charged by applicable law from time to time in effect, and neither Trustor nor any present or future guarantors, endorsers or other parties now or hereafter becoming liable for payment of the Obligations shall ever be liable for unearned interest thereon or shall ever be required to pay interest thereon in excess of the maximum interest that may be lawfully charged under applicable law from time to time in effect; reference is made to the Credit Agreement for further provisions with respect thereto.

PREPARED BY:

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[SIGNATURES BEGIN NEXT PAGE]

WITNESS the following signature EXECUTED this day of , 20 , to be effective as of the day of , 20 .

Trustor:

	[ ]

	By:
	Name:
	Title:


	[1625 17th Street, Denver, Colorado 80202]

STATE OF	§
	§
COUNTY OF	§

This instrument was acknowledged before me on this day of , 20 , by , as of , a , on behalf of said entity.

Witness my hand and official seal



My commission expires:			Notary Public

			SEAL:

Mortgage Signature Page

S-1

Exhibit A

Deed of Trust Property

Name of Debtor/Grantor

Type of Organization (e.g.
corporation, limited
liability company, limited
partnership)

Jurisdiction of
Organization/
Formation

Organizational
Identification
Number