Aris Water Solutions(ARIS) - 2025 Q2 - Quarterly Results

Introduction Parties and Amendment Effective Date This section identifies the parties involved in the Amendment No. 2 to the Amended and Restated Water Gathering and Disposal Agreement, including Solaris Midstream DB-NM, LLC as 'Gatherer' and a consortium of entities (COG Operating LLC, COG Production LLC, Concho Oil & Gas LLC, and COG Acreage LP) collectively as 'Producer', and specifies the effective date of this amendment - The Amendment No. 2 to Amended and Restated Water Gathering and Disposal Agreement is made effective as of July 29, 2025[2] - The parties to the amendment are Solaris Midstream DB-NM, LLC ('Gatherer') and COG Operating LLC, COG Production LLC, Concho Oil & Gas LLC, and COG Acreage LP (collectively 'Producer')[2] Recitals and Purpose of Amendment This section provides the background for the amendment, noting the original agreement's effective date and a previous amendment, and explicitly states the primary objective of the current amendment: to extend the Primary Term of the existing agreement - The original Amended and Restated Water Gathering and Disposal Agreement was effective June 11, 2020, and previously amended on February 15, 2024[4] - The primary purpose of this Amendment is to extend the Primary Term of the Agreement by seven (7) years[4] Core Amendments Amendment to Section 7.1 (Term) This section details the modification of Section 7.1 of the original agreement, which governs the term. The Primary Term is extended, and provisions for further extensions and termination notices are outlined - Section 7.1 of the Agreement is deleted and replaced, extending the Primary Term until May 31, 2040[5] - The Producer has the option to extend the Primary Term by an additional five (5) years, up to two times, requiring at least 365 days' prior notice[5] - Termination by either Party at the end of the Primary Term or any yearly extension requires at least 365 days' prior written notice[5] Limited Effect of Amendment This clause confirms that, except for the explicitly stated changes, all other terms and provisions of the original agreement remain fully effective. It also establishes that this Amendment takes precedence in the event of any conflict with the original agreement - All terms and provisions of the original Agreement remain in full force and effect, except as expressly provided in this Amendment[6] - In the event of a conflict between this Amendment and the Agreement, this Amendment shall control[6] General Legal Provisions Representations and Warranties Each Party provides standard legal assurances, representing and warranting that they possess the full authority to execute and fulfill the obligations set forth in this Amendment, and that the Amendment constitutes a legally binding obligation - Each Party represents and warrants that it has the full right, power, and authority to enter into and perform its obligations under this Amendment[7] - This Amendment has been duly executed and delivered, constituting a legal, valid, and binding obligation of each Party[7] Miscellaneous Provisions This section covers various standard legal clauses, including the governing law, dispute resolution mechanisms, provisions for successors and assigns, the interpretive role of headings, the allowance for execution in counterparts, and the declaration that this document, along with the original agreement, constitutes the entire agreement between the parties - This Amendment and any disputes shall be governed by the law of the State of Texas[10] - The Dispute Resolution and Arbitration provisions of GTC Section XIII(b) of the Agreement are incorporated[10] - This Amendment may be executed in one or more counterparts, including electronically[10] - The Agreement and this Amendment constitute the sole and entire agreement between the Parties[10] Execution and Acknowledgment Producer Signatures and Acknowledgments This section contains the signatures and notarized acknowledgments for each of the Producer entities: COG Operating LLC, COG Production LLC, Concho Oil & Gas LLC, and COG Acreage LP, all executed by Garrett Rychlik as Attorney-in-Fact - Garrett Rychlik, Attorney-in-Fact, signed on behalf of COG Operating LLC, COG Production LLC, Concho Oil & Gas LLC, and COG Acreage LP[12][14][16][18] - Erica Adkins, Notary Public for the State of Texas, acknowledged the signatures for all Producer entities on July 29, 2025[13][15][17][19] Gatherer Signature and Acknowledgment This section includes the signature and notarized acknowledgment for the Gatherer entity, Solaris Midstream DB-NM, LLC, executed by Amanda Brock as CEO - Amanda Brock, CEO, signed on behalf of Solaris Midstream DB-NM, LLC ('Gatherer')[20] - Melody Chappell, Notary Public for the State of Texas, acknowledged the signature for the Gatherer on July 30, 2025[21]