Approval by Newco. Newco shall prepare and approve the final Annual Budget by December 1 of the calendar year in which Crestwood Midstream submitted a proposed Annual Budget pursuant to [clause (a) above]. If the Annual Budget is not approved by Newco prior to the date when such Annual Budget is to become effective, Crestwood Midstream shall continue to use the Annual Budget then in effect, extrapolated to a 12-month budget period in the case of the use of the Annual Budget for 2016, except that # any items of the proposed Annual Budget that previously were approved by the Board shall be given effect in substitution of the corresponding items in the Annual Budget for the previous year, # any one-time or non-recurring items and the corresponding budget entries therefor shall be deleted, and # all other categories of expenses from the Annual Budget for 2016 or the Annual Budget for the previous period or year, as applicable, shall be increased by five percent (5%).

Within three (3) Business Days after the date of execution by all Parties to this Settlement Agreement, the Debtors shall file a motion (the “Settlement Approval Motion”) with the Bankruptcy Court seeking # approval of this Settlement Agreement pursuant to Rule 9019(a) of the Bankruptcy Rules, # authorization for the Debtors to enter into the Plan Support Agreement pursuant to section 363 of the Bankruptcy Code, and # waiver of any stay of the Settlement Order pursuant to Rule 6004(h) of the Bankruptcy Rules. The Settlement Approval Motion shall be in form and substance reasonably acceptable to the Parties.

Reduction Period. Your base monthly salary and Travel and Housing Accommodation Allowance will be reduced by the Salary Reduction Percentage (as defined below) and the Housing Allowance Percentage (as defined below), respectively, for the calendar months April, May and June, 2020 (“Compensation Reduction Program Period”).

Inspection Period. The Seller and Purchaser agree to extend the Inspection Period, as referenced in [Section 3(a)] of the Agreement, until July 22, 2020, (the “Inspection Period”).

Transition Period. The five-year period from January 1, 2021 to December 31, 2025.

Employment Period. Unless earlier terminated in accordance with Sections 6 or 8 of this Agreement, Employee’s employment shall be for an initial term of 36 months beginning as of the Effective Date. On the first anniversary of the Effective Date and on each anniversary thereafter (the “Renewal Date”), this Agreement shall be extended automatically for one additional year unless the Board of Directors of Bancorp (the “Bancorp Board”) or the Employee determines, and prior to the Renewal Date sends to the other party written notice, that the term shall not be extended. If the Bancorp Board decides not to extend the term, this Agreement shall nevertheless remain in force until its existing term expires. The Bancorp Board’s decision not to extend the term shall not – by itself – give Employee any rights to claim an adverse change in position, compensation, or circumstances or otherwise to claim entitlement to severance benefits under this Agreement. References herein to the term of this Agreement or to the “Employment Period” shall refer to the initial term, as the same may be extended. For purposes of this Agreement, “Terminate” (and variations and derivatives thereof) shall mean, when used in connection with a cessation of employment, that Employee has incurred a separation from service as defined in Section 409A of the Internal Revenue Code of 1986, as amended (the “Code”), and guidance and regulations issued thereunder (“[Section 409A]”).

Restricted Period. During the Restricted Period, the Participant may not sell, assign, transfer, or otherwise dispose of, or mortgage, pledge or otherwise encumber the Award, and any such attempted sale, assignment, transfer, pledge or disposal shall be void. Except as provided under paragraph 2, the Award, including any accrued dividend equivalents, shall be subject to forfeiture until the end of the Restricted Period. The Participant becomes 100% vested in the number of PRSUs earned based on attainment of the Performance Goal at the end of the Restricted Period as approved and authorized by the Committee.

Performance Period. Your RSUs are subject to a three-year performance period that began on ​ and ends on ​ (the “Performance Period”).

Performance Period. The Performance Period applicable to the Long-Term Incentive Award shall be the period set forth in the Statement of Performance Goal.

Measurement Period. The term “Measurement Period” means a period of three consecutive Company fiscal years, or such other period as the Committee designates in writing prior to granting an Award pursuant to the Plan, beginning on the date described in a Participant’s Award; provided, however, that in the event of a Change in Control, the Measurement Period will end on the effective date of the Change in Control.