Compensation Upon Termination. If the Executive’s employment with the Company is terminated for any reason, the Company shall pay or provide to the Executive (or to the Executive’s authorized representative or estate) # any Base Salary earned through the Date of Termination; # unpaid expense reimbursements (subject to, and in accordance with Section 2(d) of this Agreement); # subject to Section 3(b)(ii)(D), unused vacation that accrued through the Date of Termination; and # any vested benefits the Executive may have under any employee benefit plan of the Company through the Date of Termination, which vested benefits shall be paid and/or provided in accordance with the terms of such employee benefit plans (together, the “Accrued Benefit”) on or before the time required by law but in no event more than 30 days after the Executive’s Date of Termination.

COMPENSATION UPON TERMINATION. Upon termination of the Executive's employment within twelve (12) months following a Change in Control of the Corporation, unless such termination is because of the Executive's death, or by the Corporation for Cause or Disability or by the Executive other than for Good Reason, the Corporation shall pay to the Executive the following:

Termination Upon Retirement. If the Termination Event is due to the Retirement of Executive, Executive shall be entitled to receive, as soon as practicable following the date of termination:

Voluntary Resignation without Good Reason. Executive may terminate Executive's employment by providing Employer with 30 days' advance written notice. If Executive terminates Executive's employment (other than for good reason or by reason of Disability) # Employer shall pay to Executive the Accrued Obligations (as defined below), # Executive's participation in the Benefit Plans shall terminate as of the Termination Date, and # Employer shall have no other obligations to Executive under this Agreement, other than those provided in this Section 5.01.

Termination Upon Death. The employment of CEO shall automatically terminate on the date of CEO’s death.

Payments Upon Termination. If this Agreement is terminated or expires, then any unpaid Reimbursement Amount with respect to any month or portion of a month prior to the effective date of such termination shall be paid as provided in Section 5.03. All payments shall be made to Crestwood Midstream within thirty (30) days of the effective date of such termination. Any rights under this Section 4.04 shall not be construed to negate, abridge or reduce other rights or obligations which would otherwise exist. In the event that funded Reimbursement Amounts have not been spent in accordance with this Agreement, such amount shall be refunded by Crestwood Midstream to Newco within thirty (30) days of the effective date of such termination.

Termination for Cause or without Good Reason. If during the Retention Period ​ terminates Employee’s employment for Cause or Employee terminates ​ employment without Good Reason, Employee will not be entitled to any termination, separation, severance, or similar benefits under this Agreement.

#Section 3.1(a) (Termination by the Company Without Cause) and 3.1(b) (Termination by the Employee for Good Reason) Terminations. If Employee’s employment terminates pursuant to Section 3.1(a) or 3.1(b) hereof, Employee shall have no further rights against the Company hereunder, except for the right to receive, subject to execution of a release and waiver in the form customarily used by the Company in connection with the termination of other similarly situated senior executives (“Release and Waiver”) in the case of clauses # - (iv) and (vi) below, # any earned but unpaid Base Salary and the value of any accrued but unused vacation, # payment of Base Salary for a period of two (2) years from the effective date of termination (the “Severance Period”), payable in accordance with the normal payroll practices of the Company and reduced by any salary continuation benefit paid under any of the Plans maintained pursuant to [Section 2.4, (iii)])] (x) any previously earned Performance Bonus for a prior Bonus Year that has not been paid, and in the event of any termination after December 31, 2015 any 2015 Bonus that has not been paid, and # any annual Performance Bonus or 2015 Bonus due for the calendar year of such termination pursuant to Section 2.2, prorated based on the number of days Employee was actively employed by the Company during such year (or in the case of the 2015 Bonus, the period from the Date of Hire through December 31, 2015), payable at the time such Performance Bonus or 2015 Bonus would otherwise be paid in accordance with such Section 2.2, # continued participation in the Plans pursuant to [Section 2.4] for the duration of the Severance Period to the extent such continued participation is permitted under the terms of the Plans and to the extent such participation is not permitted a cash payment of substantially similar value (without requiring any additional payments to address the taxability of this payment), # reimbursement of expenses to which Employee is otherwise entitled under Sections 2.4, 2.5 or 2.88] hereof, and # whatever rights as to stock options or other equity awards the Employee may have pursuant to the 2015 Option Agreement, the Matching PRSU Agreement, the Project 650 PRSU Agreement or the Base RSU Agreement or any other stock option agreements or other equity award agreements with the Company.

Termination Payments/Benefits. In the event that your employment terminates under paragraph 11(a) or (b), you shall thereafter receive the compensation and benefits described below and the following shall apply:

Upon Termination of Employment. The Employee agrees that during a period after termination of Employee's employment with the Company equal to the shorter of one year or the duration of Employee's employment with the Company, Employee will not, directly or indirectly, either individually or as an employee, agent, partner, shareholder, owner, trustee, beneficiary, co‑venturer, distributor, consultant or in any other capacity: