Common use of Additional Guarantees Clause in Contracts

Additional Guarantees. If, after the date of this Indenture, any Restricted Subsidiary of Targa Resources Partners that is not already a Guarantor guarantees any Indebtedness of either of the Issuers or any Indebtedness of any Guarantor, or any Domestic Subsidiary, if not then a Guarantor, incurs any Indebtedness under any Credit Facility, then in either case that Subsidiary will become a Guarantor by executing a supplemental indenture substantially in the form of Exhibit F hereto and delivering it to the Trustee within 20 Business Days of the date on which it guaranteed or incurred such Indebtedness, as the case may be; provided, however, that the preceding shall not apply to Subsidiaries of Targa Resources Partners that have been properly designated as Unrestricted Subsidiaries in accordance with this Indenture for so long as they continue to constitute Unrestricted Subsidiaries. Notwithstanding the preceding, any Note Guarantee of a Restricted Subsidiary that was incurred pursuant to this paragraph as a result of its guarantee of any Indebtedness shall be automatically and unconditionally released upon the satisfaction of the conditions set forth in Section 10.05(c).

Additional Guarantees. If, after the date of this Indenture, any Restricted Subsidiary of Targa Resources Partners Sunoco LP that is not already a Guarantor guarantees any Indebtedness of either of the Issuers or any Indebtedness of any GuarantorGuarantor under a Credit Facility, or any Domestic Subsidiary, if not then a Guarantor, incurs any Indebtedness under any Credit Facility, then in either case that Subsidiary will become a Guarantor by executing a supplemental indenture substantially in the form of Exhibit F hereto and delivering it to the Trustee within 20 Business Days of the date on which it guaranteed or incurred such Indebtedness, as the case may be; provided, however, that the preceding shall not apply to Subsidiaries of Targa Resources Partners Sunoco LP that have been properly designated as Unrestricted Subsidiaries in accordance with this Indenture for so long as they continue to constitute Unrestricted Subsidiaries. Notwithstanding the preceding, any Note Guarantee of a Restricted Subsidiary that was incurred pursuant to this paragraph as a result of its guarantee of any Indebtedness shall provide by its terms that it shall be automatically and unconditionally released upon the satisfaction release or discharge of the conditions set forth guarantee that resulted in Section 10.05(c)the creation of such Restricted Subsidiary’s Note Guarantee, except a discharge or release by, or as a result of payment under, such guarantee.

Additional Guarantees. If, If the Partnership or any of its Restricted Subsidiaries acquires or creates another Subsidiary that is organized and existing under the laws of any state in the United States or the District of Columbia after the date of this Indenture, any Restricted then the newly acquired or created Subsidiary of Targa Resources Partners that is not already shall (a) execute and deliver to the Trustee a Guarantor guarantees any Indebtedness of either supplemental indenture setting forth its Subsidiary Guarantee, together with such Collateral Documents in form reasonably satisfactory to the Trustee, as are necessary to create and convey to the Trustee, for the benefit of the Issuers or any Indebtedness Holders of any Guarantorthe Notes, or any Domestic a perfected second-priority lien on all Collateral (subject to Permitted Liens) held by such Subsidiary, if not then a Guarantorand (b) deliver to the Trustee an Opinion of Counsel relating to the enforceability and authorization of that Subsidiary Guarantee and the perfection of the Liens in favor of the Trustee or the Collateral owned by such Subsidiary Guarantee accordance with the terms of this Indenture, incurs any Indebtedness under any Credit Facility, then in either case pursuant to which that Restricted Subsidiary will become a Guarantor by executing Subsidiary Guarantor, on a supplemental indenture substantially in the form of Exhibit F hereto and delivering it to the Trustee within 20 Business Days senior secured basis, of the date on which it guaranteed or incurred such Indebtedness, as Issuers’ payment obligations under the case may beNotes and the Indenture; provided, however, provided that the preceding this Section 10.02 shall not apply to Subsidiaries of Targa Resources Partners Capital or to any Subsidiary during a period when that have Subsidiary (i) has been properly designated as an Unrestricted Subsidiaries Subsidiary in accordance with this Indenture Section 4.17 hereof for so long as they continue it continues to constitute an Unrestricted Subsidiaries. Notwithstanding the preceding, any Note Guarantee Subsidiary or (ii) has Total Assets of a Restricted Subsidiary that was incurred pursuant to this paragraph as a result of its guarantee of any Indebtedness shall be automatically and unconditionally released upon the satisfaction of the conditions set forth in Section 10.05(c)less than $1.0 million.

Additional Guarantees. If, after the date of this Indenture, any Restricted Subsidiary of Targa Resources Regency Energy Partners that is not already a Guarantor guarantees any Indebtedness of either of the Issuers or any Indebtedness of any Guarantor, or any Domestic Subsidiary, if not then a Guarantor, incurs any Indebtedness under any Credit Facility, then in either case that Subsidiary will become a Guarantor by executing a supplemental indenture substantially in the form of Exhibit F hereto and delivering it to the Trustee within 20 Business Days of the date on which it guaranteed or incurred such Indebtedness, as the case may be; provided, however, that the preceding shall not apply to Subsidiaries of Targa Resources Regency Energy Partners that have been properly designated as Unrestricted Subsidiaries in accordance with this Indenture for so long as they continue to constitute Unrestricted Subsidiaries. Notwithstanding the preceding, any Note Guarantee of a Restricted Subsidiary that was incurred pursuant to this paragraph as a result of its guarantee of any Indebtedness shall provide by its terms that it shall be automatically and unconditionally released upon the satisfaction release or discharge of the conditions set forth Guarantee that resulted in Section 10.05(c)the creation of such Restricted Subsidiary’s Note Guarantee, except a discharge or release by, or as a result of payment under, such Guarantee.

Additional Guarantees. If, after the date of this Indenture, If any Restricted Subsidiary of Targa Resources Partners that is not already a Guarantor guarantees any Indebtedness of either of becomes obligated pursuant to Section 4.10 hereof, then the Issuers or shall cause any Indebtedness of any Guarantorsuch Restricted Subsidiary to, or any Domestic Subsidiary, if not then a Guarantor, incurs any Indebtedness under any Credit Facility, then in either case that Subsidiary will become a Guarantor by executing a supplemental indenture substantially in the form of Exhibit F hereto and delivering it to the Trustee within 20 five Business Days of the date on which it guaranteed or incurred any such IndebtednessRestricted Subsidiary became so obligated, as (a) execute and deliver to the case may be; providedTrustee a Supplemental Indenture in form reasonably satisfactory to the Trustee pursuant to which such Restricted Subsidiary shall unconditionally guarantee, howeveron a senior unsecured basis, all of the Issuers' obligations under the Notes, the Indenture and this First Supplemental Indenture on the terms set forth herein and therein and (b) deliver to the Trustee an Opinion of Counsel that, subject to customary assumptions and exclusions, such supplemental indenture has been duly executed and delivered by such Restricted Subsidiary. Any Restricted Subsidiary that becomes a Guarantor shall remain a Guarantor unless (i) designated an Unrestricted Subsidiary by the preceding shall not apply to Subsidiaries of Targa Resources Partners that have been properly designated as Unrestricted Subsidiaries Issuers in accordance with this Indenture for so long First Supplemental Indenture; (ii) is otherwise released from its obligations as they continue to constitute Unrestricted Subsidiaries. Notwithstanding the preceding, any Note Guarantee of a Restricted Subsidiary that was incurred Guarantor pursuant to this paragraph as Section 8.06 hereof; or (iii) the circumstances giving rise to the obligation to provide a result of its guarantee of any Indebtedness shall be automatically and unconditionally released upon the satisfaction of the conditions set forth in under Section 10.05(c)4.10 hereof no longer exist.

Additional Guarantees. If, after the date of this Indenture, any Restricted Subsidiary of Targa Resources Regency Energy Partners that is not already a Guarantor guarantees any Indebtedness of either of the Issuers or any Indebtedness of any Guarantor, or any Domestic Subsidiary, if not then a Guarantor, incurs any Indebtedness under any Credit Facility, then in either case that Subsidiary will become a Guarantor by executing a supplemental indenture substantially in the form of Exhibit F hereto C to the Third Supplemental Indenture and delivering it to the Trustee within 20 Business Days of the date on which it guaranteed or incurred such Indebtedness, as the case may be; provided, however, that the preceding shall not apply to Subsidiaries of Targa Resources Regency Energy Partners that have been properly designated as Unrestricted Subsidiaries in accordance with this Indenture for so long as they continue to constitute Unrestricted Subsidiaries. Notwithstanding the preceding, any Note Guarantee of a Restricted Subsidiary that was incurred pursuant to this paragraph as a result of its guarantee of any Indebtedness shall provide by its terms that it shall be automatically and unconditionally released upon the satisfaction release or discharge of the conditions set forth Guarantee that resulted in Section 10.05(c)the creation of such Restricted Subsidiary’s Note Guarantee, except a discharge or release by, or as a result of payment under, such Guarantee.

Additional Guarantees. If, after the date of this Indenture, any Restricted Subsidiary of Targa Resources Regency Energy Partners that is not already a Guarantor guarantees any Indebtedness of either of the Issuers or any Indebtedness of any Guarantor, or any Domestic Subsidiary, if not then a Guarantor, incurs any Indebtedness under any Credit Facility, then in either case that Subsidiary will become a Guarantor by executing a supplemental indenture substantially in the form of Exhibit F hereto C to this First Supplemental Indenture and delivering it to the Trustee within 20 Business Days of the date on which it guaranteed or incurred such Indebtedness, as the case may be; provided, however, that the preceding shall not apply to Subsidiaries of Targa Resources Regency Energy Partners that have been properly designated as Unrestricted Subsidiaries in accordance with this Indenture for so long as they continue to constitute Unrestricted Subsidiaries. Notwithstanding the preceding, any Note Guarantee of a Restricted Subsidiary that was incurred pursuant to this paragraph as a result of its guarantee of any Indebtedness shall provide by its terms that it shall be automatically and unconditionally released upon the satisfaction release or discharge of the conditions set forth Guarantee that resulted in Section 10.05(c)the creation of such Restricted Subsidiary’s Note Guarantee, except a discharge or release by, or as a result of payment under, such Guarantee.

Additional Guarantees. If, after the date of this Indenture, any Restricted Subsidiary of Targa Resources Regency Energy Partners that is not already a Guarantor guarantees any Indebtedness of either of the Issuers or any Indebtedness of any Guarantor, or any Domestic Restricted Subsidiary, if not then a Guarantor, incurs any Indebtedness under any Credit Facility, then in either case that Subsidiary will become a Guarantor by executing a supplemental indenture substantially in the form of Exhibit F hereto C to this Third Supplemental Indenture and delivering it to the Trustee within 20 Business Days of the date on which it guaranteed or incurred such Indebtedness, as the case may be; provided, however, that the preceding shall not apply to Subsidiaries of Targa Resources Regency Energy Partners that have been properly designated as Unrestricted Subsidiaries in accordance with this Indenture for so long as they continue to constitute Unrestricted Subsidiaries. Notwithstanding the preceding, any Note Guarantee of a Restricted Subsidiary that was incurred pursuant to this paragraph as a result of its guarantee of any Indebtedness shall provide by its terms that it shall be automatically and unconditionally released upon the satisfaction release or discharge of the conditions set forth Guarantee that resulted in Section 10.05(c)the creation of such Restricted Subsidiary’s Note Guarantee, except a discharge or release by, or as a result of payment under, such Guarantee.

Additional Guarantees. If, If the Company or any of its Restricted Subsidiaries acquires or creates another Material Domestic Subsidiary after the date of this IndentureIssue Date, or if any Restricted Subsidiary of Targa Resources Partners that is not already a Guarantor guarantees any other Indebtedness of either of the Issuers or any Indebtedness of any Guarantor, or any Domestic Subsidiary, if not then a Guarantor, incurs any Indebtedness under any Credit FacilityCompany after such date, then in either case that the Company will cause such Subsidiary will to become a Guarantor by executing a supplemental indenture substantially in the form of Exhibit F hereto and delivering pursuant to which it to the Trustee becomes a Guarantor within 20 Business Days of the date on which it was acquired or created or guaranteed or incurred such IndebtednessIndebtedness of the Company, as the case may be; provided, however, that the preceding foregoing shall not apply to Subsidiaries of Targa Resources Partners the Company that have properly been properly designated as Unrestricted Subsidiaries in accordance with this Indenture for so long as they continue to constitute Unrestricted Subsidiaries. Notwithstanding In addition to the precedingforegoing, any Note Guarantee of a the Company shall cause each Domestic Restricted Subsidiary that was incurred pursuant owns or holds Collateral as is not already a Guarantor and any Subsidiary that guarantees the Indebtedness under the Credit Agreement but that does not guarantee the Notes to become a Guarantor by executing a supplemental indenture in the manner contemplated by this paragraph as a result of its guarantee of any Indebtedness shall be automatically and unconditionally released upon the satisfaction of the conditions set forth in Section 10.05(c)Indenture.

Additional Guarantees. If, after the date of this Indenture, any Restricted Subsidiary of Targa Resources Regency Energy Partners that is not already a Guarantor guarantees any Indebtedness of either of the Issuers or any Indebtedness of any Guarantor, or any Domestic Restricted Subsidiary, if not then a Guarantor, incurs any Indebtedness under any Credit Facility, then in either case that Subsidiary will become a Guarantor by executing a supplemental indenture substantially in the form of Exhibit F hereto C to this Sixth Supplemental Indenture and delivering it to the Trustee within 20 Business Days of the date on which it guaranteed or incurred such Indebtedness, as the case may be; provided, however, that the preceding shall not apply to Subsidiaries of Targa Resources Regency Energy Partners that have been properly designated as Unrestricted Subsidiaries in accordance with this Indenture for so long as they continue to constitute Unrestricted Subsidiaries. Notwithstanding the preceding, any Note Guarantee of a Restricted Subsidiary that was incurred pursuant to this paragraph as a result of its guarantee of any Indebtedness shall provide by its terms that it shall be automatically and unconditionally released upon the satisfaction release or discharge of the conditions set forth Guarantee that resulted in Section 10.05(c)the creation of such Restricted Subsidiary’s Note Guarantee, except a discharge or release by, or as a result of payment under, such Guarantee.

Additional Guarantees. If, If the Company or any of its Restricted Subsidiaries acquires or creates another Domestic Subsidiary that is not a Receivables Subsidiary after the date of this Indenture, any Restricted Subsidiary of Targa Resources Partners then that is not already a Guarantor guarantees any Indebtedness of either of the Issuers newly acquired or any Indebtedness of any Guarantor, or any created Domestic Subsidiary, if not then a Guarantor, incurs any Indebtedness under any Credit Facility, then in either case that Subsidiary will become a Guarantor by executing and execute a supplemental indenture substantially in the form and deliver an opinion of Exhibit F hereto and delivering it counsel satisfactory to the Trustee within 20 Business Days of the date on which it guaranteed was acquired or incurred such Indebtednesscreated, as the case may be; provided, however, that the preceding shall not apply to except for Domestic Subsidiaries of Targa Resources Partners that have been properly designated as Unrestricted Subsidiaries in accordance with this Indenture for so long as they continue to constitute Unrestricted SubsidiariesSubsidiaries and except that the Company may, in its sole discretion, elect within 10 Business Days of the date on which such Domestic Subsidiary was acquired or created, to have such properly designated Unrestricted Subsidiary become an Unrestricted Subsidiary Guarantor under this Indenture, in which case such Unrestricted Subsidiary Guarantor shall execute a supplemental indenture and deliver an opinion of counsel satisfactory to the Trustee within 20 Business Days of the date on which such Unrestricted Subsidiary was acquired or created. Notwithstanding the preceding, any The form of such Note Guarantee of a Restricted Subsidiary that was incurred pursuant to this paragraph is attached as a result of its guarantee of any Indebtedness shall be automatically and unconditionally released upon the satisfaction of the conditions set forth in Section 10.05(c)Exhibit E hereto.

Additional Guarantees. (a) If, after the date of this Indenture, any Restricted Subsidiary of Targa Resources Partners the Company that is not already a Subsidiary Guarantor incurs any Indebtedness or guarantees any Indebtedness of either of the Issuers Company or any Subsidiary Guarantor and the aggregate principal amount of Indebtedness of any Guarantor, incurred or any Domestic Subsidiary, if not then a Guarantor, incurs any Indebtedness under any Credit Facilityguaranteed by such Restricted Subsidiary exceeds $15.0 million, then in either case that Subsidiary will must become a Subsidiary Guarantor by executing a supplemental indenture substantially in the form of Exhibit F Annex A hereto and delivering it to the Trustee within 20 Business Days 45 days of the date on end of the fiscal quarter during which it guaranteed or incurred such other Indebtedness, as the case may be; provided, however, that the preceding shall . The foregoing requirement does not apply to Subsidiaries of Targa Resources Partners the Company that have properly been properly designated as Unrestricted Subsidiaries in accordance with this Indenture for so long as they continue to constitute Unrestricted Subsidiaries. Notwithstanding the preceding, any Note Any Subsidiary Guarantee of a Restricted Subsidiary that was incurred pursuant to this paragraph as a result of its guarantee of any Indebtedness Section 4.13 shall be subject to the release and other provisions under Article 8 and Article 10 hereof. (b) The Company’s parent entity may elect to guarantee the Notes by delivering a guarantee to the Trustee; provided, however, that such entity shall not become subject to the covenants contained in this Indenture by virtue of having delivered such guarantee. Any such guarantee will be released automatically and unconditionally released upon notice thereof by such entity to the satisfaction of the conditions set forth in Section 10.05(c)Trustee.

Additional Guarantees. If, after the date of this Indenture, If any Restricted Subsidiary of Targa Resources Partners that is not already a Guarantor guarantees any Indebtedness of either of the Issuers or any Indebtedness of any Guarantor, or any Domestic Subsidiary, if not then a Guarantor, incurs any Indebtedness under any Credit Facilitybecomes obligated pursuant to Section 4.12 hereof, then in either case that the Company shall cause any such Restricted Subsidiary will become a Guarantor by executing a supplemental indenture substantially in the form of Exhibit F hereto and delivering it to the Trustee to, within 20 ten Business Days of the date on which it guaranteed or incurred any such IndebtednessRestricted Subsidiary became so obligated, as (a) execute and deliver to the case may be; providedTrustee a Supplemental Indenture in form reasonably satisfactory to the Trustee pursuant to which such Restricted Subsidiary shall unconditionally guarantee, howeveron a senior unsecured basis, all of the Company's obligations under the Notes and this Indenture on the terms set forth herein and therein and (b) deliver to the Trustee an Opinion of Counsel that, subject to customary assumptions and exclusions, such supplemental indenture has been duly executed and delivered by such Restricted Subsidiary. Any Restricted Subsidiary that becomes a Guarantor shall remain a Guarantor unless (i) designated an Unrestricted Subsidiary by the preceding shall not apply to Subsidiaries of Targa Resources Partners that have been properly designated as Unrestricted Subsidiaries Company in accordance with this Indenture for so long Indenture; (ii) is otherwise released from its obligations as they continue to constitute Unrestricted Subsidiaries. Notwithstanding the preceding, any Note Guarantee of a Restricted Subsidiary that was incurred Guarantor pursuant to this paragraph as Section 8.05 hereof; or (iii) the circumstances giving rise to the obligation to provide a result of its guarantee of any Indebtedness shall be automatically and unconditionally released upon the satisfaction of the conditions set forth in under Section 10.05(c)4.12 no longer exist.

Additional Guarantees. If, after the date of this Indenture, any Restricted Subsidiary of Targa Resources Regency Energy Partners that is not already a Guarantor guarantees any Indebtedness of either of the Issuers or any Indebtedness of any Guarantor, or any Domestic Subsidiary, if not then a Guarantor, incurs any Indebtedness under any Credit Facility, then in either case that Subsidiary will become a Guarantor by executing a supplemental indenture substantially in the form of Exhibit F hereto C to the Fifth Supplemental Indenture and delivering it to the Trustee within 20 Business Days of the date on which it guaranteed or incurred such Indebtedness, as the case may be; provided, however, that the preceding shall not apply to Subsidiaries of Targa Resources Regency Energy Partners that have been properly designated as Unrestricted Subsidiaries in accordance with this Indenture for so long as they continue to constitute Unrestricted Subsidiaries. Notwithstanding the preceding, any Note Guarantee of a Restricted Subsidiary that was incurred pursuant to this paragraph as a result of its guarantee of any Indebtedness shall provide by its terms that it shall be automatically and unconditionally released upon the satisfaction release or discharge of the conditions set forth Guarantee that resulted in Section 10.05(c)the creation of such Restricted Subsidiary’s Note Guarantee, except a discharge or release by, or as a result of payment under, such Guarantee.

Additional Guarantees. If, after the date of this Indenture, If any Restricted Subsidiary of Targa Resources Partners that is not already a Guarantor guarantees any Indebtedness of either of the Issuers or any Indebtedness of any Guarantor, or any Domestic Subsidiary, if not then a Guarantor, incurs any Indebtedness under any Credit Facilitybecomes obligated pursuant to Section 4.10 hereof, then in either case that the Company shall cause any such Restricted Subsidiary will become a Guarantor by executing a supplemental indenture substantially in the form of Exhibit F hereto and delivering it to the Trustee to, within 20 five Business Days of the date on which it guaranteed or incurred any such IndebtednessRestricted Subsidiary became so obligated, as (a) execute and deliver to the case may be; providedTrustee a Supplemental Indenture in form reasonably satisfactory to the Trustee pursuant to which such Restricted Subsidiary shall unconditionally guarantee, howeveron a senior unsecured basis, all of the Company's obligations under the Notes and this Indenture on the terms set forth herein and therein and (b) deliver to the Trustee an Opinion of Counsel that, subject to customary assumptions and exclusions, such supplemental indenture has been duly executed and delivered by such Restricted Subsidiary. Any Restricted Subsidiary that becomes a Guarantor shall remain a Guarantor unless (i) designated an Unrestricted Subsidiary by the preceding shall not apply to Subsidiaries of Targa Resources Partners that have been properly designated as Unrestricted Subsidiaries Company in accordance with this Indenture for so long Indenture; (ii) is otherwise released from its obligations as they continue to constitute Unrestricted Subsidiaries. Notwithstanding the preceding, any Note Guarantee of a Restricted Subsidiary that was incurred Guarantor pursuant to this paragraph as Section 8.05 hereof; or (iii) the circumstances giving rise to the obligation to provide a result of its guarantee of any Indebtedness shall be automatically and unconditionally released upon the satisfaction of the conditions set forth in under Section 10.05(c)4.10 no longer exist.

Additional Guarantees. If, after the date of this Indenture, any Restricted Domestic Subsidiary of Targa Resources Partners the Issuer that is not already a Guarantor guarantees any Indebtedness of either of the Issuers Issuer or any Indebtedness of any GuarantorGuarantor in an aggregate principal amount in excess of $10.0 million, or any Domestic Subsidiary, if not then a Guarantor, incurs any Indebtedness under any Credit FacilityFacility in an aggregate principal amount in excess of $10.0 million, then in either case that Subsidiary will become a Guarantor by executing a supplemental indenture substantially in the form of Exhibit F E hereto and delivering it to the Trustee within 20 Business Days of the date on which it guaranteed or incurred such Indebtedness, as the case may be; provided, however, that the preceding shall not apply to Subsidiaries of Targa Resources Partners the Issuer that have been properly designated as Unrestricted Subsidiaries in accordance with this Indenture for so long as they continue to constitute Unrestricted Subsidiaries. Notwithstanding the preceding, with respect to a series of Notes, any Note Guarantee of a Restricted Subsidiary that was incurred pursuant to this paragraph Section 4.18 as a result of its guarantee of any Indebtedness shall be automatically and unconditionally released upon the satisfaction of the conditions set forth in Section 10.05(c).

Additional Guarantees. If, after the date of this Indenture, any Restricted Subsidiary of Targa Resources Regency Energy Partners that is not already a Guarantor guarantees any Indebtedness of either of the Issuers or any Indebtedness of any Guarantor, or any Domestic Subsidiary, if not then a Guarantor, incurs any Indebtedness under any Credit Facility, then in either case that Subsidiary will become a Guarantor by executing a supplemental indenture substantially in the form of Exhibit F hereto C to the First Supplemental Indenture and delivering it to the Trustee within 20 Business Days of the date on which it guaranteed or incurred such Indebtedness, as the case may be; provided, however, that the preceding shall not apply to Subsidiaries of Targa Resources Regency Energy Partners that have been properly designated as Unrestricted Subsidiaries in accordance with this Indenture for so long as they continue to constitute Unrestricted Subsidiaries. Notwithstanding the preceding, any Note Guarantee of a Restricted Subsidiary that was incurred pursuant to this paragraph as a result of its guarantee of any Indebtedness shall provide by its terms that it shall be automatically and unconditionally released upon the satisfaction release or discharge of the conditions set forth Guarantee that resulted in Section 10.05(c)the creation of such Restricted Subsidiary’s Note Guarantee, except a discharge or release by, or as a result of payment under, such Guarantee.

Additional Guarantees. If, after the date of this Indenture, any Restricted Subsidiary of Targa Resources Partners the Parent that is not already a Guarantor or an Issuer guarantees any other Indebtedness of either of the Issuers or any Indebtedness Guarantor in excess of any Guarantora De Minimis Guaranteed Amount, or any Domestic Subsidiary, if not then a GuarantorGuarantor or an Issuer, incurs any Indebtedness under any Credit Facility, then in either case that Subsidiary will become a Guarantor by executing a supplemental indenture substantially in the form of Exhibit F Annex A hereto and delivering it to the Trustee within 20 Business Days of the date on which it guaranteed or incurred such Indebtedness, as the case may be, together with any Officers’ Certificate or Opinion of Counsel required by Section 9.06; provided, however, that the preceding shall not apply to Subsidiaries of Targa Resources Partners the Parent that have properly been properly designated as Unrestricted Subsidiaries in accordance with this Indenture for so long as they continue to constitute Unrestricted Subsidiaries. Notwithstanding the preceding, any Note Guarantee of a Restricted Subsidiary of the Parent that was incurred pursuant to this paragraph Section 4.13 will be released at such time as such Guarantor ceases both (x) to guarantee any other Indebtedness of either of the Issuers and any other Guarantor in excess of a result of its guarantee of De Minimis Guaranteed Amount and (y) to be an obligor with respect to any Indebtedness shall be automatically and unconditionally released upon the satisfaction of the conditions set forth in Section 10.05(c)under any Credit Facility.

Additional Guarantees. If, after the date of this Indenture, any Restricted Subsidiary of Targa Resources Regency Energy Partners that is not already a Guarantor guarantees any Indebtedness of either of the Issuers or any Indebtedness of any Guarantor, or any Domestic Restricted Subsidiary, if not then a Guarantor, incurs any Indebtedness under any Credit Facility, then in either case that Subsidiary will become a Guarantor by executing a supplemental indenture substantially in the form of Exhibit F hereto and delivering it to the Trustee within 20 Business Days of the date on which it guaranteed or incurred such Indebtedness, as the case may be; provided, however, that the preceding shall not apply to Subsidiaries of Targa Resources Regency Energy Partners that have been properly designated as Unrestricted Subsidiaries in accordance with this Indenture for so long as they continue to constitute Unrestricted Subsidiaries. Notwithstanding the preceding, any Note Guarantee of a Restricted Subsidiary that was incurred pursuant to this paragraph as a result of its guarantee of any Indebtedness shall provide by its terms that it shall be automatically and unconditionally released upon the satisfaction release or discharge of the conditions set forth Guarantee that resulted in Section 10.05(c)the creation of such Restricted Subsidiary’s Note Guarantee, except a discharge or release by, or as a result of payment under, such Guarantee.

Additional Guarantees. If, after the date of this Indenture, If any Restricted Subsidiary of Targa Resources Partners that is not already a Guarantor guarantees any Indebtedness of either of becomes obligated pursuant to Section 4.10 hereof, then the Issuers or shall cause any Indebtedness of any Guarantorsuch Restricted Subsidiary to, or any Domestic Subsidiary, if not then a Guarantor, incurs any Indebtedness under any Credit Facility, then in either case that Subsidiary will become a Guarantor by executing a supplemental indenture substantially in the form of Exhibit F hereto and delivering it to the Trustee within 20 five Business Days of the date on which it guaranteed or incurred any such IndebtednessRestricted Subsidiary became so obligated, as (a) execute and deliver to the case may be; providedTrustee a Supplemental Indenture in form reasonably satisfactory to the Trustee pursuant to which such Restricted Subsidiary shall unconditionally guarantee, howeveron a senior unsecured basis, all of the Issuers' obligations under the Notes, the Indenture and this First Supplemental Indenture on the terms set forth herein and therein and (b) deliver to the Trustee an Opinion of Counsel that, subject to customary assumptions and exclusions, such supplemental indenture has been duly executed and delivered by such Restricted Subsidiary. Any Restricted Subsidiary that becomes a Guarantor shall remain a Guarantor unless (i) designated an Unrestricted Subsidiary by the preceding shall not apply to Subsidiaries of Targa Resources Partners that have been properly designated as Unrestricted Subsidiaries Issuers in accordance with this Indenture for so long First Supplemental Indenture; (ii) is otherwise released from its obligations as they continue to constitute Unrestricted Subsidiaries. Notwithstanding the preceding, any Note Guarantee of a Restricted Subsidiary that was incurred Guarantor pursuant to this paragraph as Section 8.06 hereof; or (iii) the circumstances giving rise to the obligation to provide a result of its guarantee of any Indebtedness shall be automatically and unconditionally released upon the satisfaction of the conditions set forth in under Section 10.05(c)4.10 no longer exist.