Common use of Loan Parties Clause in Contracts

Loan Parties. BREITBURN OPERATING LP By: BREITBURN OPERATING GP LLC, its general partner By: /s/ Xxxxx X. Xxxxxxx Name: Xxxxx X. Xxxxxxx Title: Chief Financial Officer BREITBURN ENERGY PARTNERS LP By: BREITBURN GP LLC, its general partner By: /s/ Xxxxx X. Xxxxxxx Name: Xxxxx X. Xxxxxxx Title: Chief Financial Officer BREITBURN GP LLC BREITBURN OPERATING GP LLC BREITBURN FINANCE CORPORATION ALAMITOS COMPANY BEAVER CREEK PIPELINE, L.L.C. PHOENIX PRODUCTION COMPANY GTG PIPELINE LLC MERCURY MICHIGAN COMPANY, LLC TERRA ENERGY COMPANY LLC TERRA PIPELINE COMPANY LLC By: /s/ Xxxxx X. Xxxxxxx Name: Xxxxx X. Xxxxxxx Title: Chief Financial Officer BREITBURN MANAGEMENT COMPANY LLC By: BREITBURN ENERGY PARTNERS LP, its sole member By: BREITBURN GP LLC, its general partner By: /s/ Xxxxx X. Xxxxxxx Name: Xxxxx X. Xxxxxxx Title: Chief Financial Officer BREITBURN FLORIDA LLC BREITBURN OKLAHOMA LLC BREITBURN XXXXXXXX LLC BREITBURN TRANSPETCO GP LLC BREITBURN TRANSPETCO LP LLC By: BREITBURN OPERATING LP, its sole member By: BREITBURN OPERATING GP LLC, its general partner By: /s/ Xxxxx X. Xxxxxxx Name: Xxxxx X. Xxxxxxx Title: Chief Financial Officer TRANSPETCO PIPELINE COMPANY, L.P. By: BREITBURN TRANSPETCO GP LLC, its general partner By: BREITBURN OPERATING LP, its sole member By: BREITBURN OPERATING GP LLC, its general partner By: /s/ Xxxxx X. Xxxxxxx Name: Xxxxx X. Xxxxxxx Title: Chief Financial Officer By: BREITBURN OPERATING LP, its sole member By: BREITBURN OPERATING GP LLC, its general partner By: /s/ Xxxxx X. Xxxxxxx Name: Xxxxx X. Xxxxxxx Title: Chief Financial Officer QR ENERGY, LP By: QRE GP, LLC, its general partner By: /s/ Xxxxx X. Xxxxxxx Name: Xxxxx X. Xxxxxxx Title: Chief Financial Officer QRE GP, LLC By: BREITBURN GP LLC, its manager By: /s/ Xxxxx X. Xxxxxxx Name: Xxxxx X. Xxxxxxx Title: Chief Financial Officer QRE OPERATING, LLC By: QR ENERGY, LP, its sole member By: QRE GP, LLC, its general partner By: /s/ Xxxxx X. Xxxxxxx Name: Xxxxx X. Xxxxxxx Title: Chief Financial Officer XXXXX FARGO BANK, NATIONAL ASSOCIATION, as Administrative Agent, Swing Line Lender, Issuing Lender and as a Lender By: /s/ Xxxxxxx X. Xxxxxxxx Name: Xxxxxxx X. Xxxxxxxx Title: Managing Director CITIBANK, N.A., as a Lender By: /s/ Xxxxxxx Xxxxxx Name: Xxxxxxx Xxxxxx Title: Vice President and Director XX XXXXXX XXXXX BANK, N.A. as a Lender By: /s/ Xxxxxxx X. Xxxxxx Name: Xxxxxxx X. Xxxxxx Title: Managing Director CAPITAL ONE NATIONAL ASSOCIATION as a Lender By: /s/ Xxxxxxx Xxxxxxx Name: Xxxxxxx Xxxxxxx Title: Vice President

Loan Parties. BREITBURN OPERATING LP By: BREITBURN OPERATING GP LLC, its general partner By: By /s/ Xxxxx X. Xxxxxxx Name: Xxxxx X. Xxxxxxx Title: Chief Financial Officer BREITBURN ENERGY PARTNERS LP By: BREITBURN GP LLC, its general partner By: By /s/ Xxxxx X. Xxxxxxx Name: Xxxxx X. Xxxxxxx Title: Chief Financial Officer BREITBURN GP LLC BREITBURN OPERATING GP LLC BREITBURN FINANCE CORPORATION ALAMITOS COMPANY BEAVER CREEK PIPELINE, L.L.C. PHOENIX PRODUCTION COMPANY GTG PIPELINE LLC MERCURY MICHIGAN COMPANY, LLC TERRA ENERGY COMPANY LLC TERRA PIPELINE COMPANY LLC By: By /s/ Xxxxx X. Xxxxxxx Name: Xxxxx X. Xxxxxxx Title: Chief Financial Officer BREITBURN MANAGEMENT COMPANY LLC By: BREITBURN ENERGY PARTNERS LP, its sole member By: BREITBURN GP LLC, its general partner By: By /s/ Xxxxx X. Xxxxxxx Name: Xxxxx X. Xxxxxxx Title: Chief Financial Officer BREITBURN FLORIDA LLC BREITBURN OKLAHOMA LLC BREITBURN XXXXXXXX LLC BREITBURN TRANSPETCO GP LLC BREITBURN TRANSPETCO LP LLC By: BREITBURN OPERATING LP, its sole member By: BREITBURN OPERATING GP LLC, its general partner By: By /s/ Xxxxx X. Xxxxxxx Name: Xxxxx X. Xxxxxxx Title: Chief Financial Officer TRANSPETCO PIPELINE COMPANY, L.P. By: BREITBURN TRANSPETCO GP LLC, its general partner By: BREITBURN OPERATING LP, its sole member By: BREITBURN OPERATING GP LLC, its general partner By: By /s/ Xxxxx X. Xxxxxxx Name: Xxxxx X. Xxxxxxx Title: Chief Financial Officer By: BREITBURN OPERATING LP, its sole member By: BREITBURN OPERATING GP LLC, its general partner By: By /s/ Xxxxx X. Xxxxxxx Name: Xxxxx X. Xxxxxxx Title: Chief Financial Officer QR ENERGY, LP By: QRE GP, LLC, its general partner By: By /s/ Xxxxx X. Xxxxxxx Name: Xxxxx X. Xxxxxxx Title: Chief Financial Officer QRE GP, LLC By: BREITBURN GP LLC, its manager By: By /s/ Xxxxx X. Xxxxxxx Name: Xxxxx X. Xxxxxxx Title: Chief Financial Officer QRE OPERATING, LLC By: QR ENERGY, LP, its sole member By: QRE GP, LLC, its general partner By: By /s/ Xxxxx X. Xxxxxxx Name: Xxxxx X. Xxxxxxx Title: Chief Financial Officer XXXXX FARGO BANK, NATIONAL ASSOCIATION, as Administrative Agent, Swing Line Lender, Issuing Lender and as a Lender By: By /s/ Xxxxxxx X. Xxxxxxxx Name: Xxxxxxx X. Xxxxxxxx Title: Managing Director CITIBANK, N.A., as a Lender By: By /s/ Xxxxxxx Xxxxxx Name: Xxxxxxx Xxxxxx Title: Vice President and Director XX XXXXXX XXXXX BANK, N.A. as a Lender By: By /s/ Xxxxxxx X. Xxxxxx Name: Xxxxxxx X. Xxxxxx Title: Managing Director CAPITAL ONE NATIONAL ASSOCIATION as a Lender By: By /s/ Xxxxxxx Xxxxxxx Name: Xxxxxxx Xxxxxxx Title: Assistant Vice President

Loan Parties. BREITBURN OPERATING LP By: BREITBURN OPERATING GP LLC, its general partner By: /s/ Xxxxx X. Xxxxxxx Name: Xxxxx X. Xxxxxxx Title: Chief Financial Officer BREITBURN ENERGY PARTNERS LP By: BREITBURN GP LLC, its general partner By: /s/ Xxxxx X. Xxxxxxx Name: Xxxxx X. Xxxxxxx Title: Chief Financial Officer BREITBURN GP LLC BREITBURN OPERATING GP LLC BREITBURN FINANCE CORPORATION ALAMITOS COMPANY BEAVER CREEK PIPELINE, L.L.C. PHOENIX PRODUCTION COMPANY GTG PIPELINE LLC MERCURY MICHIGAN COMPANY, LLC TERRA ENERGY COMPANY LLC TERRA PIPELINE COMPANY LLC By: /s/ Xxxxx X. Xxxxxxx Name: Xxxxx X. Xxxxxxx Title: Chief Financial Officer BREITBURN MANAGEMENT COMPANY LLC By: BREITBURN ENERGY PARTNERS LP, its sole member By: BREITBURN GP LLC, its general partner By: /s/ Xxxxx X. Xxxxxxx Name: Xxxxx X. Xxxxxxx Title: Chief Financial Officer BREITBURN FLORIDA LLC BREITBURN OKLAHOMA LLC BREITBURN XXXXXXXX LLC BREITBURN TRANSPETCO GP LLC BREITBURN TRANSPETCO LP LLC By: BREITBURN OPERATING LP, its sole member By: BREITBURN OPERATING GP LLC, its general partner By: /s/ Xxxxx X. Xxxxxxx Name: Xxxxx X. Xxxxxxx Title: Chief Financial Officer TRANSPETCO PIPELINE COMPANY, L.P. By: BREITBURN TRANSPETCO GP LLC, its general partner By: BREITBURN OPERATING LP, its sole member By: BREITBURN OPERATING GP LLC, its general partner By: /s/ Xxxxx X. Xxxxxxx Name: Xxxxx X. Xxxxxxx Title: Chief Financial Officer By: BREITBURN OPERATING LP, its sole member By: BREITBURN OPERATING GP LLC, its general partner By: /s/ Xxxxx X. Xxxxxxx Name: Xxxxx X. Xxxxxxx Title: Chief Financial Officer QR ENERGY, LP By: QRE GP, LLC, its general partner By: /s/ Xxxxx X. Xxxxxxx Name: Xxxxx X. Xxxxxxx Title: Chief Financial Officer QRE GP, LLC By: BREITBURN GP LLC, its manager By: /s/ Xxxxx X. Xxxxxxx Name: Xxxxx X. Xxxxxxx Title: Chief Financial Officer QRE OPERATING, LLC By: QR ENERGY, LP, its sole member By: QRE GP, LLC, its general partner By: /s/ Xxxxx X. Xxxxxxx Name: Xxxxx X. Xxxxxxx Title: Chief Financial Officer XXXXX FARGO BANK, NATIONAL ASSOCIATION, ASSOCIATION as Administrative Agent, Swing Line Lender, Issuing Lender Agent and as a Lender By: /s/ Xxxxxxx X. Xxxxxxxx Name: Xxxxxxx X. Xxxxxxxx Title: Managing Director CITIBANK, N.A., as a Lender By: /s/ Xxxxxxx Xxxxxx Name: Xxxxxxx Xxxxxx Title: Vice President and Director XX XXXXXX XXXXX BANK, N.A. as a Lender By: /s/ Xxxxxxx X. Xxxxxx Name: Xxxxxxx X. Xxxxxx Title: Managing Director CAPITAL ONE NATIONAL ASSOCIATION as a Lender By: /s/ Xxxxxxx Xxxxxxx Xxxxx Xxxxxxxx Name: Xxxxxxx Xxxxxxx Xxxxx Xxxxxxxx Title: Vice PresidentPresident SCHEDULE 2.01 COMMITMENTS AND PRO RATA SHARES Lender Commitment Xxxxx Fargo Bank, National Association $43,333,333.34 28.888888893% Citibank, N.A. $43,333,333.33 28.888888887% JPMorgan Chase Bank, N.A. $43,333,333.33 28.888888887% Capital One National Association $20,000,000.00 13.333333333%

Loan Parties. BREITBURN OPERATING LP L.P., a Delaware limited partnership By: BREITBURN OPERATING GP LLC, its general partner By: /s/ Xxxxx X. Xxxxxxx Name: Xxxxx X. Xxxxxxx Title: Chief Financial Officer BREITBURN ENERGY PARTNERS LP By: BREITBURN GP LLC, its general partner By: /s/ Xxxxx X. Xxxxxxx Name: Xxxxx X. Xxxxxxx Title: Chief Financial Officer BREITBURN GP LLC BREITBURN OPERATING GP LLC BREITBURN FINANCE CORPORATION ALAMITOS COMPANY BEAVER CREEK PIPELINE, L.L.C. PHOENIX PRODUCTION COMPANY GTG PIPELINE LLC MERCURY MICHIGAN COMPANY, LLC TERRA ENERGY COMPANY LLC TERRA PIPELINE COMPANY LLC By: /s/ Xxxxx X. Xxxxxxx Name: Xxxxx X. Xxxxxxx Title: Chief Financial Officer BREITBURN MANAGEMENT COMPANY LLC By: BREITBURN ENERGY PARTNERS LP, its sole member By: BREITBURN GP LLC, its general partner By: /s/ Xxxxx X. Xxxxxxx Name: Xxxxx X. Xxxxxxx Title: Chief Financial Officer BREITBURN FLORIDA LLC BREITBURN OKLAHOMA LLC BREITBURN XXXXXXXX LLC BREITBURN TRANSPETCO GP LLC BREITBURN TRANSPETCO LP LLC By: BREITBURN OPERATING LP, its sole member By: BREITBURN OPERATING GP LLC, its general partner By: /s/ Xxxxx X. Xxxxxxx Name: Xxxxx X. Xxxxxxx Title: Chief Financial Officer TRANSPETCO PIPELINE COMPANY, L.P. By: BREITBURN TRANSPETCO GP LLC, its general partner By: BREITBURN OPERATING LP, its sole member By: BREITBURN OPERATING GP LLC, its general partner By: /s/ Xxxxx X. Xxxxxxx Name: Xxxxx X. Xxxxxxx Title: Chief Financial Officer By: BREITBURN OPERATING LP, its sole member By: BREITBURN OPERATING GP LLC, its general partner By: /s/ Xxxxx X. Xxxxxxx Name: Xxxxx X. Xxxxxxx Title: Chief Financial Officer QR ENERGY, LP By: QRE BreitBurn Operating GP, LLC, its general partner BREITBURN ENERGY PARTNERS L.P., a Delaware limited partnership By: /s/ Xxxxx X. Xxxxxxx Name: Xxxxx X. Xxxxxxx Title: Chief Financial Officer QRE GP, LLC By: BREITBURN GP LLC, its manager By: /s/ Xxxxx X. Xxxxxxx Name: Xxxxx X. Xxxxxxx Title: Chief Financial Officer QRE OPERATING, LLC By: QR ENERGY, LP, its sole member By: QRE BreitBurn GP, LLC, its general partner BREITBURN OPERATING GP, LLC, a Delaware limited partnership BREITBURN FINANCE CORPORATION, a Delaware corporation BREITBURN MANAGEMENT COMPANY, LLC, a Delaware limited liability company ALAMITOS COMPANY, a California corporation BREITBURN FLORIDA LLC, a Delaware limited liability company By: BreitBurn Operating L.P., its sole member By: BreitBurn Operating GP, LLC, its general partner BREITBURN FXXXXX LLC, a Delaware limited liability company BEAVER CREEK PIPELINE, L.L.C., a Michigan limited liability company GTG PIPELINE LLC, a Virginia limited liability company MERCURY MICHIGAN COMPANY, LLC, a Michigan limited liability company TERRA ENERGY COMPANY LLC, a Michigan limited liability company TERRA PIPELINE COMPANY LLC, a Michigan limited liability company PHOENIX PRODUCTION COMPANY, a Wyoming corporation PREVENTIVE MAINTENANCE SERVICES LLC, a Colorado limited liability company By: /s/ Xxxxx Jxxxx X. Xxxxxxx Name: Xxxxx Jxxxx X. Xxxxxxx Title: Chief Financial Officer XXXXX PARENT GP: BREITBURN GP, LLC, a Delaware limited partnership By: /s/ Jxxxx X. Xxxxxxx Jxxxx X. Xxxxxxx Chief Financial Officer WXXXX FARGO BANK, NATIONAL ASSOCIATION, ASSOCIATION as Administrative Agent, Issuing Lender, Swing Line Lender, Issuing Lender and a Lender By: /s/ Mxxxxxx Xxxx Mxxxxxx Xxxx Director THE BANK OF NOVA SCOTIA, as a Lender By: /s/ Txxxx Xxxxxxx X. Xxxxxxxx Name: Txxxx Xxxxxxx X. Xxxxxxxx Title: Managing Director BARCLAYS BANK PLC, as a Lender By: /s/ Vxxxxxx X. Xxxxxxxxxx Name: Vxxxxxx X. Xxxxxxxxxx Title: Vice President BANK OF MONTREAL, as a Lender By: /s/ Gxxxxx Xxxxxxxx Name: Gxxxxx Xxxxxxxx Title: Director UNION BANK, N.A., as a Lender By: /s/ Lxxx Xxxxxxxxx Name: Lxxx Xxxxxxxxx Title: Vice President CITIBANK, N.A., as a Lender By: /s/ Xxxxxxx Xxxxxx Exxxx Xxxxx Name: Xxxxxxx Xxxxxx Exxxx Xxxxx Title: Vice President and Director XX XXXXXX XXXXX JPMORGAN CHASE BANK, N.A. N.A., as a Lender By: /s/ Mxxx X. Xxxxx Name: Mxxx X. Xxxxx Title: Authorized Officer ROYAL BANK OF CANADA, as a Lender By: /s/ Dxx X. XxXxxxxxxxx Name: Dxx X. XxXxxxxxxxx Title: Authorized Signatory THE ROYAL BANK OF SCOTLAND plc, as a Lender By: /s/ Sxxxxx Xxxxxx Name: Sxxxxx Xxxxxx Title: Authorised Signatory SOVEREIGN BANK, N.A., as a Lender By: /s/ Dxxxx X’Xxxxxxxx Name: Dxxxx X’Xxxxxxxx Title: Senior Vice President By: /s/ Axxxx Xxxxxxx Name: Axxxx Xxxxxxx Title: Senior Vice President U.S. BANK NATIONAL ASSOCIATION, as a Lender By: /s/ Jxxxxxxx X. Xxx Name: Jxxxxxxx X. Xxx Title: Vice President COMPASS BANK, as a Lender By: /s/ Uxxx Xxxxxx Name: Uxxx Xxxxxx Title: Vice President COMERICA BANK, as a Lender By: /s/ Exxxxxxxx Xxxxxx Name: Exxxxxxxx Xxxxxx Title: Assistant Vice President Signature Page to Ninth Amendment CREDIT SUISSE AG, Cayman Islands Branch, as a Lender By: /s/ Dxxxxx Xxxx Name: Dxxxxx Xxxx Title: Authorized Signatory By: /s/ Mxxxxxx Xxxxxxx Name: Mxxxxxx Xxxxxxx Title: Authorized Signatory SUMITOMO MITSUI BANKING CORPORATION, as a Lender By: /s/ Jxxxx X. Xxxxxxxxx Name: Jxxxx X. Xxxxxxxxx Title: Managing Director TORONTO DOMINION (TEXAS) LLC, as a Lender By: /s/ Mxxxx Xxxxxxxx Name: Mxxxx Xxxxxxxx Title: Authorized Signatory BRANCH BANKING AND TRUST COMPANY, as a Lender By: Pxxxx June Name: Pxxxx June Title: Vice President CREDIT AGRICOLE CORPORATE AND INVESTMENT BANK, as a Lender By: /s/ Mxxx Xxxxx Name: Mxxx Xxxxx Title: Managing Director By: /s/ Mxxxxxx X. Xxxxxx Name: Xxxxxxx Mxxxxxx X. Xxxxxx Title: Managing Director CAPITAL ONE NATIONAL ASSOCIATION FIFTH THIRD BANK, as a Lender By: /s/ Xxxxxxx Xxxxxxx Rxxxxxx Xxxxxx Name: Xxxxxxx Xxxxxxx Rxxxxxx Xxxxxx Title: Senior Vice President MIZUHO BANK LTD., as a Lender By: /s/ Lxxx Mo Name: Lxxx Mo Title: Authorized Signatory ONEWEST BANK, FSB, as a Lender By: /s/ Sxxx Xxxxxx Name: Sxxx Xxxxxx Title: Executive Vice President Signature Page to Ninth Amendment SUNTRUST BANK, as a Lender By: /s/ Sxxxxxx Xxxxx Name: Sxxxxxx Xxxxx Title: Vice PresidentPresident Signature Page to Ninth Amendment ANNEX A

Loan Parties. BREITBURN OPERATING LP L.P., a Delaware limited partnership By: BREITBURN OPERATING GP LLC, its general partner By: /s/ Xxxxx X. Xxxxxxx Name: Xxxxx X. Xxxxxxx Title: Chief Financial Officer BREITBURN ENERGY PARTNERS LP By: BREITBURN GP LLC, its general partner By: /s/ Xxxxx X. Xxxxxxx Name: Xxxxx X. Xxxxxxx Title: Chief Financial Officer BREITBURN GP LLC BREITBURN OPERATING GP LLC BREITBURN FINANCE CORPORATION ALAMITOS COMPANY BEAVER CREEK PIPELINE, L.L.C. PHOENIX PRODUCTION COMPANY GTG PIPELINE LLC MERCURY MICHIGAN COMPANY, LLC TERRA ENERGY COMPANY LLC TERRA PIPELINE COMPANY LLC By: /s/ Xxxxx X. Xxxxxxx Name: Xxxxx X. Xxxxxxx Title: Chief Financial Officer BREITBURN MANAGEMENT COMPANY LLC By: BREITBURN ENERGY PARTNERS LP, its sole member By: BREITBURN GP LLC, its general partner By: /s/ Xxxxx X. Xxxxxxx Name: Xxxxx X. Xxxxxxx Title: Chief Financial Officer BREITBURN FLORIDA LLC BREITBURN OKLAHOMA LLC BREITBURN XXXXXXXX LLC BREITBURN TRANSPETCO GP LLC BREITBURN TRANSPETCO LP LLC By: BREITBURN OPERATING LP, its sole member By: BREITBURN OPERATING GP LLC, its general partner By: /s/ Xxxxx X. Xxxxxxx Name: Xxxxx X. Xxxxxxx Title: Chief Financial Officer TRANSPETCO PIPELINE COMPANY, L.P. By: BREITBURN TRANSPETCO GP LLC, its general partner By: BREITBURN OPERATING LP, its sole member By: BREITBURN OPERATING GP LLC, its general partner By: /s/ Xxxxx X. Xxxxxxx Name: Xxxxx X. Xxxxxxx Title: Chief Financial Officer By: BREITBURN OPERATING LP, its sole member By: BREITBURN OPERATING GP LLC, its general partner By: /s/ Xxxxx X. Xxxxxxx Name: Xxxxx X. Xxxxxxx Title: Chief Financial Officer QR ENERGY, LP By: QRE BreitBurn Operating GP, LLC, its general partner BREITBURN ENERGY PARTNERS L.P., a Delaware limited partnership By: /s/ Xxxxx X. Xxxxxxx Name: Xxxxx X. Xxxxxxx Title: Chief Financial Officer QRE GP, LLC By: BREITBURN GP LLC, its manager By: /s/ Xxxxx X. Xxxxxxx Name: Xxxxx X. Xxxxxxx Title: Chief Financial Officer QRE OPERATING, LLC By: QR ENERGY, LP, its sole member By: QRE BreitBurn GP, LLC, its general partner BREITBURN OPERATING GP, LLC, a Delaware limited partnership BREITBURN FINANCE CORPORATION, a Delaware corporation BREITBURN MANAGEMENT COMPANY, LLC, a Delaware limited liability company ALAMITOS COMPANY, a California corporation BREITBURN FLORIDA LLC, a Delaware limited liability company By: BreitBurn Operating L.P., its sole member By: BreitBurn Operating GP, LLC, its general partner BREITBURN FXXXXX LLC, a Delaware limited liability company BEAVER CREEK PIPELINE, L.L.C., a Michigan limited liability company GTG PIPELINE LLC, a Virginia limited liability company MERCURY MICHIGAN COMPANY, LLC, a Michigan limited liability company TERRA ENERGY COMPANY LLC, a Michigan limited liability company TERRA PIPELINE COMPANY LLC, a Michigan limited liability company PHOENIX PRODUCTION COMPANY, a Wyoming corporation PREVENTIVE MAINTENANCE SERVICES LLC, a Colorado limited liability company By: /s/ Xxxxx Jxxxx X. Xxxxxxx Name: Xxxxx Jxxxx X. Xxxxxxx Title: Chief Financial Officer XXXXX PARENT GP: BREITBURN GP, LLC, a Delaware limited partnership By: /s/ Jxxxx X. Xxxxxxx Jxxxx X. Xxxxxxx Chief Financial Officer WXXXX FARGO BANK, NATIONAL ASSOCIATION, ASSOCIATION as Administrative Agent, Issuing Lender, Swing Line Lender, Issuing Lender and a Lender By: /s/ Mxxxxxx Xxxx Mxxxxxx Xxxx Director BANK OF MONTREAL, as a Lender By: /s/ Xxxxxxx X. Gxxxxx Xxxxxxxx Name: Xxxxxxx X. Gxxxxx Xxxxxxxx Title: Managing Director THE BANK OF NOVA SCOTIA, as a Lender By: /s/ Jxxx Xxxxxxx Name: Jxxx Xxxxxxx Title: Director UNION BANK, N.A., as a Lender By: /s/ Lxxx Xxxxxxxxx Name: Lxxx Xxxxxxxxx Title: Vice President BARCLAYS BANK PLC, as a Lender By: /s/ Vxxxxxx X. Xxxxxxxxxx Name: Vxxxxxx X. Xxxxxxxxxx Title: Vice President CITIBANK, N.A., as a Lender By: /s/ Xxxxxxx Xxxxxx Exxxx Xxxxx Name: Xxxxxxx Xxxxxx Exxxx Xxxxx Title: Vice President and Director XX XXXXXX XXXXX BANKROYAL BANK OF CANADA, N.A. as a Lender By: /s/ Xxxxxxx X. Xxxxxx Mxxx Xxxxxx, Xx. Name: Xxxxxxx X. Xxxxxx Mxxx Xxxxxxx, Xx. Title: Managing Director CAPITAL ONE NATIONAL ASSOCIATION Authorized Signatory SOVEREIGN BANK, N.A., as a Lender By: /s/ Xxxxxxx Xxxxxxx Dxxxx X’Xxxxxxxx /s/ Mxxx Xxxxxxxx Name: Xxxxxxx Xxxxxxx Dxxxx X’Xxxxxxxx/ Mxxx Xxxxxxxx Title: Sr. Vice PresidentPresident / Sr. Vice President THE ROYAL BANK OF SCOTLAND PLC as a Lender By: /s/ Jxxxx X. Xxxxx Name: Jxxxx X. Xxxxx Title: Authorized Signatory

Loan Parties. BREITBURN OPERATING XXXXX ADMINISTRATIVE LLC By: Xxxxx Health LLC, its sole member By: /s/ Xxxxx Xxxxx Name: Xxxxx Xxxxx Title: Chief Financial Officer XXXXX HEALTH LLC By: Northstar Healthcare Subco, L.L.C., its sole member By: /s/ Xxxxx Xxxxx Name: Xxxxx Xxxxx Title: Chief Financial Officer XXXXX HOLDINGS LLC By: Xxxxx Health LLC, its sole member By: /s/ Xxxxx Xxxxx Name: Xxxxx Xxxxx Title: Chief Financial Officer BELLAIRE SURGICAL HOSPITAL HOLDINGS, LLC By: /s/ Xxxxx Xxxxx Name: Xxxxx Xxxxx Title: Chief Financial Officer CENTRAL DALLAS MANAGEMENT, LLC By: /s/ Xxxxx Xxxxx Name: Xxxxx Xxxxx Title: Chief Financial Officer CENTRAL MEDICAL SOLUTIONS LLC By: /s/ Xxxxx Xxxxx Name: Xxxxx Xxxxx Title: Chief Financial Officer XXXXXXXX SURGERY CENTER, LLC By: /s/ Xxxxx Xxxxx Name: Xxxxx Xxxxx Title: Chief Financial Officer CONCERTIS, LLC By: /s/ Xxxxx Xxxxx Name: Xxxxx Xxxxx Title: Chief Financial Officer FIRST NOBILIS HOSPITAL, LLC By: /s/ Xxxxx Xxxxx Name: Xxxxx Xxxxx Title: Chief Financial Officer FIRST NOBILIS HOSPITAL MANAGEMENT, LLC By: /s/ Xxxxx Xxxxx Name: Xxxxx Xxxxx Title: Chief Financial Officer FIRST NOBILIS, LLC By: /s/ Xxxxx Xxxxx Name: Xxxxx Xxxxx Title: Chief Financial Officer FIRST NOBILIS SURGICAL CENTER, LLC By: /s/ Xxxxx Xxxxx Name: Xxxxx Xxxxx Title: Chief Financial Officer HERMANN DRIVE SURGICAL HOSPITAL, LP By: BREITBURN OPERATING GP LLCNorthstar Healthcare General Partner, L.L.C., its sole general partner By: /s/ Xxxxx X. Xxxxxxx Xxxxx Name: Xxxxx X. Xxxxxxx Xxxxx Title: Chief Financial Officer BREITBURN ENERGY PARTNERS LP HOUSTON MICROSURGERY INSTITUTE, LLC By: BREITBURN GP LLC/s/ Xxxxx Xxxxx Name: Xxxxx Xxxxx Title: Chief Financial Officer XXXXX XXXX SURGICAL HOSPITAL, LLC By: /s/ Xxxxx Xxxxx Name: Xxxxx Xxxxx Title: Chief Financial Officer MOUNTAIN WEST SURGERY CENTER, LLC By: /s/ Xxxxx Xxxxx Name: Xxxxx Xxxxx Title: Chief Financial Officer MPDSC, LLC By: /s/ Xxxxx Xxxxx Name: Xxxxx Xxxxx Title: Chief Financial Officer NHC ARIZONA PROFESSIONAL ASSOCIATES, LLC By: /s/ Xxxxx Xxxxx Name: Xxxxx Xxxxx Title: Chief Financial Officer NOBILIS ARIZONA HOLDING COMPANY, LLC By: /s/ Xxxxx Xxxxx Name: Xxxxx Xxxxx Title: Chief Financial Officer NOBILIS HEALTH MARKETING, LLC By: /s/ Xxxxx Xxxxx Name: Xxxxx Xxxxx Title: Chief Financial Officer NOBILIS SURGICAL ASSIST, LLC By: /s/ Xxxxx Xxxxx Name: Xxxxx Xxxxx Title: Chief Financial Officer NOBILIS UPTOWN HOLDING, LLC By: /s/ Xxxxx Xxxxx Name: Xxxxx Xxxxx Title: Chief Financial Officer NOBILIS VASCULAR HOLDING COMPANY, LLC By: /s/ Xxxxx Xxxxx Name: Xxxxx Xxxxx Title: Chief Financial Officer NOBILIS VASCULAR TEXAS, LLC By: /s/ Xxxxx Xxxxx Name: Xxxxx Xxxxx Title: Chief Financial Officer NORTH PHOENIX ASC MANAGEMENT, LLC By: /s/ Xxxxx Xxxxx Name: Xxxxx Xxxxx Title: Chief Financial Officer NORTHSTAR HEALTHCARE GENERAL PARTNER, L.L.C. By: /s/ Xxxxx Xxxxx Name: Xxxxx Xxxxx Title: Chief Financial Officer NORTHSTAR HEALTHCARE LIMITED PARTNER, L.L.C. By: /s/ Xxxxx Xxxxx Name: Xxxxx Xxxxx Title: Chief Financial Officer NORTHSTAR HEALTHCARE MANAGEMENT COMPANY, LLC By: Northstar Healthcare Acquisitions, L.L.C., its sole member By: /s/ Xxxxx Xxxxx Name: Xxxxx Xxxxx Title: Chief Financial Officer NORTHSTAR HEALTHCARE SUBCO, L.L.C. By: /s/ Xxxxx Xxxxx Name: Xxxxx Xxxxx Title: Chief Financial Officer NORTHSTAR HEALTHCARE SURGERY CENTER – HOUSTON, LLC By: Northstar Healthcare Acquisitions, L.L.C., its sole member By: /s/ Xxxxx Xxxxx Name: Xxxxx Xxxxx Title: Chief Financial Officer NORTHSTAR HEALTHCARE SURGERY CENTER – SCOTTSDALE, LLC By: Northstar Healthcare Acquisitions, L.L.C., its sole manager By: /s/ Xxxxx Xxxxx Name: Xxxxx Xxxxx Title: Chief Financial Officer ORACLE SURGERY CENTER, LLC By: /s/ Xxxxx Xxxxx Name: Xxxxx Xxxxx Title: Chief Financial Officer PEAK NEUROMONITORING ASSOCIATES – TEXAS II, LLC By: /s/ Xxxxx Xxxxx Name: Xxxxx Xxxxx Title: Chief Financial Officer PEAK SURGEON INNOVATIONS, LLC By: /s/ Xxxxx Xxxxx Name: Xxxxx Xxxxx Title: Chief Financial Officer PERIMETER ROAD SURGICAL HOSPITAL, LLC By: /s/ Xxxxx Xxxxx Name: Xxxxx Xxxxx Title: Chief Financial Officer PHOENIX SURGERY CENTER, LLC By: /s/ Xxxxx Xxxxx Name: Xxxxx Xxxxx Title: Chief Financial Officer PREMIER HEALTH SPECIALISTS, LLC By: /s/ Xxxxx Xxxxx Name: Xxxxx Xxxxx Title: Chief Financial Officer PSH MANAGEMENT, LLC By: /s/ Xxxxx Xxxxx Name: Xxxxx Xxxxx Title: Chief Financial Officer SOUTHWEST FREEWAY SURGERY CENTER, LLC By: /s/ Xxxxx Xxxxx Name: Xxxxx Xxxxx Title: Chief Financial Officer SOUTHWEST FREEWAY SURGERY CENTER MANAGEMENT, LLC By: /s/ Xxxxx Xxxxx Name: Xxxxx Xxxxx Title: Chief Financial Officer XXXXXXXXX XXXXXXX SURGICAL ASSIST, LLC By: /s/ Xxxxx Xxxxx Name: Xxxxx Xxxxx Title: Chief Financial Officer THE PALLADIUM FOR SURGERY – DALLAS, LTD. By: Northstar Healthcare General Partner, L.L.C., its sole general partner By: /s/ Xxxxx X. Xxxxxxx Xxxxx Name: Xxxxx X. Xxxxxxx Xxxxx Title: Chief Financial Officer BREITBURN GP LLC BREITBURN OPERATING GP LLC BREITBURN FINANCE CORPORATION ALAMITOS COMPANY BEAVER CREEK PIPELINETHE PALLADIUM FOR SURGERY – HOUSTON, L.L.C. PHOENIX PRODUCTION COMPANY GTG PIPELINE LLC MERCURY MICHIGAN COMPANY, LLC TERRA ENERGY COMPANY LLC TERRA PIPELINE COMPANY LLC LTD. By: /s/ Xxxxx X. Xxxxxxx Xxxxx Name: Xxxxx X. Xxxxxxx Xxxxx Title: Chief Financial Officer BREITBURN MANAGEMENT COMPANY LLC By: BREITBURN ENERGY PARTNERS LP, its sole member By: BREITBURN GP LLC, its general partner By: /s/ Xxxxx X. Xxxxxxx Name: Xxxxx X. Xxxxxxx Title: Chief Financial Officer BREITBURN FLORIDA LLC BREITBURN OKLAHOMA LLC BREITBURN XXXXXXXX LLC BREITBURN TRANSPETCO GP LLC BREITBURN TRANSPETCO LP LLC By: BREITBURN OPERATING LP, its sole member By: BREITBURN OPERATING GP LLC, its general partner By: /s/ Xxxxx X. Xxxxxxx Name: Xxxxx X. Xxxxxxx Title: Chief Financial Officer TRANSPETCO PIPELINE COMPANY, L.P. By: BREITBURN TRANSPETCO GP LLC, its general partner By: BREITBURN OPERATING LP, its sole member By: BREITBURN OPERATING GP LLC, its general partner By: /s/ Xxxxx X. Xxxxxxx Name: Xxxxx X. Xxxxxxx Title: Chief Financial Officer By: BREITBURN OPERATING LP, its sole member By: BREITBURN OPERATING GP LLC, its general partner By: /s/ Xxxxx X. Xxxxxxx Name: Xxxxx X. Xxxxxxx Title: Chief Financial Officer QR ENERGY, LP By: QRE GP, LLC, its general partner By: /s/ Xxxxx X. Xxxxxxx Name: Xxxxx X. Xxxxxxx Title: Chief Financial Officer QRE GP, LLC By: BREITBURN GP LLC, its manager By: /s/ Xxxxx X. Xxxxxxx Name: Xxxxx X. Xxxxxxx Title: Chief Financial Officer QRE OPERATING, LLC By: QR ENERGY, LP, its sole member By: QRE GP, LLC, its general partner By: /s/ Xxxxx X. Xxxxxxx Name: Xxxxx X. Xxxxxxx Title: Chief Financial Officer XXXXX FARGO COMPASS BANK, NATIONAL ASSOCIATION, as Administrative Agent, Swing Line Lender, LC Issuing Lender and as a Swingline Lender By: /s/ Xxxxxxx X. Xxxxxxxx Xxxxx Name: Xxxxxxx X. Xxxxxxxx Xxxxx Title: Managing Director CITIBANK, N.A.Its Duly Authorized Signatory LENDERS: COMPASS BANK, as a Lender By: /s/ Xxxxxxx Xxxxxx Xxxxx Name: Xxxxxxx Xxxxxx Xxxxx Title: Vice President and Director XX XXXXXX XXXXX Its Duly Authorized Signatory LEGACYTEXAS BANK, N.A. as a Lender and LC Issuing Lender By: /s/ Xxxxxxx X. Xxxxxx Xxxxxxxxxxxx Name: Xxxxxxx X. Xxxxxx Xxxxxxxxxxxx Title: Managing Director CAPITAL ONE NATIONAL ASSOCIATION Director, Corporate Banking FRANKLIN SYNERGY BANK, as a Lender By: /s/ Xxxxxxx Xxxxxxx Xxxx Xxxxxxxx Name: Xxxxxxx Xxxxxxx Xxxx Xxxxxxxx Title: Senior Vice President BOKF, NA dba BANK OF TEXAS, as Lender By: /s/ Xxxxxx Xxxxxx Name: Xxxxxx Xxxxxx Title: Senior Vice President FIRST TENNESSEE BANK, as Lender By: /s/ Xxxxx Xxxxxx Name: Xxxxx Xxxxxx Title: Senior Vice President MIDSOUTH BANK, as Lender By: /S/ Xxxxx Xxxxxxxx Name: Xxxxx Xxxxxxxx Title: Vice PresidentPresident Exhibit B (to Amendment No. 2 to Credit Agreement) Revised Annex A to Credit Agreement COMMITMENTS AND APPLICABLE PERCENTAGES Revolving Credit Lender Revolving Credit Commitment Applicable Percentage (Revolving Credit Facility) Compass Bank $9,090,909.08 30.303030270% LegacyTexas Bank $7,636,363.64 25.454545470% Bank of America, N.A. $3,636,363.64 12.121212130% Franklin Synergy Bank $3,636,363.64 12.121212130% First Tennessee Bank $3,636,363.64 12.121212130% BOKF, NA dba Bank of Texas $2,363,636.36 7.878787867% Total: $30,000,000.00 100.000000000% Term A Lender Term A Loan Commitment Applicable Percentage (Term A Loan Facility) Compass Bank $15,299,242.40 30.303030260% LegacyTexas Bank $12,851,363.64 25.454545460% Bank of America, N.A. $6,119,696.98 12.121212140% Franklin Synergy Bank $6,119,696.98 12.121212140% First Tennessee Bank $6,119,696.98 12.121212140% BOKF, NA dba Bank of Texas $3,977,803.02 7.878787858% Total: $50,487,500.00 100.000000000% Term B Lender Term B Loan Commitment Applicable Percentage (Term B Loan Facility) Compass Bank $38,000,000.00 76.000000000% MidSouth Bank $12,000,000.00 24.000000000% Total: $50,000,000.00 100.000000000% Exhibit C (to Amendment No. 2 to Credit Agreement) Revised Annex C to Credit Agreement Guarantors Guarantor Jurisdiction

Loan Parties. BREITBURN OPERATING LP By: BREITBURN OPERATING GP LLC, its general partner By: /s/ Xxxxx X. Xxxxxxx Name: Xxxxx X. Xxxxxxx Title: Chief Financial Officer BREITBURN ENERGY PARTNERS LP By: BREITBURN GP LLC, its general partner By: /s/ Xxxxx X. Xxxxxxx Name: Xxxxx X. Xxxxxxx Title: Chief Financial Officer BREITBURN GP LLC BREITBURN OPERATING GP LLC BREITBURN FINANCE CORPORATION ALAMITOS COMPANY BEAVER CREEK PIPELINE, L.L.C. PHOENIX PRODUCTION COMPANY GTG PIPELINE LLC MERCURY MICHIGAN COMPANY, LLC TERRA ENERGY COMPANY LLC TERRA PIPELINE COMPANY LLC By: /s/ Xxxxx X. Xxxxxxx Name: Xxxxx X. Xxxxxxx Title: Chief Financial Officer BREITBURN MANAGEMENT COMPANY LLC By: BREITBURN ENERGY PARTNERS LP, its sole member By: BREITBURN GP LLC, its general partner By: /s/ Xxxxx X. Xxxxxxx Name: Xxxxx X. Xxxxxxx Title: Chief Financial Officer BREITBURN FLORIDA LLC BREITBURN OKLAHOMA LLC BREITBURN XXXXXXXX LLC BREITBURN TRANSPETCO GP LLC BREITBURN TRANSPETCO LP LLC By: BREITBURN OPERATING LP, its sole member By: BREITBURN OPERATING GP LLC, its general partner By: /s/ Xxxxx X. Xxxxxxx Name: Xxxxx X. Xxxxxxx Title: Chief Financial Officer TRANSPETCO PIPELINE COMPANY, L.P. By: BREITBURN TRANSPETCO GP LLC, its general partner By: BREITBURN OPERATING LP, its sole member By: BREITBURN OPERATING GP LLC, its general partner By: /s/ Xxxxx X. Xxxxxxx Name: Xxxxx X. Xxxxxxx Title: Chief Financial Officer By: BREITBURN OPERATING LP, its sole member By: BREITBURN OPERATING GP LLC, its general partner By: /s/ Xxxxx X. Xxxxxxx Name: Xxxxx X. Xxxxxxx Title: Chief Financial Officer QR ENERGY, LP By: QRE GP, LLC, its general partner By: /s/ Xxxxx X. Xxxxxxx Name: Xxxxx X. Xxxxxxx Title: Chief Financial Officer QRE GP, LLC By: BREITBURN GP LLC, its manager By: /s/ Xxxxx X. Xxxxxxx Name: Xxxxx X. Xxxxxxx Title: Chief Financial Officer QRE OPERATING, LLC By: QR ENERGY, LP, its sole member By: QRE GP, LLC, its general partner By: /s/ Xxxxx X. Xxxxxxx Name: Xxxxx X. Xxxxxxx Title: Chief Financial Officer XXXXX FARGO BANK, NATIONAL ASSOCIATION, ASSOCIATION as Administrative Agent, Swing Line Lender, Issuing Lender Agent and as a Lender By: /s/ Xxxxxxx X. Xxxxxxxx Name: Xxxxxxx X. Xxxxxxxx Title: Managing Director CITIBANK, N.A., as a Lender By: /s/ Xxxxxxx Xxxxxx Name: Xxxxxxx Xxxxxx Title: Vice President and Director XX XXXXXX XXXXX BANK, N.A. as a Lender By: /s/ Xxxxxxx X. Xxxxxx Name: Xxxxxxx X. Xxxxxx Title: Managing Director CAPITAL ONE NATIONAL ASSOCIATION as a Lender By: /s/ Xxxxxxx Xxxxxxx Xxxxx Xxxxxxxx Name: Xxxxxxx Xxxxxxx Xxxxx Xxxxxxxx Title: Vice President

Loan Parties. BREITBURN OPERATING LP By: BREITBURN OPERATING GP LLC, its general partner By: /s/ Xxxxx X. Xxxxxxx Name: Xxxxx X. Xxxxxxx Title: Chief Financial Officer BREITBURN ENERGY PARTNERS LP By: BREITBURN GP LLC, its general partner By: /s/ Xxxxx X. Xxxxxxx Name: Xxxxx X. Xxxxxxx Title: Chief Financial Officer BREITBURN GP LLC BREITBURN OPERATING GP LLC BREITBURN FINANCE CORPORATION ALAMITOS COMPANY BEAVER CREEK PIPELINE, L.L.C. PHOENIX PRODUCTION COMPANY GTG PIPELINE LLC MERCURY MICHIGAN COMPANY, LLC TERRA ENERGY COMPANY LLC TERRA PIPELINE COMPANY LLC By: /s/ Xxxxx X. Xxxxxxx Name: Xxxxx X. Xxxxxxx Title: Chief Financial Officer BREITBURN MANAGEMENT COMPANY LLC By: BREITBURN ENERGY PARTNERS LP, its sole member By: BREITBURN GP LLC, its general partner By: /s/ Xxxxx X. Xxxxxxx Name: Xxxxx X. Xxxxxxx Title: Chief Financial Officer BREITBURN FLORIDA LLC BREITBURN OKLAHOMA LLC BREITBURN XXXXXXXX LLC BREITBURN TRANSPETCO GP LLC BREITBURN TRANSPETCO LP LLC By: BREITBURN OPERATING LP, its sole member By: BREITBURN OPERATING GP LLC, its general partner By: /s/ Xxxxx X. Xxxxxxx Name: Xxxxx X. Xxxxxxx Title: Chief Financial Officer TRANSPETCO PIPELINE COMPANY, L.P. By: BREITBURN TRANSPETCO GP LLC, its general partner By: BREITBURN OPERATING LP, its sole member By: BREITBURN OPERATING GP LLC, its general partner By: /s/ Xxxxx X. Xxxxxxx Name: Xxxxx X. Xxxxxxx Title: Chief Financial Officer By: BREITBURN OPERATING LP, its sole member By: BREITBURN OPERATING GP LLC, its general partner By: /s/ Xxxxx X. Xxxxxxx Name: Xxxxx X. Xxxxxxx Title: Chief Financial Officer QR ENERGY, LP By: QRE GP, LLC, its general partner By: /s/ Xxxxx X. Xxxxxxx Name: Xxxxx X. Xxxxxxx Title: Chief Financial Officer QRE GP, LLC By: BREITBURN GP LLC, its manager By: /s/ Xxxxx X. Xxxxxxx Name: Xxxxx X. Xxxxxxx Title: Chief Financial Officer QRE OPERATING, LLC By: QR ENERGY, LP, its sole member By: QRE GP, LLC, its general partner By: /s/ Xxxxx X. Xxxxxxx Name: Xxxxx X. Xxxxxxx Title: Chief Financial Officer XXXXX FARGO BANK, NATIONAL ASSOCIATION, as Administrative Agent, Swing Line Lender, Issuing Lender and as a Lender By: /s/ Xxxxxxx X. Xxxxxxxx Name: Xxxxxxx X. Xxxxxxxx Title: Managing Director CITIBANK, N.A., as a Lender By: /s/ Xxxxxxx Xxxxxx Name: Xxxxxxx Xxxxxx Title: Vice President and Director XX XXXXXX XXXXX BANK, N.A. as a Lender By: /s/ Xxxxxxx X. Xxxxxx Name: Xxxxxxx X. Xxxxxx Title: Managing Director CAPITAL ONE NATIONAL ASSOCIATION as a Lender By: /s/ Xxxxxxx Xxxxxxx Name: Xxxxxxx Xxxxxxx Title: Assistant Vice President