Common use of Releases Clause in Contracts

Releases. (a) In the event of any sale or other disposition of all or substantially all of the properties or assets of any Guarantor, by way of merger, consolidation or otherwise, or a sale or other disposition of Capital Stock of any Guarantor, in each case to a Person that is not (either before or after giving effect to such transactions) Targa Resources Partners or a Restricted Subsidiary of Targa Resources Partners, then such Guarantor (in the event of a sale or other disposition, by way of merger, consolidation or otherwise, of Capital Stock of such Guarantor) or the Person acquiring the properties or assets (in the event of a sale or other disposition of all or substantially all of the properties or assets of such Guarantor) will be released and relieved of any obligations under its Note Guarantee; provided that sale or other disposition does not violate the applicable provisions of this Indenture, including without limitation Section 4.10 hereof, and such Guarantor ceases to be a Restricted Subsidiary of Targa Resources Partners as a result of the sale or other disposition. Upon delivery by the Issuers to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect that such sale or other disposition was made by the Issuers in accordance with the provisions of this Indenture, including without limitation Section 4.10 hereof, and that such Guarantor has ceased to be a Restricted Subsidiary of Targa Resources Partners, the Trustee will execute any documents reasonably required in order to evidence the release of any Guarantor from its obligations under its Note Guarantee. (b) Upon designation of any Guarantor as an Unrestricted Subsidiary in accordance with the terms of this Indenture, such Guarantor will be released and relieved of any obligations under its Note Guarantee. (c) At such time as any Guarantor ceases to guarantee any other Indebtedness of an Issuer or another Guarantor, provided that, if it is also a Domestic Subsidiary, it is no longer an obligor with respect to any Indebtedness under any Credit Facility; provided, however, that if, at any time following such release, that Guarantor incurs a Guarantee under a Credit Facility, then such Guarantor shall be required to provide a Note Guarantee at such time. (d) Upon Legal or Covenant Defeasance in accordance with Article 8 hereof or satisfaction and discharge of this Indenture in accordance with Article 11 hereof, each Guarantor will be released and relieved of any obligations under its Note Guarantee. Any Guarantor not released from its obligations under its Note Guarantee as provided in this Section 10.05 will remain liable for the full amount of principal of and interest and premium and Liquidated Damages, if any, on the Notes and for the other obligations of any Guarantor under this Indenture as provided in this Article 10.

Releases. (a) In the event of any sale or other disposition of all or substantially all of the properties or assets of any Guarantor, by way of merger, consolidation or otherwise, or a sale or other disposition of Capital Stock of any Guarantor, in each case to a Person that is not (either before or after giving effect to such transactions) Targa Resources Partners or a Restricted Subsidiary of Targa Resources Partners, then such Guarantor (in the event of a sale or other disposition, by way of merger, consolidation or otherwise, of Capital Stock of such Guarantor) or the Person acquiring the properties or assets (in the event of a sale or other disposition of all or substantially all of the properties or assets of such Guarantor) will be released and relieved of any obligations under its Note GuaranteeGuarantee and all of its other obligations under this Indenture; provided that such sale or other disposition does not violate the applicable provisions of this Indenture, including without limitation Section 4.10 hereof, and such Guarantor ceases to be a Restricted Subsidiary of Targa Resources Partners in the case of and as a result of the sale or other dispositiondisposition of its Capital Stock. Upon delivery by the Issuers to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect that the Note Guarantee of such sale or other disposition was made by the Issuers Guarantor has been released in accordance with the provisions of this Indenture, including without limitation Section 4.10 hereof, and that such Guarantor has ceased to be a Restricted Subsidiary of Targa Resources Partners10.05, the Trustee will execute any documents reasonably required in order to evidence the release of any such Guarantor from its obligations under its Note GuaranteeGuarantee and all of its other obligations under this Indenture. (b) Upon designation of any Guarantor as an Unrestricted Subsidiary in accordance with the terms of this Indenture, such Guarantor will be released and relieved of any obligations under its Note GuaranteeGuarantee and all of its other obligations under this Indenture. (c) At A Guarantor will be released and relieved of any obligations under its Note Guarantee and all of its other obligations under this Indenture at such time as any that Guarantor ceases to guarantee any other Indebtedness of an Issuer or another Guarantor, provided that, if it is also a Domestic Subsidiary, it is no longer an obligor with respect to any Indebtedness under any Credit Facility; provided, however, that if, at any time following such release, that Guarantor incurs a Guarantee under a Credit Facility, then such Guarantor shall be required to provide a Note Guarantee at such time. (d) Upon Legal or Covenant Defeasance in accordance with Article 8 hereof or satisfaction and discharge of this Indenture in accordance with Article 11 hereof, each Guarantor will be released and relieved of any obligations under its Note GuaranteeGuarantee and all of its other obligations under this Indenture. Any Guarantor not released from its obligations under its Note Guarantee as provided in this Section 10.05 will remain liable for the full amount of principal of and interest and premium and Liquidated Damages, if any, on the Notes and for the other obligations of any such Guarantor under this Indenture as provided in this Article 10.

Releases. (a) In the event of any sale or other disposition of all or substantially all of the properties or assets of any Guarantor, by way of merger, consolidation or otherwise, or a sale or other disposition of Capital Stock of any Guarantor, in each case to a Person that is not (either before or after giving effect to such transactions) Targa Resources Partners or a Restricted Subsidiary of Targa Resources Partners, then such Guarantor (in the event The Note Guarantee of a sale or other disposition, by way of merger, consolidation or otherwise, of Capital Stock of such GuarantorGuarantor will be released automatically: (1) or the Person acquiring the properties or assets (in the event of a connection with any sale or other disposition of all or substantially all of the properties or assets of such Guarantor, by way of merger, consolidation or otherwise, to a Person that is not (either before or after giving effect to such transaction) will be released and relieved of any obligations under its Note Guaranteethe Company or a Restricted Subsidiary; provided that the sale or other disposition does not violate the applicable provisions of this Indenture, including without limitation Section 4.10 hereof; (2) in connection with any sale or other disposition of the Capital Stock of such Guarantor (by way of merger, consolidation or otherwise) to a Person that is not (either before or after giving effect to such transaction) the Company or a Restricted Subsidiary; provided that the sale or other disposition does not violate Section 4.10 hereof and such the Guarantor ceases to be a Restricted Subsidiary of Targa Resources Partners as a result of the sale or other disposition. Upon delivery by ; (3) if the Issuers to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect that such sale or other disposition was made by the Issuers in accordance with the provisions of this Indenture, including without limitation Section 4.10 hereof, and that Company designates such Guarantor has ceased to be a Restricted Subsidiary of Targa Resources Partners, the Trustee will execute any documents reasonably required in order to evidence the release of any Guarantor from its obligations under its Note Guarantee. (b) Upon designation of any Guarantor as an Unrestricted Subsidiary in accordance with the terms applicable provisions of this Indenture, such Guarantor will be released and relieved of any obligations under its Note Guarantee.; (c4) At such time as any Guarantor ceases to guarantee any other Indebtedness of an Issuer or another Guarantor, provided that, if it is also a Domestic Subsidiary, it is no longer an obligor with respect to any Indebtedness under any Credit Facility; provided, however, that if, at any time following such release, that Guarantor incurs a Guarantee under a Credit Facility, then such Guarantor shall be required to provide a Note Guarantee at such time. (d) Upon upon Legal Defeasance or Covenant Defeasance in accordance with Article 8 hereof or satisfaction and discharge of this Indenture in accordance with Article 11 hereof; (5) upon the liquidation or dissolution of such Guarantor, each provided that no Default or Event of Default occurs as a result thereof or has occurred or is continuing; (6) upon such Guarantor will consolidating with, merging into or transferring all of its properties or assets to the Company or another Guarantor, and as a result of, or in connection with, such transaction such Guarantor dissolves or otherwise ceases to exist; or (7) at such time as such Guarantor is no longer required to be released and relieved a Guarantor pursuant to the provisions of any obligations under its Note GuaranteeSection 4.15 hereof. Any Guarantor not released from its obligations under its Note Guarantee as provided in this Section 10.05 will remain liable for the full amount of principal of and interest and premium and Liquidated Damagesof, premium, if any, on and interest on, the Notes and for the other obligations of any Guarantor under this Indenture as provided in this Article 10.

Releases. (a) In Upon the event Discharge of Obligations, the Collateral shall be released from the Liens in favor of the Administrative Agent and the other Secured Parties created hereby, this Agreement shall terminate with respect to the Administrative Agent and the other Secured Parties, and all obligations (other than those expressly stated to survive such termination) of each Grantor to the Administrative Agent or any other Secured Party hereunder shall terminate, all without delivery of any sale instrument or performance of any act by any party. At the sole expense of any Grantor following any such termination, the Administrative Agent shall deliver such documents as such Grantor shall reasonably request to evidence such termination. (b) If any of the Collateral shall be sold, transferred or otherwise disposed of by any Grantor in a transaction permitted by Section 7 of the Credit Agreement, then the Administrative Agent, at the request and sole expense of such Grantor, shall promptly execute and deliver to such Grantor all releases or other disposition of all documents reasonably necessary or substantially all desirable for the release of the properties or assets Liens created hereby on such Collateral, as applicable. At the request and sole expense of any Guarantorthe Borrower, by way of merger, consolidation or otherwise, or a sale or other disposition of Capital Stock of any Guarantor, in each case to a Person that is not (either before or after giving effect to such transactions) Targa Resources Partners or a Restricted Subsidiary of Targa Resources Partners, then such Guarantor (shall be released from its obligations hereunder in the event of a sale or other disposition, by way of merger, consolidation or otherwise, of that all the Capital Stock of such Guarantor) Guarantor shall be sold, transferred or the otherwise disposed of to a Person acquiring the properties or assets (other than a Grantor in the event of a sale or other disposition of all or substantially all transaction permitted by Section 7 of the properties or assets of such Guarantor) will be released and relieved of any obligations under its Note GuaranteeCredit Agreement; provided that sale the Borrower shall have delivered to the Administrative Agent, at least ten days, or other disposition does not violate such shorter period as the applicable provisions Administrative Agent may agree, prior to the date of this Indenturethe proposed release, including without limitation Section 4.10 hereof, a written request for release identifying the relevant Guarantor and such Guarantor ceases to be a Restricted Subsidiary of Targa Resources Partners as a result the terms of the sale or other disposition. Upon delivery disposition in reasonable detail, including the price thereof and any expenses in connection therewith, together with a certification by the Issuers to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect Borrower stating that such sale or other disposition was made by the Issuers transaction is in accordance compliance with the terms and provisions of this Indenture, including without limitation Section 4.10 hereof, the Credit Agreement and that such Guarantor has ceased to be a Restricted Subsidiary of Targa Resources Partners, the Trustee will execute any documents reasonably required in order to evidence the release of any Guarantor from its obligations under its Note Guarantee. (b) Upon designation of any Guarantor as an Unrestricted Subsidiary in accordance with the terms of this Indenture, such Guarantor will be released and relieved of any obligations under its Note Guarantee. (c) At such time as any Guarantor ceases to guarantee any other Indebtedness of an Issuer or another Guarantor, provided that, if it is also a Domestic Subsidiary, it is no longer an obligor with respect to any Indebtedness under any Credit Facility; provided, however, that if, at any time following such release, that Guarantor incurs a Guarantee under a Credit Facility, then such Guarantor shall be required to provide a Note Guarantee at such time. (d) Upon Legal or Covenant Defeasance in accordance with Article 8 hereof or satisfaction and discharge of this Indenture in accordance with Article 11 hereof, each Guarantor will be released and relieved of any obligations under its Note Guarantee. Any Guarantor not released from its obligations under its Note Guarantee as provided in this Section 10.05 will remain liable for the full amount of principal of and interest and premium and Liquidated Damages, if any, on the Notes and for the other obligations of any Guarantor under this Indenture as provided in this Article 10Loan Documents.

Releases. Concurrently with any sale of assets (a) In including, if applicable, all of the Equity Interests of any Subsidiary Guarantor), any Liens in favor of the Trustee in the assets sold thereby shall be released; provided that in the event of an Asset Sale, the Net Proceeds from such sale or other disposition are treated in accordance with the provisions of Section 4.07 hereof. The Guarantee and all other obligations under this Indenture of a Subsidiary Guarantor will be released: (i) in connection with any sale or other disposition of all or substantially all of the properties or assets of any Guarantor, such Subsidiary Guarantor (including by way of merger, consolidation merger or otherwise, or a sale or other disposition of Capital Stock of any Guarantor, in each case consolidation) to a Person that is not (either before or after giving effect to such transactionstransaction) Targa Resources Partners the Issuer or a Restricted Subsidiary Subsidiary, if the Company applies the Net Proceeds of Targa Resources Partners, then such Guarantor (in the event of a that sale or other disposition, by way of merger, consolidation disposition in accordance with Section 4.07 hereof; or otherwise, of Capital Stock of such Guarantor(ii) or the Person acquiring the properties or assets (in the event of a connection with any sale or other disposition of all or substantially all of the properties Equity Interests of a Subsidiary Guarantor to a Person that is not (either before or assets after giving effect to such transaction) the Issuer or a Restricted Subsidiary, if the Company applies the Net Proceeds of such Guarantorthat sale in accordance with Section 4.07 hereof; or (iii) will be released if the Company designates any Restricted Subsidiary that is a Subsidiary Guarantor as an Unrestricted Subsidiary; or (iv) upon Legal Defeasance pursuant to Article 8 hereof or upon satisfaction and relieved discharge of any obligations under its Note Guarantee; this Indenture pursuant to Article 11 hereof, provided that sale or other disposition does not violate the applicable provisions of this Indenture, including without limitation Section 4.10 hereof, and such Guarantor ceases it is then no longer an obligor with respect to be a Restricted Subsidiary of Targa Resources Partners as a result of the sale or other dispositionany Indebtedness under any Credit Facility. Upon delivery by the Issuers Company to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect that such sale or other disposition was made by the Issuers Company in accordance with the provisions of this Indenture, including without limitation Section 4.10 hereof, and that 4.07 hereof or such Guarantor has ceased Guarantee is to be a Restricted Subsidiary released pursuant to the provisions of Targa Resources Partnersthe immediately preceding sentence, the Trustee will shall execute any documents reasonably required in order to evidence the release of any Subsidiary Guarantor from all of its obligations under its Note Guarantee. (b) Upon designation of any Guarantor as an Unrestricted Subsidiary in accordance with the terms of Guarantee and this Indenture, such Guarantor will be released and relieved of any obligations under its Note Guarantee. (c) At such time as any Guarantor ceases to guarantee any other Indebtedness of an Issuer or another Guarantor, provided that, if it is also a Domestic Subsidiary, it is no longer an obligor with respect to any Indebtedness under any Credit Facility; provided, however, that if, at any time following such release, that Guarantor incurs a Guarantee under a Credit Facility, then such Guarantor shall be required to provide a Note Guarantee at such time. (d) Upon Legal or Covenant Defeasance in accordance with Article 8 hereof or satisfaction and discharge of this Indenture in accordance with Article 11 hereof, each Guarantor will be released and relieved of any obligations under its Note Guarantee. Any Subsidiary Guarantor not released from its obligations under its Note Guarantee as provided in this Section 10.05 will shall remain liable for the full amount of principal of and interest and premium and Liquidated Damages, if any, on the Notes and for the other obligations of any Subsidiary Guarantor under this Indenture as provided in this Article 10.

Releases. The Subsidiary Guarantee of a Guarantor will be released, and any Person acquiring assets (including by way of merger or consolidation) or Capital Stock of a Guarantor shall not be required to assume the obligations of such Guarantor: (a) In the event of in connection with any sale or other disposition of all or substantially all of the properties or assets of any Guarantor, such Guarantor (including by way of merger, consolidation merger or otherwise, or a sale or other disposition of Capital Stock of any Guarantor, in each case consolidation) to a Person that is not (either before or after giving effect to such transactionstransaction) Targa Resources Partners the Company or a Restricted Subsidiary of Targa Resources Partners, then such Guarantor the Company; (b) in the event connection with any sale of a sale or other disposition, by way majority of merger, consolidation or otherwise, of the Capital Stock of such GuarantorGuarantor to a Person that is not (either before or after giving effect to such transaction) the Company or the Person acquiring the properties or assets (in the event of a sale or other disposition of all or substantially all Subsidiary of the properties or assets Company; (c) if the Company designates such Guarantor to be an Excluded Subsidiary in accordance with the requirements hereof (including, without limitation, the definition of Excluded Subsidiary); (d) if such Guarantor is otherwise no longer obligated to provide a Subsidiary Guarantee pursuant hereto; (e) if such Guarantor) will be released and relieved ’s guarantee of any obligations under its Note Guarantee; provided the Credit Agreement, or, if the Credit Agreement is no longer outstanding, any other Indebtedness of the Company, is fully and unconditionally released, except that sale or other disposition does not violate the applicable provisions of this Indenture, including without limitation Section 4.10 hereof, and such Guarantor ceases shall subsequently be required to be become a Restricted Subsidiary of Targa Resources Partners as Guarantor by executing a result of the sale or other disposition. Upon delivery by the Issuers to supplemental indenture and providing the Trustee of with an Officers’ Certificate and an Opinion of Counsel to the effect that at such sale or other disposition was made by the Issuers in accordance with the provisions of this Indenture, including without limitation Section 4.10 hereof, and that such Guarantor has ceased to be a Restricted Subsidiary of Targa Resources Partners, the Trustee will execute time as it guarantees any documents reasonably required in order to evidence the release of any Guarantor from its obligations under its Note Guarantee.the Credit Agreement, or, if the Credit Agreement is no longer outstanding, any other Indebtedness of the Company; or (bf) Upon designation of any Guarantor as an Unrestricted Subsidiary if the Company’s obligations under the Indenture and the Notes are discharged in accordance with the terms thereof. Notwithstanding anything to the contrary in the Indenture or the Notes, references in the Indenture or the Notes to Section 12.05 of this Indenturethe Base Indenture shall, such Guarantor will for purposes of the Notes, be released and relieved of any obligations under its Note Guarantee. (c) At such time read as any Guarantor ceases references to guarantee any other Indebtedness of an Issuer or another Guarantor, provided that, if it is also a Domestic Subsidiary, it is no longer an obligor with respect to any Indebtedness under any Credit Facility; provided, however, that if, at any time following such release, that Guarantor incurs a Guarantee under a Credit Facility, then such Guarantor shall be required to provide a Note Guarantee at such time. (d) Upon Legal or Covenant Defeasance in accordance with Article 8 hereof or satisfaction and discharge of this Indenture in accordance with Article 11 hereof, each Guarantor will be released and relieved of any obligations under its Note Guarantee. Any Guarantor not released from its obligations under its Note Guarantee as provided in this Section 10.05 will remain liable for the full amount of principal of and interest and premium and Liquidated Damages, if any, on the Notes and for the other obligations of any Guarantor under this Indenture as provided in this Article 109.04.

Releases. Concurrently with any sale of assets (a) In including, if applicable, all of the Equity Interests of any Subsidiary Guarantor), any Liens in favor of the Trustee in the assets sold thereby shall be released; provided that in the event of an Asset Sale, the Net Proceeds from such sale or other disposition are treated in accordance with the provisions of Section 5.07 hereof. The Guarantee and all other obligations under the Indenture of a Subsidiary Guarantor will be released: (i) in connection with any sale or other disposition of all or substantially all of the properties or assets of any Guarantor, such Subsidiary Guarantor (including by way of merger, consolidation merger or otherwise, or a sale or other disposition of Capital Stock of any Guarantor, in each case consolidation) to a Person that is not (either before or after giving effect to such transactionstransaction) Targa Resources Partners or a Restricted Subsidiary of Targa Resources PartnersSubsidiary, then such Guarantor (in the event of a sale or other disposition, by way of merger, consolidation or otherwise, of Capital Stock of such Guarantor) or the Person acquiring the properties or assets (in the event of a sale or other disposition of all or substantially all of the properties or assets of such Guarantor) will be released and relieved of any obligations under its Note Guarantee; provided if that sale or other disposition does not violate Section 5.07 hereof; or (ii) in connection with any sale or other disposition of the applicable provisions Equity Interests of this Indenturea Subsidiary Guarantor to a Person that is not (either before or after giving effect to such transaction) an Issuer or a Restricted Subsidiary, including without limitation if that sale or other disposition does not violate Section 4.10 hereof, 5.07 hereof and such the Subsidiary Guarantor ceases to be a Restricted Subsidiary of Targa Resources Partners the Partnership as a result of the sale or other disposition; or (iii) if the Partnership designates any Restricted Subsidiary that is a Subsidiary Guarantor as an Unrestricted Subsidiary; or (iv) upon Legal Defeasance or Covenant Defeasance pursuant to Article IX hereof or upon satisfaction and discharge of the Indenture pursuant to Article XII hereof; or (v) in the case of any Subsidiary Guarantor other than the Operating Company, at such time as such Subsidiary Guarantor ceases to guarantee any other Indebtedness of either of the Issuers and any Indebtedness of the Operating Company; or (vi) in the case of the Operating Company, at such time as the Operating Company ceases to guarantee any other Indebtedness of either of the Issuers, provided that it is then no longer an obligor with respect to any Indebtedness under any Credit Facility. Upon delivery by the Issuers Partnership to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect that such sale or other disposition was made by the Issuers Partnership in accordance with the provisions of this the Indenture, including without limitation Section 4.10 5.07 hereof, and that or such Guarantor has ceased Guarantee is to be a Restricted Subsidiary released pursuant to the provisions of Targa Resources Partnersthe immediately preceding sentence, the Trustee will shall execute any documents reasonably required in order to evidence the release of any Subsidiary Guarantor from all of its obligations under its Note Guarantee. (b) Upon designation of any Guarantor as an Unrestricted Subsidiary in accordance with Guarantee and the terms of this Indenture, such Guarantor will be released and relieved of any obligations under its Note Guarantee. (c) At such time as any Guarantor ceases to guarantee any other Indebtedness of an Issuer or another Guarantor, provided that, if it is also a Domestic Subsidiary, it is no longer an obligor with respect to any Indebtedness under any Credit Facility; provided, however, that if, at any time following such release, that Guarantor incurs a Guarantee under a Credit Facility, then such Guarantor shall be required to provide a Note Guarantee at such time. (d) Upon Legal or Covenant Defeasance in accordance with Article 8 hereof or satisfaction and discharge of this Indenture in accordance with Article 11 hereof, each Guarantor will be released and relieved of any obligations under its Note Guarantee. Any Subsidiary Guarantor not released from its obligations under its Note Guarantee as provided in this Section 10.05 will shall remain liable for the full amount of principal of and interest and premium and Liquidated Damages, if any, on the Notes and for the other obligations of any Subsidiary Guarantor under this the Indenture as provided in this Article 10XI.

Releases. (a) In The Borrower may request in writing that the event Administrative Agent release, and upon receipt of such request the Administrative Agent shall release, any sale or other disposition of all or substantially all Person from any of the properties or assets of any Guarantor, by way of merger, consolidation or otherwiseGuaranty and the Security Agreement so long as: (i) such Person qualifies, or will qualify at the time of its release from the Guaranty and the Security Agreement, as an Excluded Subsidiary or has ceased to be, or at the time of its release from the Guaranty and the Security Agreement will cease to be, a sale or other disposition of Capital Stock of any Guarantor, in each case Subsidiary pursuant to a Person that is not transaction permitted by this Agreement; (either before ii) no Default or after giving effect to such transactions) Targa Resources Partners Event of Default shall then be in existence or a Restricted Subsidiary of Targa Resources Partners, then such Guarantor (in the event of a sale or other disposition, by way of merger, consolidation or otherwise, of Capital Stock of such Guarantor) or the Person acquiring the properties or assets (in the event of a sale or other disposition of all or substantially all of the properties or assets of such Guarantor) will be released and relieved of any obligations under its Note Guarantee; provided that sale or other disposition does not violate the applicable provisions of this Indenture, including without limitation Section 4.10 hereof, and such Guarantor ceases to be a Restricted Subsidiary of Targa Resources Partners would occur as a result of such release, and (iii) the sale or other dispositionAdministrative Agent shall have received such written request at least 7 Business Days prior to the requested date of release. Upon delivery Delivery by the Issuers Borrower to the Trustee Administrative Agent of an Officers’ Certificate and an Opinion of Counsel to the effect that any such sale or other disposition was made request shall constitute a representation by the Issuers Borrower that the matters set forth in accordance the preceding sentence (both as of the date of the giving of such request and as of the date of the effectiveness of such request) are true and correct with the provisions of this Indenture, including without limitation Section 4.10 hereof, and that respect to such Guarantor has ceased to be a Restricted Subsidiary of Targa Resources Partners, the Trustee will execute any documents reasonably required in order to evidence the release of any Guarantor from its obligations under its Note Guaranteerequest. (b) Upon designation The Borrower may request in writing that the Administrative Agent release, and upon receipt of such request the Administrative Agent shall release, the Equity Interests in a Person from the Lien of a Pledge Agreement so long as: (i) such Person qualifies, or will qualify at the time of the release of its Equity Interests, as an Unpledgeable Subsidiary or has ceased to be, or at the time of its release from the Pledge Agreement will cease to be, a Subsidiary pursuant to a transaction permitted by this Agreement; (ii) no Default or Event of Default shall then be in existence or would occur as a result of such release; and (iii) the Administrative Agent shall have received such written request at least 7 Business Days prior to the requested date of release. Delivery by the Borrower to the Administrative Agent of any Guarantor such request shall constitute a representation by the Borrower that the matters set forth in the preceding sentence (both as an Unrestricted Subsidiary in accordance of the date of the giving of such request and as of the date of the effectiveness of such request) are true and correct with the terms of this Indenture, respect to such Guarantor will be released and relieved of any obligations under its Note Guaranteerequest. (c) At Reasonably promptly after written request from the Borrower, the Administrative Agent will confirm (subject to the terms hereof) in writing that it has no Lien in a particular asset (including the Equity Interests in a specified Person), or that a specified Person is not a Guarantor hereunder, as the case may be. Delivery by the Borrower to the Administrative Agent of any such time as any Guarantor ceases to guarantee any other Indebtedness of an Issuer or another Guarantor, provided that, if it is also a Domestic Subsidiary, it is no longer an obligor with respect to any Indebtedness under any Credit Facility; provided, however, that if, at any time following such release, that Guarantor incurs a Guarantee under a Credit Facility, then such Guarantor request shall be required accompanied by a certificate of a Responsible Officer, certifying as to provide a Note Guarantee at the facts underlying such timeconfirmation requested of the Administrative Agent, and such other supporting documentation as the Administrative Agent may request. (d) Upon Legal or Covenant Defeasance in accordance with Article 8 hereof or satisfaction and discharge of this Indenture in accordance with Article 11 hereof, each Guarantor will be released and relieved of any obligations under its Note Guarantee. Any Guarantor not released from its obligations under its Note Guarantee as provided in this Section 10.05 will remain liable for the full amount of principal of and interest and premium and Liquidated Damages, if any, on the Notes and for the other obligations of any Guarantor under this Indenture as provided in this Article 10.

Releases. (a) In the event of any sale or other disposition of all or substantially all of the properties or assets of any Guarantor, by way of merger, consolidation or otherwise, or a sale or other disposition of all of the Capital Stock of any Guarantor, in each case to a Person that is not (either before or after giving effect to such transactions) Targa Resources Partners TLLP or a Restricted Subsidiary of Targa Resources PartnersTLLP, then such Guarantor (in the event of a sale or other disposition, by way of merger, consolidation or otherwise, of all of the Capital Stock of such Guarantor) or the Person corporation acquiring the properties or assets property (in the event of a sale or other disposition of all or substantially all of the properties or assets of such Guarantor) will be released and relieved of any obligations under its Note Guarantee; provided that the Net Proceeds of such sale or other disposition does not violate are applied in accordance with the applicable provisions of this Indenture, including without limitation Section 4.10 hereof, and such Guarantor ceases to be a Restricted Subsidiary of Targa Resources Partners as a result of the sale or other disposition. Upon delivery by the Issuers to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect that such sale or other disposition was made by the Issuers in accordance with the provisions of this Indenture, including without limitation Section 4.10 hereof, and that such Guarantor has ceased to be a Restricted Subsidiary of Targa Resources Partners, the Trustee will execute any documents reasonably required in order to evidence the release of any Guarantor from its obligations under its Note Guarantee. (b) Upon designation of any Guarantor as an Unrestricted Subsidiary in accordance with the terms of this Indenture, such Guarantor will be released and relieved of any obligations under its Note Guarantee. (c) At such time as any If a Guarantor ceases to guarantee any other of any Indebtedness of an any Issuer or another Guarantor, provided that, if it is also under a Domestic Subsidiary, it is no longer an obligor with respect to any Indebtedness under any Credit Facility, such Guarantor will be released and relieved of any obligations under its Note Guarantee; provided, however, that if, at any time following such release, that Guarantor incurs a Guarantee later guarantees Indebtedness of any Issuer under a Credit Facility, then such Guarantor shall be required to provide a Note Guarantee at such time. (d) Upon the liquidation or dissolution of such Guarantor provided no Default or Event of Default has occurred that is continuing, such Guarantor will be released and relieved of any obligations under its Note Guarantee. (e) Upon Legal or Covenant Defeasance in accordance with Article 8 hereof or upon satisfaction and discharge of this Indenture in accordance with Article 11 hereof, each Guarantor will be released and relieved of any obligations under its Note Guarantee. Any Guarantor not released from its obligations under its Note Guarantee as provided in this Section 10.05 will remain liable for the full amount of principal of and interest and premium Special Interest, if any, and Liquidated Damagespremium, if any, on the Notes and for the other obligations of any Guarantor under this Indenture as provided in this Article 10.

Releases. (a) In The Borrower may request in writing that the event Administrative Agent release, and upon receipt of such request the Administrative Agent shall release, any sale or other disposition of all or substantially all Person from any of the properties or assets of any Guarantor, by way of merger, consolidation or otherwiseGuaranty and the Security Agreement so long as: (i) such Person qualifies, or will qualify at the time of its release from the Guaranty and the Security Agreement, as an Excluded Subsidiary or has ceased to be, or at the time of its release from the Guaranty and the Security Agreement will cease to be, a sale or other disposition of Capital Stock of any Guarantor, in each case to a Person that is not (either before or after giving effect to such transactions) Targa Resources Partners Subsidiary or a Restricted JV Subsidiary of Targa Resources Partners, then such Guarantor (with at least $10,000 in assets in the event of a sale aggregate; (ii) no Default shall then be in existence or other disposition, by way of merger, consolidation or otherwise, of Capital Stock of such Guarantor) or the Person acquiring the properties or assets (in the event of a sale or other disposition of all or substantially all of the properties or assets of such Guarantor) will be released and relieved of any obligations under its Note Guarantee; provided that sale or other disposition does not violate the applicable provisions of this Indenture, including without limitation Section 4.10 hereof, and such Guarantor ceases to be a Restricted Subsidiary of Targa Resources Partners would occur as a result of such release, (iii) such Person is not a party to any Swap Contract by virtue of which any other Person is a Hedge Bank and (iv) the sale or other dispositionAdministrative Agent shall have received such written request at least 7 Business Days prior to the requested date of release. Upon delivery Delivery by the Issuers Borrower to the Trustee Administrative Agent of an Officers’ Certificate and an Opinion of Counsel to the effect that any such sale or other disposition was made request shall constitute a representation by the Issuers Borrower that the matters set forth in accordance the preceding sentence (both as of the date of the giving of such request and as of the date of the effectiveness of such request) are true and correct with the provisions of this Indenture, including without limitation Section 4.10 hereof, and that respect to such Guarantor has ceased to be a Restricted Subsidiary of Targa Resources Partners, the Trustee will execute any documents reasonably required in order to evidence the release of any Guarantor from its obligations under its Note Guaranteerequest. (b) Upon designation The Borrower may request in writing that the Administrative Agent release, and upon receipt of such request the Administrative Agent shall release, the Equity Interests in a Person from the Lien of a Pledge Agreement so long as: (i) such Person qualifies, or will qualify at the time of the release of its Equity Interests, as an Unpledgeable Subsidiary or has ceased to be, or at the time of the release of its Equity Interests will cease to be, a Person with at least $10,000 in assets in the aggregate; (ii) no Default shall then be in existence or would occur as a result of such release; and (iii) the Administrative Agent shall have received such written request at least 7 Business Days prior to the requested date of release. Delivery by the Borrower to the Administrative Agent of any Guarantor such request shall constitute a representation by the Borrower that the matters set forth in the preceding sentence (both as an Unrestricted Subsidiary in accordance of the date of the giving of such request and as of the date of the effectiveness of such request) are true and correct with the terms of this Indenture, respect to such Guarantor will be released and relieved of any obligations under its Note Guaranteerequest. (c) At Promptly after written request from Borrower and receipt of such time supporting documentation as any Guarantor ceases Administrative Agent may request, Administrative Agent will confirm (subject to guarantee any other Indebtedness the terms hereof) in writing that a specified Person is as of the date of such confirmation: (i) an Issuer or another Guarantor, provided that, if it is also a Domestic Unpledgeable Subsidiary and that its Equity Interests are not subject to the Lien of the Collateral Documents and/or (b) an Excluded Subsidiary, in either case so long as such Person qualifies as an Unpledgeable Subsidiary or Excluded Subsidiary, as the case may be, but subject to such Person thereafter being subject to the lien of the Collateral Documents if it is no longer an obligor Excluded Subsidiary or an Unpledgeable Subsidiary. Delivery by the Borrower to the Administrative Agent of any such request shall constitute a representation by the Borrower that the matters set forth in the preceding sentence (both as of the date of the giving of such request and as of the date of the effectiveness of such request) are true and correct with respect to any Indebtedness such request. Administrative Agent may rely solely on the representations of Borrower. Notwithstanding the foregoing, if such representations of Borrower are not true and correct, then to the full extent possible under any Credit Facility; providedapplicable law, however, that if, at any time following such confirmation by Administrative Agent shall not release, that Guarantor incurs a Guarantee diminish or impair any Lien pursuant to the Collateral Documents or other rights under a Credit Facility, then such Guarantor shall be required to provide a Note Guarantee at such timethe Loan Documents. (d) Upon Legal or Covenant Defeasance in accordance with Article 8 hereof or satisfaction and discharge of this Indenture in accordance with Article 11 hereof, each Guarantor will be released and relieved of any obligations under its Note Guarantee. Any Guarantor not released from its obligations under its Note Guarantee as provided in this Section 10.05 will remain liable for the full amount of principal of and interest and premium and Liquidated Damages, if any, on the Notes and for the other obligations of any Guarantor under this Indenture as provided in this Article 10.

Releases. The Note Guarantee of a Guarantor will be automatically and unconditionally released without any further action by any Person in the event that: (a) In the event of any sale there is a sale, disposition or other transfer (including through merger or consolidation) of all of the Capital Stock (or any sale, disposition or other transfer of Capital Stock (including through merger or consolidation) following which the applicable Guarantor is no longer a Subsidiary, including by way of a dividend of the Capital Stock of such Guarantor to the stockholders of the Company), or all or substantially all the assets, of the properties or assets of any Guarantor, by way of merger, consolidation or otherwise, or a sale or other disposition of Capital Stock of any Guarantor, in each case applicable Guarantor to a Person that is not (either before or after giving effect to such transactions) Targa Resources Partners or a Restricted Subsidiary of Targa Resources Partnersthe Company where such sale, then such Guarantor (in the event of a sale disposition or other disposition, transfer is not prohibited by way of merger, consolidation or otherwise, of Capital Stock of such Guarantor) or the Person acquiring the properties or assets (in the event of a sale or other disposition of all or substantially all of the properties or assets of such Guarantor) will be released and relieved of any obligations under its Note Guarantee; provided that sale or other disposition does not violate the applicable provisions terms of this Indenture, including without limitation Section 4.10 hereof, and such Guarantor ceases to be a Restricted Subsidiary of Targa Resources Partners as a result of the sale or other disposition. Upon delivery by the Issuers to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect that such sale or other disposition was made by the Issuers in accordance with the provisions of this Indenture, including without limitation Section 4.10 hereof, and that such Guarantor has ceased to be a Restricted Subsidiary of Targa Resources Partners, the Trustee will execute any documents reasonably required in order to evidence the release of any Guarantor from its obligations under its Note Guarantee.; (b) Upon designation of any Guarantor if the Issuers exercise their Legal Defeasance option or their Covenant Defeasance option as an Unrestricted Subsidiary described under Article 8 or if their obligations under this Indenture are discharged in accordance with the terms of this Indenture, such Guarantor will be released and relieved of any obligations Indenture as described under its Note Guarantee.Article 12; (c) At in the case of the Note Guarantees issued on the Issue Date, upon the release or discharge of the Guarantee by such time as any Guarantor ceases to guarantee any other Indebtedness of an Issuer or another Guarantor, provided that, if it is also a Domestic Subsidiary, it is no longer an obligor with respect to any Indebtedness under any the Credit Facility; providedAgreement, howeveror, in all other cases, the release or discharge of such other Guarantee that ifresulted in the creation of such Note Guarantee, at any time following except, in each case, a discharge or release by or as a result of payment under such Guarantee (it being understood that a release subject to a contingent reinstatement is still a release, and that Guarantor incurs a if any such Guarantee under a Credit Facilityis so reinstated, such Note Guarantee shall also be reinstated to the extent that such Subsidiary would then such Guarantor shall be required to provide a Note Guarantee pursuant to Section 4.14); provided that the Guarantees by such Guarantor of the Existing Notes are also released at or prior to such time.; (d) Upon Legal or Covenant Defeasance in accordance with Article 8 hereof or satisfaction and discharge of this Indenture in accordance with Article 11 hereof, each Guarantor will be released and relieved the proper designation of any obligations under its Note Guarantee. Any Restricted Subsidiary that is a Guarantor not released from its obligations under its Note Guarantee as provided an Unrestricted Subsidiary; or (e) upon the occurrence of the Covenant Suspension Event, as set forth in this Section 10.05 will remain liable for the full amount of principal of and interest and premium and Liquidated Damages, if any, on the Notes and for the other obligations of any Guarantor under this Indenture as provided in this Article 104.16.

Releases. The Note Guarantee of a Guarantor shall be released: (a) In the event of in connection with any sale or other disposition of all or substantially all of the properties or assets of any that Guarantor, by way of merger, consolidation or otherwise, or a sale or other disposition of Capital Stock of any Guarantor, in each case to a Person that is not (either before or after giving effect to such transactionstransaction) Targa Resources Partners the Partnership or a Restricted Subsidiary of Targa Resources Partnersthe Partnership, then such Guarantor (in if the event of a sale or other disposition, by way of merger, consolidation or otherwise, of Capital Stock of such Guarantor) or the Person acquiring the properties or assets (in the event of a sale or other disposition of all or substantially all of the properties or assets of such Guarantor) will be released and relieved of any obligations under its Note Guarantee; provided that sale or other disposition does not violate the applicable provisions of this Indenture, including without limitation Section 4.10 hereof; (b) in connection with any sale or other disposition of Capital Stock of that Guarantor to a Person that is not (either before or after giving effect to such transaction) the Partnership or a Restricted Subsidiary of the Partnership, if the sale or other disposition does not violate Section 4.10 hereof and such Guarantor ceases to be a Restricted Subsidiary of Targa Resources Partners the Partnership as a result of the sale or other disposition. Upon delivery by the Issuers to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect that such sale or other disposition was made by the Issuers in accordance with the provisions of this Indenture, including without limitation Section 4.10 hereof, and that such Guarantor has ceased to be a Restricted Subsidiary of Targa Resources Partners, the Trustee will execute any documents reasonably required in order to evidence the release of any Guarantor from its obligations under its Note Guarantee.; (bc) Upon upon designation of any Restricted Subsidiary that is a Guarantor as an Unrestricted Subsidiary in accordance with the terms of this Indenture, such Guarantor will be released and relieved of any obligations under its Note Guarantee. (c) At such time as any Guarantor ceases to guarantee any other Indebtedness of an Issuer or another Guarantor, provided that, if it is also a Domestic Subsidiary, it is no longer an obligor with respect to any Indebtedness under any Credit Facility; provided, however, that if, at any time following such release, that Guarantor incurs a Guarantee under a Credit Facility, then such Guarantor shall be required to provide a Note Guarantee at such time.; (d) Upon upon Legal Defeasance or Covenant Defeasance in accordance with Article 8 hereof or satisfaction and discharge of this Indenture in accordance with Article 11 hereof; (e) upon the liquidation or dissolution of such Guarantor provided no Default or Event of Default has occurred that is continuing; (f) upon such Guarantor consolidating with, each merging into or transferring all of its properties or assets to either of the Issuers or another Guarantor, and as a result of, or in connection with, such transaction such Guarantor will be released and relieved dissolving or otherwise ceasing to exist; or (g) in connection with the release or discharge of the Guarantee that resulted in the creation of such Guarantee as provided under Section 4.16 or a release or discharge of all Guarantees by such Guarantor of other Indebtedness, except a release or discharge by or as a result of payment under such Guarantee. Upon delivery by the Partnership to the Trustee of an Officers’ Certificate to the effect that any of the conditions described in the foregoing clauses (a) – (g) has occurred, the Trustee shall execute any documents reasonably requested by the Partnership in order to evidence the release of any Guarantor from its obligations under its Note Guarantee. Any Guarantor not released from its obligations under its Note Guarantee as provided in this Section 10.05 will remain liable for the full amount of principal of and interest and of, premium and Liquidated Damageson, if any, and interest on the Notes and for the other obligations of any such Guarantor under this Indenture as provided in this Article 10.

Releases. A Guarantee as to any Subsidiary Guarantor shall be automatically and unconditionally released and discharged, without further action required on the part of the Subsidiary Guarantor, the Trustee or any Holder of Notes, upon: (a) In any direct or indirect sale, exchange, transfer or other disposition (by merger, consolidation or otherwise) of the event Capital Stock of such Subsidiary Guarantor, after which the applicable Subsidiary Guarantor is no longer a Restricted Subsidiary, if such sale, exchange, transfer or other disposition is not in violation of the applicable terms of this Indenture; (b) the release or discharge of the Indebtedness or guarantee of Indebtedness by such Subsidiary Guarantor that resulted in the creation of such Guarantee except a release or discharge by or as a result of payment under such guarantee (it being understood that a release subject to a contingent reinstatement will constitute a release for the purposes of this provision); provided that at the time of such release or discharge, such Subsidiary Guarantor is not then a guarantor or an obligor in respect of any sale other Indebtedness that would require it to provide a Guarantee of the Notes under the Indenture; (c) the sale, exchange, transfer or other disposition of all or substantially all of the properties or assets of any Guarantor, by way of merger, consolidation or otherwise, or a sale or other disposition of Capital Stock of any such Subsidiary Guarantor, in each case a transaction that is not in violation of the applicable terms of this Indenture, to a any Person that who is not (either before or after giving effect to such transactionstransaction) Targa Resources Partners the Company or a Domestic Restricted Subsidiary of Targa Resources Partners, then such Guarantor Subsidiary; (in d) the event of a sale release or other disposition, by way of merger, consolidation or otherwise, of Capital Stock discharge of such Guarantor) or the Person acquiring the properties or assets (in the event of a sale or other disposition Subsidiary Guarantor from its guarantee, and of all pledges and security, if any, granted by such Subsidiary Guarantor in connection with the Senior Secured Credit Facilities, except a release or substantially all of the properties discharge by or assets of such Guarantor) will be released and relieved of any obligations under its Note Guarantee; provided that sale or other disposition does not violate the applicable provisions of this Indenture, including without limitation Section 4.10 hereof, and such Guarantor ceases to be a Restricted Subsidiary of Targa Resources Partners as a result of the sale or other disposition. Upon delivery by the Issuers to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect payment under such guarantee (it being understood that such sale or other disposition was made by the Issuers in accordance with the provisions of this Indenture, including without limitation Section 4.10 hereof, and that such Guarantor has ceased to be a Restricted Subsidiary of Targa Resources Partners, the Trustee will execute any documents reasonably required in order to evidence the release of any Guarantor from its obligations under its Note Guarantee. (b) Upon designation of any Guarantor as an Unrestricted Subsidiary in accordance with the terms of this Indenture, such Guarantor will be released and relieved of any obligations under its Note Guarantee. (c) At such time as any Guarantor ceases to guarantee any other Indebtedness of an Issuer or another Guarantor, provided that, if it is also a Domestic Subsidiary, it is no longer an obligor with respect to any Indebtedness under any Credit Facility; provided, however, that if, at any time following such release, that Guarantor incurs a Guarantee under a Credit Facility, then such Guarantor shall be required to provide a Note Guarantee at such time. (d) Upon Legal or Covenant Defeasance in accordance with Article 8 hereof or satisfaction and discharge of this Indenture in accordance with Article 11 hereof, each Guarantor will be released and relieved of any obligations under its Note Guarantee. Any Guarantor not released from its obligations under its Note Guarantee as provided in this Section 10.05 will remain liable for the full amount of principal of and interest and premium and Liquidated Damages, if any, on the Notes and for the other obligations of any Guarantor under this Indenture as provided in this Article 10.subject to

Releases. (a) In the event The Subsidiary Guarantee of a Guarantor shall be released automatically: (1) in connection with any sale or other disposition of all or substantially all of the properties or assets of any Guarantor, that Guarantor (including by way of merger, consolidation merger or otherwise, or a sale or other disposition of Capital Stock of any Guarantor, in each case consolidation) to a Person that is not (either before or after giving effect to such transactionstransaction) Targa Resources Partners the Company or a Restricted Subsidiary of Targa Resources Partnersthe Company; (2) in connection with any sale or other disposition of Capital Stock of that Guarantor to a Person that is not (either before or after giving effect to such transaction) the Company or a Subsidiary of the Company, then if following such Guarantor (in the event of a sale or other disposition, by way that Guarantor is not a direct or indirect Subsidiary of mergerthe Company; (3) upon defeasance or satisfaction and discharge of the Notes as provided in Sections 8.01, consolidation or otherwise8.02, 8.03, 8.04 and 11.01 hereof; (4) upon the dissolution of Capital Stock a Guarantor that is permitted under this Supplemental Indenture; or (5) otherwise with respect to the Guarantee of any Guarantor: (A) upon the prior consent of Holders of at least a majority in aggregate principal amount of the Notes then outstanding; (B) if the Company has Indebtedness outstanding under the Credit Agreement at that time, upon the consent of the requisite lenders under the Credit Agreement to the release of such Guarantor) or the Person acquiring the properties or assets (in the event of a sale or other disposition ’s Guarantee of all or substantially all Obligations under the Credit Agreement, or, if there is no Indebtedness of the properties or assets Company outstanding under the Credit Agreement at that time, upon the requisite consent of the holders of all other Indebtedness for borrowed money of the Company that is guaranteed by such Guarantor at that time outstanding to the release of such Guarantor’s Guarantee of all Obligations with respect to all other Indebtedness for borrowed money that is guaranteed by such Guarantor at that time outstanding; or (C) will if the Company has Indebtedness outstanding under the Credit Agreement at that time, upon the release of such Guarantor’s Guarantee of all Obligations of the Company under the Credit Agreement, or, if there is no Indebtedness of the Company outstanding under the Credit Agreement at that time, upon the release of such Guarantor’s Guarantee of all Obligations with respect to all other Indebtedness for borrowed money of the Company at that time outstanding. (b) The Subsidiary Guarantee of a Guarantor shall be released with respect to the Notes automatically upon Legal Defeasance, Covenant Defeasance or satisfaction and relieved of any obligations under its Note Guarantee; provided that sale or other disposition does not violate the applicable provisions discharge of this Indenture, including without limitation Section 4.10 Supplemental Indenture pursuant to Articles 8 and 11 hereof, and such Guarantor ceases to be a Restricted Subsidiary of Targa Resources Partners as a result of the sale or other disposition. . (c) Upon delivery by the Issuers Company to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect that such sale the action or other disposition event giving rise to the applicable release has occurred or was made by the Issuers Company in accordance with the provisions of this Indenture, including without limitation Section 4.10 hereof, and that such Guarantor has ceased to be a Restricted Subsidiary of Targa Resources Partners, Supplemental Indenture the Trustee will shall execute any documents reasonably required in order to evidence the release of any Guarantor from its obligations under its Note Guarantee. (b) Upon designation of any Guarantor as an Unrestricted Subsidiary in accordance with the terms of this Indenture, such Guarantor will be released and relieved of any obligations under its Note Guarantee. (c) At such time as any Guarantor ceases to guarantee any other Indebtedness of an Issuer or another Guarantor, provided that, if it is also a Domestic Subsidiary, it is no longer an obligor with respect to any Indebtedness under any Credit Facility; provided, however, that if, at any time following such release, that Guarantor incurs a Guarantee under a Credit Facility, then such Guarantor shall be required to provide a Note Guarantee at such time. (d) Upon Legal or Covenant Defeasance in accordance with Article 8 hereof or satisfaction and discharge of this Indenture in accordance with Article 11 hereof, each Guarantor will be released and relieved of any obligations under its Note Guarantee. Any Guarantor not released from its obligations under its Note Subsidiary Guarantee as provided in this Section 10.05 will remain liable for the full amount of principal of and interest and premium and Liquidated Damagesof, premium, if any, on and interest on, the Notes and for the other obligations of any Guarantor under this the Indenture as provided in this Article 10.

Releases. (a) In If in connection with: (i) the event exercise of the Senior Agent’s remedies in respect of any sale of the Collateral securing the Senior Debt, including any sale, lease, exchange, transfer or other disposition of all or substantially all of the properties or assets of such Collateral; or (ii) any Guarantorsale, by way of mergerlease, consolidation or otherwiseexchange, or a sale transfer or other disposition of Capital Stock Collateral securing the Senior Debt permitted under the terms of any Guarantor, in each case the Senior Loan Documents or permitted pursuant to a Person that is waiver or consent by the Senior Lenders of a transaction otherwise prohibited by the Senior Loan Documents (whether or not (either before or after giving effect to such transactions) Targa Resources Partners or a Restricted Subsidiary an Event of Targa Resources PartnersDefault under, then such Guarantor (and as defined in the event Senior Loan Documents, has occurred and is continuing); the Senior Agent releases any of a sale or other disposition, by way of merger, consolidation or otherwise, of Capital Stock of such Guarantor) or the Person acquiring the properties or assets (in the event of a sale or other disposition of all or substantially all its Liens on any part of the properties Collateral securing the Senior Debt (or assets of such Guarantor) will be released and relieved of any obligations under its Note Guarantee; provided that sale or other disposition does not violate the applicable provisions of this Indenture, including without limitation Section 4.10 hereof, and such Guarantor ceases to be a Restricted Subsidiary of Targa Resources Partners as a result of the sale or other disposition. Upon delivery by the Issuers to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect that such sale or other disposition was made by the Issuers in accordance with the provisions of this Indenture, including without limitation Section 4.10 hereof, and that such Guarantor has ceased to be a Restricted Subsidiary of Targa Resources Partners, the Trustee will execute any documents reasonably required in order to evidence the release of any Guarantor from its obligations under its Note Guaranteeguaranty of any or all of the Senior Debt), the Liens of the Subordinated Creditor, on such Collateral (and the obligations of such Guarantor under its guaranty of any or all of the Subordinated Debt) shall be automatically, unconditionally and simultaneously released and the Subordinated Creditor, promptly shall execute and deliver to the Senior Agent or to the Obligors, at the Obligors’ cost and expense, such termination statements, releases and other documents as the Senior Agent or any Obligor may reasonably request to effectively confirm such release. (b) Upon designation The Subordinated Creditor, hereby irrevocably constitutes and appoints the Senior Agent and any officer or agent of any Guarantor the Senior Agent, with full power of substitution, as an Unrestricted Subsidiary its true and lawful attorney-in-fact with full irrevocable power and authority in accordance with the place and stead of the Subordinated Creditor or such holder from time to time in the Senior Agent’s discretion, for the purpose of carrying out the terms of this IndentureSection 2.7, such Guarantor will to take any and all appropriate action and to execute any and all documents and instruments which may be released and relieved of any obligations under its Note Guarantee. (c) At such time as any Guarantor ceases necessary or desirable to guarantee any other Indebtedness of an Issuer or another Guarantor, provided that, if it is also a Domestic Subsidiary, it is no longer an obligor with respect to any Indebtedness under any Credit Facility; provided, however, that if, at any time following such release, that Guarantor incurs a Guarantee under a Credit Facility, then such Guarantor shall be required to provide a Note Guarantee at such time. (d) Upon Legal or Covenant Defeasance in accordance with Article 8 hereof or satisfaction and discharge accomplish the purposes of this Indenture in accordance with Article 11 hereofSection 2.7, each Guarantor will be released and relieved of including, without limitation, any obligations under its Note Guarantee. Any Guarantor not released from its obligations under its Note Guarantee as provided in this Section 10.05 will remain liable for the full amount of principal of and interest and premium and Liquidated Damagesfinancing statements, if any, on the Notes and for the endorsements or other obligations of any Guarantor under this Indenture as provided in this Article 10instruments or transfer or release.

Releases. (a) In the event of any (i) a sale or other disposition of all or substantially all of the properties or assets of any Guarantor, by way of merger, consolidation or otherwise, or a sale or other disposition of Capital Stock all of the capital stock of any Guarantor, in each case to a Person that is not (either before or after giving effect to such transactionstransaction) Targa Resources Partners the Company or any other Guarantor, (ii) a termination of one or more Guarantees by any Guarantor of any other Senior Subordinated Indebtedness of the Company or any other Guarantor which results in such Guarantor no longer being subject to any Guarantee of any other Senior Subordinated Indebtedness of the Company or any other Guarantor or (iii) any Guarantor ceasing to be a Restricted Subsidiary of Targa Resources PartnersSubsidiary, then such Guarantor (in the event described in clauses (ii) and (iii) of a sale or other disposition, by way of merger, consolidation or otherwise, of Capital Stock of such Guarantorthis paragraph) or the Person corporation acquiring the properties or assets property (in the event described in clause (i) of a sale or other disposition of all or substantially all of the properties or assets of such Guarantorthis paragraph) will be released and relieved of any obligations under its Note Subsidiary Guarantee; provided that sale or other disposition does not violate the applicable provisions of this Indenture, including without limitation Section 4.10 hereof, and such Guarantor ceases to be a Restricted Subsidiary of Targa Resources Partners as a result of the sale or other disposition. Upon delivery by the Issuers Company to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect that such sale or other disposition was made by the Issuers Company in accordance with the provisions of this the Indenture, including without limitation Section 4.10 hereof, and that such Guarantor has ceased to be a Restricted Subsidiary of Targa Resources Partners, the Trustee will shall execute any documents reasonably required in order to evidence the release of any Guarantor from its obligations under its Note Subsidiary Guarantee. (b) Upon designation of any Guarantor as an Unrestricted Subsidiary in accordance with the terms of this Indenture, such Guarantor will be released and relieved of any obligations under its Note Guarantee. (c) At such time as any Guarantor ceases to guarantee any other Indebtedness of an Issuer or another Guarantor, provided that, if it is also a Domestic Subsidiary, it is no longer an obligor with respect to any Indebtedness under any Credit Facility; provided, however, that if, at any time following such release, that Guarantor incurs a Guarantee under a Credit Facility, then such Guarantor shall be required to provide a Note Guarantee at such time. (d) Upon Legal or Covenant Defeasance in accordance with Article 8 hereof or satisfaction and discharge of this Indenture in accordance with Article 11 hereof, each Guarantor will be released and relieved of any obligations under its Note Guarantee. Any Guarantor not released from its obligations under its Note Subsidiary Guarantee as provided in this Section 10.05 will shall remain liable for the full amount of principal of and interest and premium and Liquidated Damages, if any, on the Notes and for the other obligations of any Guarantor under this the Indenture as provided in Article 11 of the Indenture. (c) Pursuant to Section 11.05 of the Indenture, each of the Texas LP Guarantors are hereby released and relieved of its obligations under its Subsidiary Guarantee and this Article 10Supplemental Indenture hereby evidences the release of such Texas LP Guarantor from its obligations under its Subsidiary Guarantee.

Releases. (a) In the event of any a sale or other disposition of all or substantially all of the properties or assets of any Guarantor, by way of merger, consolidation or otherwise, or a sale or other disposition of all to the Capital Stock of any Guarantor, in each case to a Person person that is not (either before or after giving effect to such transactionstransaction) Targa Resources Partners or a Restricted Subsidiary of Targa Resources Partnersthe Company, then such Guarantor (in the event of a sale or other disposition, by way of merger, consolidation or otherwise, of Capital Stock all of the capital stock of such Guarantor) or the Person corporation acquiring the properties or assets property (in the event of a sale or other disposition of all or substantially all of the properties or assets of such Guarantor) will be released and relieved of any obligations under its Note Parent Guarantee or Subsidiary Guarantee, as applicable; provided that (i) the Net Proceeds of such sale or other disposition does not violate are applied in accordance with the applicable provisions of this the Indenture, including without limitation Section 4.10 hereofof the Indenture and (ii) if the Guarantor is a party to the Environmental Indemnity Agreements, and all rights afforded to such Guarantor ceases are effectively assigned in full to be a Restricted Subsidiary of Targa Resources Partners as a result of the sale Person formed by or surviving any consolidation or merger (if other than the Company or another Guarantor) or the Person to which such sale, assignment, transfer, conveyance or other dispositiondisposition has been made, pursuant to agreements reasonably satisfactory to the Trustee. Upon delivery by the Issuers Company to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect that such sale or other disposition was made by the Issuers in accordance with the provisions of this the Indenture, including without limitation Section 4.10 hereofof the Indenture, and that such Guarantor has ceased to be a Restricted Subsidiary of Targa Resources Partnersthe Trustee’s satisfaction with the agreements described in clause (ii) above, if applicable, the Trustee will shall execute any documents reasonably required in order to evidence the release of any such Guarantor from its obligations under its Note Parent Guarantee or Subsidiary Guarantee, as applicable. (b) Upon designation of any Guarantor as an Unrestricted Subsidiary in accordance with the terms of this Indenture, such Guarantor will be released and relieved of any obligations under its Note Guarantee. (c) At such time as any Guarantor ceases to guarantee any other Indebtedness of an Issuer or another Guarantor, provided that, if it is also a Domestic Subsidiary, it is no longer an obligor with respect to any Indebtedness under any Credit Facility; provided, however, that if, at any time following such release, that Guarantor incurs a Guarantee under a Credit Facility, then such Guarantor shall be required to provide a Note Guarantee at such time. (d) Upon Legal or Covenant Defeasance in accordance with Article 8 hereof or satisfaction and discharge of this Indenture in accordance with Article 11 hereof, each Guarantor will be released and relieved of any obligations under its Note Guarantee. Any Guarantor not released from its obligations under its Note Parent Guarantee or Subsidiary Guarantee, as provided in this Section 10.05 will applicable, shall remain liable for the full amount of principal of and interest and premium and Liquidated Damages, if any, on the Notes and for the other obligations of any Guarantor under this the Indenture as provided in this Article 1011 of the Indenture.

Releases. (a) In the event of any sale or other disposition of all or substantially all of the properties or assets of any Guarantor, by way of merger, consolidation or otherwise, or a sale or other disposition (including by way of liquidation permitted hereunder) of all of the Capital Stock of any Guarantor, in each case to a Person that is not (either before or after giving effect to such transactions) Targa Resources Partners the Company or a Restricted Subsidiary of Targa Resources Partnersthe Company, then such Guarantor (in the event of a sale or other disposition, by way of merger, consolidation or otherwise, of all of the Capital Stock of such Guarantor) or the Person acquiring the properties or assets property (in the event of a sale or other disposition of all or substantially all of the properties or assets of such Guarantor) will be released and relieved of any obligations under its Note GuaranteeGuaranty; provided that the Net Cash Proceeds of such sale or other disposition does not violate are applied in accordance with the applicable provisions of this Indenture, including without limitation Section 4.10 hereof, and such Guarantor ceases to be a Restricted Subsidiary of Targa Resources Partners as a result of the sale or other disposition. Upon delivery by the Issuers Company to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect that such sale or other disposition was made by the Issuers Company in accordance with the provisions of this Indenture, including without limitation Section 4.10 hereof, and that such Guarantor has ceased to be a Restricted Subsidiary of Targa Resources Partners, the Trustee will execute any documents reasonably required in order to evidence the release of any Guarantor from its obligations under its Note GuaranteeGuaranty. (b) Upon designation of any Guarantor as an Unrestricted Subsidiary in accordance with the terms of this Indenture, such Guarantor will be released and relieved of any obligations under its Note GuaranteeGuaranty. (c) At such time as any Guarantor ceases to guarantee any other Indebtedness of an Issuer or another Guarantor, provided that, if it is also a Domestic Subsidiary, it is no longer an obligor with respect to any Indebtedness under any Credit Facility; provided, however, that if, at any time following such release, that Guarantor incurs a Guarantee under a Credit Facility, then such Guarantor shall be required to provide a Note Guarantee at such time. (d) Upon Legal or Covenant Defeasance in accordance with Article 8 hereof or satisfaction and discharge of this Indenture in accordance with Article 11 12 hereof, each Guarantor will be released and relieved of any obligations under its Note GuaranteeGuaranty. Any Guarantor not released from its obligations under its Note Guarantee Guaranty as provided in this Section 10.05 11.04 will remain liable for the full amount of principal of and interest and premium and Liquidated Damages, if any, on the Notes and for the other obligations of any Guarantor under this Indenture as provided in this Article 1011.

Releases. (a) (i) In the event of any sale or other disposition of all or substantially all of the properties or assets of any Guarantor, by way of merger, consolidation or otherwise, or a sale or other disposition of Capital Stock of any Guarantor, in each case to a Person that is not (either before or after giving effect to such transactions) Targa Resources Partners the Company or a Restricted Subsidiary of Targa Resources Partnersthe Company, then such Guarantor (in the event of a sale or other disposition, by way of merger, consolidation or otherwise, of Capital Stock of such Guarantor) or the Person corporation acquiring the properties or assets property (in the event of a sale or other disposition of all or substantially all of the properties or assets of such Guarantor) will be released and relieved of any obligations under its Note Guarantee; provided that such sale or other disposition does not violate complies with the applicable provisions of this Indenture, including including, without limitation limitation, Section 4.10 hereof; provided further that, and in the event of a sale or other disposition, by way of merger, consolidation or otherwise, of Capital Stock of any Guarantor, such Guarantor ceases to be is no longer a Restricted Subsidiary of Targa Resources Partners as a result of the sale or other dispositionCompany. Upon delivery by the Issuers Company to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect that such sale or other disposition was made by the Issuers Company in accordance with the provisions of this Indenture, including without limitation Section 4.10 hereof, and that such Guarantor has ceased to be a Restricted Subsidiary of Targa Resources Partners, the Trustee will execute any documents reasonably required in order to evidence the release of any Guarantor from its obligations under its Note Guarantee. (b) Upon designation of any Guarantor as an Unrestricted Subsidiary in accordance with the terms of this Indenture, such Guarantor will be released and relieved of any obligations under its Note Guarantee. (c) At such time as any Guarantor ceases to guarantee any other Indebtedness of an Issuer or another Guarantor, provided that, if it is also a Domestic Subsidiary, it is no longer an obligor with respect to any Indebtedness under any Credit Facility; provided, however, that if, at any time following such release, that Guarantor incurs a Guarantee under a Credit Facility, then such Guarantor shall be required to provide a Note Guarantee at such time. (d) Upon Legal or Covenant Defeasance of this Indenture in accordance with Article 8 hereof or satisfaction and discharge of this Indenture in accordance with Article 11 hereof, each Guarantor will be released and relieved of any obligations under its Note Guarantee. (d) If such Guarantor is also a guarantor or borrower under the Senior Secured Credit Facility and, at the time of release of its Guarantee, (x) has been or is currently being released from its guarantee of or obligations under, and all pledges and security, if any, granted in connection with the Senior Secured Credit Facility, (y) is not an obligor under any Indebtedness (other than Indebtedness permitted to be incurred pursuant to clauses (6), (7), (8), (10), (11), (13), (15) or (17) of Section 4.09(b) hereof) and (z) does not guarantee any Indebtedness of the Company or any of its Restricted Subsidiaries, such Guarantor will be released and relieved of any obligations under its Note Guarantee. (e) In the case of any Restricted Subsidiary of the Company which after the date of this Indenture is required to guarantee the Notes pursuant to Section 4.18, the release or discharge of the guarantee by such Restricted Subsidiary of all of the Indebtedness of the Company or any Restricted Subsidiary of the Company or the repayment of all of the Indebtedness or Disqualified Stock, in each case, which resulted in the obligation to guarantee the Notes, then such Restricted Subsidiary will be released and relieved of any obligations under its Note Guarantee. Any Guarantor not released from its obligations under its Note Guarantee as provided in this Section 10.05 will remain liable for the full amount of principal of and interest and premium and Liquidated DamagesSpecial Interest, if any, on the Notes and for the other obligations of any Guarantor under this Indenture as provided in this Article 10.

Releases. The Note Guarantee of a Subsidiary Guarantor shall be released: (a) In the event of in connection with any sale or other disposition of all or substantially all of the properties or assets of any that Guarantor, by way of merger, consolidation or otherwise, or a sale or other disposition of Capital Stock of any Guarantor, in each case to a Person that is not (either before or after giving effect to such transactionstransaction) Targa Resources Partners the Company or a Restricted Subsidiary of Targa Resources Partnersthe Company, then such Guarantor (in if the event of a sale or other disposition, by way of merger, consolidation or otherwise, of Capital Stock of such Guarantor) or the Person acquiring the properties or assets (in the event of a sale or other disposition of all or substantially all of the properties or assets of such Guarantor) will be released and relieved of any obligations under its Note Guarantee; provided that sale or other disposition does not violate the applicable provisions of this Indenture, including without limitation Section 4.10 hereof; (b) in connection with any sale or other disposition of Capital Stock of that Guarantor to a Person that is not (either before or after giving effect to such transaction) the Company or a Restricted Subsidiary of the Company, if the sale or other disposition does not violate Section 4.10 hereof and such Guarantor ceases to be a Restricted Subsidiary of Targa Resources Partners the Company as a result of the sale or other disposition. Upon delivery by the Issuers to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect that such sale or other disposition was made by the Issuers in accordance with the provisions of this Indenture, including without limitation Section 4.10 hereof, and that such Guarantor has ceased to be a Restricted Subsidiary of Targa Resources Partners, the Trustee will execute any documents reasonably required in order to evidence the release of any Guarantor from its obligations under its Note Guarantee.; (bc) Upon upon designation of any such Subsidiary Guarantor as an Unrestricted Subsidiary in accordance with the terms of this Indenture, such Guarantor will be released and relieved of any obligations under its Note Guarantee. (c) At such time as any Guarantor ceases to guarantee any other Indebtedness of an Issuer or another Guarantor, provided that, if it is also a Domestic Subsidiary, it is no longer an obligor with respect to any Indebtedness under any Credit Facility; provided, however, that if, at any time following such release, that Guarantor incurs a Guarantee under a Credit Facility, then such Guarantor shall be required to provide a Note Guarantee at such time.or (d) Upon if no Default or Event of Default has occurred and is continuing, at such time as such Subsidiary Guarantor does not Guarantee any Indebtedness of the Company or any other Guarantor other than the Notes. In addition, the Note Guarantees of all Guarantors shall be released upon Legal Defeasance or Covenant Defeasance in accordance with Article 8 hereof or satisfaction and discharge of this Indenture in accordance with Article 11 hereof, each Guarantor will be released and relieved of any obligations under its Note Guarantee. Any Guarantor not released from its obligations under its Note Guarantee as provided in this Section 10.05 will remain liable for the full amount of principal of and interest and premium and Liquidated Damagesof, premium, if any, on on, and interest on, the Notes and for the other obligations of any Guarantor under this Indenture as provided in this Article 10.

Releases. (a) In The Note Guarantee of a Guarantor will be automatically released without the event need for further action by any Person and without the consent of any Holder: (1) in connection with any sale or other disposition of all or substantially all of the properties or assets of any Guarantor, that Guarantor (including by way of merger, consolidation merger or otherwise, or a sale or other disposition of Capital Stock of any Guarantor, in each case consolidation) to a Person that is not (either before or after giving effect to such transactionstransaction) Targa Resources Partners the Company or a Restricted Subsidiary of Targa Resources Partnersthe Company, then such Guarantor (in if the event of a sale or other dispositiondisposition complies with Section 4.10; provided that such Guarantor’s Note Guarantee will not be released if the sale or other disposition is subject to Section 5.01; (2) in connection with any sale, by way of merger, consolidation issuance or otherwise, other disposition of Capital Stock of that Guarantor to a Person that is not (either before or after giving effect to such Guarantortransaction) the Company or a Restricted Subsidiary of the Person acquiring Company, if the properties or assets (in the event of a sale sale, issuance or other disposition of all or substantially all of the properties or assets of such Guarantor) will be released and relieved of any obligations under its Note Guarantee; provided that sale or other disposition does not violate the applicable provisions of this Indenture, including without limitation complies with Section 4.10 hereof, and such the Guarantor ceases to be a Restricted Subsidiary of Targa Resources Partners the Company as a result of the sale sale, issuance or other disposition. Upon delivery by the Issuers to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect ; provided that such Guarantor’s Note Guarantee will not be released if the sale or other disposition was made by is subject to Section 5.01; (3) if the Issuers in accordance with the provisions of this Indenture, including without limitation Section 4.10 hereof, and Company designates any Restricted Subsidiary that such is a Guarantor has ceased to be a Restricted Subsidiary of Targa Resources Partners, the Trustee will execute any documents reasonably required in order to evidence the release of any Guarantor from its obligations under its Note Guarantee. (b) Upon designation of any Guarantor as an Unrestricted Subsidiary in accordance with Section 4.19; (4) in the terms of this Indenture, event that such Guarantor will be released and relieved was required to become a Guarantor under the provisions of any obligations under its Note Guarantee. Section 4.18 solely by virtue of clause (cy) At of the definition of “Domestic Subsidiary,” at such time as any Guarantor ceases to guarantee any other Indebtedness of an Issuer or another Guarantor, provided that, if it is also a Domestic Subsidiary, it is no longer an obligor with respect to any Indebtedness under any Credit Facility; provided, however, that if, at any time following such release, that Guarantor incurs a Guarantee under a Credit Facility, then such Guarantor shall be required cease to guarantee or otherwise provide a Note Guarantee at such time.direct credit support for any Indebtedness of the Company or any other Guarantor; or (d5) Upon upon a Legal or Defeasance, Covenant Defeasance in accordance with Article 8 hereof or satisfaction and discharge of this Indenture in accordance with Article 11 hereof12. (b) At the Company’s written direction and expense, each Guarantor will be released and relieved in the event that a Note Guarantee of any obligations under its Note Guarantee. Guarantor is released in accordance with this Section 11.05, the Trustee will execute and deliver an instrument acknowledging such release in accordance with the terms of this Indenture (in a form prepared by the Company). (c) Any Guarantor not released from its obligations under its Note Guarantee as provided in this Section 10.05 11.05 will remain liable for the full amount of principal of and interest and premium and Liquidated DamagesSpecial Interest, if any, on the Notes and for the other obligations Obligations of any Guarantor under this Indenture as provided in this Article 1011.

Releases. (a) In the event of any a sale or other disposition of all or substantially all of the properties or assets of any GuarantorGuaranteeing Subsidiary, by way of merger, consolidation or otherwise, or a sale or other disposition of Capital Stock all of the capital stock of any GuarantorGuaranteeing Subsidiary, in each case to a Person that is not (either before or after giving effect to such transactionstransaction) Targa Resources Partners or a Restricted Subsidiary of Targa Resources Partnersthe Company, then such Guarantor Guaranteeing Subsidiary (in the event of a sale or other disposition, by way of merger, consolidation or otherwise, of Capital Stock all of the capital stock of such GuarantorGuaranteeing Subsidiary) or the Person corporation acquiring the properties or assets property (in the event of a sale or other disposition of all or substantially all of the properties or assets of such GuarantorGuaranteeing Subsidiary) will be released and relieved of any obligations under its Note Guarantee; provided that sale or other disposition does not violate the applicable provisions of this Indenture, including without limitation Section 4.10 hereof, and such Guarantor ceases to be a Restricted Subsidiary of Targa Resources Partners as a result of the sale or other disposition. Upon delivery by the Issuers Company to the Trustee of an Officers’ ' Certificate and an Opinion of Counsel to the effect that such sale or other disposition was made by the Issuers in accordance with the provisions of this Indenture, including without limitation Section 4.10 hereof, and that such Guarantor has ceased to be a Restricted Subsidiary of Targa Resources Partnersoccurred, the Trustee will shall execute any documents reasonably required in order to evidence the release of any Guarantor Guaranteeing Subsidiary from its obligations under its Note Guarantee. (b) Upon designation The Company, in its sole discretion, may release and relieve a Guaranteeing Subsidiary of any Guarantor as an Unrestricted obligations under its Note Guarantee in the event such Guaranteeing Subsidiary in accordance with the terms of this Indenture, such Guarantor will be released and relieved is no longer a guarantor of any Guarantied Obligations. Upon delivery by the Company to the Trustee of an Officers' Certificate to the effect that such Guaranteeing Subsidiary is no longer a guarantor of any Guarantied Obligations, the Trustee shall execute any documents reasonably required in order to evidence the release of any Guaranteeing Subsidiary from its obligations under its Note Guarantee. (c) At such time as any Guarantor ceases to guarantee any other Indebtedness of an Issuer or another Guarantor, provided that, if it is also a Domestic Subsidiary, it is no longer an obligor with respect to any Indebtedness under any Credit Facility; provided, however, that if, at any time following such release, that Guarantor incurs a Guarantee under a Credit Facility, then such Guarantor shall be required to provide a Note Guarantee at such time. (d) Upon Legal or Covenant Defeasance in accordance with Article 8 hereof or satisfaction and discharge of this Indenture in accordance with Article 11 hereof, each Guarantor will be released and relieved of any obligations under its Note Guarantee. Any Guarantor Guaranteeing Subsidiary not released from its obligations under its Note Guarantee as provided in this Section 10.05 will shall remain liable for the full amount of principal of and interest and premium and Liquidated Damages, if any, on the Notes and for the other obligations of any Guarantor Guaranteeing Subsidiary under this Indenture as provided in this Article 10the Indenture.

Releases. (a) In the event of any sale or other disposition of all or substantially all of the properties or assets of any Subsidiary Guarantor, by way of merger, consolidation or otherwise, or a sale or other disposition of Capital Stock of any Guarantor, in each case to a Person that is not (either before or after giving effect to such transactionstransaction) Targa Resources Partners the Company or a Restricted Subsidiary of Targa Resources Partnersthe Company, if the sale or other disposition does not violate Section 4.10 hereof and is permitted by all of the Secured Debt Documents then such Guarantor the corporation acquiring the property will be released and relieved of any obligations under the applicable Note Guarantee; (in b) In the event of any sale or other disposition of Capital Stock of any Subsidiary Guarantor to a Person that is not (either before or after giving effect to such transaction) the Company or a Restricted Subsidiary of the Company, if the sale or other disposition does not violate Section 4.10 hereof and is permitted by all of the Secured Debt Documents and the Subsidiary Guarantor ceases to be a Restricted Subsidiary of the Company as a result of the sale or other disposition, by way of merger, consolidation or otherwise, of Capital Stock of then such Guarantor) or the Person acquiring the properties or assets (in the event of a sale or other disposition of all or substantially all of the properties or assets of such Guarantor) Subsidiary Guarantor will be released and relieved of any obligations under its Note Guarantee; provided provided, in both cases, that the Net Proceeds of such sale or other disposition does not violate the applicable provisions of this Indenture, including without limitation are applied in accordance with Section 4.10 hereof, and such Guarantor ceases to be a Restricted Subsidiary of Targa Resources Partners as a result of the sale or other disposition. Upon delivery by the Issuers to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect that such sale or other disposition was made by the Issuers Guarantor in accordance with the provisions of this Indenture, including without limitation Section 4.10 hereof, and that such Guarantor has ceased to be a Restricted Subsidiary of Targa Resources Partners, the Trustee will execute any documents reasonably required in order to evidence the release of any the Guarantor from its obligations under its Note Guarantee.; (bc) Upon designation of any Restricted Subsidiary that is a Subsidiary Guarantor as an Unrestricted Subsidiary in accordance with the terms of this IndentureIndenture and as permitted by the Secured Debt Documents, such Subsidiary Guarantor will be released and relieved of any obligations under its Note Guarantee. (c) At such time as any Guarantor ceases to guarantee any other Indebtedness of an Issuer or another Guarantor, provided that, if it is also a Domestic Subsidiary, it is no longer an obligor with respect to any Indebtedness under any Credit Facility; provided, however, that if, at any time following such release, that Guarantor incurs a Guarantee under a Credit Facility, then such Guarantor shall be required to provide a Note Guarantee at such time.; (d) Upon Legal Defeasance or Covenant Defeasance in accordance with Article 8 hereof or satisfaction and discharge of this Indenture in accordance with Article 11 hereof, each Guarantor will be released and relieved of any obligations under its Note Guarantee; (e) Upon satisfaction and discharge of the Indenture, in accordance with Article 11 hereof; and (f) Upon payment in full and discharge of all Notes outstanding under this Indenture and all Obligations that are outstanding; due and payable under this Indenture at the time of the Notes are paid in full and discharged. Any Guarantor not released from its obligations under its Note Guarantee as provided in this Section 10.05 will remain liable for the full amount of principal of of, premium on, if any, and interest and premium and Liquidated Damagesinterest, if any, on the applicable Notes and for the other obligations of any such Guarantor under this Indenture as provided in this Article 10.

Releases. The Note Guarantee of a Guarantor will be automatically and unconditionally released and discharged and such Guarantor will be relieved of any Obligations under its Note Guarantee: (a) In the event of in connection with any sale , exchange, transfer or other disposition of all or substantially all of the properties or assets of any that Guarantor, by way of merger, consolidation or otherwise, or a sale or other disposition of Capital Stock of any Guarantor, in each case to a Person that is not (either before or after giving effect to such transactionstransaction) Targa Resources Partners the Company or a Restricted Subsidiary of Targa Resources Partnersthe Company, then such Guarantor and as otherwise permitted by this Indenture; (b) in the event of a connection with any sale exchange, transfer or other dispositiondisposition of Capital Stock of that Guarantor, by way of merger, consolidation consolidation, dividend distribution or otherwiseotherwise to a Person that is not (either before or after giving effect to such transaction) the Company or a Restricted Subsidiary of the Company, of Capital Stock of such Guarantor) or if the Person acquiring the properties or assets (in the event of a sale or other disposition of all or substantially all of is otherwise permitted by this Indenture and the properties or assets of such Guarantor) will be released and relieved of any obligations under its Note Guarantee; provided that sale or other disposition does not violate the applicable provisions of this Indenture, including without limitation Section 4.10 hereof, and such Guarantor ceases to be a Restricted Subsidiary of Targa Resources Partners the Company as a result of the sale or other disposition. Upon delivery by ; (c) if the Issuers to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect Company designates any Restricted Subsidiary that such sale or other disposition was made by the Issuers in accordance with the provisions of this Indenture, including without limitation Section 4.10 hereof, and that such is a Guarantor has ceased to be a Restricted Subsidiary of Targa Resources Partners, the Trustee will execute any documents reasonably required in order to evidence the release of any Guarantor from its obligations under its Note Guarantee. (b) Upon designation of any Guarantor as an Unrestricted Subsidiary in accordance with the terms of this Indenture, Indenture or an event occurs as a result of which the Guarantor is no longer a Restricted Subsidiary; upon the release or discharge of the Guarantee of such Guarantor will be released and relieved from all of its Guarantees of payment (i) by the Company of any obligations Indebtedness of the Company under the Credit Agreement or (ii) in the case of a Note Guarantee made by a Guarantor as a result of its Note Guarantee. (c) At such time as any Guarantor ceases to guarantee any of other Indebtedness of an Issuer the Company or another Guarantora Guarantor pursuant to Section 4.16 hereof by the Company or the applicable Guarantor of the relevant Indebtedness, provided that, if except a discharge or release of the Guarantee by or as a result of payment under such Guarantee (it being understood that a release subject to a contingent reinstatement is also still considered a Domestic Subsidiary, it is no longer an obligor with respect to any Indebtedness under any Credit Facility; provided, however, that if, at any time following such release, that Guarantor incurs a Guarantee under a Credit Facility, then such Guarantor shall be required to provide a Note Guarantee at such time.); (d) Upon upon Legal Defeasance or Covenant Defeasance in accordance with Article 8 hereof or satisfaction and discharge of this Indenture in accordance with Article 11 hereof; (e) upon the merger or consolidation of any Guarantor with and into the Company or another Guarantor or upon the liquidation of such Guarantor, in each case, in compliance with the applicable provisions of this Indenture; (f) upon the achievement of Investment Grade Status by the notes; provided that such Note Guarantee shall be reinstated upon the Reversion Date; and (g) as described under Article 9 hereof. Notwithstanding the foregoing, neither the consent nor the acknowledgement of the Trustee shall be necessary to effect any such release. None of the Trustee, the Company or any Guarantor will be released required to make a notation on the Notes or the Note Guarantees to reflect any such release, termination or discharge. Upon request of the Company and relieved delivery by the Company to the Trustee of an Officer’s Certificate and an Opinion of Counsel to the effect that one of the foregoing requirements has been satisfied and the conditions to the release of a Guarantor under this Section 10.05 has been met, the Trustee will execute any documents reasonably required in order to evidence the release of a Guarantor from its obligations under its Note Guarantee. In connection with any release under clauses (a) and (b) above, the Net Proceeds of such sale or other disposition shall be applied, if required, in accordance with the applicable provisions of this Indenture. Any Guarantor not released from its obligations under its Note Guarantee as provided in this Section 10.05 will remain liable for the full amount of principal of and interest and of, premium and Liquidated Damageson, if any, on and interest, if any, on, the Notes and for the other obligations of any Guarantor under this Indenture as provided in this Article 10.

Releases. (a) In The Note Guarantee of a Guarantor will be released, without the event consent of any Holder: (1) in connection with any sale or other disposition of all or substantially all of the properties or assets of any Guarantor, that Guarantor (including by way of merger, consolidation merger or otherwise, or a sale or other disposition of Capital Stock of any Guarantor, in each case consolidation) to a Person that is not (either before or after giving effect to such transactionstransaction) Targa Resources Partners the Company or a Restricted Subsidiary of Targa Resources Partnersthe Company, then such Guarantor (in if the event of a sale or other disposition, by way of merger, consolidation or otherwise, of Capital Stock of such Guarantor) or the Person acquiring the properties or assets (in the event of a sale or other disposition of all or substantially all of the properties or assets of such Guarantor) will be released and relieved of any obligations under its Note Guarantee; provided that sale or other disposition does not violate the applicable provisions of this Indenture, including without limitation Section 4.10 hereof; provided that such Guarantor’s Note Guarantee will not be released if the sale or other disposition is subject to Section 5.01 hereof; (2) in connection with any sale, issuance or other disposition of Capital Stock of that Guarantor to a Person that is not (either before or after giving effect to such transaction) the Company or a Restricted Subsidiary of the Company, if the sale, issuance or other disposition does not violate Section 4.10 hereof and such the Guarantor ceases to be a Restricted Subsidiary of Targa Resources Partners the Company as a result of the sale sale, issuance or other disposition. Upon delivery by the Issuers to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect ; provided that such Guarantor’s Note Guarantee will not be released if the sale or other disposition was made by is subject to Section 5.01 hereof; (3) if the Issuers in accordance with the provisions of this Indenture, including without limitation Section 4.10 hereof, and Company designates any Restricted Subsidiary that such is a Guarantor has ceased to be a Restricted Subsidiary of Targa Resources Partners, the Trustee will execute any documents reasonably required in order to evidence the release of any Guarantor from its obligations under its Note Guarantee. (b) Upon designation of any Guarantor as an Unrestricted Subsidiary in accordance with Section 4.18 hereof; (4) in the terms of this Indenture, event that such Guarantor will be released and relieved was required to become a Guarantor under the provisions of any obligations under its Note Guarantee. Section 4.17 hereof solely by virtue of clause (cy) At of the definition of “Domestic Subsidiary,” at such time as any Guarantor ceases to guarantee any other Indebtedness of an Issuer or another Guarantor, provided that, if it is also a Domestic Subsidiary, it is no longer an obligor with respect to any Indebtedness under any Credit Facility; provided, however, that if, at any time following such release, that Guarantor incurs a Guarantee under a Credit Facility, then such Guarantor shall be required cease to guarantee or otherwise provide a Note Guarantee at such time.direct credit support for any Indebtedness of the Company; (d5) Upon upon a Legal Defeasance or Covenant Defeasance in accordance with Article 8 hereof or satisfaction and discharge of this Indenture in accordance with Article 11 12; or (6) in connection with an amendment of this Indenture pursuant to Sections 9.01 or 9.02 hereof. (b) At the Company’s written direction and expense, each in the event that a Note Guarantee of a Guarantor will shall be released in accordance with this Section 11.05, the Trustee will execute and relieved deliver an instrument acknowledging such release in accordance with the terms of any obligations under its Note Guarantee. this Indenture (in a form prepared by the Company). (c) Any Guarantor not released from its obligations under its Note Guarantee as provided in this Section 10.05 11.05 will remain liable for the full amount of principal of and interest and premium and Liquidated DamagesSpecial Interest, if any, on the Notes and for the other obligations Obligations of any Guarantor under this Indenture as provided in this Article 1011.

Releases. The Note Guarantee of a Guarantor shall be released, and such Guarantor deemed automatically and unconditionally released and discharged from all of its obligations under this Indenture, in each case without any further action on the part of the Trustee or any Holder of the Notes: (a) In the event of in connection with any sale or other disposition of all or substantially all of the properties or assets of any that Guarantor, by way of merger, consolidation or otherwise, or a sale or other disposition of Capital Stock of any Guarantor, in each case to a Person that is not (either before or after giving effect to such transactionstransaction) Targa Resources Partners the Partnership or a Restricted Subsidiary of Targa Resources Partnersthe Partnership, then such Guarantor (in if the event of a sale or other disposition, by way of merger, consolidation or otherwise, of Capital Stock of such Guarantor) or the Person acquiring the properties or assets (in the event of a sale or other disposition of all or substantially all of the properties or assets of such Guarantor) will be released and relieved of any obligations under its Note Guarantee; provided that sale or other disposition does not violate the applicable provisions of this Indenture, including without limitation Section 4.10 hereof; (b) in connection with any sale or other disposition of the Capital Stock of that Guarantor to a Person that is not (either before or after giving effect to such transaction) the Partnership or a Restricted Subsidiary of the Partnership, if the sale or other disposition does not violate Section 4.10 hereof and such Guarantor ceases to be a Restricted Subsidiary of Targa Resources Partners the Partnership as a result of the sale or other disposition. Upon delivery by ; (c) if the Issuers to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect that such sale or other disposition was made by the Issuers in accordance with the provisions of this Indenture, including without limitation Section 4.10 hereof, and that Partnership designates such Guarantor has ceased to be a Restricted Subsidiary of Targa Resources Partners, the Trustee will execute any documents reasonably required in order to evidence the release of any Guarantor from its obligations under its Note Guarantee. (b) Upon designation of any Guarantor as an Unrestricted Subsidiary in accordance with the terms of this Indenture, such Guarantor will be released and relieved of any obligations under its Note Guarantee. (c) At such time as any Guarantor ceases to guarantee any other Indebtedness of an Issuer or another Guarantor, provided that, if it is also a Domestic Subsidiary, it is no longer an obligor with respect to any Indebtedness under any Credit Facility; provided, however, that if, at any time following such release, that Guarantor incurs a Guarantee under a Credit Facility, then such Guarantor shall be required to provide a Note Guarantee at such time.; (d) Upon upon Legal Defeasance or Covenant Defeasance in accordance with Article 8 hereof or satisfaction and discharge of this Indenture in accordance with Article 11 hereof; (e) upon the liquidation or dissolution of such Guarantor provided no Default or Event of Default has occurred that is continuing; (f) at such time as such Guarantor ceases to Guarantee (or be an obligor with respect to) any Indebtedness (other than the Notes) of either of the Issuers or any other Guarantor in excess of the De Minimis Guaranteed Amount; or (g) upon such Guarantor consolidating with, each merging into or transferring all of its properties or assets to either of the Issuers or another Guarantor, and as a result of, or in connection with, such transaction such Guarantor will be released and relieved of any obligations under its Note Guaranteedissolving or otherwise ceasing to exist. Any Guarantor not released from its obligations under its Note Guarantee as provided in this Section 10.05 will remain liable for the full amount of principal of and interest and of, premium and Liquidated Damageson, if any, on and interest and Additional Interest, if any, on, the Notes and for the other obligations of any such Guarantor under this Indenture as provided in this Article 10.

Releases. (a) In the event of any sale or other disposition of all or substantially all of the properties or assets of any Guarantor, by way of merger, consolidation or otherwise, or a sale or other disposition of all of the Capital Stock of any Guarantor, in each case to a Person that is not (either before or after giving effect to such transactions) Targa Resources Partners Sunoco LP or a Restricted Subsidiary of Targa Resources PartnersSunoco LP, then such Guarantor (in the event of a sale or other disposition, by way of merger, consolidation or otherwise, of all of the Capital Stock of such Guarantor) or the Person acquiring the properties or assets (in the event of a sale or other disposition of all or substantially all of the properties or assets of such Guarantor) will be released and relieved of any obligations under its Note Guarantee; provided that such sale or other disposition does not violate the applicable provisions of this Indenture, including without limitation Section Sections 3.08 and 4.10 hereof, and such Guarantor ceases to be a Restricted Subsidiary of Targa Resources Partners as a result of the sale or other disposition. Upon delivery by the Issuers to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect that such sale or other disposition was made by the Issuers in accordance with the provisions of this Indenture, including without limitation Section Sections 3.08 and 4.10 hereof, and that such Guarantor has ceased to be a Restricted Subsidiary of Targa Resources Partners, the Trustee will execute any documents reasonably required in order to evidence the release of any Guarantor from its obligations under its Note Guarantee. (b) Upon designation of any Guarantor as an Unrestricted Subsidiary in accordance with the terms of this IndentureSection 4.16 hereof, such Guarantor will be released and relieved of any obligations under its Note Guarantee. (c) At such time as any Guarantor ceases to guarantee any other Indebtedness of an Issuer or another Guarantor, such Guarantor will be released and relieved of any obligations under its Note Guarantee; provided that, if it is also a Domestic Subsidiary, it is then no longer an obligor with respect to any Indebtedness under any Credit Facility; provided, however, that if, at any time following such release, that Guarantor incurs a Guarantee guarantee under a Credit Facility, then such Guarantor shall be required to provide a Note Guarantee at such time. (d) Upon Legal Defeasance or Covenant Defeasance in accordance with Article 8 hereof or satisfaction and discharge of this Indenture in accordance with Article 11 hereof, each Guarantor will be released and relieved of any obligations under its Note Guarantee. (e) Upon the first day on which the Notes achieve an Investment Grade Rating, each Guarantor will be released and relieved of any obligations under its Note Guarantee. The release of a Guarantor from its Note Guarantee pursuant to this Section 10.05 shall also release such Guarantor from all of its other obligations under this Indenture. Any Guarantor not released from its obligations under its Note Guarantee as provided in this Section 10.05 will remain liable for the full amount of principal of of, and interest and premium and Liquidated DamagesAdditional Interest, if any, on on, the Notes and for the other obligations of any Guarantor under this Indenture as provided in this Article 10.

Releases. (a) In the event of of: (1) any sale or other disposition of all or substantially all of the properties or assets of any Guarantor, by way of merger, consolidation or otherwise, or a sale or other disposition of Capital Stock of any Guarantor, in each case to a Person that is not (either before or after giving effect to such transactionstransaction) Targa Resources Partners the Company or a Restricted Subsidiary of Targa Resources Partnersthe Company, then the corporation acquiring the property will be released automatically and relieved of any obligations under the Note Guarantee; or (2) any sale or other disposition of Capital Stock of any Guarantor to a Person that is not (either before or after giving effect to such transaction) the Company or a Restricted Subsidiary of the Company and such Guarantor (in ceases to be a Restricted Subsidiary of the event Company as a result of a the sale or other disposition, by way of merger, consolidation or otherwise, of Capital Stock of then such Guarantor) or the Person acquiring the properties or assets (in the event of a sale or other disposition of all or substantially all of the properties or assets of such Guarantor) Guarantor will be released and relieved of any obligations under its Note Guarantee; provided provided, in both cases, that such sale or other disposition does not violate Section 4.10 hereof, and the Net Proceeds of such sale or other disposition are applied in accordance with the applicable provisions of this Indenture, including without limitation Section ‎Section 4.10 hereof, and such Guarantor ceases to be a Restricted Subsidiary of Targa Resources Partners as a result of the sale or other disposition. Upon delivery by the Issuers Company to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect that such sale or other disposition was made by the Issuers Company in accordance with the provisions of this Indenture, including without limitation Section ‎Section 4.10 hereof, and that such Guarantor has ceased to be a Restricted Subsidiary of Targa Resources Partners, the Trustee will execute any documents reasonably required in order to evidence the release of any Guarantor from its obligations under its Note Guarantee. (b) Upon release of a Guarantor’s guarantee under the Credit Agreement, such Guarantor will be released automatically and relieved of any obligations under its Note Guarantee. (c) Upon designation of any Restricted Subsidiary that is a Guarantor as an Unrestricted Subsidiary in accordance with the terms of this Indenture, such Guarantor will be released automatically and relieved of any obligations under its Note Guarantee. (c) At such time as any Guarantor ceases to guarantee any other Indebtedness of an Issuer or another Guarantor, provided that, if it is also a Domestic Subsidiary, it is no longer an obligor with respect to any Indebtedness under any Credit Facility; provided, however, that if, at any time following such release, that Guarantor incurs a Guarantee under a Credit Facility, then such Guarantor shall be required to provide a Note Guarantee at such time. (d) Upon Legal Defeasance or Covenant Defeasance in accordance with Article ‎Article 8 hereof or satisfaction and discharge of this Indenture in accordance with Article ‎Article 11 hereof, each Guarantor will be released automatically and relieved of any obligations under its Note Guarantee. Any Guarantor not released from its obligations under its Note Guarantee as provided in this Section ‎Section 10.05 will remain liable for the full amount of principal of and interest and of, premium and Liquidated Damageson, if any, on and interest on, the Notes and for the other obligations of any Guarantor under this Indenture as provided in this Article ‎Article 10.

Releases. The Guarantee of any Guarantor will be automatically released: (a) In the event of in connection with any sale or other disposition of all or substantially all of the properties or assets of any Guarantor, by way of merger, consolidation or otherwise, or a sale or other disposition of Capital Stock of any Guarantor, in each case to a Person that is not (either before or after giving effect to such transactions) Targa Resources Partners or a Restricted Subsidiary of Targa Resources Partners, then such Guarantor (in the event of a sale or other disposition, by way of merger, consolidation or otherwise, of Capital Stock of such Guarantor) or the Person acquiring the properties or assets (in the event of a sale or other disposition of all or substantially all of the properties or assets of a Guarantor (including by way of merger or consolidation) to such Guarantor) will be released and relieved of any obligations under its Note Guarantee; provided Person that is not the Company or a Guarantor if the sale or other disposition Disposition does not violate any of the applicable provisions of this Indenture, including without limitation Section 4.10 hereof; or (b) upon the liquidation or dissolution of such Guarantor following the transfer of all of its assets to the Company or another Guarantor as permitted hereunder. If the Guarantee of any Guarantor or all or substantially all of the assets of a Guarantor or the Capital Stock of any Guarantor are sold or disposed of in the manner described in clauses (a) or (b) above, and such Guarantor ceases is released, the Company shall deliver to be a Restricted Subsidiary of Targa Resources Partners as a result the Trustee an Officer’s Certificate stating and certifying the identity of the sale or other dispositionreleased Guarantor, the basis for release in reasonable detail and that such release complies with this Indenture. Upon delivery by the Issuers Company to the Trustee of an Officers’ Officer’s Certificate and an Opinion of Counsel to the effect that such sale the conditions of any of clauses (a) or other disposition was made by the Issuers (b) of this Section 16.05 have been met with respect to a Guarantor in accordance with the provisions of this Indenture, including without limitation Section 4.10 hereof, and that such Guarantor has ceased to be a Restricted Subsidiary of Targa Resources Partners, the Trustee will execute any documents reasonably required requested that are necessary or advisable in order to evidence the release of any such Guarantor from its obligations under its Note Guarantee. (b) Upon designation of any Guarantor as an Unrestricted Subsidiary in accordance with the terms of this Indenture, such Guarantor will be released and relieved of any obligations under its Note Guarantee. (c) At such time as any Guarantor ceases to guarantee any other Indebtedness of an Issuer or another Guarantor, provided that, if it is also a Domestic Subsidiary, it is no longer an obligor with respect to any Indebtedness under any Credit Facility; provided, however, that if, at any time following such release, that Guarantor incurs a Guarantee under a Credit Facility, then such Guarantor shall be required to provide a Note Guarantee at such time. (d) Upon Legal or Covenant Defeasance in accordance with Article 8 hereof or satisfaction and discharge of this Indenture in accordance with Article 11 hereof, each Guarantor will be released and relieved of any obligations under its Note Guarantee. Any Guarantor not released from its obligations under its Note Guarantee as provided in this Section 10.05 16.05 will remain liable for the full amount of principal of and interest and premium and Liquidated Damagespremium, if any, on the Notes and for the other obligations (including the Note Obligations) of any Guarantor under this Indenture as provided in this Article 10XVI notwithstanding the release of any other Guarantor.

Releases. (a) In the event of any sale or other disposition of all or substantially all of the properties or assets of any Guarantor, by way of merger, consolidation or otherwise, or a sale or other disposition of all of the Capital Stock of any Guarantor, in each case to a Person that is not (either before or after giving effect to such transactions) Targa Resources Xxxxx Energy Partners or a Restricted Subsidiary of Targa Resources Xxxxx Energy Partners, then such Guarantor (in the event of a sale or other disposition, by way of merger, consolidation or otherwise, of all of the Capital Stock of such Guarantor) or the Person corporation acquiring the properties or assets property (in the event of a sale or other disposition of all or substantially all of the properties or assets of such Guarantor) will be released and relieved of any obligations under its Note Guarantee; provided that the Net Proceeds of such sale or other disposition does not violate are applied in accordance with the applicable provisions of this Indenture, including without limitation Section 4.10 hereof, and such Guarantor ceases to be a Restricted Subsidiary of Targa Resources Partners as a result of the sale or other disposition. Upon delivery by the Issuers to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect that such sale or other disposition was made by the Issuers in accordance with the provisions of this Indenture, including without limitation Section 4.10 hereof, and that such Guarantor has ceased to be a Restricted Subsidiary of Targa Resources Partners, the Trustee will execute any documents reasonably required in order to evidence the release of any Guarantor from its obligations under its Note Guarantee. (b) Upon designation of any Guarantor as an Unrestricted Subsidiary in accordance with the terms of this Indenture, such Guarantor will be released and relieved of any obligations under its Note Guarantee. (c) At such time as Upon release of any Guarantor ceases to guarantee any other Indebtedness of an Issuer or another Guarantor, provided that, if it is also a Domestic Subsidiary, it is no longer an obligor with respect to any from its Guarantee for Indebtedness under any a Credit Facility, such Guarantor will be released and relieved of any obligations under its Note Guarantee; provided, however, that if, at any time following such release, that Guarantor incurs a Guarantee under a Credit Facility, then such Guarantor shall be required to provide a Note Guarantee at such time. (d) Upon Legal or Covenant Defeasance in accordance with Article 8 hereof or satisfaction and discharge of this Indenture in accordance with Article 11 hereof, each Guarantor will be released and relieved of any obligations under its Note Guarantee. Any Guarantor not released from its obligations under its Note Guarantee as provided in this Section 10.05 will remain liable for the full amount of principal of and interest and premium Special Interest, if any, and Liquidated Damagespremium, if any, on the Notes and for the other obligations of any Guarantor under this Indenture as provided in this Article 10.

Releases. (a) In the event Any Guarantor shall be released and relieved of any obligations under its Note Guarantee, (i) in connection with any sale or other disposition of all or substantially all of the properties or assets of any Guarantor, that Guarantor (including by way of merger, consolidation merger or otherwise, or a sale or other disposition of Capital Stock of any Guarantor, in each case consolidation) to a Person that is not (either before or after giving effect to such transactionstransaction) Targa Resources Partners or a Restricted Subsidiary of Targa Resources Partnersthe Company, then such Guarantor (in if the event of a sale or other disposition, by way of merger, consolidation or otherwise, of Capital Stock of such Guarantor) or the Person acquiring the properties or assets (in the event of a sale or other disposition of all or substantially all of the properties or assets of such Guarantor) will be released and relieved that Guarantor complies with Section 4.10 of any obligations under its Note Guarantee; provided that sale or other disposition does not violate the applicable provisions of this Indenture, including without limitation Section 4.10 hereof, and the application of the Net Proceeds therefrom; (ii) in connection with any sale of all of the Capital Stock of a Guarantor to a Person that is not (either before or after giving effect to such Guarantor ceases to be transaction) a Restricted Subsidiary of Targa Resources Partners as a result the Company, if the sale of all such Capital Stock of that Guarantor complies with Section 4.10 of the Indenture, including the application of the Net Proceeds therefrom; (iii) if the Company designates any Restricted Subsidiary that is a Guarantor as an Unrestricted Subsidiary in accordance with the terms hereof; or (iv) in connection with any sale or other dispositionof Capital Stock of a Guarantor to a Person that results in the Guarantor no longer being a Subsidiary of the Company, if the sale of such Capital Stock of that Guarantor complies with Section 4.10, including the application of the Net Proceeds therefrom. Upon delivery by the Issuers Company to the Trustee of an Officers’ ' Certificate and an Opinion of Counsel to the effect that such sale or other disposition was made by the Issuers Company in accordance with the provisions of this the Indenture, including without limitation Section 4.10 hereof, and that such Guarantor has ceased to be a Restricted Subsidiary of Targa Resources Partners, the Trustee will shall execute any documents reasonably required in order to evidence the release of any Guarantor from its obligations under its Note Guarantee. (b) Upon designation of any Guarantor as an Unrestricted Subsidiary in accordance with the terms of this Indenture, such Guarantor will be released and relieved of any obligations under its Note Guarantee. (c) At such time as any Guarantor ceases to guarantee any other Indebtedness of an Issuer or another Guarantor, provided that, if it is also a Domestic Subsidiary, it is no longer an obligor with respect to any Indebtedness under any Credit Facility; provided, however, that if, at any time following such release, that Guarantor incurs a Guarantee under a Credit Facility, then such Guarantor shall be required to provide a Note Guarantee at such time. (d) Upon Legal or Covenant Defeasance in accordance with Article 8 hereof or satisfaction and discharge of this Indenture in accordance with Article 11 hereof, each Guarantor will be released and relieved of any obligations under its Note Guarantee. Any Guarantor not released from its obligations under its Note Guarantee as provided in this Section 10.05 will shall remain liable for the full amount of principal of and interest and premium and Liquidated Damages, if any, on the Notes and for the other obligations of any Guarantor under this the Indenture as provided in this Article 1010 of the Indenture.

Releases. A Subsidiary Guarantee of a Subsidiary Guarantor shall be automatically and unconditionally released and discharged upon: (a) In the event of any sale sale, transfer or other disposition of all or substantially all of the properties or assets of any Guarantor, such Subsidiary Guarantor (including by way of merger, consolidation merger or otherwise, or a sale or other disposition of Capital Stock of any Guarantor, in each case consolidation) to a Person that is not (either before or after giving effect to such transactionstransaction) Targa Resources Partners the Company or a Restricted Subsidiary of Targa Resources Partnersthe Company, then such Guarantor (in if the event of a sale or other disposition, by way of merger, consolidation or otherwise, of Capital Stock of such Guarantor) or the Person acquiring the properties or assets (in the event of a sale or other disposition of all or substantially all of the properties or assets of such Guarantor) will be released and relieved of any obligations under its Note Guarantee; provided that sale or other disposition does not violate the applicable provisions Section 4.10 of this Indenture; (b) any sale, transfer or other disposition of Capital Stock of such Subsidiary Guarantor (including without limitation Section 4.10 hereofby way of merger or consolidation) to a Person that is not (either before or after giving effect to such transaction) the Company or a Restricted Subsidiary of the Company, and if after such sale, transfer or disposition, the Subsidiary Guarantor ceases would cease to be a Restricted Subsidiary of Targa Resources Partners as a result of and the sale or other dispositiondisposition does not violate Section 4.10 of this Indenture; (c) the exercise by the Company of its Legal Defeasance option or its Covenant Defeasance option or the satisfaction and discharge of this Indenture, in each case as provided under Article VIII; (d) the proper designation of such Subsidiary Guarantor by the Company as an Unrestricted Subsidiary in accordance with the terms of this Indenture; or (e) the Subsidiary Guarantor ceasing to guarantee any Debt of the Company or a Subsidiary Guarantor under, or be a borrower under, the Senior Credit Facilities and no Event of Default has occurred and is continuing. Upon delivery by the Issuers to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect that such sale or other disposition was made by all conditions precedent to the Issuers release of a Subsidiary Guarantor’s Subsidiary Guarantee set forth in accordance with the provisions of this Indenture, including without limitation Section 4.10 hereof, and that such Guarantor has ceased to be a Restricted Subsidiary of Targa Resources PartnersIndenture have been satisfied, the Trustee will shall execute any documents reasonably required requested by the Company in writing in order to evidence the release of any Subsidiary Guarantor from its obligations under its Note Guarantee. (b) Upon designation of any Guarantor as an Unrestricted Subsidiary in accordance with the terms of this Indenture, such Guarantor will be released and relieved of any obligations under its Note Guarantee. (c) At such time as any Guarantor ceases to guarantee any other Indebtedness of an Issuer or another Guarantor, provided that, if it is also a Domestic Subsidiary, it is no longer an obligor with respect to any Indebtedness under any Credit Facility; provided, however, that if, at any time following such release, that Guarantor incurs a Guarantee under a Credit Facility, then such Guarantor shall be required to provide a Note Guarantee at such time. (d) Upon Legal or Covenant Defeasance in accordance with Article 8 hereof or satisfaction and discharge of this Indenture in accordance with Article 11 hereof, each Guarantor will be released and relieved of any obligations under its Note Guarantee. Any Subsidiary Guarantor not released from its obligations under its Note Subsidiary Guarantee as provided in this Section 10.05 will shall remain liable for the full amount of principal of and interest and premium and Liquidated Damages, if any, on the Notes and for the other obligations of any Subsidiary Guarantor under this Indenture as provided in this Article 10.X.

Releases. (a) In the event of any sale or other disposition of all or substantially all of the properties assets or assets all of the Capital Stock of any Guarantor, by way of merger, consolidation or otherwise, or a sale or other disposition of all of the Capital Stock of any Guarantor, in each case to a Person that is not (either before or after giving effect to such transactions) Targa Resources Partners the Company or a Restricted Subsidiary of Targa Resources Partnersthe Company, then such Guarantor (in the event of a sale or other disposition, by way of merger, consolidation or otherwise, of all of the Capital Stock of such Guarantor) or the Person corporation acquiring the properties or assets property (in the event of a sale or other disposition of all or substantially all of the properties or assets of such Guarantor) will be released and relieved of any obligations under its Note Guarantee; provided that the Net Proceeds of such sale or other disposition does not violate are applied in accordance with the applicable provisions of this Indenture, including without limitation Section 4.10 hereof, and such Guarantor ceases to be a Restricted Subsidiary of Targa Resources Partners as a result of the sale or other disposition. Upon delivery by the Issuers Company to the Trustee of an Officers’ Officer’s Certificate and an Opinion of Counsel to the effect that such sale or other disposition was made by the Issuers Company in accordance with the provisions of this Indenture, including without limitation Section 4.10 hereof, and that such Guarantor has ceased to be a Restricted Subsidiary of Targa Resources Partners, the Trustee will execute any documents reasonably required in order to evidence the release of any Guarantor from its obligations under its Note Guarantee. (b) Upon designation of any Guarantor as an Unrestricted Subsidiary in accordance with the terms of this Indenture, such Guarantor will be released and relieved of any obligations under its Note Guarantee. (c) At such time as any Guarantor ceases to guarantee any other Indebtedness of an Issuer or another Guarantor, provided that, if it is also a Domestic Subsidiary, it is no longer an obligor with respect to any Indebtedness under any Credit Facility; provided, however, that if, at any time following such release, that Guarantor incurs a Guarantee under a Credit Facility, then such Guarantor shall be required to provide a Note Guarantee at such time. (d) Upon Legal or Covenant Defeasance defeasance in accordance with Article 8 hereof or satisfaction and discharge of this Indenture in accordance with Article 11 12 hereof, each Guarantor will be released and relieved of any obligations under its Note Guarantee. (d) Upon the release of such Restricted Subsidiary’s Guarantees under all Credit Facilities of the Company (other than a release as a result of payment under or a discharge of such Guarantee), each Guarantor will be released and relieved of any obligations under its Note Guarantee. Any Guarantor not released from its obligations under its Note Guarantee as provided in this Section 10.05 11.06 will remain liable for the full amount of principal of and interest and premium premium, if any, and Liquidated DamagesSpecial Interest, if any, on the Notes and for the other obligations of any Guarantor under this Indenture as provided in this Article 1011.

Releases. (a) Upon the Discharge of Obligations, this Agreement and the security interests granted hereby shall automatically terminate and be released, without the requirement for any further action by any Person, and the Administrative Agent shall promptly (and the Secured Parties hereby authorize the Administrative Agent to) take such action and execute any such documents as may be reasonably requested by any Grantor and at such Grantor’s expense to further document and evidence such termination and release, and the Guarantee Obligations of the Guarantors hereunder shall automatically terminate and be released, without the requirement for any further action by any Person and the Administrative Agent shall promptly (and the Secured Parties hereby authorize the Administrative Agent to) take such action and execute any such documents as may be reasonably requested by any Guarantor and at such Guarantor’s expense to further document and evidence such termination and release of the Guarantee Obligations of the Guarantors hereunder. (b) In the event of that any sale Grantor conveys, sells, leases, assigns, transfers or other disposition otherwise Disposes of all or substantially all any portion of any of the properties Capital Stock or assets of any Guarantor, by way of merger, consolidation or otherwise, or a sale or other disposition of Capital Stock of any Guarantor, in each case Grantor to a Person that is not (either before and is not required hereunder to become) a Grantor hereunder in a transaction permitted under the Credit Agreement, the security interests created hereunder in respect of such Capital Stock or after giving effect assets shall automatically terminate and be released, without the requirement for any further action by any Person and the Administrative Agent shall promptly (and the Secured Parties hereby authorize the Administrative Agent to) take such action and execute any such documents as may be reasonably requested by any Grantor and at such Grantor’s expense to further document and evidence such transactions) Targa Resources Partners termination and release of security interests hereunder in respect of such Capital Stock or a Restricted Subsidiary of Targa Resources Partnersassets, then such Guarantor (and, in the event case of a sale or other disposition, by way transaction permitted under the Credit Agreement the result of merger, consolidation or otherwise, of Capital Stock of such Guarantor) or the Person acquiring the properties or assets (in the event of which is that a sale or other disposition of all or substantially all of the properties or assets of such Guarantor) will be released and relieved of any obligations under its Note Guarantee; provided that sale or other disposition does not violate the applicable provisions of this Indenture, including without limitation Section 4.10 hereof, and such Guarantor ceases would cease to be a Restricted Subsidiary or would become an Excluded Subsidiary, the Guarantee Obligations created hereunder in respect of Targa Resources Partners as a result of the sale or other disposition. Upon delivery by the Issuers to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect that such sale or other disposition was made by the Issuers in accordance with the provisions of this Indenture, including without limitation Section 4.10 hereof, and that such Guarantor has ceased (and all security interests granted by such Guarantor hereunder) shall automatically terminate and be released, without the requirement for any further action by any Person and the Administrative Agent shall promptly (and the Secured Parties hereby authorize the Administrative Agent to) take such action and execute any such documents as may be reasonably requested by such Guarantor and at such Guarantor’s expense to further document and evidence such termination and release of such security interests and such Guarantor’s Guarantee Obligations hereunder. Any representation, warranty or covenant contained in this Agreement relating to any such Capital Stock, asset or subsidiary of any Grantor shall no longer be deemed to be a Restricted Subsidiary of Targa Resources Partners, the Trustee will execute any documents reasonably required in order to evidence the release of any Guarantor from its obligations under its Note Guarantee. (b) Upon designation of any Guarantor as an Unrestricted Subsidiary in accordance with the terms of this Indenture, such Guarantor will be released and relieved of any obligations under its Note Guarantee. (c) At such time as any Guarantor ceases to guarantee any other Indebtedness of an Issuer or another Guarantor, provided that, if it is also a Domestic Subsidiary, it is no longer an obligor made with respect to any Indebtedness under any Credit Facility; providedthereto once such Capital Stock or asset or Subsidiary is so conveyed, howeversold, that ifleased, at any time following such releaseassigned, that Guarantor incurs a Guarantee under a Credit Facility, then such Guarantor shall be required to provide a Note Guarantee at such timetransferred or disposed of. (d) Upon Legal or Covenant Defeasance in accordance with Article 8 hereof or satisfaction and discharge of this Indenture in accordance with Article 11 hereof, each Guarantor will be released and relieved of any obligations under its Note Guarantee. Any Guarantor not released from its obligations under its Note Guarantee as provided in this Section 10.05 will remain liable for the full amount of principal of and interest and premium and Liquidated Damages, if any, on the Notes and for the other obligations of any Guarantor under this Indenture as provided in this Article 10.

Releases. (a) In the event of any sale or other disposition of all or substantially all of the properties or assets of any Guarantor, by way of merger, consolidation or otherwise, or a sale or other disposition of all of the Capital Stock of any Guarantor, in each case to a Person that is not (either before or after giving effect to such transactions) Targa Resources Partners Sunoco LP or a Restricted Subsidiary of Targa Resources PartnersSunoco LP, then such Guarantor (in the event of a sale or other disposition, by way of merger, consolidation or otherwise, of all of the Capital Stock of such Guarantor) or the Person acquiring the properties or assets (in the event of a sale or other disposition of all or substantially all of the properties or assets of such Guarantor) will be released and relieved of any obligations under its Note Guarantee; provided that such sale or other disposition does not violate the applicable provisions of this Indenture, including without limitation Section 4.10 hereof, and such Guarantor ceases to be a Restricted Subsidiary of Targa Resources Partners as a result of the sale or other disposition. Upon delivery by the Issuers to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect that such sale or other disposition was made by the Issuers in accordance with the provisions of this Indenture, including without limitation Section 4.10 hereof, and that such Guarantor has ceased to be a Restricted Subsidiary of Targa Resources Partners, the Trustee will execute any documents reasonably required in order to evidence the release of any Guarantor from its obligations under its Note Guarantee. (b) Upon designation of any Guarantor as an Unrestricted Subsidiary in accordance with the terms of this Indenture, such Guarantor will be released and relieved of any obligations under its Note Guarantee. (c) At such time as any Guarantor ceases to guarantee any other Indebtedness of an Issuer or another Guarantor, such Guarantor will be released and relieved of any obligations under its Note Guarantee, provided that, if it is also a Domestic Subsidiary, it is no longer an obligor with respect to any Indebtedness under any Credit Facility; provided, however, that if, at any time following such release, that Guarantor incurs a Guarantee guarantee under a Credit Facility, then such Guarantor shall be required to provide a Note Guarantee at such time. (d) Upon Legal or Covenant Defeasance in accordance with Article 8 hereof or satisfaction and discharge of this Indenture in accordance with Article 11 hereof, each Guarantor will be released and relieved of any obligations under its Note Guarantee. (e) Upon the first day on which the Notes achieve an Investment Grade Rating, each Guarantor will be released and relieved of any obligations under its Note Guarantee. Any Guarantor not released from its obligations under its Note Guarantee as provided in this Section 10.05 will remain liable for the full amount of principal of and interest and premium and Liquidated DamagesAdditional Interest, if any, on the Notes and for the other obligations of any Guarantor under this Indenture as provided in this Article 10.

Releases. The Note Guarantee of a Guarantor shall be released: (ai) In with respect to a Guarantor other than the event of Parent, in connection with any sale or other disposition of all or substantially all of the properties or assets of any Guarantor, that Guarantor (including by way of merger, consolidation merger or otherwise, or a sale or other disposition of Capital Stock of any Guarantor, in each case consolidation) to a Person that is not (either before or after giving effect to such transactionstransaction) Targa Resources Partners the Parent or a Restricted Subsidiary of Targa Resources Partners, then if such Guarantor (in the event of a sale or other disposition, by way of merger, consolidation or otherwise, of Capital Stock of such Guarantor) or the Person acquiring the properties or assets (in the event of a sale or other disposition of all or substantially all of the properties or assets of such Guarantor) will be released and relieved of any obligations under its Note Guarantee; provided that sale or other disposition does not violate the applicable provisions of this Indenture, including without limitation Section 4.10 hereof; (ii) with respect to a Guarantor other than the Parent, in connection with any sale or other disposition of Capital Stock of that Guarantor to a Person that is not (either before or after giving affect to such transaction) the Parent or a Restricted Subsidiary, if such sale or other disposition does not violate with Section 4.10 hereof and such that Guarantor ceases to be a Restricted Subsidiary of Targa Resources Partners as a result of the such sale or other disposition. Upon delivery by ; (iii) if the Issuers to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect that such sale or other disposition was made by the Issuers in accordance with the provisions of this Indenture, including without limitation Section 4.10 hereof, and that such Guarantor has ceased Parent designates any Restricted Subsidiary to be a Restricted Subsidiary of Targa Resources Partners, the Trustee will execute any documents reasonably required in order to evidence the release of any Guarantor from its obligations under its Note Guarantee. (b) Upon designation of any Guarantor as an Unrestricted Subsidiary in accordance with pursuant to the terms of this Indenture, such Guarantor will be released and relieved of any obligations under its Note Guarantee.; (civ) At such time as any Guarantor ceases to guarantee any other Indebtedness upon the full and final payment and performance of an all Obligations of the Issuer or another Guarantor, provided that, if it is also a Domestic Subsidiary, it is no longer an obligor and the Guarantors under this Indenture and the Notes; (v) with respect to any Indebtedness under any Credit Facility; provideda Guarantor other than the Parent, however, that if, at any time following such release, that Guarantor incurs a upon the release or discharge of the Note Guarantee under a Credit Facility, then by such Guarantor shall be required to provide a of the Indebtedness that resulted in the creation of such Note Guarantee at such time.pursuant to Section 4.16 hereof (but not the release of any Note Guarantee in effect on the Escrow Release Date); (dvi) Upon upon Legal Defeasance or Covenant Defeasance as provided for in accordance with Article 8 hereof or satisfaction and discharge of this Indenture as provided in Article 12, respectively; or (vii) with respect to a Guarantor other than the Parent, in connection with an enforcement sale by the Security Agent in accordance with Article 11 hereof, each Guarantor will be released and relieved the terms of any obligations under its Note Guarantee. Any Guarantor not released from its obligations under its Note Guarantee as provided in this Section 10.05 will remain liable for the full amount of principal of and interest and premium and Liquidated Damages, if any, on the Notes and for the other obligations of any Guarantor under this Indenture as provided in this Article 10Intercreditor Agreement.

Releases. (a) In the event The Subsidiary Guarantee of a Subsidiary Guarantor shall be unconditionally and automatically released: (i) in connection with any sale or other disposition of all or substantially all of the properties or assets of any Guarantor, that Subsidiary Guarantor (including by way of merger, consolidation or otherwise, or a sale or other disposition of Capital Stock of any Guarantor, in each case LLC Division) to a Person that is not (either before or after giving effect to such transactionstransaction) Targa Resources Partners or a Restricted Subsidiary of Targa Resources Partners, then such Guarantor (in the event of a sale or other disposition, by way of merger, consolidation or otherwise, of Capital Stock of such Guarantor) or Company if the Person acquiring the properties or assets (in the event of a sale or other disposition of all or substantially all of the properties or assets of such Guarantor) will be released and relieved of any obligations under its Note Guarantee; provided that sale or other disposition does not violate ‎Section 13.04; (ii) in connection with any sale or other disposition of the Capital Stock of that Subsidiary Guarantor following which the applicable provisions of this Indenture, including without limitation Section 4.10 hereof, and such Subsidiary Guarantor ceases to be is no longer a Restricted Subsidiary of Targa Resources Partners as the Company to a result Person that is not (either before or after giving effect to such transaction) a Subsidiary of the Company if the sale or other disposition. Upon delivery by the Issuers to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect that such sale or other disposition was made by the Issuers does not violate ‎Section 13.04; (iii) in accordance connection with the provisions of this Indenture, including without limitation Section 4.10 hereof, and that such Guarantor has ceased to be a Restricted Subsidiary of Targa Resources Partners, the Trustee will execute any documents reasonably required in order to evidence the release of any such Subsidiary Guarantor from its all guarantee obligations under its Note Guarantee. (b) Upon designation of any such Subsidiary Guarantor as an Unrestricted Subsidiary in accordance with the terms of this Indenture, such Guarantor will be released and relieved of any obligations under its Note Guarantee. (c) At such time as any Guarantor ceases to guarantee any other Indebtedness of an Issuer or another Guarantor, provided that, if it is also a Domestic Subsidiary, it is no longer an obligor with respect to any Indebtedness under any the Credit FacilityAgreement; provided, however, that if, at any time following such release, that Guarantor incurs a Guarantee under a Credit Facility, then such Guarantor shall be required to provide a Note Guarantee at such time.or (div) Upon Legal or Covenant Defeasance in accordance with Article 8 hereof or upon satisfaction and discharge of this Indenture in accordance with Article 11 3 hereof; and (b) upon the Company delivering to the Trustee an Officer’s Certificate and an Opinion of Counsel, each Guarantor will be released and relieved stating that all conditions precedent provided for in this Indenture relating to such transaction have been complied with. Upon request, the Trustee shall execute an instrument evidencing the release of any obligations under its Note Guaranteesuch Subsidiary Guarantor. Any Subsidiary Guarantor not released from its obligations under its Note Subsidiary Guarantee as provided in this Section 10.05 will ‎Section 13.05 shall remain liable for the full amount of principal (including the Fundamental Change Repurchase Price or the Redemption Price, if applicable) of and interest and premium and Liquidated Damagespremium, if any, on the Notes, the full amount of consideration due upon Conversion of the Notes and for the other obligations of any Subsidiary Guarantor under this Indenture as provided in this Article 10‎Article 13.

Releases. The Note Guarantee of a Guarantor will be released and such Guarantor will be relieved of any Obligations under its Note Guarantee: (a) In the event of in connection with any sale or other disposition of all or substantially all of the properties or assets of any that Guarantor, by way of merger, consolidation or otherwise, or a sale or other disposition of Capital Stock of any Guarantor, in each case to a Person that is not (either before or after giving effect to such transactionstransaction) Targa Resources Partners the Company or a Restricted Subsidiary of Targa Resources Partnersthe Company, then such Guarantor (in if the event of a sale or other disposition, by way of merger, consolidation or otherwise, of Capital Stock of such Guarantor) or the Person acquiring the properties or assets (in the event of a sale or other disposition of all or substantially all of the properties or assets of such Guarantor) will be released and relieved of any obligations under its Note Guarantee; provided that sale or other disposition does not violate the applicable provisions of this Indenture, including without limitation Section 4.10 hereof; (b) in connection with any sale or other disposition of Capital Stock of that Guarantor to a Person that is not (either before or after giving effect to such transaction) the Company or a Restricted Subsidiary of the Company, if the sale or other disposition does not violate Section 4.10 hereof and such the Guarantor ceases to be a Restricted Subsidiary of Targa Resources Partners the Company as a result of the sale or other disposition. Upon delivery by ; (c) if the Issuers to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect Company designates any Restricted Subsidiary that such sale or other disposition was made by the Issuers in accordance with the provisions of this Indenture, including without limitation Section 4.10 hereof, and that such is a Guarantor has ceased to be a Restricted Subsidiary of Targa Resources Partners, the Trustee will execute any documents reasonably required in order to evidence the release of any Guarantor from its obligations under its Note Guarantee. (b) Upon designation of any Guarantor as an Unrestricted Subsidiary in accordance with the terms of this Indenture, such Guarantor will be released and relieved of any obligations under its Note Guarantee. (c) At such time as any Guarantor ceases to guarantee any other Indebtedness of an Issuer or another Guarantor, provided that, if it is also a Domestic Subsidiary, it is no longer an obligor with respect to any Indebtedness under any Credit Facility; provided, however, that if, at any time following such release, that Guarantor incurs a Guarantee under a Credit Facility, then such Guarantor shall be required to provide a Note Guarantee at such time.; (d) Upon upon the release or discharge of the Guarantee of such Guarantor under the Credit Facilities, except a discharge or release of the Guarantee by or as a result of payment under such Guarantee (it being understood that if any such Guarantor is so reinstated under the Credit Facilities, such Guarantor’s guarantee shall also be reinstated); or (e) upon Legal Defeasance or Covenant Defeasance in accordance with Article 8 hereof or satisfaction and discharge of this Indenture in accordance with Article 11 hereof. Notwithstanding the foregoing, each neither the consent nor the acknowledgement of the Trustee shall be necessary to effect any such release. None of the Trustee, the Company or any Guarantor will be released required to make a notation on the Notes or the Note Guarantees to reflect any such release, termination or discharge. Upon request of the Company and relieved delivery by the Company to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect that one of the foregoing requirements has been satisfied and the conditions to the release of a Guarantor under this Section 10.05 has been met, the Trustee will execute any documents reasonably required in order to evidence the release of a Guarantor from its obligations under its Note Guarantee. In connection with any release under clauses (a) and (b) above, the Net Proceeds of such sale or other disposition shall be applied, if required, in accordance with the applicable provisions of this Indenture. Any Guarantor not released from its obligations under its Note Guarantee as provided in this Section 10.05 will remain liable for the full amount of principal of and interest and of, premium and Liquidated Damageson, if any, on and interest and Additional Interest, if any, on, the Notes and for the other obligations of any Guarantor under this Indenture as provided in this Article 10.

Releases. (a) In the event of any sale or other disposition of all or substantially all of the properties or assets of any Guarantor, by way of merger, consolidation or otherwise, or a sale or other disposition of Capital Stock of any Guarantor, in each case to a Person that is not (either before or after giving effect to such transactionstransaction) Targa Resources Partners the Company or a Restricted Subsidiary of Targa Resources Partnersthe Company, then such Guarantor (in the event of a sale or other disposition, by way of merger, consolidation or otherwise, of Capital Stock of such Guarantor) or the Person acquiring the properties or assets property will be automatically released and relieved of any obligations under the Note Guarantee; (in b) In the event of a any sale or other disposition of all or substantially all of the properties Capital Stock of any Guarantor to a Person that is not (either before or assets after giving effect to such transaction) the Company or a Restricted Subsidiary of the Company and such Guarantor) Guarantor ceases to be a Restricted Subsidiary of the Company as a result of the sale or other disposition, then such Guarantor will be automatically released and relieved of any obligations under its Note Guarantee; provided provided, in both cases, that the Net Proceeds of such sale or other disposition does not violate are applied in accordance with the applicable provisions of this Indenture, including without limitation Section 4.10 hereof, and such Guarantor ceases to be a Restricted Subsidiary of Targa Resources Partners as a result of the sale or other disposition. Upon delivery by the Issuers Company to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect that such sale or other disposition was made by the Issuers Company in accordance with the provisions of this Indenture, including without limitation Section 4.10 hereof, and that such Guarantor has ceased to be a Restricted Subsidiary of Targa Resources Partners, the Trustee will execute any documents reasonably required in order to evidence the release of any Guarantor from its obligations under its Note Guarantee. (bc) Upon designation of any Restricted Subsidiary that is a Guarantor as an Unrestricted Subsidiary in accordance with the terms of this Indenture, such Guarantor will be released and relieved of any obligations under its Note Guarantee. (c) At such time as any Guarantor ceases to guarantee any other Indebtedness of an Issuer or another Guarantor, provided that, if it is also a Domestic Subsidiary, it is no longer an obligor with respect to any Indebtedness under any Credit Facility; provided, however, that if, at any time following such release, that Guarantor incurs a Guarantee under a Credit Facility, then such Guarantor shall be required to provide a Note Guarantee at such time. (d) Upon Legal Defeasance or Covenant Defeasance in accordance with Article 8 hereof or satisfaction and discharge of this Indenture in accordance with Article 11 hereof, each Guarantor will be automatically released and relieved of any obligations under its Note Guarantee. (e) If such Guarantor no longer constitutes a Domestic Subsidiary, such Guarantor will be automatically released and relieved of any obligations under its Note Guarantee. (f) If determined in good faith by the Company that a liquidiation, dissolution or merger out of existence of such Guarantor is in the best interests of the Company and is not materially disadvantageous to the holders, such Guarantor will be automatically released and relieved of any obligations under its Note Guarantee. Any Guarantor not released from its obligations under its Note Guarantee as provided in this Section 10.05 will remain liable for the full amount of principal of and interest and of, premium and Liquidated Damageson, if any, on and interest, if any, on, the Notes and for the other obligations of any Guarantor under this Indenture as provided in this Article 10.

Releases. (a) In the event of any sale or other disposition of all or substantially all of the properties or assets of any Guarantor, by way of merger, consolidation or otherwise, or a sale or other disposition of Capital Stock of any Guarantor, in each case to a Person that is not (either before or after giving effect to such transactions) Targa Resources Partners or a Restricted Subsidiary of Targa Resources Partners, then such Guarantor (in the event of a sale or other disposition, by way of merger, consolidation or otherwise, of Capital Stock of such Guarantor) or the Person acquiring the properties or assets (in the event of a sale or other disposition of all or substantially all of the properties or assets of such Guarantor) will be released and relieved of any obligations under its Note GuaranteeGuarantee and all of its other obligations under this Indenture; provided that such sale or other disposition does not violate the applicable provisions of this Indenture, including without limitation Section 4.10 hereof, and such Guarantor ceases to be a Restricted Subsidiary of Targa Resources Partners in the case of and as a result of the sale or other dispositiondisposition of its Capital Stock. Upon delivery by the Issuers to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect that the Note Guarantee of such sale or other disposition was made by the Issuers Guarantor has been released in accordance with the provisions of this Indenture, including without limitation Section 4.10 hereof, and that such Guarantor has ceased to be a Restricted Subsidiary of Targa Resources Partners10.05, the Trustee will execute any documents reasonably required in order to evidence the release of any such Guarantor from its obligations under its Note GuaranteeGuarantee and all of its other obligations under this Indenture. (b) Upon designation of any Guarantor as an Unrestricted Subsidiary in accordance with the terms of this Indenture, such Guarantor will be released and relieved of any obligations under its Note GuaranteeGuarantee and all of its other obligations under this Indenture. (c) At A Guarantor will be released and relieved of any obligations under its Note Guarantee and all of its other obligations under this Indenture at such time as any that Guarantor ceases to guarantee any other Indebtedness of an Issuer or another Guarantor, provided that, if it is also a Domestic Subsidiary, it is no longer an obligor with respect to any Indebtedness under any Credit Facility; provided, however, that if, at any time following such release, that Guarantor incurs a Guarantee under a Credit Facility, then such Guarantor shall be required to provide a Note Guarantee at such time. (d) Upon Legal or Covenant Defeasance in accordance with Article 8 hereof or satisfaction and discharge of this Indenture in accordance with Article 11 hereof, each Guarantor will be released and relieved of any obligations under its Note GuaranteeGuarantee and all of its other obligations under this Indenture. Any Guarantor not released from its obligations under its Note Guarantee as provided in this Section 10.05 will remain liable for the full amount of principal of and interest and premium and Liquidated Damages, if any, on the Notes and for the other obligations of any such Guarantor under this Indenture as provided in this Article 10.

Releases. A Guarantee as to any Subsidiary Guarantor shall be automatically and unconditionally released and discharged upon: (ai) In any sale, exchange, disposition or transfer (including through consolidation, amalgamation, merger or otherwise) of (x) the event Capital Stock of any sale such Subsidiary Guarantor or other disposition of (y) all or substantially all of the properties or assets of any Guarantor, by way of merger, consolidation or otherwise, or a sale or other disposition of Capital Stock of any Guarantor, in each case to a Person that is not (either before or after giving effect to such transactions) Targa Resources Partners or a Restricted Subsidiary of Targa Resources Partners, then such Guarantor (in the event of a sale or other disposition, by way of merger, consolidation or otherwise, of Capital Stock of such Guarantor) or the Person acquiring the properties or assets (in the event of a sale or other disposition of all or substantially all of the properties or assets of such Subsidiary Guarantor; (ii) will be released and relieved of any obligations under its Note Guarantee; provided other than with respect to each Subsidiary Guarantor that sale or other disposition does not violate is a party to this Indenture on the applicable provisions date of this Indenture, including without limitation Section 4.10 hereofthe release, and discharge or termination of the guarantee by such Subsidiary Guarantor ceases that resulted in the obligation of such Subsidiary Guarantor to be Guarantee the Securities, except a Restricted Subsidiary of Targa Resources Partners release, discharge or termination by or as a result of payment under such guarantee; (iii) the sale consolidation, amalgamation or other disposition. Upon delivery merger of any Subsidiary Guarantor with and into the Issuer or another Guarantor that is the surviving Person in such consolidation, amalgamation or merger, or upon the liquidation of such Subsidiary Guarantor following the transfer of all of its assets to the Issuer or another Guarantor; or (iv) the Issuer exercising its defeasance option pursuant to Article XIII or the Issuer’s obligations under this Indenture being discharged pursuant to Article IV; and (b) if evidence of such release and discharge is requested to be executed by the Issuers Trustee, the Issuer delivering, or causing to be delivered, to the Trustee of an Officers’ Certificate and an Opinion of Counsel Counsel, each stating that all conditions precedent provided for in this Indenture relating to the effect that such sale or other disposition was made by the Issuers in accordance with the provisions of this Indenturetransaction, including without limitation Section 4.10 hereof, and that such Guarantor has ceased to be a Restricted Subsidiary of Targa Resources Partners, the Trustee will execute any documents reasonably required in order to evidence the release of any Guarantor from its obligations under its Note Guaranteethe Guarantee and the execution of such evidence by the Trustee have been complied with. (b) Upon designation of any Guarantor as an Unrestricted Subsidiary in accordance with the terms of this Indenture, such Guarantor will be released and relieved of any obligations under its Note Guarantee. (c) At such time as any Guarantor ceases to guarantee any other Indebtedness of an Issuer or another Guarantor, provided that, if it is also a Domestic Subsidiary, it is no longer an obligor with respect to any Indebtedness under any Credit Facility; provided, however, that if, at any time following such release, that Guarantor incurs a Guarantee under a Credit Facility, then such Guarantor shall be required to provide a Note Guarantee at such time. (d) Upon Legal or Covenant Defeasance in accordance with Article 8 hereof or satisfaction and discharge of this Indenture in accordance with Article 11 hereof, each Guarantor will be released and relieved of any obligations under its Note Guarantee. Any Guarantor not released from its obligations under its Note Guarantee as provided in this Section 10.05 will remain liable for the full amount of principal of and interest and premium and Liquidated Damages, if any, on the Notes and for the other obligations of any Guarantor under this Indenture as provided in this Article 10.

Releases. (a) In the event The Note Guarantee of a Guarantor will be automatically released: (1) in connection with any sale or other disposition of all or substantially all of the properties or assets of any that Guarantor, including by way of merger, consolidation or otherwise, or a sale or other disposition of Capital Stock of any Guarantor, in each case to a Person that is not (either before or after giving effect to such transactionstransaction) Targa Resources Partners the Company or a Restricted Subsidiary of Targa Resources Partnersthe Company, then such Guarantor (in if the event of a sale or other disposition, by way of merger, consolidation or otherwise, of Capital Stock of such Guarantor) or the Person acquiring the properties or assets (in the event of a sale or other disposition of all or substantially all of the properties or assets of such Guarantor) will be released and relieved of any obligations under its Note Guarantee; provided that sale or other disposition does not violate the applicable provisions of this Indenture, including without limitation Section 4.10 hereof; (2) in connection with any sale or other disposition of the Capital Stock of that Guarantor to a Person that is not (either before or after giving effect to such transaction) the Company or a Restricted Subsidiary of the Company, if the sale or other disposition does not violate Section 4.10 hereof and such the Guarantor ceases to be a Restricted Subsidiary of Targa Resources Partners the Company as a result of the sale or other disposition. Upon delivery by ; (3) if the Issuers to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect Company designates any Restricted Subsidiary that such sale or other disposition was made by the Issuers in accordance with the provisions of this Indenture, including without limitation Section 4.10 hereof, and that such is a Guarantor has ceased to be a Restricted Subsidiary of Targa Resources Partners, the Trustee will execute any documents reasonably required in order to evidence the release of any Guarantor from its obligations under its Note Guarantee. (b) Upon designation of any Guarantor as an Unrestricted Subsidiary in accordance with the terms of this Indenture, such Guarantor will be released and relieved of any obligations under its Note Guarantee.applicable provisions hereof; (c4) At upon Legal Defeasance, Covenant Defeasance or satisfaction and discharge hereof as provided in Article 8 and Article 11 hereof; (5) at such time as any such Guarantor ceases both (a) to guarantee Guarantee any other Indebtedness of an Issuer the Company or another Guarantor, provided that, if it is also any other Guarantor (except as a result of payment under any such other Guarantee) and (b) to be a Domestic Subsidiary, it Subsidiary that is no longer an obligor with respect to any Indebtedness under any Credit Facility; providedor (6) upon the liquidation or dissolution of such Guarantor, however, if no Default or Event of Default has occurred that if, at any time following such release, that Guarantor incurs a Guarantee under a Credit Facility, then such Guarantor shall be required to provide a Note Guarantee at such timeis continuing. (db) Upon Legal or Covenant Defeasance in accordance with Article 8 hereof or satisfaction and discharge of this Indenture in accordance with Article 11 hereof, each Guarantor will be released and relieved of any obligations under its Note Guarantee. Any Guarantor not released from its obligations under its Note Guarantee as provided in this Section 10.05 will remain liable for the full amount of principal of and interest and of, premium and Liquidated Damageson, if any, on and interest and Special Interest, if any, on, the Notes and for the other obligations of any Guarantor under this Indenture hereunder as provided in this Article 10. (c) Upon delivery by the Company to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect that any of the conditions in Section 10.05(a) hereof has occurred, the Trustee shall execute any supplemental indenture or other documents reasonably requested by the Company in order to evidence the release of any Guarantor from its obligations under its Note Guarantee and this Indenture.

Releases. (a) In the event of any sale or other disposition of all or substantially all of the properties or assets of any Guarantor, by way of merger, consolidation or otherwise, or a sale or other disposition of all of the Capital Stock of any Guarantor, in each case to a Person that is not (either before or after giving effect to such transactions) Targa Resources Partners the Company or a Restricted Subsidiary of Targa Resources PartnersGuarantor, then such Guarantor (in the event of a sale or other disposition, by way of merger, consolidation or otherwise, of Capital Stock of such Guarantor) or the Person corporation acquiring the properties or assets (in the event of a sale or other disposition of all or substantially all of the properties or assets of such Guarantor) property, as applicable, will be released and relieved of any obligations under its Note Subsidiary Guarantee; provided that sale or other disposition does not violate the applicable provisions of this Indenture, including without limitation Section 4.10 hereof, and such Guarantor ceases to be a Restricted Subsidiary of Targa Resources Partners as a result of the sale or other disposition. Upon delivery by the Issuers Company to the Trustee of an Officers’ ' Certificate and an Opinion of Counsel to the effect that such sale or other disposition was made by the Issuers Company in accordance with the provisions of this Indenture, including without limitation Section 4.10 hereof, and that such Guarantor has ceased to be a Restricted Subsidiary of Targa Resources Partners, the Trustee will execute any documents reasonably required in order to evidence the release of any Guarantor from its obligations under its Note Subsidiary Guarantee. (b) Upon designation of In the event that any Guarantor as an Unrestricted Subsidiary in accordance with the terms of this Indentureceases to be a Significant Subsidiary, such Guarantor will be released and relieved of any obligations under its Note GuaranteeSubsidiary Guarantee immediately upon such cessation. (c) At such time as any Guarantor ceases to guarantee any other Indebtedness of an Issuer or another Guarantor, provided that, if it is also a Domestic Subsidiary, it is no longer an obligor with respect to any Indebtedness under any Credit Facility; provided, however, that if, at any time following such release, that Guarantor incurs a Guarantee under a Credit Facility, then such Guarantor shall be required to provide a Note Guarantee at such time. (d) Upon Legal or Covenant Defeasance in accordance with Article 8 hereof or satisfaction and discharge of this Indenture in accordance with Article 11 X hereof, each Guarantor will be released and relieved of any obligations under its Note Subsidiary Guarantee. Any Guarantor not released from its obligations under its Note Subsidiary Guarantee as provided in this Section 10.05 12.5 will remain liable for the full amount of the principal of amount, the Repurchase Price, the Fundamental Change Repurchase Price and interest the Optional Redemption Price of, and premium interest, any Make-Whole Premium (only to the extent not otherwise satisfied by the Company in other than cash in accordance with the applicable Company Notice), any Redemption Premium and any Liquidated DamagesDamages on, if any, on the Notes Securities and for the other obligations of any Guarantor under this Indenture as provided in this Article 10XII.

Releases. (a) In the event of any sale or other disposition of all or substantially all of the properties or assets of any Guarantor, by way of merger, consolidation or otherwise, or a sale or other disposition of Capital Stock of any Guarantor, in each case to a Person that is not (either before or after giving effect to such transactionstransaction) Targa Resources Partners the Parent, the Issuers or a Restricted Subsidiary of Targa Resources PartnersSubsidiary, then such Guarantor the corporation acquiring the property will be released and relieved of any obligations under the Note Guarantee; (in b) In the event of any sale or other disposition of Capital Stock of any Guarantor to a Person that is not (either before or after giving effect to such transaction) the Parent, the Issuers or a Restricted Subsidiary, and such Guarantor ceases to be a Restricted Subsidiary as a result of the sale or other disposition, by way of merger, consolidation or otherwise, of Capital Stock of then such Guarantor) or the Person acquiring the properties or assets (in the event of a sale or other disposition of all or substantially all of the properties or assets of such Guarantor) Guarantor will be released and relieved of any obligations under its Note Guarantee; provided that provided, in both cases, such sale or other disposition does not violate Section 4.10 hereof and that the Net Proceeds of such sale or other disposition are applied in accordance with the applicable provisions of this Indenture, including without limitation Section 4.10 hereof, and such Guarantor ceases to be a Restricted Subsidiary of Targa Resources Partners as a result of the sale or other disposition. Upon delivery by the Issuers to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect that such sale or other disposition was made by the Issuers in accordance with the provisions of this Indenture, including without limitation Section 4.10 hereof, and that such Guarantor has ceased to be a Restricted Subsidiary of Targa Resources Partners, the Trustee will execute any documents reasonably required in order to evidence the release of any Guarantor from its obligations under its Note Guarantee. (bc) Upon designation of any Restricted Subsidiary that is a Subsidiary Guarantor as an Unrestricted Subsidiary in accordance with the terms of this Indenture, such Guarantor will be released and relieved of any obligations under its Note Guarantee. (cd) At such time as any Upon a dissolution of a Subsidiary Guarantor ceases to guarantee any other Indebtedness of an Issuer or another Guarantorthat is permitted under this Indenture, provided that, if it is also a Domestic Subsidiary, it is no longer an obligor with respect to any Indebtedness under any Credit Facility; provided, however, that if, at any time following such release, that Guarantor incurs a Guarantee under a Credit Facility, then such Guarantor shall will be required to provide a released and relieved of any obligations under its Note Guarantee at such timeGuarantee. (de) Upon the release of the Subsidiary Guarantor’s guarantee under all applicable Triggering Indebtedness, such Guarantor will be released and relieved of any obligations under its Note Guarantee. (f) Upon repayment in full of the Notes, each Guarantor will be released and relieved of any obligations under its Note Guarantee. (g) Upon Legal Defeasance or Covenant Defeasance in accordance with Article 8 hereof or satisfaction and discharge of this Indenture in accordance with Article 11 hereof, each Guarantor will be released and relieved of any obligations under its Note Guarantee. Any Guarantor not released from its obligations under its Note Guarantee as provided in this Section 10.05 will remain liable for the full amount of principal of and interest and of, premium and Liquidated Damageson, if any, on and interest on, the Notes and for the other obligations of any Guarantor under this Indenture as provided in this Article 10.

Releases. (a) In the event of any a sale or other disposition of all or substantially all of the properties or assets of any Guarantor, by way of merger, consolidation or otherwise, or a sale or other disposition of Capital Stock all to the capital stock of any Guarantor, in each case to a Person that is not (either before or after giving effect to such transactionstransaction) Targa Resources Partners or a Restricted [Restricted] Subsidiary of Targa Resources Partnersthe Company, then such Guarantor (in the event of a sale or other disposition, by way of merger, consolidation or otherwise, of Capital Stock all of the capital stock of such Guarantor) or the Person corporation acquiring the properties or assets property (in the event of a sale or other disposition of all or substantially all of the properties or assets of such Guarantor) will be released and relieved of any obligations under its Note Guarantee; provided , if immediately after giving effect to such sale, there is no Default or Event of Default that sale or other disposition does not violate the applicable provisions of this Indenture, including without limitation Section 4.10 hereof, has occurred and is continuing. If such Guarantor ceases to be a Restricted Subsidiary is not released and relieved of Targa Resources Partners as a result of the sale or other disposition. Upon delivery by the Issuers to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect that such sale or other disposition was made by the Issuers in accordance with the provisions of this Indenture, including without limitation Section 4.10 hereof, and that such Guarantor has ceased to be a Restricted Subsidiary of Targa Resources Partners, the Trustee will execute any documents reasonably required in order to evidence the release of any Guarantor from its obligations under its Note Guarantee. (b) Upon designation Guarantee because a Default or Event of Default has occurred and is continuing immediately after giving effect to such sale, such Guarantor will be released and relieved of such obligations as soon thereafter as all Default and Events of Default have been waived or cured. If the Company designates any Restricted Subsidiary that is a Guarantor as an Unrestricted Subsidiary in accordance with the terms provisions of this Section 4.19 of the Indenture, such Guarantor will be released and relieved of any obligations under its Note Guarantee. (c) At such time as any Guarantor ceases to guarantee any other Indebtedness of an Issuer or another Guarantor, provided that, if it is also a Domestic Subsidiary, it is no longer an obligor with respect to any Indebtedness under any Credit Facility; provided, however, that if, at any time following such release, that Guarantor incurs a Guarantee under a Credit Facility, then such Guarantor shall be required to provide a Note Guarantee at such time. (d) Upon Legal or Covenant Defeasance in accordance with Article 8 hereof or satisfaction and discharge of this Indenture in accordance with Article 11 hereof, each Guarantor Restricted Subsidiary will be released and relieved of any obligations under its Note Guarantee. The Trustee shall execute any documents reasonably requested in order to evidence the release of any Guarantor, pursuant to the provisions of Section 12.05 of the Indenture, from its obligations under its Note Guarantee. (b) Any Guarantor not released from its obligations under its Note Guarantee as provided in this Section 10.05 will shall remain liable for the full amount of principal of and interest and premium and Liquidated Damages, if any, on the Notes and for the other obligations of any Guarantor under this the Indenture as provided in this Article 1012 of the Indenture.

Releases. The Note Guarantee of a Guarantor will be automatically and unconditionally released and discharged without the consent of any Holder: (a) In the event of in connection with any sale or other disposition of all or substantially all of the properties or property and assets of any Guarantor, such Guarantor (including by way of merger, consolidation or otherwise, or a sale or other disposition of Capital Stock of any Guarantor, in each case ) to a Person that is not (either before or after giving effect to such transactionstransaction) Targa Resources Partners the Issuer or a Restricted Subsidiary of Targa Resources Partnersthe Issuer, then if such Guarantor (in the event of a sale or other disposition, by way of merger, consolidation or otherwise, of Capital Stock of such Guarantor) or the Person acquiring the properties or assets (in the event of a sale or other disposition of all or substantially all of the properties or assets of such Guarantor) will be released and relieved of any obligations under its Note Guarantee; provided that sale or other disposition does not violate the applicable provisions of this Indenture, including without limitation Section 4.10 hereof, and 4.10; (b) in connection with any sale or other disposition of all of the Capital Stock of such Guarantor ceases to be a Person that is not (either before or after giving effect to such transaction) the Issuer or a Restricted Subsidiary of Targa Resources Partners the Issuer or any other sale, issuance or disposition of Capital Stock of such Guarantor that causes it to cease to be a Subsidiary of the Issuer, in each case, if such sale or other disposition does not violate the provisions of Section 4.10; (c) if the Issuer designates any Restricted Subsidiary that is a Guarantor to be an Unrestricted Subsidiary in accordance with Section 4.17; (d) if such Guarantor becomes a Foreign Subsidiary, an Immaterial Subsidiary or an Excluded Regulated Subsidiary; (e) if such Guarantor is released or discharged from (i) its obligations under its guarantee under the Senior Credit Facility or (ii) its guarantee of Indebtedness that resulted in the obligation of such Guarantor to provide a Note Guarantee if such Guarantor would not then otherwise be required to provide a Note Guarantee, except if a release or discharge is by or as a result of payment in connection with the sale enforcement of remedies under such other guarantee (it being understood that a release subject to a contingent reinstatement is still considered a release and, if any such other guarantee of such Guarantor is so reinstated, such Note Guarantee shall also be reinstated); (f) the merger, amalgamation or consolidation of such Guarantor with and into the Issuer or another Guarantor or upon the liquidation or dissolution of such Guarantor; provided that no Default or Event of Default shall occur as a result thereof or has occurred and is continuing; (g) upon Legal Defeasance or Covenant Defeasance in accordance with Article 8 or satisfaction and discharge of this Indenture in accordance with Article 12; or (h) in accordance with Article 9. Any Guarantor not released from its obligations under its Note Guarantee with the consent of the Holders as provided in Section 9.02 or as provided in this Section 11.05 will remain liable for the full amount of principal of and interest and premium, if any, on the Notes and for the other dispositionObligations of any Guarantor under this Indenture as provided in this Article 11. Upon delivery by the Issuers Issuer to the Trustee and the Collateral Agent, as applicable, of an Officers’ Officer’s Certificate and an Opinion of Counsel to the effect that such sale or other disposition was made by the Issuers release has occurred in accordance with the provisions of this Indenture, including without limitation Section 4.10 hereof, and that such Guarantor has ceased to be a Restricted Subsidiary of Targa Resources Partners, the Trustee will and the Collateral Agent, as applicable, shall execute any documents prepared by the Issuer reasonably required in order to evidence the release of any Guarantor from its obligations under its Note Guarantee. (b) Upon designation of any Guarantor as an Unrestricted Subsidiary in accordance with the terms of this Indenture, such Guarantor will be released and relieved of any obligations under its Note Guarantee. (c) At such time as any Guarantor ceases to guarantee any other Indebtedness of an Issuer or another Guarantor, provided that, if it is also a Domestic Subsidiary, it is no longer an obligor with respect to any Indebtedness under any Credit Facility; provided, however, that if, at any time following such release, that Guarantor incurs a Guarantee under a Credit Facility, then such Guarantor shall be required to provide a Note Guarantee at such time. (d) Upon Legal or Covenant Defeasance in accordance with Article 8 hereof or satisfaction and discharge of this Indenture in accordance with Article 11 hereof, each Guarantor will be released and relieved of any obligations under its Note Guarantee. Any Guarantor not released from its obligations under its Note Guarantee as provided in this Section 10.05 will remain liable for the full amount of principal of and interest and premium and Liquidated Damages, if any, on the Notes and for the other obligations of any Guarantor under this Indenture as provided in this Article 10.

Releases. (a) In the event of any sale or other disposition of all or substantially all of the properties or assets of any Guarantor, by way of merger, consolidation or otherwise, or a sale or other disposition of Capital Stock all of the capital stock of any Guarantor, in each case to a Person that is not (either before or after giving effect to such transactionstransaction) Targa Resources Partners or a Restricted Subsidiary of Targa Resources Partnersthe Company, then such Guarantor (in the event of a sale or other disposition, by way of merger, consolidation or otherwise, of all of the Capital Stock of such Guarantor) or the Person corporation acquiring the properties or assets property (in the event of a sale or other disposition of all or substantially all of the properties or assets of such Guarantor) will be released and relieved of any obligations under its Note Guarantee; provided that the Net Proceeds of such sale or other disposition does not violate are applied in accordance with the applicable provisions of this the Indenture, including without limitation Section Sections 3.09 and 4.10 hereof, and such Guarantor ceases to be a Restricted Subsidiary of Targa Resources Partners as a result of the sale or other dispositionIndenture. Upon delivery by the Issuers Company to the Trustee of an Officers’ ' Certificate and an Opinion of Counsel to the effect that such sale or other disposition was made by the Issuers Company in accordance with the provisions of this the Indenture, including without limitation Section Sections 3.09 and 4.10 hereof, and that such Guarantor has ceased to be a Restricted Subsidiary of Targa Resources Partnersthe Indenture, the Trustee will shall execute any documents reasonably required in order to evidence the release of any Guarantor from its obligations under its Note Guarantee. (b) Upon designation of If the Company designates any Restricted Subsidiary that is a Guarantor as an Unrestricted Subsidiary in accordance with the terms applicable provisions of this the Indenture, such Guarantor will be released and relieved of any obligations under its Note Guarantee. (c) At such time as The Guarantors will be released and relieved of any Guarantor ceases to guarantee obligations under their Note Guarantees upon any other Indebtedness legal defeasance in accordance with the terms of an Issuer or another Guarantor, provided that, if it is also a Domestic Subsidiary, it is no longer an obligor with respect to any Indebtedness under any Credit Facility; provided, however, that if, at any time following such release, that Guarantor incurs a Guarantee under a Credit Facility, then such Guarantor shall be required to provide a Note Guarantee at such timethis Indenture. (d) Upon Legal or Covenant Defeasance in accordance with Article 8 hereof or satisfaction and discharge of this Indenture in accordance with Article 11 hereof, each A Guarantor will be released and relieved of any obligations under its Note Guarantee. Guarantee if such Guarantor is or becomes a Receivables Subsidiary. (e) Any Guarantor not released from its obligations under its Note Guarantee as provided in this Section 10.05 will shall remain liable for the full amount of principal of and interest and premium and Liquidated Damages, if any, on the Notes and for the other obligations of any Guarantor under this the Indenture as provided in this Article 1011 of the Indenture.

Releases. (a) In the event of any sale or other disposition of all or substantially all of the properties or assets of any Guarantor, by way of merger, consolidation or otherwise, or a sale or other disposition of Capital Stock of any Guarantor, in each case to a Person that is not (either before or after giving effect to such transactionstransaction) Targa Resources Partners the Company or a Restricted Subsidiary of Targa Resources Partnersthe Company, then such Guarantor (in the event of a sale or other disposition, by way of merger, consolidation or otherwise, of Capital Stock of such Guarantor) or the Person acquiring the properties or assets (in the event of a sale or other disposition of all or substantially all of the properties or assets of such Guarantor) property will be released and relieved of any obligations under its Note Guarantee; provided that sale or other disposition such transaction does not violate the applicable provisions of this Indenture, including without limitation Section 4.10 hereof, and such Guarantor ceases to be a Restricted Subsidiary of Targa Resources Partners as a result of the sale or other disposition. Upon delivery by the Issuers Company to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect that such sale or other disposition was made by the Issuers Company in accordance with the provisions of this Indenture, including without limitation Section 4.10 hereof, and that such Guarantor has ceased to be a Restricted Subsidiary of Targa Resources Partners, the Trustee will execute any documents reasonably required requested by the Company or such Guarantor in order to evidence the release of any Guarantor from its obligations under its Note Guarantee. (b) In the event of any sale or other disposition of the Capital Stock of any Guarantor, to a Person that is not (either before or after giving effect to such transaction) the Company or a Restricted Subsidiary of the Company, then such Guarantor will be released and relieved of any obligations under its Note Guarantee; provided that (i) such transaction does not violate Section 4.10 hereof and (ii) such Guarantor ceases to be a Subsidiary of the Company as a result of such sale or other disposition. Upon delivery by the Company to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect that such sale or other disposition was made by the Company in accordance with Section 4.10 hereof, the Trustee will execute any documents reasonably requested by the Company or such Guarantor in order to evidence the release of any Guarantor from its obligations under its Note Guarantee. (c) Upon designation of any Guarantor as an Unrestricted Subsidiary in accordance with the terms of this Indenture, such Guarantor will be released and relieved of any obligations under its Note Guarantee. (c) At such time as any Guarantor ceases to guarantee any other Indebtedness of an Issuer or another Guarantor, provided that, if it is also a Domestic Subsidiary, it is no longer an obligor with respect to any Indebtedness under any Credit Facility; provided, however, that if, at any time following such release, that Guarantor incurs a Guarantee under a Credit Facility, then such Guarantor shall be required to provide a Note Guarantee at such time. (d) Upon Legal Defeasance or Covenant Defeasance in accordance with Article 8 hereof or satisfaction and discharge of this Indenture in accordance with Article 11 hereof, each Guarantor will be released and relieved of any obligations under its Note Guarantee. (e) Upon the liquidation or dissolution of a Guarantor; provided that no Default or Event of Default has occurred and is continuing, such Guarantor will be released and relieved of any obligations under its Note Guarantee. Any Guarantor not released from its obligations under its Note Guarantee as provided in this Section 10.05 will remain liable for the full amount of principal of and interest and premium and Liquidated Damagespremium, if any, on the Notes and for the other obligations of any Guarantor under this Indenture as provided in this Article 10.

Releases. The Note Guarantee of any Guarantor, and the Collateral Agent’s and Israeli Security Trustee’s Lien on the Collateral of such Guarantor, will be released: (a) In the event of in connection with any sale or other disposition of all or substantially all all, of the properties or assets of any Guarantor, a Guarantor (including by way of merger, consolidation merger or otherwise, consolidation) to such Person that is not (either before or after giving effect to such transaction) the Company or a Subsidiary if the sale or other disposition does not violate Section 4.14 (for the avoidance of doubt, it is understood that the acquiror of such assets only shall be released from the Note Guarantee and not the seller or other transferor of such assets); (b) in connection with any sale or other disposition of Capital Stock of any Guarantor, in each case that Guarantor to a Person that is not (either before or after giving effect to such transactionstransaction) Targa Resources Partners the Company or a Restricted Subsidiary of Targa Resources PartnersSubsidiary, then such Guarantor (in if the event of a sale or other disposition, by way of merger, consolidation or otherwise, of Capital Stock of such Guarantor) or the Person acquiring the properties or assets (in the event of a sale or other disposition of all or substantially all of the properties or assets of such Guarantor) will be released and relieved of any obligations under its Note Guarantee; provided that sale or other disposition does not violate Section 4.14 and the applicable provisions of this Indenture, including without limitation Section 4.10 hereof, and such Guarantor ceases to be a Restricted Subsidiary of Targa Resources Partners the Company as a result of the sale or other disposition; or (c) upon the liquidation or dissolution of such Guarantor following the transfer of all of its assets to the Company or another Guarantor. Notwithstanding the foregoing, no Guarantor shall be released from its Note Guarantee for so long as such Guarantor guarantees, is an obligor of, or provides credit support for, any Indebtedness of the Company or its Restricted Subsidiaries. If the Note Guarantee of any Guarantor is released, the Company shall deliver to the Trustee and the Collateral Agent an Officers’ Certificate stating the identity of the released Guarantor, the basis for release in reasonable detail and that such release complies with this Indenture. Upon delivery by the Issuers Company to the Trustee and the Collateral Agent of an Officers’ Certificate and an Opinion of Counsel to the effect that such sale or other disposition was made by the Issuers conditions of any of clauses (a) through (c) of this Section 12.05 have been met with respect to a Guarantor in accordance with the provisions of this Indenture, including without limitation limitation, in the case of Section 4.10 12.05(a) hereof, and that such Guarantor has ceased to be a Restricted Subsidiary of Targa Resources PartnersSection 4.14 hereof, the Trustee and the Collateral Agent, as applicable, will execute any documents reasonably required requested by the Company and such Guarantor in order to evidence the release of any such Guarantor from its obligations under its Note Guarantee. (b) Upon designation of any Guarantor as an Unrestricted Subsidiary in accordance with the terms of this Indenture, such Guarantor will be released and relieved of any obligations under its Note Guarantee. (c) At such time as any Guarantor ceases to guarantee any other Indebtedness of an Issuer or another Guarantor, provided that, if it is also a Domestic Subsidiary, it is no longer an obligor with respect to any Indebtedness under any Credit Facility; provided, however, that if, at any time following such release, that Guarantor incurs a Guarantee under a Credit Facility, then such Guarantor shall be required to provide a Note Guarantee at such time. (d) Upon Legal or Covenant Defeasance in accordance with Article 8 hereof or satisfaction and discharge of this Indenture in accordance with Article 11 hereof, each Guarantor will be released and relieved of any obligations under its Note Guarantee. Any Guarantor not released from its obligations under its Note Guarantee as provided in this Section 10.05 12.05 will remain liable for the full amount of principal of and interest and premium and Liquidated Damagespremium, if any, on the Notes and for the other obligations of any Guarantor under this Indenture as provided in this Article 1012.

Releases. (a) In the event of any sale or other disposition of all or substantially all of the properties or assets of any Guarantor, by way of merger, consolidation or otherwise, or a sale or other disposition of all of the Capital Stock of any Guarantor, in each case to a Person that is not (either before or after giving effect to such transactions) Targa Resources Partners Sunoco LP or a Restricted Subsidiary of Targa Resources PartnersSunoco LP, then such Guarantor (in the event of a sale or other disposition, by way of merger, consolidation or otherwise, of all of the Capital Stock of such Guarantor) or the Person acquiring the properties or assets (in the event of a sale or other disposition of all or substantially all of the properties or assets of such Guarantor) will be released and relieved of any obligations under its Note Guarantee; provided that such sale or other disposition does not violate the applicable provisions of this Indenture, including without limitation Section 4.10 hereof, and such Guarantor ceases to be a Restricted Subsidiary of Targa Resources Partners as a result of the sale or other disposition. Upon delivery by the Issuers to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect that such sale or other disposition was made by the Issuers in accordance with the provisions of this Indenture, including without limitation Section 4.10 hereof, and that such Guarantor has ceased to be a Restricted Subsidiary of Targa Resources Partners, the Trustee will execute any documents reasonably required in order to evidence the release of any Guarantor from its obligations under its Note Guarantee. (b) Upon designation of any Guarantor as an Unrestricted Subsidiary in accordance with the terms of this Indenture, such Guarantor will be released and relieved of any obligations under its Note Guarantee. (c) At such time as any Guarantor ceases to guarantee any other Indebtedness of an Issuer or another Guarantor, such Guarantor will be released and relieved of any obligations under its Note Guarantee; provided that, if it is also a Domestic Subsidiary, it is no longer an obligor with respect to any Indebtedness under any Credit Facility; provided, however, that if, at any time following such release, that Guarantor incurs a Guarantee guarantee under a Credit Facility, then such Guarantor shall be required to provide a Note Guarantee at such time. (d) Upon Legal or Covenant Defeasance in accordance with Article 8 hereof or satisfaction and discharge of this Indenture in accordance with Article 11 hereof, each Guarantor will be released and relieved of any obligations under its Note Guarantee. (e) Upon the first day on which the Notes achieve an Investment Grade Rating, each Guarantor will be released and relieved of any obligations under its Note Guarantee. Any Guarantor not released from its obligations under its Note Guarantee as provided in this Section 10.05 will remain liable for the full amount of principal of and interest and premium and Liquidated DamagesAdditional Interest, if any, on the Notes and for the other obligations of any Guarantor under this Indenture as provided in this Article 10.

Releases. (a) In If, in connection with: (i) the event exercise of the Senior Collateral Agent’s remedies in respect of the Collateral provided for in Section 3.1 hereof, including any sale sale, lease, exchange, transfer or other disposition of all or substantially all any such Collateral (any of the properties or assets of foregoing, a “Remedial Action”); (ii) any Guarantorsale, by way of mergerlease, consolidation or otherwiseexchange, or a sale transfer or other disposition (any of Capital Stock the foregoing, a “Disposition”) of any GuarantorCollateral permitted under the terms of the Senior Loan Documents (whether or not an “event of default” thereunder or under any First Lien Last Out Note Documents has occurred and is continuing); or (iii) any agreement (not contravening the Senior Loan Documents) between the Senior Collateral Agent and the Parent Borrower or any other Grantor (x) to release the Senior Collateral Agent’s Lien on any portion of the Collateral (other than in connection with, or in each case anticipation of, a Discharge of Senior Credit Agreement Obligations or a Discharge of Senior Obligations) or (y) to release any Grantor from its obligations under its guaranty of the Senior Obligations (other than in connection with, or in anticipation of, a Person Discharge of Senior Credit Agreement Obligations or a Discharge of Senior Obligations); there occurs the release by the Senior Collateral Agent, acting on its own or at the direction of the Required Senior Creditors, of any of its Liens on any part of the Collateral, or of any Grantor from its obligations under its guaranty of the Senior Obligations, then the Liens, if any, of the First Lien Last Out Collateral Agent, for itself and for the benefit of the First Lien Last Out Creditors, on such Collateral, and the obligations of such Grantor under its guaranty of the First Lien Last Out Obligations, shall be automatically, unconditionally and simultaneously released, and the First Lien Last Out Collateral Agent, for itself or on behalf of any such First Lien Last Out Creditors, promptly shall execute and deliver to the Senior Collateral Agent or such Grantor such termination statements, releases and other documents as Senior Collateral Agent or such Grantor may request to effectively confirm such release; provided however that is not if an “event of default” then exists under the First Lien Last Out Note Indenture and the Discharge of Senior Obligations occurs concurrently with any such release, the First Lien Last Out Collateral Agent (either before on behalf of the First Lien Last Out Creditors) shall be entitled to receive the residual cash or cash equivalents (if any) remaining after giving effect to such transactions) Targa Resources Partners or a Restricted Subsidiary release and the Discharge of Targa Resources Partners, then such Guarantor (in the event of a sale or other disposition, by way of merger, consolidation or otherwise, of Capital Stock of such Guarantor) or the Person acquiring the properties or assets (in the event of a sale or other disposition of all or substantially all of the properties or assets of such Guarantor) will be released and relieved of any obligations under its Note Guarantee; provided that sale or other disposition does not violate the applicable provisions of this Indenture, including without limitation Section 4.10 hereof, and such Guarantor ceases to be a Restricted Subsidiary of Targa Resources Partners as a result of the sale or other disposition. Upon delivery by the Issuers to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect that such sale or other disposition was made by the Issuers in accordance with the provisions of this Indenture, including without limitation Section 4.10 hereof, and that such Guarantor has ceased to be a Restricted Subsidiary of Targa Resources Partners, the Trustee will execute any documents reasonably required in order to evidence the release of any Guarantor from its obligations under its Note GuaranteeSenior Obligations. (b) Upon designation Until the Discharge of Senior Obligations occurs, the First Lien Last Out Collateral Agent, for itself and on behalf of the First Lien Last Out Creditors, hereby irrevocably constitutes and appoints the Senior Collateral Agent and any Guarantor officer or agent of the Senior Collateral Agent, with full power of substitution, as an Unrestricted Subsidiary its true and lawful attorney-in-fact with full irrevocable power and authority in accordance with the place and stead of the First Lien Last Out Collateral Agent or such other First Lien Last Out Creditor or in the Senior Collateral Agent’s own name, from time to time in the Senior Collateral Agent’s discretion, for the purpose of carrying out the terms of this IndentureSection 5.1, such Guarantor will to take any and all appropriate action and to execute any and all documents and instruments which may be released and relieved necessary or desirable to accomplish the purposes of this Section 5.1, including any obligations under its Note Guaranteeendorsements or other instruments of transfer or release. (c) At such time as If, prior to the Discharge of Senior Obligations, a subordination of the Senior Collateral Agent’s Lien on any Guarantor ceases Collateral is permitted (or in good faith believed by the Senior Collateral Agent to guarantee any other Indebtedness of an Issuer or be permitted) under the Senior Credit Agreement to another GuarantorLien permitted under the Senior Credit Agreement (a “Priority Lien”), provided that, if it then the Senior Collateral Agent is also authorized to execute and deliver a Domestic Subsidiary, it is no longer an obligor subordination agreement with respect thereto in form and substance satisfactory to any Indebtedness under any Credit Facility; providedit, howeverand the First Lien Last Out Collateral Agent, that iffor itself and on behalf of the First Lien Last Out Creditors, at any time following shall promptly execute and deliver to such release, that Guarantor incurs a Guarantee under a Credit Facility, then Senior Collateral Agent or the relevant Grantor an identical subordination agreement subordinating the Liens of the First Lien Last Out Collateral Agent for the benefit of the First Lien Last Out Creditors to such Guarantor shall be required to provide a Note Guarantee at such timePriority Lien. (d) Upon Legal Unless the Lien of the First Lien Last Out Collateral Agent on such Collateral shall has been or Covenant Defeasance concurrently is released, after the occurrence of the Discharge of Senior Obligations, the Senior Collateral Agent and the Grantors shall at the request of the First Lien Last Out Collateral Agent have each control agreement assigned to the First Lien Last Out Collateral Agent or otherwise have control of all Control Accounts to be transferred to the First Lien Last Out Collateral Agent, in accordance with Article 8 hereof or satisfaction and discharge each case, to the extent that the First Lien Last Out Security Documents would entitle the First Lien Last Out Collateral Agent to have control over Control Accounts. (e) For purposes of this Indenture in accordance with Article 11 hereofSection 5.01, each Guarantor will be released and relieved of any obligations under its Note Guarantee. Any Guarantor not released from its obligations under its Note Guarantee as provided in this Section 10.05 will remain liable security for the payment and performance in full amount of principal all the First Lien Last Out Obligations each Grantor hereby grants to the Senior Collateral Agent for the benefit of the First Lien Last Out Collateral Agent and the other First Lien Last Out Creditors a Lien on and security interest in all of the right, title and interest of such Grantor, in and premium to and Liquidated Damagesunder the Control Accounts and the cash, if anyfunds, checks, notes, “securities entitlements” (as such terms are defined in the UCC), instruments and other assets from time to time on the Notes deposit in any Control Account, wherever located and for the other obligations of any Guarantor under this Indenture as provided in this Article 10whether now existing or hereafter arising or acquired from time to time.

Releases. (a) In the event The Guarantee of a Guarantor will be released: (1) in connection with any sale or other disposition of all or substantially all of the properties or assets of any Guarantor, that Guarantor (including by way of merger, consolidation merger or otherwise, or a sale or other disposition of Capital Stock of any Guarantor, in each case consolidation) to a Person that is not (either before or after giving effect to such transactionstransaction) Targa Resources Partners the Company or a Restricted Subsidiary of Targa Resources Partnersthe Company, then such Guarantor (in if the event of a sale or other disposition, disposition is not prohibited by way of merger, consolidation or otherwise, of Capital Stock of such GuarantorSection 4.10 hereof; (2) or the Person acquiring the properties or assets (in the event of a connection with any sale or other disposition of all Capital Stock of that Guarantor to a Person that is not (either before or substantially all after giving effect to such transaction) the Company or a Subsidiary of the properties Company, if after such sale or assets of disposition such Guarantor) will be released Guarantor is no longer a Restricted Subsidiary and relieved of any obligations under its Note Guarantee; provided that the sale or other disposition does is not violate the applicable provisions of this Indenture, including without limitation prohibited by Section 4.10 hereof, ; (3) if the Company designates any Restricted Subsidiary that is a Guarantor as an Unrestricted Subsidiary in accordance with Section 4.17 hereof; (4) upon Legal Defeasance or Covenant Defeasance in accordance with Article 8 hereof or satisfaction and discharge of this Indenture in accordance with Article 11 hereof; (5) if such Guarantor ceases to be a Restricted Subsidiary of Targa Resources Partners as a result guarantee Indebtedness of the sale or Company under a Credit Facility; or (6) as provided in the Intercreditor Agreement. (b) Any Guarantor not released from its obligations under its Guarantee as provided in this Section 11.11 hereof will remain liable for the full amount of principal of and interest and premium and Additional Interest, if any, on the Notes and for the other disposition. obligations of any Guarantor under this Indenture as provided in this Article 11. (c) Upon delivery by the Issuers to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect that such sale or other disposition was made by the Issuers in accordance with the provisions of this Indenturehereof, including without limitation Section 4.10 hereof, and that such Guarantor has ceased to be a Restricted Subsidiary of Targa Resources Partners, the Trustee will execute any documents reasonably required in order to evidence the release of any Guarantor from its obligations under its Note Guarantee. (b) Upon designation of any Guarantor as an Unrestricted Subsidiary in accordance with the terms of this Indenture, such Guarantor will be released and relieved of any obligations under its Note Guarantee. (c) At such time as any Guarantor ceases to guarantee any other Indebtedness of an Issuer or another Guarantor, provided that, if it is also a Domestic Subsidiary, it is no longer an obligor with respect to any Indebtedness under any Credit Facility; provided, however, that if, at any time following such release, that Guarantor incurs a Guarantee under a Credit Facility, then such Guarantor shall be required to provide a Note Guarantee at such time. (d) Upon Legal or Covenant Defeasance in accordance with Article 8 hereof or satisfaction and discharge of this Indenture in accordance with Article 11 hereof, each Guarantor will be released and relieved of any obligations under its Note Guarantee. Any Guarantor not released from its obligations under its Note Guarantee as provided in this Section 10.05 will remain liable for the full amount of principal of and interest and premium and Liquidated Damages, if any, on the Notes and for the other obligations of any Guarantor under this Indenture as provided in this Article 10.

Releases. (a) In the event of any sale or other disposition of all or substantially all of the properties or assets of any Guarantor, by way of merger, consolidation or otherwise, or a sale or other disposition of Capital Stock of any Guarantor, in each case to a Person that is not (either before or after giving effect to such transactions) Targa Resources Partners or a Restricted Subsidiary of Targa Resources Partners, then such Guarantor (in the event The Note Guarantee of a sale or Subsidiary Guarantor and its other disposition, by way of merger, consolidation or otherwise, of Capital Stock of such Guarantorobligations under this Indenture will automatically terminate and be released: (1) or the Person acquiring the properties or assets (in the event of upon a sale or other disposition of all or substantially all of the properties or assets of that Subsidiary Guarantor, by way of merger, consolidation or otherwise, to a Person that is not (either before or after giving effect to such Guarantortransaction) will be released and relieved Parent, either of any obligations under its Note Guarantee; provided that the Issuers or a Restricted Subsidiary of Parent, if the sale or other disposition does not violate Section 4.09 hereof; (2) upon a sale or other disposition of the applicable provisions Capital Stock of this Indenturethat Subsidiary Guarantor (by way of merger, including without limitation consolidation or otherwise) to a Person that is not (either before or after giving effect to such transaction) Parent, either of the Issuers or a Restricted Subsidiary of Parent, if the sale or other disposition does not violate Section 4.10 hereof, 4.09 hereof and such the Subsidiary Guarantor ceases to be a Restricted Subsidiary of Targa Resources Partners as a result of the sale or other disposition. Upon delivery by ; (3) upon the Issuers to designation of the Trustee of Subsidiary Guarantor as an Officers’ Certificate and an Opinion of Counsel to the effect that such sale or other disposition was made by the Issuers Unrestricted Subsidiary in accordance with the applicable provisions of this Indenture; (4) upon a liquidation or dissolution of such Subsidiary Guarantor; (5) upon the Subsidiary Guarantor consolidating with, merging into or transferring all of its properties or assets to the Operating Partnership or another Guarantor, and as a result of, or in connection with, such transaction such Subsidiary Guarantor dissolves or otherwise ceases to exist; (6) upon Legal Defeasance, Covenant Defeasance or satisfaction and discharge of this Indenture in accordance with Article 8 or Article 11 hereof; or (7) at such time as such Subsidiary Guarantor does not Guarantee any Indebtedness of the Issuers or any Guarantor under any Credit Facility or other Capital Markets Indebtedness. The Note Guarantee of Parent will automatically terminate and be released upon such time as (a) Parent is no longer a guarantor, borrower or obligor, including without limitation Section 4.10 by release or discharge, under any Credit Facility or other Capital Markets Indebtedness or (b) Legal Defeasance, Covenant Defeasance or satisfaction and discharge of this Indenture in accordance with Article 8 or Article 11 hereof, . At the written request and that such Guarantor has ceased to be a Restricted Subsidiary expense of Targa Resources Partnersany Issuer, the Trustee will shall execute any documents reasonably required in order to evidence the release of any a Guarantor from its obligations under its Note Guarantee. (b) Upon designation of any Guarantor as an Unrestricted Subsidiary in accordance with the terms of this Indenture, such Guarantor will be released and relieved of any obligations under its Note Guarantee. (c) At such time as any Guarantor ceases to guarantee any other Indebtedness of an Issuer or another Guarantor, provided that, if it is also a Domestic Subsidiary, it is no longer an obligor with respect to any Indebtedness under any Credit Facility; provided, however, that if, at any time following such release, that Guarantor incurs a Guarantee under a Credit Facility, then such Guarantor shall be required to provide a Note Guarantee at such time. (d) Upon Legal or Covenant Defeasance in accordance with Article 8 hereof or satisfaction and discharge of this Indenture in accordance with Article 11 hereof, each Guarantor will be released and relieved of any obligations under its Note Guarantee. Any Guarantor not released from its obligations under its Note Guarantee as provided in this Section 10.05 will remain liable for the full amount of principal of and interest and premium and Liquidated Damages, if any, on the Notes and for the other obligations of any Guarantor under this Indenture as provided in this Article 10.

Releases. (a) In Concurrently with any sale of assets (including, if applicable, all of the Capital Stock of a Guarantor), all Liens, if any, in favor of the Trustee in the assets sold thereby shall be released; provided that in the event of any an Asset Sale, the Net Proceeds from such sale or other disposition are treated in accordance with the provisions of Section 4.10 of this Indenture (it being understood that only such portion of the Net Proceeds as is required to be applied on or before the date of such sale or other disposition in accordance with the terms of this Indenture needs to be applied in accordance therewith at such time). If the assets sold in such sale or other disposition include all or substantially all of the properties or assets of any Guarantor, by way a Guarantor or all of merger, consolidation or otherwise, or a sale or other disposition of the Capital Stock of any a Guarantor, in each case to a Person that is not (either before or after giving effect to such transactions) Targa Resources Partners or a Restricted Subsidiary of Targa Resources Partners, then such the Guarantor (in the event of a sale or other disposition, by way disposition of merger, consolidation or otherwise, all of the Capital Stock of such Guarantor) or the Person acquiring the properties or assets property (in the event of a sale or other disposition of all or substantially all of the properties or assets of such Guarantor) will shall be released from and relieved of any its obligations under this Indenture and its Note GuaranteeGuarantee made pursuant hereto; provided that in the event of an Asset Sale, the Net Proceeds from such sale or other disposition does not violate are treated in accordance with the applicable provisions of this Indenture, including without limitation Section 4.10 hereof, and of this Indenture (it being understood that only 77 such Guarantor ceases portion of the Net Proceeds as is required to be a Restricted Subsidiary applied on or before the date of Targa Resources Partners as a result of the such sale or other dispositiondisposition in accordance with the terms of this Indenture needs to be applied in accordance therewith at such time). Upon delivery by the Issuers Company to the Trustee of an Officers’ ' Certificate and an Opinion of Counsel to the effect that such sale or other disposition was made by the Issuers Company or the Guarantor, as the case may be, in accordance with the provisions of this Indenture, including, without limitation, Section 4.10 of this Indenture, the Trustee shall execute any documents reasonably required in order to evidence the release of the Guarantor from its obligations under this Indenture and its Guarantee made pursuant hereto. If the Guarantor is not released from its obligations under its Guarantee, it shall remain liable for the full amount of principal of and interest and Additional Interest, if any, on the Notes and for the other obligations of such Guarantor under this Indenture. (b) Upon the designation of a Guarantor as an Unrestricted Subsidiary in accordance with the terms of this Indenture or upon the release of a Guarantor from its Guarantees of, and all pledges and security interests granted in connection with, all other Indebtedness of the Company or any of their Restricted Subsidiaries, such Guarantor shall be released and relieved of its obligations under this Indenture. Upon delivery by the Company to the Trustee of an Officers' Certificate and an Opinion of Counsel to the effect that such designation of such Guarantor as an Unrestricted Subsidiary was made by the Company in accordance with the provisions of this Indenture, including without limitation Section 4.10 4.07 hereof, and that such Guarantor has ceased to be a Restricted Subsidiary of Targa Resources Partners, the Trustee will shall execute any documents reasonably required in order to evidence the release of any such Guarantor from its obligations under its Note Guarantee. (b) Upon designation of any Guarantor as an Unrestricted Subsidiary in accordance with the terms of this Indenture, such Guarantor will be released and relieved of any obligations under its Note Guarantee. (c) At such time as any Guarantor ceases to guarantee any other Indebtedness of an Issuer or another Guarantor, provided that, if it is also a Domestic Subsidiary, it is no longer an obligor with respect to any Indebtedness under any Credit Facility; provided, however, that if, at any time following such release, that Guarantor incurs a Guarantee under a Credit Facility, then such Guarantor shall be required to provide a Note Guarantee at such time. (d) Upon Legal or Covenant Defeasance in accordance with Article 8 hereof or satisfaction and discharge of this Indenture in accordance with Article 11 hereof, each Guarantor will be released and relieved of any obligations under its Note Guarantee. Any Guarantor not released from its obligations under its Note Guarantee as provided in this Section 10.05 will shall remain liable for the full amount of principal of and interest and premium and Liquidated Damages, if any, on the Notes and for the other obligations of any Guarantor under this Indenture as provided in this Article 10. (c) Each Guarantor shall be released and relieved of its obligations under this Indenture in accordance with, and subject to, Section 4.18 hereof.

Releases. The Guarantee of any Guarantor will be automatically released: (a) In the event of in connection with any sale or other disposition of all or substantially all of the properties or assets of any Guarantor, by way of merger, consolidation or otherwise, or a sale or other disposition of Capital Stock of any Guarantor, in each case to a Person that is not (either before or after giving effect to such transactions) Targa Resources Partners or a Restricted Subsidiary of Targa Resources Partners, then such Guarantor (in the event of a sale or other disposition, by way of merger, consolidation or otherwise, of Capital Stock of such Guarantor) or the Person acquiring the properties or assets (in the event of a sale or other disposition of all or substantially all of the properties or assets of a Guarantor (including by way of merger or consolidation) to such Guarantor) will be released and relieved of any obligations under its Note Guarantee; provided Person that is not the Company or a Guarantor if the sale or other disposition does not violate the applicable other provisions of this Indenture, including without limitation Section 4.10 hereof; or (b) upon the liquidation or dissolution of such Guarantor following the transfer of all of its assets to the Company or another Guarantor as permitted hereunder. If the Guarantee of any Guarantor or all or substantially all of the assets of a Guarantor or the Capital Stock of any Guarantor are sold or disposed of in the manner described in clauses (a) or (b) above, and such Guarantor ceases is released, the Company shall deliver to be a Restricted Subsidiary of Targa Resources Partners as a result the Trustee an Officers’ Certificate stating and certifying the identity of the sale or other dispositionreleased Guarantor, the basis for release in reasonable detail and that such release complies with this Indenture. Upon delivery by the Issuers Company to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect that such sale the conditions of any of clauses (a) or other disposition was made by the Issuers (b) of this Section 13.05 have been met with respect to a Guarantor in accordance with the provisions of this Indenture, including without limitation Section 4.10 hereof, and that such Guarantor has ceased to be a Restricted Subsidiary of Targa Resources Partners, the Trustee will execute any documents reasonably required requested that are necessary or advisable in order to evidence the release of any such Guarantor from its obligations under its Note Guarantee. (b) Upon designation of any Guarantor as an Unrestricted Subsidiary in accordance with the terms of this Indenture, such Guarantor will be released and relieved of any obligations under its Note Guarantee. (c) At such time as any Guarantor ceases to guarantee any other Indebtedness of an Issuer or another Guarantor, provided that, if it is also a Domestic Subsidiary, it is no longer an obligor with respect to any Indebtedness under any Credit Facility; provided, however, that if, at any time following such release, that Guarantor incurs a Guarantee under a Credit Facility, then such Guarantor shall be required to provide a Note Guarantee at such time. (d) Upon Legal or Covenant Defeasance in accordance with Article 8 hereof or satisfaction and discharge of this Indenture in accordance with Article 11 hereof, each Guarantor will be released and relieved of any obligations under its Note Guarantee. Any Guarantor not released from its obligations under its Note Guarantee as provided in this Section 10.05 13.05 will remain liable for the full amount of principal of and interest and premium and Liquidated Damagespremium, if any, on the Notes and for the other obligations (including the Note Obligations) of any Guarantor under this Indenture as provided in this Article 10XIII notwithstanding the release of any other Guarantor.

Releases. (a) In the event of any sale or other disposition of all or substantially all of the properties or assets of any Guarantor, by way of merger, amalgamation, consolidation or otherwise, or a sale or other disposition of Capital Stock of any Guarantor, in each case to a Person that is not (either before or after giving effect to such transactionstransaction) Targa Resources Partners the Company or a Restricted Subsidiary of Targa Resources Partnersthe Company, if the sale or other disposition does not violate Section 4.10 hereof then such Guarantor the corporation acquiring the property will be released and relieved of any obligations under the applicable Note Guarantee; (in b) In the event of any sale or other disposition of Capital Stock of any Guarantor to a Person that is not (either before or after giving effect to such transaction) the Company or a Restricted Subsidiary of the Company, if the sale or other disposition does not violate Section 4.10 hereof and the Guarantor ceases to be a Restricted Subsidiary of the Company as a result of the sale or other disposition, by way of merger, consolidation or otherwise, of Capital Stock of then such Guarantor) or the Person acquiring the properties or assets (in the event of a sale or other disposition of all or substantially all of the properties or assets of such Guarantor) Guarantor will be released and relieved of any obligations under its Note GuaranteeGuarantees; provided provided, in both cases, that the Net Proceeds of such sale or other disposition does not violate the applicable provisions of this Indenture, including without limitation are applied in accordance with Section 4.10 hereof, and such Guarantor ceases to be a Restricted Subsidiary of Targa Resources Partners as a result of the sale or other disposition. Upon delivery by the Issuers applicable Issuer to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect that such sale or other disposition was made by the Issuers Guarantor in accordance with the provisions of this Indenture, including without limitation Section 4.10 hereof, and that such Guarantor has ceased to be a Restricted Subsidiary of Targa Resources Partners, the Trustee will execute any documents reasonably required in order to evidence the release of any the Guarantor from its obligations under its Note GuaranteeGuarantees. (bc) Upon designation of any Restricted Subsidiary that is a Guarantor as an Unrestricted Subsidiary in accordance with the terms of this Indenture, such Guarantor will be released and relieved of any obligations under its Note Guarantee. (c) At such time as any Guarantor ceases to guarantee any other Indebtedness of an Issuer or another Guarantor, provided that, if it is also a Domestic Subsidiary, it is no longer an obligor with respect to any Indebtedness under any Credit Facility; provided, however, that if, at any time following such release, that Guarantor incurs a Guarantee under a Credit Facility, then such Guarantor shall be required to provide a Note Guarantee at such timeGuarantees. (d) Upon Legal Defeasance or Covenant Defeasance in accordance with Article 8 hereof or satisfaction and discharge of this Indenture in accordance with Article 11 hereof, each Guarantor will be released and relieved of any obligations under its Note GuaranteeGuarantees. (e) Immediately prior to and in connection with a Qualified MLP IPO and the MLP Formation Transactions, each of Xxxxx Holdings I and Xxxxx Holdings II will be released and relieved of any obligations under its Note Guarantees. Any Guarantor not released from its obligations under its Note Guarantee as provided in this Section 10.05 10.06 will remain liable for the full amount of principal of of, premium on, if any, and interest and premium and Liquidated Damagesinterest, if any, on the applicable Notes and for the other obligations of any such Guarantor under this Indenture as provided in this Article 10.

Releases. (a) In the event of any sale or other disposition of all or substantially all of the properties or assets of any Guarantor, by way of merger, consolidation or otherwise, or a sale or other disposition of all of the Capital Stock of any Guarantor, in each case to a Person that is not (either before or after giving effect to such transactions) Targa Resources Partners the Company or a Restricted Subsidiary of Targa Resources Partnersthe Company, then such Guarantor (in the event of a sale or other disposition, by way of merger, consolidation or otherwise, of all of the Capital Stock of such Guarantor) or the Person acquiring the properties or assets property (in the event of a sale or other disposition of all or substantially all of the properties or assets of such Guarantor) will be released and relieved of any obligations under its Note Guarantee; provided that the Net Proceeds of such sale or other disposition does not violate are applied in accordance with the applicable provisions of this Indenture, including without limitation Section 4.10 hereof, and such Guarantor ceases to be a Restricted Subsidiary of Targa Resources Partners as a result of the sale or other disposition. Upon delivery by the Issuers Company to the Trustee of an Officers’ ' Certificate and an Opinion of Counsel to the effect that such sale or other disposition was made by the Issuers Company in accordance with the provisions of this Indenture, including without limitation Section 4.10 hereof, and that such Guarantor has ceased to be a Restricted Subsidiary of Targa Resources Partners, the Trustee will execute any documents reasonably required in order to evidence the release of any Guarantor from its obligations under its Note Guarantee. (b) Upon designation of any Guarantor as an Unrestricted Subsidiary in accordance with the terms of this Indenture, such Guarantor will be released and relieved of any obligations under its Note Guarantee. (c) At such time as any Guarantor ceases to guarantee any other Indebtedness of an Issuer or another Guarantor, provided that, if it is also a Domestic Subsidiary, it is no longer an obligor with respect to any Indebtedness under any Credit Facility; provided, however, that if, at any time following such release, that Guarantor incurs a Guarantee under a Credit Facility, then such Guarantor shall be required to provide a Note Guarantee at such time. (d) Upon Legal Defeasance or Covenant Defeasance in accordance with Article 8 hereof or satisfaction and discharge of this Indenture in accordance with Article 11 12 hereof, each Guarantor will be released and relieved of any obligations under its Note Guarantee. Any Guarantor not released from its obligations under its Note Guarantee as provided in this Section 10.05 11.06 will remain liable for the full amount of principal of and interest and premium and Liquidated Damages, if any, on the Notes and for the other obligations of any Guarantor under this Indenture as provided in this Article 1011.

Releases. The Note Guarantee of a Guarantor shall be released: (a) In the event of in connection with any sale or other disposition of all or substantially all of the properties or assets of any that Guarantor, by way of merger, consolidation or otherwise, or a sale or other disposition of Capital Stock of any Guarantor, in each case to a Person that is not (either before or after giving effect to such transactionstransaction) Targa Resources Partners the Company or a Restricted Subsidiary of Targa Resources Partnersthe Company, then such Guarantor (in if the event of a sale or other disposition, by way of merger, consolidation or otherwise, of Capital Stock of such Guarantor) or the Person acquiring the properties or assets (in the event of a sale or other disposition of all or substantially all of the properties or assets of such Guarantor) will be released and relieved of any obligations under its Note Guarantee; provided that sale or other disposition does not violate the applicable provisions of this Indenture, including without limitation Section 4.10 hereof; (b) in connection with any sale or other disposition of Capital Stock of that Guarantor to a Person that is not (either before or after giving effect to such transaction) the Company or a Restricted Subsidiary of the Company, if the sale or other disposition does not violate Section 4.10 hereof and such Guarantor ceases to be a Restricted Subsidiary of Targa Resources Partners the Company as a result of the sale or other disposition. Upon delivery by the Issuers to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect that such sale or other disposition was made by the Issuers in accordance with the provisions of this Indenture, including without limitation Section 4.10 hereof, and that such Guarantor has ceased to be a Restricted Subsidiary of Targa Resources Partners, the Trustee will execute any documents reasonably required in order to evidence the release of any Guarantor from its obligations under its Note Guarantee.; (bc) Upon upon designation of any Restricted Subsidiary that is a Guarantor as an Unrestricted Subsidiary in accordance with the terms of this Indenture, ; (d) upon Legal Defeasance or Covenant Defeasance in accordance with Article VIII hereof or satisfaction and discharge of this Indenture in accordance with Article XI hereof; (e) upon the liquidation or dissolution of such Guarantor will be released and relieved provided no Default or Event of any obligations under its Note Guarantee.Default has occurred that is continuing; (cf) At at such time as any such Guarantor ceases both (a) to guarantee Guarantee any other Indebtedness of an Issuer or another Guarantor, provided that, if it is also either of the Issuers and any Indebtedness of any other Guarantor (except as a Domestic Subsidiary, it is no longer result of payment under any such other Guarantee) and (b) to be an obligor with respect to any Indebtedness under any Credit Facility; provided, however, that if, at any time following such release, that Guarantor incurs a Guarantee under a Credit Facility, then or (g) upon such Guarantor shall be required consolidating with, merging into or transferring all of its properties or assets to provide either of the Issuers or another Guarantor, and as a Note Guarantee at result of, or in connection with, such time. (d) Upon Legal transaction such Guarantor dissolving or Covenant Defeasance in accordance with Article 8 hereof or satisfaction and discharge of this Indenture in accordance with Article 11 hereof, each Guarantor will be released and relieved of any obligations under its Note Guaranteeotherwise ceasing to exist. Any Guarantor not released from its obligations under its Note Guarantee as provided in this Section 10.05 will remain liable for the full amount of principal of and interest and of, or premium and Liquidated Damagesor interest, if any, on on, the Notes and for the other obligations of any Guarantor under this Indenture as provided in this Article 10.X.

Releases. Concurrently with any sale of assets (a) In including, if applicable, all of the Equity Interests of any Subsidiary Guarantor), any Liens in favor of the Trustee in the assets sold thereby shall be released; provided that in the event of an Asset Sale, the Net Proceeds from such sale or other disposition are treated in accordance with the provisions of Section 4.07 hereof. The Guarantee and all other obligations under this Indenture of a Subsidiary Guarantor will be released: (i)in connection with any sale or other disposition of all or substantially all of the properties or assets of any Guarantor, such Subsidiary Guarantor (including by way of merger, consolidation merger or otherwise, or a sale or other disposition of Capital Stock of any Guarantor, in each case consolidation) to a Person that is not (either before or after giving effect to such transactionstransaction) Targa Resources Partners the Issuer or a Restricted Subsidiary Subsidiary, if the Company applies the Net Proceeds of Targa Resources Partners, then such Guarantor (in the event of a that sale or other disposition, by way of merger, consolidation disposition in accordance with Section4.07 hereof; or otherwise, of Capital Stock of such Guarantor) or the Person acquiring the properties or assets (in the event of a ii)in connection with any sale or other disposition of all or substantially all of the properties Equity Interests of a Subsidiary Guarantor to a Person that is not (either before or assets after giving effect to such transaction) the Issuer or a Restricted Subsidiary, if the Company applies the Net Proceeds of such Guarantor) will be released that sale in accordance with Section4.07 hereof; or (iii)if the Company designates any Restricted Subsidiary that is a Subsidiary Guarantor as an Unrestricted Subsidiary; or (iv)upon Legal Defeasance pursuant to Article 8 hereof or upon satisfaction and relieved discharge of any obligations under its Note Guarantee; this Indenture pursuant to Article 11 hereof, provided that sale or other disposition does not violate the applicable provisions of this Indenture, including without limitation Section 4.10 hereof, and such Guarantor ceases it is then no longer an obligor with respect to be a Restricted Subsidiary of Targa Resources Partners as a result of the sale or other dispositionany Indebtedness under any Credit Facility. Upon delivery by the Issuers Company to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect that such sale or other disposition was made by the Issuers Company in accordance with the provisions of this Indenture, including without limitation Section 4.10 hereof, and that 4.07 hereof or such Guarantor has ceased Guarantee is to be a Restricted Subsidiary released pursuant to the provisions of Targa Resources Partnersthe immediately preceding sentence, the Trustee will shall execute any documents reasonably required in order to evidence the release of any Subsidiary Guarantor from all of its obligations under its Note Guarantee. (b) Upon designation of any Guarantor as an Unrestricted Subsidiary in accordance with the terms of Guarantee and this Indenture, such Guarantor will be released and relieved of any obligations under its Note Guarantee. (c) At such time as any Guarantor ceases to guarantee any other Indebtedness of an Issuer or another Guarantor, provided that, if it is also a Domestic Subsidiary, it is no longer an obligor with respect to any Indebtedness under any Credit Facility; provided, however, that if, at any time following such release, that Guarantor incurs a Guarantee under a Credit Facility, then such Guarantor shall be required to provide a Note Guarantee at such time. (d) Upon Legal or Covenant Defeasance in accordance with Article 8 hereof or satisfaction and discharge of this Indenture in accordance with Article 11 hereof, each Guarantor will be released and relieved of any obligations under its Note Guarantee. Any Subsidiary Guarantor not released from its obligations under its Note Guarantee as provided in this Section 10.05 will shall remain liable for the full amount of principal of and interest and premium and Liquidated Damages, if any, on the Notes and for the other obligations of any Subsidiary Guarantor under this Indenture as provided in this Article 10.Article10. Back to Contents

Releases. (a) In If in connection with: (i) the event exercise of the Senior Agent’s rights or remedies in respect of the Common Collateral provided for in Section 3.1, including any sale sale, lease, exchange, transfer or other disposition of all or substantially all of the properties or assets of such Common Collateral; (ii) any Guarantorsale, by way of mergerlease, consolidation or otherwiseexchange, or a sale transfer or other disposition of Capital Stock Common Collateral permitted under the terms of any Guarantor, in each case to a Person that is the Senior Credit Agreement (whether or not (either before or after giving effect to such transactions) Targa Resources Partners or a Restricted Subsidiary of Targa Resources Partners, then such Guarantor (in the an event of a sale default under, and as defined therein, has occurred and is continuing) and permitted or other disposition, by way of merger, consolidation or otherwise, of Capital Stock of such Guarantornot prohibited under the Bridge Lender Documents; or (iii) or any agreement between the Person acquiring Senior Agent and the properties or assets (in Borrower to release the event of a sale or other disposition of all or substantially all Senior Agent’s Lien on any portion of the properties Common Collateral or assets of such Guarantor) will be released and relieved of any obligations under its Note Guarantee; provided that sale or other disposition does not violate the applicable provisions of this Indenture, including without limitation Section 4.10 hereof, and such Guarantor ceases to be a Restricted Subsidiary of Targa Resources Partners as a result of the sale or other disposition. Upon delivery by the Issuers to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect that such sale or other disposition was made by the Issuers in accordance with the provisions of this Indenture, including without limitation Section 4.10 hereof, and that such Guarantor has ceased to be a Restricted Subsidiary of Targa Resources Partners, the Trustee will execute any documents reasonably required in order to evidence the release of any Guarantor from its obligations under its Note Guaranteeguaranty of the Senior Lender Claims, which release is not otherwise prohibited by the terms of the Bridge Lender Documents; the Senior Agent, for itself or on behalf of any of the Senior Lenders, releases any of its Liens on any part of the Common Collateral (or any Guarantor from its obligations under its guaranty of the Senior Lender Claims), the Liens, if any, of the Bridge Agent, for itself or for the benefit of the Bridge Lenders, on such Common Collateral (and the obligations of such Guarantor under its guaranty of the Bridge Lender Claims) shall be automatically, unconditionally and simultaneously released and the Bridge Agent, for itself or on behalf of any such Bridge Lender, promptly shall execute and deliver to the Senior Agent or the Borrower such termination statements, releases and other documents as the Senior Agent or the Borrower may request to effectively confirm such release provided, however, that if an Event of Default (as defined in the Bridge Facility Agreement) exists as of the date of Discharge of Senior Lender Claims, the Liens, if any, of the Bridge Agent for itself or for the benefit of the Bridge Lenders on such Common Collateral (and the obligations of such Guarantor under its guaranty of Bridge Lender Claims) shall not be released until such Event of Default and all other Events of Default shall have been cured or otherwise waived except to the extent such Common Collateral was disposed of in order to repay the Senior Lender Claims. (b) Upon designation The Bridge Agent, for itself and on behalf of the Bridge Lenders, hereby irrevocably constitutes and appoints the Senior Agent and any Guarantor officer or agent of the Senior Agent, with full power of substitution, as an Unrestricted Subsidiary its true and lawful attorney-in-fact with full irrevocable power and authority in accordance with the place and stead of the Bridge Agent or such holder or in the Senior Agent’s own name, from time to time in the Senior Agent’s discretion, for the purpose of carrying out the terms of this IndentureSection 5.1, such Guarantor will to take any and all appropriate action and to execute any and all documents and instruments which may be released and relieved of any obligations under its Note Guarantee. (c) At such time as any Guarantor ceases necessary or desirable to guarantee any other Indebtedness of an Issuer or another Guarantor, provided that, if it is also a Domestic Subsidiary, it is no longer an obligor with respect to any Indebtedness under any Credit Facility; provided, however, that if, at any time following such release, that Guarantor incurs a Guarantee under a Credit Facility, then such Guarantor shall be required to provide a Note Guarantee at such time. (d) Upon Legal or Covenant Defeasance in accordance with Article 8 hereof or satisfaction and discharge accomplish the purposes of this Indenture in accordance with Article 11 hereofSection 5.1, each Guarantor will be released and relieved of including, without limitation, any obligations under its Note Guarantee. Any Guarantor not released from its obligations under its Note Guarantee as provided in this Section 10.05 will remain liable for the full amount of principal of and interest and premium and Liquidated Damagesfinancing statements, if any, on the Notes and for the endorsements or other obligations of any Guarantor under this Indenture as provided in this Article 10instruments or transfer or release.

Releases. The Note Guarantee of any Guarantor, and the Collateral Agent’s Lien on the Collateral of such Guarantor, will be released: (a) In the event of in connection with any sale or other disposition of all or substantially all all, of the properties or assets of any Guarantor, a Guarantor (including by way of merger, consolidation merger or otherwise, consolidation) to such Person that is not (either before or after giving effect to such transaction) the Company or a Subsidiary if the sale or other disposition does not violate any provision of this Indenture (for the avoidance of doubt, it is understood that the acquiror of such assets only shall be released from the Note Guarantee and not the seller or other transferor of such assets); (b) in connection with any sale or other disposition of Capital Stock of any Guarantor, in each case that Guarantor to a Person that is not (either before or after giving effect to such transactionstransaction) Targa Resources Partners the Company or a Restricted Subsidiary Subsidiary; or (c) upon the liquidation or dissolution of Targa Resources Partners, then such Guarantor (in following the event of a sale or other disposition, by way of merger, consolidation or otherwise, of Capital Stock of such Guarantor) or the Person acquiring the properties or assets (in the event of a sale or other disposition transfer of all of its assets to the Company or substantially all another Guarantor. Notwithstanding the foregoing, no Guarantor shall be released from its Note Guarantee for so long as such Guarantor guarantees, is an obligor of, or provides credit support for, any Debt of the properties Company or assets of such Guarantor) will be released and relieved a Subsidiary. If the Note Guarantee of any obligations under its Note Guarantee; provided Guarantor is released, the Company shall deliver to the Trustee and the Collateral Agent an Officers’ Certificate stating the identity of the released Guarantor, the basis for release in reasonable detail and that sale or other disposition does not violate the applicable provisions of such release complies with this Indenture, including without limitation Section 4.10 hereof, and such Guarantor ceases to be a Restricted Subsidiary of Targa Resources Partners as a result of the sale or other disposition. Upon delivery by the Issuers Company to the Trustee and the Collateral Agent of an Officers’ Certificate and an Opinion of Counsel to the effect that such sale or other disposition was made by the Issuers conditions of any of clauses (a) through (c) of this Section 12.05 have been met with respect to a Guarantor in accordance with the provisions of this Indenture, including without limitation limitation, in the case of Section 4.10 12.05(a) hereof, Section 4.16 hereof, and that such Guarantor has ceased to be a Restricted Subsidiary of Targa Resources Partnersrelease is permitted or authorized hereunder, the Trustee and the Collateral Agent, as applicable, will execute any documents reasonably required requested by the Company and such Guarantor in order to evidence the release of any such Guarantor from its obligations under its Note Guarantee. (b) Upon designation of any Guarantor as an Unrestricted Subsidiary in accordance with the terms of this Indenture, such Guarantor will be released and relieved of any obligations under its Note Guarantee. (c) At such time as any Guarantor ceases to guarantee any other Indebtedness of an Issuer without recourse or another Guarantor, provided that, if it is also a Domestic Subsidiary, it is no longer an obligor with respect to any Indebtedness under any Credit Facility; provided, however, that if, at any time following such release, that Guarantor incurs a Guarantee under a Credit Facility, then such Guarantor shall be required to provide a Note Guarantee at such time. (d) Upon Legal or Covenant Defeasance in accordance with Article 8 hereof or satisfaction and discharge of this Indenture in accordance with Article 11 hereof, each Guarantor will be released and relieved of any obligations under its Note Guaranteewarranty. Any Guarantor not released from its obligations under its Note Guarantee as provided in this Section 10.05 12.05 will remain liable for the full amount of principal of and interest and premium and Liquidated Damagespremium, if any, on the Notes and for the other obligations of any Guarantor under this Indenture as provided in this Article 1012.

Releases. (a) In the event of any sale or other disposition of all or substantially all of the properties or assets of any Guarantor, by way of merger, consolidation or otherwise, or a sale or other disposition of all of the Capital Stock of any Guarantor, in each case to a Person that is not (either before or after giving effect to such transactions) Targa Resources Partners Sunoco LP or a Restricted Subsidiary of Targa Resources PartnersSunoco LP, then such Guarantor (in the event of a sale or other disposition, by way of merger, consolidation or otherwise, of all of the Capital Stock of such Guarantor) or the Person acquiring the properties or assets (in the event of a sale or other disposition of all or substantially all of the properties or assets of such Guarantor) will be released and relieved of any obligations under its Note Guarantee; provided that such sale or other disposition does not violate the applicable provisions of this Indenture, including without limitation Section Sections 3.09 and 4.10 hereof, and such Guarantor ceases to be a Restricted Subsidiary of Targa Resources Partners as a result of the sale or other disposition. Upon delivery by the Issuers to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect that such sale or other disposition was made by the Issuers in accordance with the provisions of this Indenture, including without limitation Section Sections 3.09 and 4.10 hereof, and that such Guarantor has ceased to be a Restricted Subsidiary of Targa Resources Partners, the Trustee will execute any documents reasonably required in order to evidence the release of any Guarantor from its obligations under its Note Guarantee. (b) Upon designation of any Guarantor as an Unrestricted Subsidiary in accordance with the terms of this IndentureSection 4.16 hereof, such Guarantor will be released and relieved of any obligations under its Note Guarantee. (c) At such time as any Guarantor ceases to guarantee any other Indebtedness of an Issuer or another Guarantor, such Guarantor will be released and relieved of any obligations under its Note Guarantee; provided that, if it is also a Domestic Subsidiary, it is then no longer an obligor with respect to any Indebtedness under any Credit Facility; provided, however, that if, at any time following such release, that Guarantor incurs a Guarantee guarantee under a Credit Facility, then such Guarantor shall be required to provide a Note Guarantee at such time. (d) Upon Legal Defeasance or Covenant Defeasance in accordance with Article 8 hereof or satisfaction and discharge of this Indenture in accordance with Article 11 hereof, in either case with respect to the Notes of a series, each Guarantor will be released and relieved of any obligations under its Note Guarantee relating to such series. (e) Upon the first day on which the Notes of each series then outstanding achieve an Investment Grade Rating, each Guarantor will be released and relieved of any obligations under its Note Guarantee. The release of a Guarantor from its Note Guarantee pursuant to this Section 10.05 shall also release such Guarantor from all of its other obligations under this Indenture. Any Guarantor not released from its obligations under its Note Guarantee as provided in this Section 10.05 will remain liable for the full amount of principal of of, and interest and premium and Liquidated DamagesAdditional Interest, if any, on on, the Notes and for the other obligations of any Guarantor under this Indenture as provided in this Article 10.

Releases. (a) Upon (a) the termination of the Revolving Credit Commitment, (b) payment in full of all Secured Obligations (other than (1) contingent indemnification obligations and (2) obligations and liabilities under Secured Cash Management Agreements or Secured Hedge Agreements as to which arrangements satisfactory to the applicable Cash Management Bank or Hedge Bank shall have been made), (c) the expiration or termination of all Letters of Credit (other than Letters of Credit as to which other arrangements satisfactory to the Administrative Agent and the applicable Issuing Bank shall have been made) and (d) termination of the Credit Agreement, the security interest and Liens granted hereby shall automatically terminate hereunder and of record and all rights to the Collateral shall revert to the Guarantors. Upon any such termination, the Administrative Agent shall, at the Guarantors’ request and expense, return all Collateral in the possession of the Administrative Agent and execute and deliver to the Guarantors, or otherwise authorize the filing of such documents as the Guarantors shall reasonably request in connection with such termination, including financing statement amendments to evidence such termination. (b) If any of the Collateral shall be sold, transferred or otherwise disposed of by any Guarantor in a transaction permitted by the Credit Agreement, then the Administrative Agent, at the request and sole expense of such Guarantor, shall execute and deliver to such Guarantor all releases or other documents reasonably necessary or desirable to evidence the release of the Liens created hereby on such Collateral. In the event of any sale or other disposition of that all or substantially all of the properties or assets of any Guarantor, by way of merger, consolidation or otherwise, or a sale or other disposition of Capital Stock of any Guarantor, in each case to a Person Guarantor that is not (either before or after giving effect to such transactions) Targa Resources Partners or a Restricted Subsidiary of Targa Resources Partnersthe Parent shall be sold, then transferred or otherwise disposed of in a transaction permitted by the Credit Agreement, then, at the request of the Parent and at the sole expense of the Guarantors, such Guarantor (in the event of a sale or other disposition, by way of merger, consolidation or otherwise, of Capital Stock of such Guarantor) or the Person acquiring the properties or assets (in the event of a sale or other disposition of all or substantially all of the properties or assets of such Guarantor) will shall be released and relieved of any from its obligations under its Note Guaranteehereunder; provided that sale or other disposition does not violate the applicable provisions Parent shall have delivered to the Administrative Agent, at least ten (10) Business Days prior to the date of this Indenturethe proposed release, including without limitation Section 4.10 hereof, a written request for release identifying the relevant Guarantor and such Guarantor ceases to be a Restricted Subsidiary of Targa Resources Partners as a result description of the sale or other disposition. Upon delivery disposition in reasonable detail, together with a certification by the Issuers to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect Parent stating that such sale or other disposition was made by the Issuers transaction is in accordance compliance with the provisions of this Indenture, including without limitation Section 4.10 hereof, Credit Agreement and that such Guarantor has ceased to be a Restricted Subsidiary of Targa Resources Partners, the Trustee will execute any documents reasonably required in order to evidence the release of any Guarantor from its obligations under its Note Guarantee. (b) Upon designation of any Guarantor as an Unrestricted Subsidiary in accordance with the terms of this Indenture, such Guarantor will be released and relieved of any obligations under its Note Guarantee. (c) At such time as any Guarantor ceases to guarantee any other Indebtedness of an Issuer or another Guarantor, provided that, if it is also a Domestic Subsidiary, it is no longer an obligor with respect to any Indebtedness under any Credit Facility; provided, however, that if, at any time following such release, that Guarantor incurs a Guarantee under a Credit Facility, then such Guarantor shall be required to provide a Note Guarantee at such time. (d) Upon Legal or Covenant Defeasance in accordance with Article 8 hereof or satisfaction and discharge of this Indenture in accordance with Article 11 hereof, each Guarantor will be released and relieved of any obligations under its Note Guarantee. Any Guarantor not released from its obligations under its Note Guarantee as provided in this Section 10.05 will remain liable for the full amount of principal of and interest and premium and Liquidated Damages, if any, on the Notes and for the other obligations of any Guarantor under this Indenture as provided in this Article 10Loan Documents.

Releases. The Note Guarantee of any Guarantor, and the Collateral Agent’s and Israeli Security Trustee’s Lien on the Collateral of such Guarantor, will be released: (a) In the event of in connection with any sale or other disposition of all or substantially all all, of the properties or assets of any Guarantor, a Guarantor (including by way of merger, consolidation merger or otherwise, consolidation) to such Person that is not (either before or after giving effect to such transaction) the Company or a Subsidiary if the sale or other disposition does not violate ‎Section 4.14 (for the avoidance of doubt, it is understood that the acquiror of such assets only shall be released from the Note Guarantee and not the seller or other transferor of such assets); (b) in connection with any sale or other disposition of Capital Stock of any Guarantor, in each case that Guarantor to a Person that is not (either before or after giving effect to such transactionstransaction) Targa Resources Partners the Company or a Restricted Subsidiary of Targa Resources PartnersSubsidiary, then such Guarantor (in if the event of a sale or other disposition, by way of merger, consolidation or otherwise, of Capital Stock of such Guarantor) or the Person acquiring the properties or assets (in the event of a sale or other disposition of all or substantially all of the properties or assets of such Guarantor) will be released and relieved of any obligations under its Note Guarantee; provided that sale or other disposition does not violate ‎Section 4.14 and the applicable provisions of this Indenture, including without limitation Section 4.10 hereof, and such Guarantor ceases to be a Restricted Subsidiary of Targa Resources Partners the Company as a result of the sale or other disposition; or (c) upon the liquidation or dissolution of such Guarantor following the transfer of all of its assets to the Company or another Guarantor. Notwithstanding the foregoing, no Guarantor shall be released from its Note Guarantee for so long as such Guarantor guarantees, is an obligor of, or provides credit support for, any Indebtedness of the Company or its Restricted Subsidiaries. If the Note Guarantee of any Guarantor is released, the Company shall deliver to the Trustee and the Collateral Agent an Officers’ Certificate stating the identity of the released Guarantor, the basis for release in reasonable detail and that such release complies with this Indenture. Upon delivery by the Issuers Company to the Trustee and the Collateral Agent of an Officers’ Certificate and an Opinion of Counsel to the effect that such sale or other disposition was made by the Issuers conditions of any of clauses ‎(a) through ‎(c) of this ‎Section 12.05 have been met with respect to a Guarantor in accordance with the provisions of this Indenture, including without limitation Section 4.10 limitation, in the case of ‎Section 12.05(a) hereof, and that such Guarantor has ceased to be a Restricted Subsidiary of Targa Resources Partners‎Section 4.14 hereof, the Trustee and the Collateral Agent, as applicable, will execute any documents reasonably required requested by the Company and such Guarantor in order to evidence the release of any such Guarantor from its obligations under its Note Guarantee. (b) Upon designation of any Guarantor as an Unrestricted Subsidiary in accordance with the terms of this Indenture, such Guarantor will be released and relieved of any obligations under its Note Guarantee. (c) At such time as any Guarantor ceases to guarantee any other Indebtedness of an Issuer or another Guarantor, provided that, if it is also a Domestic Subsidiary, it is no longer an obligor with respect to any Indebtedness under any Credit Facility; provided, however, that if, at any time following such release, that Guarantor incurs a Guarantee under a Credit Facility, then such Guarantor shall be required to provide a Note Guarantee at such time. (d) Upon Legal or Covenant Defeasance in accordance with Article 8 hereof or satisfaction and discharge of this Indenture in accordance with Article 11 hereof, each Guarantor will be released and relieved of any obligations under its Note Guarantee. Any Guarantor not released from its obligations under its Note Guarantee as provided in this Section 10.05 ‎Section 12.05 will remain liable for the full amount of principal of and interest and premium and Liquidated Damagespremium, if any, on the Notes and for the other obligations of any Guarantor under this Indenture as provided in this Article 10.‎Article 12. ‌ ​

Releases. (a) In the event of any sale or other disposition Disposition of all or substantially all of the properties or assets of any Guarantor, by way of merger, consolidation or otherwise, or a sale or other disposition of Capital Stock of any Guarantor, in each case to a Person that is not (either before or after giving effect to such transactionstransaction) Targa Resources Partners the Company or a Restricted Subsidiary of Targa Resources Partnersthe Company, then such Guarantor (in the event of a sale or other disposition, by way of merger, consolidation or otherwise, of Capital Stock of such Guarantor) or the Person acquiring the properties or assets (in the event of a sale or other disposition of all or substantially all of the properties or assets of such Guarantor) will be released and relieved of any obligations under its Note Guarantee; provided that sale the Net Proceeds of such Disposition are applied in accordance with the applicable provisions of this Indenture, including without limitation Section 4.10 hereof. (b) In the event of any Disposition of Capital Stock of a Guarantor to a Person that is not (either before or other disposition does not violate after giving effect to such transaction) the Company or a Restricted Subsidiary of the Company, then such Guarantor will be released and relieved of any obligations under its Note Guarantee; provided that (i) the Net Proceeds of such Disposition are applied in accordance with the applicable provisions of this Indenture, including without limitation Section 4.10 hereof, and (ii) such Guarantor ceases to be a Restricted Subsidiary of Targa Resources Partners as a result of the sale or other disposition. Upon delivery by the Issuers to the Trustee of an Officers’ Certificate such Disposition and an Opinion of Counsel to the effect that such sale or other disposition was made by the Issuers in accordance with the provisions of this Indenture, including without limitation Section 4.10 hereof, and that (iii) such Guarantor has ceased to be a Restricted Subsidiary no longer guarantees the Second Lien Notes (or any Permitted Refinancing Indebtedness in respect thereof in reliance on clause (12) of Targa Resources Partners, the Trustee will execute any documents reasonably required in order to evidence the release definition of any Guarantor from its obligations under its Note Guarantee"Permitted Liens"). (bc) Upon designation of any Guarantor as an Unrestricted Subsidiary in accordance with the terms of this Indenture, such Guarantor will be released and relieved of any obligations under its Note Guarantee. (c) At such time as any Guarantor ceases to guarantee any other Indebtedness of an Issuer or another Guarantor, provided that, if it is also a Domestic Subsidiary, it is no longer an obligor with respect to any Indebtedness under any Credit Facility; provided, however, that if, at any time following such release, that Guarantor incurs a Guarantee under a Credit Facility, then such Guarantor shall be required to provide a Note Guarantee at such time. (d) Upon Legal or Covenant Defeasance in accordance with Article 8 VIII hereof or satisfaction and discharge of this Indenture in accordance with Article 11 XI hereof, each Guarantor will be released and relieved of any obligations under its Note Guarantee. (e) If any Guarantor ceases to be a Subsidiary of the Company as a result of any foreclosure of any pledge or security interest securing RCF/Hedging Obligations such Guarantor will be released and relieved of any obligations under its Note Guarantee; provided that the proceeds, including Proceeds of Notes Priority Collateral (after giving effect to the last sentence of Section 4.10(a) hereof and Section 4.1(d) of the First Lien Intercreditor Agreement), of such foreclosure have been applied in accordance with the provisions of this Indenture, the Security Documents and the First Lien Intercreditor Agreement. (f) Upon the release of any Guarantor from its Note Guarantee with the consent of the Holders of the requisite percentage of Notes in accordance with Article IX hereof, such Guarantor will be automatically released and relieved of any obligations under its Note Guarantee. (g) Upon the release of StateAppleton StateCanada from its guarantee of all other material Indebtedness, StateAppleton StateStateCanada shall automatically be released and relieved of any obligations under its Note Guarantee. At the Company's request and expense, the Trustee will execute and deliver any instrument evidencing the release of any Guarantor from its obligations under its Note Guarantee pursuant to clauses (a), (b), (c), (d), (e), (f) and (g) of this Section 10.05; provided that, for any release of a Guarantor from its obligations under its Note Guarantee pursuant clause (a), the Company shall deliver to the Trustee an Officers' Certificate and an Opinion of Counsel to the effect that such Disposition was made by the Company in accordance with the provisions of this Indenture, including without limitation Section 4.10 hereof. Any Guarantor not released from its obligations under its Note Guarantee as provided in this Section 10.05 will remain liable for the full amount of principal of and interest and premium and Liquidated Damagespremium, if any, on the Notes and for the other obligations of any Guarantor under this Indenture as provided in this Article 10.X.

Releases. (a) In the event of any sale or other disposition of all or substantially all of the properties or assets of any Guarantor, by way of merger, consolidation or otherwise, or a any sale or other disposition of Capital Stock of any Guarantor, in each case to a Person that is not (either before or after giving effect to such transactions) Targa Resources Partners or a Restricted Subsidiary of Targa Resources Partnersthe Company, then such Guarantor (in the event of a sale or other dispositionsale, by way of merger, consolidation or otherwise, of the Capital Stock of such GuarantorGuarantor and so long as immediately following such sale such Guarantor is no longer a Restricted Subsidiary) or the Person corporation acquiring the properties or assets property (in the event of a sale or other disposition of all or substantially all of the properties or assets of such Guarantor) will be released and relieved of any obligations under its Note Subsidiary Guarantee; provided PROVIDED that the Net Proceeds of such sale or other disposition does not violate are applied in accordance with the applicable provisions of this Indenture, including without limitation Section 4.10 hereof, and such Guarantor ceases to be a Restricted Subsidiary of Targa Resources Partners as a result of the sale or other disposition. Upon delivery by the Issuers Company to the Trustee of an Officers’ ' Certificate and an Opinion of Counsel to the effect that such sale or other disposition was made by the Issuers Company in accordance with the provisions of this Indenture, including without limitation Section 4.10 hereof, and that such Guarantor has ceased to be a Restricted Subsidiary of Targa Resources Partners, the Trustee will execute any documents reasonably required in order to evidence the release of any Guarantor from its obligations under its Note Subsidiary Guarantee. (b) Upon designation of . If the Company designates any Restricted Subsidiary that is a Guarantor as an Unrestricted Subsidiary in accordance with the terms of this Indenture, Section 4.18 then such Guarantor will be released and relieved of any obligations under its Note Guarantee. (c) At such time as any Guarantor ceases to guarantee any other Indebtedness of an Issuer or another Guarantor, provided that, if it is also a Domestic Subsidiary, it is no longer an obligor with respect to any Indebtedness under any Credit Facility; provided, however, that if, at any time following such release, that Guarantor incurs a Subsidiary Guarantee under a Credit Facility, then such Guarantor shall be required to provide a Note Guarantee at such time. (d) Upon Legal or Covenant Defeasance in accordance with Article 8 hereof or satisfaction and discharge of this Indenture in accordance with Article 11 hereof, each Guarantor will be released and relieved of any obligations under its Note Guarantee. Any Guarantor not released from its obligations under its Note Subsidiary Guarantee as provided in this Section 10.05 will remain liable for the full amount of principal of and interest and premium and Liquidated Damages, if any, on the Notes and for the other obligations of any Guarantor under this Indenture as provided in this Article 1011.

Releases. Any Guarantor (other than the Company (except in the case of clause (e) below)) will be released and relieved of any Obligations under its Note Guarantee: (a) In the event of in connection with any sale or other disposition of all or substantially all of the properties or assets of any Guarantor, that Guarantor (including by way of merger, consolidation merger or otherwise, or a sale or other disposition of Capital Stock of any Guarantor, in each case consolidation) to a Person that is not (either before or after giving effect to such transactionstransaction) Targa Resources Partners the Company, the Issuer or a Restricted Subsidiary of Targa Resources Partnersthe Company, then such Guarantor (in if the event of a sale or other disposition, by way of merger, consolidation or otherwise, of Capital Stock of such Guarantor) or the Person acquiring the properties or assets (in the event of a sale or other disposition of all or substantially all of the properties or assets of that Guarantor complies with Section 4.10; provided, however, that such GuarantorGuarantor is also released from its Obligations granted in connection with, the Credit Agreements, the 9% Notes and any other Indebtedness of the Company, the Issuer or any Restricted Subsidiary of the Company; (b) will be released and relieved of in connection with any obligations under its Note Guarantee; provided that sale or other disposition does of all of the Capital Stock of a Guarantor to a Person that is not violate (either before or after giving effect to such transaction) the applicable provisions of this IndentureCompany, including without limitation Section 4.10 hereof, and such Guarantor ceases to be the Issuer or a Restricted Subsidiary of Targa Resources Partners the Company, if the sale or other disposition of all such Capital Stock of that Guarantor complies with Section 4.10; provided, however, that such Guarantor is released from its Obligations granted in connection with, the Credit Agreements, the 9% Notes and any other Indebtedness of the Company, the Issuer or any Restricted Subsidiary; (c) upon the contemporaneous or substantially contemporaneous contemporaneous release or discharge of such Guarantor as a guarantor or borrower in respect of the Credit Agreements or the 9% Notes, except (x) a release, discharge or termination by or as a result of the sale payment under such instrument or other disposition. Upon delivery by the Issuers (y) to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect that such sale or other disposition was made by the Issuers in accordance with the provisions of this Indenture, including without limitation Section 4.10 hereof, and that extent such Guarantor has ceased is otherwise required to be provide a Restricted Subsidiary of Targa Resources Partners, the Trustee will execute any documents reasonably required in order Guarantee pursuant to evidence the release of any Guarantor from its obligations under its Note GuaranteeSection 4.16. (bd) Upon designation of if the Company properly designates any Restricted Subsidiary that is a Guarantor as an Unrestricted Subsidiary Subsidiary; (e) if the Issuer exercises its Legal Defeasance option or its Covenant Defeasance option as described in Sections 8.02 or 8.03 or if its Obligations under this Indenture are discharged in accordance with the terms of this Indenture, such Guarantor will be released and relieved of any obligations under its Note Guarantee.; or (cf) At if the Guarantee by such time as any Guarantor ceases to guarantee any other Indebtedness of an Issuer or another Guarantor, provided that, if it is also a Domestic Subsidiary, it is no longer an obligor with respect to any Indebtedness under any Credit Facility; provided, however, that if, at any time following such release, that Guarantor incurs a Guarantee under a Credit Facility, then such Guarantor shall be required to provide a Note Guarantee at such time. (d) Upon Legal or Covenant Defeasance in accordance with Article 8 hereof or satisfaction and discharge of this Indenture in accordance with Article 11 hereof, each Guarantor will be released and relieved of any obligations under its Note Guarantee. Any Guarantor not released from its obligations under its Note Guarantee as provided in this Section 10.05 will remain liable for the full amount of principal of and interest and premium and Liquidated Damages, if any, on of, and all pledges and security interests, if any, granted by such Guarantor in connection with, all Indebtedness of the Company or any Restricted Subsidiary the Guarantee of which by such Guarantor (or the pledge of assets by such Guarantor in connection therewith) would have required such Guarantor to Guarantee the Notes and for pursuant to Section 4.09 (including, without limitation, the other obligations of any Guarantor under this Indenture as provided in this Article 10Credit Agreements), have been released.

Releases. A Guarantee as to any Subsidiary Guarantor shall be automatically and unconditionally released and discharged, without further action required on the part of the Subsidiary Guarantor, the Trustee or any Holder of Notes, upon: (a) In any direct or indirect sale, exchange, transfer or other disposition (by merger, consolidation or otherwise) of the event Capital Stock of such Subsidiary Guarantor, after which the applicable Subsidiary Guarantor is no longer a Restricted Subsidiary, if such sale, exchange, transfer or other disposition is not in violation of the applicable terms of this Indenture; (b) the release or discharge of the Indebtedness or guarantee of Indebtedness by such Subsidiary Guarantor that resulted in the creation of such Guarantee except a release or discharge by or as a result of payment under such guarantee (it being understood that a release subject to a contingent reinstatement will constitute a release for the purposes of this provision); provided that at the time of such release or discharge, such Subsidiary Guarantor is not then a guarantor or an obligor in respect of any sale other Indebtedness that would require it to provide a Guarantee of the Notes under the Indenture; (c) the sale, exchange, transfer or other disposition of all or substantially all of the properties or assets of any Guarantor, by way of merger, consolidation or otherwise, or a sale or other disposition of Capital Stock of any such Subsidiary Guarantor, in each case a transaction that is not in violation of the applicable terms of this Indenture, to a any Person that who is not (either before or after giving effect to such transactionstransaction) Targa Resources Partners the Company or a Domestic Restricted Subsidiary of Targa Resources Partners, then such Guarantor Subsidiary; (in d) the event of a sale release or other disposition, by way of merger, consolidation or otherwise, of Capital Stock discharge of such Guarantor) or the Person acquiring the properties or assets (in the event of a sale or other disposition Subsidiary Guarantor from its guarantee, and of all pledges and security, if any, granted by such Subsidiary Guarantor in connection with the Senior Secured Credit Facilities, except a release or substantially all of the properties discharge by or assets of such Guarantor) will be released and relieved of any obligations under its Note Guarantee; provided that sale or other disposition does not violate the applicable provisions of this Indenture, including without limitation Section 4.10 hereof, and such Guarantor ceases to be a Restricted Subsidiary of Targa Resources Partners as a result of payment under such guarantee (it being understood that a release subject to a contingent reinstatement will constitute a release for the sale or other disposition. Upon delivery by the Issuers to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect that such sale or other disposition was made by the Issuers in accordance with the provisions purposes of this Indentureprovision); provided that at the time of such release or discharge, including without limitation Section 4.10 hereof, and that such Subsidiary Guarantor has ceased to be is not then a Restricted Subsidiary of Targa Resources Partners, the Trustee will execute any documents reasonably required guarantor or an obligor in order to evidence the release respect of any Guarantor from its obligations other Indebtedness that would require it to provide a Guarantee of the Notes under its Note Guarantee.this Indenture; (be) Upon the designation of any Restricted Subsidiary that is a Subsidiary Guarantor as an Unrestricted Subsidiary in accordance with Section 4.07 and the terms definition of this Indenture, such Guarantor will be released and relieved “Unrestricted Subsidiary”; (f) the merger or consolidation of any obligations under Subsidiary Guarantor with and into the Company or another Subsidiary Guarantor or upon the liquidation of such Subsidiary Guarantor following the transfer of all of its Note Guarantee.assets to the Company or another Subsidiary Guarantor; or (cg) At such time as any Guarantor ceases to guarantee any other Indebtedness of an Issuer the Company exercising its Legal Defeasance option or another Guarantor, provided that, if it is also a Domestic Subsidiary, it is no longer an obligor Covenant Defeasance option with respect to any Indebtedness the Notes pursuant to Article VIII or the Company’s obligations under any Credit Facility; provided, however, that if, at any time following such release, that Guarantor incurs a Guarantee under a Credit Facility, then such Guarantor shall be required this Indenture being discharged with respect to provide a Note Guarantee at such time. (d) Upon Legal or Covenant Defeasance the Notes in accordance with Article 8 hereof or satisfaction and discharge VIII; and, in the case of clauses (a) through (g) of this Section 10.03, such Subsidiary Guarantor delivering to the Trustee an Officer’s Certificate and Opinion of Counsel stating that all conditions precedent provided for in this Indenture in accordance with Article 11 hereofrelating to the release of such Guarantee shall have been complied with. Upon request of the Company or the applicable Subsidiary Guarantor, each Guarantor will the Trustee shall evidence such release by a supplemental indenture or other instrument which may be released and relieved executed by the Trustee without the consent of any obligations under its Note Guarantee. Any Guarantor not released from its obligations under its Note Guarantee as provided in this Section 10.05 will remain liable for the full amount of principal of and interest and premium and Liquidated Damages, if any, on the Notes and for the other obligations of any Guarantor under this Indenture as provided in this Article 10Holder.

Releases. The Note Guarantee of a Guarantor will be released automatically and without the need for further action by any Person: (a1) In the event of in connection with any sale or other disposition of all or substantially all of the properties or assets of any Guarantor, that Guarantor (including by way of merger, consolidation merger or otherwise, or a sale or other disposition of Capital Stock of any Guarantor, in each case consolidation) to a Person that is not (either before or after giving effect to such transactionstransaction) Targa Resources Partners the Company or a Restricted Subsidiary of Targa Resources PartnersSubsidiary, then such Guarantor (in if the event of a sale or other disposition, by way of merger, consolidation or otherwise, of Capital Stock of such Guarantor) or the Person acquiring the properties or assets (in the event of a sale or other disposition of all or substantially all of the properties or assets of such Guarantor) will be released and relieved of any obligations under its Note Guarantee; provided that sale or other disposition does not violate the applicable provisions of this IndentureSection 4.10; (2) in connection with any sale or other disposition of the Capital Stock of that Guarantor (including by way of merger or consolidation) to a Person that is not (either before or after giving effect to such transaction) the Company or a Restricted Subsidiary, including without limitation if the sale or other disposition does not violate the provisions of Section 4.10 hereof, and such the Guarantor ceases to be a Restricted Subsidiary of Targa Resources Partners as a result of the such sale or other disposition. Upon delivery by ; (3) if the Issuers to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect that such sale or other disposition was made by the Issuers in accordance with the provisions of this Indenture, including without limitation Section 4.10 hereof, and that Company designates such Guarantor has ceased to be a Restricted Subsidiary of Targa Resources Partners, the Trustee will execute any documents reasonably required in order to evidence the release of any Guarantor from its obligations under its Note Guarantee. (b) Upon designation of any Guarantor as an Unrestricted Subsidiary in accordance with the terms applicable provisions of this Indenture, such Guarantor will be released and relieved of any obligations under its Note Guarantee.; (c4) At such time as any Guarantor ceases to guarantee any other Indebtedness of an Issuer or another Guarantor, provided that, if it is also a Domestic Subsidiary, it is no longer an obligor with respect to any Indebtedness under any Credit Facility; provided, however, that if, at any time following such release, that Guarantor incurs a Guarantee under a Credit Facility, then such Guarantor shall be required to provide a Note Guarantee at such time. (d) Upon upon Legal Defeasance or Covenant Defeasance in accordance with Article 8 hereof or satisfaction and discharge of this Indenture in accordance with Article 11 hereof11; (5) upon the liquidation or dissolution of such Guarantor, each provided that no Default or Event of Default occurs as a result thereof or has occurred or is continuing; (6) upon such Guarantor will be released and relieved consolidating with, merging into or transferring all of any obligations under its Note Guaranteeproperties or assets to the Company or another Guarantor and, as a result of or in connection with such transaction, such Guarantor dissolves or otherwise ceases to exist; (7) at such time as such Guarantor constitutes an Immaterial Subsidiary; or (8) as provided in Article 9. Any Guarantor not released from its obligations under its Note Guarantee as provided in this Section 10.05 will remain liable for the full amount of principal of and interest and premium and Liquidated Damagesof, premium, if any, on and interest on, the Notes and for the other obligations of any Guarantor under this Indenture as provided in this Article 10.

Releases. (a) In the event The Note Guarantee of a Guarantor shall be released (i) in connection with any sale or other disposition of all or substantially all of the properties or assets of any Guarantor, that Guarantor (including by way of merger, consolidation merger or otherwise, or a sale or other disposition of Capital Stock of any Guarantor, in each case consolidation) to a Person that is not (either before or after giving effect to such transactionstransaction) Targa Resources Partners the Company or a Restricted Subsidiary of Targa Resources Partners, then such Guarantor (in the event of a sale or other disposition, by way of merger, consolidation or otherwise, of Capital Stock of such Guarantor) or Company if the Person acquiring the properties or assets (in the event of a sale or other disposition of all or substantially all of the properties or assets of such Guarantor) will be released and relieved of any obligations under its Note Guarantee; provided that sale or other disposition does not violate the applicable provisions Section 4.10 of this Indenture, including without limitation Section 4.10 hereof, and Indenture or (ii) in connection with any sale or other disposition of the Capital Stock of that Guarantor such that the Guarantor ceases to be a Restricted Subsidiary of Targa Resources Partners as a result of the Company or Capital, if the sale or other dispositiondisposition does not violate Section 4.10 of the Indenture. Upon delivery by the Issuers Company to the Trustee of an Officers’ ' Certificate and an Opinion of Counsel to the effect that such sale or other disposition was made by the Issuers Company in accordance with the provisions of this Indenture, including without limitation Section 4.10 hereof, and that such Guarantor has ceased to be a Restricted Subsidiary of Targa Resources Partners, the Trustee will shall execute any documents reasonably required in order to evidence the release of any Guarantor from its obligations under its Note Guarantee. (b) Upon designation of any Guarantor as an Unrestricted Subsidiary in accordance with the terms of this Indenture, such Guarantor will shall be released and relieved of any obligations under its Note Guarantee. (c) At such time as any Guarantor ceases to guarantee any other Indebtedness of an Issuer or another Guarantor, provided that, if it is also a Domestic Subsidiary, it is no longer an obligor with respect to any Indebtedness under any Credit Facility; provided, however, that if, at any time following such release, that Guarantor incurs a Guarantee under a Credit Facility, then such Guarantor shall be required to provide a Note Guarantee at such time. (d) Upon Legal or Covenant Defeasance in accordance with Article 8 hereof or satisfaction and discharge of this Indenture in accordance with Article 11 12 hereof, each Guarantor will shall be released and relieved of any obligations under its Note Guarantee. Upon the consummation of the Migration, the Guarantee of Capital and its Foreign Subsidiaries shall be released. Any Guarantor not released from its obligations under its Note Guarantee as provided in this Section 10.05 will 11.06 shall remain liable for the full amount of principal of and interest and premium and Liquidated Damages, if any, on the Notes and for the other obligations of any Guarantor under this Indenture as provided in this Article 1011.

Releases. (a) In the event The Note Guarantee of a Guarantor will be automatically released: (1) in connection with any sale or other disposition of all or substantially all of the properties or assets of any that Guarantor, including by way of merger, consolidation or otherwise, or a sale or other disposition of Capital Stock of any Guarantor, in each case to a Person that is not (either before or after giving effect to such transactionstransaction) Targa Resources Partners the Company or a Restricted Subsidiary of Targa Resources Partnersthe Company, then such Guarantor (in if the event of a sale or other disposition, by way of merger, consolidation or otherwise, of Capital Stock of such Guarantor) or the Person acquiring the properties or assets (in the event of a sale or other disposition of all or substantially all of the properties or assets of such Guarantor) will be released and relieved of any obligations under its Note Guarantee; provided that sale or other disposition does not violate the applicable provisions of this Indenture, including without limitation Section 4.10 hereof; (2) in connection with any sale or other disposition of the Capital Stock of that Guarantor or of a parent entity of that Guarantor (if such parent entity is a Restricted Subsidiary of the Company) to a Person that is not (either before or after giving effect to such transaction) the Company or a Restricted Subsidiary of the Company, if the sale or other disposition does not violate Section 4.10 hereof and such the Guarantor ceases to be a Restricted Subsidiary of Targa Resources Partners the Company as a result of the sale or other disposition. Upon delivery by ; (3) if the Issuers to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect Company designates any Restricted Subsidiary that such sale or other disposition was made by the Issuers in accordance with the provisions of this Indenture, including without limitation Section 4.10 hereof, and that such is a Guarantor has ceased to be a Restricted Subsidiary of Targa Resources Partners, the Trustee will execute any documents reasonably required in order to evidence the release of any Guarantor from its obligations under its Note Guarantee. (b) Upon designation of any Guarantor as an Unrestricted Subsidiary in accordance with the terms of this Indenture, such Guarantor will be released and relieved of any obligations under its Note Guarantee.applicable provisions hereof; (c4) At upon Legal Defeasance, Covenant Defeasance or satisfaction and discharge hereof as provided in Article 8 and Article 11 hereof; (5) at such time as any such Guarantor ceases both (a) to guarantee Guarantee any other Indebtedness of an Issuer the Company or another Guarantor, provided that, if it is also any other Guarantor (except as a result of payment under any such other Guarantee) and (b) to be a Domestic Subsidiary, it Subsidiary that is no longer an obligor with respect to any Indebtedness under any Credit Facility; (6) upon the liquidation or dissolution of such Guarantor, if no Default or Event of Default has occurred that is continuing; provided, however, that if, at any time following such release, that Guarantor incurs a Guarantee under a Credit Facility, then or (7) upon such Guarantor shall be required consolidating with, merging into or transferring all of its properties or assets to provide the Company or another Guarantor, and as a Note Guarantee at result of, or in connection with, such timetransaction such Guarantor dissolving or otherwise ceasing to exist. (db) Upon Legal or Covenant Defeasance in accordance with Article 8 hereof or satisfaction and discharge of this Indenture in accordance with Article 11 hereof, each Guarantor will be released and relieved of any obligations under its Note Guarantee. Any Guarantor not released from its obligations under its Note Guarantee as provided in this Section 10.05 will remain liable for the full amount of principal of and interest and of, premium and Liquidated Damageson, if any, on and interest, if any, on, the Notes and for the other obligations of any Guarantor under this Indenture hereunder as provided in this Article 10. (c) Upon delivery by the Company to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect that any of the conditions in Section 10.05(a) hereof has occurred, the Trustee shall execute any supplemental indenture or other documents reasonably requested by the Company in order to evidence the release of any Guarantor from its obligations under its Note Guarantee and this Indenture.

Releases. The Note Guarantee of a Guarantor shall be released: (a) In the event of in connection with any sale or other disposition of all or substantially all of the properties or assets of any that Guarantor, by way of merger, consolidation or otherwise, or a sale or other disposition of Capital Stock of any Guarantor, in each case otherwise to a Person that is not (either before or after giving effect to such transactionstransaction) Targa Resources Partners the Issuer or a Restricted Subsidiary of Targa Resources Partnersthe Issuer, then such Guarantor (in if the event of a sale or other disposition, by way of merger, consolidation or otherwise, of Capital Stock of such Guarantor) or the Person acquiring the properties or assets (in the event of a sale or other disposition of all or substantially all of the properties or assets of such Guarantor) will be released and relieved of any obligations under its Note Guarantee; provided that sale or other disposition does not violate the applicable provisions of this Indenture, including without limitation Section 4.10 hereof; (b) in connection with any sale or other disposition of Capital Stock of that Guarantor to a Person that is not (either before or after giving effect to such transaction) the Issuer or a Restricted Subsidiary of the Issuer, if the sale or other disposition does not violate Section 4.10 hereof and such Guarantor ceases to be a Restricted Subsidiary of Targa Resources Partners the Issuer as a result of the sale or other disposition. Upon delivery by the Issuers to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect that ; (c) such sale time as such Guarantor is no longer a guarantor, borrower or other disposition was made by the Issuers in accordance with the provisions of this Indentureobligor, including without limitation by release or discharge, with respect to (i) the Credit Agreement, (ii) any other First Lien Obligations or Junior Lien Obligations and (iii) any other Indebtedness incurred pursuant to Section 4.10 4.09(b)(1) hereof, and that such Guarantor has ceased to be a Restricted Subsidiary of Targa Resources Partners, the Trustee will execute any documents reasonably required in order to evidence the release of any Guarantor from its obligations under its Note Guarantee.; (bd) Upon upon designation of any Restricted Subsidiary that is a Guarantor as an Unrestricted Subsidiary in accordance with the terms of this Indenture, such Guarantor will be released and relieved of any obligations under its Note Guarantee.; (ce) At such time as any Guarantor ceases to guarantee any other Indebtedness of an Issuer or another Guarantor, provided that, if it is also a Domestic Subsidiary, it is no longer an obligor with respect to any Indebtedness under any Credit Facility; provided, however, that if, at any time following such release, that Guarantor incurs a Guarantee under a Credit Facility, then such Guarantor shall be required to provide a Note Guarantee at such time. (d) Upon upon Legal Defeasance or Covenant Defeasance in accordance with Article 8 hereof or satisfaction and discharge of this Indenture in accordance with Article 11 12 hereof; (f) upon the liquidation or dissolution of such Guarantor; provided no Default or Event of Default has occurred that is continuing; or (g) upon such Guarantor consolidating with, each merging into or transferring all of its properties or assets to the Issuer or another Guarantor, and as a result of, or in connection with, such transaction such Guarantor will be released and relieved dissolving or otherwise ceasing to exist; Upon delivery by the Issuer to the Trustee of an Officer’s Certificate to the effect that any of the conditions described in the foregoing clauses (a) – (g) has occurred, the Trustee shall execute any documents reasonably requested by the Issuer in order to evidence the release of any Guarantor from its obligations under its Note Guarantee. Any Guarantor not released from its obligations Obligations under its Note Guarantee as provided in this Section 10.05 will remain liable for the full amount of principal of and interest and of, premium and Liquidated Damageson, if any, and interest on the Notes and for the other obligations Obligations of any such Guarantor under this Indenture as provided in this Article 10.

Releases. (a) In the event of any sale or other disposition of all or substantially all of the properties or assets of any Guarantor, by way of merger, consolidation or otherwise, or a sale or other disposition of all of the Capital Stock of any Guarantor, in each case to a Person that is not (either before or after giving effect to such transactions) Targa Resources Regency Energy Partners or a Restricted Subsidiary of Targa Resources Regency Energy Partners, then such Guarantor (in the event of a sale or other disposition, by way of merger, consolidation or otherwise, of all of the Capital Stock of such Guarantor) or the Person acquiring the properties or assets (in the event of a sale or other disposition of all or substantially all of the properties or assets of such Guarantor) will be released and relieved of any obligations under its Note Guarantee; provided that the Net Proceeds of such sale or other disposition does not violate are applied in accordance with the applicable provisions of this Indenture, including without limitation Section 4.10 hereof, and such Guarantor ceases to be a Restricted Subsidiary of Targa Resources Partners as a result of the sale or other disposition. Upon delivery by the Issuers to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect that such sale or other disposition was made by the Issuers in accordance with the provisions of this Indenture, including without limitation Section 4.10 hereof, and that such Guarantor has ceased to be a Restricted Subsidiary of Targa Resources Partners, the Trustee will execute any documents reasonably required in order to evidence the release of any Guarantor from its obligations under its Note Guarantee. (b) Upon designation of any Guarantor as an Unrestricted Subsidiary in accordance with the terms of this Indenture, such Guarantor will be released and relieved of any obligations under its Note Guarantee. (c) At such time as any Guarantor ceases to guarantee any other Indebtedness of an Issuer or another Guarantor, such Guarantor will be released and relieved of any obligations under its Note Guarantee, provided that, if it is also a Domestic Subsidiary, it is no longer an obligor with respect to any Indebtedness under any Credit Facility; provided, however, that if, at any time following such release, that Guarantor incurs a Guarantee under a Credit Facility, then such Guarantor shall be required to provide a Note Guarantee at such time. (d) Upon Legal or Covenant Defeasance in accordance with Article 8 hereof or satisfaction and discharge of this Indenture in accordance with Article 11 hereof, each Guarantor will be released and relieved of any obligations under its Note Guarantee. (e) On the first day on which the Notes achieve an Investment Grade Rating, each Guarantor will be released and relieved of any obligations under its Note Guarantee. Any Guarantor not released from its obligations under its Note Guarantee as provided in this Section 10.05 will remain liable for the full amount of principal of and interest and premium and Liquidated DamagesAdditional Interest, if any, on the Notes and for the other obligations of any Guarantor under this Indenture as provided in this Article 10.

Releases. (a) In the event of any a (i) sale or other disposition of all of or substantially all of the properties or assets of any Guarantor, by way of merger, consolidation or otherwise, or a sale or other disposition of Capital Stock all of the capital stock of any Guarantor, in each case to a Person that is not (either before or after giving effect to such transactions) Targa Resources Partners the Company or any other Guarantor, (ii) a Restricted termination of one or more Guarantees by any Guarantor of any other Senior Subordinated Indebtedness of the Company or any other guarantor which results in such Guarantor no longer being subject to any Guarantee of any other Senior Subordinated Indebtedness of the Company or any other Guarantor, (iii) the exercise by the Company of its option to have either Section 8.02 or 8.03 of the Indenture be applied to all outstanding Notes in accordance with the terms set forth in Article 8 of the Indenture or (iv) the designation by the Company of any Guarantor as an Unrestricted Subsidiary in accordance with the terms set forth in Section 4.13 of Targa Resources Partnersthe Indenture, then such Guarantor (upon the occurrence of an event described in the event clauses (ii), (iii) or (iv) of a sale or other disposition, by way of merger, consolidation or otherwise, of Capital Stock of such Guarantorthis paragraph) or the Person corporation acquiring the properties or assets property (upon the occurrence of an event described in the event clause (i) of a sale or other disposition of all or substantially all of the properties or assets of such Guarantorthis paragraph) will be released and relieved of any obligations under its Note Subsidiary Guarantee; provided that the Net Proceeds, if any, of such sale or other disposition does not violate are applied in accordance with the applicable provisions of this the Indenture, including without limitation Section 4.10 hereof, and such Guarantor ceases to be a Restricted Subsidiary of Targa Resources Partners as a result of the sale or other dispositionIndenture. Upon delivery by the Issuers Company to the Trustee of an Officers’ ' Certificate and an Opinion of Counsel to the effect that such sale or other disposition was made by the Issuers Company in accordance with the provisions of this the Indenture, including without limitation Section 4.10 hereof, and that such Guarantor has ceased to be a Restricted Subsidiary of Targa Resources Partnersthe Indenture, the Trustee will shall execute any documents reasonably required in order to evidence the release of any Guarantor from its obligations under its Note Subsidiary Guarantee. (b) Upon designation of any Guarantor as an Unrestricted Subsidiary in accordance with the terms of this Indenture, such Guarantor will be released and relieved of any obligations under its Note Guarantee. (c) At such time as any Guarantor ceases to guarantee any other Indebtedness of an Issuer or another Guarantor, provided that, if it is also a Domestic Subsidiary, it is no longer an obligor with respect to any Indebtedness under any Credit Facility; provided, however, that if, at any time following such release, that Guarantor incurs a Guarantee under a Credit Facility, then such Guarantor shall be required to provide a Note Guarantee at such time. (d) Upon Legal or Covenant Defeasance in accordance with Article 8 hereof or satisfaction and discharge of this Indenture in accordance with Article 11 hereof, each Guarantor will be released and relieved of any obligations under its Note Guarantee. Any Guarantor not released from its obligations under its Note Subsidiary Guarantee as provided in this Section 10.05 will shall remain liable for the full amount of principal of and interest and premium and Liquidated Damages, if any, on the Notes and for the other obligations of any Guarantor under this the Indenture as provided in this Article 1011 of the Indenture.

Releases. (a) In the event of any sale or other disposition of all or substantially all of the properties or assets of any Subsidiary Guarantor, by way of merger, consolidation or otherwise, or a sale or other disposition of Capital Stock of any Guarantor, in each case to a Person that is not (either before or after giving effect to such transactionstransaction) Targa Resources Partners the Company or a Restricted Subsidiary of Targa Resources Partnersthe Company, if the sale or other disposition does not violate Section 4.10 hereof and is permitted by all of the Secured Debt Documents then such Guarantor the corporation acquiring the property will be released and relieved of any obligations under the applicable Note Guarantee; (in b) In the event of any sale or other disposition of Capital Stock of any Subsidiary Guarantor to a Person that is not (either before or after giving effect to such transaction) the Company or a Restricted Subsidiary of the Company, if the sale or other disposition does not violate Section 4.10 hereof and is permitted by all of the Secured Debt Documents and the Subsidiary Guarantor ceases to be a Restricted Subsidiary of the Company as a result of the sale or other disposition, by way of merger, consolidation or otherwise, of Capital Stock of then such Guarantor) or the Person acquiring the properties or assets (in the event of a sale or other disposition of all or substantially all of the properties or assets of such Guarantor) Subsidiary Guarantor will be released and relieved of any obligations under its Note Guarantee; provided provided, in both cases, that the Net Proceeds of such sale or other disposition does not violate the applicable provisions of this Indenture, including without limitation are applied in accordance with Section 4.10 hereof, and such Guarantor ceases to be a Restricted Subsidiary of Targa Resources Partners as a result of the sale or other disposition. Upon delivery by the Issuers applicable Issuer to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect that such sale or other disposition was made by the Issuers Guarantor in accordance with the provisions of this Indenture, including without limitation Section 4.10 hereof, and that such Guarantor has ceased to be a Restricted Subsidiary of Targa Resources Partners, the Trustee will execute any documents reasonably required in order to evidence the release of any the Guarantor from its obligations under its Note Guarantee. (bc) Upon designation of any Restricted Subsidiary that is a Subsidiary Guarantor as an Unrestricted Subsidiary in accordance with the terms of this IndentureIndenture and as permitted by the Secured Debt Documents, such Subsidiary Guarantor will be released and relieved of any obligations under its Note Guarantee. (c) At such time as any Guarantor ceases to guarantee any other Indebtedness of an Issuer or another Guarantor, provided that, if it is also a Domestic Subsidiary, it is no longer an obligor with respect to any Indebtedness under any Credit Facility; provided, however, that if, at any time following such release, that Guarantor incurs a Guarantee under a Credit Facility, then such Guarantor shall be required to provide a Note Guarantee at such time. (d) Upon Legal Defeasance or Covenant Defeasance in accordance with Article 8 hereof or satisfaction and discharge of this Indenture in accordance with Article 11 hereof, each Guarantor will be released and relieved of any obligations under its Note Guarantee. Any Guarantor not released from its obligations under its Note Guarantee as provided in this Section 10.05 10.06 will remain liable for the full amount of principal of of, premium on, if any, and interest and premium and Liquidated Damagesinterest, if any, on the applicable Notes and for the other obligations of any such Guarantor under this Indenture as provided in this Article 10.

Releases. The Note Guarantee of a Guarantor will be automatically and unconditionally released without any further action by any Person in the event that: (a) In the event of any sale there is a sale, disposition or other transfer (including through merger or consolidation) of all of the Capital Stock (or any sale, disposition or other transfer of Capital Stock (including through merger or consolidation) following which the applicable Guarantor is no longer a Subsidiary, including by way of a dividend of the Capital Stock of such Guarantor to the stockholders of the Company), or all or substantially all the assets, of the properties or assets of any Guarantor, by way of merger, consolidation or otherwise, or a sale or other disposition of Capital Stock of any Guarantor, in each case applicable Guarantor to a Person that is not (either before or after giving effect to such transactions) Targa Resources Partners or a Restricted Subsidiary of Targa Resources Partnersthe Company where such sale, then such Guarantor (in the event of a sale disposition or other disposition, transfer is not prohibited by way of merger, consolidation or otherwise, of Capital Stock of such Guarantor) or the Person acquiring the properties or assets (in the event of a sale or other disposition of all or substantially all of the properties or assets of such Guarantor) will be released and relieved of any obligations under its Note Guarantee; provided that sale or other disposition does not violate the applicable provisions terms of this Indenture, including without limitation Section 4.10 hereof, and such Guarantor ceases to be a Restricted Subsidiary of Targa Resources Partners as a result of the sale or other disposition. Upon delivery by the Issuers to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect that such sale or other disposition was made by the Issuers in accordance with the provisions of this Indenture, including without limitation Section 4.10 hereof, and that such Guarantor has ceased to be a Restricted Subsidiary of Targa Resources Partners, the Trustee will execute any documents reasonably required in order to evidence the release of any Guarantor from its obligations under its Note Guarantee.; (b) Upon designation of any Guarantor if the Issuers exercise their Legal Defeasance option or their Covenant Defeasance option as an Unrestricted Subsidiary described under Article 8 or if their obligations under this Indenture are discharged in accordance with the terms of this Indenture, such Guarantor will be released and relieved of any obligations Indenture as described under its Note Guarantee.Article 12; (c) At in the case of the Note Guarantees issued on the Issue Date, upon the release or discharge of the Guarantee by such time as any Guarantor ceases to guarantee any other Indebtedness of an Issuer or another Guarantor, provided that, if it is also a Domestic Subsidiary, it is no longer an obligor with respect to any Indebtedness under any the Credit Facility; providedAgreement, howeveror, in all other cases, the release or discharge of such other Guarantee that ifresulted in the creation of such Note Guarantee, at any time following except, in each case, a discharge or release by or as a result of payment under such Guarantee (it being understood that a release subject to a contingent reinstatement is still a release, and that Guarantor incurs a if any such Guarantee under a Credit Facilityis so reinstated, such Note Guarantee shall also be reinstated to the extent that such Subsidiary would then such Guarantor shall be required to provide a Note Guarantee pursuant to Section 4.14); provided that the Guarantees by such Guarantor of the Existing Notes are also released at or prior to such time.; or (d) Upon Legal or Covenant Defeasance in accordance with Article 8 hereof or satisfaction and discharge of this Indenture in accordance with Article 11 hereof, each Guarantor will be released and relieved the proper designation of any obligations under its Note Guarantee. Any Restricted Subsidiary that is a Guarantor not released from its obligations under its Note Guarantee as provided in this Section 10.05 will remain liable for the full amount of principal of and interest and premium and Liquidated Damages, if any, on the Notes and for the other obligations of any Guarantor under this Indenture as provided in this Article 10an Unrestricted Subsidiary.

Releases. (a) In the event of any sale or other disposition of all or substantially all of the properties or assets of any Guarantor, by way of merger, consolidation or otherwise, or a any sale or other disposition of Capital Stock of any Guarantor, in each case to a Person that is not (either before or after giving effect to such transactions) Targa Resources Partners or a Restricted Subsidiary of Targa Resources Partnersthe Company, then such Guarantor (in the event of a sale or other dispositionsale, by way of merger, consolidation or otherwise, of the Capital Stock of such GuarantorGuarantor and so long as immediately following such sale such Guarantor is no longer a Restricted Subsidiary) or the Person corporation acquiring the properties or assets property (in the event of a sale or other disposition of all or substantially all of the properties or assets of such Guarantor) will be released and relieved of any obligations under its Note Subsidiary Guarantee; provided PROVIDED that the Net Proceeds of such sale or other disposition does not violate are applied in accordance with the applicable provisions of this Indenture, including without limitation Section 4.10 hereof, and such Guarantor ceases to be a Restricted Subsidiary of Targa Resources Partners as a result of the sale or other disposition. Upon delivery by the Issuers Company to the Trustee of an Officers’ ' Certificate and an Opinion of Counsel to the effect that such sale or other disposition was made by the Issuers Company in accordance with the provisions of this Indenture, including without limitation Section 4.10 hereof, and that such Guarantor has ceased to be a Restricted Subsidiary of Targa Resources Partners, the Trustee will execute any documents reasonably required in order to evidence the release of any Guarantor from its obligations under its Note Subsidiary Guarantee. (b) Upon designation of . If the Company designates any Restricted Subsidiary that is a Guarantor as an Unrestricted Subsidiary in accordance with the terms of this Indenture, Section 4.17 then such Guarantor will be released and relieved of any obligations under its Note Guarantee. (c) At such time as any Guarantor ceases to guarantee any other Indebtedness of an Issuer or another Guarantor, provided that, if it is also a Domestic Subsidiary, it is no longer an obligor with respect to any Indebtedness under any Credit Facility; provided, however, that if, at any time following such release, that Guarantor incurs a Subsidiary Guarantee under a Credit Facility, then such Guarantor shall be required to provide a Note Guarantee at such time. (d) Upon Legal or Covenant Defeasance in accordance with Article 8 hereof or satisfaction and discharge of this Indenture in accordance with Article 11 hereof, each Guarantor will be released and relieved of any obligations under its Note Guarantee. Any Guarantor not released from its obligations under its Note Subsidiary Guarantee as provided in this Section 10.05 will remain liable for the full amount of principal of and interest and premium and Liquidated Damages, if any, on the Notes and for the other obligations of any Guarantor under this Indenture as provided in this Article 1012.

Releases. (a) In the event of any sale or other disposition of all or substantially all of the properties or assets of any Guarantor, Guarantor (including by way of merger, consolidation merger or otherwise, or a sale or other disposition of Capital Stock of any Guarantor, in each case consolidation) to a Person that is not (either before or after giving effect to such transactionstransaction) Targa Resources Partners the Company or a Restricted Subsidiary of Targa Resources Partnersthe Company, then such Guarantor (in the event of a sale or other disposition, by way of merger, consolidation or otherwise, of Capital Stock of such Guarantor) or the Person acquiring the properties or assets (in the event of a sale or other disposition of all or substantially all of the properties or assets of such Guarantor) will be released and relieved of any obligations under its Note Guarantee; provided that sale or other disposition such transaction does not violate the applicable provisions of this Indenture, including without limitation Section 4.10 hereof, and such Guarantor ceases to be a Restricted Subsidiary of Targa Resources Partners as a result of the sale or other disposition4.11. Upon delivery by the Issuers Company to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect that such sale or other disposition was made by the Issuers Company in accordance with the provisions of this Indenture, including without limitation Section 4.10 hereof, and that such Guarantor has ceased to be a Restricted Subsidiary of Targa Resources Partners4.11, the Trustee will execute any documents reasonably required requested by the Company or such Guarantor in order to evidence the release of any Guarantor from its obligations under its Note Guarantee. (b) In the event of any sale or other disposition of the Capital Stock of any Guarantor to a Person that is not (either before or after giving effect to such transaction) the Company or a Restricted Subsidiary of the Company, then such Guarantor will be released and relieved of any obligations under its Note Guarantee; provided that (i) such transaction does not violate Section 4.11 and (ii) such Guarantor ceases to be a Subsidiary of the Company as a result of such sale or other disposition. Upon delivery by the Company to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect that such sale or other disposition was made by the Company in accordance with Section 4.11, the Trustee will execute any documents reasonably requested by the Company or such Guarantor in order to evidence the release of any Guarantor from its obligations under its Note Guarantee. (c) Upon designation of any Guarantor as an Unrestricted Subsidiary in accordance with the terms of this Indenture, such Guarantor will be released and relieved of any obligations under its Note Guarantee. (c) At such time as any Guarantor ceases to guarantee any other Indebtedness of an Issuer or another Guarantor, provided that, if it is also a Domestic Subsidiary, it is no longer an obligor with respect to any Indebtedness under any Credit Facility; provided, however, that if, at any time following such release, that Guarantor incurs a Guarantee under a Credit Facility, then such Guarantor shall be required to provide a Note Guarantee at such time. (d) Upon Legal Defeasance or Covenant Defeasance in accordance with Article 8 hereof or upon satisfaction and discharge of this Indenture in accordance with Article 11 hereof11, each Guarantor will be released and relieved of any obligations under its Note Guarantee. (e) Upon the liquidation or dissolution of a Guarantor; provided that no Default or Event of Default has occurred and is continuing, such Guarantor will be released and relieved of any obligations under its Note Guarantee. (f) To the extent an amendment, supplement or waiver of this Indenture in accordance with Article 9 provides for the release of a Guarantor, such Guarantor will be released and relieved of any obligations under its Note Guarantee. Any Guarantor not released from its obligations under its Note Guarantee as provided in this Section 10.05 will remain liable for the full amount of principal of and interest and premium and Liquidated Damagespremium, if any, on the Notes and for the other obligations of any Guarantor under this Indenture as provided in this Article 10. In addition, the Collateral Trustee’s Lien on the Collateral will be released upon the terms and subject to the conditions set forth in the Collateral Trust Agreement.

Releases. (a) In the event of any sale or other disposition of all or substantially all of the properties or assets of any Guarantor, by way of merger, consolidation or otherwise, or a sale or other disposition of all of the Capital Stock of any Guarantor, in each case to a Person that is not (either before or after giving effect to such transactions) Targa Resources Partners the Company or a Restricted Subsidiary of Targa Resources Partnersthe Company, then such Guarantor (in the event of a sale or other disposition, by way of merger, consolidation or otherwise, of all of the Capital Stock of such Guarantor) or the Person corporation acquiring the properties or assets property (in the event of a sale or other disposition of all or substantially all of the properties or assets of such Guarantor) will be released and relieved of any obligations under its Note Guarantee; provided that the Net Proceeds of such sale or other disposition does not violate are applied in accordance with the applicable provisions of this Indenture, including without limitation Section 4.10 hereof, 4.09; and provided further that such Guarantor ceases to be a Restricted Subsidiary release shall not become effective until all such applicable provisions of Targa Resources Partners as a result of the sale or other dispositionthis Indenture have been complied with in full. Upon delivery by the Issuers Company to the Trustee of an Officers’ Officer’s Certificate and an Opinion of Counsel to the effect that such sale or other disposition was made by the Issuers Company in accordance with the provisions of this Indenture, including without limitation Section 4.10 hereof, and that such Guarantor has ceased to be a Restricted Subsidiary of Targa Resources Partners, 4.09 the Trustee will execute any documents reasonably required in order to evidence the release of any Guarantor from its obligations under its Note GuaranteeGuarantee and any Security Documents to which it is a party. (b) Upon designation of any Guarantor as an Unrestricted Subsidiary in accordance with the terms of this Indenture, such Guarantor will be released and relieved of any obligations under its Note GuaranteeGuarantee and any Security Documents to which it is a party. (c) At such time as any Guarantor ceases to guarantee any other Indebtedness of an Issuer or another Guarantor, provided that, if it is also a Domestic Subsidiary, it is no longer an obligor with respect to any Indebtedness under any Credit Facility; provided, however, that if, at any time following such release, that Guarantor incurs a Guarantee under a Credit Facility, then such Guarantor shall be required to provide a Note Guarantee at such time. (d) Upon Legal or Covenant Defeasance in accordance with Article 8 hereof or satisfaction and discharge of this Indenture in accordance with Article 11 hereof12, each Guarantor will be released and relieved of any obligations under its Note GuaranteeGuarantee and any Security Documents to which it is a party. Any Guarantor not released from its obligations under its Note Guarantee as provided in this Section 10.05 11.05 will remain liable for the full amount of principal of and interest and premium and Liquidated Damagespremium, if any, on the Notes and for the other obligations of any Guarantor under this Indenture as provided in this Article 1011.

Releases. (a) In The Note Guarantee of a Guarantor will be automatically released, without the event consent of any Holder: (1) in connection with any sale or other disposition of all or substantially all of the properties or assets of any Guarantor, that Guarantor (including by way of merger, consolidation or otherwise, or a sale or other disposition of Capital Stock of any Guarantor, in each case ) to a Person that is not (either before or after giving effect to such transactionstransaction) Targa Resources Partners the Issuer or a Restricted Subsidiary of Targa Resources Partnersthe Issuer, then such Guarantor (in if the event of a sale or other disposition, by way of merger, consolidation or otherwise, of Capital Stock of such Guarantor) or the Person acquiring the properties or assets (in the event of a sale or other disposition of all or substantially all of the properties or assets of such Guarantor) will be released and relieved of any obligations under its Note Guarantee; provided that sale or other disposition does not violate the applicable provisions set forth in Section 4.10; (2) in connection with any sale, issuance or other disposition of this Indenture, including without limitation Section 4.10 hereof, and all of the Capital Stock of that Guarantor to a Person that is not (either before or after giving effect to such Guarantor ceases to be transaction) the Issuer or a Restricted Subsidiary of Targa Resources Partners as a result of the sale or other disposition. Upon delivery by Issuer, if the Issuers to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect that such sale sale, issuance or other disposition was made by the Issuers in accordance with does not violate the provisions of this Indenture, including without limitation set forth in Section 4.10 hereof, and that such 4.10; (3) if the Issuer designates any Guarantor has ceased to be a Restricted Subsidiary of Targa Resources Partners, the Trustee will execute any documents reasonably required in order to evidence the release of any Guarantor from its obligations under its Note Guarantee. (b) Upon designation of any Guarantor as an Unrestricted Subsidiary in accordance with the terms of this Indenture, such Guarantor will be released and relieved of any obligations under its Note Guarantee.Section 4.18; (c4) At such time as any Guarantor ceases to guarantee any other Indebtedness of an Issuer or another Guarantor, provided that, if it is also upon a Domestic Subsidiary, it is no longer an obligor with respect to any Indebtedness under any Credit Facility; provided, however, that if, at any time following such release, that Guarantor incurs a Guarantee under a Credit Facility, then such Guarantor shall be required to provide a Note Guarantee at such time. (d) Upon Legal Defeasance or Covenant Defeasance in accordance with Article 8 hereof or satisfaction and discharge of this Indenture in accordance with Article 11 hereof12; (5) upon the liquidation or dissolution of such Guarantor; provided that no Default or Event of Default shall occur as a result thereof or has occurred and is continuing; or (6) to the extent required by the Intercreditor Agreement in connection with the sale of all of the Capital Stock of a Guarantor. (b) At the Issuer’s written request, each in the event that a Note Guarantee of a Guarantor will shall be released in accordance with this Section 11.05, the Trustee will execute and relieved deliver an instrument acknowledging such release in accordance with the terms of any obligations under its Note Guarantee. this Indenture (in a form prepared by the Issuer). (c) Any Guarantor not released from its obligations under its Note Guarantee with the consent of the Holders as provided in Section 9.02 or as provided in this Section 10.05 11.05 will remain liable for the full amount of principal of and interest and premium and Liquidated Damagespremium, if any, on the Notes and for the other obligations Obligations of any Guarantor under this Indenture as provided in this Article 1011.

Releases. (a) In the event of any sale or other disposition of all or substantially all of the properties or assets of any Guarantor, by way of merger, consolidation or otherwise, or a sale or other disposition of Capital Stock of any Guarantor, in each case to a Person that is not (either before or after giving effect to such transactionstransaction) Targa Resources Partners the Company or a Restricted another Subsidiary of Targa Resources Partnersthe Company, then such Guarantor the corporation acquiring the property will be released and relieved of any obligations under the Note Guarantee; (in b) In the event of any sale or other disposition of Capital Stock of any Guarantor to a Person that is not (either before or after giving effect to such transaction) the Company or another Subsidiary of the Company and such Guarantor ceases to be a Subsidiary of the Company as a result of the sale or other disposition, by way of merger, consolidation or otherwise, of Capital Stock of then such Guarantor) or the Person acquiring the properties or assets (in the event of a sale or other disposition of all or substantially all of the properties or assets of such Guarantor) Guarantor will be released and relieved of any obligations under its Note Guarantee; provided ; (c) In the event that sale or other disposition does not violate any Subsidiary of the applicable provisions of this Indenture, including without limitation Section 4.10 hereof, and such Company that is a Guarantor ceases to be a Restricted Subsidiary of Targa Resources Partners as a result guarantee Material Indebtedness of the sale or other disposition. Company, then such Guarantor will be released and relieved of any obligations under its Note Guarantee. (d) Upon delivery by the Issuers Company to the Trustee of an Officers’ Officer’s Certificate and an Opinion of Counsel to the effect that such sale or other disposition was made by the Issuers Note Guarantee of a Guarantor has been released in accordance with the provisions of this IndentureSection 13.05(a), including without limitation Section 4.10 hereof, and that such Guarantor has ceased to be a Restricted Subsidiary of Targa Resources Partners(b) or (c), the Trustee will execute any documents reasonably required in order to evidence the release of any Guarantor from its obligations under its Note Guarantee. (be) Upon designation of any Guarantor as an Unrestricted Subsidiary in accordance with the terms of this Indenture, such Guarantor will be released and relieved of any obligations under its Note Guarantee. (c) At such time as any Guarantor ceases to guarantee any other Indebtedness of an Issuer or another Guarantor, provided that, if it is also a Domestic Subsidiary, it is no longer an obligor with respect to any Indebtedness under any Credit Facility; provided, however, that if, at any time following such release, that Guarantor incurs a Guarantee under a Credit Facility, then such Guarantor shall be required to provide a Note Guarantee at such time. (d) Upon Legal or Covenant Defeasance in accordance with Article 8 hereof or satisfaction and discharge of this Indenture in accordance with Article 11 hereof, each Guarantor will be released and relieved of any obligations under its Note Guarantee. Any Guarantor not released from its obligations under its Note Guarantee as provided in this Section 10.05 13.05 will remain liable for the full amount of the principal of of, interest on, and interest and premium and Liquidated Damagesthe Fundamental Change Repurchase Price, if any, on and the Redemption Price, if any, with respect to, the Notes and for the other obligations of any Guarantor under this Indenture as provided in this Article 1013.

Releases. (a) In A Notes Guarantor shall be released from all of its obligations under its Notes Guarantee and the event of Indenture: (i) in connection with any sale or other disposition of all or substantially all of the properties assets or assets all of any Guarantor, the Capital Stock of that Notes Guarantor (including by way of merger, consolidation merger or otherwise, or a sale or other disposition of Capital Stock of any Guarantor, in each case consolidation) to a Person that is not (either before or after giving effect to such transactionstransaction) Targa Resources Partners the Company or a Restricted Domestic Subsidiary of Targa Resources Partnersthe Company, then if such Guarantor (in the event of a sale or other disposition, by way of merger, consolidation or otherwise, of Capital Stock of such Guarantor) or the Person acquiring the properties or assets (in the event of a sale or other disposition of all or substantially all is in compliance with Section 4.10 of the properties or assets Indenture; (ii) upon the designation of such GuarantorGuarantor as an Unrestricted Subsidiary, in accordance with the terms of the Indenture; (iii) will upon the delivery by the Company to the Trustees of an Officers' Certificate certifying that such Guarantor is not a Significant Subsidiary or a Domestic Subsidiary; (iv) in the case of the Guarantors who Guarantee the Notes on the Issue Date, upon the release of a Guarantor from its Guarantee under the Existing Senior Notes and the 10 1/2% Senior Subordinated Notes due 2009; and in each case, the Company has delivered to the Trustee an Officers' Certificate, each stating that all conditions precedent herein provide for relating to such transactions have been complied with and that such release is authorized and permitted hereunder; and provided, that no release pursuant to clauses (ii) or (iii) above shall be released effective unless and relieved of any obligations under its Note Guarantee; provided that sale or other disposition does not violate the applicable provisions of this Indenture, including without limitation Section 4.10 hereof, and until such Guarantor ceases to be a Restricted Subsidiary of Targa Resources Partners as a result of guarantor under the sale Existing Senior Notes or other disposition. Upon delivery by the Issuers to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect that such sale or other disposition was made by the Issuers in accordance with the provisions of this Indenture, including without limitation Section 4.10 hereof, and that such Guarantor has ceased to be a Restricted Subsidiary of Targa Resources Partners, the Trustee will execute any documents reasonably required in order to evidence the release of any Guarantor from its obligations under its Note GuaranteeSenior Subordinated Notes. (b) Upon designation of any Guarantor as an Unrestricted Subsidiary in accordance with the terms of this Indenture, such Guarantor will be released and relieved of any obligations under its Note Guarantee. (c) At such time as any Guarantor ceases to guarantee any other Indebtedness of an Issuer or another Guarantor, provided that, if it is also a Domestic Subsidiary, it is no longer an obligor with respect to any Indebtedness under any Credit Facility; provided, however, that if, at any time following such release, that Guarantor incurs a Guarantee under a Credit Facility, then such Guarantor shall be required to provide a Note Guarantee at such time. (d) Upon Legal or Covenant Defeasance in accordance with Article 8 hereof or satisfaction and discharge of this Indenture in accordance with Article 11 hereof, each Guarantor will be released and relieved of any obligations under its Note Guarantee. Any Guarantor not released from its obligations under its Note Guarantee as provided in this Section 10.05 will shall remain liable for the full amount of principal of and interest and premium and Liquidated Damages, if any, on the Notes and for the other obligations of any Guarantor under this the Indenture as provided in this Article 1010 of the Indenture.

Releases. The Note Guarantee of a Guarantor shall be released: (a) In the event of in connection with any sale or other disposition of all or substantially all of the properties or assets of any that Guarantor, by way of merger, consolidation or otherwise, or a sale or other disposition of Capital Stock of any Guarantor, in each case to a Person that is not (either before or after giving effect to such transactionstransaction) Targa Resources Partners the Partnership or a Restricted Subsidiary of Targa Resources Partnersthe Partnership, then such Guarantor (in if the event of a sale or other disposition, by way of merger, consolidation or otherwise, of Capital Stock of such Guarantor) or the Person acquiring the properties or assets (in the event of a sale or other disposition of all or substantially all of the properties or assets of such Guarantor) will be released and relieved of any obligations under its Note Guarantee; provided that sale or other disposition does not violate the applicable provisions of this Indenture, including without limitation Section 4.10 hereof; (b) in connection with any sale or other disposition of Capital Stock of that Guarantor to a Person that is not (either before or after giving effect to such transaction) the Partnership or a Restricted Subsidiary of the Partnership, if the sale or other disposition does not violate Section 4.10 hereof and such Guarantor ceases to be a Restricted Subsidiary of Targa Resources Partners the Partnership as a result of the sale or other disposition. Upon delivery by the Issuers to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect that such sale or other disposition was made by the Issuers in accordance with the provisions of this Indenture, including without limitation Section 4.10 hereof, and that such Guarantor has ceased to be a Restricted Subsidiary of Targa Resources Partners, the Trustee will execute any documents reasonably required in order to evidence the release of any Guarantor from its obligations under its Note Guarantee.; (bc) Upon upon designation of any Restricted Subsidiary that is a Guarantor as an Unrestricted Subsidiary in accordance with the terms of this Indenture, such Guarantor will be released and relieved of any obligations under its Note Guarantee. (c) At such time as any Guarantor ceases to guarantee any other Indebtedness of an Issuer or another Guarantor, provided that, if it is also a Domestic Subsidiary, it is no longer an obligor with respect to any Indebtedness under any Credit Facility; provided, however, that if, at any time following such release, that Guarantor incurs a Guarantee under a Credit Facility, then such Guarantor shall be required to provide a Note Guarantee at such time.; (d) Upon upon Legal Defeasance or Covenant Defeasance in accordance with Article 8 hereof or satisfaction and discharge of this Indenture in accordance with Article 11 hereof; (e) upon the liquidation or dissolution of such Guarantor provided no Default or Event of Default has occurred that is continuing; or (f) upon such Guarantor consolidating with, each merging into or transferring all of its properties or assets to either of the Issuers or another Guarantor, and as a result of, or in connection with, such transaction such Guarantor will be released and relieved dissolving or otherwise ceasing to exist; Upon delivery by the Partnership to the Trustee of an Officers’ Certificate to the effect that any of the conditions described in the foregoing clauses (a) – (g) has occurred, the Trustee shall execute any documents reasonably requested by the Partnership in order to evidence the release of any Guarantor from its obligations under its Note Guarantee. Any Guarantor not released from its obligations under its Note Guarantee as provided in this Section 10.05 will remain liable for the full amount of principal of and interest and of, premium and Liquidated Damageson, if any, and interest on the Notes and for the other obligations of any such Guarantor under this Indenture as provided in this Article 10.

Releases. (a) In The Note Guarantee and all other obligations under this Indenture of a Guarantor will terminate and be automatically released upon the event occurrence of any of the following: (a) a sale or other disposition (including by way of consolidation or merger or otherwise) of the Guarantor or the sale or other disposition of all or substantially all the assets of the properties Guarantor (other than to the Company or assets of any Guarantor, by way of merger, consolidation a Domestic Restricted Subsidiary) in connection with a transaction or otherwise, or circumstance that does not violate this Indenture; (b) a sale or other disposition of the majority of the Capital Stock of any Guarantor, the Guarantor in each case to connection with a Person transaction or circumstance that is not (either before or after giving effect to such transactions) Targa Resources Partners or a Restricted Subsidiary of Targa Resources Partners, then such Guarantor (in the event of a sale or other disposition, by way of merger, consolidation or otherwise, of Capital Stock of such Guarantor) or the Person acquiring the properties or assets (in the event of a sale or other disposition of all or substantially all of the properties or assets of such Guarantor) will be released and relieved of any obligations under its Note Guarantee; provided that sale or other disposition does not violate this Indenture and after which the applicable provisions Guarantor is no longer a Domestic Restricted Subsidiary; or (c) a liquidation or dissolution of the Guarantor so long as no Default occurs as a result thereof; (d) the designation by the Issuers in accordance with this Indenture, including without limitation Section 4.10 hereof, and such Indenture of the Guarantor as an Unrestricted Subsidiary or the Guarantor otherwise ceases to be a Restricted Subsidiary in accordance with this Indenture; (e) Legal Defeasance or Covenant Defeasance pursuant to Article VIII hereof or upon satisfaction and discharge of Targa Resources Partners this Indenture pursuant to Article XI hereof; (f) the release or discharge of the Guarantee by such Guarantor of the New Credit Agreement or any other Debt which resulted in the obligation to guarantee the Notes, except a discharge or release by or as a result of payment under such guarantee of the sale New Credit Agreement or any other Debt which resulted in the obligation to guarantee the Notes; or (g) such Guarantor ceasing to be a Subsidiary as a result of any foreclosure of any pledge or security interest in favor of Priority Lien Secured Parties or other disposition. exercise of remedies in respect thereof, in each case in accordance with the terms of the Collateral Trust Agreement. (b) Upon delivery by any occurrence giving rise to a release of a Note Guarantee as specified in Section 10.04(a) hereof, if the Issuers shall have delivered to the Trustee of and the Collateral Agent in accordance with Section 13.01 an Officers’ Officer’s Certificate and an Opinion of Counsel Counsel, each stating that all conditions precedent herein provided for relating to the effect that such sale or other disposition was made by the Issuers in accordance transactions have been complied with the provisions of this Indenture, including without limitation Section 4.10 hereof, and that such Guarantor has ceased to be a Restricted Subsidiary of Targa Resources Partnersrelease is authorized and permitted hereunder, then the Trustee and the Collateral Trustee will execute any documents reasonably required requested by the Issuers in order to evidence or effect such release, discharge and termination in respect of such Note Guarantee and the release of any Guarantor from its applicable Guarantor’s obligations under its Note Guarantee. (b) Upon designation of any Guarantor as an Unrestricted Subsidiary in accordance with the terms of this Indenture, such . Neither the Issuers nor any Guarantor will be released and relieved of required to make a notation on the notes to reflect any obligations under its Note Guarantee. (c) At such time as Guarantee or any Guarantor ceases to guarantee any other Indebtedness of an Issuer or another Guarantor, provided that, if it is also a Domestic Subsidiary, it is no longer an obligor with respect to any Indebtedness under any Credit Facility; provided, however, that if, at any time following such release, that Guarantor incurs a Guarantee under a Credit Facility, then such Guarantor shall be required to provide a Note Guarantee at such timetermination or discharge. (d) Upon Legal or Covenant Defeasance in accordance with Article 8 hereof or satisfaction and discharge of this Indenture in accordance with Article 11 hereof, each Guarantor will be released and relieved of any obligations under its Note Guarantee. Any Guarantor not released from its obligations under its Note Guarantee as provided in this Section 10.05 will remain liable for the full amount of principal of and interest and premium and Liquidated Damages, if any, on the Notes and for the other obligations of any Guarantor under this Indenture as provided in this Article 10.

Releases. (a) In the event of any sale or other disposition of all or substantially all of the properties or assets of any Guarantor, by way of merger, amalgamation, consolidation or otherwise, or a sale or other disposition of all of the Capital Stock of any GuarantorGuarantor (other than the Company), in each case to a Person that is not (either before or after giving effect to such transactions) Targa Resources Partners the Company or a Restricted Subsidiary an Affiliate of Targa Resources Partnersthe Company, then such Guarantor (in the event of a sale or other disposition, by way of merger, amalgamation, consolidation or otherwise, of all of the Capital Stock of such Guarantor) or the Person corporation acquiring the properties or assets property (in the event of a sale or other disposition of all or substantially all of the properties or assets of such Guarantor) will be released and relieved of any obligations under its Note GuaranteeGuarantee and the collateral trustee’s Lien on the Collateral of such Guarantor; provided that the Net Proceeds of such sale or other disposition does not violate are applied in accordance with the applicable provisions of this Indenture, including without limitation Section 4.10 hereof, hereof and such the Guarantor ceases to be a Restricted Subsidiary of Targa Resources Partners the Company as a result of the sale or other disposition; provided that Xxxxxxx Corp. will only be released from its Note Guarantee if the proceeds from the sale of its Capital Stock are contributed to the Issuer as common equity (which contribution will be ignored for purposes of Section 4.07 hereof. Upon delivery by the Issuers Issuer to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect that such sale or other disposition was made by the Issuers Issuer in accordance with the provisions of this Indenture, including without limitation Section 4.10 hereof, and that such Guarantor has ceased to be a Restricted Subsidiary of Targa Resources Partners, the Trustee will execute any documents reasonably required in order to evidence the release of any Guarantor from its obligations under its Note Guarantee.; (b) Upon designation of any Guarantor as an Unrestricted Subsidiary in accordance with the terms of this Indenture, such Guarantor will be released and relieved of any obligations under its Note Guarantee.; (c) At such time as any if a Guarantor ceases to guarantee any other Indebtedness be a Wholly-Owned Subsidiary of an the Issuer or another Guarantor, provided that, if it is also as a Domestic Subsidiary, it is no longer an obligor with respect to any Indebtedness under any Credit Facilityresult of the Joint Venture Transactions; provided, however, that if, at any time following such release, that Guarantor incurs a Guarantee under a Credit Facility, then such Guarantor shall be required to provide a Note Guarantee at such time.or (d) Upon Legal or Covenant Defeasance in accordance with Article 8 hereof or satisfaction and discharge of this Indenture in accordance with Article 11 hereof, each Guarantor will be released and relieved of any obligations under its Note Guarantee. The Note Guarantees of Xxxxxxx Corp. and its Restricted Subsidiaries will not be released in connection with the Xxxxxxx Sale. Any Guarantor not released from its obligations under its Note Guarantee as provided in this Section 10.05 will remain liable for the full amount of principal of and interest and premium and Liquidated DamagesSpecial Interest, if any, on the Notes and for the other obligations of any Guarantor under this Indenture as provided in this Article 10.

Releases. (a) In the event The Note Guarantee of a Guarantor will be automatically released: (1) in connection with any sale or other disposition of all or substantially all of the properties or assets of any that Guarantor, including by way of merger, consolidation or otherwise, or a sale or other disposition of Capital Stock of any Guarantor, in each case to a Person that is not (either before or after giving effect to such transactionstransaction) Targa Resources Partners the Company or a Restricted Subsidiary of Targa Resources Partnersthe Company, then such Guarantor (in if the event of a sale or other dispositiondisposition does not violate Section 4.10 hereof; (2) in connection with any sale or other disposition of the Capital Stock of that Guarantor or of a parent entity of that Guarantor (if such parent entity is a Restricted Subsidiary of the Company), including by way of merger, consolidation or otherwise, of Capital Stock of to a Person that is not (either before or after giving effect to such Guarantortransaction) the Company or the Person acquiring the properties or assets (in the event of a sale or other disposition of all or substantially all Restricted Subsidiary of the properties or assets of such Guarantor) will be released and relieved of any obligations under its Note Guarantee; provided that Company, if the sale or other disposition does not violate the applicable provisions of this Indenture, including without limitation Section 4.10 hereof, hereof and such the Guarantor ceases to be a Restricted Subsidiary of Targa Resources Partners the Company as a result of the sale or other disposition. Upon delivery by ; (3) if the Issuers to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect Company designates any Restricted Subsidiary that such sale or other disposition was made by the Issuers in accordance with the provisions of this Indenture, including without limitation Section 4.10 hereof, and that such is a Guarantor has ceased to be a Restricted Subsidiary of Targa Resources Partners, the Trustee will execute any documents reasonably required in order to evidence the release of any Guarantor from its obligations under its Note Guarantee. (b) Upon designation of any Guarantor as an Unrestricted Subsidiary in accordance with the terms of this Indenture, such Guarantor will be released and relieved of any obligations under its Note Guarantee.applicable provisions hereof; (c4) At upon Legal Defeasance, Covenant Defeasance or satisfaction and discharge hereof as provided in Article 8 and Article 11 hereof; (5) at such time as any such Guarantor ceases both (a) to guarantee Guarantee any other Indebtedness of an Issuer the Issuers or another Guarantor, provided that, if it is also any other Guarantor (except as a result of payment under any such other Guarantee) and (b) to be a Domestic Subsidiary, it Subsidiary that is no longer an obligor with respect to any Indebtedness under any Credit Debt Facility; (6) upon the liquidation or dissolution of such Guarantor, if no Default or Event of Default has occurred that is continuing; provided, however, that if, at any time following such release, that Guarantor incurs a Guarantee under a Credit Facility, then or (7) upon such Guarantor shall be required consolidating with, merging into or transferring all of its properties or assets to provide the Issuers or another Guarantor, and as a Note Guarantee at result of, or in connection with, such timetransaction under this clause (7), such Guarantor dissolving or otherwise ceasing to exist. (db) Upon Legal or Covenant Defeasance in accordance with Article 8 hereof or satisfaction and discharge of this Indenture in accordance with Article 11 hereof, each Guarantor will be released and relieved of any obligations under its Note Guarantee. Any Guarantor not released from its obligations under its Note Guarantee as provided in this Section 10.05 will remain liable for the full amount of principal of and interest and of, premium and Liquidated Damageson, if any, on and interest, if any, on, the Notes and for the other obligations of any Guarantor under this Indenture hereunder as provided in this Article 10. (c) Upon delivery by the Issuers to the Trustee of an Officer’s Certificate and an Opinion of Counsel to the effect that any of the conditions in Section 10.05(a) hereof has occurred, the Trustee shall execute any supplemental indenture or other documents reasonably requested by the Issuers in order to evidence the release of any Guarantor from its obligations under its Note Guarantee and this Indenture.

Releases. (a) In the event of any sale or other disposition of all or substantially all of the properties or assets of any Guarantor, by way of merger, consolidation or otherwise, or (i) a sale or other transfer or disposition of all of the Capital Stock of in any Guarantor, in each case Subsidiary Guarantor to a any Person that is not an Affiliate of the Company in compliance with Section 6.04 or (either before or after giving effect to such transactionsii) Targa Resources Partners or a Restricted Subsidiary of Targa Resources Partners, then such Guarantor (in the event of a sale or other transfer or disposition, by way of merger, consolidation or otherwise, of assets or Capital Stock of a Subsidiary Guarantor substantially as an entirety to a Person that is not an Affiliate of the Company in compliance with the terms of Section 6.04, then, without any further action on the part of the Administrative Agent or any Lender, such Guarantor) Subsidiary Guarantor (or the Person concurrently acquiring such assets of such Subsidiary Guarantor) shall be deemed automatically and unconditionally released and discharged of any obligations under the properties Obligations Guarantee of such Subsidiary Guarantor, as evidenced by a written instrument or assets (in confirmation executed by the event Administrative Agent, upon the request and at the expense of a the Company; provided, however, that the Company delivers to the Administrative Agent an Officers’ Certificate certifying that any Net Proceeds of such sale or other disposition of all or substantially all of the properties or assets of such Guarantor) will be released and relieved of any obligations under its Note Guarantee; provided that sale or other disposition does not violate the applicable provisions of this Indenture, including without limitation applied in accordance with Section 4.10 hereof, and such Guarantor ceases to be a Restricted Subsidiary of Targa Resources Partners as a result of the sale or other disposition6.04. Upon delivery by the Issuers Company to the Trustee Administrative Agent of an Officers’ Certificate and an Opinion of Counsel to the effect stating that such sale or other disposition was made by the Issuers Company in accordance with the provisions of this IndentureAgreement, including including, without limitation limitation, Section 4.10 hereof, and that such Guarantor has ceased to be a Restricted Subsidiary of Targa Resources Partners6.04, the Trustee Administrative Agent will execute any documents reasonably required in order to evidence the release of any Subsidiary Guarantor from its obligations under its Note Obligations Guarantee. (b) Upon designation In addition, the Obligations Guarantee of a Subsidiary Guarantor will be released: (i) if the Company designates any Subsidiary that is a Subsidiary Guarantor as to be an Unrestricted Subsidiary in accordance with Section 6.10; (ii) if the terms Subsidiary Guarantor (other than any Subsidiary Guarantor that is party to this Agreement on the Funding Date, whether directly or by entry into a Guarantee Assumption Agreement as of this Indenturethe Funding Date) ceases to be a guarantor under any Capital Markets Debt or unsecured Credit Facilities, including the guarantee that resulted in the obligation of such Subsidiary Guarantor to guarantee the Guaranteed Obligations, and is released or discharged from all obligations thereunder; provided that if such Person has incurred any Indebtedness in reliance on its status as a Guarantor under Section 6.03, such Guarantor will be released and relieved of any Guarantor’s obligations under its Note Guaranteesuch Indebtedness, as the case may be, so incurred are satisfied in full and discharged or are otherwise permitted to be Incurred by a Subsidiary (other than a Guarantor) under Section 6.03; or (iii) upon the payment in full of all Loans and other amounts due and payable under this Agreement (other than contingent expense reimbursement and indemnification obligations). (c) At such time as any Guarantor ceases to guarantee any other Indebtedness of an Issuer or another Guarantor, provided that, if it is also a Domestic Subsidiary, it is no longer an obligor with respect to any Indebtedness under any Credit Facility; provided, however, that if, at any time following such release, that Guarantor incurs a Guarantee under a Credit Facility, then such Guarantor shall be required to provide a Note Guarantee at such time. (d) Upon Legal or Covenant Defeasance in accordance with Article 8 hereof or satisfaction and discharge of this Indenture in accordance with Article 11 hereof, each Guarantor will be released and relieved of any obligations under its Note Guarantee. Any Subsidiary Guarantor not released from its obligations under its Note Obligations Guarantee as provided in this Section 10.05 10.09 will remain liable for the full amount of principal of and interest and premium and Liquidated Damages, if any, on the Notes and for the other obligations of any Guarantor under this Indenture Guaranteed Obligations as provided in this Article 10.X.

Releases. (a) In the event of any sale or other disposition of all or substantially all of the properties or assets of any Subsidiary Guarantor, by way of merger, consolidation or otherwise, or a sale or other disposition of Capital Stock of any Guarantor, in each case to a Person that is not (either before or after giving effect to such transactionstransaction) Targa Resources Partners the Issuer, Parent or a Restricted Subsidiary of Targa Resources PartnersParent, then such Guarantor the Person acquiring the property will be released and relieved of any obligations under the Note Guarantee; (in b) In the event of any sale or other disposition of Capital Stock of any Subsidiary Guarantor to a Person that is not (either before or after giving effect to such transaction) the Issuer, Parent or a Restricted Subsidiary of Parent and such Subsidiary Guarantor ceases to be a Restricted Subsidiary of Parent as a result of the sale or other disposition, by way of merger, consolidation or otherwise, of Capital Stock of then such Guarantor) or the Person acquiring the properties or assets (in the event of a sale or other disposition of all or substantially all of the properties or assets of such Guarantor) Subsidiary Guarantor will be released and relieved of any obligations under its Note Guarantee; provided provided, in both cases, that the Net Proceeds of such sale or other disposition does not violate are applied in accordance with the applicable provisions of this Indenture, including without limitation Section 4.10 hereof, and such Guarantor ceases to be a Restricted Subsidiary of Targa Resources Partners as a result of the sale or other disposition. Upon delivery by the Issuers Issuer to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect that such sale or other disposition was made by the Issuers Issuer in accordance with the provisions of this Indenture, including without limitation Section 4.10 hereof, and that such Guarantor has ceased to be a Restricted Subsidiary of Targa Resources Partners, the Trustee will execute any documents reasonably required in order to evidence the release of any Subsidiary Guarantor from its obligations under its Note Guarantee. (bc) Upon designation of any Restricted Subsidiary that is a Subsidiary Guarantor as an Unrestricted Subsidiary in accordance with the terms of this Indenture, such Subsidiary Guarantor will be released and relieved of any obligations under its Note Guarantee. (c) At such time as any Guarantor ceases to guarantee any other Indebtedness of an Issuer or another Guarantor, provided that, if it is also a Domestic Subsidiary, it is no longer an obligor with respect to any Indebtedness under any Credit Facility; provided, however, that if, at any time following such release, that Guarantor incurs a Guarantee under a Credit Facility, then such Guarantor shall be required to provide a Note Guarantee at such time. (d) Upon Legal Defeasance or Covenant Defeasance in accordance with Article 8 hereof or satisfaction and discharge of this Indenture in accordance with Article 11 hereof, each Subsidiary Guarantor will be released and relieved of any obligations under its Note Guarantee. (e) The Guarantee of Holdings shall be released upon notice in the form of an Officer’s Certificate to the Trustee that Parent no longer intends to satisfy its obligations under Section 4.03 of this Indenture by furnishing financial information relating to Holdings. Any Guarantor not released from its obligations under its Note Guarantee as provided in this Section 10.05 will remain liable for the full amount of principal of and interest and of, premium and Liquidated Damageson, if any, on and interest and Special Interest, if any, on, the Notes and for the other obligations of any Guarantor under this Indenture as provided in this Article 10.

Releases. The Note Guarantee of a Guarantor shall be released: (a) In the event of in connection with any sale or other disposition of all or substantially all of the properties or assets of any that Guarantor, by way of merger, consolidation or otherwise, or a sale or other disposition of Capital Stock of any Guarantor, in each case to a Person that is not (either before or after giving effect to such transactionstransaction) Targa Resources Partners the Company or a Restricted Subsidiary of Targa Resources Partnersthe Company, then such Guarantor (in if the event of a sale or other disposition, by way of merger, consolidation or otherwise, of Capital Stock of such Guarantor) or the Person acquiring the properties or assets (in the event of a sale or other disposition of all or substantially all of the properties or assets of such Guarantor) will be released and relieved of any obligations under its Note Guarantee; provided that sale or other disposition does not violate Section 5.10 hereof; (b) in connection with any sale or other disposition of Capital Stock of that Guarantor to a Person that is not (either before or after giving effect to such transaction) the applicable provisions Company or a Restricted Subsidiary of this Indenturethe Company, including without limitation if the sale or other disposition does not violate Section 4.10 hereof, 5.10 hereof and such Guarantor ceases to be a Restricted Subsidiary of Targa Resources Partners the Company as a result of the sale or other disposition. Upon delivery by the Issuers to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect that such sale or other disposition was made by the Issuers in accordance with the provisions of this Indenture, including without limitation Section 4.10 hereof, and that such Guarantor has ceased to be a Restricted Subsidiary of Targa Resources Partners, the Trustee will execute any documents reasonably required in order to evidence the release of any Guarantor from its obligations under its Note Guarantee.; (bc) Upon upon designation of any Restricted Subsidiary that is a Guarantor as an Unrestricted Subsidiary in accordance with the terms of this Indenture, ; (d) upon Legal Defeasance or Covenant Defeasance in accordance with Article 9 hereof or satisfaction and discharge of this Indenture in accordance with Article 12 hereof; (e) upon the liquidation or dissolution of such Guarantor will be released and relieved provided no Default or Event of any obligations under its Note Guarantee.Default has occurred that is continuing; (cf) At at such time as any such Guarantor ceases both (a) to guarantee Guarantee any other Indebtedness of an Issuer or another Guarantor, provided that, if it is also either of the Issuers and any Indebtedness of any other Guarantor (except as a Domestic Subsidiary, it is no longer result of payment under any such other Guarantee) and (b) to be an obligor with respect to any Indebtedness under any Credit Facility; provided, however, that if, at any time following such release, that Guarantor incurs a Guarantee under a Credit Facility, then or (g) upon such Guarantor shall be required consolidating with, merging into or transferring all of its properties or assets to provide either of the Issuers or another Guarantor, and as a Note Guarantee at result of, or in connection with, such time. (d) Upon Legal transaction such Guarantor dissolving or Covenant Defeasance in accordance with Article 8 hereof or satisfaction and discharge of this Indenture in accordance with Article 11 hereof, each Guarantor will be released and relieved of any obligations under its Note Guaranteeotherwise ceasing to exist. Any Guarantor not released from its obligations under its Note Guarantee as provided in this Section 10.05 11.05 will remain liable for the full amount of principal of and interest and of, or premium and Liquidated Damagesor interest, if any, on on, the Notes and for the other obligations of any Guarantor under this Indenture as provided in this Article 1011.

Releases. (a) In the event of (i) any sale or other disposition of all or substantially all of the properties or assets of any Guarantor, a Subsidiary Guarantor (including by way of merger, consolidation merger or otherwise, or a sale or other disposition of Capital Stock of any Guarantor, in each case consolidation) to a Person that is not (either before or after giving effect to such transactionstransaction) Targa Resources Partners or a Subsidiary of the Company, and as a result of which such Subsidiary Guarantor ceases to be a Restricted Subsidiary, if the sale or other disposition complies with Section 4.06 of the First Supplemental Indenture, (ii) in connection with any sale of all of the Capital Stock of a Subsidiary Guarantor to a Person that is not (either before or after giving effect to such transaction) a Subsidiary of Targa Resources Partnersthe Company, and as a result of which such Subsidiary Guarantor ceases to be a Restricted Subsidiary, if the sale complies with Section 4.06 of the First Supplemental Indenture, (iii) the designation of any Restricted Subsidiary that is a Subsidiary Guarantor as an Unrestricted Subsidiary in accordance with Section 4.14 of the First Supplemental Indenture, or (iv) the discharge or release of all guarantees by such Subsidiary Guarantor of, and all pledges of property or assets of such Subsidiary Guarantor securing, all other Indebtedness of the Company and the Restricted Subsidiaries, then such Guarantor (or, in the event of a sale or other disposition, by way of merger, consolidation or otherwise, of Capital Stock of such Guarantor) or the Person acquiring the properties or assets (in the event case of a sale or other disposition of all or substantially all of the properties or assets of such Guarantor) , the Person acquiring such property, will be released and relieved of any obligations under its Note Guarantee; provided that sale or other disposition does not violate the applicable provisions of this Indenture, including without limitation Section 4.10 hereof, and such Guarantor ceases to be a Restricted Subsidiary of Targa Resources Partners as a result of the sale or other disposition. Upon delivery by the Issuers Company to the Trustee of an Officers’ ' Certificate and an Opinion of Counsel to the effect that such sale sale, disposition, redesignation or other disposition discharge or release was made by the Issuers Company in accordance with the provisions of this the Indenture, including without limitation Section 4.10 hereof, and that such Guarantor has ceased to be a Restricted Subsidiary of Targa Resources Partners, the Trustee will shall execute any documents reasonably required in order to evidence the release of any Guarantor from its obligations under its Note Guarantee. (b) Upon designation of any Guarantor as an Unrestricted Subsidiary in accordance with the terms of this Indenture, such Guarantor will be released and relieved of any obligations under its Note Guarantee. (c) At such time as any Guarantor ceases to guarantee any other Indebtedness of an Issuer or another Guarantor, provided that, if it is also a Domestic Subsidiary, it is no longer an obligor with respect to any Indebtedness under any Credit Facility; provided, however, that if, at any time following such release, that Guarantor incurs a Guarantee under a Credit Facility, then such Guarantor shall be required to provide a Note Guarantee at such time. (d) Upon Legal or Covenant Defeasance in accordance with Article 8 hereof or satisfaction and discharge of this Indenture in accordance with Article 11 hereof, each Guarantor will be released and relieved of any obligations under its Note Guarantee. Any Guarantor not released from its obligations under its Note Guarantee as provided in this Section 10.05 will remain liable for the full amount of principal of and interest and premium and Liquidated Damages, if any, on the Notes and for the other obligations of any Guarantor under this Indenture as provided in this Article 10.

Releases. (a) In This Agreement, the event of any sale or other disposition of all or substantially all of guarantees made herein and the properties or assets of any GuarantorSecurity Interests and Liens granted hereby shall terminate, by way of merger, consolidation or otherwise, or a sale or other disposition of Capital Stock of any Guarantor, in and each case to a Person that is not (either before or after giving effect to such transactions) Targa Resources Partners or a Restricted Subsidiary of Targa Resources Partners, then such Guarantor (in the event of a sale or other disposition, by way of merger, consolidation or otherwise, of Capital Stock of such Guarantor) or the Person acquiring the properties or assets (in the event of a sale or other disposition of all or substantially all of the properties or assets of such Guarantor) will shall automatically be released and relieved of any obligations under its Note Guarantee; provided that sale or other disposition does not violate the applicable provisions of this Indenture, including without limitation Section 4.10 hereof, and such Guarantor ceases to be a Restricted Subsidiary of Targa Resources Partners as a result of the sale or other disposition. Upon delivery by the Issuers to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect that such sale or other disposition was made by the Issuers in accordance with the provisions of this Indenture, including without limitation Section 4.10 hereof, and that such Guarantor has ceased to be a Restricted Subsidiary of Targa Resources Partners, the Trustee will execute any documents reasonably required in order to evidence the release of any Guarantor from its obligations under its Note Guaranteehereunder upon the Discharge of the Obligations. At such time, the Collateral Agent agrees to take such actions as are reasonably requested by the Guarantors, at the Guarantors’ expense, to evidence and effectuate such termination and release of the guarantees, Liens and Security Interests created by this Agreement. (b) Upon designation of In the event that any Guarantor conveys, sells, leases, assigns, transfers or otherwise disposes of all or any portion of the Collateral in a transaction not prohibited by the Credit Agreement, or in the event that any Subsidiary Guarantor or other Restricted Subsidiary is designated as an Unrestricted Subsidiary in accordance with Section 6.09 of the terms Credit Agreement, the Collateral Agent shall promptly take such action and execute any such documents as may be reasonably requested by the Guarantors and at the Guarantors’ expense to release any Liens created by this Agreement in respect of this Indenture, such Guarantor will be released Collateral and relieved to release the guarantee of any obligations under its Note Guarantee. (c) At Subsidiary Guarantor whose Pledged Equity Interests are so disposed of in such time as any a transaction that results in such Subsidiary Guarantor ceases to guarantee any other Indebtedness of an Issuer or another Guarantor, provided that, if it is also a Domestic Subsidiary, it is no longer an obligor with respect to being a Restricted Subsidiary of the Borrower or any Indebtedness under any Credit Facility; provided, however, such designation that if, at any time following results in such release, that Guarantor incurs a Guarantee under a Credit Facility, then such Guarantor shall be Pledged Equity Interests no longer being required to provide be pledged hereunder or under the Credit Agreement; provided that the Borrower shall have delivered to the Collateral Agent a Note Guarantee at written request for release identifying the relevant Guarantor and a description of the sale or other disposition in reasonable detail, together with a certification by the Borrower stating that such time. (d) Upon Legal or Covenant Defeasance transaction is in accordance compliance with Article 8 hereof or satisfaction the Credit Agreement and discharge of this Indenture in accordance with Article 11 hereof, each Guarantor will be released and relieved of any obligations under its Note Guarantee. Any Guarantor not released from its obligations under its Note Guarantee as provided in this Section 10.05 will remain liable for the full amount of principal of and interest and premium and Liquidated Damages, if any, on the Notes and for the other obligations of any Guarantor under this Indenture as provided in this Article 10Loan Documents.

Releases. (a) In the event of any sale or other disposition of all or substantially all of the properties or assets of any Guarantor, Guarantor (including by way of merger, consolidation merger or otherwise, or a sale or other disposition of Capital Stock of any Guarantor, in each case consolidation) to a Person that is not (either before or after giving effect to such transactionstransaction) Targa Resources Partners the Company or a Restricted Subsidiary of Targa Resources Partnersthe Company, then such Guarantor (in the event of a sale or other disposition, by way of merger, consolidation or otherwise, of Capital Stock of such Guarantor) or the Person acquiring the properties or assets (in the event of a sale or other disposition of all or substantially all of the properties or assets of such Guarantor) will be released and relieved of any obligations under its Note Guarantee; provided that sale or other disposition such transaction does not violate the applicable provisions of this Indenture, including without limitation Section 4.10 4.11 hereof, and such Guarantor ceases to be a Restricted Subsidiary of Targa Resources Partners as a result of the sale or other disposition. Upon delivery by the Issuers Company to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect that such sale or other disposition was made by the Issuers Company in accordance with the provisions of this Indenture, including without limitation Section 4.10 4.11 hereof, and that such Guarantor has ceased to be a Restricted Subsidiary of Targa Resources Partners, the Trustee will execute any documents reasonably required requested by the Company or such Guarantor in order to evidence the release of any Guarantor from its obligations under its Note Guarantee. (b) In the event of any sale or other disposition of the Capital Stock of any Guarantor to a Person that is not (either before or after giving effect to such transaction) the Company or a Restricted Subsidiary of the Company, then such Guarantor will be released and relieved of any obligations under its Note Guarantee; provided that (i) such transaction does not violate Section 4.11 hereof and (ii) such Guarantor ceases to be a Subsidiary of the Company as a result of such sale or other disposition. Upon delivery by the Company to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect that such sale or other disposition was made by the Company in accordance with Section 4.11 hereof, the Trustee will execute any documents reasonably requested by the Company or such Guarantor in order to evidence the release of any Guarantor from its obligations under its Note Guarantee. (c) Upon designation of any Guarantor as an Unrestricted Subsidiary in accordance with the terms of this Indenture, such Guarantor will be released and relieved of any obligations under its Note Guarantee. (c) At such time as any Guarantor ceases to guarantee any other Indebtedness of an Issuer or another Guarantor, provided that, if it is also a Domestic Subsidiary, it is no longer an obligor with respect to any Indebtedness under any Credit Facility; provided, however, that if, at any time following such release, that Guarantor incurs a Guarantee under a Credit Facility, then such Guarantor shall be required to provide a Note Guarantee at such time. (d) Upon Legal Defeasance or Covenant Defeasance in accordance with Article 8 hereof or upon satisfaction and discharge of this Indenture in accordance with Article 11 hereof, each Guarantor will be released and relieved of any obligations under its Note Guarantee. (e) Upon the liquidation or dissolution of a Guarantor; provided that no Default or Event of Default has occurred and is continuing, such Guarantor will be released and relieved of any obligations under its Note Guarantee. Any Guarantor not released from its obligations under its Note Guarantee as provided in this Section 10.05 will remain liable for the full amount of principal of and interest and premium and Liquidated Damagespremium, if any, on the Notes and for the other obligations of any Guarantor under this Indenture as provided in this Article 10. In addition, the Collateral Trustee’s Lien on the Collateral will be released upon the terms and subject to the conditions set forth in the Collateral Trust Agreement.

Releases. (a) In the event of any sale or other disposition of all or substantially all of the properties or assets of any Guarantor, by way of merger, consolidation or otherwise, or a sale or other disposition of Capital Stock of any Guarantor, in each case to a Person that is not (either before or after giving effect to such transactionstransaction) Targa Resources Partners the Company or a Restricted Subsidiary of Targa Resources Partnersthe Company, then such Guarantor the corporation acquiring the property will be released and relieved of any obligations under the Note Guarantee; (in b) In the event of any sale or other disposition of Capital Stock of any Guarantor to a Person that is not (either before or after giving effect to such transaction) the Company or a Restricted Subsidiary of the Company and such Guarantor ceases to be a Restricted Subsidiary of the Company as a result of the sale or other disposition, by way of merger, consolidation or otherwise, of Capital Stock of then such Guarantor) or the Person acquiring the properties or assets (in the event of a sale or other disposition of all or substantially all of the properties or assets of such Guarantor) Guarantor will be released and relieved of any obligations under its Note Guarantee; provided provided, in both cases, that the Net Proceeds of such sale or other disposition does not violate are applied in accordance with the applicable provisions of this Indenture, including without limitation Section 4.10 hereof, and such Guarantor ceases to be a Restricted Subsidiary of Targa Resources Partners as a result of the sale or other disposition. Upon delivery by the Issuers Company to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect that such sale or other disposition was made by the Issuers Issuer in accordance with the provisions of this Indenture, including without limitation Section 4.10 hereof, and that such Guarantor has ceased to be a Restricted Subsidiary of Targa Resources Partners, the Trustee will execute any documents reasonably required in order to evidence the release of any Guarantor from its obligations under its Note Guarantee. (bc) Upon designation of any Restricted Subsidiary that is a Guarantor as an Unrestricted Subsidiary in accordance with the terms of this Indenture, such Guarantor will be released and relieved of any obligations under its Note Guarantee. (c) At such time as any Guarantor ceases to guarantee any other Indebtedness of an Issuer or another Guarantor, provided that, if it is also a Domestic Subsidiary, it is no longer an obligor with respect to any Indebtedness under any Credit Facility; provided, however, that if, at any time following such release, that Guarantor incurs a Guarantee under a Credit Facility, then such Guarantor shall be required to provide a Note Guarantee at such time. (d) Upon Legal Defeasance or Covenant Defeasance in accordance with Article 8 hereof or satisfaction and discharge of this Indenture in accordance with Article 11 12 hereof, each Guarantor will be released and relieved of any obligations under its Note Guarantee. Any Guarantor not released from its obligations under its Note Guarantee as provided in this Section 10.05 11.05 will remain liable for the full amount of principal of and interest and of, premium and Liquidated Damageson, if any, on and interest, if any, on, the Notes and for the other obligations of any Guarantor under this Indenture as provided in this Article 1011.

Releases. (a) In the event of any sale or other disposition of all or substantially all of the properties or assets of any Guarantor, by way of merger, consolidation or otherwise, or a sale or other disposition of all of the Capital Stock of any Guarantor, in each case to a Person that is not (either before or after giving effect to such transactions) Targa Resources Partners the Company or a Restricted Subsidiary of Targa Resources Partnersthe Company, then such Guarantor (in the event of a sale or other disposition, by way of merger, consolidation or otherwise, of all of the Capital Stock of such Guarantor) or the Person corporation acquiring the properties or assets property (in the event of a sale or other disposition of all or substantially all of the properties or assets of such Guarantor) will shall be released and relieved of any obligations under its Note Guarantee; provided that sale or other disposition does not violate the applicable provisions of this Indenture, including without limitation Section 4.10 hereof, and such Guarantor ceases to be a Restricted Subsidiary of Targa Resources Partners as a result of the sale or other disposition. Upon delivery by the Issuers Company to the Trustee of an Officers’ Officer’s Certificate and an Opinion of Counsel to the effect that such sale or other disposition was made by the Issuers Company in accordance with the provisions of this Indenture, including without limitation Section 4.10 hereof, and that such Guarantor has ceased to be a Restricted Subsidiary of Targa Resources Partners, the Trustee will shall execute any documents reasonably required in order to evidence the release of any Guarantor from its obligations under its Note Guarantee. (b) Upon designation In the event of any the release or discharge of a guarantee by a Guarantor of Indebtedness or such other guarantee that resulted in the creation of such Guarantee, except a discharge or release by or as an Unrestricted Subsidiary in accordance with the terms a result of this Indenturepayment under such guarantee, such Guarantor will shall be released and relieved of any obligations under its Note Guarantee. (c) At such time as any Guarantor ceases to guarantee any other Indebtedness of an Issuer If the legal defeasance option is exercised or another Guarantor, provided that, if it this Indenture is also a Domestic Subsidiary, it is no longer an obligor with respect to any Indebtedness under any Credit Facility; provided, however, that if, at any time following such release, that Guarantor incurs a Guarantee under a Credit Facility, then such Guarantor shall be required to provide a Note Guarantee at such time. (d) Upon Legal or Covenant Defeasance otherwise discharged in accordance with Article 8 hereof or satisfaction and discharge of this Indenture in accordance with Article 11 hereof, each Guarantor will shall be released and relieved of any obligations under its Note Guarantee. Any Guarantor not released from its obligations under its Note Guarantee as provided in this Section 10.05 will shall remain liable for the full amount of principal of and interest and premium and Liquidated Damagespremium, if any, on the Notes and for the other obligations of any Guarantor under this Indenture as provided in this Article 10.

Releases. (a) In the event of any sale or other disposition of all or substantially all of the properties or assets of any Subsidiary Guarantor, by way of merger, consolidation or otherwise, or a sale or other disposition of Capital Stock of any Guarantor, in each case to a Person that is not (either before or after giving effect to such transactionstransaction) Targa Resources Partners Solera or a Restricted Subsidiary of Targa Resources PartnersSolera, then such Guarantor the corporation acquiring the property will be released and relieved of any obligations under the Note Guarantee; (in b) In the event of any sale or other disposition of Capital Stock of any Subsidiary Guarantor to a Person that is not (either before or after giving effect to such transaction) Solera or a Restricted Subsidiary of Solera and such Subsidiary Guarantor ceases to be a Restricted Subsidiary of Solera as a result of the sale or other disposition, by way of merger, consolidation or otherwise, of Capital Stock of then such Guarantor) or the Person acquiring the properties or assets (in the event of a sale or other disposition of all or substantially all of the properties or assets of such Guarantor) Subsidiary Guarantor will be released and relieved of any obligations under its Note Guarantee; provided provided, in both cases, that the Net Proceeds of such sale or other disposition does not violate are applied in accordance with the applicable provisions of this Indenture, including without limitation Section 4.10 hereof, and such Guarantor ceases to be a Restricted Subsidiary of Targa Resources Partners as a result of the sale or other disposition. Upon delivery by Solera or the Issuers Issuer to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect that such sale or other disposition was made by Solera or the Issuers Issuer in accordance with the provisions of this Indenture, including without limitation Section 4.10 hereof, and that such Guarantor has ceased to be a Restricted Subsidiary of Targa Resources Partners, the Trustee will execute any documents reasonably required in order to evidence the release of any Subsidiary Guarantor from its obligations under its Note Guarantee. (bc) Upon designation of any Restricted Subsidiary that is a Subsidiary Guarantor as an Unrestricted Subsidiary in accordance with the terms of this Indenture, such Subsidiary Guarantor will be released and relieved of any obligations under its Note Guarantee. (c) At such time as any Guarantor ceases to guarantee any other Indebtedness of an Issuer or another Guarantor, provided that, if it is also a Domestic Subsidiary, it is no longer an obligor with respect to any Indebtedness under any Credit Facility; provided, however, that if, at any time following such release, that Guarantor incurs a Guarantee under a Credit Facility, then such Guarantor shall be required to provide a Note Guarantee at such time. (d) Upon Legal Defeasance or Covenant Defeasance in accordance with Article 8 hereof or satisfaction and discharge of this Indenture in accordance with Article 11 hereof, each Subsidiary Guarantor that is a Subsidiary of the Issuer will be released and relieved of any obligations under its Note Guarantee. In addition, upon Legal Defeasance, all Note Guarantees of all Guarantors shall be released in accordance with the provisions of Section 8.02 hereof. (e) In the case of a Subsidiary Guarantor that becomes an Excluded Subsidiary, upon receipt by the Trustee of an Officers’ Certificate certifying that such Subsidiary Guarantor has become an Excluded Subsidiary, such Subsidiary Guarantor will be released and relieved of any obligations under its Note Guarantee. (f) In the case of a Subsidiary Guarantor that is a Subsidiary of the Issuer, upon the occurrence of a Fall Away Event, such Subsidiary Guarantor will be released and relieved of any obligations under its Note Guarantee. Any Guarantor not released from its obligations under its Note Guarantee as provided in this Section 10.05 will remain liable for the full amount of principal of and interest and of, premium and Liquidated Damageson, if any, on and interest, if any, on, the Notes and for the other obligations of any Guarantor under this Indenture as provided in this Article 10.

Releases. (a) In If in connection with: (i) the event exercise of the Senior Agent’s remedies in respect of any sale of the Collateral securing the Senior Debt, including any sale, lease, exchange, transfer or other disposition of all or substantially all of the properties or assets of such Collateral; or (ii) any Guarantorsale, by way of mergerlease, consolidation or otherwiseexchange, or a sale transfer or other disposition of Capital Stock Collateral securing the Senior Debt permitted under the terms of any Guarantor, in each case the Senior Loan Documents or permitted pursuant to a Person that is waiver or consent by the Senior Lenders of a transaction otherwise prohibited by the Senior Loan Documents (whether or not (either before or after giving effect to such transactions) Targa Resources Partners or a Restricted Subsidiary an Event of Targa Resources PartnersDefault under, then such Guarantor (and as defined in the event Senior Loan Documents, has occurred and is continuing); the Senior Agent releases any of a sale or other disposition, by way of merger, consolidation or otherwise, of Capital Stock of such Guarantor) or the Person acquiring the properties or assets (in the event of a sale or other disposition of all or substantially all its Liens on any part of the properties Collateral securing the Senior Debt (or assets of such Guarantor) will be released and relieved of any obligations under its Note Guarantee; provided that sale or other disposition does not violate the applicable provisions of this Indenture, including without limitation Section 4.10 hereof, and such Guarantor ceases to be a Restricted Subsidiary of Targa Resources Partners as a result of the sale or other disposition. Upon delivery by the Issuers to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect that such sale or other disposition was made by the Issuers in accordance with the provisions of this Indenture, including without limitation Section 4.10 hereof, and that such Guarantor has ceased to be a Restricted Subsidiary of Targa Resources Partners, the Trustee will execute any documents reasonably required in order to evidence the release of any Guarantor from its obligations under its Note Guaranteeguaranty of any or all of the Senior Debt), the Liens of the Subordinated Creditor, on such Collateral (and the obligations of such Guarantor under its guaranty of any or all of the Subordinated Debt) shall be automatically, unconditionally and simultaneously released and the Subordinated Creditor, promptly shall execute and deliver to the Senior Agent or to the Company, at the Company’s cost and expense, such termination statements, releases and other documents as the Senior Agent or the Company may reasonably request to effectively confirm such release. (b) Upon designation The Subordinated Creditor, hereby irrevocably constitutes and appoints the Senior Agent and any officer or agent of any Guarantor the Senior Agent, with full power of substitution, as an Unrestricted Subsidiary its true and lawful attorney-in-fact with full irrevocable power and authority in accordance with the place and stead of the Subordinated Creditor or such holder from time to time in the Senior Agent’s discretion, for the purpose of carrying out the terms of this IndentureSection 2.7, such Guarantor will to take any and all appropriate action and to execute any and all documents and instruments which may be released and relieved of any obligations under its Note Guarantee. (c) At such time as any Guarantor ceases necessary or desirable to guarantee any other Indebtedness of an Issuer or another Guarantor, provided that, if it is also a Domestic Subsidiary, it is no longer an obligor with respect to any Indebtedness under any Credit Facility; provided, however, that if, at any time following such release, that Guarantor incurs a Guarantee under a Credit Facility, then such Guarantor shall be required to provide a Note Guarantee at such time. (d) Upon Legal or Covenant Defeasance in accordance with Article 8 hereof or satisfaction and discharge accomplish the purposes of this Indenture in accordance with Article 11 hereofSection 2.7, each Guarantor will be released and relieved of including, without limitation, any obligations under its Note Guarantee. Any Guarantor not released from its obligations under its Note Guarantee as provided in this Section 10.05 will remain liable for the full amount of principal of and interest and premium and Liquidated Damagesfinancing statements, if any, on the Notes and for the endorsements or other obligations of any Guarantor under this Indenture as provided in this Article 10instruments or transfer or release.

Releases. (a) In the event of any sale or other disposition of all or substantially all of the properties or assets of any Guarantor, by way of merger, consolidation or otherwise, or a sale or other disposition of Capital Stock of any Guarantor, in each case to a Person that is not (either before or after giving effect to such transactionstransaction) Targa Resources Partners the Company or a Restricted Subsidiary of Targa Resources Partnersthe Company, then such Guarantor (in the event of a sale or other disposition, by way of merger, consolidation or otherwise, of Capital Stock of such Guarantor) or the Person acquiring the properties or assets property will be automatically released and relieved of any obligations under the Note Guarantee; (in b) In the event of a any sale or other disposition of all or substantially all of the properties Capital Stock of any Guarantor to a Person that is not (either before or assets after giving effect to such transaction) the Company or a Restricted Subsidiary of the Company and such Guarantor) Guarantor ceases to be a Restricted Subsidiary of the Company as a result of the sale or other disposition, then such Guarantor will be automatically released and relieved of any obligations under its Note Guarantee; provided provided, in both cases, that the Net Proceeds of such sale or other disposition does not violate are applied in accordance with the applicable provisions of this Indenture, including without limitation Section 4.10 hereof, and such Guarantor ceases to be a Restricted Subsidiary of Targa Resources Partners as a result of the sale or other disposition. Upon delivery by the Issuers Company to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect that such sale or other disposition was made by the Issuers Company in accordance with the provisions of this Indenture, including without limitation Section 4.10 hereof, and that such Guarantor has ceased to be a Restricted Subsidiary of Targa Resources Partners, the Trustee will execute any documents reasonably required in order to evidence the release of any Guarantor from its obligations under its Note Guarantee. (bc) Upon designation of any Restricted Subsidiary that is a Guarantor as an Unrestricted Subsidiary in accordance with the terms of this Indenture, such Guarantor will be released and relieved of any obligations under its Note Guarantee. (c) At such time as any Guarantor ceases to guarantee any other Indebtedness of an Issuer or another Guarantor, provided that, if it is also a Domestic Subsidiary, it is no longer an obligor with respect to any Indebtedness under any Credit Facility; provided, however, that if, at any time following such release, that Guarantor incurs a Guarantee under a Credit Facility, then such Guarantor shall be required to provide a Note Guarantee at such time. (d) Upon Legal Defeasance or Covenant Defeasance in accordance with Article 8 hereof or satisfaction and discharge of this Indenture in accordance with Article 11 12 hereof, each Guarantor will be automatically released and relieved of any obligations under its Note Guarantee. (e) If such Guarantor no longer constitutes a Domestic Subsidiary, such Guarantor will be automatically released and relieved of any obligations under its Note Guarantee. (f) If determined in good faith by the Company that a liquidation, dissolution or merger out of existence of such Guarantor is in the best interests of the Company and is not materially disadvantageous to the Holders, such Guarantor will be automatically released and relieved of any obligations under its Note Guarantee. Any Guarantor not released from its obligations under its Note Guarantee as provided in this Section 10.05 11.05 will remain liable for the full amount of principal of and interest and of, premium and Liquidated Damageson, if any, on and interest, if any, on, the Notes and for the other obligations of any Guarantor under this Indenture as provided in this Article 1011.

Releases. (a) In the event of any sale or other disposition of all or substantially all of the properties or assets of any Guarantor, by way of merger, consolidation or otherwise, or a sale or other disposition of all of the Capital Stock of any Guarantor, in each case to a Person that is not (either before or after giving effect to such transactions) Targa Resources Partners the Company or a Restricted Subsidiary of Targa Resources Partnersthe Company, then such Guarantor (in the event of a sale or other disposition, by way of merger, consolidation or otherwise, of all of the Capital Stock of such Guarantor) or the Person corporation acquiring the properties or assets property (in the event of a sale or other disposition of all or substantially all of the properties or assets of such Guarantor) will shall be released and relieved of any obligations under its Note Guarantee; provided that the Net Proceeds of such sale or other disposition does not violate are applied in accordance with the applicable provisions of this Indenture, including without limitation Section 4.10 hereof, and such Guarantor ceases to be a Restricted Subsidiary of Targa Resources Partners as a result of the sale or other disposition. Upon delivery by the Issuers Company to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect that such sale or other disposition was made by the Issuers Company in accordance with the provisions of this Indenture, including without limitation Section 4.10 hereof, and that such Guarantor has ceased to be a Restricted Subsidiary of Targa Resources Partners, the Trustee will shall execute any documents reasonably required in order to evidence the release of any Guarantor from its obligations under its Note Guarantee. (b) Upon designation of any Guarantor as an Unrestricted Subsidiary in accordance with the terms of this Indenture, such Guarantor will shall be released and relieved of any obligations under its Note Guarantee. (c) At such time as any Guarantor ceases to guarantee any other Indebtedness of an Issuer or another Guarantor, provided that, if it is also a Domestic Subsidiary, it is no longer an obligor with respect to any Indebtedness under any Credit Facility; provided, however, that if, at any time following such release, that Guarantor incurs a Guarantee under a Credit Facility, then such Guarantor shall be required to provide a Note Guarantee at such time. (d) Upon Legal or Covenant Defeasance in accordance with Article 8 hereof or satisfaction and discharge of this Indenture in accordance with Article 11 12 hereof, each Guarantor will shall be released and relieved of any obligations under its Note Guarantee. Any Guarantor not released from its obligations under its Note Guarantee as provided in this Section 10.05 will 11.05 shall remain liable for the full amount of principal of and interest and premium and Liquidated Damagespremium, if any, on the Notes and for the other obligations of any Guarantor under this Indenture as provided in this Article 1011.

Releases. (a) In the event The Note Guarantee of a Guarantor will be released: (1) in connection with any sale or other disposition of all or substantially all of the properties or assets of any that Guarantor, by way of merger, consolidation or otherwise, or a sale or other disposition of Capital Stock of any Guarantor, in each case to a Person that is not (either before or after giving effect to such transactionstransaction) Targa Resources Partners the Company or a Restricted Subsidiary of Targa Resources Partnersthe Company, then such Guarantor (in if the event of a sale or other disposition, by way of merger, consolidation or otherwise, of Capital Stock of such Guarantor) or the Person acquiring the properties or assets (in the event of a sale or other disposition of all or substantially all of the properties or assets of such Guarantor) will be released and relieved of any obligations under its Note Guarantee; provided that sale or other disposition does not violate the applicable provisions of this Indenture, including without limitation Section 4.10 hereof; (2) in connection with any sale or other disposition of Capital Stock of that Guarantor to a Person that is not (either before or after giving effect to such transaction) the Company or a Restricted Subsidiary of the Company, if the sale or other disposition does not violate Section 4.10 hereof and such the Guarantor ceases to be a Restricted Subsidiary of Targa Resources Partners the Company as a result of the sale or other disposition. Upon delivery by ; (3) if the Issuers to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect Company designates any Restricted Subsidiary that such sale or other disposition was made by the Issuers in accordance with the provisions of this Indenture, including without limitation Section 4.10 hereof, and that such is a Guarantor has ceased to be a Restricted Subsidiary of Targa Resources Partners, the Trustee will execute any documents reasonably required in order to evidence the release of any Guarantor from its obligations under its Note Guarantee. (b) Upon designation of any Guarantor as an Unrestricted Subsidiary in accordance with the terms applicable provisions of this Indenture, such Guarantor will be released and relieved of any obligations under its Note Guarantee.; (c4) At such time as any if the Guarantor ceases to guarantee be a borrower or guarantor under all Credit Facilities and is released or discharged from all obligations thereunder and such Guarantor is released or discharged from its Guarantee of any other Indebtedness of an Issuer or another Guarantorthe Company in excess of $10.0 million in aggregate principal amount, including the Guarantee that resulted in the obligation of such Guarantor to Guarantee the Notes; provided that, that if it is also a Domestic Subsidiary, it is no longer an obligor with respect to such Person has incurred any Indebtedness in reliance on its status as a Guarantor under any Credit FacilitySection 4.09 hereof such Guarantor’s obligations under such Indebtedness, as the case may be, so incurred are satisfied in full and discharged or are otherwise permitted to be Incurred by a Restricted Subsidiary (other than a Guarantor) under Section 4.09 hereof; provided, however, that if, at any time following such release, that Guarantor incurs a Guarantee under a Credit Facility, then such Guarantor shall be required to provide a Note Guarantee at such time.or (d5) Upon upon Legal Defeasance or Covenant Defeasance in accordance with Article 8 hereof or satisfaction and discharge of this Indenture in accordance with Article 11 hereof, each Guarantor will be released and relieved of any obligations under its Note Guarantee. . (b) Any Guarantor not released from its obligations under its Note Guarantee as provided in this Section 10.05 will remain liable for the full amount of principal of and interest and of, premium and Liquidated Damageson, if any, on interest and Special Interest, if any, on, the Notes and for the other obligations of any Guarantor under this Indenture as provided in this Article 10.

Releases. (a) In the event of Upon any sale or other disposition of all or substantially all of the properties or assets of any Guarantor, that Subsidiary Guarantor (including by way of merger, consolidation merger or otherwise, or a sale or other disposition of Capital Stock of any Guarantorconsolidation), in each case a transaction not prohibited by Section 4.10, to a any Person that who is not (either before or after giving effect to such transactionsthe transaction) Targa Resources Partners the Company or a Restricted another Subsidiary of Targa Resources PartnersGuarantor, then such Guarantor will be automatically released and relieved of any obligations under its Note Guarantee; (in the event of a sale or other disposition, by way of merger, consolidation or otherwise, of Capital Stock of such Guarantorb) or the Person acquiring the properties or assets (in the event of a In connection with any sale or other disposition of all or substantially all of the properties Capital Stock of that Subsidiary Guarantor, in a transaction not prohibited by Section 4.10, to any Person who is not (either before or assets of after giving effect to the transaction) the Company or another Subsidiary Guarantor, such Guarantor) Guarantor will be automatically released and relieved of any obligations under its Note Guarantee; provided provided, in both clauses (a) and (b), that the Net Proceeds of such sale or other disposition does not violate are applied in accordance with the applicable provisions of this Indenture, including without limitation Section 4.10 hereof4.10. (c) Upon the release or discharge of such Subsidiary Guarantor from its Guarantee of Indebtedness of the Issuers and any domestic Subsidiary of the Company under the Credit Agreement (including by reason of the termination of the Credit Agreement) and any other Credit Facility, including the Guarantee that resulted in the obligation of such Subsidiary Guarantor to Guarantee the Notes, except a release or discharge by or as a result of payment under such Note Guarantee (it being understood that a release subject to a contingent reinstatement is still a release, and that if any such Guarantee of Indebtedness under the Credit Agreement or any other Credit Facility is reinstated, such Note Guarantee shall also be reinstated to the extent that such Subsidiary Guarantor would then be required to provide a Note Guarantee pursuant to Section 4.16); provided that if such Subsidiary Guarantor has incurred any Indebtedness in reliance on its status as a Subsidiary Guarantor under Section 4.09, such Subsidiary Guarantor’s obligations under such Indebtedness so incurred are satisfied in full and discharged or are otherwise permitted to be incurred by a Restricted Subsidiary (other than a Subsidiary Guarantor) under Section 4.09, such Guarantor will be automatically released and relieved of any obligations under its Note Guarantee. (d) if such Subsidiary Guarantor merges with and into the Company or an Issuer, with the Company or an Issuer surviving such merger, such Guarantor will be automatically released and relieved of any obligations under its Note Guarantee; (e) If such Subsidiary Guarantor becomes an Excluded Subsidiary in accordance with the terms of this Indenture or otherwise ceases to be a Restricted Subsidiary (including by way of Targa Resources Partners as liquidation or dissolution) in a result transaction not prohibited by this Indenture, such Guarantor will be automatically released and relieved of any obligations under its Note Guarantee. (f) Upon Legal Defeasance or Covenant Defeasance in accordance with Article 8 or satisfaction and discharge of this Indenture in accordance with Article 11, each Guarantor will be automatically released and relieved of any obligations under its Note Guarantee. (g) If it is determined in good faith by the Company that a liquidation, dissolution or merger out of existence of any Subsidiary Guarantor is in the best interests of the sale Company and is not materially disadvantageous to the Holders, such Guarantor will be automatically released and relieved of any obligations under its Note Guarantee. The Note Guarantee of the Company will be automatically released, in connection with any transaction resulting in the creation of a Parent Entity, upon the release or discharge of the Company from its Guarantee of Indebtedness of the Issuers and any domestic Subsidiary of the Company under the Credit Agreement (including by reason of the termination of the Credit Agreement) and any other dispositionCredit Facility (it being understood that a release subject to a contingent reinstatement is still a release, and that if any such Guarantee of Indebtedness under the Credit Agreement or any other Credit Facility is reinstated, such Note Guarantee shall also be reinstated to the extent that the Company would then be required to provide a Note Guarantee pursuant to Section 4.16); provided, for the avoidance of doubt, that any such Parent Entity will become a Guarantor with respect to the Notes and under this Indenture by executing and delivering to the Trustee a supplemental indenture (in form and substance reasonably satisfactory to the Trustee). The Issuers will notify the Trustee if any Guarantor is released from its Note Guarantee. Any Guarantor not released from its obligations under its Note Guarantee as provided in this Section 10.04 will remain liable for the full amount of principal of, premium on, if any, and interest on the Notes and for the other obligations of any Guarantor under this Indenture as provided in this Article 10. Upon delivery by the Issuers to the Trustee of an Officers’ Officer’s Certificate and an Opinion of Counsel to the effect that such sale or other disposition was made by the Issuers Company in accordance with the provisions of this Indenture, including without limitation Section 4.10 hereof, and that such Guarantor has ceased to be a Restricted Subsidiary of Targa Resources Partners4.10, the Trustee will execute any documents reasonably required in order to evidence the release of any Guarantor from its obligations under its Note Guarantee. (b) Upon designation of any Guarantor as an Unrestricted Subsidiary in accordance with the terms of this Indenture, such Guarantor will be released and relieved of any obligations under its Note Guarantee. (c) At such time as any Guarantor ceases to guarantee any other Indebtedness of an Issuer or another Guarantor, provided that, if it is also a Domestic Subsidiary, it is no longer an obligor with respect to any Indebtedness under any Credit Facility; provided, however, that if, at any time following such release, that Guarantor incurs a Guarantee under a Credit Facility, then such Guarantor shall be required to provide a Note Guarantee at such time. (d) Upon Legal or Covenant Defeasance in accordance with Article 8 hereof or satisfaction and discharge of this Indenture in accordance with Article 11 hereof, each Guarantor will be released and relieved of any obligations under its Note Guarantee. Any Guarantor not released from its obligations under its Note Guarantee as provided in this Section 10.05 will remain liable for the full amount of principal of and interest and premium and Liquidated Damages, if any, on the Notes and for the other obligations of any Guarantor under this Indenture as provided in this Article 10.