SECOND AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF TARGA RESOURCES PARTNERS LPLimited Partnership Agreement • October 15th, 2015 • Targa Resources Partners LP • Natural gas transmission • Delaware
THIS SECOND AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF TARGA RESOURCES PARTNERS LP dated as of October 15, 2015, is entered into by and among Targa Resources GP LLC, a Delaware limited liability company, as the General Partner, together with any other Persons who are or become Partners in the Partnership or parties hereto as provided herein. In consideration of the covenants, conditions and agreements contained herein, the parties hereto hereby agree as follows:
ContractSupplemental Indenture • November 9th, 2009 • Targa Resources Partners LP • Natural gas transmission • New York
Supplemental Indenture (this "Supplemental Indenture"), dated as of September 24, 2009, among Targa Downstream GP LLC (the "Guaranteeing Subsidiary"), Targa Resources Partners LP, a Delaware limited partnership ("Targa Resources Partners"), and Targa Resources Partners Finance Corporation ("Finance Corporation" and, together with Targa Resources Partners, the "Issuers"), the other Guarantors (as defined in the Indenture referred to herein) and U.S. Bank National Association, as trustee under the Indenture referred to below (the "Trustee").
REGISTRATION RIGHTS AGREEMENT Dated as of February 2, 2021 By and Among TARGA RESOURCES PARTNERS LP, TARGA RESOURCES PARTNERS FINANCE CORPORATION and THE GUARANTORS NAMED HEREIN as Issuers, and THE INITIAL PURCHASERS NAMED HEREIN 4% SENIOR NOTES DUE 2032Registration Rights Agreement • February 5th, 2021 • Targa Resources Partners LP • Natural gas transmission • New York
This Registration Rights Agreement (the “Agreement”) is dated as of February 2, 2021 by and among Targa Resources Partners LP, a Delaware limited partnership (the “Partnership”), Targa Resources Partners Finance Corporation, a Delaware corporation (the “Finance Co.” and, together with the Partnership, the “Targa Companies”), the Guarantors listed on the signature pages hereto (the “Guarantors” and, together with the Partnership and Finance Co., the “Issuers”) and the several Initial Purchasers listed in Schedule 1 to the Purchase Agreement (defined below) (the “Initial Purchasers”) for whom BofA Securities, Inc. is acting as representative (the “Representative”).
TARGA RESOURCES CORP. INDEMNIFICATION AGREEMENTIndemnification Agreement • March 5th, 2019 • Targa Resources Partners LP • Natural gas transmission • Delaware
THIS AGREEMENT (the “Agreement”) is effective February 22 2017, between Targa Resources Corp., a Delaware corporation (the “Corporation”), and the undersigned individual who serves as a director or officer of the Corporation (“Indemnitee”).
TARGA RESOURCES PARTNERS LP TARGA RESOURCES PARTNERS FINANCE CORPORATION AND EACH OF THE GUARANTORS PARTY HERETO 4% SENIOR NOTES DUE 2032 INDENTURE Dated as of February 2, 2021 U.S. BANK NATIONAL ASSOCIATION TrusteeIndenture • February 5th, 2021 • Targa Resources Partners LP • Natural gas transmission • New York
INDENTURE dated as of February 2, 2021 among TARGA RESOURCES PARTNERS LP, a Delaware limited partnership (“Targa Resources Partners”), TARGA RESOURCES PARTNERS FINANCE CORPORATION, a Delaware corporation (“Finance Corp.” and, together with Targa Resources Partners, the “Issuers”), the Guarantors (as defined) and U.S. BANK NATIONAL ASSOCIATION, as trustee.
Targa Resources Partners LP and Targa Resources Partners Finance Corporation $1,000,000,000 4% Senior Notes Due 2032 PURCHASE AGREEMENTPurchase Agreement • January 22nd, 2021 • Targa Resources Partners LP • Natural gas transmission • New York
Targa Resources Partners LP, a limited partnership organized under the laws of Delaware (the “Partnership”), along with Targa Resources Partners Finance Corporation, a Delaware corporation (“Finance Co” and, together with the Partnership, the “Issuers”), hereby confirm their agreement with the several Initial Purchasers listed in Schedule 1 hereto (the “Initial Purchasers”) for whom BofA Securities, Inc. is acting as representative (the “Representative”) as set forth below.
ContractSupplemental Indenture • May 6th, 2010 • Targa Resources Partners LP • Natural gas transmission • New York
Supplemental Indenture (this "Supplemental Indenture"), dated as of April 27, 2010, among Targa Straddle LP, a Delaware limited partnership (the "Guaranteeing Subsidiary"), Targa Resources Partners LP, a Delaware limited partnership ("Targa Resources Partners"), and Targa Resources Partners Finance Corporation ("Finance Corporation" and, together with Targa Resources Partners, the "Issuers"), the other Guarantors (as defined in the Indenture referred to herein) and U.S. Bank National Association, as trustee under the Indenture referred to below (the "Trustee").
THIRD AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF TARGA RESOURCES PARTNERS LPLimited Partnership Agreement • October 21st, 2016 • Targa Resources Partners LP • Natural gas transmission • Delaware
THIS THIRD AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF TARGA RESOURCES PARTNERS LP effective as of December 1, 2016, is entered into by and among Targa Resources GP LLC, a Delaware limited liability company, as the General Partner, together with any other Persons who are or become Partners in the Partnership or parties hereto as provided herein. In consideration of the covenants, conditions and agreements contained herein, the parties hereto hereby agree as follows:
CREDIT AGREEMENT Dated as of February 14, 2007 Among TARGA RESOURCES PARTNERS LP, as the Borrower, BANK OF AMERICA, N.A., as the Administrative Agent, Swing Line Lender and L/C Issuer, WACHOVIA BANK, N.A., as the Syndication Agent, MERRILL LYNCH...Credit Agreement • February 16th, 2007 • Targa Resources Partners LP • Natural gas transmission • New York
This CREDIT AGREEMENT (“Agreement”) is entered into as of February 14, 2007, among Targa Resources Partners LP, a Delaware limited partnership (the “Borrower”), each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”), and Bank of America, N.A., as Administrative Agent, Collateral Agent, Swing Line Lender and L/C Issuer.
PURCHASE AND SALE AGREEMENT dated as of January 10, 2013 between THE ORIGINATORS FROM TIME TO TIME PARTIES HERETO, as Originators and TARGA RECEIVABLES LLCPurchase and Sale Agreement • January 14th, 2013 • Targa Resources Partners LP • Natural gas transmission • New York
This PURCHASE AND SALE AGREEMENT (as amended, restated, supplemented or otherwise modified from time to time, this “Agreement”), dated as of January 10, 2013 is entered into between THE ORIGINATORS (as defined below) FROM TIME TO TIME PARTIES HERETO, and TARGA RECEIVABLES LLC, a Delaware limited liability company (the “Company”).
VOTING AND SUPPORT AGREEMENTVoting and Support Agreement • October 20th, 2014 • Targa Resources Partners LP • Natural gas transmission • Delaware
This VOTING AND SUPPORT AGREEMENT (this “Agreement”) is made and entered into as of October 13, 2014, by and between Targa Resources Partners LP, a Delaware limited partnership (“Parent”), and the individual executing this Agreement on the signature page hereto (the “Unitholder”).
TARGA LIQUIDS MARKETING AND TRADE RAW PRODUCT PURCHASE AGREEMENTRaw Product Purchase Agreement • September 24th, 2009 • Targa Resources Partners LP • Natural gas transmission • Texas
TARGA RESOURCES PARTNERS LP Common Units Representing Limited Partner Interests Having an Aggregate Offering Price of up to $1,000,000,000 Equity Distribution AgreementEquity Distribution Agreement • May 7th, 2015 • Targa Resources Partners LP • Natural gas transmission • New York
Targa Resources Partners LP, a limited partnership organized under the laws of Delaware (the “Partnership”), proposes, subject to the terms and conditions stated herein and in the Equity Distribution Agreement, dated May 7, 2015 (the “Equity Distribution Agreement”), among the Partnership and Barclays Capital Inc., Citigroup Global Markets Inc., Deutsche Bank Securities Inc., Jefferies LLC, Merrill Lynch, Pierce, Fenner & Smith Incorporated, Mizuho Securities USA Inc., Morgan Stanley & Co. LLC, Raymond James & Associates, Inc., RBC Capital Markets, LLC, SunTrust Robinson Humphrey, Inc., UBS Securities LLC and Wells Fargo Securities, LLC, to issue and sell to [ ] (the “Manager”) the securities specified in Schedule I hereto (the “Purchased Units”) [, and solely for the purpose of covering over-allotments, to grant to the Manager the option to purchase the additional securities specified in Schedule I hereto (the “Additional Units”)].1
TARGA RESOURCES PARTNERS LP INDEMNIFICATION AGREEMENTIndemnification Agreement • February 19th, 2013 • Targa Resources Partners LP • Natural gas transmission • Delaware
THIS AGREEMENT (this “Agreement”) is effective February 6, 2013, between Targa Resources Partners LP, a Delaware limited partnership (the “MLP”), Targa Resources GP LLC, a Delaware limited liability company (the “Company”), and the undersigned director or officer of the Company (“Indemnitee”).
TARGA RESOURCES PARTNERS LP 6,000,000 Common Units Representing Limited Partner Interests UNDERWRITING AGREEMENTUnderwriting Agreement • August 11th, 2009 • Targa Resources Partners LP • Natural gas transmission • New York
This letter is being delivered to you in connection with the proposed Underwriting Agreement (the “Underwriting Agreement”), between Targa Resources Partners LP (the “Partnership”), Targa Resources GP LLC, Targa Resources Operating LP, Targa Resources Operating GP LLC and each of you as representatives of a group of Underwriters named therein, relating to an underwritten public offering of units, representing limited partner interests (the “Partnership Units”), in the Partnership.
AMENDED AND RESTATED OMNIBUS AGREEMENT among TARGA RESOURCES, INC. TARGA RESOURCES GP LLC and TARGA RESOURCES PARTNERS LPOmnibus Agreement • October 24th, 2007 • Targa Resources Partners LP • Natural gas transmission
THIS AMENDED AND RESTATED OMNIBUS AGREEMENT (“Agreement”) is entered into on, and effective as of, October 24, 2007, and is by and among Targa Resources, Inc., a Delaware corporation (“Targa”), Targa Resources LLC, Targa Resources GP LLC, a Delaware limited liability company (the “General Partner”) and Targa Resources Partners LP, a Delaware limited partnership (the “Partnership”). The above-named entities are sometimes referred to in this Agreement each as a “Party” and collectively as the “Parties.”
TARGA RESOURCES PARTNERS LP 9.00% Series A Fixed-to-Floating Rate Cumulative Redeemable Perpetual Preferred Units Representing Limited Partner Interests UNDERWRITING AGREEMENTUnderwriting Agreement • October 9th, 2015 • Targa Resources Partners LP • Natural gas transmission • New York
This communication is intended for the sole use of the person to whom it is provided by us. This communication does not constitute an offer to sell the units and is not soliciting an offer to buy the units in any jurisdiction where the offer or sale is not permitted.
RECEIVABLES PURCHASE AGREEMENT dated as of January 10, 2013 among TARGA RECEIVABLES LLC, as Seller TARGA RESOURCES PARTNERS LP, individually and as initial Servicer THE VARIOUS CONDUIT PURCHASERS FROM TIME TO TIME PARTY HERETO, THE VARIOUS COMMITTED...Receivables Purchase Agreement • January 14th, 2013 • Targa Resources Partners LP • Natural gas transmission • New York
SUPPLEMENTAL INDENTURESupplemental Indenture • May 7th, 2020 • Targa Resources Partners LP • Natural gas transmission • New York
Supplemental Indenture (this “Supplemental Indenture”), dated as of February 20, 2020, among the party identified under the caption “Guaranteeing Subsidiary” on the signature page hereto (the “Guaranteeing Subsidiary”), Targa Resources Partners LP, a Delaware limited partnership (“Targa Resources Partners”), and Targa Resources Partners Finance Corporation (together with Targa Resources Partners, the “Issuers”), the other Guarantors (as defined in the Indenture referred to herein) and U.S. Bank National Association, as trustee under the Indenture referred to below (the “Trustee”).
SUPPLEMENTAL INDENTURESupplemental Indenture • February 19th, 2013 • Targa Resources Partners LP • Natural gas transmission • New York
Supplemental Indenture (this "Supplemental Indenture") dated as of February 14, 2013 is among Targa Badlands LLC, a Delaware limited liability company ("Targa Badlands"), Targa Assets LLC, a Colorado limited liability company ("Targa Assets"), Targa Fort Berthold Gathering LLC, a Colorado limited liability company (together with Targa Badlands and Targa Assets, the "Guaranteeing Subsidiaries" and each individually, a "Guaranteeing Subsidiary"), Targa Resources Partners LP, a Delaware limited partnership ("Targa Resources Partners"), and Targa Resources Partners Finance Corporation ("Finance Corporation" and, together with Targa Resources Partners, the "Issuers"), the other Guarantors (as defined in the Indenture referred to herein) and U.S. Bank National Association, as trustee under the Indenture referred to below (the "Trustee").
SUPPLEMENTAL INDENTURESupplemental Indenture • May 7th, 2020 • Targa Resources Partners LP • Natural gas transmission • New York
Supplemental Indenture (this “Supplemental Indenture”), dated as of February 20, 2020, among the party identified under the caption “Guaranteeing Subsidiary” on the signature page hereto (the “Guaranteeing Subsidiary”), Targa Resources Partners LP, a Delaware limited partnership (“Targa Resources Partners”), and Targa Resources Partners Finance Corporation (together with Targa Resources Partners, the “Issuers”), the other Guarantors (as defined in the Indenture referred to herein) and U.S. Bank National Association, as trustee under the Indenture referred to below (the “Trustee”).
SUPPLEMENTAL INDENTURESupplemental Indenture • May 6th, 2011 • Targa Resources Partners LP • Natural gas transmission • New York
Supplemental Indenture (this "Supplemental Indenture") dated as of April 8, 2011 is among Targa Terminals LLC, a Delaware limited liability company (the "Guaranteeing Subsidiary"), Targa Resources Partners LP, a Delaware limited partnership ("Targa Resources Partners"), and Targa Resources Partners Finance Corporation ("Finance Corporation" and, together with Targa Resources Partners, the "Issuers"), the other Guarantors (as defined in the Indenture referred to herein) and U.S. Bank National Association, as trustee under the Indenture referred to below (the "Trustee").
SUPPLEMENTAL INDENTURESupplemental Indenture • May 7th, 2020 • Targa Resources Partners LP • Natural gas transmission • New York
Supplemental Indenture (this “Supplemental Indenture”), dated as of February 20, 2020, among the party identified under the caption “Guaranteeing Subsidiary” on the signature page hereto (the “Guaranteeing Subsidiary”), Targa Resources Partners LP, a Delaware limited partnership (“Targa Resources Partners”), and Targa Resources Partners Finance Corporation (together with Targa Resources Partners, the “Issuers”), the other Guarantors (as defined in the Indenture referred to herein) and U.S. Bank National Association, as trustee under the Indenture referred to below (the “Trustee”).
SUPPLEMENTAL INDENTURESupplemental Indenture • May 7th, 2020 • Targa Resources Partners LP • Natural gas transmission • New York
Supplemental Indenture (this “Supplemental Indenture”), dated as of February 20, 2020, among the party identified under the caption “Guaranteeing Subsidiary” on the signature page hereto (the “Guaranteeing Subsidiary”), Targa Resources Partners LP, a Delaware limited partnership (“Targa Resources Partners”), and Targa Resources Partners Finance Corporation (together with Targa Resources Partners, the “Issuers”), the other Guarantors (as defined in the Indenture referred to herein) and U.S. Bank National Association, as trustee under the Indenture referred to below (the “Trustee”).
SUPPLEMENTAL INDENTURESupplemental Indenture • May 7th, 2020 • Targa Resources Partners LP • Natural gas transmission • New York
Supplemental Indenture (this “Supplemental Indenture”), dated as of February 20, 2020 among the party identified under the caption “Guaranteeing Subsidiary” on the signature page hereto (the “Guaranteeing Subsidiary”), Targa Resources Partners LP, a Delaware limited partnership (“Targa Resources Partners”), and Targa Resources Partners Finance Corporation (together with Targa Resources Partners, the “Issuers”), the other Guarantors (as defined in the Indenture referred to herein) and U.S. Bank National Association, as trustee under the Indenture referred to below (the “Trustee”).
SUPPLEMENTAL INDENTURESupplemental Indenture • May 7th, 2020 • Targa Resources Partners LP • Natural gas transmission • New York
Supplemental Indenture (this “Supplemental Indenture”), dated as of February 20, 2020, among the party identified under the caption “Guaranteeing Subsidiary” on the signature page hereto (the “Guaranteeing Subsidiary”), Targa Resources Partners LP, a Delaware limited partnership (“Targa Resources Partners”), and Targa Resources Partners Finance Corporation (together with Targa Resources Partners, the “Issuers”), the other Guarantors (as defined in the Indenture referred to herein) and U.S. Bank National Association, as trustee under the Indenture referred to below (the “Trustee”).
SUPPLEMENTAL INDENTURESupplemental Indenture • May 7th, 2020 • Targa Resources Partners LP • Natural gas transmission • New York
Supplemental Indenture (this “Supplemental Indenture”), dated as of February 20, 2020, among the party identified under the caption “Guaranteeing Subsidiary” on the signature page hereto (the “Guaranteeing Subsidiary”), Targa Resources Partners LP, a Delaware limited partnership (“Targa Resources Partners”), and Targa Resources Partners Finance Corporation (together with Targa Resources Partners, the “Issuers”), the other Guarantors (as defined in the Indenture referred to herein) and U.S. Bank National Association, as trustee under the Indenture referred to below (the “Trustee”).
SUPPLEMENTAL INDENTURESupplemental Indenture • August 6th, 2012 • Targa Resources Partners LP • Natural gas transmission • New York
Supplemental Indenture (this "Supplemental Indenture") dated as of April 20, 2012 is among Targa Cogen LLC, a Delaware limited liability company (the "Guaranteeing Subsidiary"), Targa Resources Partners LP, a Delaware limited partnership ("Targa Resources Partners"), and Targa Resources Partners Finance Corporation ("Finance Corporation" and, together with Targa Resources Partners, the "Issuers"), the other Guarantors (as defined in the Indenture referred to herein) and U.S. Bank National Association, as trustee under the Indenture referred to below (the "Trustee").
LIMITED LIABILITY COMPANY AGREEMENT OF TARGA RESOURCES GP LLC A Delaware Limited Liability CompanyLimited Liability Company Agreement • January 19th, 2007 • Targa Resources Partners LP • Natural gas transmission • Delaware
This LIMITED LIABILITY COMPANY AGREEMENT of TARGA RESOURCES GP LLC (this “Agreement”), dated as of October 23, 2006, is adopted, executed and agreed to by the sole Member (as defined below).
VOTING AND SUPPORT AGREEMENTVoting and Support Agreement • October 20th, 2014 • Targa Resources Partners LP • Natural gas transmission • Delaware
This VOTING AND SUPPORT AGREEMENT (this “Agreement”) is made and entered into as of October 13, 2014, by and between Atlas Energy, L.P., a Delaware limited partnership (“ATLS”), and the individual executing this Agreement on the signature page hereto (the “Stockholder”).
SUPPLEMENTAL INDENTURESupplemental Indenture • November 5th, 2010 • Targa Resources Partners LP • Natural gas transmission • New York
Supplemental Indenture (this “Supplemental Indenture”) dated as of September 20, 2010 is among Targa Versado GP LLC, a Delaware limited liability company (“Versado GP”), Targa Versado LP, a Delaware limited partnership (together with Versado GP, the “Guaranteeing Subsidiaries” and each individually, a “Guaranteeing Subsidiary”), Targa Resources Partners LP, a Delaware limited partnership (“Targa Resources Partners”), and Targa Resources Partners Finance Corporation (“Finance Corporation” and, together with Targa Resources Partners, the “Issuers”), the other Guarantors (as defined in the Indenture referred to herein) and U.S. Bank National Association, as trustee under the Indenture referred to below (the “Trustee”).
SUPPLEMENTAL INDENTURESupplemental Indenture • November 5th, 2010 • Targa Resources Partners LP • Natural gas transmission • New York
Supplemental Indenture (this “Supplemental Indenture”) dated as of October 25, 2010 is among Targa Capital LLC, a Delaware limited liability company (the “Guaranteeing Subsidiary”), Targa Resources Partners LP, a Delaware limited partnership (“Targa Resources Partners”), and Targa Resources Partners Finance Corporation (“Finance Corporation” and, together with Targa Resources Partners, the “Issuers”), the other Guarantors (as defined in the Indenture referred to herein) and U.S. Bank National Association, as trustee under the Indenture referred to below (the “Trustee”).
FORM OF EMPLOYEE MATTERS AGREEMENT By and Among ATLAS ENERGY, L.P. ATLAS ENERGY GP, LLC and ATLAS ENERGY GROUP, LLC Dated as of [—]Employee Matters Agreement • November 20th, 2014 • Targa Resources Partners LP • Natural gas transmission • Delaware
This EMPLOYEE MATTERS AGREEMENT (the “Agreement”), dated as of [—], is by and among Atlas Energy, L.P., a Delaware limited partnership (“Parent”), Atlas Energy GP, LLC, a Delaware limited liability company and the general partner of Parent (“Parent GP”), and Atlas Energy Group, LLC, a Delaware limited liability company (“SpinCo” and, together with Parent and Parent GP, the “Parties”). Capitalized terms used herein and not otherwise defined shall have the respective meanings assigned to them in Article I.
MEMBERSHIP INTEREST PURCHASE AND SALE AGREEMENT dated JANUARY 22, 2017 by and between TARGA RESOURCES PARTNERS LP, a Delaware limited partnership and OUTRIGGER ENERGY LLC, a Delaware limited liability companyMembership Interest Purchase and Sale Agreement • January 23rd, 2017 • Targa Resources Partners LP • Natural gas transmission • Texas
This Membership Interest Purchase and Sale Agreement, dated January 22, 2017 (the “Execution Date”) is entered into by and between Targa Resources Partners LP, a Delaware limited partnership (“Buyer”), Outrigger Energy LLC, a Delaware limited liability company (“Seller”) and (solely for purposes of Section 5.21) Outrigger Southern Delaware Operating, LLC, a Delaware limited liability company (the “Company”). Buyer and Seller are collectively referred to as the “Parties” and individually as a “Party.”
CONTRIBUTION, CONVEYANCE AND ASSUMPTION AGREEMENTContribution, Conveyance and Assumption Agreement • February 16th, 2007 • Targa Resources Partners LP • Natural gas transmission • Delaware
THIS CONTRIBUTION, CONVEYANCE AND ASSUMPTION AGREEMENT, dated as of February 14, 2007, is entered into by and among TARGA RESOURCES PARTNERS LP, a Delaware limited partnership (“MLP”), TARGA RESOURCES OPERATING LP, a Delaware limited partnership (“OLP”), TARGA RESOURCES GP LLC, a Delaware limited liability company (“GP”), TARGA RESOURCES OPERATING GP LLC, a Delaware limited liability company (“OLP GP”), TARGA GP INC., a Delaware corporation (“GP Inc.”), TARGA LP INC., a Delaware corporation (“LP Inc.”), TARGA REGULATED HOLDINGS LLC, a Delaware limited liability company (“TRH”), TARGA NORTH TEXAS GP LLC, a Delaware limited liability company (“North Texas GP”), and TARGA NORTH TEXAS LP, a Delaware limited partnership (“North Texas LP”). The parties to this agreement are collectively referred to herein as the “Parties.” Capitalized terms used herein shall have the meanings assigned to such terms in Section 1.1.
