0000950123-10-055206 Sample Contracts

AMENDMENT NO. 3 TO THIRD AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF ENERGY TRANSFER EQUITY, L.P.
Third Amended and Restated Agreement of Limited Partnership • June 2nd, 2010 • Energy Transfer Equity, L.P. • Natural gas transmission • Delaware

This Amendment No. 3 (this “Amendment”) to the Third Amended and Restated Agreement of Limited Partnership of Energy Transfer Equity, L.P., a Delaware limited partnership (the “Partnership”), dated as of February 8, 2006 (the “Partnership Agreement”), is entered into effective as of May 26, 2010, by LE GP, LLC, a Delaware limited liability company (the “General Partner”), as the general partner of the Partnership, on behalf of itself and the Limited Partners of the Partnership. Capitalized terms used but not defined herein are used as defined in the Partnership Agreement.

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REGISTRATION RIGHTS AGREEMENT BY AND AMONG ENERGY TRANSFER EQUITY, L.P. AND REGENCY GP ACQUIRER, L.P.
Registration Rights Agreement • June 2nd, 2010 • Energy Transfer Equity, L.P. • Natural gas transmission • Delaware

This Agreement is made in connection with this issuance of the ETE Common Units to GE pursuant to that certain General Partner Purchase Agreement dated as of May 10, 2010 (the “GP Purchase Agreement”) by and among GE, ETE and ETE GP Acquirer, LLC, a Delaware limited liability company. ETE and GE have agreed to enter into this Agreement pursuant to Section 2.3 of the GP Purchase Agreement. In consideration of the mutual covenants and agreements set forth herein and for good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged by each party hereto, the parties hereby agree as follows:

SECOND AMENDED AND RESTATED CREDIT AGREEMENT Dated as of May 19, 2010 Amending and Restating that certain Amended and Restated Credit Agreement dated as of July 13, 2006 among ENERGY TRANSFER EQUITY, L.P., as the Borrower, WELLS FARGO BANK, NATIONAL...
Credit Agreement • June 2nd, 2010 • Energy Transfer Equity, L.P. • Natural gas transmission • New York

This SECOND AMENDED AND RESTATED CREDIT AGREEMENT (“Agreement”) is entered into as of May 19, 2010, among ENERGY TRANSFER EQUITY, L.P., a Delaware limited partnership (the “Borrower”), formerly known as Energy Transfer Company, L.P., WELLS FARGO BANK, NATIONAL ASSOCIATION, as Administrative Agent, LC Issuer and Swingline Lender, BANK OF AMERICA, N.A. and CITICORP NORTH AMERICA, INC., as Co-Syndication Agents, BNP PARIBAS and THE ROYAL BANK OF SCOTLAND plc, as Co-Documentation Agents, CREDIT SUISSE, CAYMAN ISLANDS BRANCH, DEUTSCHE BANK AG NEW YORK BRANCH, and UBS SECURITIES LLC, as Senior Managing Agents, FORTIS CAPITAL CORP. and SUNTRUST BANK, as Managing Agents and each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”).

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