0000950123-11-031050 Sample Contracts

FIRST AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF AMERICAN MIDSTREAM PARTNERS, LP
American Midstream Partners, LP • March 31st, 2011 • Delaware

THIS FIRST AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF AMERICAN MIDSTREAM PARTNERS, LP dated as of November 4, 2009, is entered into by and between American Midstream GP, LLC, a Delaware limited liability company, as the General Partner, and AIM Midstream Holdings, LLC, a Delaware limited liability company (the “Organizational Limited Partner”), together with any other Persons who 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:

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AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF AMERICAN MIDSTREAM GP, LLC A DELAWARE LIMITED LIABILITY COMPANY DATED AS OF NOVEMBER 4, 2009
Limited Liability Company Agreement • March 31st, 2011 • American Midstream Partners, LP • Delaware

This AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT (this “Agreement”) of AMERICAN MIDSTREAM GP, LLC (the “Company”), dated as of November 4, 2009, is adopted, executed and agreed to, for good and valuable consideration, by AIM Midstream Holdings, LLC, a Delaware limited liability company (“AIM Midstream Holdings”), as the sole member.

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