0000950129-07-001036 Sample Contracts

AMENDMENT NO. 1 TO RECEIVABLES PURCHASE AGREEMENT
Receivables Purchase Agreement • February 28th, 2007 • Tennessee Gas Pipeline Co • Natural gas transmission • New York

AMENDMENT NO. 1, dated as of December 1, 2006, to the RECEIVABLES PURCHASE AGREEMENT dated as of August 31, 2006 (the “Original Agreement”), among TGP FUNDING COMPANY, L.L.C., a Delaware limited liability company, TENNESSEE GAS PIPELINE COMPANY, a Delaware corporation, as initial Servicer, STARBIRD FUNDING CORPORATION and the other funding entities from time to time party hereto as Investors, BNP PARIBAS, NEW YORK BRANCH, and the other financial institutions from time to time party hereto as Managing Agents, and BNP PARIBAS, NEW YORK BRANCH, as Program Agent.

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AMENDMENT NO. 1 TO AMENDED AND RESTATED CREDIT AGREEMENT
Credit Agreement • February 28th, 2007 • Tennessee Gas Pipeline Co • Natural gas transmission • New York

AMENDMENT dated as of January 19, 2007 to the Amended and Restated Credit Agreement dated as of July 31, 2006 (the “Credit Agreement”) among EL PASO CORPORATION, COLORADO INTERSTATE GAS COMPANY, EL PASO NATURAL GAS COMPANY, TENNESSEE GAS PIPELINE COMPANY, the several banks and other financial institutions from time to time parties thereto, and JPMORGAN CHASE BANK, N.A., as administrative agent and as collateral agent.

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