0000950134-05-020377 Sample Contracts

THE FINANCIAL INSTITUTIONS PARTY TO THIS CREDIT AGREEMENT
Credit Agreement • November 3rd, 2005 • Crosstex Energy Lp • Crude petroleum & natural gas • Texas
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FOURTH AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF CROSSTEX ENERGY, L.P.
Crosstex Energy Lp • November 3rd, 2005 • Crude petroleum & natural gas • Delaware

THIS FOURTH AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF CROSSTEX ENERGY, L.P. dated as of November 1, 2005, is entered into by and among Crosstex Energy GP, L.P., a Delaware limited partnership, as the General 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:

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • November 3rd, 2005 • Crosstex Energy Lp • Crude petroleum & natural gas • Texas

THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made and entered into as of November 1, 2005 by and between CROSSTEX ENERGY, L.P., a Delaware limited partnership (“Crosstex”), and each of the parties set forth on Schedule A hereto (the “Purchasers”).

LETTER AMENDMENT NO. 2 to AMENDED AND RESTATED MASTER SHELF AGREEMENT
Master Shelf Agreement • November 3rd, 2005 • Crosstex Energy Lp • Crude petroleum & natural gas • New York

Prudential Investment Management, Inc. The Prudential Insurance Company of America Pruco Life Insurance Company Pruco Life Insurance Company of New Jersey Gibraltar Life Insurance Co., Ltd. RGA Reinsurance Company Connecticut General Life Insurance Company Zurich American Insurance Company c/o Prudential Capital Group 2200 Ross Avenue, Suite 4200E Dallas, Texas 75201

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