0000950134-07-001747 Sample Contracts

TARGA RESOURCES PARTNERS LP INDEMNIFICATION AGREEMENT
Targa Resources • February 1st, 2007 • Targa Resources Partners LP • Natural gas transmission • Delaware

THIS AGREEMENT (this “Agreement”) is effective February ___, 2007, 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”).

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CONTRIBUTION, CONVEYANCE AND ASSUMPTION AGREEMENT
Contribution, Conveyance and Assumption Agreement • February 1st, 2007 • Targa Resources Partners LP • Natural gas transmission • Delaware

THIS CONTRIBUTION, CONVEYANCE AND ASSUMPTION AGREEMENT, dated as of February [ ], 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.

CREDIT AGREEMENT Dated as of February ___, 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 1st, 2007 • Targa Resources Partners LP • Natural gas transmission • New York

This CREDIT AGREEMENT (“Agreement”) is entered into as of February ___, 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.

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