FIRST AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF SPECTRA ENERGY PARTNERS GP, LLC A Delaware Limited Liability Company Dated as of July , 2007Limited Liability Company Agreement • June 22nd, 2007 • Spectra Energy Partners, LP • Natural gas transmission • Delaware
THIS FIRST AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT (this “Agreement”) of Spectra Energy Partners GP, LLC, a Delaware limited liability company (the “Company”), executed and effective as of July ___, 2007 (the “Effective Date”), is adopted, executed and agreed to, by Spectra Energy Transmission, LLC, a Delaware limited liability company (“SET”), as the sole Member of the Company.
GENERAL PARTNERSHIP AGREEMENT OF MARKET HUB PARTNERS HOLDING July , 2007General Partnership Agreement • June 22nd, 2007 • Spectra Energy Partners, LP • Natural gas transmission • Delaware
This GENERAL PARTNERSHIP AGREEMENT OF MARKET HUB PARTNERS HOLDING, dated as of July , 2007 (this “Agreement”), is adopted, executed and agreed to, for good and valuable consideration, by Spectra Energy Partners MHP Holding, LLC, a Delaware limited liability company (“SEP MHP”), Spectra Energy Southeast MHP Holding, LLC, a Delaware limited liability company (“SEPL MHP”), and Spectra Energy MHP Holding, LLC, a Delaware limited liability company (“SET MHP”), each as a partner of the Partnership. Capitalized terms used in this Agreement and not defined elsewhere have the meanings given to them in Article 1 below.
CONTRIBUTION, CONVEYANCE AND ASSUMPTION AGREEMENTContribution, Conveyance and Assumption Agreement • June 22nd, 2007 • Spectra Energy Partners, LP • Natural gas transmission • Texas
THIS CONTRIBUTION, CONVEYANCE AND ASSUMPTION AGREEMENT, dated as of July ___, 2007, is entered into by and among SPECTRA ENERGY PARTNERS, LP, a Delaware limited partnership (“MLP”), SPECTRA ENERGY PARTNERS OLP, LP, a Delaware limited partnership (“OLP”), SPECTRA ENERGY PARTNERS GP, LLC, a Delaware limited liability company (“SEP GP LLC”), SPECTRA ENERGY PARTNERS OLP GP, LLC, a Delaware limited liability company (“OLP GP”), SPECTRA ENERGY PARTNERS (DE) GP, LP, a Delaware limited partnership (“SEP GP LP”), SPECTRA ENERGY TRANSMISSION, LLC, a Delaware limited liability company (“SET”), SPECTRA ENERGY SOUTHEAST PIPELINE CORP, a Delaware corporation (“SESPC”), Spectra Capital LLC, a Delaware limited liability company (“Spectra Capital”), EAST TENNESSEE NATURAL GAS, LLC, a Tennessee limited liability company (“East Tennessee”), EGAN HUB STORAGE, LLC, a Delaware limited liability company (“Egan”), MOSS BLUFF HUB LLC, a Delaware limited liability company (“Moss Bluff”) and MARKET HUB PARTNERS
SPECTRA ENERGY PARTNERS, LP 10,000,000 Common Units Representing Limited Partner Interests UNDERWRITING AGREEMENTAgreement • June 22nd, 2007 • Spectra Energy Partners, LP • Natural gas transmission • New York
This letter is being delivered to you in connection with the proposed Underwriting Agreement (the “Underwriting Agreement”), by and among Spectra Energy Corp, Spectra Energy Partners, LP (the “Partnership”), Spectra Energy Partners GP, LLC, Spectra Energy Partners (DE) GP, LP, Spectra Energy Partners OLP, LP, Spectra Energy Partners OLP GP, LLC and each of you as representatives of a group of Underwriters named therein, relating to an underwritten public offering of units, representing limited partner interests (the “Partnership Units”), in the Partnership.
FIRST AMENDED & RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF SPECTRA ENERGY PARTNERS (DE) GP, LP A Delaware Limited Partnership Dated as of July __, 2007Spectra Energy Partners, LP • June 22nd, 2007 • Natural gas transmission • Delaware
THIS FIRST AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP (this “Agreement”), dated as of July ___, 2007, is entered into and executed by Spectra Energy Partners GP, LLC, a Delaware limited liability company, as General Partner, and Spectra Energy Southeast Pipeline Corp., a Delaware corporation, as Substituted Limited Partner.
