0001104659-08-065087 Sample Contracts

FIRST AMENDMENT TO PURCHASE AGREEMENT
Purchase Agreement • October 22nd, 2008 • BGH GP Holdings, LLC • Pipe lines (no natural gas) • New York

FIRST AMENDMENT TO PURCHASE AGREEMENT, dated as of June 25, 2007 (this “First Amendment”), by and among the Carlyle/Riverstone BPL Holdings II, L.P., a Delaware limited partnership (“C/R Holdings”), the additional limited partners of Buckeye GP Holdings L.P. (“BGH”) listed on Schedule IA hereto (“Management” and collectively with C/R Holdings, “Sellers” or individually, each a “Seller”) and BGH GP Holdings, LLC, a Delaware limited liability company (“Buyer”). Each Seller and Buyer is referred to individually as a “Party,” and collectively as the “Parties.”

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