MARKWEST ENERGY PARTNERS, L.P. MARKWEST ENERGY FINANCE CORPORATION Underwriting AgreementUnderwriting Agreement • August 10th, 2012 • Markwest Energy Partners L P • Crude petroleum & natural gas • New York
MarkWest Energy Partners, L.P., a Delaware limited partnership (the “Partnership”), and MarkWest Energy Finance Corporation, a Delaware corporation (“Finance Corp” and, together with the Partnership, the “Issuers”), propose to issue and sell to the several underwriters listed in Schedule III hereto (the “Underwriters”), for whom you are acting as representative (the “Representative”), $750,000,000 aggregate principal amount of their 5.50% Senior Notes due 2023 (the “Notes”). The Notes will be issued pursuant to an Indenture (the “Base Indenture”) dated as of November 2, 2010 among the Issuers, the Guarantors (as defined below) and Wells Fargo Bank, National Association, as trustee (the “Trustee”), and will be guaranteed on an unsecured senior basis by each of the Guarantors (the “Guarantees” and, together with the Notes, the “Securities”). The term “Indenture,” as used herein includes the Base Indenture and the Eighth Supplemental Indenture (the “Eighth Supplemental Indenture”), to be
MARKWEST ENERGY PARTNERS, L.P., MARKWEST ENERGY FINANCE CORPORATION, as Issuers, THE SUBSIDIARIES NAMED HEREIN, as Subsidiary Guarantors AND WELLS FARGO BANK, NATIONAL ASSOCIATION, as TrusteeEighth Supplemental Indenture • August 10th, 2012 • Markwest Energy Partners L P • Crude petroleum & natural gas • New York
THIS EIGHTH SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”) dated as of August 10, 2012 is among MarkWest Energy Partners, L.P., a Delaware limited partnership (the “Partnership”), MarkWest Energy Finance Corporation, a Delaware corporation (“MarkWest Finance” and, together with the Partnership, the “Issuers”), the Subsidiary Guarantors (as defined herein) listed on Schedule A hereto, and Wells Fargo Bank, National Association, a national banking association, as Trustee under the Indenture, dated as of November 2, 2010, among the Issuers, the Subsidiary Guarantors named therein and the Trustee (the “Base Indenture” and, as amended and supplemented by this Supplemental Indenture, in respect of the 5.5% Senior Notes due 2023, the “Indenture”).
