VOTING AGREEMENTVoting Agreement • February 4th, 2013 • Kinder Morgan Energy Partners L P • Natural gas transmission • Delaware
This VOTING AGREEMENT (this “Agreement”), is dated as of January 29, 2013, by and among Copano Energy, L.L.C., a Delaware limited liability company (the “Company”), Kinder Morgan Energy Partners, L.P., a Delaware limited partnership (“Parent”), Kinder Morgan G.P., Inc., a Delaware corporation and the general partner of Parent (“Parent GP” and, with Parent, the “Parent Parties”) and TPG Copenhagen, L.P. (the “Unitholder”). Capitalized terms used herein and not otherwise defined herein shall have the meanings ascribed to such terms in the Merger Agreement (as defined below).
AGREEMENT AND PLAN OF MERGER Dated as of January 29, 2013 among KINDER MORGAN ENERGY PARTNERS, L.P., KINDER MORGAN G.P., INC., JAVELINA MERGER SUB LLC, and COPANO ENERGY, L.L.C.Merger Agreement • February 4th, 2013 • Kinder Morgan Energy Partners L P • Natural gas transmission • Delaware
This AGREEMENT AND PLAN OF MERGER, dated as of January 29, 2013 (this “Agreement”), is by and among Copano Energy, L.L.C., a Delaware limited liability company (the “Company”), Kinder Morgan Energy Partners, L.P., a Delaware limited partnership (“Parent”), Kinder Morgan G.P., Inc., a Delaware corporation and the general partner of Parent (“Parent GP”), and Javelina Merger Sub LLC, a Delaware limited liability company and a direct, wholly owned Subsidiary of Parent (“Merger Sub” and, with Parent and Parent GP, the “Parent Entities”). Certain terms used in this Agreement are defined in Section 8.11.
