FIRST AMENDED AND RESTATED AGREEMENT AND PLAN OF MERGER by and among INERGY, L.P. INERGY GP, LLC and INERGY HOLDINGS, L.P. INERGY HOLDINGS GP, LLC NRGP LIMITED PARTNER, LLC and NRGP MS, LLC Dated as of September 3, 2010Agreement and Plan of Merger • September 7th, 2010 • Inergy Holdings, L.P. • Retail-nonstore retailers • Delaware
THIS THIRD AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF INERGY, L.P. dated as of , 2010 and effective immediately following the Effective Time (as defined below) (the “Agreement”), is entered into by and among Inergy GP, LLC, a Delaware limited liability company, as the Managing General Partner, Inergy Partners, LLC, a Delaware limited liability company, as the Withdrawing General Partner, IPCH Acquisition Corp., a Delaware corporation, and Inergy Holdings, L.P., a Delaware limited partnership, together with any other Persons who become Partners in the Partnership or parties hereto as provided herein.
