0001193125-11-322312 Sample Contracts

Form of CREDIT AGREEMENT dated as of among INERGY MIDSTREAM, L.P. as the Borrower The Lenders Party Hereto and JPMORGAN CHASE BANK, N.A., as Administrative Agent, SUNTRUST BANK and WELLS FARGO BANK, N.A., as Co- Syndication Agents, and [ ] and [ ], as...
Credit Agreement • November 28th, 2011 • Inergy Midstream, L.P. • Natural gas transmission • New York

CREDIT AGREEMENT (this “Agreement”) dated as of [ ], 2011 among INERGY MIDSTREAM, L.P., the LENDERS party hereto, JPMORGAN CHASE BANK, N.A., as Administrative Agent, SUNTRUST BANK and WELLS FARGO BANK, N.A., as Co-Syndication Agents, and [ ] and [ ], as Co-Documentation Agents.

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FORM OF CONTRIBUTION, CONVEYANCE AND ASSUMPTION AGREEMENT By and Among INERGY GP, LLC, INERGY, L.P., INERGY PROPANE, LLC, MGP GP, LLC, INERGY MIDSTREAM HOLDINGS, L.P., NRGM GP, LLC and INERGY MIDSTREAM, L.P. Dated as of , 2011
Conveyance and Assumption Agreement • November 28th, 2011 • Inergy Midstream, L.P. • Natural gas transmission

This CONTRIBUTION, CONVEYANCE AND ASSUMPTION AGREEMENT dated as of [ ], 2011 (this “Agreement”) is entered by and among Inergy GP, LLC, a Delaware limited liability company (“NRGY GP”), Inergy, L.P., a Delaware limited partnership (“NRGY”), Inergy Propane, LLC, a Delaware limited liability company (“Inergy Propane”), MGP GP, LLC, a Delaware limited liability company (“MGP GP”), Inergy Midstream Holdings, L.P., a Delaware limited partnership (“MGP”), NRGM GP, LLC, a Delaware limited liability company (the “General Partner”), and Inergy Midstream, L.P., a Delaware limited partnership (the “Partnership”). The above-named entities are sometimes referred to in this Agreement each as a “Party” and collectively as the “Parties.” Capitalized terms used herein shall have the meanings assigned to such terms in Article I.

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