0001193125-12-002215 Sample Contracts

FORM OF AMENDMENT NO. 2 TO CONTRIBUTION AND REDEMPTION AGREEMENT
Contribution and Redemption Agreement • January 4th, 2012 • Amerigas Partners Lp • Retail-retail stores, nec

This AMENDMENT NO. 2, dated as of [—] (this “Amendment”), to the Contribution and Redemption Agreement, dated as of October 15, 2011, as amended (the “Contribution Agreement”), is made and entered into by and among Energy Transfer Partners, L.P., a Delaware limited partnership (“ETP”), Energy Transfer Partners GP, L.P., a Delaware limited partnership and the general partner of ETP (“ETP GP”), Heritage ETC, L.P., a Delaware limited partnership (“Contributor”), and AmeriGas Partners, L.P., a Delaware limited partnership (“Acquirer”).

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