THIRD AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF CHENIERE ENERGY PARTNERS, L.P.Cheniere Energy Partners, L.P. • August 9th, 2012 • Natural gas distribution • Delaware
THIS THIRD AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF CHENIERE ENERGY PARTNERS, L.P., dated as of August 9, 2012, is entered into by and between Cheniere Energy Partners GP, LLC, a Delaware limited liability company and the general partner of the Partnership (the “General Partner”), and the Limited Partners as provided herein. In consideration of the covenants, conditions and agreements contained herein, the parties agree as follows:
THIRD AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF CHENIERE ENERGY PARTNERS GP, LLC (a Delaware Limited Liability Company) August 9, 2012Limited Liability Company Agreement • August 9th, 2012 • Cheniere Energy Partners, L.P. • Natural gas distribution • Delaware
This THIRD AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT (as amended, restated or modified from time to time, the “Agreement”) of CHENIERE ENERGY PARTNERS GP, LLC, a Delaware limited liability company (the “Company”), dated as of August 9, 2012, is adopted, executed and agreed to by Cheniere LNG Holdings, LLC, a Delaware limited liability company (“Cheniere Holdings”), and Blackstone CQP Holdco LP, a Delaware limited partnership (the “Purchaser”) (solely during the Investor Approval Period for the purposes of enforcing its rights hereunder).
AMENDED AND RESTATED PURCHASE AND SALE AGREEMENT by and among CHENIERE PIPELINE COMPANY and GRAND CHENIERE PIPELINE, LLC, as Seller Parties, and CHENIERE ENERGY PARTNERS, L.P., as Buyer, and CHENIERE ENERGY, INC. Dated as of August 9, 2012Purchase and Sale Agreement • August 9th, 2012 • Cheniere Energy Partners, L.P. • Natural gas distribution
This AMENDED AND RESTATED PURCHASE AND SALE AGREEMENT (this “Agreement”), dated as of August 9, 2012, is entered into by and among (a) Cheniere Pipeline Company, a Delaware corporation (“Cheniere GP Seller”), and Grand Cheniere Pipeline, LLC, a Delaware limited liability company (“Cheniere LP Seller”, and together with Cheniere GP Seller, the “Seller Parties”), on the one hand, (b) Cheniere Energy Partners, L.P., a Delaware limited partnership (the “Partnership” or the “Buyer”), on the other hand, and (c) solely for the purposes of Sections 5.5 and 5.6 and Article VII, Cheniere Energy, Inc., a Delaware corporation (“CEI”). The above-named entities are sometimes referred to in this Agreement each as a “Party” and collectively as the “Parties.”
FIRST AMENDMENT TO CLASS B UNIT PURCHASE AGREEMENTClass B Unit Purchase Agreement • August 9th, 2012 • Cheniere Energy Partners, L.P. • Natural gas distribution • Delaware
This FIRST AMENDMENT TO CLASS B UNIT PURCHASE AGREEMENT (this “Amendment”), dated as of August 9, 2012, is entered into by and between Cheniere Energy Partners, L.P., a Delaware limited partnership (the “Partnership”), and Cheniere Class B Units Holdings, LLC, a Delaware limited liability company (“Purchaser”). The above-named entities are sometimes referred to in this Amendment each as a “Party” and collectively as the “Parties.”
ContractUnit Purchase Agreement • August 9th, 2012 • Cheniere Energy Partners, L.P. • Natural gas distribution
Re: Unit Purchase Agreement, dated as of May 14, 2012 (the “Agreement”), among Cheniere Energy Partners, L.P. (the “Partnership”), Cheniere Energy, Inc. (“CEI”) and Blackstone CQP Holdco LP (the “Purchaser”) (All capitalized terms used but not defined herein shall have the meanings therfor set forth in the Agreement.)
