0001338613-09-000043 Sample Contracts

SERIES A CUMULATIVE CONVERTIBLE PREFERRED UNIT PURCHASE AGREEMENT among REGENCY ENERGY PARTNERS LP and THE PURCHASERS PARTY HERETO TABLE OF CONTENT
Purchase Agreement • September 4th, 2009 • Regency Energy Partners LP • Crude petroleum & natural gas • Delaware

This SERIES A CUMULATIVE CONVERTIBLE PREFERRED UNIT PURCHASE AGREEMENT, dated as of September 2, 2009 (this “Agreement”), is entered into by and among REGENCY ENERGY PARTNERS LP, a Delaware limited partnership (“Regency”), and each of the purchasers set forth in Schedule A hereto (each, a “Purchaser” and collectively, the “Purchasers”).

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AMENDMENT NO. 7 TO AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF REGENCY ENERGY PARTNERS LP
Regency Energy Partners LP • September 4th, 2009 • Crude petroleum & natural gas • Delaware

This Amendment No. 7 (this “Amendment”) to the Amended and Restated Agreement of Limited Partnership (as amended, the “Partnership Agreement”) of Regency Energy Partners LP (the “Partnership”) is hereby adopted effective as of September 2, 2009, by Regency GP LP, a Delaware limited partnership (the “General Partner”), as general partner of the Partnership. Capitalized terms used but not defined herein are used as defined in the Partnership Agreement.

ASSIGNMENT AND ASSUMPTION AGREEMENT
Assignment and Assumption Agreement • September 4th, 2009 • Regency Energy Partners LP • Crude petroleum & natural gas • Delaware

This Assignment and Assumption Agreement (this “Agreement”) is made effective as of September 2, 2009 (the “Effective Date”), between EFS Haynesville, LLC, a Delaware limited liability company (“Assignor”), and Regency Haynesville Intrastate Gas LLC, a Delaware limited liability company (“Assignee”). Assignor and Assignee are referred to in this Agreement individually as a “Party” and collectively as the “Parties”.

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