0000950123-10-104672 Sample Contracts

CREDIT AGREEMENT
Credit Agreement • November 12th, 2010 • Targa Resources Investments Inc. • Natural gas transmission • New York

This CREDIT AGREEMENT (“Agreement”) is entered into as of January 5, 2010, among Targa Resources, Inc., a Delaware corporation (the “Borrower”), each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”), Deutsche Bank Trust Company Americas, as Administrative Agent, Collateral Agent, Swing Line Lender and an L/C Issuer and Credit Suisse AG, Cayman Islands Branch as an L/C Issuer.

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AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • November 12th, 2010 • Targa Resources Investments Inc. • Natural gas transmission • New York

REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of October 31, 2005, is by and among Targa Resources Investments Inc., a Delaware corporation (the “Company”), and each of the parties listed on Annex A (the “Initial Stockholders”, and as such Annex A is updated and amended pursuant to Section 12(c) hereof, the “Stockholders”).

SUPPLEMENTAL INDENTURE
Supplemental Indenture • November 12th, 2010 • Targa Resources Investments Inc. • Natural gas transmission • New York

Supplemental Indenture (this “Supplemental Indenture”) dated as of August 10, 2010 is among Targa MLP Capital LLC, a Delaware limited liability company (the “Guaranteeing Subsidiary”), Targa Resources Partners LP, a Delaware limited partnership (“Targa Resources Partners”), and Targa Resources Partners Finance Corporation (“Finance Corporation” and, together with Targa Resources Partners, the “Issuers”), the other Guarantors (as defined in the Indenture referred to herein) and U.S. Bank National Association, as trustee under the Indenture referred to below (the “Trustee”).

FORM OF SIXTH AMENDMENT TO AMENDED AND RESTATED STOCKHOLDERS’ AGREEMENT
Stockholders’ Agreement • November 12th, 2010 • Targa Resources Investments Inc. • Natural gas transmission • Delaware
AMENDMENT NO. 1 TO CREDIT AGREEMENT
Credit Agreement • November 12th, 2010 • Targa Resources Investments Inc. • Natural gas transmission • New York

THIS AMENDMENT NO. 1 TO CREDIT AGREEMENT (this “Amendment”), dated as of January 5, 2010, is entered into by and among TARGA RESOURCES INVESTMENTS INC., a Delaware corporation (the “Borrower”) and the lenders under the Credit Agreement (as defined below) party hereto (the “Lenders”).

HOLDCO CREDIT AGREEMENT Dated as of August 9, 2007 among TARGA RESOURCES INVESTMENTS INC., as Borrower, THE LENDERS NAMED HEREIN, and CREDIT SUISSE, as Administrative Agent CREDIT SUISSE SECURITIES (USA) LLC, and DEUTSCHE BANK SECURITIES, INC., as...
Assignment and Assumption • November 12th, 2010 • Targa Resources Investments Inc. • Natural gas transmission • New York

This HOLDCO CREDIT AGREEMENT is entered into as of August 9, 2007, among TARGA RESOURCES INVESTMENTS INC., a Delaware corporation, each lender from time to time party hereto and CREDIT SUISSE, as Administrative Agent.

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