AMENDMENT NO. 3 TO AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF HERITAGE PROPANE PARTNERS, L.P.Heritage Propane Partners L P • July 11th, 2002 • Retail-retail stores, nec • Delaware
Company FiledJuly 11th, 2002 Industry JurisdictionThis Amendment No. 3 (this "Amendment") to the Amended and Restated Agreement of Limited Partnership of Heritage Propane Partners, L.P. (the "Partnership"), dated as of June 27, 1996 (the "Original Agreement") as amended by Amendment No. 1 dated as of August 9, 2000 (the "First Amendment") and Amendment No. 2 dated as of January 5, 2001 (the "Second Amendment") (the Original Agreement, the First Amendment and the Second Amendment are collectively the "Partnership Agreement") is entered into effective as of October 5, 2001, by Heritage Holdings, Inc., a Delaware corporation (the "General Partner"), as the general partner of the Partnership, on behalf of itself and the Limited Partners of the Partnership. Capitalized terms used but not defined herein are used as defined in the Partnership Agreement.
RECITALSEmployment Agreement • January 14th, 2003 • Heritage Propane Partners L P • Retail-retail stores, nec • Oklahoma
Contract Type FiledJanuary 14th, 2003 Company Industry Jurisdiction
1 EXHIBIT 10.20 PROFLAME, INC. STOCK PURCHASE AGREEMENT DATED AS OF: July ___, 2001 TABLE OF CONTENTSStock Purchase Agreement • August 15th, 2001 • Heritage Propane Partners L P • Retail-retail stores, nec • California
Contract Type FiledAugust 15th, 2001 Company Industry Jurisdiction
RECITALS:Agreement • January 6th, 2003 • Heritage Propane Partners L P • Retail-retail stores, nec • Idaho
Contract Type FiledJanuary 6th, 2003 Company Industry Jurisdiction
SUBSCRIPTION AGREEMENTSubscription Agreement • August 23rd, 2000 • Heritage Propane Partners L P • Retail-retail stores, nec
Contract Type FiledAugust 23rd, 2000 Company Industry
1 EXHIBIT 10.1.2 SECOND AMENDMENT TO FIRST AMENDED AND RESTATED CREDIT AGREEMENT THIS SECOND AMENDMENT TO FIRST AMENDED AND RESTATED CREDIT AGREEMENT, dated effective as of May 31, 2000 (the "Second Amendment"), is entered into between and among...Credit Agreement • July 14th, 2000 • Heritage Propane Partners L P • Retail-retail stores, nec • Oklahoma
Contract Type FiledJuly 14th, 2000 Company Industry Jurisdiction
AMENDMENT AGREEMENTAgreement • August 15th, 2001 • Heritage Propane Partners L P • Retail-retail stores, nec
Contract Type FiledAugust 15th, 2001 Company Industry
FOURTH AMENDMENT TO FIRST AMENDED AND RESTATED REVOLVING CREDIT AGREEMENTRevolving Credit Agreement • November 29th, 2001 • Heritage Propane Partners L P • Retail-retail stores, nec • Oklahoma
Contract Type FiledNovember 29th, 2001 Company Industry Jurisdiction
1 EXHIBIT 10.1.3 THIRD AMENDMENT TO FIRST AMENDED AND RESTATED CREDIT AGREEMENT THIS THIRD AMENDMENT TO FIRST AMENDED AND RESTATED CREDIT AGREEMENT, dated effective as of August 10, 2000 (the "Third Amendment"), is entered into between and among...Credit Agreement • August 23rd, 2000 • Heritage Propane Partners L P • Retail-retail stores, nec • Oklahoma
Contract Type FiledAugust 23rd, 2000 Company Industry Jurisdiction
andHeritage Propane Partners L P • July 25th, 2003 • Retail-retail stores, nec • New York
Company FiledJuly 25th, 2003 Industry Jurisdiction
EXHIBIT 10.32 STOCK PURCHASE AGREEMENTStock Purchase Agreement • November 26th, 2003 • Heritage Propane Partners L P • Retail-retail stores, nec • Texas
Contract Type FiledNovember 26th, 2003 Company Industry Jurisdiction
BORROWER" ANDCredit Agreement • July 15th, 2004 • Energy Transfer Partners Lp • Retail-retail stores, nec • Oklahoma
Contract Type FiledJuly 15th, 2004 Company Industry Jurisdiction
as Issuer,Energy Transfer Partners, L.P. • January 19th, 2005 • Retail-retail stores, nec • New York
Company FiledJanuary 19th, 2005 Industry Jurisdiction
1 EXHIBIT 10.19 HERITAGE OPERATING, L.P. NOTE PURCHASE AGREEMENT Dated as of August 10, 2000 TABLE OF CONTENTSNote Purchase Agreement • August 23rd, 2000 • Heritage Propane Partners L P • Retail-retail stores, nec • New York
Contract Type FiledAugust 23rd, 2000 Company Industry Jurisdiction
AMENDMENT NO. 1 TO CONTRIBUTION AGREEMENTContribution Agreement • January 14th, 2004 • Heritage Propane Partners L P • Retail-retail stores, nec
Contract Type FiledJanuary 14th, 2004 Company Industry
EXHIBIT 4.1 REGISTRATION RIGHTS AGREEMENT LIMITED PARTNER INTERESTSRegistration Rights Agreement • February 13th, 2002 • Heritage Propane Partners L P • Retail-retail stores, nec • Texas
Contract Type FiledFebruary 13th, 2002 Company Industry Jurisdiction
TERMINATION AGREEMENT (GREENWOOD)Termination Agreement • April 14th, 2004 • Energy Transfer Partners Lp • Retail-retail stores, nec
Contract Type FiledApril 14th, 2004 Company Industry
andIndenture • July 25th, 2003 • Heritage Propane Partners L P • Retail-retail stores, nec • New York
Contract Type FiledJuly 25th, 2003 Company Industry Jurisdiction
EXHIBIT 10.1 FIRST AMENDED AND RESTATED CREDIT AGREEMENT DATED AS OF MAY 31, 1999 BETWEEN AND AMONG HERITAGE OPERATING, L.P., A DELAWARE LIMITED PARTNERSHIPCredit Agreement • July 14th, 1999 • Heritage Propane Partners L P • Retail-retail stores, nec • Oklahoma
Contract Type FiledJuly 14th, 1999 Company Industry Jurisdiction
AMENDMENT NO. 3 TO AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF HERITAGE PROPANE PARTNERS, L.P.Heritage Propane Partners L P • February 13th, 2002 • Retail-retail stores, nec • Delaware
Company FiledFebruary 13th, 2002 Industry JurisdictionThis Amendment No. 3 (this "Amendment") to the Amended and Restated Agreement of Limited Partnership of Heritage Propane Partners, L.P. (the "Partnership"), dated as of June 27, 1996 (the "Original Agreement") as amended by Amendment No. 1 dated as of August 9, 2000 (the "First Amendment") and Amendment No. 2 dated as of January 5, 2001 (the "Second Amendment") (the Original Agreement, the First Amendment and the Second Amendment are collectively the "Partnership Agreement") is entered into effective as of October 5, 2001, by Heritage Holdings, Inc., a Delaware corporation (the "General Partner"), as the general partner of the Partnership, on behalf of itself and the Limited Partners of the Partnership. Capitalized terms used but not defined herein are used as defined in the Partnership Agreement.
1 EXHIBIT 10.1.3 HERITAGE OPERATING, L.P. THIRD AMENDMENT TO CREDIT AGREEMENT This Third Amendment to Credit Agreement, dated as of September 30, 1997, is among Heritage Operating, L.P., a Delaware limited partnership (the "Company"), the Banks party...Credit Agreement • October 24th, 1997 • Heritage Propane Partners L P • Retail-retail stores, nec • Oklahoma
Contract Type FiledOctober 24th, 1997 Company Industry Jurisdiction
Draft: September 10, 1999 FORM OF SUBORDINATED INDENTURE HERITAGE PROPANE PARTNERS, L.P.Heritage Propane Partners L P • September 13th, 1999 • Retail-retail stores, nec • New York
Company FiledSeptember 13th, 1999 Industry Jurisdiction
andHeritage Propane Partners L P • July 25th, 2003 • Retail-retail stores, nec • New York
Company FiledJuly 25th, 2003 Industry Jurisdiction
EXHIBIT 10.1.4 FOURTH AMENDMENT TO FIRST AMENDED AND RESTATED CREDIT AGREEMENT THIS FOURTH AMENDMENT TO FIRST AMENDED AND RESTATED CREDIT AGREEMENT, dated effective as of December 28, 2000 (the "Fourth Amendment"), is entered into between and among...Credit Agreement • April 12th, 2001 • Heritage Propane Partners L P • Retail-retail stores, nec • Oklahoma
Contract Type FiledApril 12th, 2001 Company Industry Jurisdiction
EXHIBIT 10.7.2 AMENDMENT 1 OF EMPLOYMENT AGREEMENTEmployment Agreement • November 27th, 2002 • Heritage Propane Partners L P • Retail-retail stores, nec
Contract Type FiledNovember 27th, 2002 Company Industry
AMENDMENT AGREEMENTAmendment Agreement • January 14th, 2002 • Heritage Propane Partners L P • Retail-retail stores, nec
Contract Type FiledJanuary 14th, 2002 Company Industry
EXHIBIT 10.33 SECOND AMENDED AND RESTATED CREDIT AGREEMENT DATED AS OF DECEMBER 31, 2003 BETWEEN AND AMONG HERITAGE OPERATING, L.P., A DELAWARE LIMITED PARTNERSHIPCredit Agreement • April 14th, 2004 • Energy Transfer Partners Lp • Retail-retail stores, nec • Oklahoma
Contract Type FiledApril 14th, 2004 Company Industry Jurisdiction
1 EXHIBIT 10.1.4 HERITAGE OPERATING L.P. FOURTH AMENDMENT TO CREDIT AGREEMENT This Fourth Amendment to Credit Agreement, dated as of November 18, 1997, is among Heritage Operating, L.P., a Delaware limited partnership (the "Company"), the Banks party...Credit Agreement • January 14th, 1998 • Heritage Propane Partners L P • Retail-retail stores, nec • Oklahoma
Contract Type FiledJanuary 14th, 1998 Company Industry Jurisdiction
Issuer and Trustee INDENTUREHeritage Propane Partners L P • September 13th, 1999 • Retail-retail stores, nec • New York
Company FiledSeptember 13th, 1999 Industry Jurisdiction
RECITALSEmployment Agreement • November 29th, 2000 • Heritage Propane Partners L P • Retail-retail stores, nec • Oklahoma
Contract Type FiledNovember 29th, 2000 Company Industry Jurisdiction
EXHIBIT 10.12.3 THIRD AMENDMENT TO FIRST AMENDED AND RESTATED CREDIT AGREEMENT THIS THIRD AMENDMENT TO FIRST AMENDED AND RESTATED CREDIT AGREEMENT, dated effective as of December 28, 2000 (the "Third Amendment"), is entered into between and among...Credit Agreement • November 29th, 2001 • Heritage Propane Partners L P • Retail-retail stores, nec • Oklahoma
Contract Type FiledNovember 29th, 2001 Company Industry Jurisdiction
1 EXHIBIT 10.1.1 FIRST AMENDMENT TO FIRST AMENDED AND RESTATED CREDIT AGREEMENT THIS FIRST AMENDMENT TO FIRST AMENDED AND RESTATED CREDIT AGREEMENT, dated effective as of October 15, 1999 (the "First Amendment"), is entered into between and among...Credit Agreement • November 29th, 1999 • Heritage Propane Partners L P • Retail-retail stores, nec • Oklahoma
Contract Type FiledNovember 29th, 1999 Company Industry Jurisdiction
CREDIT AGREEMENT DATED AS OF JUNE 25, 1996 BETWEEN AND AMONG HERITAGE OPERATING, L.P., A DELAWARE LIMITED PARTNERSHIPCredit Agreement • January 14th, 1997 • Heritage Propane Partners L P • Retail-retail stores, nec • Oklahoma
Contract Type FiledJanuary 14th, 1997 Company Industry Jurisdiction
EXECUTION COPY 1,200,000 COMMON UNITS REPRESENTING LIMITED PARTNER INTERESTS HERITAGE PROPANE PARTNERS, L.P. UNDERWRITING AGREEMENT PAINEWEBBER INCORPORATED A.G. EDWARDS & SONS, INC. CIBC WORLD MARKETS CORP. c/o PaineWebber Incorporated 1285 Avenue of...Heritage Propane Partners L P • October 29th, 1999 • Retail-retail stores, nec • New York
Company FiledOctober 29th, 1999 Industry Jurisdiction
RECITALSEmployment Agreement • November 29th, 2000 • Heritage Propane Partners L P • Retail-retail stores, nec • Oklahoma
Contract Type FiledNovember 29th, 2000 Company Industry Jurisdiction