0001104659-04-012436 Sample Contracts

SECOND AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT
Credit Agreement • May 4th, 2004 • Enbridge Energy Partners Lp • Pipe lines (no natural gas)

This SECOND AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT (this “Second Amendment”) is entered into effective as of April 26, 2004 (the “Second Amendment Effective Date”), among ENBRIDGE ENERGY PARTNERS, L.P., a Delaware limited partnership, as borrower (the “Borrower”), the financial institutions parties to the Credit Agreement hereinafter referenced (collectively, the “Existing Lenders”), each New Lender (hereinafter defined) and BANK OF AMERICA, N.A., as administrative agent (in such capacity, the “Administrative Agent”) and as L/C Issuer (in such capacity, the “L/C Issuer”). As used herein, the term “New Lender” means each financial institution that is named as a Lender on the signature pages hereto that is not an Existing Lender and the term “Lenders” means, collectively, the New Lenders and the Existing Lenders.

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FIRST AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT
Credit Agreement • May 4th, 2004 • Enbridge Energy Partners Lp • Pipe lines (no natural gas)

This FIRST AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT (this “First Amendment”) is entered into effective as of January 12, 2004, among ENBRIDGE ENERGY PARTNERS, L.P., a Delaware limited partnership, as borrower (the “Borrower”), the financial institutions parties to the Credit Agreement (collectively, the “Lenders”), BANK OF AMERICA, N.A., as administrative agent (the “Administrative Agent”) and L/C Issuer, BANK OF MONTREAL, as Syndication Agent, and Toronto Dominion (Texas), Inc. and Wachovia Bank, National Association, as Co-Documentation Agents.

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