0001104659-11-056424 Sample Contracts

AGREEMENT AND PLAN OF MERGER BY AND BETWEEN EL PASO CORPORATION AND SIRIUS MERGER CORPORATION

Agreement and Plan of Merger • October 18th, 2011 • El Paso Corp/De • Natural gas transmission • Delaware

• Contract Type
  Agreement and Plan of Merger
• Filed
  October 18th, 2011
• Company
  El Paso Corp/De
• Industry
  Natural gas transmission
• Jurisdiction
  Delaware

This Agreement and Plan of Merger (this “Agreement”), dated as of October 16, 2011, is made by and among El Paso Corporation, a Delaware corporation (the “Company”), Sirius Merger Corporation, a Delaware corporation and indirect wholly owned subsidiary of the Company (“Merger Sub One”) (the Company and Merger Sub One, when referred to individually, each a “Constituent Corporation” and when referred to collectively, “Constituent Corporations”), and Sirius Holdings Merger Corporation, a Delaware corporation and a direct wholly owned subsidiary of the Company (“New EP”).

VOTING AGREEMENT

Voting Agreement • October 18th, 2011 • El Paso Corp/De • Natural gas transmission • Delaware

• Contract Type
  Voting Agreement
• Filed
  October 18th, 2011
• Company
  El Paso Corp/De
• Industry
  Natural gas transmission
• Jurisdiction
  Delaware

This VOTING AGREEMENT (this “Agreement”), is dated as of October 16, 2011, by and among El Paso Corporation (the “Company”) and the stockholders of Kinder Morgan Inc. (“Buyer”) listed on the signature pages hereto (each a “Stockholder” and collectively, the “Stockholders”).