0001193125-04-002891 Sample Contracts

INERGY, L.P. 1,750,000 Common Units (3,500,000 after the two-for-one unit split) UNDERWRITING AGREEMENT
Underwriting Agreement • January 12th, 2004 • Inergy L P • Retail-nonstore retailers • Ohio

The undersigned, Inergy, L.P., a Delaware limited partnership (the “Partnership”), Inergy Propane, LLC, a Delaware limited liability company (the “Operating Company”), New Inergy Propane, LLC, a Delaware limited liability company (“New Propane”), Inergy Partners, LLC, a Delaware limited liability company (the “Non-Managing General Partner”), Inergy GP, LLC, a Delaware limited liability company (the “Managing General Partner”) (the Managing General Partner and the Non-Managing General Partner are sometimes collectively referred to herein as the “General Partners”), Inergy Sales & Service, Inc., a Delaware corporation (“Service Sub”), L & L Transportation, LLC, a Delaware limited liability company (“L & L Transportation”), and Inergy Transportation, LLC, a Delaware limited liability company (“Inergy Transportation”), hereby address you as the “Underwriters” and hereby confirm their respective agreements with the several Underwriters as set forth below. The Partnership, the Operating Comp

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