0001193125-13-483638 Sample Contracts

CONTRIBUTION AGREEMENT BY AND AMONG EAGLE ROCK ENERGY PARTNERS, L.P. AS CONTRIBUTOR AND REGENCY ENERGY PARTNERS LP AS ACQUIRER AND REGAL MIDSTREAM LLC AS ACQUIRER SUB DECEMBER 23, 2013
Contribution Agreement • December 24th, 2013 • Regency Energy Partners LP • Crude petroleum & natural gas • Delaware

This CONTRIBUTION AGREEMENT (this “Agreement”), dated as of December 23, 2013, is entered into by and between Eagle Rock Energy Partners, L.P., a Delaware limited partnership (“Contributor”) and Regency Energy Partners LP, a Delaware limited partnership (“Acquirer”), and Regal Midstream LLC, a Delaware limited liability company and a wholly owned Subsidiary of Acquirer (“Acquirer Sub” and, together with Acquirer, the “Acquirer Parties”).

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VOTING AND SUPPORT AGREEMENT
Voting and Support Agreement • December 24th, 2013 • Regency Energy Partners LP • Crude petroleum & natural gas • Delaware

This Voting and Support Agreement (this “Agreement”) is entered into as of December 23, 2013 by and among the Common Unitholders set forth in Schedule C hereto (collectively, the “NGP Parties”) and Regency Energy Partners LP, a Delaware limited partnership (“Regency” and collectively, with the NGP Parties, the “Parties”). Certain capitalized and other terms used in this Agreement are defined in Schedule A hereto. Terms not otherwise defined shall have the meanings ascribed to such terms in the Contribution Agreement.

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