0001338065-14-000009 Sample Contracts

PURCHASE AND SALE AGREEMENT BY AND BETWEEN DCP MIDSTREAM, LP, AS SELLER AND DCP MIDSTREAM PARTNERS, LP, AS BUYER DATED FEBRUARY 25, 2014
Purchase and Sale Agreement • February 26th, 2014 • DCP Midstream Partners, LP • Natural gas transmission • Colorado

This Purchase and Sale Agreement (“Purchase Agreement”) is made and entered into effective as of this 25th day of February, 2014 (the “Effective Date”), by and between DCP Midstream, LP, a Delaware limited partnership (“Seller”), having its principal operating office at 370 17th Street, Suite 2500, Denver, CO 80202, and DCP Midstream Partners, LP, a limited partnership organized under the State of Delaware, having its office at 370 17th Street, Suite 2500, Denver, CO 80202 (referred to herein as “Buyer”). Seller and Buyer are referred to herein individually as a “Party” and collectively as the “Parties.”

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CONTRIBUTION AGREEMENT among DCP LP Holdings, LLC, DCP Midstream GP, LP, DCP Midstream, LLC
Contribution Agreement • February 26th, 2014 • DCP Midstream Partners, LP • Natural gas transmission • Colorado

This Contribution Agreement (“Agreement”) is dated as of February 25, 2014 (the “Execution Date”) and is by and among DCP LP Holdings, LLC, a Delaware limited liability company (“HOLDINGS”), DCP Midstream GP, LP, a Delaware limited partnership (“GP”), DCP Midstream, LLC, a Delaware limited liability company (“MIDSTREAM”), and DCP Midstream Partners, LP, a Delaware limited partnership (“MLP”). HOLDINGS, GP, MIDSTREAM, and MLP are sometimes referred to collectively herein as the “Parties” and individually as a “Party”.

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