0001362310-09-006916 Sample Contracts

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PURCHASE AND SALE AGREEMENT Dated as of November 30, 2001 As Amended by AMENDMENT NO. 2 Dated as of September 5, 2006 between UGI ENERGY SERVICES, INC. and ENERGY SERVICES FUNDING CORPORATION
Purchase and Sale Agreement • May 8th, 2009 • Ugi Corp /Pa/ • Gas & other services combined • New York

THIS PURCHASE AND SALE AGREEMENT (this “Agreement”), dated as of November 30, 2001, as amended by Amendment No. 1, dated as of August 29, 2003, is entered into between UGI ENERGY SERVICES, INC. (the “Originator”), a Pennsylvania corporation, and ENERGY SERVICES FUNDING CORPORATION, a Delaware corporation (the “Company”).

AMENDMENT NO. 7 Dated as of April 23, 2009 to RECEIVABLES PURCHASE AGREEMENT Dated as of November 30, 2001
Receivables Purchase Agreement • May 8th, 2009 • Ugi Corp /Pa/ • Gas & other services combined • New York

This AMENDMENT NO. 7 (this “Amendment”) dated as of April 23, 2009 is entered into among ENERGY SERVICES FUNDING CORPORATION, a Delaware corporation, as the seller (the “Seller”), UGI ENERGY SERVICES, INC., a Pennsylvania corporation (“UGI”), as initial servicer (in such capacity, together with its successors and permitted assigns in such capacity, the “Servicer”), MARKET STREET FUNDING LLC, a Delaware limited liability company (as successor to Market Street Funding Corporation) (together with its successors and permitted assigns, the “Issuer”), and PNC BANK, NATIONAL ASSOCIATION, a national banking association, as administrator (in such capacity, together with its successors and assigns in such capacity, the “Administrator”).

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