‘ETE Transactions’ definition

‘ETE Transactions’ means (i) the purchase by ETE for an aggregate cash consideration of not greater than $1,200,000,000 of Class G Units of ETP at a market price approved by a special committee of the Board of Managers of ETP LLC, (ii) the acquisition by the Borrower from ETI of the Class B limited partnership interests of ETP GP held by ETI (representing 50% of the total of such Class B limited partnership interests) in consideration for the issuance to ETI of additional limited partner interests of the Borrower plus the assumption of $70,500,000 of Indebtedness of ETI under that certain Credit and Guaranty Agreement dated April 24, 2006 among ETI, UBS AG, Stamford Branch, as administrative agent, and the lenders from time to time party thereto, (iii) the payment in full by the Borrower of all Indebtedness of ETI assumed as described in clause (ii) above and (iv) the release of all Liens in respect of the Class B Limited Partnership interests of ETP GP held by ETI acquired as described in clause (ii) above.” “‘ETI’ means Energy Transfer Investments, L.P., a Delaware limited partnership.” “‘Term Loan Increase’ has the meaning given to such term in Section 2.18.”