Board of Directors and Enterprise Products OLP Uses in Generally Clause

Generally from Limited Liability Company Agreement

THIS LIMITED LIABILITY COMPANY AGREEMENT (this Agreement) of DEP HOLDINGS, LLC, a Delaware limited liability company (the Company), executed on January 30, 2007 (the Effective Date), is adopted, executed and agreed to, by Enterprise Products Operating L.P., a Delaware limited liability company, as the sole Member of the Company (Enterprise Products OLP).

Generally. The Board of Directors shall consist of not less than five nor more than ten natural persons. The members of the Board of Directors shall be appointed by Enterprise Products OLP, provided that (i) a majority of such members must meet the independence, qualification and experience requirements of the New York Stock Exchange (each, an Independent Director), (ii) at least three Independent Directors shall also meet the independence, qualification and experience requirements of Section 10A(m)(3) of the Securities Exchange Act of 1934 (or any successor Law), the rules and regulations of the SEC, other applicable Law and the charter of the Audit and Conflicts Committee (each, a Special Independent Director), and (iii) at least one Special Independent Director shall also meet the S&P Criteria; provided, however, that if at any time (i) a majority of the members of the Board of Directors are not Independent Directors, (ii) at least three of the Independent Directors are not Special Independent Directors, or (iii) at least one Special Independent Director shall meet the S&P Criteria, subject to any requirements for Special Approval, the Board of Directors shall still have all powers and authority granted to it hereunder, but the Board of Directors and Enterprise Products OLP shall endeavor to elect additional Independent Directors or Special Independent Directors, as applicable, to come into compliance with this Section 6.02(a).

Generally from Limited Liability Company Agreement

THIS LIMITED LIABILITY COMPANY AGREEMENT (this Agreement) of DEP HOLDINGS, LLC, a Delaware limited liability company (the Company), executed on ___, 2007 (the Effective Date), is adopted, executed and agreed to, by Enterprise Products Operating L.P., a Delaware limited liability company, as the sole Member of the Company (Enterprise Products OLP).

Generally. The Board of Directors shall consist of not less than five nor more than ten natural persons. The members of the Board of Directors shall be appointed by Enterprise Products OLP, provided that (i) a majority of such members must meet the independence, qualification and experience requirements of the New York Stock Exchange (each, an Independent Director), (ii) at least three Independent Directors shall also meet the independence, qualification and experience requirements of Section 10A(m)(3) of the Securities Exchange Act of 1934 (or any successor Law), the rules and regulations of the SEC, other applicable Law and the charter of the Audit and Conflicts Committee (each, a Special Independent Director), and (iii) at least one Special Independent Director shall also meet the S&P Criteria; provided, however, that if at any time (i) a majority of the members of the Board of Directors are not Independent Directors, (ii) at least three of the Independent Directors are not Special Independent Directors, or (iii) at least one Special Independent Director shall meet the S&P Criteria, subject to any requirements for Special Approval, the Board of Directors shall still have all powers and authority granted to it hereunder, but the Board of Directors and Enterprise Products OLP shall endeavor to elect additional Independent Directors or Special Independent Directors, as applicable, to come into compliance with this Section 6.02(a).