ex10-32.htm


    Exhibit
10.32

     

    
 

    AMENDMENT
TO THE AMENDED AND RESTATED

    NATURAL
GAS PURCHASE AGREEMENT

    


    Effective
as of July 1, 2009

    


    between

    


    TARGA
GAS MARKETING LLC (“Buyer”)

    


    -and-

    


    TARGA
TEXAS FIELD SERVICES LP (“Seller”)

    


    


    Recitals:

    


    A.           Seller
and Buyer have previously entered into an Amended and Restated Natural Gas
Purchase Agreement, effective as of March 1, 2009  (collectively, the
“Agreement”);

    


    B.           Seller
and Buyer hereby agree to amend the Agreement as contemplated
herein;

    


    NOW,
THEREFORE, for and in consideration of the foregoing and other good and valuable
consideration, the receipt and sufficiency of which are hereby acknowledged, the
parties agree as follows:

    


    1.           Exhibit
“B” to the Agreement shall be deleted in its entirety and replaced with the
Exhibit  attached hereto.

    


    


    IN
WITNESS WHEREOF the parties have executed this Amendment on January 25, 2010,
with the effective date as of July 1, 2009.

    


    


    TARGA
GAS MARKETING
LLC                                                                                                                  TARGA TEXAS FIELD SERVICES
LP

    


                                                   By:  Targa Resources
Texas GP LLC, its 

                                                    
general partner

     

     

    
      
        	  	 	 	 	 
	
                By:  /s/
      Stacy Duke

              	 	 	
                By: 
      /s/ Dan C.
      Middlebrooks

              	 
	
                Name: 
      Stacy Duke

              	 	 	
                Name: 
      Dan C.
      Middlebrooks

              	 
	
                Title: 
      Vice
      President

              	 	 	
                Title: 
      Assistant Vice
      President –
      Supply
      and 

                Business Development,
      San Angelo 

                Operating
      Unit 

              	 


      

           

    


    



    
      
         


      

      
         


        
          

        

      

      
         


      

    


    Exhibit to the Amendment to
the Amended and Restated

    Natural Gas Purchase
Agreement

    


    “EXHIBIT “B”

    TO
NATURAL GAS SALES AGREEMENT

    Between
Targa Gas Marketing LLC, Buyer

    and

    Targa
Texas Field Services LP, Seller

    Effective
as of March 1, 2009

    


     

    


     

    
      


       

      
        	
                Mertzon
      Plant

              	 
	
                Applicable
      Transport

              	 	
                Near
      Market Point

              	
                Near
      Market Price

              	 	
                Remote
      Market Price

              	 
	
                EPNG

              	 	
                Permian
      Pool

              	
                Net
      Permian Index Price

              	 	
                Net
      Permian Index

                Price

              	 
	
                KM

              	 	
                Houston
      Ship Channel Pool

              	
                Net
      HSC Index Price

              
	 N/A	 	
                Tailgate
      of Plant

              	
                WASP
      of Tailgate Sales

              	 	 	N/A	 
	 	 	 	 
      	 
      	 	 	 	 
	
                Sterling
      Plant

              	 
	
                Applicable
      Transport

              	 	
                Near
      Market Point

              	
                Near
      Market Price

              	 	
                Remote
      Market Price

              	 
	
                ET
      Fuel

              	 	
                Waha
      Hub

              	
                Waha
      Index Price minus $0.06

              	 	
                Adjusted
      Waha Index Price *

              	 
	
                EPNG/ET
      Fuel

              	 	
                Permian
      Pool

                (Keystone)

              	
                Waha
      Index Price minus $0.06

              
	
                EPNG/ET
      Fuel

              	 	
                Waha
      Pool

              	
                Waha
      Index Price minus $0.06

              	 	
                Adjusted
      Waha Index Price *

              	 
	 N/A	 	
                Tailgate
      of Plant

              	
                WASP
      of Tailgate Sales

              	 	 	N/A	 


      

      


      * Note: Adjusted Waha Index Price will be the higher of Waha Index
Price minus $0.06 or Waha Index Price minus transport costs, or as otherwise
agreed by the parties.”