EX-4.3



 Exhibit 4.3 

REGENCY ENERGY PARTNERS LP 
 (AS
SUCCESSOR BY MERGER TO PVR PARTNERS, L.P.) 
 REGENCY ENERGY FINANCE CORP. 

(AS SUCCESSOR BY MERGER TO PENN VIRGINIA RESOURCE FINANCE CORPORATION II) 

and 
 the Subsidiary Guarantors
named herein 
  
  

8.375% Senior Notes due 2020 

6.500% Senior Notes due 2021 
  

 
 SEVENTH
SUPPLEMENTAL INDENTURE 
 DATED AS OF JULY 25, 2014 
  

 
 WELLS FARGO
BANK, N.A., 
 Trustee 
  

 
 This SEVENTH
SUPPLEMENTAL INDENTURE, dated as of July 25, 2014, is among Regency Energy Partners LP, a Delaware limited partnership (as successor by merger to PVR Partners, L.P., a Delaware limited partnership) (the “Partnership”),
Regency Energy Finance Corp., a Delaware corporation (as successor by merger to Penn Virginia Resource Finance Corporation II, a Delaware corporation) (“Finance Co.” and, together with the Partnership, the
“Issuers”), each of the parties identified under the caption “Subsidiary Guarantors” on the signature page hereto (the “Subsidiary Guarantors”) and Wells Fargo Bank, N.A., a national banking
association, as Trustee. 
 RECITALS 

WHEREAS, the Issuers, the Subsidiary Guarantors party thereto and the Trustee entered into an Indenture, dated as of April 27, 2010, as
supplemented by that Second Supplemental Indenture, dated as of May 17, 2012, Fourth Supplemental Indenture, dated as of May 9, 2013 Fifth Supplemental Indenture, dated as of March 21, 2014 and Sixth Supplemental Indenture, dated as
of April 18, 2014 (as so supplemented, the “Indenture”), pursuant to which the Issuers have issued $600,000,000 in aggregate principal amount of 8.375% Senior Notes due 2020 and $400,000,000 in aggregate principal amount
of 6.500% Senior Notes due 2021 (collectively, the “Notes”); 







 WHEREAS, Section 9.01(d) of the Indenture provides that the Issuers, the Subsidiary
Guarantors and the Trustee may amend or supplement the Indenture in order to add the New Subsidiary Guarantors pursuant to Section 4.13 thereof, without the consent of the Holders of the Notes; and 

WHEREAS, all acts and things prescribed by the Indenture, by law and by the Certificate of Incorporation and the Bylaws (or comparable
constituent documents) of the Issuers, of the Subsidiary Guarantors and of the Trustee necessary to make this Supplemental Indenture a valid instrument legally binding on the Issuers, the Subsidiary Guarantors and the Trustee, in accordance with its
terms, have been duly done and performed; 
 NOW, THEREFORE, to comply with the provisions of the Indenture and in consideration of the
above premises, the Issuers, the Subsidiary Guarantors and the Trustee covenant and agree for the equal and proportionate benefit of the respective Holders of the Notes as follows: 

ARTICLE 1 
 Section 1.01.
This Supplemental Indenture is supplemental to the Indenture and does and shall be deemed to form a part of, and shall be construed in connection with and as part of, the Indenture for any and all purposes. 

Section 1.02. This Supplemental Indenture shall become effective immediately upon its execution and delivery by each of the Issuers, the
Subsidiary Guarantors and the Trustee. 
 ARTICLE 2 

From this date, in accordance with Section 4.13 and by executing this Supplemental Indenture, the Subsidiary Guarantors whose signatures
appear below are subject to the provisions of the Indenture to the extent provided for in Article 10 thereunder. 
 ARTICLE 3 

Section 3.01. Except as specifically modified herein, the Indenture and the Notes are in all respects ratified and confirmed (mutatis
mutandis) and shall remain in full force and effect in accordance with their terms with all capitalized terms used herein without definition having the same respective meanings ascribed to them as in the Indenture. 

Section 3.02. Except as otherwise expressly provided herein, no duties, responsibilities or liabilities are assumed, or shall be
construed to be assumed, by the Trustee by reason of this Supplemental Indenture. This Supplemental Indenture is executed and accepted by the Trustee subject to all the terms and conditions set forth in the Indenture with the same force and effect
as if those terms and conditions were repeated at length herein and made applicable to the Trustee with respect hereto. The Trustee shall not be responsible in any manner whatsoever for or in respect of the validity or sufficiency of this
Supplemental Indenture or for or in respect of the recitals contained herein, all of which recitals are made solely by the Subsidiary Guarantors and the Issuers. 

Section 3.03. THIS SUPPLEMENTAL INDENTURE SHALL BE GOVERNED BY, AND CONSTRUED IN ACCORDANCE WITH, THE LAWS OF THE STATE OF NEW YORK. 


  
 2 








 Section 3.04. The parties may sign any number of copies of this Supplemental Indenture. Each
signed copy shall be an original, but all of such executed copies together shall represent the same agreement. 
 [NEXT PAGE IS SIGNATURE
PAGE] 

  
 3 








 IN WITNESS WHEREOF, the parties hereto have caused this Supplemental Indenture to be duly
executed, all as of the date first written above. 
  

					
	ISSUERS:
	
	REGENCY ENERGY PARTNERS LP
		
	 By:
	 	Regency GP LP, its general partner
		
	 By:
	 	Regency GP LLC, its general partner
		
	 By:
	 	 /s/ Thomas E. Long

		 	Name:	 	Thomas E. Long
		 	Title:	 	Executive Vice President and Chief Financial Officer
	
	REGENCY ENERGY FINANCE CORP.
		
	 By:
	 	 /s/ Thomas E. Long

		 	Name:	 	Thomas E. Long
		 	Title:	 	Vice President
	
	 SUBSIDIARY GUARANTORS

	
	 REGENCY OLP GP LLC

		
	 By:
	 	 /s/ Thomas E. Long

		 	Name:	 	Thomas E. Long
		 	Title:	 	Vice President



  
 [Signature Page to
Seventh Supplemental Indenture] 








 
			
	 REGENCY GAS SERVICES LP

		
	 By:
	 	Regency OLP GP LLC, its general partner
		
	 By:
	 	 /s/ Thomas E. Long

		 	 Name: Thomas E. Long

		 	 Title: Vice President

	
	 CDM RESOURCE MANAGEMENT LLC

	 CONNECT GAS PIPELINE LLC

	 FRONTSTREET HUGOTON LLC

	 GULF STATES TRANSMISSION LLC

	 PENN VIRGINIA OPERATING CO., LLC

	 PVR MIDSTREAM JV HOLDINGS LLC

	 REGAL MIDSTREAM LLC

	 REGENCY FIELD SERVICES LLC

	 REGENCY GAS UTILITY LLC

	 REGENCY HAYNESVILLE INTRASTATE GAS LLC

	 REGENCY HYDROCARBONS LLC

	 REGENCY LAVERNE LLC

	 REGENCY LIQUIDS PIPELINE LLC

	 REGENCY MARCELLUS GAS GATHERING LLC

	 REGENCY MIDCONTINENT EXPRESS LLC

	 REGENCY MIDSTREAM LLC

	 REGENCY NEPA GAS GATHERING LLC

	 REGENCY PIPELINE LLC

	 REGENCY RANCH JV LLC

	 REGENCY TEXAS PIPELINE LLC

	 REGENCY UTICA GAS GATHERING LLC

	 RGP MARKETING LLC

	 RGU WEST LLC

	 RHEP CRUDE LLC

	 WGP-KHC, LLC

		
		 	 By:   FrontStreet Hugoton LLC,

          its sole member

		
	 By:
	 	Regency Gas Services LP, its sole member
		
	 By:
	 	Regency OLP GP LLC, its general partner
		
	 By:
	 	 /s/ Thomas E. Long

		 	Name: Thomas E. Long
		 	Title: Vice President



  
 [Signature Page to
Seventh Supplemental Indenture] 








 
			
	 PUEBLO HOLDINGS, INC.

	 PUEBLO MIDSTREAM GAS CORPORATION

	 RGP WESTEX GATHERING INC.

	 WEST TEXAS GATHERING COMPANY

		
	 By:
	 	 /s/ Thomas E. Long

		 	 Name: Thomas E. Long

		 	 Title: Vice President

	
	 DULCET ACQUISITION LLC

	 FIELDCREST RESOURCES LLC

	 K RAIL LLC

	 KANAWHA RAIL LLC

	 LJL, LLC

	 LOADOUT LLC

	 SUNCREST RESOURCES LLC

	 TONEY FORK LLC

		
	 By:
	 	Penn Virginia Operating Co., LLC, its sole member
		
	 By:
	 	Regency Gas Services LP, its sole member
		
	 By:
	 	Regency OLP GP LLC, its general partner
		
	 By:
	 	 /s/ Thomas E. Long

		 	Name: Thomas E. Long
		 	Title: Vice President



  
 [Signature Page to
Seventh Supplemental Indenture] 








 
			
	 WELLS FARGO BANK, NATIONAL ASSOCIATION

	 as Trustee

		
	 By:
	 	 /s/ John Stohlmann

		 	 Name: John Stohlmann

		 	 Title: Vice President




  
 [Signature Page to
Seventh Supplemental Indenture]