SOLD,
ASSIGNED OR PLEDGED BY SUCH PURCHASER, SUBJECT TO COMPLIANCE WITH APPLICABLE
SECURITIES LAWS, SECTION 5.3 OF THIS AGREEMENT, AND THE REGISTRATION RIGHTS
AGREEMENT.
(C)
ASSIGNMENT OF RIGHTS.
EACH PURCHASER MAY ASSIGN ALL OR ANY
PORTION OF ITS RIGHTS AND OBLIGATIONS UNDER THIS AGREEMENT WITHOUT THE CONSENT
OF BREITBURN (I) TO ANY AFFILIATE OF SUCH PURCHASER OR (II) IN CONNECTION WITH A
TOTAL RETURN SWAP OR SIMILAR TRANSACTION WITH RESPECT TO THE PURCHASED UNITS
PURCHASED BY SUCH PURCHASER, AND IN EACH CASE THE ASSIGNEE SHALL BE DEEMED TO BE
A PURCHASER HEREUNDER WITH RESPECT TO SUCH ASSIGNED RIGHTS OR OBLIGATIONS AND
SHALL AGREE TO BE BOUND BY THE PROVISIONS OF THIS AGREEMENT.
EXCEPT AS
EXPRESSLY PERMITTED BY THIS SECTION 8.4(C), SUCH RIGHTS AND OBLIGATIONS MAY NOT
OTHERWISE BE TRANSFERRED EXCEPT WITH THE PRIOR WRITTEN CONSENT OF BREITBURN
(WHICH CONSENT SHALL NOT BE UNREASONABLY WITHHELD), IN WHICH CASE THE ASSIGNEE
SHALL BE DEEMED TO BE A PURCHASER HEREUNDER WITH RESPECT TO SUCH ASSIGNED RIGHTS
OR OBLIGATIONS AND SHALL AGREE TO BE BOUND BY THE PROVISIONS OF THIS AGREEMENT.
SECTION 8.5
CONFIDENTIALITY AND NON-DISCLOSURE.
NOTWITHSTANDING
ANYTHING HEREIN TO THE CONTRARY, EACH PURCHASER THAT HAS EXECUTED A
CONFIDENTIALITY AGREEMENT IN FAVOR OF BREITBURN SHALL CONTINUE TO BE BOUND BY
SUCH CONFIDENTIALITY AGREEMENT IN ACCORDANCE WITH THE TERMS THEREOF UNTIL
BREITBURN DISCLOSES WITH THE COMMISSION (ON FORM 8-K OR OTHERWISE) THE
TRANSACTIONS CONTEMPLATED HEREBY.
SECTION 8.6
COMMUNICATIONS.
ALL NOTICES AND DEMANDS PROVIDED FOR
HEREUNDER SHALL BE IN WRITING AND SHALL BE GIVEN BY REGULAR MAIL, REGISTERED OR
CERTIFIED MAIL, RETURN RECEIPT REQUESTED, FACSIMILE, AIR COURIER GUARANTEEING
OVERNIGHT DELIVERY, ELECTRONIC MAIL OR PERSONAL DELIVERY TO THE FOLLOWING
ADDRESSES:
(A)
IF TO KAYNE ANDERSON MLP INVESTMENT
COMPANY,
KAYNE ANDERSON CAPITAL INCOME PARTNERS (QP), LP,
21
KAYNE ANDERSON MLP FUND, LP,
KAYNE ANDERSON REAL ASSETS FUND, L.P.,
KAYNE ANDERSON INCOME PARTNERS, L.P.,
KAYNE ANDERSON NON-TRADITIONAL INVESTMENTS, LP,
ARBCO II, L.P. AND
KAYNE ANDERSON ENERGY INFRASTRUCTURE FUND, LP:
1800 Avenue of the Stars,
Second Floor
Los Angeles, CA 90067
Attention:
David Shladovsky
Facsimile:
(310) 284-6490
with a copy to:
Kevin McCarthy
717 Texas Avenue, Suite 3100
Houston, Texas 77002
Facsimile:
(713) 655-7355
with a copy to:
Baker Botts L.L.P.
98 San Jacinto Boulevard
Suite 1500
Austin, Texas 78701
Attention:
Laura L. Tyson, Esq.
Facsimile:
(512) 322-8377
(B)
IF TO CREDIT SUISSE MANAGEMENT LLC:
Credit Suisse Management LLC
11 Madison Avenue
New York, New York 10010
Attention:
Lauri Cohen
(C)
IF TO ROYAL BANK OF CANADA:
Royal Bank of Canada
c/o Daniel Weinstein
One Liberty Plaza
Second Floor
New York, NY 10006
Phone:
(212) 858-7245
Facsimile:
(212) 858-6004
Email:

22
(D)
IF TO LEHMAN BROTHERS MLP OPPORTUNITY FUND L.P.:
Lehman Brothers MLP Opportunity Fund L.P.
399 Park Avenue, 9th Floor
New York, New York 10022
Attention:
Michael J. Cannon
(E)
IF TO LEHMAN BROTHERS INC.:
Lehman Brothers Inc.
745 Seventh Avenue
New York, New York 10019-6801
Attention: Equity Synthetics Trading
Phone:
(212) 526-1955
Email:

(F)
IF TO ZLP FUND, L.P.:
ZLP Fund, L.P.
c/o Zimmer