AMENDMENT NO. 1 TO SECOND AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF TALLGRASS PONY EXPRESS PIPELINE, LLC

This Amendment No. 1 (this “Amendment”) is made as of September 29, 2014 by and among Tallgrass Pony Express Pipeline, LLC, a Delaware limited liability company (the “Company”), Tallgrass Operations, LLC, a Delaware limited liability company (“Operations”), and Tallgrass PXP Holdings, LLC, a Delaware limited liability company (“PXP Holdings”), and amends that certain Second Amended and Restated Limited Liability Company Agreement of the Company, executed and effective for tax purposes as of September 5, 2014, and effective for all other purposes as of September 1, 2014 (the “Original Agreement”). Capitalized terms used in this Amendment and not otherwise defined herein are as defined in the Original Agreement.

WHEREAS, the parties desire to amend the Original Agreement to remove any approval rights that Operations has with respect to the Budget determined by the Managing Member, with the result that the Managing Member has sole discretion with respect to setting, monitoring and amending the Budget.

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

7.6    Approved Budget. The Managing Member shall prepare the operating budget and the capital budget for the Company (collectively, the “Budget”) for each calendar year and shall circulate such Budget to the other Members for the forthcoming budget period on or about fifteen (15) days prior to the end of each calendar year. The Managing Member may make exceptions to or amend the Budget from time to time in its sole discretion.