Annex 10.3.6(b) contains a true and complete list of real estate lease agreements concluded by Group companies. Subject to disclosure in this Annex 10.3.6(b), no lease (leasing) Each of the group companies that are shareholders or members of companies or DE GIE within the meaning of Annex 10.3.7 has a valid and irrevocable right to use the storage capacity of such companies and EIGs in accordance with Annex 10.3.7. The transfer of shares and the associated change of control resulting from the closing of the transaction will not affect these rights. In addition, such an agreement may contain implied terms under the law. Indeed, the general French civil law provides guarantees that automatically benefit buyers and to which sellers are bound. These guarantees include a guarantee against expropriation (eviction guarantee) and a guarantee against hidden defects. The practical benefit to buyers resulting from these “legal warranties” is limited. Therefore, buyers generally improve the legal warranty standard by imposing a higher contractual standard tailored to known information about the specific target or risks. Contractual guarantees may also cover erroneous economic valuations of the transaction. The sellers declare on a multiple basis (jointly), in proportion to their FA shares in accordance with Schedule 4.2, that AGZ Financial will have no debt on the balance sheet date. The fully paid-up shares, as well as the 8,073 shares held by the buyer, represent the 4,036 shares held by Medit and none of the companies in the group is a shareholder or member of an entity (with the exception of FLORegaz, Donges, GPL PROP`BUS, Groupement Technique Citernes, Norgal and Opération Réflexe GPL and SEP Queven and Bus Paris), which, by its very nature (general partnership), holding company (joint venture), etc.), could incur liability that would exceed the amount of contributions made by its shareholders to that entity. Unless otherwise specified in Annex 10.3.1, none of the Group companies is a party to a shareholders` agreement in respect of a subsidiary of the Group.

In the event that all or part of the BSAs are not exercisable and grant the right to a number of new ordinary shares of the Company less than 1,949,587 on the basis of the final payment and the terms of the BSAs, the definitions of the exercise price of the BSA, the AGZ share price and the FA share price, and any other amended definition or provision of this Agreement, shall be amended accordingly. Except as otherwise provided in Annex 10.3.16(c), there are (i) no actions against Elf Antar France and Elf Aquitaine, which were subsequently incorporated into TotalFinalElf (or “EAF” and “Elf Aquitaine” respectively), which were recently commenced by the Company pursuant to the Guarantee Agreement of 16 September. In February 2001, it was renamed Total (the “Guarantors”), and (ii) no action, suit and/or arbitration pending with respect to any such claim. In addition, no compensation has ever been paid to the Company by the Guarantors, each Seller agrees to indemnify the Buyer and UGI Corp. all expenses and costs incurred by the Buyer or UGI Corp. under this Agreement (or in consideration for the Transaction), including (but not limited to) reasonable attorneys` fees and expenses, consultants, auditors or other persons whose services have been used by Buyer or UGI Corp., as the case may be, and for and against damages, to Buyer or UGI Corp. have actually arisen, (A) as a result of any of the respective representations and warranties of the Respective Seller (individually or for several reasons) in accordance with clauses 10.1 and 10.2, which are materially false or false when made, or become materially false or false, or (B) as a result of the failure of the respective Seller, in material respects, an agreement; perform or comply with any obligation or agreement under this Agreement, or (C) as a result of fraud (“fraud”) as provided by French law. No later than two (2) business days after the date of payment of the adjustments by the Buyer, PAI will assign to the Managers their respective shares in the Adjustments on the basis of the allocation set out in Annex 4.2, with PAI assuming responsibility for such payment without recourse to PAI or any other Seller against the Buyer. Butane and Propane Sales – The quantity (expressed in tonnes) of butane and propane sold by Antargaz since September 30, 2002 and by the Company since April 1, 2003 and, in both cases, until September 30, 2003, broken down by month and product type (packaged, small volume, etc.), is set out in Schedule 10.3.9. The gross unit margins for butane and propane sold by the Company and Antargaz, as well as the average purchase price of the Company and Antargaz over the same periods, broken down by month and by type of product (packaged, small volume, etc.), are also listed in this Annex. Seller and Buyer`s obligation to complete the purchase and sale of the Shares under this Agreement is subject to the satisfaction of certain conditions (the “Conditions Precedent”) set forth below (unless the party(ies) waive the applicable condition precedent, if any).

Group companies do not materially violate applicable labour laws or regulations or collective agreements relating to personal loans, secondment, non-discrimination, health and safety, employee representation, individual contractual relationships, hours of work or length of the working week. .