Common use of Grantors Consent Clause in Contracts

Grantors Consent. The undersigned hereby consents to the foregoing Subordination, Non-Disturbance and Attornment Agreement and, without limitation, agrees to the provisions of Section 1 thereof. LOVINGTON-ARTESIA, L.L.C. By: ▇▇▇▇▇ ENERGY PARTNERS — OPERATING, L.P., its sole member By: HEP LOGISTICS GP, L.L.C., its general partner By: ▇▇▇▇▇ ENERGY PARTNERS, L.P., its sole member By: HEP LOGISTICS HOLDINGS, L.P., its general partner By: ▇▇▇▇▇ LOGISTIC SERVICES, L.L.C., its general partner By: ▇▇▇▇▇ ▇. ▇▇▇▇▇, Senior Vice President THE STATE OF TEXAS § § COUNTY OF DALLAS § THIS INSTRUMENT was acknowledged before me on , 2009, by , of Union Bank, N.A., a national banking association, as Administrative Agent, on behalf of such banking association. My Commission Expires Notary Public in and for the State of Texas Printed Name of Notary THE STATE OF TEXAS § § COUNTY OF DALLAS § THIS INSTRUMENT was acknowledged before me on , 2009, by ▇▇▇▇▇ ▇. ▇▇▇▇, Senior Vice President and Chief Financial Officer of ▇▇▇▇▇ Corporation, a Delaware corporation, on behalf of such corporation. My Commission Expires Notary Public in and for the State of Texas Printed Name of Notary THE STATE OF TEXAS § § COUNTY OF DALLAS § This instrument was acknowledged before me on , 2009, by ▇▇▇▇▇ ▇. ▇▇▇▇▇, Senior Vice President of ▇▇▇▇▇ Logistic Services, L.L.C., a Delaware limited liability company, general partner of HEP Logistics Holdings, L.P., a Delaware limited partnership, general partner of ▇▇▇▇▇ Energy Partners, L.P., a Delaware limited partnership, sole member of HEP Logistics GP, L.L.C., a Delaware limited liability company, general partner of ▇▇▇▇▇ Energy Partners — Operating, L.P., a Delaware limited partnership, sole member of Lovington-Artesia, L.L.C., a Delaware limited liability company, on behalf of said limited liability companies and limited partnership. My Commission Expires Notary Public in and for the State of Texas Printed Name of Notary None. None • Lovington Station, including all mainline pump equipment, metering equipment, suction manifold, and other associated equipment. • Receipt manifold and meter equipment at the Navajo Refinery in Eddy County, New Mexico. • A sixteen-inch pipeline, approximately sixty-five miles in length. Running from Lovington Station in Lea County, New Mexico to the Navajo Refinery in Eddy County, New Mexico. None. Lea County Road Department CR 122 — Hummingbird Rd. CR 126 — Maljamar Rd. Permit for Installation of Utility Facilities 6/24/2008 RX080663 RX080662 10 Yrs Eddy County Road Department CR 59 — ▇▇▇▇▇▇ Road CR 211 — Old Loco Road CR 214 — Barnaval Drive CR 217 — ▇▇▇▇▇▇▇▇ Cutoff CR 219 — Goat Ropers Road CR 220 — Square Lake Road CR 208 — Red Lake Road CR 200 — ▇▇▇▇ Ranch Road CR 209 — Turkey Tract Road CR 215 — Kewanee Road CR 202 — Southern Union Permit for Installation of Utility Facilities 6/11/2008 RP-08-077 RP-08-078 RP-08-079 RP-08-080 RP-08-081 RP-08-082 RP-08-083 RP-08-084 RP-08-085 RP-08-086 RP-08-087 10 Yrs New Mexico Department of Transportation NM State Highway 229 US Highway 82 NM State Highway 238 NM State Highway 483 Permit for Installation of Utility Facilities 4/25/2008 2-15124 2-15125 2-15238 2-15239 25 Yrs

Grantors Consent. The undersigned hereby consents to the foregoing Subordination, Non-Disturbance and Attornment Agreement and, without limitation, agrees to the provisions of Section 1 thereof. LOVINGTON-ARTESIA, L.L.C. By: ▇▇▇▇▇ ENERGY PARTNERS — OPERATING, L.P., its sole member By: HEP LOGISTICS GP, L.L.C., its general partner By: ▇▇▇▇▇ ENERGY PARTNERS, L.P., its sole member By: HEP LOGISTICS HOLDINGS, L.P., its general partner By: ▇▇▇▇▇ LOGISTIC SERVICES, L.L.C., its general partner By: ▇▇▇▇▇ ▇. ▇▇▇▇▇, Senior Vice President THE STATE OF TEXAS By: HEP LOGISTICS HOLDINGS, L.P., its general partner By: ▇▇▇▇▇ LOGISTIC SERVICES, L.L.C., its general partner By: ▇▇▇▇▇ ▇. ▇▇▇▇▇, Senior Vice President ▇▇▇ ▇▇▇▇▇ ▇▇ ▇▇▇▇▇ § § COUNTY ▇▇▇▇▇▇ OF DALLAS § THIS INSTRUMENT was acknowledged before me on , 2009, by , of Union Bank, N.A., a national banking association, as Administrative Agent, on behalf of such banking association. My Commission Expires Notary Public in and for the State of Texas Printed Name of Notary THE STATE OF TEXAS ▇▇▇ ▇▇▇▇▇ ▇▇ ▇▇▇▇▇ § § COUNTY ▇▇▇▇▇▇ OF DALLAS § THIS INSTRUMENT was acknowledged before me on , 2009, by ▇▇▇▇▇ ▇. ▇▇▇▇, Senior Vice President and Chief Financial Officer of ▇▇▇▇▇ Corporation, a Delaware corporation, on behalf of such corporation. My Commission Expires Notary Public in and for the State of Texas Printed Name of Notary THE STATE OF TEXAS ▇▇▇ ▇▇▇▇▇ ▇▇ ▇▇▇▇▇ § § COUNTY ▇▇▇▇▇▇ OF DALLAS § This instrument was acknowledged before me on , 2009, by ▇▇▇▇▇ ▇. ▇▇▇▇▇, Senior Vice President of ▇▇▇▇▇ Logistic Services, L.L.C., a Delaware limited liability company, general partner of HEP Logistics Holdings, L.P., a Delaware limited partnership, general partner of ▇▇▇▇▇ Energy Partners, L.P., a Delaware limited partnership, sole member of HEP Logistics GP, L.L.C., a Delaware limited liability company, general partner of ▇▇▇▇▇ Energy Partners — Operating, L.P., a Delaware limited partnership, sole member of Lovington-ArtesiaHEP Pipeline, L.L.C., a Delaware limited liability company, on behalf of said limited liability companies and limited partnerships. My Commission Expires Notary Public in and for the State of Texas Printed Name of Notary ▇▇▇ ▇▇▇▇▇ ▇▇ ▇▇▇▇▇ § § ▇▇▇▇▇▇ OF DALLAS § This instrument was acknowledged before me on , 2009, by ▇▇▇▇▇ ▇. ▇▇▇▇▇, Senior Vice President of ▇▇▇▇▇ Logistic Services, L.L.C., a Delaware limited liability company, general partner of HEP Logistics Holdings, L.P., a Delaware limited partnership, general partner of ▇▇▇▇▇ Energy Partners, L.P., a Delaware limited partnership, on behalf of said limited liability company and limited partnerships. My Commission Expires Notary Public in and for the State of Texas Printed Name of Notary None. None • Lovington Station, including all mainline pump equipment, metering equipment, suction manifold, and other associated equipment. • Receipt manifold and meter equipment at the Navajo Refinery in Eddy County, New Mexico. • A sixteen-inch pipeline, approximately sixty-five miles in length. Running from Lovington Station in Lea County, State of New Mexico to the Navajo Refinery in Eddy CountyPipeline Co., New Mexico▇.▇. None. Lea County Road Department CR 122 — Hummingbird Rd. CR 126 — Maljamar Rd. Permit for Installation of Utility Facilities 6/24/2008 RX080663 RX080662 10 Yrs Eddy County Road Department CR 59 — ▇▇▇▇▇▇ Road CR 211 — Old Loco Road CR 214 — Barnaval Drive CR 217 — of Right-of-Way 3/16/2009 N/R Eddy & Lea, NM N/R U.S.A./B.L.M. ▇▇▇▇▇ Energy Partners, L.P. Right-of-Way Grant 12/23/2008 N/R Eddy & Lea, NM N/R Olane and ▇▇▇▇▇▇▇ Cutoff CR 219 — Goat Ropers Road CR 220 — Square Lake Road CR 208 — Red Lake Road CR 200 — ▇▇▇▇▇▇▇ Ranch Road CR 209 — Turkey Tract Road CR 215 — Kewanee Road CR 202 — Southern Union Permit for Installation HEP Pipeline, LLC Lease Agreement and Grant of Utility Facilities 6/11/2008 RP-08Easement 2/18/2009 3/11/2009 Lea 1622/665 ▇▇▇▇▇▇ Ranch, Inc. Navajo Pipeline Co., L.P. Right-077 RP-08of-078 RP-08Way & Easement 5/5/2009 5/27/2009 Lea 1632/756 ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Midland-079 RP-08Lea Pipeline Company Pipeline Easement 11/16/1980 Unknown Lea 385/603 Olane and ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ HEP Pipeline, LLC Amendment of Right of Way & Easement 2/10/2009 3/11/2009 Lea 1622/656 ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇ Midland-080 RP-08Lea Pipeline Company Pipeline Easement 10/14/1980 10/27/1980 Lea 385/36 ▇▇▇▇▇▇ Ranch, Inc. HEP Pipeline, LLC Amendment of Right-081 RP-08of-082 RP-08Way & Easement 2/18/2009 3/11/2009 Lea 1622/648 ▇▇▇▇▇▇ Ranch, Inc. Navajo Pipeline Company Right-083 RP-08of-084 RP-08Way & Easement 1/19/1999 Unknown Lea 935/212 ▇▇▇▇▇▇ Ranch, Inc. HEP Pipeline, LLC Amendment of Right-085 RP-08of-086 RP-08-087 10 Yrs New Mexico Department of Transportation NM State Highway 229 US Highway 82 NM State Highway 238 NM State Highway 483 Permit for Installation of Utility Facilities 4/25/2008 2-15124 2-15125 2-15238 2-15239 25 YrsWay & Easement 2/18/2009 3/11/2009 Lea 1622/651

Grantors Consent. The undersigned hereby consents to the foregoing Subordination, Non-Disturbance and Attornment Agreement and, without limitation, agrees to the provisions of Section 1 thereof. LOVINGTON-ARTESIA, L.L.C. By: ▇▇▇▇▇ ENERGY PARTNERS — OPERATING, L.P., its sole member By: HEP LOGISTICS GP, L.L.C., its general partner By: ▇▇▇▇▇ ENERGY PARTNERS, L.P., its sole member By: HEP LOGISTICS HOLDINGS, L.P., its general partner By: ▇▇▇▇▇ LOGISTIC SERVICES, L.L.C., its general partner By: ▇▇▇▇▇ ▇. ▇▇▇▇▇, Senior Vice President THE STATE OF TEXAS § § COUNTY OF DALLAS § THIS INSTRUMENT was acknowledged before me on , 2009, by , of Union Bank, N.A., a national banking association, as Administrative Agent, on behalf of such banking association. My Commission Expires Notary Public in and for the State of Texas Printed Name of Notary THE STATE OF TEXAS § § COUNTY OF DALLAS § THIS INSTRUMENT was acknowledged before me on , 2009, by ▇▇▇▇▇ ▇. ▇▇▇▇, Senior Vice President and Chief Financial Officer of ▇▇▇▇▇ Corporation, a Delaware corporation, on behalf of such corporation. My Commission Expires Notary Public in and for the State of Texas Printed Name of Notary THE STATE OF TEXAS § § COUNTY OF DALLAS § This instrument was acknowledged before me on , 2009, by ▇▇▇▇▇ ▇. ▇▇▇▇▇, Senior Vice President of ▇▇▇▇▇ Logistic Services, L.L.C., a Delaware limited liability company, general partner of HEP Logistics Holdings, L.P., a Delaware limited partnership, general partner of ▇▇▇▇▇ Energy Partners, L.P., a Delaware limited partnership, sole member of HEP Logistics GP, L.L.C., a Delaware limited liability company, general partner of ▇▇▇▇▇ Energy Partners — Operating, L.P., a Delaware limited partnership, sole member of Lovington-ArtesiaRoadrunner Pipeline, L.L.C., a Delaware limited liability company, on behalf of said limited liability companies and limited partnershippartnerships. My Commission Expires Notary Public in and for the State of Texas Printed Name of Notary None. None • Lovington Station, including all mainline pump equipment, metering equipment, suction manifold, and other associated equipment. • Receipt manifold and meter equipment at the Navajo Refinery in Eddy County, New Mexico. • A sixteen-inch pipeline, approximately sixty-five miles in length. Running from Lovington Station in Lea County, New Mexico to the Navajo Refinery in Eddy County, New Mexico. None. Lea County Road Department CR 122 — Hummingbird Rd. CR 126 — Maljamar Rd. Permit for Installation of Utility Facilities 6/24/2008 RX080663 RX080662 10 Yrs Eddy County Road Department CR 59 — ▇▇▇▇▇▇ Road CR 211 — Old Loco Road CR 214 — Barnaval Drive CR 217 — #2 Family Limited Partnership Roadrunner Pipeline, L.L.C. Pipeline Right of Way & Easement 6/8/2009 7/2/2009 Lea, NM 1638/499 ▇▇▇ ▇▇▇▇▇▇ Trust Roadrunner Pipeline, L.L.C. Pipeline Right of Way & Easement 4/28/2009 5/5/2009 Lea, NM 1630/109 TGD Limited Partnership Roadrunner Pipeline, L.L.C. Pipeline Right of Way & Easement 4/27/2009 5/5/2009 Lea, NM 1630/80 ▇▇▇▇▇▇ Land & Cattle Company Roadrunner Pipeline, L.L.C. Pipeline Right of Way & Easement [undated], 2009 5/5/2009 Lea, NM 1630/128 ▇▇▇ ▇▇▇▇▇ and ▇▇▇▇▇▇ ▇▇▇▇▇ Roadrunner Pipeline L.L.C. Right-of-Way & Easement 2/5/2009 2/5/2009 Lea, NM 1618/102 New Tex Partnership, Ltd. Roadrunner Pipeline L.L.C. Right-of-Way Agreement 3/31/2009 8/12/2009 Lea, NM 1643/971 ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Cutoff CR 219 — Goat Ropers Road CR 220 — Square Lake Road CR 208 — Red Lake Road CR 200 — Roadrunner Pipeline L.L.C. Right-of-Way & Easement 2/5/2009 2/5/2009 Lea, NM 1618/107 ▇▇▇▇▇ Ranch ▇. ▇▇▇▇▇ and ▇▇▇▇▇ ▇. Towns Roadrunner Pipeline L.L.C. Right-of-Way & Easement 11/6/2008 12/10/2008 Lea, NM 1612/22 Royce Fort and ▇▇▇▇▇ Fort Roadrunner Pipeline L.L.C. Right-of-Way & Easement 1/16/2009 2/5/2009 Lea, NM 1618/95 ▇▇▇▇▇ ▇. ▇▇▇▇ and ▇▇▇▇▇ ▇▇▇▇ Fort Roadrunner Pipeline L.L.C. Right-of-Way & Easement 3/11/2009 5/5/2009 Lea, NM 1630/99 ▇▇▇▇▇▇▇ ▇. ▇▇▇▇ Roadrunner Pipeline L.L.C. Right-of-Way & Easement 3/24/2009 5/5/2009 Lea, NM 1630/104 Bos Dairy, LLC Roadrunner Pipeline L.L.C. Right-of-Way & Easement 4/8/2009 5/5/2009 Lea, NM 1630/65 ▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇ Roadrunner Pipeline L.L.C. Right-of-Way & Easement 4/13/2009 7/2/2009 Lea, NM 1638/519 Yarbo’s Incorporated Roadrunner Pipeline L.L.C. Right-of-Way & Easement 11/5/[undated] 12/10/2008 Lea, NM 1612/17 Amendment of Right of Way & Easement 4/17/2009 5/5/2009 Lea, NM 1630/71 ▇▇▇▇▇ ▇. ▇▇▇▇▇▇ and ▇▇▇▇▇ ▇. ▇▇▇▇▇▇ Roadrunner Pipeline L.L.C. Right-of-Way & Easement 3/31/2009 5/5/2009 Lea, NM 1630/75 Lovington Cheese Plant, LLC Roadrunner Pipeline L.L.C. Right-of-Way & Easement [undated] 5/5/2009 Lea, NM 1630/93 ▇▇▇▇▇▇▇▇ Enterprises Limited Partnership, L.L.P. Roadrunner Pipeline L.L.C. Right-of-Way & Easement 11/6/2008 12/10/2008 Lea, NM 162/12 City of Lovington, New Mexico Roadrunner Pipeline, L.L.C. Right-of-Way and Easement [undated] 7/2/2009 Lea, NM 1638/524 That portion of the following systems situated in the State of New Mexico: • A sixteen-inch diameter, 62.63 mile pipeline originating at Centurion Pipeline ▇▇▇▇▇▇▇▇▇ Station in Hockley County, Texas, and terminating at the ▇▇▇▇▇ Corporation refining facilities in Lea County New Mexico. None. Lea County Board of Commissioners ▇▇▇▇▇ Road CR 209 — Turkey Tract Road CR 215 — Kewanee Road CR 202 — Southern Union Application for Permit for Installation of to Install Utility Facilities 6/11/2008 RP-08-077 RP-08-078 RP-08-079 RP-08-080 RP-08-081 RP-08-082 RP-08-083 RP-08-084 RP-08-085 RP-08-086 RP-08-087 10 Yrs within Public Right of Way 3/17/2009 RX090318 25 years Lea County Board of Commissioners Antioch Road Application for Permit to Install Utility Facilities within Public Right of Way 3/17/2009 RX090317 25 years Lea County Board of Commissioners ▇▇▇▇▇▇▇▇▇ Road Application for Permit to Install Utility Facilities within Public Right of Way 3/17/2009 RX090316 25 years Lea County Board of Commissioners ▇▇▇▇▇▇ Road Application for Permit to Install Utility Facilities within Public Right of Way 3/17/2009 RX090315 25 years Lea County Board of Commissioners Prairieview Road Application for Permit to Install Utility Facilities within Public Right of Way 3/17/2009 RX090313 25 years Lea County Board of Commissioners ▇▇▇▇▇ Road Application for Permit to Install Utility Facilities within Public Right of Way 3/17/2009 RX090314 25 years Lea County Board of Commissioners Marlee Road Application for Permit to Install Utility Facilities within Public Right of Way 3/17/2009 RX090312 25 years New Mexico Department of Transportation NM State Highway 229 US Highway 82 NM 83 Application for Permit to Install Utility Facilities within Public Right of Way Undated 2-15309 25 years New Mexico Department of Transportation State Highway 238 NM State Highway 483 18 Application for Permit for Installation of to Install Utility Facilities 4/25/2008 within Public Right of Way Undated 2-15124 2-15125 2-15238 2-15239 15308 25 Yrsyears