Common use of Management and Operation of Business Clause in Contracts

Management and Operation of Business. Section 5.1 Establishment of the Board 6 Section 5.2 The Board; Delegation of Authority and Duties 6 Section 5.3 Term of Office 7 Section 5.4 Meetings of the Board and Committees 8 Section 5.5 Voting 9 Section 5.6 Responsibility and Authority of the Board 9 Section 5.7 Devotion of Time 10 Section 5.8 Certificate of Formation 10 Section 5.9 Benefit Plans 11 Section 5.10 Indemnification 11 Section 5.11 Liability of Indemnitees 13 Section 5.12 Reliance by Third Parties 13 FIRST AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF PBF LOGISTICS GP LLC Section 5.13 Other Business of Members 14 ARTICLE VI

Management and Operation of Business. Section 5.1 Establishment of the Board 6 Section 5.2 The Board; Delegation of Authority and Duties 6 Section 5.3 Term of Office 7 Section 5.4 Meetings of the Board and Committees 8 Section 5.5 Voting 9 Section 5.6 Responsibility and Authority of the Board 9 Section 5.7 Devotion of Time 10 Section 5.8 Certificate of Formation 10 Section 5.9 Benefit Plans 11 Section 5.10 Indemnification 11 Section 5.11 Liability of Indemnitees 13 12 Section 5.12 Reliance by Third Parties 13 FIRST AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF PBF LOGISTICS GP LLC Section 5.13 Other Business of Members 14 ARTICLE VI13

Management and Operation of Business. Section 5.1 Establishment of the Board 6 Section 5.2 The Board; Delegation of Authority and Duties 6 Section 5.3 Term of Office 7 Section 5.4 Meetings of the Board and Committees 8 7 Section 5.5 Voting 9 8 Section 5.6 Responsibility and Authority of the Board 9 Section 5.7 Devotion of Time 10 Section 5.8 Certificate of Formation 10 Section 5.9 Benefit Plans 11 10 Section 5.10 Indemnification 11 10 Section 5.11 Liability of Indemnitees 13 12 Section 5.12 Reliance by Third Parties 13 FIRST AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF PBF LOGISTICS GP LLC Section 5.13 Other Business Amended and Restated Limited Liability Company Agreement of Members 14 ARTICLE VIOTLP GP, LLC

Management and Operation of Business. Section 5.1 Establishment of the The Board 6 Section 5.2 The Board; Delegation of Authority and Duties 6 7 Section 5.3 Term of Office 7 8 Section 5.4 Meetings of the Board and Committees 8 Section 5.5 Voting 9 Section 5.6 Responsibility and Authority of the Board 9 Section 5.7 Devotion of Time 10 Section 5.8 Certificate of Formation 10 11 Section 5.9 Benefit Plans 11 Section 5.10 Indemnification 11 Section 5.11 Liability of Indemnitees 13 Section 5.12 Reliance by Third Parties 13 FIRST AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF PBF LOGISTICS GP Amended and Restated Limited Liability Company Agreement of CVR GP, LLC Section 5.13 Other Business of Members 14 ARTICLE VIi

Management and Operation of Business. Section 5.1 Establishment of the Board 6 Section 5.2 The Board; Delegation of Authority and Duties 6 7 Section 5.3 Term of Office 7 8 Section 5.4 Meetings of the Board and Committees 8 Section 5.5 Voting 9 Section 5.6 Responsibility and Authority of the Board 9 Section 5.7 Devotion of Time 10 Section 5.8 Certificate of Formation 10 Section 5.9 Benefit Plans 11 Section 5.10 Indemnification 11 Section 5.11 Liability of Indemnitees 13 Section 5.12 Reliance by Third Parties 13 FIRST AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF PBF LOGISTICS GP LLC Section 5.13 Other Business of Members 14 ARTICLE VI13

Management and Operation of Business. Section 5.1 Establishment of the Board 6 Section 5.2 The Board; Delegation of Authority and Duties 6 7 Section 5.3 Term of Office 7 8 Section 5.4 Meetings of the Board and Committees 8 Section 5.5 Voting 9 Section 5.6 Responsibility and Authority of the Board 9 Section 5.7 Devotion of Time 10 Section 5.8 Certificate of Formation 10 Section 5.9 Benefit Plans 11 Section 5.10 Indemnification 11 Section 5.11 Liability of Indemnitees 13 Section 5.12 Reliance by Third Parties 13 FIRST AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF PBF LOGISTICS GP LLC Section 5.13 Other Business of Members 14 ARTICLE VI13

Management and Operation of Business. Section 5.1 Establishment of the Board 6 7 Section 5.2 The Board; Delegation of Authority and Duties 6 7 Section 5.3 Term of Office 7 8 Section 5.4 Meetings of the Board and Committees 8 Section 5.5 Voting 9 Section 5.6 Responsibility and Authority of the Board and the Officers 9 Section 5.7 Devotion of Time 10 Section 5.8 Certificate of Formation 10 Section 5.9 Benefit Plans 11 10 Section 5.10 Indemnification 11 10 Section 5.11 Limitation of Liability of Indemnitees 13 12 Section 5.12 Reliance by Third Parties 13 FIRST AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF PBF LOGISTICS GP LLC Section 5.13 Other Business of Members 14 ARTICLE VI13

Management and Operation of Business. Section 5.1 Establishment of the The Board 6 5 Section 5.2 The Board; Delegation of Authority and Duties 6 5 Section 5.3 Term of Office 7 Section 5.4 Meetings of the Board and Committees 8 7 Section 5.5 Voting 9 8 Section 5.6 Responsibility and Authority of the Board 9 8 Section 5.7 Devotion of Time 10 Section 5.8 Certificate of Formation 10 Section 5.9 Benefit Plans 11 10 Section 5.10 Indemnification 11 10 Section 5.11 Liability of Indemnitees 13 12 Section 5.12 Reliance by Third Parties 13 FIRST AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF PBF LOGISTICS GP LLC Section 5.13 Other Business 12 Amended and Restated Limited Liability Company Agreement of Members 14 ARTICLE VICVR GP, LLC

Management and Operation of Business. Section 5.1 Establishment of the The Board 6 8 Section 5.2 The Board; Delegation of Authority and Duties 6 8 Section 5.3 Term of Office 7 9 Section 5.4 Meetings of the Board and Committees 8 9 Section 5.5 Voting 9 10 Section 5.6 Responsibility and Authority of the Board 9 10 Section 5.7 Devotion of Time 10 13 Section 5.8 Certificate of Formation 10 13 Section 5.9 Benefit Plans 11 13 Section 5.10 Indemnification 11 13 Section 5.11 Liability of Indemnitees 13 15 Section 5.12 Reliance by Third Parties 13 15 FIRST AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF PBF LOGISTICS GP BOARDWALK GP, LLC Section 5.13 Other Business of Members 14 ARTICLE VI

Management and Operation of Business. Section 5.1 Establishment of the Board 6 7 Section 5.2 The Board; Delegation of Authority and Duties 6 7 Section 5.3 Term of Office 7 8 Section 5.4 Meetings of the Board and Committees 8 Section 5.5 Voting 9 Section 5.6 Responsibility and Authority of the Board 9 Section 5.7 Devotion of Time 10 11 Section 5.8 Certificate of Formation 10 11 Section 5.9 Benefit Plans 11 Section 5.10 Indemnification 11 12 Section 5.11 Liability of Indemnitees 13 Section 5.12 Reliance by Third Parties 13 FIRST AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF PBF LOGISTICS GP LLC 14 Section 5.13 Other Business of Members 14 ARTICLE VI14

Management and Operation of Business. Section 5.1 Establishment of the Board 6 Number; Election; Tenure 7 Section 5.2 The Board; Delegation of Authority and Duties 6 8 Section 5.3 Term of Office 7 Section 5.4 Meetings of the Board and Committees 8 9 Section 5.4 Voting 10 Section 5.5 Voting 9 Section 5.6 Responsibility and Authority of the Board 9 10 Section 5.7 5.6 Devotion of Time 10 11 Section 5.8 5.7 Certificate of Formation 10 11 Section 5.9 5.8 Benefit Plans 11 Section 5.10 5.9 Indemnification 11 Section 5.11 5.10 Liability of Indemnitees 13 Section 5.12 Reliance by Third Parties 13 FIRST AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF PBF LOGISTICS GP BreitBurn GP, LLC Section 5.13 Other Business of Members 14 ARTICLE VISecond Amended and Restated Limited Liability Company Agreement

Management and Operation of Business. Section 5.1 Establishment of the Board 6 Section 5.2 The Board; Delegation of Authority and Duties 6 7 Section 5.3 Term of Office 7 8 Section 5.4 Meetings of the Board and Committees 8 Section 5.5 Voting 9 Section 5.6 Responsibility and Authority of the Board 9 Section 5.7 Devotion of Time 10 Section 5.8 Certificate of Formation 10 Section 5.9 Benefit Plans 11 Section 5.10 Indemnification 11 Section 5.11 Liability of Indemnitees 13 Section 5.12 Reliance by Third Parties 13 FIRST AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF PBF LOGISTICS SUSSER PETROLEUM PARTNERS GP LLC Section 5.13 Other Business of Members 14 ARTICLE VILLC

Management and Operation of Business. Section 5.1 Establishment of the Board 6 Section 5.2 The Board; Delegation of Authority and Duties 6 Section 5.3 Term of Office 7 Section 5.4 Meetings of the Board and Committees 8 7 Section 5.5 Voting 9 8 Section 5.6 Responsibility and Authority of the Board 9 Section 5.7 Devotion of Time 10 Section 5.8 Certificate of Formation 10 Section 5.9 Benefit Plans 11 10 Section 5.10 Indemnification 11 10 Section 5.11 Liability of Indemnitees 13 12 Section 5.12 Reliance by Third Parties 13 FIRST AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF PBF LOGISTICS GP LLC Section 5.13 Other Business of Members 14 ARTICLE VI13