STOCK PURCHASE AGREEMENT STOCK PURCHASE AGREEMENT dated as of October 20, 1997, among STAR GAS CORPORATION ("Buyer"), a Delaware corporation and those persons who have executed this Agreement at the end as selling shareholders ("Sellers").Stock Purchase Agreement • October 30th, 1997 • Star Gas Partners Lp • Retail-retail stores, nec • Ohio
Contract Type FiledOctober 30th, 1997 Company Industry Jurisdiction
FOURTH AMENDMENT dated as of November 3, 1998 (this "Fourth ------ Amendment"), to the Credit Agreement dated as of December 13, --------- 1995 (as amended prior to the date hereof, the "Credit ------ Agreement"), among Star Gas Propane, L.P., a...Credit Agreement • November 24th, 1998 • Star Gas Partners Lp • Retail-retail stores, nec • New York
Contract Type FiledNovember 24th, 1998 Company Industry Jurisdiction
EXHIBIT 10.26 Star Gas Partners, L.P. Petro Holdings, Inc. Petroleum Heat and Power Co., Inc. $103,000,000 Senior Secured Notes $73,000,000 8.05% Series A Senior Secured Notes due August 1, 2006 $30,000,000 8.73% Series B Senior Secured Notes due...Note Purchase Agreement • December 20th, 2001 • Star Gas Partners Lp • Retail-retail stores, nec • New York
Contract Type FiledDecember 20th, 2001 Company Industry Jurisdiction
RECITALCredit Agreement • April 30th, 2002 • Star Gas Partners Lp • Retail-retail stores, nec • New York
Contract Type FiledApril 30th, 2002 Company Industry Jurisdiction
Exhibit 99.2 AMENDMENT dated March 25, 1999 to the Amended and Restated Agreement and Plan of Merger dated as of February 3, 1999, ("Agreement and Plan of Merger") by and among PETROLEUM HEAT AND POWER CO., INC., a Minnesota corporation ("Petro"),...Agreement and Plan of Merger • April 12th, 1999 • Star Gas Partners Lp • Retail-retail stores, nec
Contract Type FiledApril 12th, 1999 Company Industry
Notwithstanding the foregoing, the Como Acquisition shall be deemed an Eligible Propane Acquisition; provided that the following conditions -------- have been met: (a) ten days prior to the consummation of the Como Acquisition, the Agents shall have...Credit Agreement • May 7th, 1998 • Star Gas Partners Lp • Retail-retail stores, nec • New York
Contract Type FiledMay 7th, 1998 Company Industry Jurisdiction
Exhibit 10.25 SECOND AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • August 13th, 2001 • Star Gas Partners Lp • Retail-retail stores, nec
Contract Type FiledAugust 13th, 2001 Company Industry
Issuer and Trustee INDENTUREIndenture • January 3rd, 2000 • Star Gas Partners Lp • Retail-retail stores, nec • New York
Contract Type FiledJanuary 3rd, 2000 Company Industry Jurisdiction
EXHIBIT 10.27 EMPLOYMENT AGREEMENT EMPLOYMENT AGREEMENT dated as of September 30, 2001 between STAR GAS LLC, a limited liability company organized under the laws of the State of Delaware and doing business at 2187 Atlantic Street, Stamford, Ct. 06902...Employment Agreement • December 20th, 2001 • Star Gas Partners Lp • Retail-retail stores, nec • New York
Contract Type FiledDecember 20th, 2001 Company Industry Jurisdiction
Exhibit 10.24 _________________________________________________________________ _______________ CREDIT AGREEMENT Dated as of March 30, 2001Credit Agreement • May 10th, 2001 • Star Gas Partners Lp • Retail-retail stores, nec
Contract Type FiledMay 10th, 2001 Company Industry
FIFTH AMENDMENT dated as of January 22, 1999 (this "Fifth ----- Amendment"), to the Credit Agreement dated as of December 13, --------- 1995 (as amended prior to the date hereof, the "Credit ------ Agreement"), among Star Gas Propane, L.P., a Delaware...Credit Agreement • February 12th, 1999 • Star Gas Partners Lp • Retail-retail stores, nec • New York
Contract Type FiledFebruary 12th, 1999 Company Industry Jurisdiction
Units STAR GAS PARTNERS, L.P. Common Units UNDERWRITING AGREEMENT ----------------------Underwriting Agreement • February 23rd, 1999 • Star Gas Partners Lp • Retail-retail stores, nec • New York
Contract Type FiledFebruary 23rd, 1999 Company Industry Jurisdiction
amongCredit Agreement • December 22nd, 2003 • Star Gas Partners Lp • Retail-retail stores, nec • New York
Contract Type FiledDecember 22nd, 2003 Company Industry Jurisdiction
by and amongCredit Agreement • April 26th, 2000 • Star Gas Partners Lp • Retail-retail stores, nec
Contract Type FiledApril 26th, 2000 Company Industry
THIRD AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF STAR GROUP, L.P.Limited Partnership Agreement • November 6th, 2017 • Star Group Lp • Retail-retail stores, nec • Delaware
Contract Type FiledNovember 6th, 2017 Company Industry JurisdictionTHIS THIRD AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF STAR GROUP, L.P. (“Third Amended and Restated Agreement”) dated as of November 1, 2017 (“Effective Date”), is entered into by and among KESTREL HEAT LLC, a Delaware limited liability company (the “General Partner”), and those Persons who are or become Partners in the Partnership or parties hereto as provided herein In consideration of the covenants, conditions and agreements contained herein, the parties hereto hereby agree as follows:
January 24, 2001 A.G. Edwards & Sons, Inc. UBS Warburg LLC CIBC World Markets Corp. As Representatives of the Several Underwriters c/o A.G. Edwards & Sons, Inc. One North Jefferson Avenue St. Louis, Missouri 63103 The undersigned, Star Gas Partners,...Underwriting Agreement • January 26th, 2001 • Star Gas Partners Lp • Retail-retail stores, nec • Missouri
Contract Type FiledJanuary 26th, 2001 Company Industry Jurisdiction
EXHIBIT A JOINT REPORTING AGREEMENT This will confirm the agreement by and among the undersigned that the Schedule 13G filed on or about this date with respect to the beneficial ownership of the undersigned of the Common Units of Star Gas Partners,...Joint Reporting Agreement • February 15th, 2006 • Star Gas Partners Lp • Retail-retail stores, nec
Contract Type FiledFebruary 15th, 2006 Company IndustryThis will confirm the agreement by and among the undersigned that the Schedule 13G filed on or about this date with respect to the beneficial ownership of the undersigned of the Common Units of Star Gas Partners, L.P. is being filed on behalf of each of the parties named below.
RECITALSEmployment Agreement • December 22nd, 2003 • Star Gas Partners Lp • Retail-retail stores, nec • Connecticut
Contract Type FiledDecember 22nd, 2003 Company Industry Jurisdiction
Execution Copy 3,250,000 Units STAR GAS PARTNERS, L.P. Common Units UNDERWRITING AGREEMENT August 7, 2001 UBS WARBURG LLC A.G. EDWARDS & SONS, INC. LEHMAN BROTHERS INC. CIBC WORLD MARKETS CORP. DAIN RAUSCHER INCORPORATED FIRST UNION SECURITIES, INC....Underwriting Agreement • August 9th, 2001 • Star Gas Partners Lp • Retail-retail stores, nec • New York
Contract Type FiledAugust 9th, 2001 Company Industry Jurisdiction
by and among Petro, Inc. (Buyer),Equity Purchase Agreement • August 3rd, 2001 • Star Gas Partners Lp • Retail-retail stores, nec • New York
Contract Type FiledAugust 3rd, 2001 Company Industry Jurisdiction
Exhibit 1.1. Underwriting Agreement. 1,600,000 Units STAR GAS PARTNERS, L.P.Underwriting Agreement • September 18th, 2002 • Star Gas Partners Lp • Retail-retail stores, nec • New York
Contract Type FiledSeptember 18th, 2002 Company Industry Jurisdiction
COMMON UNITSUnderwriting Agreement • June 5th, 2002 • Star Gas Partners Lp • Retail-retail stores, nec • New York
Contract Type FiledJune 5th, 2002 Company Industry Jurisdiction
SEVENTH AMENDED AND RESTATED CREDIT AGREEMENT dated as of September 27, 2024 among PETROLEUM HEAT AND POWER CO., INC., as Borrower The Other Loan Parties Party Hereto, The Lenders from Time to Time Party Hereto, JPMORGAN CHASE BANK, N.A., as...Credit Agreement • October 1st, 2024 • Star Group, L.P. • Retail-retail stores, nec • New York
Contract Type FiledOctober 1st, 2024 Company Industry JurisdictionThis Seventh Amended and Restated Credit Agreement, dated as of September 27, 2024, is among Petroleum Heat and Power Co., Inc., a Minnesota corporation (“Petro” or the “Borrower”), the other Loan Parties, the Lenders from time to time party hereto, JPMorgan Chase Bank, N.A., a national banking association, as an LC Issuer and as the Agent, Bank of America, N.A. and Citizens Bank, NA, as co-syndication agents (each, a “Co-Syndication Agent” and collectively, the “Co-Syndication Agents”) and TD Bank, N.A., KeyBank National Association, Wells Fargo Bank, N.A. and BMO Bank, N.A., as co-documentation agents (each, a “Co-Documentation Agent” and collectively, the “Co-Documentation Agents”).
Exhibit 3.1 AMENDMENT NO. 1 TO AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF STAR GAS PARTNERS, L.P. THIS AMENDMENT NO. 1 (the "Amendment") dated as of April 17, 2001 TO THE AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP dated as of...Amendment No. 1 to Amended and Restated Agreement of Limited Partnership • April 17th, 2001 • Star Gas Partners Lp • Retail-retail stores, nec • Delaware
Contract Type FiledApril 17th, 2001 Company Industry Jurisdiction
Exhibit 4.5 Draft: December 27, 1999 ========================================== ====================================== FORM OF SUBORDINATED INDENTURE STAR GAS PARTNERS, L.P.Subordinated Indenture • January 3rd, 2000 • Star Gas Partners Lp • Retail-retail stores, nec • New York
Contract Type FiledJanuary 3rd, 2000 Company Industry Jurisdiction
SEVENTH AMENDMENT dated as of June 18, 1999 (this "Seventh Amendment"), to the Credit Agreement dated as ----------------- of December 13, 1995 (as amended prior to the date hereof, the "Credit Agreement"), among Star Gas Propane, ----------------...Credit Agreement • August 11th, 1999 • Star Gas Partners Lp • Retail-retail stores, nec • New York
Contract Type FiledAugust 11th, 1999 Company Industry Jurisdiction
RECITALSConveyance and Contribution Agreement • October 30th, 1997 • Star Gas Partners Lp • Retail-retail stores, nec • New York
Contract Type FiledOctober 30th, 1997 Company Industry Jurisdiction
EXECUTION COPY --------------Credit Agreement • October 30th, 1997 • Star Gas Partners Lp • Retail-retail stores, nec • New York
Contract Type FiledOctober 30th, 1997 Company Industry Jurisdiction
UNIT PURCHASE AGREEMENTUnit Purchase Agreement • February 2nd, 2022 • Star Group, L.P. • Retail-retail stores, nec
Contract Type FiledFebruary 2nd, 2022 Company IndustryTHIS AGREEMENT dated as of the 30th day of December, 2021, by and between Star Group, L.P., a Delaware limited partnership (hereinafter referred to as “Purchaser”), and Yorktown Energy Partners VI ,L.P. a Delaware limited partnership (hereinafter referred to as “Seller”).
SEVENTH AMENDED AND RESTATED PLEDGE AND SECURITY AGREEMENT dated as of September 27, 2024 between STAR GROUP, L.P., PETROLEUM HEAT AND POWER CO., INC., and certain of their Subsidiaries, as Grantors, and JPMORGAN CHASE BANK, N.A., as Collateral AgentPledge and Security Agreement • October 1st, 2024 • Star Group, L.P. • Retail-retail stores, nec • New York
Contract Type FiledOctober 1st, 2024 Company Industry JurisdictionThis SEVENTH AMENDED AND RESTATED PLEDGE AND SECURITY AGREEMENT (as it may be amended or modified from time to time, this “Security Agreement”) is entered into as of September 27, 2024 by and between Star Group, L.P., a Delaware limited partnership (the “Parent”), Petroleum Heat and Power Co., Inc., a Minnesota corporation (“Petro” or the “Borrower”), and each other direct or indirect subsidiary of the Parent from time to time party to this Security Agreement (each of the Parent, Petro and each other such Subsidiary of the Parent, a “Grantor”, and collectively, the “Grantors”), and JPMorgan Chase Bank, N.A., a national banking association, in its capacity as collateral agent (the “Collateral Agent”) for the Secured Parties (as defined below) party to the Credit Agreement referred to below.
STAR GAS PARTNERS, L.P., STAR GAS FINANCE COMPANY AND UNION BANK, N.A. AS TRUSTEE 8.875% Senior Notes due 2017 INDENTURE Dated as of November 16, 2010Indenture • December 9th, 2010 • Star Gas Partners Lp • Retail-retail stores, nec • New York
Contract Type FiledDecember 9th, 2010 Company Industry JurisdictionINDENTURE dated as of November 16, 2010, among STAR GAS PARTNERS, L.P., a Delaware limited partnership (the “Company”), STAR GAS FINANCE COMPANY, a Delaware corporation (the “Co-Issuer”, together with the Company, the “Issuers”) and UNION BANK, N.A., a national banking association (the “Trustee”) as Trustee.
REGISTRATION RIGHTS AGREEMENT Dated as of July 15, 2004 by and among STAR GAS PARTNERS, L.P., STAR GAS FINANCE COMPANY and WACHOVIA CAPITAL MARKETS, LLCRegistration Rights Agreement • June 30th, 2005 • Star Gas Partners Lp • Retail-retail stores, nec • New York
Contract Type FiledJune 30th, 2005 Company Industry JurisdictionThis REGISTRATION RIGHTS AGREEMENT dated as of July 15, 2004 (the “Agreement”) is entered into by and among Star Gas Partners, L.P., a Delaware limited partnership (the “Company”), and Star Gas Finance Company, a Delaware corporation (“SGFC”, and together with the Company, the “Issuers”), and Wachovia Capital Markets, LLC (the “Initial Purchaser”).
EXHIBIT A JOINT REPORTING AGREEMENTJoint Reporting Agreement • February 14th, 2007 • Star Gas Partners Lp • Retail-retail stores, nec
Contract Type FiledFebruary 14th, 2007 Company Industry
UNIT PURCHASE AGREEMENTUnit Purchase Agreement • February 3rd, 2021 • Star Group, L.P. • Retail-retail stores, nec
Contract Type FiledFebruary 3rd, 2021 Company IndustryTHIS AGREEMENT dated as of the 9th day of December, 2020, by and between Star Group, L.P., a Delaware limited partnership (hereinafter referred to as “Purchaser”), and Moab Partners, L.P., a Delaware limited partnership (hereinafter referred to as “Seller”).
EIGHTH AMENDMENT dated as of June 30, 2000 (this "Eighth Amendment"), to the Credit Agreement dated ---------------- as of December 13, 1995 (as amended prior to the date hereof, the "Credit Agreement"), among Star Gas ---------------- Propane, L.P.,...Credit Agreement • August 10th, 2000 • Star Gas Partners Lp • Retail-retail stores, nec • New York
Contract Type FiledAugust 10th, 2000 Company Industry Jurisdiction