Lyondell Refining LP, LLC Sample Contracts

LIMITED LIABILITY COMPANY AGREEMENT OF LRC HOLDINGS LP LLC Effective as of December 30, 2005
Limited Liability Company Agreement • September 7th, 2006 • Lyondell Refining LP, LLC • Petroleum refining • Delaware

This Limited Liability Company Agreement (this “Agreement”) is made and executed to be effective as of December 30, 2005, by Lyondell Chemical Company, as sole member, a Delaware corporation.

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LIMITED LIABILITY COMPANY AGREEMENT OF LRC HOLDINGS GP LLC Effective as of December 30, 2005
Limited Liability Company Agreement • September 7th, 2006 • Lyondell Refining LP, LLC • Petroleum refining • Delaware

This Limited Liability Company Agreement (this “Agreement”) is made and executed to be effective as of December 30, 2005, by Lyondell Chemical Company, as sole member, a Delaware corporation.

FIRST AMENDMENT TO LIMITED LIABILITY COMPANY AGREEMENT
Limited Liability Company Agreement • September 7th, 2006 • Lyondell Refining LP, LLC • Petroleum refining

This First Amendment (this “Amendment”) to the Limited Liability Company Agreement, dated as of December 26, 2002 (the “Agreement”), of Lyondell Refining GP, LLC (the “Company”) is made and executed to be effective as of March 1, 2003, by Lyondell Chemical Company, a Delaware corporation, as sole member (the “Sole Member”).

LIMITED PARTNERSHIP AGREEMENT OF LYONDELL LP3 PARTNERS, LP Dated: As of December 26, 2002
Limited Partnership Agreement • September 7th, 2006 • Lyondell Refining LP, LLC • Petroleum refining • Delaware

THIS LIMITED PARTNERSHIP AGREEMENT OF Lyondell LP3 Partners, LP, is made and entered into as of December 26, 2002, by and between Lyondell Chemical Company, a Delaware corporation, as limited partner, (“Limited Partner”), and Lyondell LP3 GP, LLC, a Delaware limited liability company, as the general partner (“General Partner”);

LIMITED LIABILITY COMPANY AGREEMENT FOR LYONDELL LP3 GP, LLC Dated as of December 26, 2002
Limited Liability Company Agreement • September 7th, 2006 • Lyondell Refining LP, LLC • Petroleum refining • Delaware

This Limited Liability Company Agreement (this “Agreement”) for Lyondell LP3 GP, LLC (the “Company”) is executed as of December 26, 2002, by Lyondell Chemical Company, a Delaware corporation, its sole member (“Member”).

Senior Notes Due 20__
Supplemental Indenture • September 7th, 2006 • Lyondell Refining LP, LLC • Petroleum refining • New York

INDENTURE, dated as of , 20 (as amended, supplemented or otherwise modified from time to time, the “Indenture”), among LYONDELL CHEMICAL COMPANY, a Delaware corporation (as further defined below, the “Company”), the Subsidiary Guarantors party hereto and , a , as trustee (the “Trustee”).

LIMITED LIABILITY COMPANY AGREEMENT OF LYONDELL REFINING LP, LLC Effective as of December 31, 1998
Limited Liability Company Agreement • September 7th, 2006 • Lyondell Refining LP, LLC • Petroleum refining • Delaware

This Limited Liability Company Agreement (this “Agreement”) for Lyondell Refining LP, LLC (the “Company”) is made and executed to be effective as of December 31, 1998, by Lyondell Chemical Company, a Delaware corporation (“Lyondell”), its sole member.

LIMITED PARTNERSHIP AGREEMENT OF LYONDELL REFINING PARTNERS, LP Dated: As of December 26, 2002
Limited Partnership Agreement • September 7th, 2006 • Lyondell Refining LP, LLC • Petroleum refining • Delaware

THIS LIMITED PARTNERSHIP AGREEMENT OF Lyondell Refining Partners, LP, is made and entered into as of December 26, 2002, by and between Lyondell Chemical Company, a Delaware corporation, as limited partner, (“Limited Partner”), and Lyondell Refining GP, LLC, a Delaware limited liability company, as the general partner (“General Partner”);

ARCO CHEMICAL PROPERTIES, L.P. AGREEMENT OF LIMITED PARTNERSHIP
Lyondell Refining LP, LLC • September 7th, 2006 • Petroleum refining • Delaware

This Agreement of Limited Partnership, which is made and dated as of the 1st day of January, 1996, is by and between ARCO Chemical Technology Management, Inc., as the General Partner, and ARCO Chemical Technology, Inc., as the Limited Partner. In consideration of the rights conferred and the obligations assumed herein, and intending to be legally bound, the parties hereto hereby agree as follows.

POSM II Properties Partnership, L.P. AGREEMENT OF LIMITED PARTNERSHIP
Lyondell Refining LP, LLC • September 7th, 2006 • Petroleum refining • Delaware

This Agreement of Limited Partnership is intended to be effective and dated as of the 8th day of September, 1992 and is made by and between ARCO Chemical Company, a Delaware corporation, as the general partner, and POSM Delaware, Inc., a Delaware corporation, as the limited partner.

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