EXHIBIT 10.9 FORM OF ADMINISTRATIVE SERVICES AGREEMENT THIS AGREEMENT made effective the ____ day of December 2006; BY AND BETWEEN: TEEKAY OFFSHORE PARTNERS L.P., a limited partnership duly organized and existing under the laws of the Marshall Islands...Administrative Services Agreement • December 8th, 2006 • Teekay Offshore Partners L.P. • Water transportation
EXHIBIT 3.8 AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENTLimited Liability Company Agreement • December 4th, 2006 • Teekay Offshore Partners L.P. • Marshall Islands
EXHIBIT 10.8 DATED: 14 JUNE 2006 BETWEEN: (1) PETROJARL JV AS having its registered office at Strandveien 4, PO Box 89, N-1325 Lysaker, Norway ("PETROJARL"); (2) TEEKAY PETROJARL OFFSHORE HOLDINGS L.L.C., a limited liability company formed in the...Joint Venture Agreement • December 4th, 2006 • Teekay Offshore Partners L.P.
EXHIBIT 3.4 AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENTLimited Liability Company Agreement • December 4th, 2006 • Teekay Offshore Partners L.P. • Marshall Islands
Exhibit 10.7 LOAN AGREEMENT DATED: 2ND OCTOBER 2006 BETWEEN: (1) TEEKAY OFFSHORE OPERATING L.P., a limited partnership formed and existing under the laws of the Republic of the Marshall Islands whose registered office is at The Trust Company Complex,...Loan Agreement • December 4th, 2006 • Teekay Offshore Partners L.P.
AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF TEEKAY OFFSHORE OPERATING L.P.Limited Partnership Agreement • December 4th, 2006 • Teekay Offshore Partners L.P. • Marshall Islands
Exhibit 1.1Underwriting Agreement • December 8th, 2006 • Teekay Offshore Partners L.P. • Water transportation • New York
ALTERA INFRASTRUCTURE HOLDINGS L.L.C. 11.50% SENIOR SECURED PIK NOTES DUE 2026Indenture • August 30th, 2021 • Altera Infrastructure L.P. • Water transportation • New York
INDENTURE dated as of August 27, 2021 among Altera Infrastructure Holdings L.L.C., a limited liability company formed under the laws of the Republic of the Marshall Islands, as issuer (the “Company”), Altera Infrastructure L.P., a limited partnership formed under the laws of the Republic of the Marshall Islands, as parent guarantor (the “Parent Guarantor”), and U.S. Bank National Association, as trustee (the “Trustee”).
EXHIBIT 10.3 AMENDED AND RESTATED OMNIBUS AGREEMENTOmnibus Agreement • December 4th, 2006 • Teekay Offshore Partners L.P.
Exhibit 10.6 FURTHER AMENDED AND RESTATED LOAN FACILITY AGREEMENT DATED: 26 JUNE 2003 BETWEEN:- (1) NORSK TEEKAY HOLDINGS LTD which is a company incorporated according to the law of the Marshall Islands with its registered office at c/o Trust Company...Loan Facility Agreement • December 4th, 2006 • Teekay Offshore Partners L.P.
CONTRIBUTION, CONVEYANCE AND ASSUMPTION AGREEMENTContribution, Conveyance and Assumption Agreement • December 4th, 2006 • Teekay Offshore Partners L.P. • New York
BOND AGREEMENT between Teekay Offshore Partners L.P. (Issuer) and Norsk Tillitsmann ASA (Bond Trustee) on behalf of the Bondholders in the bond issue FRN Teekay Offshore Partners L.P. Senior Unsecured Bond Issue 2014/2019Bond Agreement • April 2nd, 2015 • Teekay Offshore Partners L.P. • Water transportation
SECOND AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF TEEKAY OFFSHORE PARTNERS L.P.Limited Partnership Agreement • April 25th, 2013 • Teekay Offshore Partners L.P. • Water transportation • Marshall Islands
THIS SECOND AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF TEEKAY OFFSHORE PARTNERS L.P., dated as of April 23, 2013, is entered into by and between Teekay Offshore GP L.L.C., a Marshall Islands limited liability company, as the General Partner, and Teekay Corporation, a Marshall Islands corporation, as the Organizational Limited Partner, together with any other Persons who become Partners in the Partnership or parties hereto as provided herein. In consideration of the covenants, conditions and agreements contained herein, the parties agree as follows:
Teekay Offshore Partners L.P. 5,600,000 Common Units Plus an option to purchase from the Partnership up to 840,000 additional Common Units to cover over- allotments Common Units Representing Limited Partner Interests in the Partnership Underwriting...Underwriting Agreement • December 7th, 2010 • Teekay Offshore Partners L.P. • Water transportation • New York
Teekay Offshore Partners L.P., a limited partnership organized under the laws of the Marshall Islands (the “Partnership”), proposes to issue and sell (the “Offering”) to the several underwriters named in Schedule I hereto (the “Underwriters”), for whom you (the “Representatives”) are acting as representatives, 5,600,000 Common Units (the “Firm Units”), each representing a limited partner interest in the Partnership (the “Common Units”). The Partnership also proposes to grant to the Underwriters an option to purchase up to 840,000 additional Common Units to cover over-allotments, if any (the “Option Units;” the Firm Units and the Option Units being hereinafter collectively called the “Units”). To the extent there are no additional Underwriters listed in Schedule I other than you, the term Representatives as used herein shall mean you, as Underwriters, and the terms Representatives and Underwriters shall mean either the singular or plural as the context requires.
REGISTRATION RIGHTS AGREEMENT BY AND AMONG TEEKAY OFFSHORE PARTNERS L.P. AND THE INVESTORS NAMED ON SCHEDULE A HERETORegistration Rights Agreement • June 30th, 2016 • Teekay Offshore Partners L.P. • Water transportation • New York
This REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made and entered into as of June 29, 2016, by and among Teekay Offshore Partners L.P., a Marshall Islands limited partnership (the “Partnership”), and each of the Persons set forth on Schedule A to this Agreement (each, an “Investor” and collectively, the “Investors”).
Teekay Offshore Partners L.P. Underwriting Agreement 4,600,000 8.8750% Series E Fixed-to-Floating Rate Cumulative Redeemable Perpetual Preferred Units, Representing Limited Partner Interests in the Partnership, Plus an option to purchase from the...Underwriting Agreement • January 23rd, 2018 • Teekay Offshore Partners L.P. • Water transportation • New York
Teekay Offshore Partners L.P., a limited partnership organized under the laws of the Marshall Islands (the “Partnership”), proposes to issue and sell (the “Offering”) to the several underwriters named in Schedule I hereto (the “Underwriters”), for whom you (the “Representatives”) are acting as representatives, 4,600,000 8.8750% Series E Fixed-to-Floating Rate Cumulative Redeemable Perpetual Preferred Units (the “Firm Units”), each representing a limited partner interest in the Partnership (the “Series E Preferred Units”). The Partnership also proposes to grant to the Underwriters an option to purchase up to 690,000 additional Series E Preferred Units (the “Option Units;” the Firm Units and the Option Units being hereinafter collectively called the “Units”). To the extent there are no additional Underwriters listed in Schedule I other than you, the term Representatives as used herein shall mean you, as Underwriters, and the terms Representatives and Underwriters shall mean either the si
FIRST AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF TEEKAY OFFSHORE PARTNERS L.P.Limited Partnership Agreement • May 13th, 2011 • Teekay Offshore Partners L.P. • Water transportation • Marshall Islands
THIS FIRST AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF TEEKAY OFFSHORE PARTNERS L.P., dated as of December 19, 2006, is entered into by and between Teekay Offshore GP L.L.C., a Marshall Islands limited liability company, as the General Partner, and Teekay Shipping Corporation, a Marshall Islands corporation, as the Organizational Limited Partner, together with any other Persons who become Partners in the Partnership or parties hereto as provided herein. In consideration of the covenants, conditions and agreements contained herein, the parties agree as follows:
Execution Version CREDIT AGREEMENT dated as of February 23, 2021, between ALTERA SHUTTLE TANKERS L.L.C., as Borrower, THE LENDERS FROM TIME TO TIME PARTY HERETO, and BROOKFIELD TK LOAN 2 L.P. as Administrative AgentCredit Agreement • May 5th, 2021 • Altera Infrastructure L.P. • Water transportation
SECOND AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF TEEKAY OFFSHORE GP L.L.C. A MARSHALL ISLANDS LIMITED LIABILITY COMPANYLimited Liability Company Agreement • February 28th, 2020 • Teekay Offshore Partners L.P. • Water transportation • New York
This SECOND AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT (this “Agreement”), dated as of September 25, 2017 (the “Effective Date”), of Teekay Offshore GP L.L.C., a Marshall Islands non-resident domestic limited liability company (the “Company”), is by and among Teekay Holdings Limited, a Bermuda corporation (“TK”), and Brookfield TK TOGP L.P., a Bermuda limited partnership (“Brookfield”).
TEEKAY OFFSHORE PARTNERS L.P.Warrant Agreement • November 24th, 2017 • Teekay Offshore Partners L.P. • Water transportation • New York
WARRANT AGREEMENT, dated as of September 25, 2017, between TEEKAY OFFSHORE PARTNERS L.P., a Republic of the Marshall Islands limited partnership (as further defined below, the “Partnership”), and TEEKAY SHIPPING LIMITED, a Bermuda corporation (the “Investor”).
REGISTRATION RIGHTS AGREEMENT by and among TEEKAY OFFSHORE PARTNERS L.P. and THE PURCHASERS NAMED ON SCHEDULE A HERETORegistration Rights Agreement • July 6th, 2015 • Teekay Offshore Partners L.P. • Water transportation • New York
This REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made and entered into as of July 1, 2015, by and among Teekay Offshore Partners L.P., a Marshall Islands limited partnership (the “Partnership”), and each of the Persons set forth on Schedule A to this Agreement (each, a “Purchaser” and collectively, the “Purchasers”).
SIXTH AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF TEEKAY OFFSHORE PARTNERS L.P.Agreement of Limited Partnership • January 23rd, 2018 • Teekay Offshore Partners L.P. • Water transportation • Marshall Islands
THIS SIXTH AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF TEEKAY OFFSHORE PARTNERS L.P., dated as of January 23, 2018, is entered into by and between Teekay Offshore GP L.L.C., a Marshall Islands limited liability company, as the General Partner, and, solely with respect to Section 16.5(b), Teekay Holdings Limited, a Bermuda company, and Brookfield TK TOGP L.P., a Bermuda limited partnership, together with any other Persons who become Partners in the Partnership or parties hereto as provided herein. In consideration of the covenants, conditions and agreements contained herein, the parties agree as follows:
Trademark License AgreementTrademark License Agreement • November 24th, 2017 • Teekay Offshore Partners L.P. • Water transportation • New York
This Trademark License Agreement (this “Agreement”), dated as of September 25, 2017 (the “Effective Date”), is entered into by and between:
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • November 24th, 2017 • Teekay Offshore Partners L.P. • Water transportation • New York
This REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is entered into as of September 25, 2017, by and between TEEKAY OFFSHORE PARTNERS L.P., a Republic of The Marshall Islands limited partnership (the “Company”), BROOKFIELD TK TOLP L.P., a Bermuda limited partnership (the “Purchaser”) and TEEKAY CORPORATION, a Republic of The Marshall Islands corporation (“TK”). Capitalized terms used but not defined elsewhere herein are defined in Exhibit A.
BOND AGREEMENT between Teekay Offshore Partners L.P. (Issuer) Teekay Offshore Operating L.P. (Guarantor) and Norsk Tillitsmann ASA (Bond Trustee) on behalf of the Bondholders in the bond issue FRN Teekay Offshore Partners L.P. Senior Unsecured Bond...Bond Agreement • April 12th, 2011 • Teekay Offshore Partners L.P. • Water transportation
SHARE PURCHASE AGREEMENT (FPSO Sevan Piranema) Between SEVAN MARINE ASA and PIRANEMA LLC regarding the shares in SEVAN PRODUCTION ASShare Purchase Agreement • April 24th, 2012 • Teekay Offshore Partners L.P. • Water transportation
Piranema LLC, a a company incorporated according to the law of the Marshall Islands of Trust Company Complex, Ajeltake Road, Ajeltake Island, Majuro, Marshall Islands (the “Buyer”),
SERIES C PREFERRED UNIT PURCHASE AGREEMENTSeries C Preferred Unit Purchase Agreement • July 6th, 2015 • Teekay Offshore Partners L.P. • Water transportation • New York
This SERIES C PREFERRED UNIT PURCHASE AGREEMENT, dated June 30, 2015 (as further defined below, this “Agreement”), is by and among TEEKAY OFFSHORE PARTNERS L.P., a Marshall Islands limited partnership (the “Partnership”), and the purchasers listed on Schedule A hereof (each a “Purchaser” and collectively, the “Purchasers”).
INVESTMENT AGREEMENT by and between TEEKAY OFFSHORE PARTNERS L.P., and BROOKFIELD TK TOLP L.P. Dated as of July 26, 2017Investment Agreement • August 1st, 2017 • Teekay Offshore Partners L.P. • Water transportation • New York
INVESTMENT AGREEMENT, dated as of July 26, 2017 (this “Agreement”), between Teekay Offshore Partners L.P., a Republic of The Marshall Islands limited partnership (the “Company”), and Brookfield TK TOLP L.P., a Bermuda limited partnership (the “Investor”).
MASTER SERVICES AGREEMENTMaster Services Agreement • November 24th, 2017 • Teekay Offshore Partners L.P. • Water transportation
This MASTER SERVICES AGREEMENT (this “Agreement”), dated as of September 25, 2017, is by and among (i) Teekay Corporation, a Marshall Islands corporation (“TKC”), on behalf of itself and any of its Affiliates which, as of the date of this Agreement or at any time hereafter for as long as this Agreement remains in effect, will provide services to Teekay Offshore Partners L.P., a Marshall Islands limited partnership (“TOO”) and its Subsidiaries, (ii) TOO, on behalf of itself and its Subsidiaries, and (iii) for purposes of Sections 2.2, 4.3, 6.1, 8.2, 9.1 and Article 10, Brookfield TK TOLP L.P. (“Investor”), a Bermuda limited partnership. TKC, TOO and Investor are sometimes referred to as the “Parties”. Reference is made to that certain Investment Agreement, dated as of July 26, 2017, by and among Investor and TOO (the “Investment Agreement”). Capitalized terms used but not otherwise defined herein shall have the meanings set forth in the Investment Agreement.
US$330,000,000 Senior Secured Revolving Credit Facility Agreement Dated 14 October 2014Senior Secured Revolving Credit Facility Agreement • April 2nd, 2015 • Teekay Offshore Partners L.P. • Water transportation
Each of the Lenders has agreed to advance to the Borrower its Commitment (aggregating, with all the other Commitments, a revolving credit facility in an amount of three hundred and thirty million Dollars ($330,000,000)) to assist the Borrower to refinance the Existing Loans and for general working capital purposes.
PURCHASE AGREEMENT by and between TEEKAY HOLDINGS LIMITED, and BROOKFIELD TK TOGP L.P. Dated as of July 26, 2017Purchase Agreement • August 1st, 2017 • Teekay Offshore Partners L.P. • Water transportation • New York
PURCHASE AGREEMENT, dated as of July 26, 2017 (this “Agreement”), between Teekay Holdings Limited, a Bermuda corporation (the “Seller”), and Brookfield TK TOGP L.P., a Bermuda limited partnership (the “Investor”).
DATED April 6, 2015 TEEKAY CORPORATION as Vendor and TEEKAY OFFSHORE PARTNERS L.P. as Purchaser PURCHASE AGREEMENT relating to the sale and purchase of the entire ownership interests in Knarr L.L.C. and Teekay Knarr ASPurchase Agreement • April 13th, 2015 • Teekay Offshore Partners L.P. • Water transportation
PURCHASE AGREEMENTPurchase Agreement • June 12th, 2008 • Teekay Offshore Partners L.P. • Water transportation
INVESTMENT AGREEMENTInvestment Agreement • August 1st, 2017 • Teekay Offshore Partners L.P. • Water transportation • New York
This INVESTMENT AGREEMENT (this “Agreement”) is entered into as of July 26, 2017, by and between Teekay Offshore Partners L.P., a Republic of the Marshall Islands limited partnership (the “Company”), and Teekay Holdings Limited, a Bermuda corporation (“Purchaser”).
THIRD AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF TEEKAY OFFSHORE PARTNERS L.P.Limited Partnership Agreement • April 17th, 2015 • Teekay Offshore Partners L.P. • Water transportation • Marshall Islands
THIS THIRD AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF TEEKAY OFFSHORE PARTNERS L.P., dated as of April 13, 2015, is entered into by and between Teekay Offshore GP L.L.C., a Marshall Islands limited liability company, as the General Partner, and Teekay Corporation, a Marshall Islands corporation, as the Organizational Limited Partner, together with any other Persons who become Partners in the Partnership or parties hereto as provided herein. In consideration of the covenants, conditions and agreements contained herein, the parties agree as follows:
