CREDIT AGREEMENT Dated as of February 12, 2014 among JP ENERGY PARTNERS LP, as the Borrower, BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and an L/C Issuer, and The Other Lenders Party Hereto BANK OF AMERICA MERRILL LYNCH and BMO...Credit Agreement • May 8th, 2014 • JP Energy Partners LP • Wholesale-petroleum bulk stations & terminals • New York
This CREDIT AGREEMENT (“Agreement”) is entered into as of February 12, 2014, among JP ENERGY PARTNERS LP, a Delaware limited partnership (the “Borrower”), each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”), and BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and an L/C Issuer.
JP ENERGY PARTNERS LP [•] Common Units Representing Limited Partner Interests UNDERWRITING AGREEMENTUnderwriting Agreement • September 9th, 2014 • JP Energy Partners LP • Wholesale-petroleum bulk stations & terminals • New York
JP Energy Partners LP, a Delaware limited partnership (the “Partnership”), proposes to sell [·] common units (the “Firm Units”) representing limited partner interests in the Partnership (the “Common Units”) to the underwriters (the “Underwriters”) named in Schedule I attached to this agreement (this “Agreement”). In addition, the Partnership proposes to grant to the Underwriters an option to purchase up to [·] additional Common Units on the terms set forth in Section 2 (the “Option Units”). The Firm Units and the Option Units, if purchased, are hereinafter collectively called the “Units”. This Agreement is to confirm the agreement concerning the purchase of the Units from the Partnership by the Underwriters.
THIRD AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF JP ENERGY PARTNERS LP A Delaware Limited Partnership Dated as of October 7, 2014Partnership Agreement • October 7th, 2014 • JP Energy Partners LP • Wholesale-petroleum bulk stations & terminals • Delaware
THIS THIRD AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF JP ENERGY PARTNERS LP dated as of October 7, 2014, is entered into by and among JP ENERGY GP II LLC, a Delaware limited liability company, as the General Partner, and the Existing Limited Partners, 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 hereto hereby agree as follows:
EMPLOYMENT AGREEMENTEmployment Agreement • February 29th, 2016 • JP Energy Partners LP • Wholesale-petroleum bulk stations & terminals • Texas
This Employment Agreement (the “Agreement”) is made effective as of October 21, 2015, by and between JP Energy GP II LLC, a Delaware limited liability company (the “Company”), and Simon Chen (the “Employee”).
EXPENSE REIMBURSEMENT AGREEMENT BY AND AMONG JP ENERGY PARTNERS LP, JP ENERGY GP II LLC AND LONESTAR MIDSTREAM HOLDINGS, LLC DATED AS OF OCTOBER 23, 2016Expense Reimbursement Agreement • October 24th, 2016 • JP Energy Partners LP • Wholesale-petroleum bulk stations & terminals • Delaware
EXPENSE REIMBURSEMENT AGREEMENT, dated as of October 23, 2016 (this “Agreement”), by and among JP ENERGY PARTNERS LP, a Delaware limited partnership (“JPE”), JP ENERGY GP II LLC, a Delaware limited liability company and the general partner of JPE (“JPE GP,” and together with JPE, the “JPE Entities”) and LONESTAR MIDSTREAM HOLDINGS, LLC, a Delaware limited liability company (“Lonestar”).
AMERICAN MIDSTREAM PARTNERS, LP AMERICAN MIDSTREAM FINANCE CORPORATION and the Guarantors named herein SUPPLEMENTAL INDENTURE DATED AS OF MARCH 8, 2017 WELLS FARGO BANK, NATIONAL ASSOCIATION, TrusteeSupplemental Indenture • March 14th, 2017 • JP Energy Partners LP • Wholesale-petroleum bulk stations & terminals • New York
This SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of March 8, 2017, is among American Midstream Partners, LP, a Delaware limited partnership (the “Company”), American Midstream Finance Corporation, a Delaware corporation (“Finance Corp.” and, together with the Company, the “Issuers”), each of the parties identified under the caption “Guarantors” on the signature page hereto (the “Guarantors”) and Wells Fargo Bank, National Association, a national banking association, as Trustee.
AGREEMENT AND PLAN OF MERGER Dated as of October 23, 2016 among AMERICAN MIDSTREAM PARTNERS, LP AMERICAN MIDSTREAM GP, LLC JP ENERGY PARTNERS LP JP ENERGY GP II LLC ARGO MERGER SUB, LLC and ARGO MERGER GP SUB, LLCAgreement and Plan of Merger • October 24th, 2016 • JP Energy Partners LP • Wholesale-petroleum bulk stations & terminals • Delaware
This AGREEMENT AND PLAN OF MERGER, dated as of October 23, 2016 (this “Agreement”), is by and among JP Energy Partners LP, a Delaware limited partnership (“JPE”), JP Energy GP II LLC, a Delaware limited liability company and the general partner of JPE (“JPE GP” and together with JPE, the “JPE Entities”), American Midstream Partners, LP, a Delaware limited partnership (“AMID”), American Midstream GP, LLC, a Delaware limited liability company and the general partner of AMID (“AMID GP” and together with AMID, the “AMID Entities”), Argo Merger Sub, LLC, a Delaware limited liability company and wholly-owned subsidiary of AMID (“AMID Merger Sub”), and Argo Merger GP Sub, LLC, a Delaware limited liability company and a wholly-owned subsidiary of AMID (“GP Sub”). Each of JPE, JPE GP, AMID, AMID GP, AMID Merger Sub and GP Sub are referred to herein individually as a “Party” and collectively as the “Parties.”
FORM OF EMPLOYMENT AGREEMENTForm of Employment Agreement • September 9th, 2014 • JP Energy Partners LP • Wholesale-petroleum bulk stations & terminals • Texas
This Employment Agreement (the “Agreement”) is made effective as of September , 2014, by and between JP Energy GP II LLC, a Delaware limited liability company (the “Company”), and Jeremiah J. Ashcroft III (the “Employee”).
RIGHT OF FIRST OFFER AGREEMENTRight of First Offer Agreement • October 7th, 2014 • JP Energy Partners LP • Wholesale-petroleum bulk stations & terminals
This RIGHT OF FIRST OFFER AGREEMENT (this “Agreement”) is entered into as of October 7, 2014 (the “Effective Date”) by and among JP Energy Partners LP, a Delaware limited partnership (the “Partnership”), JP Energy GP II LLC, a Delaware limited liability company and the general partner of the Partnership (the “General Partner”), JP Energy Development LP, a Delaware limited partnership (“Development”), and Republic Midstream Holdings, LLC, a Delaware limited liability company (“RMH”). The Partnership, the General Partner, Development and RMH may hereafter be individually referred to as a “Party” or collectively as the “Parties.”
RIGHT OF FIRST OFFER AGREEMENTRight of First Offer Agreement • May 8th, 2014 • JP Energy Partners LP • Wholesale-petroleum bulk stations & terminals
This RIGHT OF FIRST OFFER AGREEMENT (this “Agreement”) is entered into as of [ · ], 2014 (the “Effective Date”) by and among JP Energy Partners LP, a Delaware limited partnership (the “Partnership”), JP Energy GP II LLC, a Delaware limited liability company and the general partner of the Partnership (the “General Partner”), and JP Energy Development LP, a Delaware limited partnership (“Development”). The Partnership, the General Partner and Development may hereafter be individually referred to as a “Party” or collectively as the “Parties.”
AGREEMENT AND PLAN OF MERGER Dated as of October 23, 2016 among AMERICAN MIDSTREAM GP, LLC JP ENERGY GP II LLC and ARGO GP SUB, LLCAgreement and Plan of Merger • October 24th, 2016 • JP Energy Partners LP • Wholesale-petroleum bulk stations & terminals • Delaware
This AGREEMENT AND PLAN OF MERGER, dated as of October 23, 2016 (this “Agreement”), is by and among JP Energy GP II LLC, a Delaware limited liability company (“JPE GP” and together with JPE (as defined herein), the “JPE Entities”), American Midstream GP, LLC, a Delaware limited liability company and the general partner of AMID (as defined herein) (“AMID GP”), and Argo GP Sub, LLC, a Delaware limited liability company and wholly owned subsidiary of AMID GP (“Merger Sub GP” and together with AMID GP, the “AMID Entities”). Each of JPE GP, AMID GP and Merger Sub GP are referred to herein individually as a “Party” and collectively as the “Parties.” Capitalized terms not otherwise defined herein shall have the meanings ascribed in the LP Merger Agreement (as defined herein).
AMENDMENT NO. 3 AND WAIVER TO CREDIT AGREEMENTCredit Agreement • September 22nd, 2014 • JP Energy Partners LP • Wholesale-petroleum bulk stations & terminals • New York
This Amendment No. 3 and Waiver to Credit Agreement (this “Agreement”) dated as of September 19, 2014 (the “Effective Date”) is among JP Energy Partners LP, a Delaware limited partnership (the “Borrower”), JP Energy Refined Products, LLC, a Delaware limited liability company, JP Energy ATT, LLC, a Delaware limited liability company, JP Energy Caddo, LLC, a Delaware limited liability company, Pinnacle Propane, LLC, a Texas limited liability company, Pinnacle Propane Express, LLC, a Delaware limited liability company, Alliant Gas, LLC, a Texas limited liability company, JP Energy Crude Oil Services, LLC, a Delaware limited liability company. JP Falco, LLC, a Delaware limited liability company, JP Energy Storage, LLC, a Oklahoma limited liability company, JP Energy Permian, LLC, a Delaware limited liability company, JP Energy Products Supply, LLC, a Delaware limited liability company, and JP Liquids, LLC, a Delaware limited liability company, (each a “Guarantor”), the undersigned Lenders
AMENDMENT NO. 4 TO CREDIT AGREEMENTCredit Agreement • November 9th, 2015 • JP Energy Partners LP • Wholesale-petroleum bulk stations & terminals • New York
This Amendment No. 4 to Credit Agreement (this “Agreement”) dated as of November 6, 2015 (the “Effective Date”) is among JP Energy Partners LP, a Delaware limited partnership (the “Borrower”), JP Energy Refined Products, LLC, a Delaware limited liability company, JP Energy ATT, LLC, a Delaware limited liability company, JP Energy Caddo, LLC, a Delaware limited liability company, Pinnacle Propane, LLC, a Texas limited liability company, Pinnacle Propane Express, LLC, a Delaware limited liability company, Alliant Gas, LLC, a Texas limited liability company, JP Energy Crude Oil Services, LLC, a Delaware limited liability company. JP Falco, LLC, a Delaware limited liability company, JP Energy Storage, LLC, a Oklahoma limited liability company, JP Energy Permian, LLC, a Delaware limited liability company, JP Energy Products Supply, LLC, a Delaware limited liability company, and JP Liquids, LLC, a Delaware limited liability company, (each a “Guarantor”), the undersigned Lenders (as defined b
REGISTRATION RIGHTS AGREEMENT by and among JP ENERGY PARTNERS LP, ARKANSAS TERMINALING AND TRADING INC., MICHAEL COULSON, MARY ANN DAWKINS AND WHITE PROPERTIES II LIMITED PARTNERSHIPRegistration Rights Agreement • May 8th, 2014 • JP Energy Partners LP • Wholesale-petroleum bulk stations & terminals • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made and entered into as of November 27, 2012, by and among JP ENERGY PARTNERS LP, a Delaware limited partnership (the “Partnership”), on the one hand, and Arkansas Terminaling and Trading Inc., an Arkansas corporation (“AT&T”), Michael Coulson (“Coulson”), Mary Ann Dawkins (“Dawkins”) and White Properties II Limited Partnership (“White”). Coulson, Dawkins and White are collectively referred to as the “Coulsons” and together with AT&T as the “Purchaser.”
AMENDMENT NO. 1 TO FOURTH AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF JP ENERGY PARTNERS LPPartnership Agreement • March 14th, 2017 • JP Energy Partners LP • Wholesale-petroleum bulk stations & terminals • Delaware
This Amendment No. 1 (this “Amendment”) to the Fourth Amended and Restated Agreement of Limited Partnership of JP Energy Partners LP (the “Partnership”), dated as of March 8, 2017 (the “Partnership Agreement”), is hereby adopted effective as of March 8, 2017 by Argo Merger GP Sub, LLC, a Delaware limited liability company (the “General Partner”), as general partner of the Partnership, and American Midstream, LLC, a Delaware limited liability company (the “New Limited Partner”, and together, with the General Partner, the “Partners”), pursuant to Section 12 of the Partnership Agreement.
FOURTH AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF JP ENERGY PARTNERS LPAgreement • March 8th, 2017 • JP Energy Partners LP • Wholesale-petroleum bulk stations & terminals • Delaware
This Fourth Amended and Restated Agreement of Limited Partnership (this “Agreement”) of JP Energy Partners LP (the “Partnership”) dated as of March 8, 2017, is entered into by and between Argo Merger GP Sub, LLC (the “General Partner”), and American Midstream Partners, LP, a Delaware limited partnership (the “Limited Partner”, and together, with the General Partner, the “Partners”).
AMENDMENT NO. 1 TO CREDIT AGREEMENTCredit Agreement • May 8th, 2014 • JP Energy Partners LP • Wholesale-petroleum bulk stations & terminals • New York
This Amendment No. 1 to Credit Agreement (this “Agreement”) dated as of April 30, 2014 (the “Effective Date”) is among JP Energy Partners LP, a Delaware limited partnership (the “Borrower”), JP Energy Refined Products, LLC, a Delaware limited liability company, JP Energy ATT, LLC, a Delaware limited liability company, JP Energy Caddo, LLC, a Delaware limited liability company, Pinnacle Propane, LLC, a Texas limited liability company, Pinnacle Propane Express, LLC, a Delaware limited liability company, Alliant Gas, LLC, a Texas limited liability company, JP Energy Crude Oil Services, LLC, a Delaware limited liability company. JP Falco, LLC, a Delaware limited liability company, JP Energy Storage, LLC, a Oklahoma limited liability company, JP Energy Permian, LLC, a Delaware limited liability company, JP Energy Products Supply, LLC, a Delaware limited liability company, and JP Liquids, LLC, a Delaware limited liability company, (each a “Guarantor”), the undersigned Lenders (as defined bel
DISTRIBUTION SUPPORT AND EXPENSE REIMBURSEMENT AGREEMENT BY AND AMONG AMERICAN MIDSTREAM PARTNERS, LP, AMERICAN MIDSTREAM GP, LLC, AND MAGNOLIA INFRASTRUCTURE HOLDINGS, LLC DATED AS OF OCTOBER 23, 2016Distribution Support and Expense Reimbursement Agreement • October 24th, 2016 • JP Energy Partners LP • Wholesale-petroleum bulk stations & terminals • Delaware
DISTRIBUTION SUPPORT AND EXPENSE REIMBURSEMENT AGREEMENT, dated as of October 23, 2016 (this “Agreement”), by and among AMERICAN MIDSTREAM PARTNERS, LP, a Delaware limited partnership (“AMID”), AMERICAN MIDSTREAM GP, LLC, a Delaware limited liability company and the general partner of AMID (“AMID GP”), and MAGNOLIA INFRASTRUCTURE HOLDINGS, LLC, a Delaware limited liability company (“Magnolia” or the “Supporting Party”).
AMENDMENT NO. 6 TO CREDIT AGREEMENTCredit Agreement • November 21st, 2016 • JP Energy Partners LP • Wholesale-petroleum bulk stations & terminals • New York
This Amendment No. 6 to Credit Agreement (this “Agreement”) dated as of November 18, 2016 (the “Effective Date”) is among JP Energy Partners LP, a Delaware limited partnership (the “Borrower”), JP Energy Refined Products, LLC, a Delaware limited liability company, JP Energy ATT, LLC, a Delaware limited liability company, JP Energy Caddo, LLC, a Delaware limited liability company, Pinnacle Propane, LLC, a Texas limited liability company, Pinnacle Propane Express, LLC, a Delaware limited liability company, Alliant Gas, LLC, a Texas limited liability company, JP Energy Crude Oil Services, LLC, a Delaware limited liability company, JP Falco, LLC, a Delaware limited liability company, JP Energy Storage, LLC, a Oklahoma limited liability company, JP Energy Permian, LLC, a Delaware limited liability company, JP Energy Products Supply, LLC, a Delaware limited liability company, and JP Liquids, LLC, a Delaware limited liability company, (each a “Guarantor”), the undersigned Lenders (as defined
AMENDMENT NO. 2 AND WAIVER TO CREDIT AGREEMENTCredit Agreement • September 22nd, 2014 • JP Energy Partners LP • Wholesale-petroleum bulk stations & terminals • New York
This Amendment No. 2 and Waiver to Credit Agreement (this “Agreement”) dated as of August 5, 2014 (the “Effective Date”) is among JP Energy Partners LP, a Delaware limited partnership (the “Borrower”), JP Energy Refined Products, LLC, a Delaware limited liability company, JP Energy ATT, LLC, a Delaware limited liability company, JP Energy Caddo, LLC, a Delaware limited liability company, Pinnacle Propane, LLC, a Texas limited liability company, Pinnacle Propane Express, LLC, a Delaware limited liability company, Alliant Gas, LLC, a Texas limited liability company, JP Energy Crude Oil Services, LLC, a Delaware limited liability company. JP Falco, LLC, a Delaware limited liability company, JP Energy Storage, LLC, a Oklahoma limited liability company, JP Energy Permian, LLC, a Delaware limited liability company, JP Energy Products Supply, LLC, a Delaware limited liability company, and JP Liquids, LLC, a Delaware limited liability company, (each a “Guarantor”), the undersigned Lenders (as
AMENDMENT NO. 5 TO CREDIT AGREEMENTCredit Agreement • February 29th, 2016 • JP Energy Partners LP • Wholesale-petroleum bulk stations & terminals • New York
This Amendment No. 5 to Credit Agreement (this “Agreement”) dated as of February 23, 2016 (the “Effective Date”) is among JP Energy Partners LP, a Delaware limited partnership (the “Borrower”), JP Energy Refined Products, LLC, a Delaware limited liability company, JP Energy ATT, LLC, a Delaware limited liability company, JP Energy Caddo, LLC, a Delaware limited liability company, Pinnacle Propane, LLC, a Texas limited liability company, Pinnacle Propane Express, LLC, a Delaware limited liability company, Alliant Gas, LLC, a Texas limited liability company, JP Energy Crude Oil Services, LLC, a Delaware limited liability company, JP Falco, LLC, a Delaware limited liability company, JP Energy Storage, LLC, a Oklahoma limited liability company, JP Energy Permian, LLC, a Delaware limited liability company, JP Energy Products Supply, LLC, a Delaware limited liability company, and JP Liquids, LLC, a Delaware limited liability company, (each a “Guarantor”), the undersigned Lenders (as defined
JP ENERGY PARTNERS LP 13,750,000 Common Units Representing Limited Partner Interests UNDERWRITING AGREEMENTUnderwriting Agreement • October 7th, 2014 • JP Energy Partners LP • Wholesale-petroleum bulk stations & terminals • New York
INCORPORATED As Representatives of the several Underwriters named in Schedule I attached hereto, c/o Barclays Capital Inc. 745 Seventh Avenue New York, New York 10019
EMPLOYMENT AGREEMENTEmployment Agreement • September 9th, 2014 • JP Energy Partners LP • Wholesale-petroleum bulk stations & terminals • Texas
This Employment Agreement (this “Agreement”) is made effective as of July 20, 2012, by and between JP Energy Crude Oil Services, LLC, a Delaware limited liability company (“JP Crude”), Falco Energy Transportation, LLC, a Delaware limited liability company (“Falco” and together with JP Crude, the “Company”), and C. Scott Smith (the “Employee”).
