REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • August 16th, 2013 • Murphy USA Inc. • Gas & other services combined • New York
This REGISTRATION RIGHTS AGREEMENT dated August 14, 2013 (this “Agreement”) is entered into by and among Murphy Oil USA, Inc., a Delaware corporation (the “Company”), Murphy USA Inc., a Delaware corporation which, upon completion of the Separation (as defined in the Purchase Agreement (as defined in below)) will become the parent of the Company (“Holdings”), the subsidiaries of the Company listed in Schedule 1 hereto (together with Holdings, the “Initial Guarantors”) and J.P. Morgan Securities LLC, as representative (the “Representative”) of the initial purchasers listed in Schedule 1 to the Purchase Agreement (as defined below) (the “Initial Purchasers”).
MURPHY OIL USA, INC. AND EACH OF THE GUARANTORS PARTY HERETO 6.000% Senior Notes Due 2023 INDENTURE Dated as of August 14, 2013 U.S. BANK NATIONAL ASSOCIATION as Trustee, Registrar and Paying AgentIndenture • August 16th, 2013 • Murphy USA Inc. • Gas & other services combined • New York
INDENTURE dated as of August 14, 2013, among MURPHY OIL USA, INC., a Delaware corporation (the “Company”), MURPHY USA INC., a Delaware corporation (“Holdings”), each SUBSIDIARY GUARANTOR from time to time a party hereto and U.S. BANK NATIONAL ASSOCIATION, a national banking association, as trustee (the “Trustee”).
Murphy Oil USA, Inc. Underwriting AgreementUnderwriting Agreement • September 13th, 2019 • Murphy USA Inc. • Retail-auto dealers & gasoline stations • New York
Murphy Oil USA, Inc., a Delaware corporation (the “Company”) and wholly-owned subsidiary of Murphy USA Inc., a Delaware corporation (“Holdings”), proposes to issue and sell to the several Underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom you are acting as representative (the “Representative”), $500,000,000 aggregate principal amount of its 4.750% Senior Notes due 2029 (the “Securities”). The Securities will be jointly and severally unconditionally guaranteed on an unsecured senior basis (the “Guarantees”) by Holdings and each of the subsidiary guarantors listed on Schedule 2 hereto (together with Holdings, the “Guarantors”) and will be issued pursuant to an Indenture to be dated as of September 13, 2019 (the “Indenture”) among the Company, the Guarantors and UMB Bank, National Association, as trustee (the “Trustee”). References to the Securities shall include the Guarantees, unless the context requires otherwise.
SEPARATION AND DISTRIBUTION AGREEMENTSeparation and Distribution Agreement • September 5th, 2013 • Murphy USA Inc. • Retail-auto dealers & gasoline stations • Arkansas
SEVERANCE PROTECTION AGREEMENTSeverance Protection Agreement • August 22nd, 2013 • Murphy USA Inc. • Gas & other services combined • Delaware
THIS AGREEMENT (the “Agreement”) made as of the 20 day of August, 2013 by and between Murphy USA Inc., a Delaware corporation, and its Successors and Assigns (collectively, the “Company”) and R. Andrew Clyde (“Executive”). Unless otherwise indicated, capitalized terms used in this Agreement shall have the meanings as set forth in Section 15.
ContractCredit Agreement • March 16th, 2016 • Murphy USA Inc. • Retail-auto dealers & gasoline stations • New York
CREDIT AGREEMENTdated as of August 30, 2013,as amended and restated as of March 10, 2016,amongMURPHY USA INC.,MURPHY OIL USA, INC.,The BORROWING SUBSIDIARIES Party Hereto,The LENDERS Party HeretoandJPMORGAN CHASE BANK, N.A., as Administrative Agent___________________________JPMORGAN CHASE BANK, N.A., and REGIONS BUSINESS CAPITAL, as Joint Lead Arrangers and Joint Bookrunners REGIONS BANK, as Syndication AgentFIFTH THIRD BANK, ROYAL BANK OF CANADA, U.S. BANK NATIONAL ASSOCIATION and WELLS FARGO BANK, NATIONAL ASSOCIATION, as Documentation Agents
TAX MATTERS AGREEMENTTax Matters Agreement • September 5th, 2013 • Murphy USA Inc. • Retail-auto dealers & gasoline stations • New York
This Agreement is entered into as of the 30th day of August, 2013 between Murphy Oil Corporation (“Distributing”), a Delaware corporation, on behalf of itself and the members of the Distributing Group, as defined below, and Murphy USA Inc. (“Controlled”), a Delaware corporation, on behalf of itself and the members of the Controlled Group, as defined below.
FORM OF TRADEMARK LICENSE AGREEMENTTrademark License Agreement • August 7th, 2013 • Murphy USA Inc. • Gas & other services combined
This TRADEMARK LICENSE AGREEMENT (this “Agreement”) dated as of [ ], 2013 (the “Effective Date”) between Murphy Oil Corporation, a Delaware corporation (“Licensor”), and Murphy USA Inc., a Delaware corporation (“Licensee”, and each of Licensor and Licensee, a “Party”).
AGREEMENT AND PLAN OF MERGER BY AND AMONG QUICK CHEK CORPORATION, MURPHY USA NJ, INC., MURPHY USA INC. AND FORTIS ADVISORS LLC, as Shareholder Representative Dated as of December 12, 2020Merger Agreement • February 1st, 2021 • Murphy USA Inc. • Retail-auto dealers & gasoline stations • New York
This AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of December 12, 2020, by and among: (i) Murphy USA Inc., a Delaware corporation (“Buyer”); (ii) Murphy USA NJ, Inc., a New Jersey corporation (“Merger Sub”); (iii) Quick Chek Corporation, a New Jersey corporation (the “Company”); and (iv) Fortis Advisors LLC, a Delaware limited liability company (the “Shareholder Representative”), solely in its capacity as the Shareholder Representative.
MURPHY OIL USA, INC. AND EACH OF THE GUARANTORS PARTY HERETO INDENTURE Dated as of January 29, 2021 UMB BANK, N.A. as Trustee, Registrar and Paying AgentIndenture • February 1st, 2021 • Murphy USA Inc. • Retail-auto dealers & gasoline stations • New York
INDENTURE dated as of January 29, 2021, among MURPHY OIL USA, INC., a Delaware corporation (the “Company”), MURPHY USA INC., a Delaware corporation (“Holdings”), each SUBSIDIARY GUARANTOR from time to time a party hereto and UMB BANK, N.A., a national banking association, as trustee (the “Trustee”).
Form of CREDIT AGREEMENT dated as of among MURPHY USA INC., MURPHY OIL USA INC., The BORROWING SUBSIDIARIES Party Hereto The LENDERS Party Hereto and JPMORGAN CHASE BANK, N.A., as Administrative Agent J.P. MORGAN SECURITIES LLC and REGIONS BUSINESS...Credit Agreement • August 7th, 2013 • Murphy USA Inc. • Gas & other services combined • New York
AGREEMENT OF SALEAgreement of Sale • May 6th, 2013 • Murphy USA Inc. • Arkansas
This AGREEMENT OF SALE (“Agreement”) is dated as of December 21, 2012, by and between WAL-MART STORES, INC., a Delaware corporation, with an address of 702 S.W. 8th Street, Bentonville, AR 72716 (“Seller” or “Wal-Mart”); and MURPHY OIL USA, INC., a Delaware corporation, with an address of 200 Peach Street, El Dorado, AR 71730 (“Purchaser”). This Agreement shall become effective on the date of full execution by Wal-Mart and Purchaser (“Effective Date”).
MURPHY USA INC. 2023 OMNIBUS INCENTIVE PLAN RSU AGREEMENT (TIME-BASED VESTING) Non-Employee Director GrantsRsu Agreement (Time-Based Vesting) • August 3rd, 2023 • Murphy USA Inc. • Retail-auto dealers & gasoline stations • Delaware
The Participant set forth on Appendix A has been granted an Award (the “Award”) of Restricted Stock Units (“RSUs”) pursuant to the Murphy USA Inc. 2023 Omnibus Incentive Plan (as it may be amended from time to time, the “Plan”), and this RSU Agreement (this “Agreement”), dated as indicated in Appendix A (the “Grant Date”). Except as otherwise indicated, any capitalized term used but not defined herein shall have the meaning set forth in the Plan.
TRANSITION SERVICES AGREEMENTTransition Services Agreement • September 5th, 2013 • Murphy USA Inc. • Retail-auto dealers & gasoline stations • Arkansas
This TRANSITION SERVICES AGREEMENT (this “Agreement”) is entered into as of August 30, 2013 by and between Murphy Oil Corporation, a Delaware corporation (“Murphy Oil”) and Murphy USA Inc., a Delaware corporation (“Murphy USA”).
FORM OF TRANSITION SERVICES AGREEMENT] by and between MURPHY OIL CORPORATION and MURPHY USA INC. Dated as of [ ], 2013Transition Services Agreement • June 28th, 2013 • Murphy USA Inc. • Gas & other services combined • Arkansas
This TRANSITION SERVICES AGREEMENT (this “Agreement”) is entered into as of [ ], 2013 by and between Murphy Oil Corporation, a Delaware corporation (“Murphy Oil”) and Murphy USA Inc., a Delaware corporation (“Murphy USA”).
FORM OF LEASE AGREEMENT]Lease Agreement • June 28th, 2013 • Murphy USA Inc. • Gas & other services combined
This LEASE AGREEMENT (“Lease”) is made and executed effective as of the day of , 2013 (the “Effective Date”), by and between Murphy Oil USA Inc., a Delaware corporation, hereinafter referred to as “Lessor” and Murphy Oil Corporation, a Delaware corporation, hereinafter referred to as “Lessee.”
MURPHY USA INC. 2023 OMNIBUS INCENTIVE PLAN PSU AGREEMENT (PERFORMANCE-BASED VESTING)Psu Agreement (Performance-Based Vesting) • August 3rd, 2023 • Murphy USA Inc. • Retail-auto dealers & gasoline stations • Delaware
The Participant set forth on Appendix A has been granted an Award (the “Award”) of Restricted Stock Units (“PSUs”) pursuant to the Murphy USA Inc. 2023 Omnibus Incentive Plan (as it may be amended from time to time, the “Plan”), and this PSU Agreement (this “Agreement”), dated as indicated in Appendix A (the “Grant Date”). Except as otherwise indicated, any capitalized term used but not defined herein shall have the meaning set forth in the Plan.
MURPHY USA INC. FORM OF TIME-BASED RESTRICTED STOCK UNITS GRANT AGREEMENTTime-Based Restricted Stock Units Grant Agreement • November 8th, 2013 • Murphy USA Inc. • Retail-auto dealers & gasoline stations
This Time-Based Restricted Stock Unit Award, granted on and dated [grant date], by Murphy USA Inc., a Delaware corporation (the “Company”), pursuant to and for the purposes of the 2013 Long-Term Incentive Plan (the “Plan”), is subject to the provisions set forth herein and in the Plan.
MURPHY USA INC. PERFORMANCE STOCK UNIT GRANT AGREEMENTPerformance Stock Unit Grant Agreement • February 19th, 2021 • Murphy USA Inc. • Retail-auto dealers & gasoline stations
This Performance Stock Unit Award (the “Award”), granted on and dated [[GRANTDATE]] (the “Grant Date”), by Murphy USA Inc., a Delaware corporation (the “Company”), pursuant to and for the purposes of the 2013 Long-Term Incentive Plan as amended and restated effective as of February 9, 2017 (the “Plan”), is subject to the provisions set forth herein and in the Plan. Capitalized terms not defined herein shall have the meaning set forth in the Plan.
AGREEMENT AND WAIVER OF RIGHTSAgreement and Waiver of Rights • August 7th, 2014 • Murphy USA Inc. • Retail-auto dealers & gasoline stations • Arkansas
RETIREMENT AGREEMENTRetirement Agreement • May 5th, 2015 • Murphy USA Inc. • Retail-auto dealers & gasoline stations • Arkansas
This is a Retirement Agreement (“Agreement”) between Murphy USA Inc. (“Murphy USA” or the “Company”) and Jeffery A. Goodwin (“Mr. Goodwin”) (collectively, the “Parties”).
AGREEMENT AND WAIVER OF RIGHTSWaiver of Rights Agreement • August 3rd, 2017 • Murphy USA Inc. • Retail-auto dealers & gasoline stations • Arkansas
ContractTerm Credit Agreement • February 9th, 2016 • Murphy USA Inc. • Retail-auto dealers & gasoline stations • New York
TERM CREDIT AGREEMENTdated as ofFebruary 5, 2016,amongMURPHY USA INC.,MURPHY OIL USA, INC.,The LENDERS Party HeretoandJPMORGAN CHASE BANK, N.A., as Administrative Agent
MURPHY USA INC. TIME-BASED RESTRICTED STOCK UNITS GRANT AGREEMENT (Annual Equity Grant)Time-Based Restricted Stock Units Grant Agreement • February 15th, 2023 • Murphy USA Inc. • Retail-auto dealers & gasoline stations
This Restricted Stock Unit Award (this “Award”), granted on and dated [[GRANTDATE]] (the “Grant Date”), by Murphy USA Inc., a Delaware corporation (the “Company”), pursuant to and for the purposes of the 2013 Stock Plan for Non-Employee Directors (the “Plan”) subject to the provisions set forth herein and in the Plan. Capitalized terms not defined herein shall have the meaning set forth in the Plan.
MURPHY USA INC. FORM OF TIME-BASED OPTION GRANT AGREEMENTTime-Based Stock Option Grant Agreement • November 8th, 2013 • Murphy USA Inc. • Retail-auto dealers & gasoline stations
This Option, granted on and dated [grant date], by Murphy USA Inc., a Delaware corporation (the “Company”), pursuant to and for the purposes of the 2013 Long-Term Incentive Plan (the “Plan”), is subject to the provisions set forth herein and in the Plan. This Option is designated a ‘non-qualified’ Option under the Plan.
ContractCredit Agreement • September 5th, 2014 • Murphy USA Inc. • Retail-auto dealers & gasoline stations • New York
THIRD AMENDMENT dated as of September 2, 2014 (this “Amendment”), to the Credit Agreement dated as of August 30, 2013, as heretofore amended (the “Credit Agreement”), among Murphy Oil USA, Inc., a Delaware corporation (the “Company”), Murphy USA Inc., a Delaware corporation (“Murphy USA”), the Borrowing Subsidiaries party thereto, the Lenders party thereto and JPMorgan Chase Bank, N.A. (“JPMCB”), as Administrative Agent.
MURPHY USA INC. FORM OF TIME-BASED RESTRICTED STOCK UNITS GRANT AGREEMENTRestricted Stock Unit Grant Agreement • November 8th, 2013 • Murphy USA Inc. • Retail-auto dealers & gasoline stations
This Restricted Stock Unit Award is granted on and dated [Insert date], by Murphy USA Inc, a Delaware corporation (the Company), pursuant to and for the purposes of the 2013 Stock Plan for Non-Employee Directors (the Plan) subject to the provisions set forth herein and in the Plan. Capitalized terms not defined herein shall have the meaning set forth in the Plan.
MURPHY USA INC. TIME-BASED RESTRICTED STOCK UNITS GRANT AGREEMENTRestricted Stock Unit Award Agreement • February 19th, 2021 • Murphy USA Inc. • Retail-auto dealers & gasoline stations
This Restricted Stock Unit Award (this “Award”), granted on and dated [[GRANTDATE]] (the “Grant Date”), by Murphy USA Inc., a Delaware corporation (the “Company”), pursuant to and for the purposes of the 2013 Stock Plan for Non-Employee Directors (the “Plan”) subject to the provisions set forth herein and in the Plan. Capitalized terms not defined herein shall have the meaning set forth in the Plan.
CROSS-REFERENCE TABLE TIA Indenture Section Section 310(a)(1) ................. ...................................................................... 7.10 (a)(2) ........................................................................ ..................Indenture • September 13th, 2019 • Murphy USA Inc. • Retail-auto dealers & gasoline stations • New York
MURPHY USA INC. TIME-BASED OPTION GRANT AGREEMENTTime-Based Stock Option Grant Agreement • February 19th, 2021 • Murphy USA Inc. • Retail-auto dealers & gasoline stations
This Option, granted on and dated [[GRANTDATE]] (the “Grant Date”), by Murphy USA Inc., a Delaware corporation (the “Company”), pursuant to and for the purposes of the 2013 Long-Term Incentive Plan as amended and restated effective as of February 9, 2017 (the “Plan”), is subject to the provisions set forth herein and in the Plan. This Option is designated a ‘non-qualified’ Option under the Plan. Capitalized terms not defined herein shall have the meaning set forth in the Plan.
MURPHY USA INC. 2023 OMNIBUS INCENTIVE PLAN NON-QUALIFIED STOCK OPTION AGREEMENTNon-Qualified Stock Option Agreement • August 3rd, 2023 • Murphy USA Inc. • Retail-auto dealers & gasoline stations • Delaware
The Participant set forth on Appendix A has been granted an Award (the “Award”) of a Non-Qualified Stock Option pursuant to the Murphy USA Inc. 2023 Omnibus Incentive Plan (as it may be amended from time to time, the “Plan”), and this Non-Qualified Stock Option Agreement (this “Agreement”), dated as indicated in Appendix A (the “Grant Date”). Except as otherwise indicated, any capitalized term used but not defined herein shall have the meaning set forth in the Plan.
AIRCRAFT MAINTENANCE LABOR POOLING AGREEMENTAircraft Maintenance Labor Pooling Agreement • September 5th, 2013 • Murphy USA Inc. • Retail-auto dealers & gasoline stations
This Agreement is entered into between Murphy Oil Corporation (“Murphy”) and Murphy Oil USA, Inc. (“MOUSA”) to take effect this ___30th__ day of ________August__________, 2013.
MURPHY USA INC. FORM OF PERFORMANCE STOCK UNIT GRANT AGREEMENTPerformance Stock Unit Grant Agreement • November 8th, 2013 • Murphy USA Inc. • Retail-auto dealers & gasoline stations • Delaware
This Performance Stock Award (the “Award”), granted on and dated [grant date], by Murphy USA Inc., a Delaware corporation (the “Company”), pursuant to and for the purposes of the 2013 Long-Term Incentive Plan (the “Plan”), is subject to the provisions set forth herein and in the Plan.
MURPHY OIL USA, INC. AND EACH OF THE GUARANTORS PARTY HERETO INDENTURE Dated as of April 25, 2017 CROSS-REFERENCE TABLEIndenture • April 25th, 2017 • Murphy USA Inc. • Retail-auto dealers & gasoline stations • New York
AIRPLANE INTERCHANGE AGREEMENTAirplane Interchange Agreement • September 5th, 2013 • Murphy USA Inc. • Retail-auto dealers & gasoline stations • Arkansas
This Airplane Interchange Agreement (the “Interchange Agreement”), made and executed on the ____30th____ day of August, 2013, by and between Murphy Oil USA, Inc. (“MOUSA”) and MURPHY OIL CORPORATION (“Murphy”) (when using or having used the other party’s aircraft MOUSA and Murphy shall be referred to as “Lessee”, when providing or having provided its aircraft to the other party MOUSA and Murphy shall be referred to as “Lessor”).
