CALUMET SPECIALTY PRODUCTS PARTNERS, L.P. CALUMET FINANCE CORP. and THE GUARANTORS NAMED ON THE SIGNATURE PAGES HEREOF 11.00% SENIOR NOTES DUE 2026 INDENTURE Dated as of November 25, 2024 WILMINGTON TRUST, NATIONAL ASSOCIATION As TrusteeIndenture • November 25th, 2024 • Calumet, Inc. /DE • Petroleum refining • New York
This Indenture, dated as of November 25, 2024, is among Calumet Specialty Products Partners, L.P., a Delaware limited partnership (the “Company”), Calumet Finance Corp., a Delaware corporation (“Finance Corp.” and, together with the Company, the “Issuers”), the guarantors listed on the signature pages hereof (each, a “Guarantor” and, collectively, the “Guarantors”) and Wilmington Trust, National Association, a national banking association, as trustee (the “Trustee”).
SUPPORT AGREEMENTSupport Agreement • October 24th, 2024 • Calumet, Inc. /DE • Petroleum refining • Delaware
THIS SUPPORT AGREEMENT (this “Agreement”), dated as of October 23, 2024, is entered into by and among each of the holders listed on the signature pages hereto (each, a “Holder” and, collectively, the “Holders”), Calumet, Inc., a Delaware corporation (the “Company”), Calumet Specialty Products Partners, L.P., a Delaware limited partnership (the “Partnership”), and Calumet Finance Corp., a Delaware corporation (“Finance Corp.” and, together with the Partnership, the “Issuers”).
FORM OF INDEMNIFICATION AGREEMENTIndemnification Agreement • July 10th, 2024 • Calumet, Inc. /DE • Petroleum refining • Delaware
This Indemnification Agreement (“Agreement”), dated as of [DATE], is by and between Calumet, Inc., a Delaware corporation (the “Company”), and [NAME OF DIRECTOR/OFFICER] (the “Indemnitee”).
STOCKHOLDERS’ AGREEMENT of CALUMET, INC. Dated as of July 10, 2024Stockholders' Agreement • July 10th, 2024 • Calumet, Inc. /DE • Petroleum refining • Delaware
THIS STOCKHOLDERS’ AGREEMENT (as the same may be amended from time to time in accordance with its terms, the “Agreement”) is entered into as of July 10, 2024, by and among Calumet, Inc., a Delaware corporation (the “Company”), and The Heritage Group (the “THG Investor”).
REGISTRATION RIGHTS AGREEMENT by and among CALUMET, INC. and THE ORIGINAL HOLDERS PARTY HERETORegistration Rights Agreement • July 10th, 2024 • Calumet, Inc. /DE • Petroleum refining • Delaware
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made and entered into as of July 10, 2024 by and between Calumet, Inc., a Delaware corporation (the “Company”), and the stockholders of the Company listed on the signature pages hereto (the “Original Holders”).
WARRANT AGREEMENTWarrant Agreement • July 10th, 2024 • Calumet, Inc. /DE • Petroleum refining • New York
This WARRANT AGREEMENT (this “Agreement”), dated as of July 10, 2024, is entered into by and between Calumet, Inc., a Delaware corporation (the “Company”), and Computershare Inc., a Delaware corporation, and its affiliate, Computershare Trust Company, N.A., a federally chartered trust company (collectively, “Computershare” or the “Warrant Agent”).
