As of March 30, 2001Credit Agreement • May 15th, 2001 • Transmontaigne Inc • Pipe lines (no natural gas) • Massachusetts
EXHIBIT 2.2 AMENDMENT NO. 1 TO STOCK PURCHASE AGREEMENT AMENDMENT NO. 1 dated as of October 30, 1998 (this "Amendment") to the Stock Purchase Agreement (as defined below) between Louis Dreyfus Corporation, a New York corporation ("Seller"), and...Stock Purchase Agreement • November 13th, 1998 • Transmontaigne Inc • Crude petroleum & natural gas • New York
WACHOVIA SECURITIES, INC. as Initial Purchasers 9 1/8% Senior Subordinated Notes due 2010Registration Rights Agreement • June 3rd, 2003 • Transmontaigne Inc • Pipe lines (no natural gas) • New York
STOCK PURCHASE AGREEMENT Between LOUIS DREYFUS CORPORATION and TRANSMONTAIGNE INC. Dated as of September 13, 1998Stock Purchase Agreement • November 13th, 1998 • Transmontaigne Inc • Crude petroleum & natural gas • New York
UNDERWRITING AGREEMENT ____________, 1997 Dillon, Read & Co. Inc. 535 Madison Avenue New York, New York 10022 A.G. Edwards & Sons, Inc. ONE NORTH JEFFERSON AVENUE ST. LOUIS, MISSOURI 63103Underwriting Agreement • December 24th, 1996 • Transmontaigne Oil Co • Crude petroleum & natural gas • New York
Each of TransMontaigne Inc. (the "Company") and TransMontaigne Product ------- Services Inc., each a Delaware corporation, and TransMontaigne Pipeline Inc. and TransMontaigne Terminaling Inc., each an Arkansas corporation, hereby agrees with you as...Credit Agreement • October 23rd, 2001 • Transmontaigne Inc • Pipe lines (no natural gas) • Massachusetts
TRANSMONTAIGNE INC. AND THE GUARANTORS LISTED ON THE SIGNATURE PAGES HERETO 9 1/8% SENIOR SUBORDINATED NOTES DUE 2010Indenture • June 3rd, 2003 • Transmontaigne Inc • Pipe lines (no natural gas) • New York
WHEREAS, the Company and Louis Dreyfus Corporation, a New York corporation ("LDC") have entered into a Stock Purchase Agreement dated as of --- September 13, 1998 (the "Stock Purchase Agreement"), pursuant to which the ------------------------ Company...Registration Rights Agreement • September 28th, 1999 • Transmontaigne Inc • Crude petroleum & natural gas
EXHIBIT DStockholders' Agreement • July 3rd, 2002 • Transmontaigne Inc • Pipe lines (no natural gas) • New York
Amendment No. 2 This Agreement, dated as of April 17, 1997, is among TransMontaigne Oil Company, a Delaware corporation (the "Company"), the Subsidiaries of the Company ------- party hereto, the Lenders party hereto and The First National Bank of...Credit Agreement • July 29th, 1997 • Transmontaigne Oil Co • Crude petroleum & natural gas • Massachusetts
EXHIBIT 2.1 AGREEMENT AND PLAN OF MERGER BY AND BETWEENMerger Agreement • January 18th, 2000 • Transmontaigne Inc • Crude petroleum & natural gas • Delaware
CREDIT AGREEMENT Amendment No. 3 ---------------Credit Agreement • July 29th, 1998 • Transmontaigne Oil Co • Crude petroleum & natural gas • Massachusetts
As of July 31, 2000 FLEET NATIONAL BANK (formerly known as BankBoston, N.A.), as Agent under the Credit Agreement defined herein 100 Federal Street Boston, Massachusetts 02110 Ladies and Gentlemen: Each of TransMontaigne Inc. (the "Company") and...Credit Agreement • May 15th, 2001 • Transmontaigne Inc • Pipe lines (no natural gas) • Massachusetts
toMaster Shelf Agreement • October 23rd, 2001 • Transmontaigne Inc • Pipe lines (no natural gas) • New York
SOUTHEAST PIPELINE ------------------ SALE OF ASSETS AGREEMENT ------------------------ AGREEMENT dated May 3, 1999, between AMERADA HESS CORPORATION, a Delaware corporation, having an office at One Hess Plaza, Woodbridge, New Jersey 07095 ("Seller"),...Sale of Assets Agreement • July 15th, 1999 • Transmontaigne Inc • Crude petroleum & natural gas • New York
AMENDMENT NO. 3 OF FOURTH AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • September 26th, 2001 • Transmontaigne Inc • Pipe lines (no natural gas) • Massachusetts
TRANSMONTAIGNE INC. TRANSMONTAIGNE PRODUCT SERVICES INC. TRANSMONTAIGNE TRANSPORTATION SERVICES INC. TRANSMONTAIGNE PIPELINE INC. TRANSMONTAIGNE TERMINALING INC. BEAR PAW ENERGY INC. 900 Republic Plaza 370 Seventeenth Street Denver, Colorado 80202...Credit Agreement • February 19th, 1999 • Transmontaigne Inc • Crude petroleum & natural gas • Massachusetts
Lenders -i-Credit Agreement • May 12th, 2000 • Transmontaigne Inc • Crude petroleum & natural gas
REGISTRATION RIGHTS AGREEMENT dated as of October 30, 1998, between TransMontaigne Inc., a Delaware corporation (the "Company"), and Louis ------- Dreyfus Corporation, a New York corporation ("LDC"). ---Registration Rights Agreement • September 28th, 1999 • Transmontaigne Inc • Crude petroleum & natural gas • New York
ARTICLE I SALE OF GAS GATHERING AND PROCESSING ASSETS -------------------------------------------Agreement for Sale • December 24th, 1996 • Transmontaigne Oil Co • Crude petroleum & natural gas • Kansas
CONFIDENTIAL CHANGE IN CONTROL AGREEMENTChange in Control Agreement • November 15th, 2002 • Transmontaigne Inc • Pipe lines (no natural gas) • Colorado
This Agreement is between TransMontaigne Inc. (“Company”), and William S. Dickey (the “Executive”), and shall be effective as of April 12, 2001 (the “Effective Date”).
EXHIBIT 10.1 TRANSMONTAIGNE INC. TRANSMONTAIGNE PRODUCT SERVICES INC. TRANSMONTAIGNE PRODUCT SERVICES EAST INC. TRANSMONTAIGNE PRODUCT SERVICES MIDWEST INC. TRANSMONTAIGNE TRANSPORTATION SERVICES INC. TRANSMONTAIGNE PIPELINE INC. TRANSMONTAIGNE...Credit Agreement • May 17th, 1999 • Transmontaigne Inc • Crude petroleum & natural gas
OMNIBUS AGREEMENT among TRANSMONTAIGNE INC. TRANSMONTAIGNE GP L.L.C. TRANSMONTAIGNE PARTNERS L.P. TRANSMONTAIGNE OPERATING GP L.L.C. and TRANSMONTAIGNE OPERATING COMPANY L.P.Omnibus Agreement • June 3rd, 2005 • Transmontaigne Inc • Pipe lines (no natural gas)
THIS OMNIBUS AGREEMENT (“Agreement”) is entered into on, and effective as of, the Closing Date (as defined herein), and is by and among TransMontaigne Inc., a Delaware corporation (“TMG”), TransMontaigne GP L.L.C., a Delaware limited liability company (the “General Partner”), TransMontaigne Partners L.P., a Delaware limited partnership (the “Partnership”), TransMontaigne Operating GP L.L.C., a Delaware limited liability company (the “OLP GP”), and TransMontaigne Operating Company L.P., a Delaware limited partnership (the “Operating Partnership”). The above-named entities are sometimes referred to in this Agreement each as a “Party” and collectively as the “Parties.”
AMENDED AND RESTATED SENIOR SECURED WORKING CAPITAL CREDIT FACILITY Dated as of May 27, 2005 among TRANSMONTAIGNE INC., as Borrower, EACH OF THE FINANCIAL INSTITUTIONS INITIALLY A SIGNATORY HERETO, TOGETHER WITH THOSE ASSIGNEES PURSUANT HERETO, as...Senior Secured Working Capital Credit Facility • June 3rd, 2005 • Transmontaigne Inc • Pipe lines (no natural gas) • New York
THIS AMENDED AND RESTATED SENIOR SECURED WORKING CAPITAL CREDIT FACILITY is entered into as of May 27, 2005, among TransMontaigne Inc., a Delaware corporation (the “Borrower”), each of the financial institutions identified as Lenders on the signature pages hereto (together with each of their successors and assigns, referred to individually as a “Lender” and, collectively, as the “Lenders”), JPMorgan Chase Bank, N.A. and UBS AG, Stamford Branch, as Syndication Agents, Société Générale, New York Branch and Wells Fargo Foothill, LLC, as the Documentation Agents, and Wachovia Bank, National Association (“Wachovia”), acting in the manner and to the extent described in Article XIII (in such capacity, the “Agent”). This Agreement amends, restates and supercedes the Original Credit Agreement in its entirety. The Commitments under the Original Credit Agreement hereby are terminated and replaced by the Commitments hereunder. The security interests and Liens created and granted by the Security Do
TRANSMONTAIGNE INC. FIRST AMENDED AND RESTATED CREDIT AGREEMENT Dated as of June 25, 2003 UBS AG, Stamford Branch Administrative Agent and Collateral Agent UBS SECURITIES LLC Sole Lead Arranger and Sole Book Manager WACHOVIA BANK, NATIONAL ASSOCIATION...Credit Agreement • July 22nd, 2003 • Transmontaigne Inc • Pipe lines (no natural gas)
This Agreement (this “Agreement”) dated as of June 25, 2003, is among TransMontaigne Inc., a Delaware corporation, the Subsidiaries of TransMontaigne Inc. from time to time party hereto, the Lenders from time to time party hereto, UBS AG, Cayman Islands Branch, in its capacity as a Lender, UBS AG, Stamford Branch, in its capacities as Administrative Agent and Collateral Agent for itself and the other Lenders.
TERMINALING AND TRANSPORTATION SERVICES AGREEMENTTerminaling and Transportation Services Agreement • June 3rd, 2005 • Transmontaigne Inc • Pipe lines (no natural gas) • Colorado
This Terminaling and Transportation Services Agreement (“Agreement”) entered into this 27th day of May, 2005 (“Effective Date”) is made by and between TransMontaigne Partners L.P. on behalf of itself and its Affiliates (“Owner”), and TransMontaigne Product Services Inc. and Coastal Fuels Marketing, Inc., (“Customer”), sometimes referred to individually as “Party” and collectively as “Parties”. In consideration of the mutual promises contained in this Agreement, the Parties agree to the following terms and conditions.
TRANSMONTAIGNE INC. TRANSMONTAIGNE PRODUCT SERVICES INC. TRANSMONTAIGNE PRODUCT SERVICES MIDWEST INC. TRANSMONTAIGNE TRANSPORTATION SERVICES INC. TRANSMONTAIGNE PIPELINE INC. TRANSMONTAIGNE TERMINALING INC. BEAR PAW ENERGY INC. 2750 Republic Plaza 370...Credit Agreement • November 15th, 1999 • Transmontaigne Inc • Crude petroleum & natural gas • Massachusetts
by and amongFacilities Sale Agreement • August 15th, 2001 • Transmontaigne Inc • Pipe lines (no natural gas) • Delaware
AMENDED AND RESTATED AGREEMENT AND PLAN OF MERGER BY AND AMONG SEMGROUP, L.P., SEMGROUP SUBSIDIARY HOLDING, L.L.C., TMG ACQUISITION COMPANY AND TRANSMONTAIGNE INC. DATED AS OF MAY 22, 2006Agreement and Plan of Merger • May 24th, 2006 • Transmontaigne Inc • Pipe lines (no natural gas) • Delaware
AMENDED AND RESTATED AGREEMENT AND PLAN OF MERGER (“Agreement”), dated as of May 22, 2006, by and among SemGroup, L.P., an Oklahoma limited partnership (“SemGroup LP”), SemGroup Subsidiary Holding, L.L.C., a Delaware limited liability company (“Parent”), TMG Acquisition Company, a Delaware corporation and a wholly-owned subsidiary of Parent (“Merger Co”), and TransMontaigne Inc., a Delaware corporation (the “Company”). Certain capitalized terms have the meanings given to such terms in Section 9.03.
FIRST AMENDED AND RESTATED INVENTORY AND ACCOUNTS SECURITY AGREEMENT By TRANSMONTAIGNE INC. as Borrower and THE GUARANTORS PARTY HERETO and UBS AG, STAMFORD BRANCH as Collateral AgentInventory and Accounts Security Agreement • July 22nd, 2003 • Transmontaigne Inc • Pipe lines (no natural gas) • New York
FIRST AMENDED AND RESTATED INVENTORY AND ACCOUNTS SECURITY AGREEMENT (the “Agreement”), dated as of June 25, 2003, made by TRANSMONTAIGNE INC., a Delaware corporation (the “Borrower”), and THE GUARANTORS LISTED ON THE SIGNATURE PAGES HERETO (the “Original Guarantors”) OR FROM TIME TO TIME PARTY HERETO BY EXECUTION OF A JOINDER AGREEMENT (the “Additional Guarantors” and, together with the “Original Guarantors”, the “Guarantors”), as pledgors, assignors and debtors (the Borrower, together with the Guarantors in such capacities and together with any successors in such capacities, the “Pledgors,” and each, a “Pledgor”), in favor of UBS AG, STAMFORD BRANCH, in its capacity as collateral agent pursuant to the Credit Agreement (as hereinafter defined), as pledgee, assignee and secured party (in such capacities and together with any successors in such capacities, the “Collateral Agent”).
EXHIBIT BSale of Common Stock Agreement • July 3rd, 2002 • Transmontaigne Inc • Pipe lines (no natural gas)
PREFERRED STOCK RECAPITALIZATION AGREEMENTPreferred Stock Recapitalization Agreement • July 15th, 2002 • Transmontaigne Inc • Pipe lines (no natural gas) • New York
This PREFERRED STOCK RECAPITALIZATION AGREEMENT is dated as of June 27, 2002, between TransMontaigne Inc., a Delaware corporation (the “Company”), and the Investor listed on the signature page of this Agreement (the “Investor”).
ContractRegistration Rights Agreement • July 15th, 2002 • Transmontaigne Inc • Pipe lines (no natural gas) • New York
AMENDED AND RESTATED LOUIS DREYFUS CORPORATION REGISTRATION RIGHTS AGREEMENT (this “Agreement”) dated as of June 27, 2002, between TransMontaigne Inc., a Delaware corporation (the “Company”), and Louis Dreyfus Corporation, a New York corporation (“LDC”).
AGREEMENT AND PLAN OF MERGER BY AND AMONG SEMGROUP, L.P., SEMGROUP SUBSIDIARY HOLDING, L.L.C., TMG ACQUISITION COMPANY AND TRANSMONTAIGNE INC. DATED AS OF MARCH 27, 2006Merger Agreement • March 29th, 2006 • Transmontaigne Inc • Pipe lines (no natural gas) • Delaware
AGREEMENT AND PLAN OF MERGER ("Agreement"), dated as of March 27, 2006, by and among SemGroup, L.P., an Oklahoma limited partnership ("SemGroup LP"), SemGroup Subsidiary Holding, L.L.C., a Delaware limited liability company ("Parent"), TMG Acquisition Company, a Delaware corporation and a wholly-owned subsidiary of Parent ("Merger Co"), and TransMontaigne Inc., a Delaware corporation (the "Company"). Certain capitalized terms have the meanings given to such terms in Section 9.03.
EXHIBIT 10.2 TRANSMONTAIGNE INC. TRANSMONTAIGNE PRODUCT SERVICES INC. TRANSMONTAIGNE PRODUCT SERVICES MIDWEST INC. TRANSMONTAIGNE TRANSPORTATION SERVICES INC. TRANSMONTAIGNE PIPELINE INC. TRANSMONTAIGNE TERMINALING INC. BEAR PAW ENERGY INC. 2750...Credit Agreement • November 15th, 1999 • Transmontaigne Inc • Crude petroleum & natural gas • Massachusetts
