EXHIBIT 10.20 AGREEMENT TO EXTEND DISTRIBUTION SUPPORTDistribution Agreement • March 26th, 1998 • Eott Energy Partners Lp • Wholesale-petroleum bulk stations & terminals • Texas
235,000,000 11% Senior Notes due 2009Underwriting Agreement • October 1st, 1999 • Eott Energy Partners Lp • Wholesale-petroleum bulk stations & terminals
RECITALS:Administrative Services Agreement • August 14th, 2001 • Eott Energy Partners Lp • Wholesale-petroleum bulk stations & terminals
RECITALSSettlement Agreement • November 15th, 2002 • Eott Energy Partners Lp • Wholesale-petroleum bulk stations & terminals • New York
AGREEMENT OFLimited Partnership Agreement • November 14th, 2001 • Eott Energy Partners Lp • Wholesale-petroleum bulk stations & terminals • Delaware
EXHIBIT 10.7 EXECUTION COPY AMENDED AND RESTATED RECEIVABLES PURCHASE AGREEMENT This AMENDED AND RESTATED RECEIVABLES PURCHASE AGREEMENT (the "Agreement"), dated as of October 18, 2002, by and among (1) EOTT Energy Operating Limited Partnership (the...Receivables Purchase Agreement • November 15th, 2002 • Eott Energy Partners Lp • Wholesale-petroleum bulk stations & terminals • New York
DEBTOR IN POSSESSION TERM LOAN AGREEMENT dated as of October 18, 2002Term Loan Agreement • November 15th, 2002 • Eott Energy Partners Lp • Wholesale-petroleum bulk stations & terminals • New York
RECITALSReorganization Agreement • August 30th, 2001 • Eott Energy Partners Lp • Wholesale-petroleum bulk stations & terminals • Delaware
RECITALSSupport Agreement • November 16th, 1998 • Eott Energy Partners Lp • Wholesale-petroleum bulk stations & terminals • Texas
CERTAIN HOLDERS OF THE COMPANY'S 11% SENIOR NOTES DUE 2009 ("HOLDERS") dated as of October 7, 2002Restructuring Agreement • November 15th, 2002 • Eott Energy Partners Lp • Wholesale-petroleum bulk stations & terminals • New York
WITNESSETH:Executive Employment Agreement • March 26th, 2001 • Eott Energy Partners Lp • Wholesale-petroleum bulk stations & terminals • Texas
EXHIBIT 3.15 AMENDMENT NO. 1 TO LIMITED LIABILITY COMPANY AGREEMENT OF EOTT ENERGY GENERAL PARTNER, L.L.C. THIS AMENDMENT NO. 1 TO LIMITED LIABILITY COMPANY AGREEMENT OF EOTT ENERGY GENERAL PARTNER, L.L.C. (this "Amendment"), dated as of August 29,...Limited Liability Company Agreement • November 14th, 2001 • Eott Energy Partners Lp • Wholesale-petroleum bulk stations & terminals • Delaware
EXHIBIT 10.4Letter of Credit Agreement • November 15th, 2002 • Eott Energy Partners Lp • Wholesale-petroleum bulk stations & terminals
Page 1- 2 do no act which would injure Employer's business, its interests, or its reputation. Employee agrees to be in compliance with the policies and procedures as described and contained in the EOTT Energy Corp. and Enron Corp. Code of Ethics booklets.Executive Employment Agreement • March 26th, 2001 • Eott Energy Partners Lp • Wholesale-petroleum bulk stations & terminals • Texas
EXHIBIT 10.31 SECOND AMENDMENT AGREEMENT This Second Amendment Agreement (this "Amendment") dated as of August 11, 1999, is among EOTT Energy Operating Limited Partnership ("Borrower") and Enron Corp. ("Lender") under the Amended and Restated Term...Term Credit Agreement • August 16th, 1999 • Eott Energy Partners Lp • Wholesale-petroleum bulk stations & terminals • Texas
RECITALSCredit Agreement • March 26th, 1997 • Eott Energy Partners Lp • Wholesale-petroleum bulk stations & terminals • Texas
1 EXHIBIT 10.26 FIRST AMENDMENT AGREEMENT This First Amendment Agreement (this "Amendment") dated as of March 17, 1999, is among EOTT Energy Operating Limited Partnership ("Borrower") and Enron Corp. ("Lender") under the Amended and Restated Credit...First Amendment Agreement • March 30th, 1999 • Eott Energy Partners Lp • Wholesale-petroleum bulk stations & terminals • Texas
RECITALSCredit Agreement • March 26th, 1997 • Eott Energy Partners Lp • Wholesale-petroleum bulk stations & terminals • Texas
January 9, 2002Crude Oil Supply and Terminalling Agreement • May 31st, 2002 • Eott Energy Partners Lp • Wholesale-petroleum bulk stations & terminals
EXHIBIT 10.30 SECOND AMENDMENT AGREEMENT This Second Amendment Agreement (this "Amendment") dated as of August 11, 1999, is among EOTT Energy Operating Limited Partnership ("Borrower") and Enron Corp. ("Lender") under the Amended and Restated Credit...Credit Agreement • August 16th, 1999 • Eott Energy Partners Lp • Wholesale-petroleum bulk stations & terminals • Texas
WITNESSETH:Executive Employment Agreement • March 26th, 1997 • Eott Energy Partners Lp • Wholesale-petroleum bulk stations & terminals • Texas
EXHIBIT 10.6 EXECUTION COPY AMENDED AND RESTATED COMMODITIES REPURCHASE AGREEMENT This AMENDED and RESTATED COMMODITIES REPURCHASE AGREEMENT (this "Agreement"), dated as of October 18, 2002, by and among (1) EOTT Energy Operating Limited Partnership...Commodities Repurchase Agreement • November 15th, 2002 • Eott Energy Partners Lp • Wholesale-petroleum bulk stations & terminals • New York
LIMITED LIABILITY COMPANY AGREEMENT OF EOTT ENERGY GENERAL PARTNER, L.L.C. A DELAWARE LIMITED LIABILITY COMPANYLimited Liability Company Agreement • November 14th, 2001 • Eott Energy Partners Lp • Wholesale-petroleum bulk stations & terminals • Delaware
EXHIBIT 10.22 TOLL CONVERSION AGREEMENT This Toll Conversion Agreement dated as of June 29, 2001 (this "Agreement"), is made between ENRON GAS LIQUIDS, INC., a Delaware corporation ("EGLI"), and EOTT ENERGY LIQUIDS, L.P., a Delaware limited...Toll Conversion Agreement • June 24th, 2002 • Eott Energy Partners Lp • Wholesale-petroleum bulk stations & terminals • Texas
1 EXHIBIT 3.4 AMENDMENT NO. 3 TO AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF EOTT ENERGY PARTNERS, L.P. THIS AMENDMENT NO. 3 TO AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF EOTT ENERGY PARTNERS, L.P. (this "Amendment"), dated...Amendment No. 3 to Amended and Restated Agreement of Limited Partnership • March 26th, 1997 • Eott Energy Partners Lp • Wholesale-petroleum bulk stations & terminals • Delaware
1 EXHIBIT 99.1 RECAPITALIZATION AGREEMENT THIS RECAPITALIZATION AGREEMENT (this "Agreement") is being entered into as of this 6th day of September, 2001 by and among EOTT Energy Partners, L.P., a Delaware limited partnership ("EOTT"), EOTT Energy...Recapitalization Agreement • September 7th, 2001 • Eott Energy Partners Lp • Wholesale-petroleum bulk stations & terminals • Delaware
MONT BELVIEU STORAGE CAPACITY PURCHASE AGREEMENT BY AND BETWEEN EOTT ENERGY LIQUIDS, L.P. AND ENRON GAS LIQUIDS, INC.Mont Belvieu Storage Capacity Purchase Agreement • June 24th, 2002 • Eott Energy Partners Lp • Wholesale-petroleum bulk stations & terminals • Texas
EXHIBIT 10.1 Standard Chartered Bank, as Administrative Agent, L/C Issuer and Lender under and as defined in the Reimbursement Agreement (as defined below) 1285 Avenue of the Americas New York NY 10019Limited Forbearance • August 14th, 2002 • Eott Energy Partners Lp • Wholesale-petroleum bulk stations & terminals • New York
1 EXHIBIT 3.6 AMENDMENT NO. 5 TO AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF EOTT ENERGY PARTNERS, L.P. THIS AMENDMENT NO. 5 TO AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF EOTT ENERGY PARTNERS, L.P. (this "Amendment"), dated...Amendment No. 5 to Amended and Restated Agreement of Limited Partnership • March 30th, 1999 • Eott Energy Partners Lp • Wholesale-petroleum bulk stations & terminals • Delaware
1 EXHIBIT 3.5 AMENDMENT NO. 4 TO AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF EOTT ENERGY PARTNERS, L.P. THIS AMENDMENT NO. 4 TO AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF EOTT ENERGY PARTNERS, L.P. (this "Amendment"), dated...Amendment No. 4 to Amended and Restated Agreement of Limited Partnership • March 30th, 1999 • Eott Energy Partners Lp • Wholesale-petroleum bulk stations & terminals • Delaware
EXHIBIT 10.1 STANDARD CHARTERED BANK, as Administrative Agent, L/C Issuer and Lender under and as defined in the Reimbursement Agreement (as defined below) 1285 Avenue of the Americas New York NY 10019Limited Forbearance and First Amendment • November 15th, 2002 • Eott Energy Partners Lp • Wholesale-petroleum bulk stations & terminals • New York
SECOND AMENDED AND RESTATED REIMBURSEMENT, LOAN AND SECURITY AGREEMENTReimbursement, Loan and Security Agreement • May 31st, 2002 • Eott Energy Partners Lp • Wholesale-petroleum bulk stations & terminals
EXHIBIT 10.32 STANDARD CHARTERED TRADE SERVICES CORPORATION 1285 Avenue of the Americas, 14th Floor New York, New York 10019 April 23, 2002 EOTT Energy Operating Limited Partnership 2000 W. Sam Houston Parkway, Suite 400 Houston, Texas 77042 Re:...Commodity Repurchase Agreement and Receivable(s) Purchase Agreement • May 31st, 2002 • Eott Energy Partners Lp • Wholesale-petroleum bulk stations & terminals • New York
7 WORLD TRADE CENTER NEW YORK, NEW YORK 10048 UNITED STATES OF AMERICA February 28, 1998 EOTT Energy Operating Limited Partnership 1330 Post Oak Boulevard Suite 2700 Houston, Texas 77056 Attention: Ms. Susan Ralph Dear Ms. Ralph, RE: COMMODITY...Commodity Repurchase Agreement • May 31st, 2002 • Eott Energy Partners Lp • Wholesale-petroleum bulk stations & terminals
RECITALSCredit Agreement • March 26th, 1997 • Eott Energy Partners Lp • Wholesale-petroleum bulk stations & terminals • Texas
