CONTRIBUTION, CONVEYANCE AND ASSUMPTION AGREEMENTContribution, Conveyance and Assumption Agreement • November 21st, 2016 • Tesoro Corp /New/ • Petroleum refining • Texas
This Contribution, Conveyance and Assumption Agreement (this “Agreement”), effective as of November 21, 2016 (the “Effective Date”), is by and among Tesoro Logistics LP, a Delaware limited partnership (the “Partnership”), Tesoro Logistics GP, LLC, a Delaware limited liability company and the general partner of the Partnership (the “General Partner”), Tesoro Logistics Operations LLC, a Delaware limited liability company (the “Operating Company”), Tesoro Corporation, a Delaware corporation (“Tesoro”), and Tesoro Refining & Marketing Company LLC, a Delaware limited liability company (“TRMC”). The above-named entities are sometimes referred to in this Agreement individually as a “Party” and collectively as the “Parties.”
Amendment No. 2 to First Amended and Restated Agreement of Limited Partnership of Tesoro Logistics LPPartnership Agreement • November 21st, 2016 • Tesoro Corp /New/ • Petroleum refining • Delaware
This Amendment No. 2 (this “Amendment”), dated November 21, 2016, to the First Amended and Restated Agreement of Limited Partnership of Tesoro Logistics LP (the “Partnership”), dated as of April 26, 2011 (and as amended to the date hereof, the “Partnership Agreement”), is entered into and effectuated by Tesoro Logistics GP, LLC, a Delaware limited liability company (the “General Partner”), in its capacity as general partner of the Partnership and as the holder of all of the Outstanding Incentive Distribution Rights. Capitalized terms used but not defined herein are used as defined in the Partnership Agreement.
AVON MARINE TERMINAL USE AND THROUGHPUT AGREEMENTAvon Marine Terminal Use and Throughput Agreement • November 21st, 2016 • Tesoro Corp /New/ • Petroleum refining • Texas
This AVON MARINE TERMINAL USE AND THROUGHPUT AGREEMENT (the “Agreement”) is dated as of the Commencement Date (defined below in Section 1), by and between Tesoro Logistics Operations LLC, a Delaware limited liability company (“Operator”), and for purposes of Section 22(a) only, Tesoro Logistics GP, LLC, a Delaware limited liability company (“General Partner”) and Tesoro Logistics LP, a Delaware limited partnership (“Partnership”), on the one hand, and Tesoro Refining & Marketing Company LLC, a Delaware limited liability company (“Customer”), on the other hand.
SUBLEASESublease • November 21st, 2016 • Tesoro Corp /New/ • Petroleum refining
This Sublease (“Sublease”), dated as of the ___ day of _________, 20__, is made by and between Tesoro Refining & Marketing Company LLC, a Delaware limited liability company (“Sublessor”), and Tesoro Logistics Operations LLC, a Delaware limited liability company (“Sublessee”) with reference to the following:
MARTINEZ STORAGE SERVICES AGREEMENTStorage Services Agreement • November 21st, 2016 • Tesoro Corp /New/ • Petroleum refining • Texas
This Martinez Storage Services Agreement (the “Agreement”) is effective as of the Commencement Date (as defined below), by and between Tesoro Refining & Marketing Company LLC, a Delaware limited liability company (“TRMC”), Tesoro Logistics Operations LLC, a Delaware limited liability company (“TLO”), and for purposes of Section 25(a) only, Tesoro Logistics GP, LLC, a Delaware limited liability company (the “General Partner”), and Tesoro Logistics LP, a Delaware limited partnership (the “Partnership”).
