FORM OF CONTRIBUTION AND CONVEYANCE AGREEMENTContribution and Conveyance Agreement • May 17th, 2002 • Pacific Energy Partners Lp • Crude petroleum & natural gas • Delaware
This Contribution and Conveyance Agreement (this "Agreement") dated effective as of 12:01 a.m. Eastern Standard Time on , 2002 (the "Effective Time"), is entered into by and among ANSCHUTZ RANCH EAST PIPELINE, INC., a Utah corporation ("Ranch East"), ANSCHUTZ RANCH EAST PIPELINE LLC, a Delaware limited liability company ("Ranch LLC"), THE ANSCHUTZ CORPORATION, a Kansas corporation ("TAC"), PPS HOLDING COMPANY, a Delaware Corporation ("Holding"), PACIFIC ENERGY GP, INC., a Delaware corporation ("GP Inc.") PACIFIC ENERGY PARTNERS, L.P., a Delaware limited partnership (the "MLP"), PACIFIC ENERGY GROUP LLC, a Delaware limited liability company ("PEG"), ROCKY MOUNTAIN PIPELINE SYSTEM LLC, a Delaware limited liability company ("Rocky Mountain LLC"), PACIFIC PIPELINE SYSTEM LLC, a Delaware limited liability company ("PPS"), and RANCH PIPELINE LLC, a Delaware limited liability company ("Frontier LLC").
FORM OF OMNIBUS AGREEMENT among THE ANSCHUTZ CORPORATION PACIFIC ENERGY GP, INC. PACIFIC ENERGY GROUP LLC and PACIFIC ENERGY PARTNERS, L.P.Omnibus Agreement • May 17th, 2002 • Pacific Energy Partners Lp • Crude petroleum & natural gas
THIS OMNIBUS AGREEMENT is entered into on, and effective as of, the Closing Date, among The Anschutz Corporation, a Kansas corporation ("Anschutz"), Pacific Energy GP, Inc., a Delaware corporation (including any permitted successors and assigns under the MLP Agreement (as defined herein), the "General Partner"), for itself and on behalf of the MLP in its capacity as general partner, Pacific Energy Group LLC, a Delaware limited liability company (the "OLLC"), and Pacific Energy Partners, L.P., a Delaware limited partnership (the "MLP").
FORM OF CONTRIBUTION AGREEMENTForm of Contribution Agreement • May 17th, 2002 • Pacific Energy Partners Lp • Crude petroleum & natural gas • Delaware
This Contribution Agreement (this "Agreement") dated effective as of 12:01 a.m. Eastern Standard Time on , 2002 (the "Effective Time"), is entered into by and among PPS HOLDING COMPANY, a Delaware corporation ("Holding"), PACIFIC ENERGY GP, INC., a Delaware corporation ("GP Inc."), THE ANSCHUTZ CORPORATION, a Kansas corporation ("TAC"), PACIFIC ENERGY PARTNERS, L.P., a Delaware limited partnership (the "MLP"), ANSCHUTZ RANCH EAST PIPELINE LLC, a Delaware limited liability company ("Ranch LLC"), and PACIFIC TERMINALS LLC, a Delaware limited liability company ("Terminals").
