0001047469-04-029720 Sample Contracts

AMENDMENT NO. 2 TO PARTICIPATION AND LOAN AND SECURITY AGREEMENT
Participation and Loan and Security Agreement • September 27th, 2004 • K-Sea Transportation Partners Lp • Water transportation

THIS AMENDMENT NO. 2, dated as of August 11, 2004 ("Amendment No. 2"), to the Participation and Loan and Security Agreement entered into as of January 14, 2004 as amended by an Amendment No. 1 thereto dated January 29, 2004 (as so amended, the "Original Loan Agreement"), by and among THE CIT GROUP/EQUIPMENT FINANCING, INC., a Delaware corporation ("CIT"), for itself as Lender and as Collateral Agent for Lenders, KEYBANK N.A., a national banking association ("KeyBank," and together with CIT, the "Lenders"), for itself as lender and as Administrative Agent for Lenders, and K-SEA OPERATING PARTNERSHIP L.P., a Delaware limited partnership ("Borrower"), as borrower, with its principal place of business at 3245 Richmond Terrace, Staten Island, New York 10303-0003. In consideration of the mutual agreements contained herein, the parties hereto agree as follows:

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AMENDMENT NO. 1 TO LOAN AND SECURITY AGREEMENT
Loan and Security Agreement • September 27th, 2004 • K-Sea Transportation Partners Lp • Water transportation

THIS AMENDMENT NO. 1 to the Loan and Security Agreement entered into as of January 29, 2004 (as amended prior to the date hereof "the Original Agreement"), between K-SEA OPERATING PARTNERSHIP L.P., a Delaware limited partnership ("Borrower"), and THE CIT GROUP/EQUIPMENT FINANCING, INC., a Delaware corporation ("CIT"), as Lender.

AMENDMENT NO. 1 TO LOAN AGREEMENT
Loan Agreement • September 27th, 2004 • K-Sea Transportation Partners Lp • Water transportation

THIS AMENDMENT NO. 1 (this "Amendment No. 1"), dated as of August 18, 2004, is among K-SEA OPERATING PARTNERSHIP L.P., a Delaware limited partnership ("Borrower"), and CITIZENS LEASING CORPORATION, a Rhode Island corporation ("Lender") as Lender. All capitalized terms not defined herein shall have the meanings assigned to such terms in the Loan Agreement (defined below).

LOAN AGREEMENT Dated as of May 28, 2004 Among K-SEA OPERATING PARTNERSHIP L.P. (as the Borrower) AND CITIZENS LEASING CORPORATION (as the Lender)
Loan Agreement • September 27th, 2004 • K-Sea Transportation Partners Lp • Water transportation

This LOAN AGREEMENT (this "Agreement"), is made as of May 28, 2004, by and between K-SEA OPERATING PARTNERSHIP L.P., a Delaware limited partnership (the "Borrower"), and CITIZENS LEASING CORPORATION, a Rhode Island corporation, (the "Lender").

AMENDMENT NO. 1 TO PARTICIPATION AND LOAN AND SECURITY AGREEMENT
Participation and Loan and Security Agreement • September 27th, 2004 • K-Sea Transportation Partners Lp • Water transportation

THIS AMENDMENT NO. 1, dated as of January 29, 2004 ("Amendment No. 1"), to the Participation and Loan and Security Agreement entered into as of January 14, 2004 ("Original Loan Agreement"), by and among THE CIT GROUP EQUIPMENT FINANCING, INC., a Delaware corporation ("CIT"), for itself as Lender and as Collateral Agent for Lenders, KEYBANK N.A., a national banking association ("KeyBank," and together with CIT, the "Lenders"), for itself as Lender and as Administrative Agent for Lenders, and K-SEA OPERATING PARTNERSHIP L.P., a Delaware limited partnership ("Borrower"), as borrower, with its principal place of business at 3245 Richmond Terrace, Staten Island, New York 10303-0003. In consideration of the mutual agreements contained herein, the parties hereto agree as follows:

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