AMENDED AND RESTATED REVOLVING CREDIT AND GUARANTY AGREEMENT dated as of October 7, 2014 among PHILADELPHIA ENERGY SOLUTIONS REFINING AND MARKETING LLC, as Borrower, and THE OTHER LOAN PARTIES PARTY HERETO, as Loan Parties, THE LENDERS PARTY HERETO...Assignment and Assumption • May 28th, 2015 • Philadelphia Energy Solutions Inc. • Petroleum refining • New York
This AMENDED AND RESTATED REVOLVING CREDIT AND GUARANTY AGREEMENT (this “Agreement”) dated as of October 7, 2014, among PHILADELPHIA ENERGY SOLUTIONS REFINING AND MARKETING LLC, a Delaware limited liability company (the “Borrower”), the Guarantors (such term and each other capitalized term used but not defined herein having the meaning given to it in Article I), the Lenders party hereto from time to time, BANK OF AMERICA, N.A. (“BANA”), as sole lead arranger and sole bookrunner (in such capacities, the “Lead Arranger”), BANA, as swingline lender (in such capacity, “Swingline Lender”), BANA, and JPMORGAN CHASE BANK, N.A. (“JPMorgan”), as issuing banks (in such capacity, “Issuing Banks”) and BANA, as administrative agent (in such capacity, “Administrative Agent”) for the Lenders, the Secured Parties and Issuing Banks and as collateral agent for the Lenders, the Secured Parties and Issuing Banks (in such capacity, the “Collateral Agent”).
AMENDMENT No. 1 to AMENDED AND RESTATED SUPPLY AND OFFTAKE AGREEMENTSupply and Offtake Agreement • May 28th, 2015 • Philadelphia Energy Solutions Inc. • Petroleum refining • New York
This AMENDMENT No. 1 to AMENDED AND RESTATED SUPPLY AND OFFTAKE AGREEMENT (this “Amendment”), dated as of April 14, 2015, is entered into by and among PHILADELPHIA ENERGY SOLUTIONS REFINING AND MARKETING LLC, a Delaware limited liability company (“PESRM”), PES ADMINISTRATIVE SERVICES, LLC, a Delaware limited liability company (“PESA”), and MERRILL LYNCH COMMODITIES, INC., a Delaware corporation (“MLC”).
TERM LOAN AGREEMENT among PHILADELPHIA ENERGY SOLUTIONS REFINING AND MARKETING LLC, as Borrower, The Several Lenders from Time to Time Parties Hereto, and JPMORGAN CHASE BANK, N.A., as Administrative Agent Dated as of April 4, 2013 J.P. MORGAN...Intercreditor Agreement • May 28th, 2015 • Philadelphia Energy Solutions Inc. • Petroleum refining • New York
TERM LOAN AGREEMENT (this “Agreement”), dated as of April 4, 2013, among PHILADELPHIA ENERGY SOLUTIONS REFINING AND MARKETING LLC, a Delaware limited liability company (the “Borrower”), the several banks and other financial institutions or entities from time to time parties to this Agreement (the “Lenders”) and JPMORGAN CHASE BANK, N.A., as administrative agent.
EXECUTIVE SEVERANCE AGREEMENTExecutive Severance Agreement • May 28th, 2015 • Philadelphia Energy Solutions Inc. • Petroleum refining • Pennsylvania
This Executive Severance Agreement (“Agreement”) is made effective as of January 26, 2015 (“Effective Date”), by and between Philadelphia Energy Solutions LLC, a Delaware limited liability company (the “Company”), and [ ] (“Executive”).
EMPLOYMENT AGREEMENTEmployment Agreement • May 28th, 2015 • Philadelphia Energy Solutions Inc. • Petroleum refining • Pennsylvania
outstanding loan balance until the loan has been fully-satisfied. · One-half of the amount of each bonus Employee becomes entitled to receive pursuant to Section 3.2 or 3.3 of the Employment Agreement will be withheld and applied to the outstanding loan balance until the loan has been fully-satisfied. · Entire outstanding loan balance accelerates and becomes immediately due upon termination of Employee’s employment for any reason, Employee’s default on the terms of the Promissory Note or the consummation of an initial public offering.
