REGISTRATION RIGHTS AGREEMENT AMONG PACIFIC ENERGY PARTNERS, L. P., PACIFIC ENERGY FINANCE CORPORATION, THE GUARANTORS AND THE INITIAL PURCHASERS Dated: September 23, 2005Registration Rights Agreement • September 28th, 2005 • Pacific Energy Partners Lp • Crude petroleum & natural gas • New York
Pacific Energy Partners, L.P., a Delaware limited partnership (the “Partnership”), Pacific Energy Finance Corporation, a Delaware corporation (“Finance Corp.” and together with the Partnership, the “Issuers”), and the Guarantors listed on the signature page hereto (the “Guarantors”), propose to issue and sell to you (the “Initial Purchasers”), upon the terms set forth in a purchase agreement dated September 15, 2005 (the “Purchase Agreement”), $150,000,000 aggregate principal amount of their 6 ¼ % Senior Notes due 2015 (the “Initial Securities”). The Initial Securities will be issued pursuant to an Indenture, to be dated as of the date hereof (the “Indenture”), among the Issuers, the Guarantors and Wells Fargo Bank, N.A. as trustee (the “Trustee”). The Issuers and the Guarantors are collectively referred to herein as the “Company.” To satisfy a condition to the obligations of the Initial Purchasers under the Purchase Agreement, the Issuers agree with the Initial Purchasers, for the ben
PACIFIC ENERGY PARTNERS, L.P., PACIFIC ENERGY FINANCE CORPORATION AND THE GUARANTORS NAMED ON THE SIGNATURE PAGE HEREOFIndenture • September 28th, 2005 • Pacific Energy Partners Lp • Crude petroleum & natural gas • New York
This Indenture, dated as of September 23, 2005, is among Pacific Energy Partners, L.P., a Delaware limited partnership (the “Company”), Pacific Energy Finance Corporation, a Delaware corporation (“Finance Corp.” and, together with the Company, the “Issuers”), the guarantors listed on the signature page hereof (each, a “Guarantor” and, collectively, the “Guarantors”) and Wells Fargo Bank, National Association, a national banking association, as trustee (the “Trustee”).
