0001140361-06-005483 Sample Contracts

FOURTH AMENDMENT TO PURCHASE, SALE AND SERVICE AGREEMENT FOR PROPANE/BUTANE MIX KING RANCH GAS PLANT
Sale and Service Agreement • April 6th, 2006 • Penn Octane Corp • Wholesale-petroleum & petroleum products (no bulk stations)

This Fourth Amendment to Purchase, Sale and Service Agreement for Propane/Butane Mix (“Fourth Amendment”) is made and entered into, effective March 1, 2006, by and between, ExxonMobil Gas & Power Marketing Company (“EMGPM”), a division of Exxon Mobil Corporation, a New Jersey corporation, and Penn Octane Corporation (“POC”), a Delaware corporation.

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Amendment No. 1 To Purchase and Sale Agreement Between PENN OCTANE CORPORATION And TRANSMONTAIGNE PRODUCT SERVICES INC.
Purchase and Sale Agreement • April 6th, 2006 • Penn Octane Corp • Wholesale-petroleum & petroleum products (no bulk stations)

Penn Octane Corporation and TransMontaigne Product Services Inc. entered into a Purchase and Sale Agreement dated August 15, 2005 (“Agreement”). In consideration of the mutual benefits accruing and expected to accrue under this amendment, the undersigned, being the authorized representatives of the parties to the Agreement, agree to amend and modify the Agreement, effective January 1, 2006, as follows:

Amendment No. 1 To Purchase and Sale Agreement Between RIO VISTA OPERATING PARTNERSHIP L.P., PENN OCTANE INTERNATIONAL, LLC And TRANSMONTAIGNE PRODUCT SERVICES INC.
Penn Octane Corp • April 6th, 2006 • Wholesale-petroleum & petroleum products (no bulk stations)

Rio Vista Operating Partnership L.P., Penn Octane International, LLC, and TrnasMontaigne Product Services Inc. entered into a Purchase and Sale Agreement dated August 15, 2005 (“Agreement”). In consideration of the mutual benefits accruing and expected to accrue under this amendment, the undersigned, being the authorized representatives of the parties to the Agreement, agree to amend and modify the Agreement, effective January 1, 2006, as follows:

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