RESTRICTED UNIT AGREEMENTRestricted Unit Agreement • February 11th, 2010 • Genesis Energy Lp • Wholesale-petroleum bulk stations & terminals • Delaware
This RESTRICTED UNIT AGREEMENT (this “Agreement”) is made as of February 5, 2010 (the “Effective Date”), between GENESIS ENERGY, LLC, a Delaware limited liability company (the “Company”), and Grant E. Sims, (the “Principal”). Capitalized terms used in this Agreement but not defined in the body hereof are defined in Exhibit A.
CLASS B AGREEMENT (Sims)Class B Agreement • February 11th, 2010 • Genesis Energy Lp • Wholesale-petroleum bulk stations & terminals • Texas
This Class B Agreement (Sims) (the “Agreement”) made February 5, 2010 by and among Denbury Resources Inc. (“Denbury”), Denbury Gathering & Marketing, Inc. (“DGM”), Grant E. Sims (the “Subject Member”) and Genesis Energy, LLC (“Genesis GP”) (Denbury, DGM, the Subject Member and Genesis GP are collectively referred to herein as the “Parties,” and sometimes individually as a “Party”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • February 11th, 2010 • Genesis Energy Lp • Wholesale-petroleum bulk stations & terminals • Texas
This Registration Rights Agreement (this “Agreement”) dated as of February 5, 2010, (the “Closing Date”) is by and among Genesis Energy, L.P., a Delaware limited partnership (the “Partnership”), Denbury Resources Inc., a Delaware corporation (“Parent”), Denbury Gathering & Marketing, Inc., a Delaware corporation (“DGM,” and together with Parent, the “Selling Parties”), and Denbury Onshore, LLC, a Delaware limited liability company which is a subsidiary of Parent and an Affiliate of DGM (“Onshore,” and together with DGM, the “Unitholders,” and each being a “Unitholder”).
WAIVER AGREEMENTWaiver Agreement • February 11th, 2010 • Genesis Energy Lp • Wholesale-petroleum bulk stations & terminals • Texas
This WAIVER AGREEMENT (this “Agreement”) is being entered into by and among Grant E. Sims (the “Executive”), Genesis Energy, LLC, a Delaware limited liability company (“Genesis”), and Q Genesis Acquisition, LLC, a Delaware limited liability company (“Q Genesis Acquisition”), in order to further the mutually desired terms and conditions set forth herein:
AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF GENESIS ENERGY, LLC a Delaware limited liability company FEBRUARY 5, 2010Limited Liability Company Agreement • February 11th, 2010 • Genesis Energy Lp • Wholesale-petroleum bulk stations & terminals • Delaware
This AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF GENESIS ENERGY, LLC, a Delaware limited liability company, dated as of February 5, 2010 (the “Effective Date”), is adopted, executed and agreed to, for good and valuable consideration, by the Members (as defined below).
SECOND AMENDMENT TO FIRST AMENDED AND RESTATED CREDIT AGREEMENT dated as of February 5, 2010 among GENESIS CRUDE OIL, L.P., as the Borrower, GENESIS ENERGY, L.P., as the Parent, and the Lenders Party HeretoCredit Agreement • February 11th, 2010 • Genesis Energy Lp • Wholesale-petroleum bulk stations & terminals • New York
THIS SECOND AMENDMENT TO FIRST AMENDED AND RESTATED CREDIT AGREEMENT (this “Second Amendment”) dated as of February 5, 2010, is by and among GENESIS CRUDE OIL, L.P., a Delaware limited partnership (the “Borrower”), GENESIS ENERGY, L.P., a Delaware limited partnership (the “Parent”), FORTIS CAPITAL CORP., as administrative agent (in such capacity, together with its successors in such capacity, the “Administrative Agent”) for the lenders party to the Credit Agreement referred to below (collectively, the “Lenders”), and the undersigned Lenders.
RESTRICTED UNIT AGREEMENTRestricted Unit Agreement • February 11th, 2010 • Genesis Energy Lp • Wholesale-petroleum bulk stations & terminals • Delaware
This RESTRICTED UNIT AGREEMENT (this “Agreement”) is made as of February 5, 2010 (the “Effective Date”), between GENESIS ENERGY, LLC, a Delaware limited liability company (the “Company”), and Karen Pape, (the “Principal”). Capitalized terms used in this Agreement but not defined in the body hereof are defined in Exhibit A.
CLASS B AGREEMENT (Deere)Class B Agreement • February 11th, 2010 • Genesis Energy Lp • Wholesale-petroleum bulk stations & terminals • Texas
This Class B Agreement (Deere) (the “Agreement”) made February 5, 2010 by and among Denbury Resources Inc. (“Denbury”), Denbury Gathering & Marketing, Inc. (“DGM”), Robert V. Deere (the “Subject Member”) and Genesis Energy, LLC (“Genesis GP”) (Denbury, DGM, the Subject Member and Genesis GP are collectively referred to herein as the “Parties,” and sometimes individually as a “Party”).
