NONCOMPETITION AGREEMENTNoncompetition Agreement • November 5th, 2012 • Martin Midstream Partners Lp • Wholesale-petroleum bulk stations & terminals • Texas
This Noncompetition Agreement (“Agreement”), dated as of October 2, 2012 (the “Closing Date”), but effective as of 12:01 A.M. Central Time, October 1, 2012 (the “Effective Time”), is by and among Martin Operating Partnership L.P., a Delaware limited partnership (the “Buyer”), Cross Oil Refining & Marketing, Inc., a Delaware corporation (the “Seller”), and Martin Resource Management Corporation, a Texas corporation (the “Guarantor”, and together with the Seller, the “Selling Parties”). Capitalized terms used herein, but not otherwise defined shall have the meaning ascribed to such terms in the Asset Purchase Agreement, dated of even date herewith (the “Asset Purchase Agreement”), by and among the Buyer, the Seller, the Guarantor and Martin Midstream Partners L.P.
SUPPLY AGREEMENTSupply Agreement • November 5th, 2012 • Martin Midstream Partners Lp • Wholesale-petroleum bulk stations & terminals • Texas
THIS SUPPLY AGREEMENT (this “Agreement”), dated as of October 2, 2012, is entered into by and between Martin Operating Partnership L.P., a Delaware limited partnership (“Buyer”), and Cross Oil Refining & Marketing, Inc., a Delaware corporation (“Seller”), to be effective as of 12:01 AM Central Time on October 1, 2012 (the “Effective Time”).
SECOND AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF REDBIRD GAS STORAGE LLC a Delaware Limited Liability Company October 2, 2012Limited Liability Company Agreement • November 5th, 2012 • Martin Midstream Partners Lp • Wholesale-petroleum bulk stations & terminals • Delaware
THE MEMBERSHIP INTERESTS REPRESENTED BY THIS AGREEMENT HAVE NOT BEEN REGISTERED UNDER ANY SECURITIES LAWS AND MAY NOT BE SOLD, PLEDGED OR OTHERWISE TRANSFERRED ABSENT SUCH REGISTRATION OR AN EXEMPTION THEREFROM. THE TRANSFER OF MEMBERSHIP INTERESTS IS FURTHER RESTRICTED BY ARTICLE X OF THIS AGREEMENT.
