SECOND AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF STAR GAS PARTNERS, L.P.Limited Partnership Agreement • May 1st, 2006 • Star Gas Partners Lp • Retail-retail stores, nec • Delaware
THIS SECOND AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF STAR GAS PARTNERS, L.P. (“Second Amended and Restated Agreement”) dated as of ________, 2006 (“Effective Date”), is entered into by and among STAR GAS LLC, a Delaware limited liability company (the “Withdrawing General Partner”), KESTREL HEAT LLC, a Delaware limited liability company ( sometimes referred to herein as, the “Successor General Partner” or the “General Partner”), and those Persons who are or become Partners in the Partnership or parties hereto as provided herein In consideration of the covenants, conditions and agreements contained herein, the parties hereto hereby agree as follows:
STAR GAS PARTNERS, L.P., STAR GAS FINANCE COMPANY, AND UNION BANK OF CALIFORNIA, N.A. AS TRUSTEE 10 1/4% Senior Notes due 2013 AMENDED AND RESTATED INDENTURE Dated as of April 28, 2006Indenture • May 1st, 2006 • Star Gas Partners Lp • Retail-retail stores, nec • New York
AMENDED AND RESTATED INDENTURE dated as of April 28, 2006, among STAR GAS PARTNERS, L.P., a Delaware limited partnership (the “Company”), STAR GAS FINANCE COMPANY, a Delaware corporation (the “Co-Issuer”, together with the Company, the “Issuers”) and UNION BANK OF CALIFORNIA, N.A. (the “Trustee”) as Trustee.
