SALE AND PURCHASE AGREEMENT between CITGO PETROLEUM CORPORATION and LYONDELL CHEMICAL COMPANY dated as of July 31, 2006Sale and Purchase Agreement • August 18th, 2006 • Lyondell Chemical Co • Industrial organic chemicals • Texas
This SALE AND PURCHASE AGREEMENT (this “Agreement”) is entered into as of July 31, 2006, by and between CITGO PETROLEUM CORPORATION, a Delaware corporation (“Seller”), and LYONDELL CHEMICAL COMPANY, a Delaware corporation (“Buyer”). Seller and Buyer are sometimes hereinafter referred to individually as a “Party” and, collectively, as the “Parties.”
CREDIT AGREEMENT dated as of August 16, 2006 Lyondell Chemical Company, Borrower The Lenders Party Hereto JPMorgan Chase Bank, N.A., Administrative AgentCredit Agreement • August 18th, 2006 • Lyondell Chemical Co • Industrial organic chemicals • New York
CREDIT AGREEMENT dated as of August 16, 2006 among LYONDELL CHEMICAL COMPANY, the LENDERS party hereto and JPMORGAN CHASE BANK, N.A., as Administrative Agent.
THIRD SUPPLEMENTAL INDENTURE dated as of August 16, 2006 among LYONDELL CHEMICAL COMPANY, as Company the SUBSIDIARY GUARANTORS party hereto and THE BANK OF NEW YORK, as TrusteeThird Supplemental Indenture • August 18th, 2006 • Lyondell Chemical Co • Industrial organic chemicals • New York
THIS THIRD SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), entered into as of August 16, 2006, among LYONDELL CHEMICAL COMPANY, a Delaware corporation (the “Company”), LYONDELL-CITGO REFINING LP, a Delaware limited partnership, LYONDELL HOUSTON REFINERY INC., a Delaware corporation, and LYONDELL HOUSTON REFINERY A INC., a Delaware corporation (each an “Undersigned”), and THE BANK OF NEW YORK, as trustee (the “Trustee”).
SECOND SUPPLEMENTAL INDENTURE dated as of August 16, 2006 among LYONDELL CHEMICAL COMPANY, as Company the SUBSIDIARY GUARANTORS party hereto and THE BANK OF NEW YORK, as TrusteeSecond Supplemental Indenture • August 18th, 2006 • Lyondell Chemical Co • Industrial organic chemicals • New York
THIS SECOND SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), entered into as of August 16, 2006, among LYONDELL CHEMICAL COMPANY, a Delaware corporation (the “Company”), LYONDELL-CITGO REFINING LP, a Delaware limited partnership, LYONDELL HOUSTON REFINERY INC., a Delaware corporation, and LYONDELL HOUSTON REFINERY A INC., a Delaware corporation (each an “Undersigned”), and THE BANK OF NEW YORK, as trustee (the “Trustee”).
PARTNERSHIP INTEREST TRANSFER AGREEMENTPartnership Interest Transfer Agreement • August 18th, 2006 • Lyondell Chemical Co • Industrial organic chemicals • Delaware
THIS PARTNERSHIP INTEREST TRANSFER AGREEMENT (this “Agreement”) is made and entered into as of July 31, 2006, by and among CITGO REFINING INVESTMENT COMPANY, an Oklahoma corporation (“CITGO LP”), CITGO GULF COAST REFINING, INC., a Delaware corporation (“CITGO GP” and, together with CITGO LP, the “Assignors”), LYONDELL HOUSTON REFINERY A INC., a Delaware corporation (“Newco A”), LYONDELL HOUSTON REFINERY INC., a Delaware corporation (“Newco LP” and, together with Newco A, the “Assignees”), LYONDELL REFINING PARTNERS LP, a Delaware limited partnership (“Lyondell LP”), and LYONDELL REFINING COMPANY LP, a Delaware limited partnership (“Lyondell GP” and, together with Lyondell LP, the “Lyondell Partners”).
CRUDE OIL SALES AGREEMENT between PDVSA-PETRÓLEO S.A. and LYONDELL-CITGO REFINING LP dated August 16, 2006Crude Oil Sales Agreement • August 18th, 2006 • Lyondell Chemical Co • Industrial organic chemicals
This CRUDE OIL SALES AGREEMENT (this “Agreement”) is dated August 16, 2006, by and between PDVSA-Petróleo S.A., a corporation organized under the laws of the Bolivarian Republic of Venezuela (“Seller”), represented by its Executive Director, Supply and Marketing, Mr. Asdrúbal Chávez, and LYONDELL-CITGO Refining LP, a limited partnership organized under the laws of the State of Delaware (“Buyer”), represented by its Vice President and General Manager, Mr. William F. Thompson. Seller and Buyer may sometimes hereinafter be referred to individually as a “Party”, and, collectively, as the “Parties”.
SECOND AMENDMENT TO THE LIMITED PARTNERSHIP AGREEMENT OF LYONDELL-CITGO REFINING LPLimited Partnership Agreement • August 18th, 2006 • Lyondell Chemical Co • Industrial organic chemicals • Delaware
This Second Amendment (this “Second Amendment”) to the Limited Partnership Agreement of LYONDELL-CITGO REFINING LP, a Delaware limited partnership (the “Partnership”), is made as of July 31, 2006 by and among CITGO REFINING INVESTMENT COMPANY, an Oklahoma corporation (“CITGO LP”), CITGO GULF COAST REFINING, INC., a Delaware corporation (“CITGO GP”), LYONDELL REFINING PARTNERS LP, a Delaware limited partnership (“Lyondell LP”), and LYONDELL REFINING COMPANY LP, a Delaware limited partnership (“Lyondell GP” and, together with CITGO LP, CITGO GP and Lyondell LP, the “LCR Partners”).
FOURTH SUPPLEMENTAL INDENTURE dated as of August 16, 2006 among LYONDELL CHEMICAL COMPANY, as Company the SUBSIDIARY GUARANTORS party hereto and THE BANK OF NEW YORK, as TrusteeFourth Supplemental Indenture • August 18th, 2006 • Lyondell Chemical Co • Industrial organic chemicals • New York
THIS FOURTH SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), entered into as of August 16, 2006, among LYONDELL CHEMICAL COMPANY, a Delaware corporation (the “Company”), LYONDELL-CITGO REFINING LP, a Delaware limited partnership, LYONDELL HOUSTON REFINERY INC., a Delaware corporation, and LYONDELL HOUSTON REFINERY A INC., a Delaware corporation (each an “Undersigned”), and THE BANK OF NEW YORK, as trustee (the “Trustee”).
FOURTH SUPPLEMENTAL INDENTURE dated as of August 16, 2006 among LYONDELL CHEMICAL COMPANY, as Company the SUBSIDIARY GUARANTORS party hereto and THE BANK OF NEW YORK, as TrusteeFourth Supplemental Indenture • August 18th, 2006 • Lyondell Chemical Co • Industrial organic chemicals • New York
THIS FOURTH SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), entered into as of August 16, 2006, among LYONDELL CHEMICAL COMPANY, a Delaware corporation (the “Company”), LYONDELL-CITGO REFINING LP, a Delaware limited partnership, LYONDELL HOUSTON REFINERY INC., a Delaware corporation, and LYONDELL HOUSTON REFINERY A INC., a Delaware corporation (each an “Undersigned”), and THE BANK OF NEW YORK, as trustee (the “Trustee”).
TERMINATION AGREEMENTTermination Agreement • August 18th, 2006 • Lyondell Chemical Co • Industrial organic chemicals
THIS TERMINATION AGREEMENT (this “Agreement”) is made and entered into by and between LYONDELL-CITGO Refining LP, a Delaware limited partnership (“LCR”), and PDVSA-Petróleo, S.A., a company formed under the laws of the Bolivarian Republic of Venezuela (“PDVSA”), on August 16, 2006.
THIRD AMENDMENT TO LIMITED PARTNERSHIP AGREEMENT OF LYONDELL-CITGO REFINING LPLimited Partnership Agreement • August 18th, 2006 • Lyondell Chemical Co • Industrial organic chemicals • Delaware
This Third Amendment (this “Amendment”) to the Limited Partnership Agreement of LYONDELL-CITGO Refining LP (the “Partnership”) dated December 31, 1998 (as heretofore amended, the “Partnership Agreement”) is made as of August 1, 2006 by Lyondell Refining Company LP, a Delaware limited partnership (“LRC”), which is the general partner of the Partnership, Lyondell Refining Partners, LP, a Delaware limited partnership (“LRP”), which is a limited partner of the Partnership, Lyondell Houston Refinery Inc., a Delaware corporation (“LHR”), which is a limited partner of the Partnership, and Lyondell Houston Refinery A Inc., a Delaware corporation (“LHRA”), which is an assignee of CITGO Gulf Coast Refining, Inc.’s 1% general partnership interest in the Partnership.
