REGISTRATION RIGHTS AGREEMENT by and among Stripes Acquisition LLC Susser Finance Corporation and Banc of America Securities LLC Merrill Lynch & Co., Merrill Lynch Pierce, Fenner and Smith Dated as of December 21, 2005Registration Rights Agreement • September 18th, 2006 • C&G Investments, LLC • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into as of December 21, 2005, by and among Stripes Acquisition LLC, a Delaware limited liability company (to be merged with and into Susser Holdings, L.L.C., a Delaware limited liability company) (the “Company”), and Susser Finance Corporation, a Delaware corporation (“SFC” and, together with the Company, the “Issuers”), Stripes Holdings, LLC and each of the Issuers’ domestic subsidiaries as of the Closing Date (except one non-wholly owned subsidiary) (collectively, the “Guarantors”), and Banc of America Securities LLC and Merrill Lynch & Co., Merrill Lynch Pierce, Fenner and Smith (collectively, the “Initial Purchasers”), each of whom has agreed to purchase the Issuers’ 10 5/8% Senior Notes due 2013 (the “Initial Notes”) fully and unconditionally guaranteed by the Guarantors (the “Guarantees”) pursuant to the Purchase Agreement (as defined below). The Initial Notes and the Guarantees attached thereto are herein
AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF APPLIED PETROLEUM TECHNOLOGIES LTD.C&G Investments, LLC • September 18th, 2006 • Texas
THIS AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP, dated as of May 1, 1995, is entered into and executed by APT Interests Inc., a Texas Corporation (“APT Interests”), as General Partner and Southguard Corporation, a Texas corporation (“Southguard”), as Limited Partner.
SIXTH AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF SUSSER HOLDINGS, L.L.C.Limited Liability Company Agreement • September 18th, 2006 • C&G Investments, LLC • Delaware
This SIXTH AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT (this “Agreement”) of Susser Holdings, L.L.C., a Delaware limited liability company (the “Company”), is made as of December 21, 2005 (the “Effective Date”), by Stripes Holdings LLC, a Delaware limited liability company, as the sole member (the “Member”) of the Company.
AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF SSP HOLDINGS LIMITED PARTNERSHIPAgreement • September 18th, 2006 • C&G Investments, LLC • Texas
THIS AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP, dated as of May 1, 1995, is entered into and executed by S Interests Inc., a Texas corporation (“S Interests”), as General Partner and Southguard Corporation, a Texas corporation (“Southguard”), as Limited Partner.
OPERATING AGREEMENTOperating Agreement • September 18th, 2006 • C&G Investments, LLC • Delaware
Stripes Acquisition LLC Susser Finance CorporationPurchase Agreement • September 18th, 2006 • C&G Investments, LLC • New York
The Securities (as defined below) will be issued pursuant to an indenture, to be dated as of December 21, 2005 (the “Indenture”), among the Issuers, the Guarantors (as defined below) and The Bank of New York, as trustee (the “Trustee”). Securities will be issued only in book entry form in the name of Cede & Co., as nominee of The Depository Trust Company (the “Depositary”) pursuant to a blanket letter of representations, to be dated on or before the Closing Date (as defined in Section 2 hereof) (the “DTC Agreement”), among the Issuers and the Depositary.
THIRD AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF SSP SERVICES, L.P.Contribution and Assignment Agreement • September 18th, 2006 • C&G Investments, LLC • Texas
This Third Amended and Restated Agreement of Limited Partnership of SSP Services, L.P. (the “Agreement”), is entered into by and between SSP Services Management, LLC (“SSP Services Management”), as general partner (the “General Partner”), and SSP Holdings Limited Partnership (“SSP Holdings”), as the limited partner (the “Limited Partner,” and together with the General Partner, the “Partners”).
AGREEMENT OF LIMITED PARTNERSHIP OF SUSSER PETROLEUM COMPANY, LPAgreement • September 18th, 2006 • C&G Investments, LLC • Texas
This Agreement of Limited Partnership of Susser Petroleum Company, LP (the “Agreement”), is entered into by and between Susser Management Company, as general partner (the “General Partner”), and SSP Partners, as the initial limited partner (the “Initial Limited Partner”) (together, the “Partners”).
THIRD AMENDED AND RESTATED AGREEMENT OF GENERAL PARTNERSHIP Dated: January 1, 1999Agreement of General Partnership • September 18th, 2006 • C&G Investments, LLC • Texas
THIS THIRD AMENDED AND RESTATED AGREEMENT OF GENERAL PARTNERSHIP (this “Agreement”) is dated effective as of January 1, 1999 and is executed by and between SSP HOLDINGS LIMITED PARTNERSHIP, a Texas limited partnership (herein referred to as “SSP Holdings”) and SSP SERVICES L. P. (“SSP SERVICES”).
