0001193125-10-109336 Sample Contracts

SemGroup Corporation Equity Incentive Plan RESTRICTED STOCK AWARD AGREEMENT
Restricted Stock Award Agreement • May 6th, 2010 • SemGroup Corp • Delaware

THIS RESTRICTED STOCK AWARD AGREEMENT (this “Agreement”) is made effective as of , 2009 (the “Date of Grant”) by and between SemGroup Corporation, a Delaware corporation (with any successor, the “Company”), and (the “Participant”).

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FIRST AMENDMENT TO CREDIT AGREEMENT
Credit Agreement • May 6th, 2010 • SemGroup Corp • New York

FIRST AMENDMENT, dated as of January 7, 2010 (this “Amendment”), to the CREDIT AGREEMENT, dated as of November 30, 2009 (as the same may be further amended, supplemented, extended or restated, or otherwise modified from time to time, the “Credit Agreement”), among SEMGROUP CORPORATION (“Parent”), a corporation organized under the Laws of Delaware, SEMCRUDE, L.P. (“SemCrude”), a limited partnership organized under the Laws of Delaware, SEMSTREAM, L.P. (“SemStream”), a limited partnership organized under the Laws of Delaware, SEMCAMS ULC (“SemCAMS”), an unlimited company organized under the Laws of Nova Scotia, SEMCANADA CRUDE COMPANY (“SemCanada Company”), an unlimited company organized under the Laws of Nova Scotia, SEMGAS, L.P. (“SemGas” and, together with Parent, SemCrude, SemStream, SemCAMS and SemCanada Company, the “Borrowers”, and each a “Borrower”), a limited partnership organized under the Laws of Oklahoma, the several banks and other financial institutions or entities from tim

WARRANT AGREEMENT (Common Stock Warrants) by and between SemGroup Corporation, and Mellon Investor Services LLC, as Warrant Agent Dated as of November 30, 2009
Warrant Agreement • May 6th, 2010 • SemGroup Corp • New York

This WARRANT AGREEMENT (this “Warrant Agreement”), entered into on November 30, 2009, between SemGroup Corporation, a Delaware corporation (the “Company”), and Mellon Investor Services LLC, a New Jersey limited liability company, as Warrant Agent (the “Warrant Agent”).

EMPLOYMENT AGREEMENT
Employment Agreement • May 6th, 2010 • SemGroup Corp • Delaware

THIS EMPLOYMENT AGREEMENT (this “Agreement”), dated as of November 30, 2009 (the “Effective Date”), is entered into by and among SemManagement, L.L.C., a Delaware limited liability company (“SemManagement”), SemGroup Corporation, a Delaware corporation (“SemGroup”), and Norman J. Szydlowski, an individual who resides in Milton, Georgia (“Executive”). SemManagement is wholly owned by SemGroup. SemGroup and its direct and indirect subsidiaries (including SemManagement) and its Affiliates (as defined in Section 2(d) below) are sometimes collectively referred to herein as the “Company.”

TERM LOAN CREDIT AGREEMENT among SEMGROUP CORPORATION, as Borrowers’ Agent and a Borrower, and SEMCRUDE, L.P., SEMSTREAM, L.P., SEMCAMS ULC, SEMCANADA CRUDE COMPANY, and SEMGAS, L.P., as Borrowers, and The Several Lenders from time to time Parties...
Term Loan Credit Agreement • May 6th, 2010 • SemGroup Corp • New York

TERM LOAN CREDIT AGREEMENT (this “Agreement”), dated as of November 30, 2009, among SEMGROUP CORPORATION (“Parent”), a corporation organized under the Laws of Delaware, SEMCRUDE, L.P. (“SemCrude”), a limited partnership organized under the Laws of Delaware, SEMSTREAM, L.P. (“SemStream”), a limited partnership organized under the Laws of Delaware, SEMCAMS ULC (“SemCAMS”), an unlimited company organized under the Laws of Nova Scotia, SEMCANADA CRUDE COMPANY (“SemCanada Company”), an unlimited company organized under the Laws of Nova Scotia, SEMGAS, L.P. (“SemGas” and, together with SemCrude, SemStream, SemCAMS and SemCanada Company, the “Subsidiary Borrowers”; the Subsidiary Borrowers, together with Parent, the “Borrowers”, and each a “Borrower”), a limited partnership organized under the Laws of Oklahoma, the Lenders (as hereinafter defined) and BANK OF AMERICA, N.A. (“Bank of America”), as administrative agent (together with any successor Administrative Agent appointed pursuant to Sect

CREDIT AGREEMENT Dated as of November 30, 2009 among SEMCRUDE PIPELINE, L.L.C., AS BORROWER THE LENDERS PARTY HERETO and GENERAL ELECTRIC CAPITAL CORPORATION, AS ADMINISTRATIVE AGENT GE CAPITAL MARKETS, INC., AS SOLE LEAD ARRANGER AND BOOKRUNNER
Credit Agreement • May 6th, 2010 • SemGroup Corp • New York

This Credit Agreement, dated as of November 30, 2009, is entered into among SemCrude Pipeline, L.L.C., a Delaware limited liability company (the “Borrower”), the Lenders (as defined below), and General Electric Capital Corporation (“GE Capital”), as administrative agent for the Lenders (in such capacity, and together with its successors and permitted assigns, the “Administrative Agent”).

March 18, 2010
Employment Agreement • May 6th, 2010 • SemGroup Corp
CREDIT AGREEMENT among SEMGROUP CORPORATION, as Borrowers’ Agent and a Borrower, and SEMCRUDE, L.P., SEMSTREAM, L.P., SEMCAMS ULC, SEMCANADA CRUDE COMPANY, and SEMGAS, L.P., as Borrowers, and The Several Revolving Lenders from time to time Parties...
Credit Agreement • May 6th, 2010 • SemGroup Corp • New York

CREDIT AGREEMENT (this “Agreement”), dated as of November 30, 2009, among SEMGROUP CORPORATION (“Parent”), a corporation organized under the Laws of Delaware, SEMCRUDE, L.P. (“SemCrude”), a limited partnership organized under the Laws of Delaware, SEMSTREAM, L.P. (“SemStream”), a limited partnership organized under the Laws of Delaware, SEMCAMS ULC (“SemCAMS”), an unlimited company organized under the Laws of Nova Scotia, SEMCANADA CRUDE COMPANY (“SemCanada Company”), an unlimited company organized under the Laws of Nova Scotia, SEMGAS, L.P. (“SemGas” and, together with SemCrude, SemStream, SemCAMS and SemCanada Company, the “Subsidiary Borrowers”; the Subsidiary Borrowers, together with the Parent, the “Borrowers”, and each a “Borrower”), a limited partnership organized under the Laws of Oklahoma, the several banks and other financial institutions or entities from time to time parties to this Agreement as revolving lenders (the “Revolving Lenders”) or as credit-linked lenders (the “Cr

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