0001193125-10-263675 Sample Contracts

GENESIS ENERGY, L.P. GENESIS ENERGY FINANCE CORPORATION
Purchase Agreement • November 18th, 2010 • Genesis Energy Lp • Wholesale-petroleum bulk stations & terminals • New York

The Securities (as defined below) will be issued pursuant to an indenture, to be dated as of November 18, 2010 (the “Indenture”), among the Issuers, the Guarantors (as defined below) and U.S. Bank National Association, as trustee (the “Trustee”). The Notes will be issued only in book-entry form in the name of Cede & Co., as nominee of The Depository Trust Partnership (the “Depositary”) pursuant to a letter of representations, to be dated on or before the Closing Date (as defined in Section 2 hereof) (the “DTC Agreement”), from the Issuers to the Depositary.

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