GENESIS ENERGY, L.P. 5,000,000 Common Units Representing Limited Partner Interests UNDERWRITING AGREEMENT March 23, 2012Underwriting Agreement • March 28th, 2012 • Genesis Energy Lp • Wholesale-petroleum bulk stations & terminals • New York
The undersigned officer of Genesis Energy, LLC, a Delaware limited liability company (the “General Partner”), the general partner of Genesis Energy, L.P., a Delaware limited partnership (the “Partnership”), on behalf of the Partnership, does hereby certify pursuant to Section 6(h) of that certain Underwriting Agreement dated March 23, 2012 (the “Underwriting Agreement”) among the Partnership and, on behalf of the several Underwriters named therein, Wells Fargo Securities, LLC, Merrill Lynch, Pierce, Fenner & Smith Incorporated, Citigroup Global Markets Inc., RBC Capital Markets, LLC and UBS Securities LLC, that as of March 28, 2012:
