FORM OF AMENDED AND RESTATED TRUST AGREEMENT OF PACIFIC COAST OIL TRUST AMONG PACIFIC COAST ENERGY COMPANY LP and WILMINGTON TRUST, NATIONAL ASSOCIATION and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A. Dated: As of [•], 2012Trust Agreement • April 6th, 2012 • Pacific Coast Energy Co LP • Crude petroleum & natural gas • Delaware
This Amended and Restated Trust Agreement of Pacific Coast Oil Trust, a Delaware statutory trust (the “Trust”), is entered into effective as of the [•] day of [•], 2012, by and among PACIFIC COAST ENERGY COMPANY LP, a Delaware limited partnership with its principal office in Los Angeles, California (“PCEC”), as trustor, WILMINGTON TRUST, NATIONAL ASSOCIATION, a national banking association organized under the laws of the United States with its principal office in Wilmington, Delaware (“Wilmington Trust”), as Delaware Trustee (as hereinafter defined), and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., a national association organized under the laws of the United States (the “Bank”), as Trustee (as hereinafter defined).
OPERATING AND SERVICES AGREEMENTOperating and Services Agreement • April 6th, 2012 • Pacific Coast Energy Co LP • Crude petroleum & natural gas • Delaware
This OPERATING AND SERVICES AGREEMENT (this “Agreement”) is dated as of [•], 2012 by and between Pacific Coast Energy Company LP, a limited partnership formed under the laws of the State of Delaware (the “Partnership”), and Pacific Coast Oil Trust, a statutory trust formed under the laws of the State of Delaware (the “Trust”).
AMENDED AND RESTATED LIMITED PARTNERSHIP AGREEMENT OF BREITBURN ENERGY COMPANY L.P., a Delaware Limited Partnership Dated as of October 1, 2007Limited Partnership Agreement • April 6th, 2012 • Pacific Coast Energy Co LP • Crude petroleum & natural gas • California
THIS AMENDED AND RESTATED LIMITED PARTNERSHIP AGREEMENT (the “Agreement”) of BREITBURN ENERGY COMPANY L.P. (the “Partnership”) is made and entered into as of October 1, 2007, by and among Pro GP Corp., a Delaware corporation (“Pro GP”), Pro LP Corp., a Delaware corporation, (“Pro LP”) and BreitBurn Energy Corporation, a California corporation (“BEC,” and collectively with Pro GP and Pro LP, the “Initial Partners”). The Partnership is organized under the Delaware Revised Uniform Limited Partnership Act of the State of Delaware (as amended from time to time, “DRULPA”).
