CONTRIBUTION, CONVEYANCE AND ASSUMPTION AGREEMENT By and Among DELEK LOGISTICS PARTNERS, LP, DELEK LOGISTICS GP, LLC, DELEK LOGISTICS OPERATING, LLC, DELEK CRUDE LOGISTICS, LLC, DELEK US HOLDINGS, INC., DELEK MARKETING & SUPPLY, LLC, DELEK MARKETING &...Contribution, Conveyance and Assumption Agreement • October 24th, 2012 • Delek Logistics Partners, LP • Pipe lines (no natural gas)
This Contribution, Conveyance and Assumption Agreement, dated as of November [ ], 2012 (this “Agreement”), is by and among Delek Logistics Partners, LP, a Delaware limited partnership (the “Partnership”), Delek Logistics GP, LLC, a Delaware limited liability company (the “General Partner”), Delek Logistics Operating, LLC, a Delaware limited liability company (“OLLC”), Delek Crude Logistics, LLC, a Texas limited liability company (“Crude Logistics”), Delek US Holdings, Inc., a Delaware corporation (“Delek US”), Delek Marketing & Supply, LLC, a Delaware limited liability company (“Marketing LLC”), Delek Marketing & Supply LP, a Delaware limited partnership (“Marketing LP”), Lion Oil Company, an Arkansas corporation (“Lion Oil”), and Delek Logistics Services Company, a Delaware corporation (“Services Company”). The above-named entities are sometimes referred to in this Agreement each as a “Party” and collectively as the “Parties.” Capitalized terms used herein shall have the meanings assi
OMNIBUS AGREEMENT among DELEK US HOLDINGS, INC., DELEK REFINING, LTD., LION OIL COMPANY, DELEK LOGISTICS PARTNERS, LP, PALINE PIPELINE COMPANY, LLC, SALA GATHERING SYSTEMS, LLC, MAGNOLIA PIPELINE COMPANY, LLC, EL DORADO PIPELINE COMPANY, LLC, DELEK...Omnibus Agreement • October 24th, 2012 • Delek Logistics Partners, LP • Pipe lines (no natural gas)
This OMNIBUS AGREEMENT (“Agreement”) is entered into on, and effective as of, the Closing Date (as defined herein) among Delek US Holdings, Inc., a Delaware corporation (“Delek US”), on behalf of itself and the other Delek Entities (as defined herein), Delek Refining, Ltd., a Texas Limited Partnership (“Delek Refining”), Lion Oil Company, an Arkansas corporation (“Lion Oil”), Delek Logistics Partners, LP, a Delaware limited partnership (the “Partnership”), Paline Pipeline Company, LLC, a Texas limited liability company (“Paline”), SALA Gathering Systems, LLC, a Texas limited liability company (“SALA”), Magnolia Pipeline Company, LLC, a Delaware limited liability company (“Magnolia”), El Dorado Pipeline Company, LLC, a Delaware limited liability company (“El Dorado”), Delek Crude Logistics, LLC, a Texas limited liability company (“Crude Logistics”), Delek Marketing-Big Sandy, LLC, a Texas limited liability company (“Marketing-Big Sandy”), Delek Logistics Operating, LLC, a Delaware limit
TERMINALLING SERVICES AGREEMENT (Memphis Terminal)Terminalling Services Agreement • October 24th, 2012 • Delek Logistics Partners, LP • Pipe lines (no natural gas)
This Terminalling Services Agreement is made and entered into as of the Commencement Date, by and between Lion Oil Company, an Arkansas corporation (the “Company”), and Delek Logistics Operating, LLC, a Delaware limited liability company (the “Operator”) (each referred to individually as a “Party” or collectively as the “Parties”), and, for the limited purposes specified in Article 28, J. Aron & Company, a New York general partnership (“J. Aron”).
PIPELINES AND STORAGE FACILITIES AGREEMENTPipelines and Storage Facilities Agreement • October 24th, 2012 • Delek Logistics Partners, LP • Pipe lines (no natural gas)
This Pipelines and Storage Facilities Agreement is made and entered into as of the Commencement Date, by and among Lion Oil Company, an Arkansas corporation (the “Company”), Delek Logistics Partners, LP, a Delaware limited partnership (the “Partnership”), SALA Gathering Systems LLC, a Texas limited liability company (“SALA”), El Dorado Pipeline Company, LLC, a Delaware limited liability company (“El Dorado”), and Magnolia Pipeline Company, LLC, a Delaware limited liability company (“Magnolia”) (each of the Company, the Partnership, SALA, El Dorado and Magnolia referred to individually as a “Party” or collectively as the “Parties”), and, for the limited purposes specified in Article 28, J. Aron & Company, a New York general partnership (“J. Aron”).
INDEMNIFICATION AGREEMENTIndemnification Agreement • October 24th, 2012 • Delek Logistics Partners, LP • Pipe lines (no natural gas) • Delaware
This Indemnification Agreement (this “Agreement”) is made as of , 20 by and among DELEK LOGISTICS PARTNERS, LP, a Delaware limited partnership (the “Partnership”), DELEK LOGISTICS GP, LLC, a Delaware limited liability company and the general partner of the Partnership (the “Company”), and (the “Indemnitee”).
