FORM OF SECOND AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF DYNAGAS LNG PARTNERS LP DEFINITIONSDynagas LNG Partners LP • October 29th, 2013 • Water transportation • Marshall Islands
THIS SECOND AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF DYNAGAS LNG PARTNERS LP, dated as of , 2013, is entered into by and between Dynagas GP LLC, a Marshall Islands limited liability company, as the General Partner, and Dynagas Holding Ltd., a Marshall Islands company, as the Organizational Limited Partner, together with any other Persons who become Partners in the Partnership or parties hereto as provided herein. In consideration of the covenants, conditions and agreements contained herein, the parties agree as follows:
LIMITED PARTNERSHIP AGREEMENT OF DYNAGAS OPERATING LP A Marshall Islands Limited PartnershipLimited Partnership Agreement • October 29th, 2013 • Dynagas LNG Partners LP • Water transportation • Marshall Islands
This Limited Partnership Agreement of DYNAGAS OPERATING LP, a Marshall Islands limited partnership, dated as of October 29, 2013, is entered into by and among Dynagas Operating GP LLC, a Marshall Islands limited liability company, as the General Partner of the Partnership, and Dynagas LNG Partners LP, as the sole Limited Partner of the Partnership.
LIMITED LIABILITY COMPANY AGREEMENT OF DYNAGAS GP LLC A Marshall Islands Limited Liability Company dated as of July 9, 2013Limited Liability Company Agreement • October 29th, 2013 • Dynagas LNG Partners LP • Water transportation • Marshall Islands
This Limited Liability Company Agreement (this “Agreement”) of Dynagas GP LLC (the “Company”) is made and entered into effective as of the 9th day of July, 2013, by the Member (as defined below) and the Company.
CONTRIBUTION AND CONVEYANCE AGREEMENTContribution and Conveyance Agreement • October 29th, 2013 • Dynagas LNG Partners LP • Water transportation • New York
This contribution and conveyance agreement (this “Agreement”) is entered into as of October 29, 2013, among Dynagas Holding Ltd., a Marshall Islands corporation (“Dynagas Holding”), Dynagas GP LLC, a Marshall Islands limited liability company (the “General Partner”), Dynagas LNG Partners LP, a Marshall Islands limited partnership (the “Partnership”), Dynagas Operating GP LLC, a Marshall Islands limited liability company (the “Operating GP”), Dynagas Operating LP, a Marshall Islands limited partnership (the “Operating LP”) and Dynagas Equity Holding Ltd., a Liberian corporation (“Dynagas Equity”). The foregoing shall be referred to individually as a “Party” and collectively as the “Parties.”
OFFER LETTERDynagas LNG Partners LP • October 29th, 2013 • Water transportation
The parties agree that all information, orders and instructions related or connected to the offering or making of this facility by the bank can be sent via e-mail. The contracting party herewith expressly authorizes the bank to send information by e-mail. This includes communication via e-mail with third parties (including but not limited to lawyers and/or any other consultant) who are in any way affected or involved in the facility or by the services provided by the bank. The bank is entitled to assume that all the orders and instructions e-mailed by the contracting party or a third party are from an authorized individual, irrespective of any existing signatory rights in accordance with the commercial register or the specimen signature.
LIMITED LIABILITY COMPANY AGREEMENT OF DYNAGAS OPERATING GP LLC A Marshall Islands Limited Liability CompanyLimited Liability Company Agreement • October 29th, 2013 • Dynagas LNG Partners LP • Water transportation • Marshall Islands
This Limited Liability Company Agreement of DYNAGAS OPERATING GP LLC, a Marshall Islands limited liability company, dated as of October 29, 2013, is made and entered into by the Member (as defined below) and the Company.
