GENESIS ENERGY, L.P. GENESIS ENERGY FINANCE CORPORATIONUnderwriting Agreement • May 15th, 2014 • Genesis Energy Lp • Wholesale-petroleum bulk stations & terminals • New York
The Securities will be issued pursuant to an indenture, to be dated as of May 15, 2014 (the “Base Indenture”), among the Issuers, the Guarantors (as defined below) and U.S. Bank National Association, as trustee (the “Trustee”), as amended and supplemented by that certain first supplemental indenture, to be dated as of May 15, 2014 (the “Supplemental Indenture”), among the Issuers, the Guarantors and the Trustee (as so amended and supplemented, the “Indenture”). The payment of principal of, and premium, if any, and interest on, the Notes will be fully and unconditionally guaranteed on a senior unsecured basis, jointly and severally, by (i) the entities listed on the signature pages hereof as “Guarantors” and (ii) any Subsidiary (as defined below) of the Partnership formed or acquired after the Closing Date (as defined in
GENESIS ENERGY, L.P. GENESIS ENERGY FINANCE CORPORATION and THE GUARANTORS PARTY HERETO to U.S. BANK NATIONAL ASSOCIATION Trustee INDENTURE Dated as of May 15, 2014 SENIOR DEBT SECURITIESIndenture • May 15th, 2014 • Genesis Energy Lp • Wholesale-petroleum bulk stations & terminals • New York
GENESIS ENERGY, L.P. GENESIS ENERGY FINANCE CORPORATION AND THE GUARANTORS NAMED ON THE SIGNATURE PAGES HEREOF 5 5⁄8% SENIOR NOTES DUE 2024 SUPPLEMENTAL INDENTURE Dated as of May 15, 2014 U.S. BANK NATIONAL ASSOCIATION, As TrusteeSupplemental Indenture • May 15th, 2014 • Genesis Energy Lp • Wholesale-petroleum bulk stations & terminals • New York
THIS SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of May 15, 2014, is among Genesis Energy, L.P., a Delaware limited partnership (referred to herein as the “Company”), Genesis Energy Finance Corporation, a Delaware corporation (referred to herein as “Finance Corp.” and, together with the Company, the “Issuers”), the guarantors listed on the signature pages hereof (each, a “Guarantor” and, collectively, the “Guarantors”) and U.S. Bank National Association, a national banking association, as trustee (the “Trustee”). Capitalized terms used herein and not otherwise defined have the meanings set forth in the Base Indenture (as defined below).
