0001193125-14-257713 Sample Contracts

TRANSPORTATION SERVICES SCHEDULE (Wynnewood Pipeline System)
Transportation Services Schedule • July 1st, 2014 • Valero Energy Partners Lp • Pipe lines (no natural gas)

This Transportation Services Schedule (this “Schedule”) is entered into on the 1st day of July, 2014 (the “Effective Date”) by and between VALERO PARTNERS OPERATING CO. LLC, a Delaware limited liability company (“Carrier”), and VALERO MARKETING AND SUPPLY COMPANY, a Delaware corporation (“Shipper”), pursuant to the Master Transportation Services Agreement (the “Agreement”) between Carrier and Shipper dated as of December 16, 2013. Except as set forth herein, the terms and conditions of the Agreement are incorporated by reference into this Schedule. Unless otherwise defined in this Schedule, the defined terms in this Schedule will have the same meaning used in the Agreement.

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TRANSPORTATION SERVICES SCHEDULE (Three Rivers Crude System)
Transportation Services Schedule • July 1st, 2014 • Valero Energy Partners Lp • Pipe lines (no natural gas)

This Transportation Services Schedule (this “Schedule”) is entered into on the 1st day of July, 2014 (the “Effective Date”) by and between VALERO PARTNERS OPERATING CO. LLC, a Delaware limited liability company (“Carrier”), and VALERO MARKETING AND SUPPLY COMPANY, a Delaware corporation (“Shipper”), pursuant to the Master Transportation Services Agreement (the “Agreement”) between Carrier and Shipper dated as of December 16, 2013. Except as set forth herein, the terms and conditions of the Agreement are incorporated by reference into this Schedule. Unless otherwise defined in this Schedule, the defined terms in this Schedule will have the same meaning used in the Agreement.

AMENDED AND RESTATED OMNIBUS AGREEMENT
Omnibus Agreement • July 1st, 2014 • Valero Energy Partners Lp • Pipe lines (no natural gas) • Texas

This Amended and Restated Omnibus Agreement (“Agreement”) is entered into on, and effective as of, July 1, 2014, among Valero Energy Corporation, a Delaware corporation (“Valero”), Valero Marketing and Supply Company, a Delaware corporation (“VMSC”), Valero Terminaling and Distribution Company, a Delaware corporation (“VTDC”), The Premcor Refining Group Inc., a Delaware corporation (“Premcor Refining”), The Premcor Pipeline Co., a Delaware corporation (“Premcor Pipeline”), Valero Energy Partners LP, a Delaware limited partnership (the “Partnership”), Valero Energy Partners GP LLC, a Delaware limited liability company (the “General Partner”), Valero Partners Operating Co. LLC, a Delaware limited liability company (“OLLC”), Valero Partners EP, LLC, a Delaware limited liability company, Valero Partners Lucas, LLC, a Delaware limited liability company, Valero Partners Memphis, LLC, a Delaware limited liability company, Valero Partners North Texas, LLC, a Delaware limited liability company,

TRANSPORTATION SERVICES SCHEDULE (McKee Crude System)
Transportation Services Schedule • July 1st, 2014 • Valero Energy Partners Lp • Pipe lines (no natural gas)

This Transportation Services Schedule (this “Schedule”) is entered into on the 1st day of July, 2014 (the “Effective Date”) by and between VALERO PARTNERS OPERATING CO. LLC, a Delaware limited liability company (“Carrier”), and VALERO MARKETING AND SUPPLY COMPANY, a Delaware corporation (“Shipper”), pursuant to the Master Transportation Services Agreement (the “Agreement”) between Carrier and Shipper dated as of December 16, 2013. Except as set forth herein, the terms and conditions of the Agreement are incorporated by reference into this Schedule. Unless otherwise defined in this Schedule, the defined terms in this Schedule will have the same meaning used in the Agreement.

PURCHASE AND SALE AGREEMENT (McKee Crude System, Three Rivers Crude System and Wynnewood Products System) by and among THE SHAMROCK PIPE LINE CORPORATION, VALERO PLAINS COMPANY LLC and VALERO TERMINALING AND DISTRIBUTION COMPANY, as Sellers, and...
Purchase and Sale Agreement • July 1st, 2014 • Valero Energy Partners Lp • Pipe lines (no natural gas)

THIS PURCHASE AND SALE AGREEMENT (this “Agreement”), dated as of July 1, 2014, is entered into by and among The Shamrock Pipe Line Corporation, a Delaware corporation (“Shamrock”), Valero Plains Company LLC, a Texas limited liability company (“VPC”), and Valero Terminaling and Distribution Company, a Delaware corporation (“VTDC” and, together with Shamrock and VPC, the “Sellers”), and Valero Partners North Texas, LLC, a Delaware limited liability company (“VPNT”), Valero Partners South Texas, LLC, a Delaware limited liability company (“VPST”), and Valero Partners Operating Co. LLC, a Delaware limited liability company (“Valero Operating” and, together with VPNT and VPST, the “Buyers”). The above-named entities are sometimes referred to in this Agreement each as a “Party” and collectively as the “Parties.”

TERMINAL SERVICES SCHEDULE (Wynnewood Terminal)
Terminal Services Schedule • July 1st, 2014 • Valero Energy Partners Lp • Pipe lines (no natural gas)

This Terminal Services Schedule (this “Schedule”) is entered into on the 1st day of July, 2014 (the “Effective Date”) by and between VALERO PARTNERS OPERATING CO. LLC, a Delaware limited liability company (“Company”) and VALERO MARKETING AND SUPPLY COMPANY, a Delaware corporation (“Customer”) pursuant to the Master Terminal Services Agreement (“Agreement”) between Company and Customer dated December 16, 2013. Except as set forth herein, the terms and conditions of the Agreement are incorporated by reference into this Schedule. Unless otherwise defined in this Schedule, the defined terms in this Schedule will have the same meaning used in the Agreement.

AMENDMENT NUMBER ONE TO SERVICES AND SECONDMENT AGREEMENT
Services and Secondment Agreement • July 1st, 2014 • Valero Energy Partners Lp • Pipe lines (no natural gas) • Texas

This Amendment Number One to Services and Secondment Agreement (this “Amendment”) is entered into on, and effective as of, July 1, 2014, among Valero Services, Inc., a Delaware corporation (“VSI”), Valero Refining Company-Tennessee, L.L.C., a Delaware limited liability company (“VRCT”), and Valero Energy Partners GP LLC, a Delaware limited liability company (“GP”). VSI and VRCT are sometimes herein referred to individually as an “Operator” and collectively as the “Operators.” VSI, VRCT and GP are sometimes herein referred to individually as a “Party” and collectively as the “Parties.”

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