SECOND AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF GPM PETROLEUM LP a Delaware limited partnership March 1, 2016Limited Partnership Agreement • April 28th, 2017 • GPM Petroleum LP • Wholesale-petroleum & petroleum products (no bulk stations) • Delaware
This SECOND AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP of GPM PETROLEUM LP, a Delaware limited partnership (the “Partnership”), dated March 1, 2016 (the “Effective Date”), is adopted, executed and agreed to, for good and valuable consideration, by and among the General Partner and each of the undersigned Limited Partners.
REGISTRATION RIGHTS AGREEMENT BY AND AMONG GPM PETROLEUM LP AND THE PURCHASERS NAMED HEREINRegistration Rights Agreement • April 28th, 2017 • GPM Petroleum LP • Wholesale-petroleum & petroleum products (no bulk stations) • Delaware
This REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made and entered into as of January 12, 2016, by and among GPM Petroleum LP, a Delaware limited partnership (the “Partnership”), and the purchasers named on Schedule A hereto (each, a “Purchaser” and collectively, the “Purchasers”). The Partnership and the Purchasers are sometimes referred to in this Agreement individually as a “Party” and collectively as the “Parties.”
CONTRIBUTION AGREEMENT BY AND AMONG GPM PETROLEUM LP, GPM INVESTMENTS, LLC, GPM2, LLC, GPM3, LLC, GPM SOUTHEAST, LLC, GPM PETROLEUM GP, LLC, GPM PETROLEUM, LLC, WOC SOUTHEAST HOLDING CORP., VILLAGE PANTRY, LLC, AND COLONIAL PANTRY HOLDINGS, LLC, DATED...Contribution Agreement • April 28th, 2017 • GPM Petroleum LP • Wholesale-petroleum & petroleum products (no bulk stations) • Delaware
This Contribution Agreement, dated as of January 12, 2016 (this “Agreement”), is entered into by and among GPM Investments, LLC, a Delaware limited liability company (“GPM”), GPM Petroleum, LLC, a Delaware limited liability company (“OpCo”), GPM Petroleum GP, LLC, a Delaware limited liability company (the “General Partner”), WOC Southeast Holding Corp., a Delaware corporation (“MW Corp”), GPM2, LLC, a Delaware limited liability company (“GPM2”), GPM3, LLC, a Delaware limited liability company (“GPM3”), GPM Southeast, LLC, a Delaware limited liability company (“GPM Southeast”), Colonial Pantry Holdings, LLC, a Delaware limited liability company (“Colonial Pantry”), Village Pantry, LLC, an Indiana limited liability company (“Village Pantry”) and GPM Petroleum LP, a Delaware limited partnership (the “Partnership”). The above named entities are sometimes referred to herein as a “Party” and collectively as the “Parties.”
PURCHASE AGREEMENT by and among GPM INVESTMENTS, LLC, WOC SOUTHEAST HOLDING CORP., GPM PETROLEUM GP, LLC, GPM PETROLEUM LP, and THE PURCHASERS NAMED HEREIN dated as of January 11, 2016Purchase Agreement • April 28th, 2017 • GPM Petroleum LP • Wholesale-petroleum & petroleum products (no bulk stations) • Delaware
This Purchase Agreement (this “Agreement”) is made and entered into as of January 11, 2016 by and among GPM Investments, LLC, a Delaware limited liability company (“GPM”), WOC Southeast Holding Corp., a Delaware corporation (“WOCSE”), GPM Petroleum GP, LLC, a Delaware limited liability company (the “General Partner”), GPM Petroleum LP, a Delaware limited partnership (the “Partnership”) and the purchasers named on Annex A hereto (each, a “Purchaser” and collectively, “Purchasers”). GPM, WOCSE, Purchasers, the General Partner and the Partnership are sometimes referred to in this Agreement individually as a “Party” and collectively as the “Parties.”
