AMENDED AND RESTATED CREDIT AGREEMENT dated as of July 15, 2019 among GPM PETROLEUM LP, as the Borrower, Certain Subsidiaries of the Borrower from time to time party hereto, as Guarantors, CAPITAL ONE, NATIONAL ASSOCIATION, as Administrative Agent,...Credit Agreement • October 29th, 2020 • ARKO Corp. • Retail-convenience stores • New York
This AMENDED AND RESTATED CREDIT AGREEMENT, dated as of July 15, 2019 (this “Agreement”), is entered into by and among GPM PETROLEUM LP, a Delaware limited partnership (together with its successors and assigns, the “Borrower”), the Guarantors (as hereinafter defined) from time to time party hereto, the Lenders (as hereinafter defined) from time to time party hereto, and CAPITAL ONE, NATIONAL ASSOCIATION, as administrative agent for the Lenders (in such capacity, together with its successors and assigns in such capacity, the “Administrative Agent”), and as the Issuing Lender (as defined below).
TERM LOAN AND SECURITY AGREEMENT PNC BANK, NATIONAL ASSOCIATION (AS LENDER AND AS AGENT) WITH GPM PETROLEUM LP January 12, 2016Term Loan and Security Agreement • October 29th, 2020 • ARKO Corp. • Retail-convenience stores • Pennsylvania
Term Loan and Security Agreement dated as of January 12, 2016 among GPM PETROLEUM LP, a Delaware limited partnership (“GPM”) and each Person joined hereto as a borrower from time to time (collectively, the “Borrowers,” and each individually a “Borrower”), the financial institutions which are now or which hereafter become a party hereto (collectively, the “Lenders” and each individually a “Lender”) and PNC BANK, NATIONAL ASSOCIATION (“PNC”), as agent for Lenders (PNC, in such capacity, the “Agent”).
SECOND AMENDMENT TO CREDIT AGREEMENTCredit Agreement • October 29th, 2020 • ARKO Corp. • Retail-convenience stores • New York
This CREDIT AGREEMENT, dated as of February 28, 2020 (as amended, restated, amended and restated, supplemented or otherwise modified from time to time), is among GPM Investments, LLC, a Delaware limited liability company (the “Borrower”), each of the Subsidiaries of the Borrower signatory hereto as guarantors or hereafter designated as Guarantors pursuant to Section 9.09, the lenders from time to time party hereto (each a “Lender” and, collectively, the “Lenders”), Ares Capital Corporation, as administrative agent for the Lenders (in such capacity, together with its successors and permitted assigns in such capacity, the “Administrative Agent”) and as collateral agent for the Secured Parties (in such capacity, together with its successors and permitted assigns in such capacity, the “Collateral Agent”, and together with the Administrative Agent, collectively, the “Agent”).
THIRD AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF GPM PETROLEUM LP a Delaware limited partnership December 3, 2019Limited Partnership Agreement • October 29th, 2020 • ARKO Corp. • Retail-convenience stores • Delaware
This THIRD AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP of GPM PETROLEUM LP, a Delaware limited partnership (the “Partnership”), dated _________, 2019 (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.
AMENDED AND RESTATED MASTER COVENANT AGREEMENTMaster Covenant Agreement • October 29th, 2020 • ARKO Corp. • Retail-convenience stores • Virginia
THIS AMENDED AND RESTATED MASTER COVENANT AGREEMENT (this “Agreement”), dated as of May 7, 2020, is made by and between GPM INVESTMENTS, LLC, a Delaware limited liability company (“GPM”) and M&T BANK, a New York banking corporation (“M&T”).
CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY [***], HAS BEEN OMITTED BECAUSE IT IS NOT MATERIAL AND WOULD LIKELY CAUSE COMPETITIVE HARM TO THE COMPANY IF PUBLICLY DISCLOSED. FIRST AMENDMENT TO ROLLOVER AND MASTER BRANDING...Rollover and Master Branding Agreement • October 29th, 2020 • ARKO Corp. • Retail-convenience stores
This FIRST AMENDMENT TO ROLLOVER AND MASTER BRANDING AGREEMENT (“Amendment”) is dated as of April 1, 2019, between GPM Petroleum, LLC, a Delaware limited liability company with offices at 8565 Magellan Parkway, Suite 400, Richmond, Virginia 23227 (“JOBBER”) and Marathon Petroleum Company LP, a Delaware limited partnership with offices at 539 South Main Street, Findlay, Ohio 45840 (“MPC”), each a “Party” and together, the “Parties”.
CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY [***], HAS BEEN OMITTED BECAUSE IT IS NOT MATERIAL AND WOULD LIKELY CAUSE COMPETITIVE HARM TO THE COMPANY IF PUBLICLY DISCLOSED. AMENDMENT No. 3 TO PRIMARY SUPPLIER DISTRIBUTION...Primary Supplier Distribution Agreement • October 29th, 2020 • ARKO Corp. • Retail-convenience stores
This Amendment No. 3 (this “Amendment”) to the Primary Supplier Distribution Agreement (Southeast and Midwest) among Core-Mark International, Inc.(“Core-Mark”) and GPM Investments, LLC, GPM Southeast, LLC, GPM Midwest, LLC, and GPM Apple, LLC (collectively, “GPM”) is made effective as of March 31, 2018 (the “Effective Date”) and amends that certain Primary Supplier Distribution Agreement (Southeast and Midwest) (the “Agreement”) originally executed by GPM Southeast, LLC and GPM Midwest, LLC (and to which GPM Midwest, LLC was added by amendment and GPM Apple, LLC is added herein) and Core-Mark with an effective date of January 1, 2016 (as amended, the “Agreement”).
CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY [***], HAS BEEN OMITTED BECAUSE IT IS NOT MATERIAL AND WOULD LIKELY CAUSE COMPETITIVE HARM TO THE COMPANY IF PUBLICLY DISCLOSED. Primary Supplier Distribution Agreement (Mountain...Primary Supplier Distribution Agreement • October 29th, 2020 • ARKO Corp. • Retail-convenience stores • Delaware
This Primary Supplier Distribution Agreement (this “Agreement”) is entered into on effective as of February 1, 2019 and is between (a) Core-Mark International, Inc. Delaware corporation on behalf of itself and its subsidiaries (collectively “Supplier” and (b) Mountain Empire Oil Company, a Tennessee corporation (“Customer”).
Trust Deed Trust Deed for the Series C Bonds signed on June 20, 2016 Between:Trust Deed • October 29th, 2020 • ARKO Corp. • Retail-convenience stores
FIRST AMENDMENT TO TERM LOAN AND SECURITY AGREEMENTTerm Loan and Security Agreement • October 29th, 2020 • ARKO Corp. • Retail-convenience stores • Pennsylvania
This First Amendment to Term Loan and Security Agreement (this “Amendment”) is made this 17th day of November, 2017, by and among GPM PETROLEUM LP, a Delaware limited partnership (“GPMP” and together with each Person joined to the Loan Agreement (as defined below) as a borrower from time to time, collectively, the “Borrowers”, and each a “Borrower”), the financial institutions which are now or which hereafter become a party to the Loan Agreement (collectively, the “Lenders” and each individually a “Lender”) and PNC BANK, NATIONAL ASSOCIATION (“PNC”), as agent for the Lenders (PNC, in such capacity, the “Agent”).
SECOND AMENDMENT TO ROLLOVER AND MASTER BRANDING AGREEMENTRollover and Master Branding Agreement • October 29th, 2020 • ARKO Corp. • Retail-convenience stores
This SECOND AMENDMENT TO ROLLOVER AND MASTER BRANDING AGREEMENT (“Amendment”) is made between GPM Petroleum, LLC (“JOBBER”), a Delaware limited liability company with offices at 8565 Magellan Parkway, Suite 400, Richmond, Virginia 23227, and Marathon Petroleum Company LP (“MPC”), a Delaware limited partnership with offices at 539 South Main Street, Findlay, Ohio 45840, each a “Party” and together, the “Parties”.
FOURTH AMENDMENT TO TERM LOAN AND SECURITY AGREEMENTTerm Loan and Security Agreement • October 29th, 2020 • ARKO Corp. • Retail-convenience stores • Pennsylvania
This Fourth Amendment to Term Loan and Security Agreement (this “Amendment”) is made this 1st day of April, 2020, by and among GPM PETROLEUM LP, a Delaware limited partnership (“GPMP” and together with each Person joined to the Loan Agreement (as defined below) as a borrower from time to time, collectively, the “Borrowers”, and each a “Borrower”), the financial institutions which are now or which hereafter become a party to the Loan Agreement (collectively, the “Lenders” and each individually a “Lender”) and PNC BANK, NATIONAL ASSOCIATION (“PNC”), as agent for the Lenders (PNC, in such capacity, the “Agent”).
SECOND AMENDED, RESTATED AND CONSOLIDATED FUEL DISTRIBUTION AGREEMENTFuel Distribution Agreement • October 29th, 2020 • ARKO Corp. • Retail-convenience stores • Virginia
THIS SECOND AMENDED, RESTATED AND CONSOLIDATED FUEL DISTRIBUTION AGREEMENT (this “Agreement”) is made and entered into on September 30, 2020 to be effective on October 1, 2020 (the “Effective Date”) between GPM PETROLEUM, LLC, a Delaware limited liability company (“Supplier”), having its principal place of business at 8565 Magellan Parkway, Suite 400, Richmond, Virginia 23227 and GPM INVESTMENTS, LLC, a Delaware limited liability company (“GPM Investments”), on behalf of itself and all of its current and future direct and indirect wholly-owned subsidiaries (GPM Investments, and all of its direct and indirect wholly-owned subsidiaries, individually and collectively, a “Purchaser”), having its principal place of business at 8565 Magellan Parkway, Suite 400, Richmond, Virginia 23227.
CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY [***], HAS BEEN OMITTED BECAUSE IT IS NOT MATERIAL AND WOULD LIKELY CAUSE COMPETITIVE HARM TO THE COMPANY IF PUBLICLY DISCLOSED. AMENDMENT No. 2 TO PRIMARY SUPPLIER DISTRIBUTION...Primary Supplier Distribution Agreement • October 29th, 2020 • ARKO Corp. • Retail-convenience stores
This Amendment No. 2 (this “Amendment”) to the Primary Supplier Distribution Agreement (Southeast and Midwest) is made effective as of December 1, 2017 (the “Effective Date”) and amends that certain Primary Supplier Distribution Agreement (Southeast and Midwest) (the “Agreement”) among affiliates GPM Investments, LLC, GPM Southeast, LLC, and GPM Midwest, LLC (collectively “GPM”) and Core-Mark International, Inc.(“Core-Mark”) with an effective date of January 1, 2016 (the “Agreement”).
CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY [***], HAS BEEN OMITTED BECAUSE IT IS NOT MATERIAL AND WOULD LIKELY CAUSE COMPETITIVE HARM TO THE COMPANY IF PUBLICLY DISCLOSED. AMENDMENT No. 2 TO MASTER DISTRIBUTION AGREEMENTMaster Distribution Agreement • October 29th, 2020 • ARKO Corp. • Retail-convenience stores
This Amendment No. 2 (this “Amendment”) to the Master Distribution Agreement is made effective as of December 1, 2017 (the “Effective Date”) and amends that certain Master Distribution Agreement (the “Agreement”) executed by Admiral Petroleum Company (“Admiral”) and Core-Mark International, Inc.(“Core-Mark”) with an effective date of October 1, 2016 (as amended, the “Agreement”).
CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY [***], HAS BEEN OMITTED BECAUSE IT IS NOT MATERIAL AND WOULD LIKELY CAUSE COMPETITIVE HARM TO THE COMPANY IF PUBLICLY DISCLOSED. AMENDMENT No. 1 TO PRIMARY SUPPLIER DISTRIBUTION...Primary Supplier Distribution Agreement • October 29th, 2020 • ARKO Corp. • Retail-convenience stores
This Amendment No. 1 (this “Amendment”) to the Primary Supplier Distribution Agreement (Mountain Empire Oil Company) is made on February 10, 2020 but effective retroactively to October 1, 2019 (the “Effective Date”) and amends that certain Primary Supplier Distribution Agreement (Mountain Empire Oil Company) (the “Agreement”) executed by Mountain Empire Oil Company (“GPM”) and Core-Mark International, Inc. (“Core-Mark”) with an effective date of February 1, 2019 (as amended, the “Agreement”).
CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY [***], HAS BEEN OMITTED BECAUSE IT IS NOT MATERIAL AND WOULD LIKELY CAUSE COMPETITIVE HARM TO THE COMPANY IF PUBLICLY DISCLOSED. FIRST AMENDMENT TO MASTER INCENTIVE AGREEMENTMaster Incentive Agreement - Custom • October 29th, 2020 • ARKO Corp. • Retail-convenience stores
This First Amendment to Master Incentive Agreement - Custom (“Amendment”), is dated effective as of July 1, 2019 (the “Effective Date”), by and between VALERO MARKETING AND SUPPLY COMPANY, a Delaware corporation (“VMSC”), and GPM PETROLEUM, LLC (“Marketer”).
THIRD AMENDMENT TO AMENDED, RESTATED AND CONSOLIDATED CREDIT AGREEMENTCredit Agreement • October 29th, 2020 • ARKO Corp. • Retail-convenience stores • Virginia
THIS THIRD AMENDMENT TO AMENDED, RESTATED AND CONSOLIDATED CREDIT AGREEMENT (this “Amendment”) is made as of the 16th day of March, 2020, by and among GPM INVESTMENTS, LLC, a Delaware limited liability company, GPM SOUTHEAST, LLC, a Delaware limited liability company, GPM1, LLC, a Delaware limited liability company, GPM2, LLC, a Delaware limited liability company, GPM3, LLC, a Delaware limited liability company, GPM4, LLC, a Delaware limited liability company, GPM5, LLC, a Delaware limited liability company, GPM6, LLC, a Delaware limited liability company, GPM8, LLC, a Delaware limited liability company, GPM9, LLC, a Delaware limited liability company (individually and collectively, jointly and severally, whether one or more, “Original Borrower”), GPM RE, LLC, a Delaware limited liability company (“GPM RE”, individually and collectively with Original Borrower, jointly and severally, whether one or more, the “Borrower”), VILLAGE PANTRY, LLC, an Indiana limited liability company (“Granto
CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY [***], HAS BEEN OMITTED BECAUSE IT IS NOT MATERIAL AND WOULD LIKELY CAUSE COMPETITIVE HARM TO THE COMPANY IF PUBLICLY DISCLOSED. AMENDMENT No. 3 TO PRIMARY SUPPLIER DISTRIBUTION...Primary Supplier Distribution Agreement • October 29th, 2020 • ARKO Corp. • Retail-convenience stores
This Amendment No. 3 (this “Amendment”) to the Master Distribution Agreement is made on February 10, 2020, but effective retroactively to October 1, 2019 (the “Effective Date”) and amends that certain Primary Supplier Distribution Agreement Amendment (Admiral Petroleum Company) (the “Agreement”) executed by Admiral Petroleum Company (“Admiral”) and Core-Mark International, Inc. (“Core-Mark”) with an effective date of October 1, 2016 (as amended, the “Agreement”).
CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY [***], HAS BEEN OMITTED BECAUSE IT IS NOT MATERIAL AND WOULD LIKELY CAUSE COMPETITIVE HARM TO THE COMPANY IF PUBLICLY DISCLOSED. SECOND AMENDMENT TO THIRD AMENDED, RESTATED AND...Revolving Credit and Security Agreement • October 29th, 2020 • ARKO Corp. • Retail-convenience stores • Pennsylvania
Third Amended, Restated and Consolidated Revolving Credit and Security Agreement dated as of February 28, 2020 among GPM Investments, LLC, a Delaware limited liability company (“GPM”), GPM1, LLC, a Delaware limited liability company (“GPM1”), GPM2, LLC, a Delaware limited liability company (“GPM2”), GPM3, LLC, a Delaware limited liability company (“GPM3”), GPM4, LLC, a Delaware limited liability company (“GPM4”), GPM5, LLC, a Delaware limited liability company (“GPM5”), GPM6, LLC, a Delaware limited liability company (“GPM6”), GPM8, LLC, a Delaware limited liability company (“GPM8”), GPM9, LLC, a Delaware limited liability company (“GPM9”), GPM Southeast, LLC, a Delaware limited liability company (“GPM Southeast”), E CIG Licensing, LLC, a Delaware limited liability company (“E CIG”), GPM Midwest, LLC, a Delaware limited liability company (“GPM Midwest”), GPM Midwest 18, LLC, a Delaware limited liability company (“GPM Midwest 18, LLC”), GPM Apple, LLC, a Delaware limited liability compa
FORM OF WARRANTWarrant Agreement • October 29th, 2020 • ARKO Corp. • Retail-convenience stores • Delaware
This Warrant has been issued pursuant to the terms of that certain equity purchase agreement (the “Purchase Agreement”), dated as of [___], 2020, by and among the Company, Haymaker Acquisition Corp. II, a Delaware corporation, and each of the entities listed on Exhibit B attached thereto. Capitalized terms used but not defined herein shall have the meanings ascribed to such terms in the Purchase Agreement. This Warrant replaces and supercedes Warrant Number [__], issued to the Holder on [____], 20[ ] (the “Original Warrant”). The Holder acknowledges and agrees that the Original Warrant is hereby terminated and is no longer in force and effect.
CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY [***], HAS BEEN OMITTED BECAUSE IT IS NOT MATERIAL AND WOULD LIKELY CAUSE COMPETITIVE HARM TO THE COMPANY IF PUBLICLY DISCLOSED. MASTER INCENTIVE AGREEMENT CUSTOMMaster Incentive Agreement • October 29th, 2020 • ARKO Corp. • Retail-convenience stores
This Master Incentive Agreement (“Agreement”) is executed on the date set forth beneath each party’s signature, to be effective for all purposes as of April 1, 2016 (“Effective Date”) by and between VALERO MARKETING AND SUPPLY COMPANY (“VMSC”) and GPM PETROLEUM, LLC (“Distributor”).
CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY [***], HAS BEEN OMITTED BECAUSE IT IS NOT MATERIAL AND WOULD LIKELY CAUSE COMPETITIVE HARM TO THE COMPANY IF PUBLICLY DISCLOSED. Primary Supplier Distribution Agreement (Southeast...Primary Supplier Distribution Agreement • October 29th, 2020 • ARKO Corp. • Retail-convenience stores • Delaware
This Primary Supplier Distribution Agreement (this “Agreement”) is entered into on effective as of January 1, 2016 and is between (a) Core-Mark International, Inc. Delaware corporation on behalf of itself and its subsidiaries (collectively “Supplier” and (b) GPM Southeast, LLC, a Delaware limited liability company and GPM Midwest, LLC, a Delaware limited liability company (collectively, “Customer”).
CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY [***], HAS BEEN OMITTED BECAUSE IT IS NOT MATERIAL AND WOULD LIKELY CAUSE COMPETITIVE HARM TO THE COMPANY IF PUBLICLY DISCLOSED. ROLLOVER AND MASTER BRANDING AGREEMENTRollover and Master Branding Agreement • October 29th, 2020 • ARKO Corp. • Retail-convenience stores
This ROLLOVER AND MASTER BRANDING AGREEMENT (“Agreement”) dated as of January 4, 2019, is between GPM PETROLEUM, LLC, a Delaware limited liability company with offices at 8565 Magellan Parkway, Suite 400, Richmond, Virginia 23227 (“JOBBER”), and MARATHON PETROLEUM COMPANY LP, a Delaware limited partnership with offices at 539 South Main Street, Findlay, Ohio 45840 (“MPC”), each a “Party” and together referred to as the “Parties”.
THIRD AMENDMENT TO TERM LOAN AND SECURITY AGREEMENTTerm Loan and Security Agreement • October 29th, 2020 • ARKO Corp. • Retail-convenience stores • Pennsylvania
This Third Amendment to Term Loan and Security Agreement (this “Amendment”) is made this 15th day of July, 2019, by and among GPM PETROLEUM LP, a Delaware limited partnership (“GPMP” and together with each Person joined to the Loan Agreement (as defined below) as a borrower from time to time, collectively, the “Borrowers”, and each a “Borrower”), the financial institutions which are now or which hereafter become a party to the Loan Agreement (collectively, the “Lenders” and each individually a “Lender”) and PNC BANK, NATIONAL ASSOCIATION (“PNC”), as agent for the Lenders (PNC, in such capacity, the “Agent”).
THIRD AMENDMENT TO CREDIT AGREEMENTCredit Agreement • October 29th, 2020 • ARKO Corp. • Retail-convenience stores • New York
This Third Amendment to Credit Agreement, dated as of August 27, 2020 (this “Amendment”), is entered into by and among GPM Investments, LLC, a Delaware limited liability company (the “Borrower”), the Lenders signatory hereto, the Guarantors signatory hereto, and Ares Capital Corporation, as administrative agent for the Lenders (in such capacity, together with its successors and permitted assigns in such capacity, the “Administrative Agent”). Capitalized terms used but not defined herein shall have the meanings assigned to such capitalized terms in the Credit Agreement referred to below.
Jobber SAP Number: [***] Jobber SVB Number: [***] Master Incentive Contract (3-2016)Master Incentive Contract • October 29th, 2020 • ARKO Corp. • Retail-convenience stores
This Master Incentive Contract (“Master Incentive Contract”), dated and effective December 1, 2016, (“Effective Date”), is by and between BP Products North America Inc. (“Company” or “BP”), and
CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY [***], HAS BEEN OMITTED BECAUSE IT IS NOT MATERIAL AND WOULD LIKELY CAUSE COMPETITIVE HARM TO THE COMPANY IF PUBLICLY DISCLOSED. AMENDMENT No. 3 TO PRIMARY SUPPLIER DISTRIBUTION...Primary Supplier Distribution Agreement • October 29th, 2020 • ARKO Corp. • Retail-convenience stores
This Amendment No. 3 (this “Amendment”) to the Primary Supplier Distribution Agreement (WOC Southeast Holding Corp.) is made on February 10, 2020 but effective retroactively to October 1, 2019 (the “Effective Date”) and amends that certain Primary Supplier Distribution Agreement (WOC Southeast Holding Corp.) (the “Agreement”) executed by WOC Southeast Holding Corp. (“GPM”) and Core-Mark International, Inc. (“Core-Mark”) with an effective date of January 1, 2016 (as amended, the “Agreement”).
FIRST AMENDMENT TO AMENDED, RESTATED AND CONSOLIDATED CREDIT AGREEMENTCredit Agreement • October 29th, 2020 • ARKO Corp. • Retail-convenience stores • Virginia
THIS FIRST AMENDMENT TO AMENDED, RESTATED AND CONSOLIDATED CREDIT AGREEMENT (this “Amendment”) is made as of the 16th day of November, 2017, by and between GPM INVESTMENTS, LLC, a Delaware limited liability company, GPM SOUTHEAST, LLC, a Delaware limited liability company, GPM1, LLC, a Delaware limited liability company, GPM2, LLC, a Delaware limited liability company, GPM3, LLC, a Delaware limited liability company, GPM4, LLC, a Delaware limited liability company, GPM5, LLC, a Delaware limited liability company, GPM6, LLC, a Delaware limited liability company, GPM8, LLC, a Delaware limited liability company, and GPM9, LLC, a Delaware limited liability company (individually and collectively, jointly and severally, whether one or more, the “Borrower”), VILLAGE PANTRY, LLC, an Indiana limited liability company (“Grantor”; taken together with Borrower, “Obligors” and each an “Obligor”), and M&T BANK, a New York banking corporation (the “Bank”).
AMENDMENT TO AMENDED AND RESTATED MASTER COVENANT AGREEMENTMaster Covenant Agreement • October 29th, 2020 • ARKO Corp. • Retail-convenience stores • Virginia
THIS AMENDMENT TO AMENDED AND RESTATED MASTER COVENANT AGREEMENT (this “Amendment”) is made as of July 30, 2020, by and between GPM INVESTMENTS, LLC, a Delaware limited liability company (“GPM”), and M&T BANK, a New York banking corporation (“M&T”).
SECOND AMENDMENT TO TERM LOAN AND SECURITY AGREEMENTTerm Loan and Security Agreement • October 29th, 2020 • ARKO Corp. • Retail-convenience stores • Pennsylvania
This Second Amendment to Term Loan and Security Agreement (this “Amendment”) is made this 22nd day of December, 2017, by and among GPM PETROLEUM LP, a Delaware limited partnership (“GPMP” and together with each Person joined to the Loan Agreement (as defined below) as a borrower from time to time, collectively, the “Borrowers”, and each a “Borrower”), the financial institutions which are now or which hereafter become a party to the Loan Agreement (collectively, the “Lenders” and each individually a “Lender”) and PNC BANK, NATIONAL ASSOCIATION (“PNC”), as agent for the Lenders (PNC, in such capacity, the “Agent”).
CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY [***], HAS BEEN OMITTED BECAUSE IT IS NOT MATERIAL AND WOULD LIKELY CAUSE COMPETITIVE HARM TO THE COMPANY IF PUBLICLY DISCLOSED. BRANDED PRODUCT SUPPLY AND TRADEMARK LICENSE AGREEMENTBranded Product Supply and Trademark License Agreement • October 29th, 2020 • ARKO Corp. • Retail-convenience stores
This BRANDED PRODUCT SUPPLY AND TRADEMARK LICENSE AGREEMENT (“Agreement”) is between Marathon Petroleum Company LP, a Delaware limited partnership having its principal place of business at 539 South Main Street, Findlay, Ohio 45840 (“SELLER”), and GPM Petroleum, LLC, a(n) Delaware limited liability company having its principal place of business at 8565 Magellan Parkway, Suite 400, Richmond, VA 23227 (“BUYER”).
CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY [***], HAS BEEN OMITTED BECAUSE IT IS NOT MATERIAL AND WOULD LIKELY CAUSE COMPETITIVE HARM TO THE COMPANY IF PUBLICLY DISCLOSED. AMENDMENT No. 1 TO MASTER DISTRIBUTION AGREEMENTMaster Distribution Agreement • October 29th, 2020 • ARKO Corp. • Retail-convenience stores
This Amendment No. 1 (this “Amendment”) to the Agreement is made effective as of January 1, 2017 (the “Effective Date”) and amends that certain Master Distribution Agreement executed by Admiral Petroleum Company (“Admiral Petroleum”) and Core-Mark International, Inc. (“Core-Mark”) with an effective date of October 1, 2016 (the “Agreement”).
CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY [***], HAS BEEN OMITTED BECAUSE IT IS NOT MATERIAL AND WOULD LIKELY CAUSE COMPETITIVE HARM TO THE COMPANY IF PUBLICLY DISCLOSED. AMENDMENT No. 4 TO PRIMARY SUPPLIER DISTRIBUTION...Primary Supplier Distribution Agreement • October 29th, 2020 • ARKO Corp. • Retail-convenience stores
This Amendment No. 4 (this “Amendment”) to the Primary Supplier Distribution Agreement (Southeast and Midwest) among Core-Mark International, Inc.(“Core-Mark”) and GPM Investments, LLC, GPM Southeast, LLC, GPM Midwest, LLC, and GPM Apple, LLC (collectively, “GPM”) is made on February 10, 2020 but effective retroactively to October 1, 2019 (the “Effective Date”) and amends that certain Primary Supplier Distribution Agreement (Southeast and Midwest) (the “Agreement”) originally executed by GPM Southeast, LLC and GPM Midwest, LLC (and to which GPM Investments, LLC and GPM Apple, LLC were added by amendment) and Core-Mark with an effective date of January 1, 2016 (as amended, the “Agreement”).
CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY [***], HAS BEEN OMITTED BECAUSE IT IS NOT MATERIAL AND WOULD LIKELY CAUSE COMPETITIVE HARM TO THE COMPANY IF PUBLICLY DISCLOSED. MASTER DISTRIBUTION AGREEMENTMaster Distribution Agreement • October 29th, 2020 • ARKO Corp. • Retail-convenience stores
This Master Distribution Agreement (the “Agreement”), is dated as of October 1. 2016 (the “Effective Date”). This Agreement is between Core-Mark International, Inc., (hereafter “Supplier,”), and Admiral Petroleum Company (hereafter “Customer,”). In consideration of the following agreements and other good and valuable consideration, the sufficiency of which is hereby acknowledged, the parties agree as follows:
