CONTRIBUTION, CONVEYANCE AND ASSUMPTION AGREEMENT by and amongContribution, Conveyance and Assumption Agreement • February 12th, 2016 • Phillips 66 Partners Lp • Pipe lines (no natural gas) • Texas
This Contribution, Conveyance and Assumption Agreement (this “Agreement”) is made and entered into as of October 29, 2015 by and among Phillips 66 Company, a Delaware corporation (“P66”), Phillips 66 Gulf Coast Pipeline LLC, a Delaware limited liability company (“Pipeline”), Phillips 66 Project Development Inc., a Delaware corporation (“PDI” and, together with P66 and Pipeline, the “P66 Parties”), Phillips 66 Partners GP LLC, a Delaware limited liability company (the “General Partner”), and Phillips 66 Partners LP, a Delaware limited partnership (the “Partnership”). P66, Pipeline, PDI, the General Partner and the Partnership are sometimes referred to herein collectively as the “Parties” and individually as a “Party.”
ADDENDUM AGREEMENTAddendum Agreement • February 12th, 2016 • Phillips 66 Partners Lp • Pipe lines (no natural gas)
This ADDENDUM AGREEMENT (this "Addendum Agreement ") is made this 1st day of December, 2015 by and between Phillips 66 Partners Holdings LLC, a Delaware Corporation (the "Acquirer"), and Bayou Bridge Pipeline, LLC, a Delaware limited liability company (the "Company''"), pursuant to the terms of that certain Limited Liability Company Agreement of the Company, dated as of July 9, 2015 (as the same may be amended, supplemented and restated from time to time, including all appendices and exhibits thereto, the "LLC Agreement""). Capitalized terms used but not otherwise defined in this Addendum Agreement shall have the meanings ascribed to them in the LLC Agreement.
AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF BAYOU BRIDGE PIPELINE, LLC a Delaware limited liability companyLimited Liability Company Agreement • February 12th, 2016 • Phillips 66 Partners Lp • Pipe lines (no natural gas) • Texas
This AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT (as the same may be amended from time to time in accordance herewith, this “Agreement”) of BAYOU BRIDGE PIPELINE, LLC, a limited liability company organized and existing under the laws of the State of Delaware (the “Company”), is made and entered into as of July 9, 2015, (the “Effective Date”) by and between each of the Persons (as hereinafter defined) listed on Appendix II.
