CONTRIBUTION, CONVEYANCE AND ASSUMPTION AGREEMENT by and among SEMGROUP CORPORATION ROSE ROCK MIDSTREAM HOLDINGS, LLC ROSE ROCK MIDSTREAM GP, LLC ROSE ROCK MIDSTREAM CORPORATION ROSE ROCK MIDSTREAM, L.P. ROSE ROCK MIDSTREAM OPERATING, LLC SEMOPERATING...Conveyance and Assumption • December 1st, 2011 • Rose Rock Midstream, L.P. • Pipe lines (no natural gas)
This Contribution, Conveyance and Assumption Agreement, dated as of November 29, 2011 (this “Agreement”), is by and among SemGroup Corporation, a Delaware corporation (“SemGroup”), Rose Rock Midstream Holdings, LLC, a Delaware limited liability company (“Holdings”), Rose Rock Midstream GP, LLC, a Delaware limited liability company (the “General Partner”), Rose Rock Midstream Corporation, a Delaware corporation (“RRMC”), Rose Rock Midstream, L.P., a Delaware limited partnership (the “Partnership”), Rose Rock Midstream Operating, LLC, a Delaware limited liability company (“Opco”), SemOperating G.P., L.L.C., a Delaware limited liability company (“SemOperating”), Rose Rock Midstream Energy GP, LLC, a Delaware limited liability company (“RRM Energy GP”), SemCrude, L.P., a Delaware limited partnership (“SemCrude”), and SemGreen, L.P., a Delaware limited partnership (“SemGreen”). The above-named entities are sometimes referred to in this Agreement individually as a “Party” and collectively as
CONTRIBUTION, CONVEYANCE AND ASSUMPTION AGREEMENTConveyance and Assumption • August 20th, 2013 • World Point Terminals, LP • Wholesale-petroleum bulk stations & terminals
This Contribution, Conveyance and Assumption Agreement, dated as of August 14, 2013 (this “Agreement”), is by and among World Point Terminals, LP, a Delaware limited partnership (the “Partnership”), WPT GP, LLC, a Delaware limited liability company (the “General Partner”), World Point Terminals, Inc., a Delaware corporation (“WPTI”), CPT 2010, LLC, a Missouri limited liability company (“CPT 2010”), and Center Point Terminal Company, LLC, a Delaware limited liability company (“OLLC”). The above-named entities are sometimes referred to in this Agreement each as a “Party” and collectively as the “Parties.” Capitalized terms used herein shall have the meanings assigned to such terms in Article I.
CONTRIBUTION, CONVEYANCE AND ASSUMPTION AGREEMENT By and Among DELEK LOGISTICS PARTNERS, LP, DELEK LOGISTICS GP, LLC, DELEK LOGISTICS OPERATING, LLC, DELEK CRUDE LOGISTICS, LLC, DELEK US HOLDINGS, INC., DELEK MARKETING & SUPPLY, LLC, DELEK MARKETING &...Conveyance and Assumption • November 15th, 2012 • Delek US Holdings, Inc. • Petroleum refining
This Contribution, Conveyance and Assumption Agreement, dated as of November 7, 2012 (this “Agreement”), is by and among Delek Logistics Partners, LP, a Delaware limited partnership (the “Partnership”), Delek Logistics GP, LLC, a Delaware limited liability company (the “General Partner”), Delek Logistics Operating, LLC, a Delaware limited liability company (“OLLC”), Delek Crude Logistics, LLC, a Texas limited liability company (“Crude Logistics”), Delek US Holdings, Inc., a Delaware corporation (“Delek US”), Delek Marketing & Supply, LLC, a Delaware limited liability company (“Marketing LLC”), Delek Marketing & Supply, LP, a Delaware limited partnership (“Marketing LP”), Lion Oil Company, an Arkansas corporation (“Lion Oil”), and Delek Logistics Services Company, a Delaware corporation (“Services Company”). The above-named entities are sometimes referred to in this Agreement each as a “Party” and collectively as the “Parties.” Capitalized terms used herein shall have the meanings assig
CONTRIBUTION, CONVEYANCE AND ASSUMPTION AGREEMENT By and Among SPRAGUE RESOURCES LP, SPRAGUE RESOURCES GP LLC, AXEL JOHNSON INC., SPRAGUE INTERNATIONAL PROPERTIES LLC, SPRAGUE CANADIAN PROPERTIES LLC, SPRAGUE MASSACHUSETTS PROPERTIES LLC, SPRAGUE...Conveyance and Assumption • November 5th, 2013 • Sprague Resources LP • Wholesale-petroleum bulk stations & terminals • Delaware
CONTRIBUTION, CONVEYANCE AND ASSUMPTION AGREEMENTConveyance and Assumption • June 9th, 2015 • PennTex Midstream Partners, LP • Natural gas transmission
This Contribution, Conveyance and Assumption Agreement, dated as of June 9, 2015 (as amended or supplemented from time to time, this “Agreement”), is by and among PennTex Midstream Partners, LP, a Delaware limited partnership (the “Partnership”), PennTex Midstream Partners, LLC, a Delaware limited liability company (“PennTex Development”), PennTex North Louisiana, LLC, a Delaware limited liability company (“PennTex Operating”), PennTex NLA Holdings, LLC, a Delaware limited liability company (“NLA Holdings”), MRD WHR LA Midstream LLC, a Delaware limited liability company (“MRD WHR”), and PennTex Midstream Operating, LLC, a Delaware limited liability company (“Midstream Operating”). The above-named entities are sometimes referred to in this Agreement each as a “Party” and collectively as the “Parties.” Capitalized terms used herein shall have the meanings assigned to such terms in Article I.
CONTRIBUTION, CONVEYANCE AND ASSUMPTION AGREEMENT By and Among SPRAGUE RESOURCES LP, SPRAGUE RESOURCES GP LLC, AXEL JOHNSON INC., SPRAGUE PROJECT ROSE 2011 LLC, SPRAGUE RESOURCES HOLDINGS LLC, SPRAGUE ENERGY SOLUTIONS INC., And SPRAGUE OPERATING...Conveyance and Assumption • December 22nd, 2011 • Sprague Resources LP • Wholesale-petroleum bulk stations & terminals • Delaware
This Contribution, Conveyance and Assumption Agreement, dated as of , 2012 (this “Agreement”), is by and among Sprague Resources LP, a Delaware limited partnership (the “Partnership”), Sprague Resources GP LLC, a Delaware limited liability company (the “General Partner”), Axel Johnson Inc., a Delaware corporation (“AJI”), Sprague Project Rose 2011 LLC, a Delaware limited liability company (the “SPV”), Sprague Resources Holdings LLC, a Delaware limited liability company (“Holdings”), Sprague Energy Solutions Inc., a Delaware corporation (“Reseller”), and Sprague Operating Resources LLC, a Delaware limited liability company (the “OLLC”). The above named entities are sometimes referred to in this Agreement individually as a “Party” and collectively as the “Parties.” Capitalized terms used herein shall have the meanings assigned to such terms in Article I.
CONTRIBUTION, CONVEYANCE AND ASSUMPTION AGREEMENTConveyance and Assumption • October 21st, 2014 • USD Partners LP • Railroad switching & terminal establishments
This Contribution, Conveyance and Assumption Agreement, dated as of October 15, 2014 (as amended or supplemented from time to time, this “Agreement”), is by and among US Development Group, LLC, a Delaware limited liability company (“USD”), USD Group LLC, a Delaware limited liability company (“USDG”), USD Partners GP LLC, a Delaware limited liability company (the “General Partner”), USD Partners LP, a Delaware limited partnership (the “Partnership”), and USD Logistics Operations LP, a Delaware limited partnership (“Opco”). The above-named entities are sometimes referred to in this Agreement each as a “Party” and collectively as the “Parties.” Capitalized terms used herein shall have the meanings assigned to such terms in Article I.
CONTRIBUTION, CONVEYANCE AND ASSUMPTION AGREEMENT By and Among SPRAGUE RESOUCES LP, SPRAGUE RESOURCES GP LLC, AXEL JOHNSON, INC., SPRAGUE RESOURCES HOLDINGS LLC, SPRAGUE ENERGY SOLUTIONS INC., SPRAGUE TERMINAL SERVICES INC., And SPRAGUE OPERATING...Conveyance and Assumption • September 9th, 2011 • Sprague Resources LP • Wholesale-petroleum bulk stations & terminals • Delaware
CONTRIBUTION, CONVEYANCE AND ASSUMPTION AGREEMENT By and Among SPRAGUE RESOURCES LP, SPRAGUE RESOURCES GP LLC, AXEL JOHNSON INC., SPRAGUE INTERNATIONAL PROPERTIES LLC, SPRAGUE CANADIAN PROPERTIES LLC, SPRAGUE RESOURCES HOLDINGS LLC, And SPRAGUE...Conveyance and Assumption • September 24th, 2013 • Sprague Resources LP • Wholesale-petroleum bulk stations & terminals • Delaware
This Contribution, Conveyance and Assumption Agreement, dated as of , 2013 (this “Agreement”), is by and among Sprague Resources LP, a Delaware limited partnership (the “Partnership”), Sprague Resources GP LLC, a Delaware limited liability company (the “General Partner”), Axel Johnson Inc., a Delaware corporation (“AJI”), Sprague International Properties LLC, a Delaware limited liability company (the “SPV”), Sprague Canadian Properties LLC, a Delaware limited liability company (the “SPV2”), Sprague Resources Holdings LLC, a Delaware limited liability company (“Holdings”), and Sprague Operating Resources LLC, a Delaware limited liability company (the “OLLC”). The above named entities are sometimes referred to in this Agreement individually as a “Party” and collectively as the “Parties.” Capitalized terms used herein shall have the meanings assigned to such terms in Article I.
CONTRIBUTION, CONVEYANCE AND ASSUMPTION AGREEMENT By and Among CHESAPEAKE MIDSTREAM HOLDINGS, L.L.C. GIP-A HOLDING (CHK), L.P. GIP-B HOLDING (CHK), L.P. GIP-C HOLDING (CHK), L.P. CHESAPEAKE MIDSTREAM VENTURES, L.L.C. CHESAPEAKE MIDSTREAM GP, L.L.C....Conveyance and Assumption • July 26th, 2010 • Chesapeake Midstream Partners, L.P. • Natural gas transmission • Delaware
This Contribution, Conveyance and Assumption Agreement, dated as of July [•], 2010 (this “Agreement”), is by and among Chesapeake Midstream Partners, L.P., a Delaware limited partnership (the “Partnership”), Chesapeake Midstream GP, L.L.C., a Delaware limited liability company and the general partner of the Partnership (the “General Partner”), Chesapeake MLP Operating, L.L.C. (formerly known as Chesapeake Midstream Partners, L.L.C.), a Delaware limited liability company (“MLP Operating”), Chesapeake Midstream Holdings, L.L.C., a Delaware limited liability company (“Holdings”), GIP-A Holding (CHK), L.P., a Delaware limited partnership (“GIP-A”), GIP-B Holding (CHK), L.P., a Delaware limited partnership (“GIP-B”), GIP-C Holding (CHK), L.P., a Delaware limited partnership (“GIP-C”), and Chesapeake Midstream Ventures, L.L.C., a Delaware limited liability company (“Midstream Ventures”). The above-named entities are sometimes referred to in this Agreement individually as a “Party” and collec
FORM OF CONTRIBUTION, CONVEYANCE AND ASSUMPTION AGREEMENT By and Among ALON ASSETS INC. ALON USA PARTNERS GP, LLC ALON USA PARTNERS, LP ALON USA ENERGY, INC. ALON USA REFINING, LLC ALON USA OPERATING, INC. ALON USA, LP and ALON USA GP, LLC Dated as of...Conveyance and Assumption • October 31st, 2012 • Alon USA Partners, LP • Petroleum refining
This Contribution, Conveyance and Assumption Agreement, dated as of , 2012 (this “Agreement”), is by and among Alon USA Partners, LP, a Delaware limited partnership (the “Partnership”), Alon USA Partners GP, LLC, a Delaware limited liability company (the “General Partner”), Alon Assets, Inc., a Delaware corporation (“Alon Assets”), Alon USA Energy, Inc., a Delaware corporation (“Alon Energy”), Alon USA Refining, LLC, a Delaware limited liability company, Alon USA Operating, Inc., a Delaware corporation (“Alon Operating”), Alon USA, LP, a Texas limited partnership (“Alon USA, LP”), and Alon USA GP, LLC, a Delaware limited liability company (“Alon USA GP, LLC”). The above-named entities are sometimes referred to in this Agreement each as a “Party” and collectively as the “Parties.” Capitalized terms used herein shall have the meanings assigned to such terms in Article I.
